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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

———————————————

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~March 31,~~June 30, 2023


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File No. 001-38469

————————————————

Equitable Holdings, Inc.

(Exact name of registrant as specified in its charter)


Delaware						90-0226248
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

1290 Avenue of the Americas, New York, New York 10104

(Address of principal executive offices) (Zip Code)

(212) 554-1234

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol

Name of each exchange on which registered

Common Stock

EQH

New York Stock Exchange

Depositary Shares, each representing a 1/1,000th interest in a share of Fixed Rate Noncumulative Perpetual Preferred Stock, Series A

EQH PR A

New York Stock Exchange

Depositary Shares, each representing a 1/1,000th interest in a share of Fixed Rate Noncumulative Perpetual Preferred Stock, Series C

EQH PR C

New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an “emerging growth company”. See definition of “accelerated filer,” “large accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 (a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of ~~May 4,~~August 7, 2023, ~~356,083,251~~347,351,250 shares of the registrant’s Common Stock, $0.01 par value, were outstanding.

Table of Contents

TABLE OF CONTENTS


		Page
PART I - FINANCIAL INFORMATION
Item 1.	Consolidated Financial Statements ~~(Unaudited)~~
	Consolidated Balance Sheets, ~~March 31,~~June 30, 2023 (Unaudited) and December 31, 2022	4
	Consolidated Statements of Income (Loss), Three and Six Months Ended ~~March 31,~~June 3 0 , 2023 and 2022(Unaudited)	5
	Consolidated Statements of Comprehensive Income (Loss), Three and Six Months Ended June 30, 2023 and 2022 (Unaudited)	6
	Consolidated Statements of ~~Comprehensive Income (Loss),~~Equity, Three and Six Months Ended ~~March~~June 31, 2023 and 2022	7
	~~Consolidated Statements of Equity, Three Months Ended March 31, 2023 and 2022~~ (Unaudited)	8
	Consolidated Statements of Cash Flows, ~~Three~~Six Months Ended ~~March 31,~~June 30, 2023 and 2022 (Unaudited)	9
	Notes to Consolidated Financial Statements:
	Note 1 - Organization	11
	Note 2 - Significant Accounting Policies	1211
	Note 3 - Investments	20
	Note 4 - Derivatives	3133
	Note 5 - Closed Block	3740

	Note 6 - DAC and Other Deferred Assets/Liabilities	3942
	Note 7 - Fair Value Disclosures	4044
	Note 8 - Liabilities for Future Policyholder Benefits	5360
	Note 9 - Market Risk Benefits	5765


	Note 10 - Policyholder Account Balances	5967
	Note 1 1 11 - Employee Benefit Plans	6472
	Note 1 2 12 - Income Taxes	6573

	Note 1 3 13 - Equity	6574
	Note 14 - ~~Short-term~~Short-term and ~~Long~~-t ~~erm~~Long-term Debt	6876
	Note 15 - Redeemable Noncontrolling Interest	6876
	Note 16 - Commitments and Contingent Liabilities	6876

	Note 17 - Business Segment Information	7280
	Note 18 - Insurance Group Statutory Financial Information	7583
	Note 19 - Earnings per Common Share	7685


	Note 20 - ~~Held~~-F or -~~Sale~~Held-For-Sale	7685
	Note 21 - Reinsurance	7886
	Note 22 - Subsequent Events	8088
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	8189
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	~~121~~134
Item 4.	Controls and Procedures	~~122~~135

PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	~~123~~136
Item 1A.	Risk Factors	~~123~~136
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	~~123~~136
Item 3.	Defaults Upon Senior Securities	~~123~~136
Item 4.	Mine Safety Disclosures	~~123~~136
Item 5.	Other Information	~~123~~136
Item 6.	Exhibits	~~124~~138

Signatures		~~130~~145

Table of Contents

NOTE REGARDING FORWARD-LOOKING STATEMENTS AND INFORMATION

Certain of the statements included or incorporated by reference in this Quarterly Report on Form 10-Q constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “expects,” “believes,” “anticipates,” “intends,” “seeks,” “aims,” “plans,” “assumes,” “estimates,” “projects,” “should,” “would,” “could,” “may,” “will,” “shall” or variations of such words are generally part of forward-looking statements. Forward-looking statements are made based on management’s current expectations and beliefs concerning future developments and their potential effects upon Equitable Holdings, Inc. (“Holdings”) and its consolidated subsidiaries. “We,” “us” and “our” refer to Holdings and its consolidated subsidiaries, unless the context refers only to Holdings as a corporate entity. There can be no assurance that future developments affecting Holdings will be those anticipated by management. Forward-looking statements include, without limitation, all matters that are not historical facts.

These forward-looking statements are not a guarantee of future performance and involve risks and uncertainties, and there are certain important factors that could cause actual results to differ, possibly materially, from expectations or estimates reflected in such forward-looking statements, including, among others: (i) conditions in the financial markets and economy, including the impact of plateauing or decreasing economic growth and geopolitical conflicts and related economic conditions, equity market declines and volatility, interest rate fluctuations, impacts on our goodwill and changes in liquidity and access to and cost of capital; (ii) operational factors, including reliance on the payment of dividends to Holdings by its subsidiaries, protection of confidential customer information or proprietary business information, operational failures by us or our service providers, potential strategic transactions, changes in accounting standards, and catastrophic events, such as the outbreak of pandemic diseases including COVID-19; (iii) credit, counterparties and investments, including counterparty default on derivative contracts, failure of financial institutions, defaults by third parties and affiliates and economic downturns, defaults and other events adversely affecting our investments; (iv) our reinsurance and hedging programs; (v) our products, structure and product distribution, including variable annuity guaranteed benefits features within certain of our products, variations in statutory capital requirements, financial strength and claims-paying ratings, state insurance laws limiting the ability of our insurance subsidiaries to pay dividends and key product distribution relationships; (vi) estimates, assumptions and valuations, including risk management policies and procedures, potential inadequacy of reserves and experience differing from pricing expectations, amortization of deferred acquisition costs and financial models; (vii) our Investment Management and Research segment, including fluctuations in assets under management and the industry-wide shift from actively-managed investment services to passive services; (viii) recruitment and retention of key employees and experienced and productive financial professionals; (ix) subjectivity of the determination of the amount of allowances and impairments taken on our investments; (x) legal and regulatory risks, including federal and state legislation affecting financial institutions, insurance regulation and tax reform; (xi) risks related to our common stock and (xii) general risks, including strong industry competition, information systems failing or being compromised and protecting our intellectual property.

Forward-looking statements should be read in conjunction with the other cautionary statements, risks, uncertainties and other factors identified in Holdings’ Annual Report on Form 10-K for the year ended December 31, 2022, as amended or supplemented in our subsequently filed (i) Current Report on Form 8-K, dated May 17, 2023 (the “Recast 2022 Annual Report”), (ii) Quarterly Reports on Form 10-Q, including in the section entitled “Risk Factors,” and (iii) elsewhere in this Quarterly Report on Form 10-Q. You should read this Form 10-Q completely and with the understanding that actual future results may be materially different from expectations. Further, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update or revise any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events, except as otherwise may be required by law.

Other risks, uncertainties and factors, including those discussed under “Risk ~~Factors”,~~Factors,” in our Annual Report on Form 10-K could cause our actual results to differ materially from those projected in any forward-looking statements we make. Readers should read carefully the factors described in “Risk Factors” in our Annual Report on Form 10-K to better understand the risks and uncertainties inherent in our business and underlying any forward-looking statements.

Throughout this Quarterly Report on Form 10-Q we use certain defined terms and abbreviations, which are summarized in the “Glossary” and “Acronyms” sections.

Table of Contents

Part I FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements ~~(Unaudited)~~

EQUITABLE HOLDINGS, INC.

Consolidated Balance Sheets

~~March 31,~~June 30, 2023(Unaudited) and December 31, 2022 ~~(Unaudited)~~


		March 31, 2023		December 31, 2022			June 30, 2023		December 31, 2022
		(in millions, except share data)					(in millions, except share data)
ASSETS	ASSETS					ASSETS
Investments:	Investments:					Investments:
Fixed maturities available-for-sale, at fair value (amortized cost of $73,061 and $72,991) (allowance for credit losses of $18 and $24)		$	65,065	$	63,361
Fixed maturities available-for-sale, at fair value (amortized cost of $73,994 and $72,991) (allowance for credit losses of $2 and $24)						Fixed maturities available-for-sale, at fair value (amortized cost of $73,994 and $72,991) (allowance for credit losses of $2 and $24)	$	65,351	$	63,361
Fixed maturities, at fair value using the fair value option (1)	Fixed maturities, at fair value using the fair value option (1)	1,543		1,508		Fixed maturities, at fair value using the fair value option (1)	1,574		1,508
Mortgage loans on real estate (net of allowance for credit losses of $139 and $129) (1)		16,969		16,481
Mortgage loans on real estate (net of allowance for credit losses of $145 and $129) (1)						Mortgage loans on real estate (net of allowance for credit losses of $145 and $129) (1)	17,364		16,481

Policy loans	Policy loans	4,028		4,033		Policy loans	4,061		4,033
Other equity investments (1)	Other equity investments (1)	3,179		3,152		Other equity investments (1)	3,264		3,152
Trading securities, at fair value	Trading securities, at fair value	828		677		Trading securities, at fair value	873		677
Other invested assets (1)	Other invested assets (1)	4,611		3,885		Other invested assets (1)	5,235		3,885
Total investments	Total investments	96,223		93,097		Total investments	97,722		93,097
Cash and cash equivalents (1)	Cash and cash equivalents (1)	5,018		4,281		Cash and cash equivalents (1)	7,693		4,281
Cash and securities segregated, at fair value	Cash and securities segregated, at fair value	1,055		1,522		Cash and securities segregated, at fair value	879		1,522
Broker-dealer related receivables	Broker-dealer related receivables	2,203		2,338		Broker-dealer related receivables	2,053		2,338
Deferred policy acquisition costs	Deferred policy acquisition costs	6,419		6,369		Deferred policy acquisition costs	6,512		6,369
Goodwill and other intangible assets, net	Goodwill and other intangible assets, net	5,478		5,482		Goodwill and other intangible assets, net	5,463		5,482
Amounts due from reinsurers (allowance for credit losses of $7 and $10) ~~(3)~~	Amounts due from reinsurers (allowance for credit losses of $7 and $10) ~~(3)~~	8,453		8,471		Amounts due from reinsurers (allowance for credit losses of $7 and $10) ~~(3)~~	8,395		8,471

Current and deferred income taxes	Current and deferred income taxes	1,294		781		Current and deferred income taxes	1,726		781
Purchased market risk benefits	Purchased market risk benefits	10,676		10,423		Purchased market risk benefits	9,931		10,423
Other assets (1)	Other assets (1)	3,629		4,033		Other assets (1)	3,391		4,033
Assets held-for-sale	Assets held-for-sale	671		562		Assets held-for-sale	566		562
Assets for market risk benefits	Assets for market risk benefits	629		490		Assets for market risk benefits	777		490
Separate Accounts assets	Separate Accounts assets	119,752		114,853		Separate Accounts assets	123,898		114,853
Total Assets	Total Assets	$	261,500	$	252,702	Total Assets	$	269,006	$	252,702
LIABILITIES	LIABILITIES					LIABILITIES
Policyholders’ account balances	Policyholders’ account balances	$	86,761	$	83,866	Policyholders’ account balances	$	91,595	$	83,866
Liability for market risk benefits	Liability for market risk benefits	15,061		15,766		Liability for market risk benefits	13,642		15,766
Future policy benefits and other policyholders' liabilities	Future policy benefits and other policyholders' liabilities	16,738		16,603		Future policy benefits and other policyholders' liabilities	16,786		16,603
Broker-dealer related payables	Broker-dealer related payables	888		715		Broker-dealer related payables	1,522		715

Customer related payables	Customer related payables	2,595		3,323		Customer related payables	2,526		3,323
Amounts due to reinsurers	Amounts due to reinsurers	1,428		1,533		Amounts due to reinsurers	1,404		1,533
Short-term debt	Short-term debt	751		759		Short-term debt	—		759
Long-term debt	Long-term debt	3,819		3,322		Long-term debt	3,819		3,322

Notes issued by consolidated variable interest entities, at fair value using the fair value option (1)	Notes issued by consolidated variable interest entities, at fair value using the fair value option (1)	1,169		1,150		Notes issued by consolidated variable interest entities, at fair value using the fair value option (1)	1,484		1,150
Other liabilities (1)	Other liabilities (1)	6,296		7,108		Other liabilities (1)	6,410		7,108
Liabilities held-for-sale	Liabilities held-for-sale	158		108		Liabilities held-for-sale	129		108
Separate Accounts liabilities	Separate Accounts liabilities	119,752		114,853		Separate Accounts liabilities	123,898		114,853
Total Liabilities	Total Liabilities	$	255,416	$	249,106	Total Liabilities	$	263,215	$	249,106
Redeemable noncontrolling interest (1) (2)	Redeemable noncontrolling interest (1) (2)	$	613	$	455	Redeemable noncontrolling interest (1) (2)	$	531	$	455
Commitments and contingent liabilities ~~(4)~~(3)	Commitments and contingent liabilities ~~(4)~~(3)					Commitments and contingent liabilities ~~(4)~~(3)
EQUITY	EQUITY					EQUITY
Equity attributable to Holdings:	Equity attributable to Holdings:					Equity attributable to Holdings:
Preferred stock and additional paid-in capital, $1 par value and $25,000 liquidation preference	Preferred stock and additional paid-in capital, $1 par value and $25,000 liquidation preference	$	1,562	$	1,562	Preferred stock and additional paid-in capital, $1 par value and $25,000 liquidation preference	$	1,562	$	1,562
Common stock, $0.01 par value, 2,000,000,000 shares authorized; 505,641,286 and 508,418,442 shares issued, respectively; 359,089,998 and 365,081,940 shares outstanding, respectively		4		4
Common stock, $0.01 par value, 2,000,000,000 shares authorized; 500,292,963 and 508,418,442 shares issued, respectively; 350,240,160 and 365,081,940 shares outstanding, respectively						Common stock, $0.01 par value, 2,000,000,000 shares authorized; 500,292,963 and 508,418,442 shares issued, respectively; 350,240,160 and 365,081,940 shares outstanding, respectively	4		4
Additional paid-in capital	Additional paid-in capital	2,298		2,299		Additional paid-in capital	2,297		2,299
Treasury stock, at cost, 146,569,130 and 143,336,502 shares, respectively		(3,400)		(3,297)
Treasury stock, at cost, 150,083,983 and 143,336,502 shares, respectively						Treasury stock, at cost, 150,083,983 and 143,336,502 shares, respectively	(3,493)		(3,297)
Retained earnings	Retained earnings	9,806		9,825		Retained earnings	10,325		9,825
Accumulated other comprehensive income (loss)	Accumulated other comprehensive income (loss)	(6,516)		(8,992)		Accumulated other comprehensive income (loss)	(7,142)		(8,992)
Total equity attributable to Holdings	Total equity attributable to Holdings	3,754		1,401		Total equity attributable to Holdings	3,553		1,401
Noncontrolling interest	Noncontrolling interest	1,717		1,740		Noncontrolling interest	1,707		1,740
Total Equity	Total Equity	5,471		3,141		Total Equity	5,260		3,141
Total Liabilities, Redeemable Noncontrolling Interest and Equity	Total Liabilities, Redeemable Noncontrolling Interest and Equity	$	261,500	$	252,702	Total Liabilities, Redeemable Noncontrolling Interest and Equity	$	269,006	$	252,702

____________

(1) See Note 2 of the Notes to these Consolidated Financial Statements for details of balances with VIEs.

(2) See Note 15 of the Notes to these Consolidated Financial Statements for details of redeemable noncontrolling interest.

(3) Represents the fair value of the ceded reserves to Venerable. See Note 1 of the Notes to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 for details of the Venerable Transaction and Note 7 of the Notes to these Consolidated Financial Statements.

~~(4)~~ See Note 16 of the Notes to these Consolidated Financial Statements for details of commitments and contingent liabilities.

~~EQUITABLE HOLDINGS, INC.~~

~~Consolidated Balance Sheets~~

~~March 31, 2023 and December 31, 2022 (Unaudited)~~

Prior period amounts have been adjusted for the implementation of ASU 2018-12: Targeted Improvements to the Accounting for ~~Long-Duration~~Long Duration Contracts.

See Notes to Consolidated Financial Statements (Unaudited).

EQUITABLE HOLDINGS, INC.

Consolidated Statements of Income (Loss)

Three and Six Months Ended June 30, 2023 and 2022 (Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions, except per share data)
REVENUES
Policy charges and fee income	$	594	$	620	$	1,182	$	1,270
Premiums	280		238		556		485
Net derivative gains (losses)	(917)		1,858		(1,758)		2,017
Net investment income (loss)	1,036		711		2,026		1,515
Investment gains (losses), net:
Credit and intent to sell losses on available for sale debt securities and loans	(14)		(9)		(80)		1
Other investment gains (losses), net	(42)		(223)		(63)		(559)
Total investment gains (losses), net	(56)		(232)		(143)		(558)
Investment management and service fees	1,182		1,197		2,362		2,552
Other income	258		298		509		555
Total revenues	2,377		4,690		4,734		7,836

BENEFITS AND OTHER DEDUCTIONS
Policyholders’ benefits	684		589		1,414		1,391
Remeasurement of liability for future policy benefits	(7)		12		(3)		34
Change in market risk benefits and purchased market risk benefits	(975)		814		(955)		347
Interest credited to policyholders’ account balances	501		310		964		623
Compensation and benefits	566		518		1,149		1,114
Commissions and distribution-related payments	393		394		773		816
Interest expense	55		50		116		97
Amortization of deferred policy acquisition costs	155		145		307		288
Other operating costs and expenses	466		583		889		1,117
Total benefits and other deductions	1,838		3,415		4,654		5,827
Income (loss) from continuing operations, before income taxes	539		1,275		80		2,009
Income tax (expense) benefit	292		(264)		1,017		(401)
Net income (loss)	831		1,011		1,097		1,608
Less: Net income (loss) attributable to the noncontrolling interest (1)	72		44		161		111
Net income (loss) attributable to Holdings	759		967		936		1,497
Less: Preferred stock dividends	26		26		40		40
Net income (loss) available to Holdings’ common shareholders	$	733	$	941	$	896	$	1,457

EARNINGS PER COMMON SHARE
Net income (loss) applicable to Holdings’ common shareholders per common share:
Basic	$	2.06	$	2.48	$	2.50	$	3.80
Diluted	$	2.06	$	2.47	$	2.49	$	3.77
Weighted average common shares outstanding (in millions):
Basic	355.2		378.9		358.5		383.7
Diluted	356.1		380.6		360.0		386.1

____________

(1) Includes redeemable noncontrolling interest. See Note 15 of the Notes to these Consolidated Financial Statements for details of redeemable noncontrolling interest.

Prior period amounts have been adjusted for the implementation of ASU 2018-12: Targeted Improvements to the Accounting for Long Duration Contracts.

See Notes to Consolidated Financial Statements (Unaudited).

EQUITABLE HOLDINGS, INC.

Consolidated Statements of Comprehensive Income (Loss)

Three and Six Months Ended ~~March 31,~~June 30, 2023 and 2022 (Unaudited)

Three Months Ended March 31,
2023 2022
(in millions, except per share data)
REVENUES
Policy charges and fee income $ 588 $ 650
Premiums 276 247
Net derivative gains (losses) (841) 159
Net investment income (loss) 990 804
Investment gains (losses), net:
Credit and intent to sell losses on available for sale debt securities and loans (66) 10
Other investment gains (losses), net (21) (336)
Total investment gains (losses), net (87) (326)
Investment management and service fees 1,180 1,355
Other income 251 257
Total revenues 2,357 3,146
BENEFITS AND OTHER DEDUCTIONS
Policyholders’ benefits 730 802
Remeasurement of liability for future policy benefits 4 22
Change in market risk benefits and purchased market risk benefits 20 (467)
Interest credited to policyholders’ account balances 463 313
Compensation and benefits 583 596
Commissions and distribution-related payments 380 422
Interest expense 61 47
Amortization of deferred policy acquisition costs 152 143
Other operating costs and expenses 423 534
Total benefits and other deductions 2,816 2,412
Income (loss) from continuing operations, before income taxes (459) 734
Income tax (expense) benefit 725 (137)
Net income (loss) 266 597
Less: Net income (loss) attributable to the noncontrolling interest 89 67
Net income (loss) attributable to Holdings 177 530
Less: Preferred stock dividends 14 14
Net income (loss) available to Holdings’ common shareholders $ 163 $ 516
EARNINGS PER COMMON SHARE
Net income (loss) applicable to Holdings’ common shareholders per common share:
Basic $ 0.45 $ 1.33
Diluted $ 0.45 $ 1.32
Weighted average common shares outstanding (in millions):
Basic 361.9 388.6
Diluted 364.1 391.7


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
COMPREHENSIVE INCOME (LOSS)
Net income (loss)	$	831	$	1,011	$	1,097	$	1,608
Other comprehensive income (loss) net of income taxes:
Change in unrealized gains (losses), net of reclassification adjustment	(624)		(4,353)		1,002		(9,030)
Change in market risk benefits - instrument-specific credit risk	(87)		1,126		851		2,699
Change in liability for future policy benefits - current discount rate	74		385		(38)		847
Change in defined benefit plan related items not yet recognized in periodic benefit cost, net of reclassification adjustment	9		2		29		45
Foreign currency translation adjustment	5		(33)		11		(45)
Total other comprehensive income (loss), net of income taxes	(623)		(2,873)		1,855		(5,484)
Comprehensive income (loss)	208		(1,862)		2,952		(3,876)
Less: Comprehensive income (loss) attributable to the noncontrolling interest	75		32		166		95
Comprehensive income (loss) attributable to Holdings	$	133	$	(1,894)	$	2,786	$	(3,971)

Prior period amounts have been adjusted for the implementation of ASU 2018-12: Targeted Improvements to the Accounting for ~~Long-Duration~~Long Duration Contracts.

See Notes to Consolidated Financial Statements (Unaudited).

EQUITABLE HOLDINGS, INC.

Consolidated Statements of ~~Comprehensive Income (Loss)~~Equity

For the Three and Six Months Ended ~~March 31,~~June 30, 2023 and 2022 (Unaudited)

Three Months Ended March 31,
2023 2022
(in millions)
COMPREHENSIVE INCOME (LOSS)
Net income (loss) $ 266 $ 597
Other comprehensive income (loss) net of income taxes:
Change in unrealized gains (losses), net of reclassification adjustment 1,626 (4,677)
Changes in market risk benefits - instrument-specific credit risk 938 1,573
Changes in liability for future policy benefits - current discount rate (112) 462
Changes in defined benefit plan related items not yet recognized in periodic benefit cost, net of reclassification adjustment 20 43
Foreign currency translation adjustment 6 (12)
Total other comprehensive income (loss), net of income taxes 2,478 (2,611)
Comprehensive income (loss) 2,744 (2,014)
Less: Comprehensive income (loss) attributable to the noncontrolling interest 91 63
Comprehensive income (loss) attributable to Holdings $ 2,653 $ (2,077)


	Three Months Ended June 30,
	Equity Attributable to Holdings
	Preferred Stock and Additional Paid-In Capital		Common Stock		Additional Paid-in Capital		Treasury Stock		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total Holdings Equity		Non-controlling Interest		Total Equity
			(in millions)
Balance, beginning of period	$	1,562	$	4	$	2,298	$	(3,400)	$	9,806	$	(6,516)	$	3,754	$	1,717	$	5,471
Stock compensation	—		—		15		(2)		—		—		13		8		21
Purchase of treasury stock	—		—		—		(226)		—		—		(226)		—		(226)
Reissuance of treasury stock	—		—		—		—		(2)		—		(2)		—		(2)
Retirement of common stock	—		—		—		135		(135)		—		—		—		—
Repurchase of AB Holding units	—		—		—		—		—		—		—		(1)		(1)
Dividends paid to noncontrolling interest	—		—		—		—		—		—		—		(85)		(85)

Dividends on common stock (cash dividends declared per common share of $0.22)	—		—		—		—		(78)		—		(78)		—		(78)
Issuance of preferred stock	—		—		—		—		—		—		—		—		—
Dividends on preferred stock	—		—		—		—		(26)		—		(26)		—		(26)
Net income (loss)	—		—		—		—		759		—		759		67		826
Other comprehensive income (loss)	—		—		—		—		—		(626)		(626)		3		(623)
Other	—		—		(16)		—		1		—		(15)		(2)		(17)
June 30, 2023	$	1,562	$	4	$	2,297	$	(3,493)	$	10,325	$	(7,142)	$	3,553	$	1,707	$	5,260

~~Prior period amounts have been adjusted for the implementation of ASU 2018-12: Targeted Improvements to the Accounting for Long-Duration Contracts.~~


Balance, beginning of period	$	1,562	$	4	$	1,933	$	(3,070)	$	8,802	$	(1,304)	$	7,927	$	1,529	$	9,456
Stock compensation	—		—		16		5		—		—		21		8		29
Purchase of treasury stock	—		—				(220)		—		—		(220)		—		(220)
Reissuance of treasury stock	—		—		—		—		(5)		—		(5)		—		(5)
Retirement of common stock	—		—		—		220		(220)		—		—		—		—
Repurchase of AB Holding units	—		—		—		—		—		—		—		(93)		(93)
Dividends paid to noncontrolling interest	—		—		—		—		—		—		—		(100)		(100)
Dividends on common stock (cash dividends declared per common share of $0.20)	—		—		—		—		(75)		—		(75)		—		(75)
Dividends on preferred stock	—		—		—		—		(26)		—		(26)		—		(26)


Net income (loss)	—		—		—		—		967		—		967		74		1,041

Other comprehensive income (loss)	—		—		—		—		—		(2,861)		(2,861)		(12)		(2,873)
Other	—		—		(31)		—		4		—		(27)		4		(23)
June 30, 2022	$	1,562	$	4	$	1,918	$	(3,065)	$	9,447	$	(4,165)	$	5,701	$	1,410	$	7,111

See Notes to Consolidated Financial Statements (Unaudited).

EQUITABLE HOLDINGS, INC.

Consolidated Statements of Equity

Three and Six Months Ended ~~March 31,~~June 30, 2023 and 2022 (Unaudited)


		Three Months Ended March 31,																			Six Months Ended June 30,
		Equity Attributable to Holdings																			Equity Attributable to Holdings
		Preferred Stock and Additional Paid-In Capital		Common Stock		Additional Paid-in Capital		Treasury Stock		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total Holdings Equity		Non-controlling Interest		Total Equity			Preferred Stock and Additional Paid-In Capital		Common Stock		Additional Paid-in Capital		Treasury Stock		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total Holdings Equity		Non-controlling Interest		Total Equity
		(in millions)																			(in millions)
January 1, 2023		$	1,562	$	4	$	2,299	$	(3,297)	$	9,825	$	(8,992)	$	1,401	$	1,740	$	3,141
Balance, beginning of period																				Balance, beginning of period	$	1,562	$	4	$	2,299	$	(3,297)	$	9,825	$	(8,992)	$	1,401	$	1,740	$	3,141

Stock compensation	Stock compensation	—		—		11		24		—		—		35		7		42		Stock compensation	—		—		26		22		—		—		48		15		63
Purchase of treasury stock	Purchase of treasury stock	—		—		(3)		(211)		—		—		(214)		—		(214)		Purchase of treasury stock	—		—		(3)		(437)		—		—		(440)		—		(440)
Reissuance of treasury stock	Reissuance of treasury stock	—		—		—		—		(25)		—		(25)		—		(25)		Reissuance of treasury stock	—		—		—		—		(27)		—		(27)		—		(27)
Retirement of common stock	Retirement of common stock	—		—		—		84		(84)		—		—		—		—		Retirement of common stock	—		—		—		219		(219)		—		—		—		—
Repurchase of AB Holding units	Repurchase of AB Holding units	—		—		—		—		—		—		—		(18)		(18)		Repurchase of AB Holding units	—		—		—		—		—		—		—		(19)		(19)
Dividends paid to noncontrolling interest	Dividends paid to noncontrolling interest	—		—		—		—		—		—		—		(89)		(89)		Dividends paid to noncontrolling interest	—		—		—		—		—		—		—		(174)		(174)

Dividends on common stock (cash dividends declared per common share of $0.20)		—		—		—		—		(72)		—		(72)		—		(72)
Dividends on common stock (cash dividends declared per common share of $0.42)																				Dividends on common stock (cash dividends declared per common share of $0.42)	—		—		—		—		(150)		—		(150)		—		(150)
Dividends on preferred stock	Dividends on preferred stock	—		—		—		—		(14)		—		(14)		—		(14)		Dividends on preferred stock	—		—		—		—		(40)		—		(40)		—		(40)

Net income (loss)	Net income (loss)	—		—		—		—		177		—		177		76		253		Net income (loss)	—		—		—		—		936		—		936		143		1,079
Other comprehensive income (loss)	Other comprehensive income (loss)	—		—		—		—		—		2,476		2,476		2		2,478		Other comprehensive income (loss)	—		—		—		—		—		1,850		1,850		5		1,855
Other	Other	—		—		(9)		—		(1)		—		(10)		(1)		(11)		Other	—		—		(25)		—		—		—		(25)		(3)		(28)
March 31, 2023		$	1,562	$	4	$	2,298	$	(3,400)	$	9,806	$	(6,516)	$	3,754	$	1,717	$	5,471
June 30, 2023																				June 30, 2023	$	1,562	$	4	$	2,297	$	(3,493)	$	10,325	$	(7,142)	$	3,553	$	1,707	$	5,260

January 1, 2022 $ 1,562 $ 4 $ 1,919 $ (2,850) $ 8,413 $ 1,303 $ 10,351 $ 1,576 $ 11,927
Stock compensation — — 19 31 — — 50 19 69
Purchase of treasury stock — — (5) (273) — — (278) — (278)
Reissuance of treasury stock — — — — (31) — (31) — (31)
Retirement of common stock — — — 22 (22) — — — —
Repurchase of AB Holding units — — — — — — — (14) (14)
Dividends paid to noncontrolling interest — — — — — — — (139) (139)
Dividends on common stock (cash dividends declared per common share of $0.18) — — — — (70) — (70) — (70)
Dividends on preferred stock — — — — (14) — (14) — (14)
Issuance of preferred stock — — — — — — — — —
Net income (loss) — — — — 530 — 530 93 623
Other comprehensive income (loss) — — — — — (2,607) (2,607) (4) (2,611)
Other — — — — (4) — (4) (2) (6)
March 31, 2022 $ 1,562 $ 4 $ 1,933 $ (3,070) $ 8,802 $ (1,304) $ 7,927 $ 1,529 $ 9,456


Balance, beginning of period	$	1,562	$	4	$	1,919	$	(2,850)	$	8,413	$	1,303	$	10,351	$	1,576	$	11,927
Stock compensation	—		—		35		36		—		—		71		27		98
Purchase of treasury stock	—		—		(5)		(493)		—		—		(498)		—		(498)
Reissuance of treasury stock	—		—		—		—		(36)		—		(36)		—		(36)
Retirement of common stock	—		—		—		242		(242)		—		—		—		—
Repurchase of AB Holding units	—		—		—		—		—		—		—		(107)		(107)
Dividends paid to noncontrolling interest	—		—		—		—		—		—		—		(239)		(239)
Dividends on common stock (cash dividends declared per common share of $0.38)	—		—		—		—		(145)		—		(145)		—		(145)
Dividends on preferred stock	—		—		—		—		(40)		—		(40)		—		(40)

Net income (loss)	—		—		—		—		1,497		—		1,497		167		1,664
Other comprehensive income (loss)	—		—		—		—		—		(5,468)		(5,468)		(16)		(5,484)
Other	—		—		(31)		—		—		—		(31)		2		(29)
June 30, 2022	$	1,562	$	4	$	1,918	$	(3,065)	$	9,447	$	(4,165)	$	5,701	$	1,410	$	7,111

Prior period amounts have been adjusted for the implementation of ASU 2018-12: Targeted Improvements to the Accounting for ~~Long-Duration~~Long Duration Contracts.

See Notes to Consolidated Financial Statements (Unaudited).

EQUITABLE HOLDINGS, INC.

Consolidated Statements of Cash Flows

~~Three~~Six Months Ended ~~March 31,~~June 30, 2023 and 2022 (Unaudited)


		Three Months Ended March 31,				Six Months Ended June 30,
		2023		2022				2023		2022
		(in millions)				(in millions)
Cash flows from operating activities:	Cash flows from operating activities:						Cash flows from operating activities:
Net income (loss)	Net income (loss)	$	266	$	597		Net income (loss)	$	1,097	$	1,608
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:	Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:						Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Interest credited to policyholders’ account balances	Interest credited to policyholders’ account balances	463		313			Interest credited to policyholders’ account balances	964		623
Policy charges and fee income	Policy charges and fee income	(588)		(650)			Policy charges and fee income	(1,182)		(1,270)
Net derivative (gains) losses	Net derivative (gains) losses	841		(159)			Net derivative (gains) losses	1,758		(2,017)
Credit and intent to sell losses on available for sale debt securities and loans	Credit and intent to sell losses on available for sale debt securities and loans	66		(10)			Credit and intent to sell losses on available for sale debt securities and loans	80		(1)
Investment (gains) losses, net	Investment (gains) losses, net	21		336			Investment (gains) losses, net	63		559
(Gains) losses on businesses held-for-sale	(Gains) losses on businesses held-for-sale	3		—			(Gains) losses on businesses held-for-sale	2		—
Realized and unrealized (gains) losses on trading securities	Realized and unrealized (gains) losses on trading securities	(34)		92			Realized and unrealized (gains) losses on trading securities	(44)		196
Non-cash long-term incentive compensation expense	Non-cash long-term incentive compensation expense	17		38			Non-cash long-term incentive compensation expense	41		62
Amortization and depreciation	Amortization and depreciation	224		142			Amortization and depreciation	380		178
Remeasurement of liability for future policy benefits	Remeasurement of liability for future policy benefits	4		22			Remeasurement of liability for future policy benefits	(3)		34
Change in Market Risk Benefits		20		(467)
Change in market risk benefits							Change in market risk benefits	(955)		347
Equity (income) loss from limited partnerships	Equity (income) loss from limited partnerships	(21)		(71)			Equity (income) loss from limited partnerships	(61)		(106)
Changes in:	Changes in:						Changes in:
Net broker-dealer and customer related receivables/payables	Net broker-dealer and customer related receivables/payables	(641)		11			Net broker-dealer and customer related receivables/payables	(686)		183
Reinsurance recoverable	Reinsurance recoverable	(456)		(375)			Reinsurance recoverable	(801)		(263)
Segregated cash and securities, net	Segregated cash and securities, net	468		(189)			Segregated cash and securities, net	643		(243)
Capitalization of deferred policy acquisition costs	Capitalization of deferred policy acquisition costs	(202)		(210)			Capitalization of deferred policy acquisition costs	(450)		(429)
Future policy benefits	Future policy benefits	(95)		43			Future policy benefits	40		(349)
Current and deferred income taxes ~~(1)~~	Current and deferred income taxes ~~(1)~~	(738)		81			Current and deferred income taxes ~~(1)~~	(1,177)		309
Other, net	Other, net	(205)		(152)			Other, net	65		39
Net cash provided by (used in) operating activities	Net cash provided by (used in) operating activities	$	(587)	$	(608)		Net cash provided by (used in) operating activities	$	(226)	$	(540)

Cash flows from investing activities:	Cash flows from investing activities:						Cash flows from investing activities:
Proceeds from the sale/maturity/prepayment of:
Proceeds from the sale/maturity/pre-payment of:							Proceeds from the sale/maturity/pre-payment of:
Fixed maturities, available-for-sale	Fixed maturities, available-for-sale	$	1,481	$	8,651		Fixed maturities, available-for-sale	$	4,790	$	12,532
Fixed maturities, at fair value using the fair value option	Fixed maturities, at fair value using the fair value option	30		252			Fixed maturities, at fair value using the fair value option	239		345
Mortgage loans on real estate	Mortgage loans on real estate	81		280			Mortgage loans on real estate	236		713
Trading account securities	Trading account securities	162		45			Trading account securities	480		93

Short term investments	Short term investments	589		6			Short term investments	2,402		106
Other	Other	211		167			Other	463		296
Payment for the purchase/origination of:	Payment for the purchase/origination of:						Payment for the purchase/origination of:
Fixed maturities, available-for-sale	Fixed maturities, available-for-sale	(1,846)		(9,198)			Fixed maturities, available-for-sale	(5,878)		(13,977)
Fixed maturities, at fair value using the fair value option	Fixed maturities, at fair value using the fair value option	(41)		(254)			Fixed maturities, at fair value using the fair value option	(309)		(344)
Mortgage loans on real estate	Mortgage loans on real estate	(580)		(688)			Mortgage loans on real estate	(1,114)		(1,175)
Trading account securities	Trading account securities	(297)		(44)			Trading account securities	(660)		(87)
Short term investments	Short term investments	(804)		(304)			Short term investments	(2,218)		(325)
Other	Other	(231)		569			Other	(388)		(786)

Cash settlements related to derivative instruments, net	Cash settlements related to derivative instruments, net	(197)		230			Cash settlements related to derivative instruments, net	(655)		666

See Notes to Consolidated Financial Statements (Unaudited).

EQUITABLE HOLDINGS, INC.

Consolidated Statements of Cash Flows

~~Three~~Six Months Ended ~~March 31,~~June 30, 2023 and 2022 (Unaudited)

Three Months Ended March 31,
2023 2022
(in millions)
Investment in capitalized software, leasehold improvements and EDP equipment (18) 1
Other, net 30 116
Net cash provided by (used in) investing activities $ (1,430) $ (171)
Cash flows from financing activities:
Policyholders’ account balances:
Deposits $ 4,375 $ 3,228
Withdrawals (2,655) (2,257)
Transfers (to) from Separate Accounts 309 454
Payments of market risk benefits (172) (122)
Change in short-term financings (8) 112
Change in collateralized pledged assets (7) (40)
Change in collateralized pledged liabilities 665 545
(Decrease) increase in overdrafts payable — (15)
Issuance of long-term debt 496 —
Proceeds from notes issued by consolidated VIEs — (11)
Dividends paid on common stock (72) (70)
Dividends paid on preferred stock (14) (14)
Purchases of AB Holding Units to fund long-term incentive compensation plan awards (18) (14)
Purchase of treasury shares (214) (279)
Purchases (redemptions) of noncontrolling interests of consolidated
company-sponsored investment funds 150 (56)
Distribution to noncontrolling interest of consolidated subsidiaries (89) (139)
Other, net 3 (7)
Net cash provided by (used in) financing activities $ 2,749 $ 1,315
Effect of exchange rate changes on cash and cash equivalents $ 10 $ (11)
Change in cash and cash equivalents 742 525
Cash and cash equivalents, beginning of the period 4,281 5,188
Change in cash of businesses held-for-sale (5) —
Cash and cash equivalents, end of the period $ 5,018 $ 5,713
Non-cash transactions from investing and financing activities:
Right-of-use assets obtained in exchange for lease obligations $ 10 $ 29

~~(1) For the period ended March 31, 2023 includes a release of $614 million deferred tax valuation allowance. Refer to Note 12 of these Consolidated Financial Statements.~~


	Six Months Ended June 30,
	2023		2022
	(in millions)
Investment in capitalized software, leasehold improvements and EDP equipment	(57)		(19)
Other, net	152		214
Net cash provided by (used in) investing activities	$	(2,517)	$	(1,748)
Cash flows from financing activities:
Policyholders’ account balances:
Deposits	$	9,060	$	7,214
Withdrawals	(4,830)		(3,056)
Transfers (to) from Separate Accounts	647		857
Payments of market risk benefits	(375)		(284)
Change in short-term financings	(759)		153
Change in collateralized pledged assets	(45)		65
Change in collateralized pledged liabilities	2,282		(1,529)
(Decrease) increase in overdrafts payable	—		(14)

Issuance of long-term debt	496		—


Proceeds from collateralized loan obligations	40		—
Proceeds from notes issued by consolidated VIEs	362		(43)
Dividends paid on common stock	(150)		(145)
Dividends paid on preferred stock	(40)		(40)


Purchases of AB Holding Units to fund long-term incentive compensation plan awards	(19)		(107)
Purchase of treasury shares	(440)		(499)
Purchases (redemptions) of noncontrolling interests of consolidated company-sponsored investment funds	63		(61)
Distribution to noncontrolling interest of consolidated subsidiaries	(174)		(238)
Changes in securities lending payable	29		—
Other, net	(4)		(12)
Net cash provided by (used in) financing activities	$	6,143	$	2,261

Effect of exchange rate changes on cash and cash equivalents	$	16	$	(52)
Change in cash and cash equivalents	3,416		(79)
Cash and cash equivalents, beginning of period	4,281		5,188
Change in cash of businesses held-for-sale	(4)		—
Cash and cash equivalents, end of period	$	7,693	$	5,109





Non-cash transactions from investing and financing activities:
Right-of-use assets obtained in exchange for lease obligations	$	31	$	34

Prior period amounts have been adjusted for the implementation of ASU 2018-12: Targeted Improvements to the Accounting for ~~Long-Duration Contracts~~Long Duration Contracts.

See Notes to Consolidated Financial Statements (Unaudited).

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited)

1) ORGANIZATION

Equitable Holdings, Inc. is the holding company for a diversified financial services organization. The Company conducts operations in six segments: Individual Retirement, Group Retirement, Investment Management and Research, Protection Solutions, Wealth Management and Legacy. The Company’s management evaluates the performance of each of these segments independently. See Note 17 of the Notes to ~~the consolidated financial statements~~these Consolidated Financial Statements for further information on the change to the reportable segments in the first quarter of 2023, which was retrospectively applied.

•The Individual Retirement segment offers a diverse suite of variable annuity products which are primarily sold to affluent and high net worth individuals saving for retirement or seeking retirement income.

•The Group Retirement segment offers tax-deferred investment and retirement services or products to plans sponsored by educational entities, municipalities and not-for-profit entities, as well as small and medium-sized businesses.

•The Investment Management and Research segment provides diversified investment management, research and related solutions globally to a broad range of clients through three main client channels - Institutional, Retail and Private Wealth - and distributes its institutional research products and solutions through Bernstein Research Services. The Investment Management and Research segment reflects the business of AB Holding and ABLP and their subsidiaries (collectively, AB).

•The Protection Solutions segment includes the Company’s life insurance and group employee benefits businesses. The life insurance business offers a variety of VUL, IUL and term life products to help affluent and high net worth individuals, as well as small and medium-sized business owners, with their wealth protection, wealth transfer and corporate needs. Our group employee benefits business offers a suite of life, short- and long-term disability, dental and vision insurance products to small and medium-size businesses across the United States.

•The Wealth Management segment is an emerging leader in the wealth management space with a differentiated advice value proposition that offers discretionary and non-discretionary investment advisory accounts, financial planning and advice, life insurance, and annuity products. In 2023, we began reporting this business separately from our Individual Retirement, Group Retirement and Protection Solutions segments as well as Corporate and Other.

•The Legacy segment consists of our capital intensive fixed-rate GMxB business written prior to 2011. In 2023, we began reporting this business separately from our Individual Retirement business.

The Company reports certain activities and items that are not included in our segments in Corporate and Other. Corporate and Other includes certain of our financing and investment expenses. It also includes: closed block of life insurance (the “Closed Block”), run-off variable annuity reinsurance business, run-off group pension business, run-off health business, benefit plans for our employees, certain strategic investments and certain unallocated items, including capital and related investments, interest expense and corporate expense. AB’s results of operations are reflected in the Investment Management and Research segment. Accordingly, Corporate and Other does not include any items applicable to AB.

As of ~~March 31,~~June 30, 2023 and December 31, 2022, the Company’s economic interest in AB was approximately 61% ~~and 61%, respectively.~~. The General Partner of AB is a wholly-owned subsidiary of the Company. Because the General Partner has the authority to manage and control the business of AB, AB is consolidated in the Company’s financial statements for all periods presented.

~~Global Atlantic Reinsurance Transaction~~

On October 3, 2022, Equitable Financial completed the transactions (the “Global Atlantic Transaction”) contemplated by the previously announced Master Transaction Agreement, dated August 16, 2022, by and between Equitable Financial and First Allmerica Financial Life Insurance Company, a Massachusetts-domiciled insurance company (the “Reinsurer”), and a wholly owned subsidiary of Global Atlantic Financial Group.

At the closing of the Global Atlantic Transaction, Equitable Financial and the Reinsurer entered into a Coinsurance and Modified Coinsurance Agreement (the “EQUI-VEST Reinsurance Agreement”), pursuant to which Equitable Financial ceded to the Reinsurer, on a combined coinsurance and modified coinsurance basis, a 50% quota share of approximately 360,000 legacy Group EQUI-VEST deferred variable annuity contracts issued by Equitable Financial

~~Table of Contents~~

~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

between 1980 and 2008, which predominately include Equitable Financial’s highest guaranteed general account crediting rates of 3%, supported by general account assets of approximately $4 billion and $5 billion of Separate Account value (the “Reinsured Contracts”). The Reinsured Contracts predominately include certain of Equitable Financial’s contracts that offer the highest guaranteed general account crediting rates of 3%. At the closing of the Global Atlantic Transaction, the Reinsurer deposited assets supporting the General Account liabilities relating to the Reinsured Contracts into a trust account for the benefit of Equitable Financial, which assets will secure its obligations to Equitable Financial under the EQUI-VEST Reinsurance Agreement. Commonwealth Annuity and Life Insurance Company, an insurance company domiciled in the Commonwealth of Massachusetts and affiliate of the Reinsurer (“Commonwealth”), provided a guarantee of the Reinsurer’s payment obligation to Equitable Financial under the EQUI-VEST Reinsurance Agreement.

The Company transferred assets of $2.8 billion, including primarily available-for-sale securities, cash and policy loans as the consideration for the reinsurance transaction. In addition, the Company recorded $4.1 billion of direct insurance liabilities ceded under the reinsurance contract included in amounts due from reinsurers and $1.2 billion of deferred gain on cost of reinsurance included within other liabilities. Additionally, $5.3 billion of Separate Account liabilities were ceded under a modified coinsurance portion of the agreement.

2) SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation and Principles of Consolidation

The unaudited interim consolidated financial statements (the “consolidated financial statements”) have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP” or “GAAP”) on a basis consistent with reporting interim financial information in accordance with instructions to the Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission (“SEC”).

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

In the opinion of management, all adjustments necessary for a fair statement of the financial position and results of operations have been made. All such adjustments are of a normal, recurring nature. Interim results are not necessarily indicative of the results that may be expected for the full year. These financial statements should be read in conjunction with the Company’s consolidated financial statements included in the ~~Company’s~~Recast 2022 Annual ~~Report on Form 10-K for the year ended December 31, 2022.~~Report. Certain prior period amounts were adjusted to reflect the adoption of ASU 2018-12: Financial Services - Insurance (Topic 944).

The accompanying unaudited consolidated financial statements present the consolidated results of operations, financial condition, and cash flows of the Company and its subsidiaries and those investment companies, partnerships and joint ventures in which the Company has control and a majority economic interest as well as those variable interest entities (“VIEs”) that meet the requirements for consolidation.

All significant intercompany transactions and balances have been eliminated in consolidation. The terms ~~“first~~“second quarter 2023” and ~~“first~~“second quarter 2022” refer to the three months ended ~~March 31,~~June 30, 2023 and 2022, respectively. The terms “first ~~three~~six months of 2023” and “first ~~three~~six months of 2022” refer to the ~~three~~six months ended ~~March 31,~~June 30, 2023 and 2022, respectively.

~~Certain prior year amounts have been reclassified to conform to the current year’s presentation.~~

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

Adoption of New Accounting Pronouncements


Description			Effect on the Financial Statement or Other Significant Matters
ASU 2018-12: Financial Services - Insurance (Topic 944)
This ASU provides targeted improvements to existing recognition, measurement, presentation, and disclosure requirements for long-duration contracts issued by an insurance entity. The ASU primarily impacts four key areas, including: 1. Measurement of the liability for future policy benefits for traditional and limited payment contracts. The ASU requires companies to review, and if necessary, update cash flow assumptions at least annually for non-participating traditional and limited-payment insurance contracts. The ASU also prescribes the discount rate to be used in measuring the liability for future policy benefits for traditional and limited payment long-duration contracts. 2. Measurement of Market Risk Benefits (“MRBs”). MRBs, as defined under the ASU, will encompass certain GMxB features associated with variable annuity products and other general account annuities with other than nominal market risk. 3. Amortization of deferred acquisition costs. The ASU simplifies the amortization of deferred acquisition costs and other balances amortized in proportion to premiums, gross profits, or gross margins, requiring such balances to be amortized on a constant level basis over the expected term of the contracts. 4. Expanded footnote disclosures. The ASU requires additional disclosures including information about significant inputs, judgements, assumptions and methods used in measurement.			On January 1, 2023, the Company adopted the new accounting standard ASU 2018-12 using the modified retrospective approach, except for MRBs which will use the full retrospective approach. Refer to “Transition impact of ASU 2018-12, Financial Services- Insurance (Topic 944): Targeted Improvements to the Accounting for Long-Duration Contracts” section within this note for further details.

Transition impact of ASU 2018-12, Financial Services—Insurance (Topic 944): Targeted Improvements to the Accounting for Long-Duration Contracts

The Company has not retrospectively adjusted its consolidated financial statements for the year ended December 31, 2020 to reflect the adoption of ASU 2018-12, consistent with the Division of Corporation Finance’s Financial Reporting Manual Section 11410.1.

The Company adopted ASU 2018-12 for liability for future policy benefits (“LFPB”), additional insurance liabilities, DAC and balances amortized on a basis consistent with DAC on a modified retrospective basis. ASU 2018-12 was adopted for MRBs on a full retrospective basis.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

For the LFPB, the net transition adjustment has a favorable retained earnings impact due to the exclusion of DAC in loss recognition and Profits-followed-by-loss (“PFBL”) testing, resulting in a lower VISL PFBL liability. The unfavorable impact was offset by the removal of balances related to unrealized gains and losses on investments, any premium deficiency recorded in AOCI, formerly included in loss recognition testing as well as PFBL testing.

For market risk benefits, the transition adjustment to AOCI related to the effect of the changes in the instrument-specific credit risk of market risk benefits between the contract issue and transition date. The remaining transition difference was related to recording market risk benefits at fair value. This change was recorded as an adjustment to retained earnings as of the transition date.

For DAC, and balances amortized on a basis consistent with DAC including sales inducement assets and unearned revenue liabilities, there is no retained earnings impact due to application of the modified transition approach. There is a favorable AOCI impact due to the removal of DAC balances recorded in AOCI, offsetting the unfavorable AOCI impact resulting from LFPB.

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

The following table presents the effect of transition adjustment to total equity resulting from the adoption of ASU 2018-12 as of January 1, 2021:



	Retained Earnings		Accumulated Other Comprehensive Income		Total
	(in millions)
Liability for future policy benefits	$	30	$	(1,343)	$	(1,313)
Market risk benefits	(3,398)		(902)		(4,300)
DAC	—		1,548		1,548

Unearned revenue liability and sales inducement assets (1)	—		(166)		(166)

Total transition adjustment before taxes	(3,368)		(863)		(4,231)
Income taxes	707		181		888
Total transition adjustment (net of taxes)	$	(2,661)	$	(682)	$	(3,343)

_______________

(1)Unearned revenue liability ~~Included~~included within liability for future policy benefits financial statement line item in the ~~Consolidated Balance Sheet.~~consolidated balance sheet. Sales inducement assets are included in other assets in the consolidated balance sheets.

The following table summarizes the balance of and changes in liability for future policy benefits on January 1, 2021 resulting from the adoption of ASU 2018-12:


		Protection Solutions		Individual Retirement			Corporate & Other			Total					Protection Solutions						Individual Retirement		Corporate & Other							Total
		Term			Payout			Group Pension				Health					Term					Payout				Group Pension			Total			Health
		(in millions)												(in millions)
Balance, December 31, 2020	Balance, December 31, 2020	$	1,423		$	3,047		$	771	$	2,100	$	7,341				Balance, December 31, 2020		$	1,423				$	3,047			$			771				$	2,100	$	7,341
Adjustment for reversal of balances recorded in Accumulated Other Comprehensive Income	Adjustment for reversal of balances recorded in Accumulated Other Comprehensive Income	—			(171)			(85)		(100)		(356)				Adjustment for reversal of balances recorded in Accumulated Other Comprehensive Income		—					(171)				(85)					(100)		(356)

Effect of remeasurement of liability at current single A rate (1)	Effect of remeasurement of liability at current single A rate (1)	560			531			94		300		1,485				Effect of remeasurement of liability at current single A rate (1)		560					531				94					300		1,485
Balance, January 1, 2021 (1)	Balance, January 1, 2021 (1)	1,983			3,407			780		2,300		8,470				Balance, January 1, 2021 (1)		1,983					3,407				780					2,300		8,470
Less: Reinsurance Recoverable		(59)			—			—		(1,837)		(1,896)
Balance, January 1, 2021 (1), net of reinsurance		$	1,924		$	3,407		$	780	$	463	$	6,574
Less: Reinsurance recoverable																Less: Reinsurance recoverable		(59)					—				—					(1,837)		(1,896)
Balance, January 1, 2021, net of reinsurance																Balance, January 1, 2021, net of reinsurance		$	1,924				$	3,407			$	780				$	463	$	6,574

________________

(1)LFPB transition table not inclusive of the following transition adjustments to AOCI including Protection Solutions PFBL of $550 million, PDR of $(230) million, Rider Reserves and Term Reinsurance of $(24) million and Corporate and Other of $(111) million.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

The following table summarizes the balance of and changes in the net liability position of market risk benefits on January 1, 2021 resulting from the adoption of ASU 2018-12:


	Individual Retirement		Legacy				Total
	GMxB Core		GMxB Legacy		Purchased MRB
	(in millions)
Balance, December 31, 2020	$	2,206	$	19,891	$	(2,572)	$	19,525
Adjustment for reversal of balances recorded in Accumulated Other Comprehensive Income	(4)		(70)		—		(74)
Adjustments for the cumulative effect of the changes in the instrument-specific credit risk between the original contract issuance date and the transition date (1)	505		461		2		968
Adjustments for the remaining difference (exclusive of the instrument specific credit risk change and host contract adjustments) between previous carrying amount and fair value measurement for the MRB (1)	(563)		4,122		(194)		3,365
Balance, January 1, 2021	$	2,144	$	24,404	$	(2,764)	$	23,784

_____________

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

(1)MRB transition table not inclusive of the following transition adjustments to retained earnings and AOCI including Individual Retirement EQUI-VEST of $43 million, SCS of $21 million, Protection Solutions of $(2) million and Group Retirement EQUI-VEST of $(20) million.

The following table summarizes the balance of and changes in DAC on January 1, 2021 resulting from the adoption of ASU 2018-12:


	Protection Solutions								Legacy		Individual Retirement								Group Retirement				Total
	Term		UL (1)		VUL (2)		IUL (3)		GMxB Legacy		GMxB Core		EI (4)		IE (5)		SCS		EG (6)		Momentum
	(in millions)
Balance, December 31, 2020	$	403	$	—	$	—	$	—	$	654	$	1,635	$	134	$	95	$	645	$	553	$	79	$	4,198
Adjustment for reversal of balances recorded in Accumulated Other Comprehensive Income	—		177		714		162		13		11		20		(1)		210		81		22		1,409
Balance, January 1, 2021 (7)	$	403	$	177	$	714	$	162	$	667	$	1,646	$	154	$	94	$	855	$	634	$	101	$	5,607

______________

(1) “UL” defined as Universal Life

(2) “VUL” defined as Variable Universal Life

(3) ~~"IUL”~~“IUL” defined as Indexed Universal Life

(4) “EI” defined as EQUI-VEST Individual

(5) “IE” defined as Investment Edge

(6) “EG” defined as EQUI-VEST Group

(7) DAC transition table not inclusive of Closed Block of $136 million and Protection Solutions of $3 million transition adjustment.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

The following tables summarizes the balance of and changes in sales inducement assets and unearned revenue liability on January 1, 2021 resulting from the adoption of ASU 2018-12:


	Sales Inducement Assets
	Legacy		Individual Retirement		Total
	GMxB Legacy		GMxB Core
	(in millions)
Balance, December 31, 2020	$	246	$	158	$	404
Adjustment for reversal of balances recorded in Accumulated Other Comprehensive Income	—		—		—
Balance, January 1, 2021	$	246	$	158	$	404


		Protection Solutions						Total			Protection Solutions						Total
		Unearned Revenue Liability									Unearned Revenue Liability
		UL		VUL		IUL					UL		VUL		IUL
											(in millions)
Balance, December 31, 2020	Balance, December 31, 2020	$	31	$	438	$	14	$	483	Balance, December 31, 2020	$	31	$	438	$	14	$	483
Adjustment for reversal of balances recorded in Accumulated Other Comprehensive Income	Adjustment for reversal of balances recorded in Accumulated Other Comprehensive Income	29		127		9		165		Adjustment for reversal of balances recorded in Accumulated Other Comprehensive Income	29		127		9		165
Balance, January 1, 2021	Balance, January 1, 2021	$	60	$	565	$	23	$	648	Balance, January 1, 2021	$	60	$	565	$	23	$	648

DAC

Acquisition costs that vary with and are primarily related to the acquisition of new and renewal insurance business, reflecting incremental direct costs of contract acquisition with independent third parties or employees that are essential to the contract transaction, as well as the portion of employee compensation, including employee fringe benefits and other costs directly related to underwriting, policy issuance and processing, medical inspection, and contract selling for

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

successfully negotiated contracts including commissions, underwriting, agency and policy issue expenses, are deferred.

Contracts are measured on a grouped basis utilizing cohorts consistent with those used in the calculation of future policy benefit reserves. DAC is amortized on a constant level basis for the grouped contracts over the expected term of the contract. For life insurance products, DAC is amortized in proportion to the face amount in force. For annuity products, DAC is amortized in proportion to policy counts. The constant level basis used for amortization determines the current period amortization considering both the current period’s actual experience and future projections. The amortization pattern is revised quarterly on a prospective basis. Amortization of DAC is included in Amortization of DAC, part of total benefits and other deductions.

For some products, policyholders can elect to modify product benefits, features, rights or coverages that occur by the exchange of a contract for a new contract, or by amendment, endorsement, or rider to a contract, or by election or coverage within a contract. These transactions are known as internal replacements. If such modification substantially changes the contract, the associated DAC is written off immediately through income and any new acquisition costs associated with the replacement contract are deferred.

Amount due to and from Reinsurers

For each of its reinsurance agreements, the Company determines whether the agreement provides indemnification against loss or liability relating to insurance risk in accordance with applicable accounting standards. Cessions under reinsurance agreements do not discharge the Company’s obligations as the primary insurer. The Company reviews all contractual features, including those that may limit the amount of insurance risk to which the reinsurer is subject or features that delay the timely reimbursement of claims.

For reinsurance of existing in-force blocks of long-duration contracts that transfer significant insurance risk, the difference, if any, between the amounts paid (received), and the liabilities ceded (assumed) related to the underlying contracts is considered the net cost of reinsurance at the inception of the reinsurance agreement. Subsequent amounts paid (received) on the reinsurance of in-force blocks, as well as amounts paid (received) related to new business, are recorded as premiums ceded (assumed); and amounts due from reinsurers (amounts due to reinsurers) are established.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Assets and liabilities relating to reinsurance agreements with the same reinsurer may be recorded net on the balance sheet if a right of offset exists within the reinsurance agreement. In the event that reinsurers do not meet their obligations to the Company under the terms of the reinsurance agreements, reinsurance recoverable balances could become uncollectible. In such instances, reinsurance recoverable balances are stated net of allowances for uncollectible reinsurance.

Premiums, policy charges and fee income, and policyholders’ benefits include amounts assumed under reinsurance agreements and are net of reinsurance ceded. Amounts received from reinsurers for policy administration are reported in other revenues.

For reinsurance contracts, reinsurance recoverable balances are generally calculated using methodologies and assumptions that are consistent with those used to calculate the direct liabilities.

Ceded reinsurance transactions are recognized and measured in a manner consistent with underlying reinsured contracts, including using consistent assumptions. Assumed and ceded reinsurance contract rights and obligations are accounted for on a basis consistent with our direct contract. The reinsurance cost or benefit for traditional life non-participating and limited-payment contracts is recognized in proportion to the gross premiums of the underlying direct cohorts. The locked-in single A discount rate used to calculate the reinsurance cost or benefit is established at inception of the reinsurance contract. Changes to the single A discount rate are reflected in comprehensive income at each reporting date.

If the Company determines that a reinsurance agreement does not expose the reinsurer to a reasonable possibility of a significant loss from insurance risk, the Company records the agreement using the deposit method of accounting. Deposits received are included in other liabilities and deposits made are included within other assets. As amounts are paid or received, consistent with the underlying contracts, the deposit assets or liabilities are adjusted. Interest on such deposits is recorded as other income or other operating costs and expenses, as appropriate.

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

Sales Inducement Assets

Sales inducement assets are offered on certain deferred annuity products in the form of either immediate bonus interest credited or enhanced interest crediting rates for a period of time. The interest crediting expense associated with these sales inducement assets is deferred and amortized over the lives of the underlying contracts in a manner consistent with the amortization of DAC. Unamortized balances are included in other assets in the consolidated balance sheets and amortization is included in interest credited to policyholders’ account balances in the consolidated statements of income (loss).

Policyholders’ Account Balances

Policyholders’ account balances relate to contracts or contract features where the Company has no significant insurance risk. This liability represents the contract value that has accrued to the benefit of the policyholder as of the balance sheet date.

Obligations arising from funding agreements are also reported in policyholders’ account balances in the consolidated balance sheets. As a member of the FHLB, the Company has access to collateralized borrowings. The Company may also issue funding agreements to the FHLB. Both the collateralized borrowings and funding agreements would require the Company to pledge qualified mortgage-backed assets and/or government securities as collateral.

Future Policy Benefits and Other Policyholders’ Liabilities

The liability for future policy benefits is estimated based upon the present value of future policy benefits and related claim expenses less the present value of estimated future net premiums where net premium equals gross premium under the contract multiplied by the net premium ratio. Related claim expenses include termination and settlement costs and exclude acquisition costs and non-claim related costs. The liability is estimated using current assumptions that include discount rate, mortality, lapses and expenses. Assumptions are based on judgments that consider the Company’s historical experience, industry data, and other factors.

For participating traditional life insurance policies, future policy benefit liabilities are calculated using a net level premium method based on guaranteed mortality and dividend fund interest rates. The liability for annual dividends represents the accrual of annual dividends earned. Terminal dividends are accrued in proportion to face amount over the life of the contract.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

For non-participating traditional life insurance policies (Term) and limited pay contracts (Payout, Pension), contracts are grouped into cohorts by contract type and issue year. The Company quarterly updates its estimate of cash flows using actual experience and current future cash flow assumptions, which is reflected in an updated net premium ratio used to calculate the liability. The ratio of actual and future expected claims to actual and future expected premiums determines the net premium ratio. The policy administration expense assumption is not updated after policy issuance. If actual expenses differ from the original expense assumptions, the differences are recognized in the period identified. The revised net premium ratio is used to determine the updated liability for future policy benefits as of the beginning of the reporting period, discounted at the original contract issuance rate. Changes in the liability due to current discount rates differing from original rates are included in other comprehensive income within the consolidated statement of comprehensive income.

For non-participating traditional life insurance policies and limited pay contracts, the discount rate assumption used is corporate A rated forward curve. We use a forward curve based upon a Bloomberg index. The liability is remeasured each quarter with the remeasurement change reported in other comprehensive income. The locked-in discount rate is generally based on expected investment returns at contract inception for contracts issued prior to January 1, 2021 and the upper medium grade fixed income corporate instrument yield (i.e., single A) at contract inception for contracts issued after January 1, 2021. The Company developed an LDTI discount rate methodology used to calculate the LFPB for its traditional insurance liabilities and constructed a discount rate curve that references upper-medium grade (low credit risk) fixed-income instrument yields (i.e. Single-A rated Corporate bond yields) which are meant to reflect the duration characteristics of the corresponding insurance liabilities. The methodology uses observable market data, where available, and uses various estimation techniques in line with fair value guidance (such as interpolation and extrapolation) where data is limited. Discount rates are updated quarterly.

For limited-payment products, gross premiums received in excess of net premiums are deferred at initial recognition as a deferred profit liability (“DPL”). DPL will be amortized in relation to the expected future benefit payments. As the calculation of the DPL is based on discounted cash flows, interest accrues on the unamortized DPL balance using the discount rate determined at contract issuance. The DPL is updated at the same time as the estimates for cash flows for

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

the liability for future policy benefits. Any difference between the recalculated and beginning of period DPL is recognized in remeasurement gain or loss in the consolidated statements of income (loss), Remeasurement of Liability for Future Policy Benefits, part of total benefits and other deductions. On the consolidated balance sheets the DPL is recorded in the liability for future policy benefits.

Additional liabilities for contract or contract feature that provide for additional benefits in addition to the account balance but are not market risk benefits or embedded derivatives (“additional insurance liabilities”) are established by estimating the expected value of death or other insurance benefits in excess of the projected contract accumulation value and recognizing the excess over the estimated life based on expected assessments (i.e., benefit ratio). The liability equals the current benefit ratio multiplied by cumulative assessments recognized to date, plus interest, less cumulative excess payments to date. These reserves are recorded within future policy benefits and other policyholders’ liabilities. The determination of this estimated future policy benefits liability is based on models that involve numerous assumptions and subjective judgments, including those regarding expected market rates of return and volatility, contract surrender and withdrawal rates, and mortality experience. There can be no assurance that actual experience will be consistent with management’s estimates. Assumptions are reviewed annually and updated with the remeasurement gain or loss reflected in total benefit expense.

The Company recognizes an adjustment in other comprehensive income for the additional insurance liabilities for unrealized gains and losses not included when calculating the present value of expected assessments for the benefit ratios.

The Company conducts annual premium deficiency testing except for liability for future policy benefits for non- participating traditional and limited payment contracts. The Company reviews assumptions and determines whether the sum of existing liabilities and the present value of future gross premiums is sufficient to cover the present value of future benefits to be paid and settlement costs. Anticipated investment income is considered when performing premium deficiency for long duration contracts. The anticipated investment income is projected based on current investment portfolio returns grading to long term reinvestment rates over the projection periods, based on anticipated gross reinvestment spreads, defaults and investment expenses. Premium deficiency reserves are recorded in certain instances where the policyholder liability for a particular line of business may not be deficient in the aggregate to trigger loss recognition, but the pattern of earnings may be such that profits are expected to be recognized in earlier years followed by losses in later years. This pattern of profits followed by losses is exhibited in our VISL business and is generated by the cost structure of the product or secondary guarantees in the contract. The secondary guarantee

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

ensures that, subject to specified conditions, the policy will not terminate and will continue to provide a death benefit even if there is insufficient policy value to cover the monthly deductions and charges. We accrue for these PFBL using a dynamic approach that changes over time as the projection of future losses change.

Market Risk Benefits

Market risk benefits (“MRBs”) are contracts or contract features that provide protection to the contract holder from other than nominal capital market risk and expose the Company to other than nominal capital market risk. Market risk benefits include contract features that provide minimum guarantees to policyholders and include GMIB, GMDB, GMWB, GMAB, and ROP DB benefits. MRBs are measured at fair value on a seriatim basis using an ascribed fee approach based upon policyholder behavior projections and risk neutral economic scenarios adjusted based on the facts and circumstances of the Company’s product features. The MRB Asset and MRB Liability will be equal to the average present value of benefits and risk margins less the average present value of ascribed fees. Ascribed fees will consist of the fee needed, under a stochastically generated set of risk-neutral scenarios, so that the mean present value of claims, including any risk charge, is equal to the mean present value of the projected attributed fees which will be capped at average present value of total policyholder contractual fees. The attributed fee percentage is considered a fixed term of the MRB feature and is held static over the life of the contract. Changes in fair value are recognized as a remeasurement gain/loss in the Change in market risk benefits and purchased market risk benefits, part of total benefits and other deductions except for the portion of the change in the fair value due to change in the Company’s own credit risk, which is recognized in other than comprehensive income. Additionally, when an annuitization occurs (for annuitization benefits) or upon extinguishment of the account balance (for withdrawal benefits) the balance related to the MRB will be derecognized and the amount deducted (after derecognition of any related amount included in accumulated other comprehensive income) shall be used in the calculation of the liability for future policy benefits for the payout annuity. Upon derecognition, any related balance will be removed from AOCI.

The Company has issued and continues to offer certain variable annuity products with GMDB and/or contain a GMLB (collectively, the “GMxB features”) which, if elected by the policyholder after a stipulated waiting period from contract issuance, guarantees a minimum lifetime annuity based on predetermined annuity purchase rates that may be

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

in excess of what the contract account value can purchase at then-current annuity purchase rates. This minimum lifetime annuity is based on predetermined annuity purchase rates applied to a GMIB base. The Company previously issued certain variable annuity products with GMIB, GWBL, GMWB, and GMAB features. The Company has also assumed reinsurance for products with GMxB features.

Features in ceded reinsurance contracts that meet the definition of MRBs are accounted for at fair value as a purchased MRB. The fees used to determine the fair value of the reinsured market risk benefit are those defined in the reinsurance contract. The expected periodic future premiums would represent cash outflows and the expected future benefits would represent cash inflows in the fair value calculation. On the ceded side, the Purchased MRB will be measured considering the counterparty credit risk of the reinsurer, while the direct contract liabilities will be measured considering the instrument-specific credit risk of the insurer. As a result of the difference in the treatment of the counterparty credit risk, the fair value of the direct and ceded contracts may be different even if the contractual fees and benefits are the same. Changes in instrument-specific credit risk of the Company is included in the fair value of its market risk benefit, whether in an asset or liability position, and whether related to an issued or purchased MRB, is recognized in OCI. The counterparty credit risk of the reinsurer is recorded in the consolidated statements of income (loss).

Troubled Debt Restructuring

The Company invests in commercial and agricultural mortgage loans included in the balance sheet as mortgage loans on real estate. Under certain circumstances, modifications are granted to these contracts. Each modification is evaluated as to whether a TDR has occurred. A modification is a TDR when the borrower is in financial difficulty. The types of modifications made may include reducing the face amount or maturity amount of the debt as originally stated, reducing the contractual interest rate, extending the maturity date at an interest rate lower than current market interest rates and/or reducing accrued interest. The credit allowance is an estimate of lifetime expected losses reflecting historical loss information which included losses from modification to a borrower experiencing financial difficulty. As the effect of the modification made to a borrower experiencing financial difficulty is already included in the credit allowance, the carrying value (net of the allowance) before and after modification through a TDR may not change significantly, or may increase if the expected recovery is higher than the pre-modification recovery assessment. For information pertaining to our TDRs see Note 3 of the Notes to these Consolidated Financial Statements.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Securities Lending Program

The Company enters into securities lending transactions whereby securities are loaned to third parties, primarily major brokerage firms. Securities lending transactions are treated as financing arrangements and the associated liability is recorded as the amount of cash received. Income and expenses associated with securities lending transactions are reported within net investment income in the Consolidated Statements of Income (Loss).

Accounting and Consolidation of VIEs

For all new investment products and entities developed by the Company, the Company first determines whether the entity is a VIE, which involves determining an entity’s variability and variable interests, identifying the holders of the equity investment at risk and assessing the five characteristics of a VIE. Once an entity has been determined to be a VIE, the Company then determines whether it is the primary beneficiary of the VIE based on its beneficial interests. If the Company is deemed to be the primary beneficiary of the VIE, then the Company consolidates the entity.

Management of the Company reviews quarterly its investment management agreements and its investments in, and other financial arrangements with, certain entities that hold client AUM to determine the entities that the Company is required to consolidate under this guidance. These entities include certain mutual fund products, hedge funds, structured products, group trusts, collective investment trusts and limited partnerships.

The analysis performed to identify variable interests held, determine whether entities are VIEs or VOEs, and evaluate whether the Company has a controlling financial interest in such entities requires the exercise of judgment and is updated on a continuous basis as circumstances change or new entities are developed. The primary beneficiary evaluation generally is performed qualitatively based on all facts and circumstances, including consideration of economic interests in the VIE held directly and indirectly through related parties and entities under common control, as well as quantitatively, as appropriate.

Consolidated VIEs

Consolidated CLOs

The Company is the investment manager of certain asset-backed investment vehicles, commonly referred to as CLOs, and certain other vehicles for which the Company earns fee income for investment management services. The Company may sell or syndicate investments through these vehicles, principally as part of the strategic investing activity as part of its investment management businesses. Additionally, the Company may invest in securities issued by these vehicles which are eliminated in consolidation of the CLOs.

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

As of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively, Equitable Financial holds ~~$89~~$112 million and $85 million of equity interests in the CLOs. The Company consolidated the CLOs as of ~~March 31,~~June 30, 2023 and December 31, 2022 as it is the primary beneficiary due to the combination of both its equity interest held by Equitable Financial and the majority ownership of AB, which functions as the CLOs loan manager. The assets of the CLOs are legally isolated from the Company’s creditors and can only be used to settle obligations of the CLOs. The liabilities of the CLOs are non-recourse to the Company and the Company has no obligation to satisfy the liabilities of the CLOs. As of ~~March 31,~~June 30, 2023, Equitable Financial holds ~~$88~~$21 million of equity interests in a SPE established to purchase loans from the market in anticipation of a new CLO transaction. The Company consolidated the SPE as of ~~March 31,~~June 30, 2023 as it is the primary beneficiary due to the combination of both its equity interest held by Equitable Financial and the majority ownership of AB, which functions as the SPE loan manager.

Resulting from this consolidation in the Company’s consolidated balance sheets are fixed maturities, at fair value using the fair value option with total assets of ~~$1.5~~$1.6 billion and $1.5 billion notes issued by consolidated variable interest entities, at fair value using the fair value option with total liabilities of ~~$1.2~~$1.5 billion and $1.2 billion at ~~March 31,~~June 30, 2023 and December 31, 2022, respectively. The unpaid outstanding principal balance of the notes and short-term borrowing is ~~$1.4~~$1.6 billion and $1.4 billion at ~~March 31,~~June 30, 2023 and December 31, 2022.

Consolidated Limited Partnerships and LLCs

As of ~~March 31,~~June 30, 2023 and December 31, 2022 the Company consolidated limited partnerships and LLCs for which it was identified as the primary beneficiary under the VIE model. Included in ~~Other~~other invested assets, ~~Mortgage~~mortgage loans on real estate, ~~Other~~other equity investments, ~~Trading~~trading securities, cash and other liabilities in the Company’s consolidated balance sheets at ~~March 31,~~June 30, 2023 and December 31, 2022 are total net assets of ~~$925~~$722 million and $644 million, respectively related to these VIEs.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Consolidated AB-Sponsored Investment Funds

Included in the Company’s consolidated balance sheet as of ~~March 31,~~June 30, 2023 and December 31, 2022 are assets of $~~578~~331 million and $581 million, liabilities of ~~$44~~$10 million and $56 million, and redeemable noncontrolling interests of ~~$375~~$181 million and $369 million, respectively, associated with the consolidation of AB-sponsored investment funds under the VIE model. Also included in the Company’s consolidated balance sheets as of ~~March 31,~~June 30, 2023 and December 31, 2022 are assets of $1716 million and $0 million, liabilities of $01 million and $0 million, and redeemable noncontrolling interests of $24 million and $0 million, respectively, from consolidation of AB-sponsored investment funds under the VOE model.

Non-Consolidated VIEs

As of ~~March 31,~~June 30, 2023 and December 31, 2022 respectively, the Company held approximately $2.4 billion and $2.4 billion of investment assets in the form of equity interests issued by non-corporate legal entities determined under the guidance to be VIEs, such as limited partnerships and limited liability companies, including CLOs, hedge funds, private equity funds and real estate-related funds. The Company continues to reflect these equity interests in the consolidated balance sheets as other equity investments and applies the equity method of accounting for these positions. The net assets of these non-consolidated VIEs are approximately ~~$257.1~~$261.4 billion and $282.5 billion as of ~~March 31,~~June 30, 2023 and December 31, 2022 respectively. The Company’s maximum exposure to loss from its direct involvement with these VIEs is the carrying value of its investment of $2.4 billion and $2.4 billion and approximately $1.3 billion and $1.3 billion of unfunded commitments as of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively. The Company has no further economic interest in these VIEs in the form of guarantees, derivatives, credit enhancements or similar instruments and obligations.

Non-Consolidated AB-Sponsored Investment Products

As of ~~March 31,~~June 30, 2023 and December 31, 2022, the net assets of investment products sponsored by AB that are non-consolidated VIEs are approximately ~~$49.0~~$53.9 billion and $46.4 billion, respectively. The Company’s maximum exposure to loss from its direct involvement with these VIEs is its investment of $9$13 million and $6 million as of ~~March 31,~~June 30, 2023 and December 31, 2022. The Company has no further commitments to or economic interest in these VIEs.

3) INVESTMENTS

Fixed Maturities AFS

The components of fair value and amortized cost for fixed maturities classified as AFS on the consolidated balance sheets excludes accrued interest receivable because the Company elected to present accrued interest receivable within other assets. Accrued interest receivable on AFS fixed maturities as of June 30, 2023 and December 31, 2022 was $614 million and $591 million, respectively. There was no accrued interest written off for AFS fixed maturities for the three and six months ended June 30, 2023 and 2022.

The following tables provide information relating to the Company’s fixed maturities classified as AFS.

AFS Fixed Maturities by Classification


	Amortized Cost		Allowance for Credit Losses		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
	(in millions)
June 30, 2023
Fixed Maturities:
Corporate (1)	$	50,420	$	2	$	121	$	6,496	$	44,043
U.S. Treasury, government and agency	6,998		—		1		1,104		5,895
States and political subdivisions	622		—		9		78		553
Foreign governments	894		—		3		129		768
Residential mortgage-backed (2)	1,389		—		1		100		1,290
Asset-backed (3)	9,741		—		9		281		9,469
Commercial mortgage-backed	3,889		—		—		600		3,289
Redeemable preferred stock	41		—		3		—		44

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

other assets. Accrued interest receivable on AFS fixed maturities as of March 31, 2023 and December 31, 2022 was $616 million and $591 million, respectively. There was no accrued interest written off for AFS fixed maturities for the three months ended March 31, 2023 and 2022.

~~The following tables provide information relating to the Company’s fixed maturities classified as AFS.~~

~~AFS Fixed Maturities by Classification~~


		Amortized Cost		Allowance for Credit Losses		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value			Amortized Cost		Allowance for Credit Losses		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
		(in millions)											(in millions)
March 31, 2023
Fixed Maturities:
Corporate (1)		$	51,030	$	18	$	167	$	6,086	$	45,093
U.S. Treasury, government and agency		6,991		—		3		925		6,069
States and political subdivisions		638		—		12		75		575
Foreign governments		1,028		—		3		133		898
Residential mortgage-backed (2)		930		—		1		84		847
Asset-backed (3)		8,548		—		9		315		8,242
Commercial mortgage-backed		3,856		—		—		558		3,298
Redeemable preferred stock		40		—		3		—		43
Total at March 31, 2023		$	73,061	$	18	$	198	$	8,176	$	65,065
Total at June 30, 2023												Total at June 30, 2023	$	73,994	$	2	$	147	$	8,788	$	65,351

December 31, 2022:	December 31, 2022:											December 31, 2022:
Fixed Maturities:	Fixed Maturities:											Fixed Maturities:
Corporate (1)	Corporate (1)	$	50,712	$	24	$	89	$	7,206	$	43,571	Corporate (1)	$	50,712	$	24	$	89	$	7,206	$	43,571
U.S. Treasury, government and agency	U.S. Treasury, government and agency	7,054		—		1		1,218		5,837		U.S. Treasury, government and agency	7,054		—		1		1,218		5,837
States and political subdivisions	States and political subdivisions	609		—		7		89		527		States and political subdivisions	609		—		7		89		527
Foreign governments	Foreign governments	985		—		2		151		836		Foreign governments	985		—		2		151		836
Residential mortgage-backed (2)	Residential mortgage-backed (2)	908		—		1		87		822		Residential mortgage-backed (2)	908		—		1		87		822
Asset-backed (3)	Asset-backed (3)	8,859		—		4		373		8,490		Asset-backed (3)	8,859		—		4		373		8,490
Commercial mortgage-backed	Commercial mortgage-backed	3,823		—		—		588		3,235		Commercial mortgage-backed	3,823		—		—		588		3,235
Redeemable preferred stock	Redeemable preferred stock	41		—		2		—		43		Redeemable preferred stock	41		—		2		—		43
Total at December 31, 2022	Total at December 31, 2022	$	72,991	$	24	$	106	$	9,712	$	63,361	Total at December 31, 2022	$	72,991	$	24	$	106	$	9,712	$	63,361

______________

(1)Corporate fixed maturities include both public and private issues.

(2)Includes publicly traded agency pass-through securities and collateralized obligations.

(3)Includes credit-tranched securities collateralized by sub-prime mortgages, credit risk transfer securities and other asset types.

The contractual maturities of AFS fixed maturities as of ~~March 31,~~June 30, 2023 are shown in the table below. Bonds not due at a single maturity date have been included in the table in the final year of maturity. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or ~~prepayment~~pre-payment penalties.

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

Contractual Maturities of AFS Fixed Maturities


		Amortized Cost (Less Allowance for Credit Losses)		Fair Value			Amortized Cost (Less Allowance for Credit Losses)		Fair Value
		(in millions)					(in millions)
March 31, 2023
June 30, 2023						June 30, 2023
Contractual maturities:	Contractual maturities:					Contractual maturities:
Due in one year or less	Due in one year or less	$	1,551	$	1,533	Due in one year or less	$	1,510	$	1,491
Due in years two through five	Due in years two through five	15,798		15,107		Due in years two through five	14,339		13,546
Due in years six through ten	Due in years six through ten	16,462		15,023		Due in years six through ten	17,371		15,778
Due after ten years	Due after ten years	25,858		20,972		Due after ten years	25,712		20,444
Subtotal	Subtotal	59,669		52,635		Subtotal	58,932		51,259
Residential mortgage-backed	Residential mortgage-backed	930		847		Residential mortgage-backed	1,389		1,290
Asset-backed	Asset-backed	8,548		8,242		Asset-backed	9,741		9,469
Commercial mortgage-backed	Commercial mortgage-backed	3,856		3,298		Commercial mortgage-backed	3,889		3,289
Redeemable preferred stock	Redeemable preferred stock	40		43		Redeemable preferred stock	41		44
Total at March 31, 2023		$	73,043	$	65,065
Total at June 30, 2023						Total at June 30, 2023	$	73,992	$	65,351

The following table shows proceeds from sales, gross gains (losses) from sales and allowance for credit losses for AFS fixed maturities.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Proceeds from Sales, Gross Gains (Losses) from Sales and Allowance for Credit and Intent to Sell Losses for AFS Fixed Maturities


		Three Months Ended March 31,			Three Months Ended June 30,				Six Months Ended June 30,
			2023			2022			2023		2022		2023		2022
			(in millions)						(in millions)
Proceeds from sales	Proceeds from sales		$	825		$	7,391	Proceeds from sales	$	2,230	$	3,344	$	3,055	$	10,735
Gross gains on sales	Gross gains on sales		$	2		$	29	Gross gains on sales	$	5	$	15	$	7	$	44
Gross losses on sales	Gross losses on sales		$	(26)		$	(364)	Gross losses on sales	$	(43)	$	(227)	$	(69)	$	(591)

Net (increase) decrease in Allowance for Credit and Intent to Sell losses	Net (increase) decrease in Allowance for Credit and Intent to Sell losses		$	(56)		$	1	Net (increase) decrease in Allowance for Credit and Intent to Sell losses	$	(7)	$	2	$	(63)	$	3

The following table sets forth the amount of credit loss impairments on AFS fixed maturities held by the Company at the dates indicated and the corresponding changes in such amounts.

AFS Fixed Maturities - Credit and Intent to Sell Loss Impairments

Three Months Ended March 31,
2023 2022
(in millions)
Balance, beginning of period $ 36 $ 44
Previously recognized impairments on securities that matured, paid, prepaid or sold (3) (2)
Recognized impairments on securities impaired to fair value this period (1) (2) 52 —
Credit losses recognized this period on securities for which credit losses were not previously recognized 3 —
Additional credit losses this period on securities previously impaired 1 1
Increases due to passage of time on previously recorded credit losses — —
Accretion of previously recognized impairments due to increases in expected cash flows (for OTTI securities 2019 and prior) — —
Balance at March 31, $ 89 $ 43

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Balance, beginning of period	$	89	$	43	$	36	$	44
Previously recognized impairments on securities that matured, paid, prepaid or sold	(54)		(13)		(57)		(15)
Recognized impairments on securities impaired to fair value this period (1) (2)	—		—		52		—
Credit losses recognized this period on securities for which credit losses were not previously recognized	6		1		9		1
Additional credit losses this period on securities previously impaired	3		1		4		2
Increases due to passage of time on previously recorded credit losses	—		—		—		—
Accretion of previously recognized impairments due to increases in expected cash flows (for OTTI securities 2019 and prior)	—		—		—		—
Balance, end of period	$	44	$	32	$	44	$	32

______________

(1)Represents circumstances where the Company determined in the current period that it intends to sell the security, or it is more likely than not that it will be required to sell the security before recovery of the security’s amortized cost.

(2)Amounts reflected for the ~~three~~six months ended ~~March 31,~~June 30, 2023 represent AFS fixed maturities in an unrealized loss position, which the Company intends to sell in anticipation of Equitable Financial’s ordinary dividend to Holdings.

The tables that follow below present a roll-forward of net unrealized investment gains (losses) recognized in AOCI.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Net Unrealized Gains (Losses) on AFS Fixed Maturities


	Three Months Ended June 30, 2023
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	(7,978)	$	33	$	99	$	(7,846)
Net investment gains (losses) arising during the period	(710)		—		—		(710)
Reclassification adjustment:
Included in net income (loss)	46		—		—		46
Excluded from net income (loss)	—		—		—		—
Other	—		—		—		—
Impact of net unrealized investment gains (losses)	—		3		139		142
Net unrealized investment gains (losses) excluding credit losses	(8,642)		36		238		(8,368)
Net unrealized investment gains (losses) with credit losses	1		—		—		1
Balance, end of period	$	(8,641)	$	36	$	238	$	(8,367)

	Three Months Ended June 30, 2022
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	(1,287)	$	4	$	269	$	(1,014)
Net investment gains (losses) arising during the period	(5,889)		—		—		(5,889)
Reclassification adjustment:
Included in net income (loss)	214		—		—		214
Excluded from net income (loss)	—		—		—		—
Other	—		—		—		—
Impact of net unrealized investment gains (losses)	—		21		1,187		1,208
Net unrealized investment gains (losses) excluding credit losses	(6,962)		25		1,456		(5,481)
Net unrealized investment gains (losses) with credit losses	(3)		—		1		(2)
Balance, end of period	$	(6,965)	$	25	$	1,457	$	(5,483)

Net Unrealized Gains (Losses) on Investments Policyholders’ Liabilities Deferred Income Tax Asset (Liability) AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
(in millions)
Balance, January 1, 2023 $ (9,606) $ 41 $ 440 $ (9,125)
Net investment gains (losses) arising during the period 1,555 — — 1,555
Reclassification adjustment:
Included in net income (loss) 80 — — 80
Other — — — —
Impact of net unrealized investment gains (losses) — (8) (342) (350)
Net unrealized investment gains (losses) excluding credit losses (7,971) 33 98 (7,840)
Net unrealized investment gains (losses) with credit losses (7) — 1 (6)
Balance, March 31, 2023 $ (7,978) $ 33 $ 99 $ (7,846)
Balance, January 1, 2022 $ 4,809 $ (169) $ (974) $ 3,666
Net investment gains (losses) arising during the period (6,425) — — (6,425)
Reclassification adjustment:
Included in net income (loss) 334 — — 334
Other — — — —
Impact of net unrealized investment gains (losses) — 173 1,242 1,415
Net unrealized investment gains (losses) excluding credit losses (1,282) 4 268 (1,010)
Net unrealized investment gains (losses) with credit losses (5) — 1 (4)
Balance, March 31, 2022 $ (1,287) $ 4 $ 269 $ (1,014)

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Six Months Ended June 30, 2023
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	(9,606)	$	41	$	440	$	(9,125)
Net investment gains (losses) arising during the period	845		—		—		845
Reclassification adjustment:
Included in net income (loss)	126		—		—		126

Other	—		—		—		—
Impact of net unrealized investment gains (losses)	—		(5)		(203)		(208)
Net unrealized investment gains (losses) excluding credit losses	(8,635)		36		237		(8,362)
Net unrealized investment gains (losses) with credit losses	(6)		—		1		(5)
Balance, end of period	$	(8,641)	$	36	$	238	$	(8,367)

	Six Months Ended June 30, 2022
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	4,809	$	(169)	$	(974)	$	3,666
Net investment gains (losses) arising during the period	(12,314)		—		—		(12,314)
Reclassification adjustment:
Included in net income (loss)	548		—		—		548

Other	—		—		—		—
Impact of net unrealized investment gains (losses)	—		194		2,429		2,623
Net unrealized investment gains (losses) excluding credit losses	(6,957)		25		1,455		(5,477)
Net unrealized investment gains (losses) with credit losses	(8)		—		2		(6)
Balance, end of period	$	(6,965)	$	25	$	1,457	$	(5,483)

The following tables disclose the fair values and gross unrealized losses of the ~~4,949~~5,196 issues as of ~~March 31,~~June 30, 2023 and the 5,209 issues as of December 31, 2022 that are not deemed to have credit losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position for the specified periods at the dates indicated.

~~AFS Fixed Maturities in an Unrealized Loss Position for Which No Allowance Is Recorded~~

Less Than 12 Months 12 Months or Longer Total
Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses
(in millions)
March 31, 2023
Fixed Maturities:
Corporate $ 8,624 $ 401 $ 30,610 $ 5,683 $ 39,234 $ 6,084
U.S. Treasury, government and agency 3,271 277 2,584 648 5,855 925

2324

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Less Than 12 Months 12 Months or Longer Total
Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses
(in millions)
States and political subdivisions 36 2 269 73 305 75
Foreign governments 106 6 645 127 751 133
Residential mortgage-backed 295 11 517 73 812 84
Asset-backed 1,458 36 5,933 279 7,391 315
Commercial mortgage-backed 425 30 2,805 528 3,230 558
Total at March 31, 2023 $ 14,215 $ 763 $ 43,363 $ 7,411 $ 57,578 $ 8,174
December 31, 2022:
Fixed Maturities:
Corporate $ 24,580 $ 2,668 $ 16,534 $ 4,536 $ 41,114 $ 7,204
U.S. Treasury, government and agency 5,564 1,200 204 18 5,768 1,218
States and political subdivisions 130 25 173 64 303 89
Foreign governments 349 42 417 109 766 151
Residential mortgage-backed 671 49 83 38 754 87
Asset-backed 6,298 230 1,765 143 8,063 373
Commercial mortgage-backed 1,577 201 1,640 387 3,217 588
Total at December 31, 2022 $ 39,169 $ 4,415 $ 20,816 $ 5,295 $ 59,985 $ 9,710
AFS Fixed Maturities in an Unrealized Loss Position for Which No Allowance Is Recorded


	Less Than 12 Months				12 Months or Longer				Total
	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
	(in millions)
June 30, 2023
Fixed Maturities:
Corporate	$	8,135	$	322	$	31,883	$	6,173	$	40,018	$	6,495
U.S. Treasury, government and agency	1,508		166		4,320		938		5,828		1,104
States and political subdivisions	65		1		277		77		342		78
Foreign governments	58		3		615		126		673		129
Residential mortgage-backed	520		7		658		93		1,178		100
Asset-backed	1,347		11		6,718		270		8,065		281
Commercial mortgage-backed	235		8		2,989		592		3,224		600

Total at June 30, 2023	$	11,868	$	518	$	47,460	$	8,269	$	59,328	$	8,787

December 31, 2022:
Fixed Maturities:
Corporate	$	24,580	$	2,668	$	16,534	$	4,536	$	41,114	$	7,204
U.S. Treasury, government and agency	5,564		1,200		204		18		5,768		1,218
States and political subdivisions	130		25		173		64		303		89
Foreign governments	349		42		417		109		766		151
Residential mortgage-backed	671		49		83		38		754		87
Asset-backed	6,298		230		1,765		143		8,063		373
Commercial mortgage-backed	1,577		201		1,640		387		3,217		588

Total at December 31, 2022	$	39,169	$	4,415	$	20,816	$	5,295	$	59,985	$	9,710

The Company’s investments in fixed maturities do not include concentrations of credit risk of any single issuer greater than 10% of the consolidated equity of the Company, other than securities of the U.S. government, U.S. government agencies, and certain securities guaranteed by the U.S. government. The Company maintains a diversified portfolio of corporate securities across industries and issuers and does not have exposure to any single issuer in excess of 0.9% of total corporate securities. The largest exposures to a single issuer of corporate securities held as of ~~March 31,~~June 30, 2023 and December 31, 2022 were ~~$387~~$400 million and $327 million, respectively, representing ~~7.1%~~7.6% and 10.4% of the consolidated equity of the Company.

Corporate high yield securities, consisting primarily of public high yield bonds, are classified as other than investment grade by the various rating agencies, i.e., a rating below Baa3/BBB- or the NAIC designation of 3 (medium investment grade), 4 or 5 (below investment grade) or 6 (in or near default). As of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively, approximately ~~$2.8~~$2.7 billion and $2.9 billion, or ~~3.8%~~3.7% and 4.0%, of the ~~$73.1~~$74.0 billion and $73.0 billion aggregate amortized cost of fixed maturities held by the Company were considered to be other than investment grade. These securities had gross unrealized losses of ~~$166~~$162 million and $208 million as of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively.

As of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively, the ~~$7.4~~$8.3 billion and $5.3 billion of gross unrealized losses of twelve months or more were primarily concentrated in corporate securities. In accordance with the policy described in Note 2 of the Notes to these Consolidated Financial Statements, the Company concluded that an adjustment to the allowance for credit losses for these securities was not warranted at either ~~March 31,~~June 30, 2023 or December 31, 2022. As of ~~March 31,~~June 30, 2023 and December 31, 2022, the Company did not intend to sell the securities nor will it likely be required to dispose of the securities before the anticipated recovery of their remaining amortized cost basis.

Based on the Company’s evaluation both qualitatively and quantitatively of the drivers of the decline in fair value of fixed maturity securities as of ~~March 31,~~June 30, 2023, the Company determined that the unrealized loss was primarily due to increases in interest rates and credit spreads.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Securities Lending

The Company has entered into securities lending agreements with an agent bank whereby blocks of securities are loaned to third parties, primarily major brokerage firms. As of June 30, 2023, the estimated fair value of loaned securities was $28.0 million. The agreements require a minimum of 102% of the fair value of the loaned securities to be held as cash collateral, calculated daily. To further minimize the credit risks related to these programs, the financial condition of counterparties is monitored on a regular basis. As of June 30, 2023, cash collateral received in the amount of $28.6 million, was invested by the agent bank. A securities lending payable for the overnight and continuous loans is included in Other liabilities in the amount of cash collateral received. Securities lending transactions are used to generate income. Income and expenses associated with these transactions are reported as net investment income and were not material for the three and six months ended June 30, 2023.

Mortgage Loans on Real Estate

Accrued interest receivable on commercial and agricultural mortgage loans as of ~~March 31,~~June 30, 2023 and December 31, 2022 was ~~$72~~$76 million and $71 million, respectively. There was no accrued interest written off for commercial and agricultural mortgage loans for the ~~three~~six months ended ~~March 31,~~June 30, 2023 and 2022.

~~Table of Contents~~

~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

As of ~~March 31,~~June 30, 2023, the Company had no loans for which foreclosure was probable included within the individually assessed mortgage loans, and accordingly had no associated allowance for credit losses.

Allowance for Credit Losses on Mortgage Loans

The change in the allowance for credit losses for commercial mortgage loans and agricultural mortgage loans during the three and six months ended ~~March 31,~~June 30, 2023 and 2022 were as follows:


		Three Months Ended March 31,					Three Months Ended June 30,			Six Months Ended June 30,
			2023		2022					2023		2022		2023		2022
			(in millions)					(in millions)
Allowance for credit losses on mortgage loans:	Allowance for credit losses on mortgage loans:								Allowance for credit losses on mortgage loans:
Commercial mortgages:	Commercial mortgages:								Commercial mortgages:
Balance, beginning of period	Balance, beginning of period		$	123	$	57			Balance, beginning of period	$	133	$	47	$	123	$	57
Current-period provision for expected credit losses	Current-period provision for expected credit losses		10		(10)				Current-period provision for expected credit losses	7		11		17		1
Write-offs charged against the allowance	Write-offs charged against the allowance		—		—				Write-offs charged against the allowance	—		—		—		—
Recoveries of amounts previously written off	Recoveries of amounts previously written off		—		—				Recoveries of amounts previously written off	—		—		—		—
Net change in allowance	Net change in allowance		10		(10)				Net change in allowance	7		11		17		1
Balance, end of period	Balance, end of period		$	133	$	47			Balance, end of period	$	140	$	58	$	140	$	58

Agricultural mortgages:	Agricultural mortgages:								Agricultural mortgages:
Balance, beginning of period	Balance, beginning of period		$	6	$	5			Balance, beginning of period	$	6	$	6	$	6	$	5
Current-period provision for expected credit losses	Current-period provision for expected credit losses		—		1				Current-period provision for expected credit losses	(1)		—		(1)		1
Write-offs charged against the allowance	Write-offs charged against the allowance		—		—				Write-offs charged against the allowance	—		—		—		—
Recoveries of amounts previously written off	Recoveries of amounts previously written off		—		—				Recoveries of amounts previously written off	—		—		—		—
Net change in allowance	Net change in allowance		—		1				Net change in allowance	(1)		—		(1)		1
Balance, end of period	Balance, end of period		$	6	$	6			Balance, end of period	$	5	$	6	$	5	$	6

Total allowance for credit losses	Total allowance for credit losses		$	139	$	53			Total allowance for credit losses	$	145	$	64	$	145	$	64

The change in the allowance for credit losses is attributable to:

•increases/decreases in the loan balance due to new originations, maturing mortgages, and loan amortization; and

•changes in credit quality and economic assumptions.

~~Credit Quality Information~~

~~The following tables summarize the Company’s mortgage loans segregated by risk rating exposure as of March 31, 2023 and December 31, 2022.~~

~~Loan to Value (“LTV”) Ratios (1)~~

~~Table of Contents~~

~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

March 31, 2023
Amortized Cost Basis by Origination Year
2023 2022 2021 2020 2019 Prior Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Loans Amortized Cost Basis Total
(in millions)
50% - 70% 237 2,230 1,568 906 312 2,911 268 94 8,526
70% - 90% 243 364 382 463 328 1,635 28 34 3,477
90% plus — — 33 — — 225 — — 258
Total commercial $ 480 $ 3,273 $ 2,113 $ 1,369 $ 640 $ 6,237 $ 296 $ 128 $ 14,536
Agricultural:
0% - 50% $ 10 $ 164 $ 182 $ 237 $ 128 $ 847 $ — $ — $ 1,568
50% - 70% 11 188 182 208 67 332 — — 988
70% - 90% — — — — — 16 — — 16
90% plus — — — — — — — — —
Total agricultural $ 21 $ 352 $ 364 $ 445 $ 195 $ 1,195 $ — $ — $ 2,572
Total mortgage loans:
0% - 50% $ 10 $ 843 $ 312 $ 237 $ 128 $ 2,313 $ — $ — $ 3,843
50% - 70% 248 2,418 1,750 1,114 379 3,243 268 94 9,514
70% - 90% 243 364 382 463 328 1,651 28 34 3,493
90% plus — — 33 — — 225 — — 258
Total mortgage loans $ 501 $ 3,625 $ 2,477 $ 1,814 $ 835 $ 7,432 $ 296 $ 128 $ 17,108

~~Debt Service Coverage (“DSC”) Ratios (2~~)

March 31, 2023
Amortized Cost Basis by Origination Year
2023 2022 2021 2020 2019 Prior Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Loans Amortized Cost Basis Total
(in millions)
Mortgage loans:
Commercial:
Greater than 2.0x $ — $ 783 $ 1,160 $ 1,113 $ 102 $ 2,634 $ — $ — $ 5,792
1.8x to 2.0x — 94 180 164 288 605 242 94 1,667
1.5x to 1.8x — 400 490 32 195 1,234 — — 2,351
1.2x to 1.5x 307 1,041 194 — — 854 — — 2,396
1.0x to 1.2x 166 496 41 60 55 840 54 34 1,746
Less than 1.0x 7 459 48 — — 70 — — 584
Total commercial $ 480 $ 3,273 $ 2,113 $ 1,369 $ 640 $ 6,237 $ 296 $ 128 $ 14,536
Agricultural:
Greater than 2.0x $ 2 $ 51 $ 40 $ 61 $ 21 $ 189 $ — $ — $ 364

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

March 31, 2023
Amortized Cost Basis by Origination Year
2023 2022 2021 2020 2019 Prior Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Loans Amortized Cost Basis Total
(in millions)
1.8x to 2.0x — 16 57 33 24 67 — — 197
1.5x to 1.8x 6 69 31 110 18 213 — — 447
1.2x to 1.5x 4 107 156 177 97 391 — — 932
1.0x to 1.2x 5 90 80 60 29 310 — — 574
Less than 1.0x 4 19 — 4 6 25 — — 58
Total agricultural $ 21 $ 352 $ 364 $ 445 $ 195 $ 1,195 $ — $ — $ 2,572
Total mortgage loans:
Greater than 2.0x $ 2 $ 834 $ 1,200 $ 1,174 $ 123 $ 2,823 $ — $ — $ 6,156
1.8x to 2.0x — 110 237 197 312 672 242 94 1,864
1.5x to 1.8x 6 469 521 142 213 1,447 — — 2,798
1.2x to 1.5x 311 1,148 350 177 97 1,245 — — 3,328
1.0x to 1.2x 171 586 121 120 84 1,150 54 34 2,320
Less than 1.0x 11 478 48 4 6 95 — — 642
Total mortgage loans $ 501 $ 3,625 $ 2,477 $ 1,814 $ 835 $ 7,432 $ 296 $ 128 $ 17,108
Credit Quality Information

The following tables summarize the Company’s mortgage loans segregated by risk rating exposure as of June 30, 2023 and December 31, 2022.

Loan to Value (“LTV”) Ratios (1)


	June 30, 2023
	Amortized Cost Basis by Origination Year
	2023		2022		2021		2020		2019		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Mortgage loans:
Commercial:
0% - 50%	$	190	$	497	$	129	$	—	$	—	$	1,463	$	—	$	—	$	2,279
50% - 70%	490		2,404		1,458		905		257		2,839		369		96		8,818
70% - 90%	244		363		497		463		290		1,600		—		35		3,492
90% plus	—		—		34		—		92		253		—		—		379
Total commercial	$	924	$	3,264	$	2,118	$	1,368	$	639	$	6,155	$	369	$	131	$	14,968

Agricultural:
0% - 50%	$	25	$	163	$	187	$	241	$	129	$	826	$	—	$	—	$	1,571
50% - 70%	15		187		168		201		65		318		—		—		954
70% - 90%	—		—		—		—		—		16		—		—		16
90% plus	—		—		—		—		—		—		—		—		—
Total agricultural	$	40	$	350	$	355	$	442	$	194	$	1,160	$	—	$	—	$	2,541


Total mortgage loans:
0% - 50%	$	215	$	660	$	316	$	241	$	129	$	2,289	$	—	$	—	$	3,850
50% - 70%	505		2,591		1,626		1,106		322		3,157		369		96		9,772
70% - 90%	244		363		497		463		290		1,616		—		35		3,508
90% plus	—		—		34		—		92		253		—		—		379
Total mortgage loans	$	964	$	3,614	$	2,473	$	1,810	$	833	$	7,315	$	369	$	131	$	17,509

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Debt Service Coverage (“DSC”) Ratios (2)


	June 30, 2023
	Amortized Cost Basis by Origination Year
	2023		2022		2021		2020		2019		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Mortgage loans:
Commercial:
Greater than 2.0x	$	115	$	687	$	1,259	$	1,113	$	158	$	2,960	$	—	$	—	$	6,292
1.8x to 2.0x	—		—		181		163		172		722		213		96		1,547
1.5x to 1.8x	—		476		391		32		255		1,016		92		—		2,262
1.2x to 1.5x	439		814		165		—		—		822		—		—		2,240
1.0x to 1.2x	363		828		73		60		54		540		64		35		2,017
Less than 1.0x	7		459		49		—		—		95		—		—		610
Total commercial	$	924	$	3,264	$	2,118	$	1,368	$	639	$	6,155	$	369	$	131	$	14,968

Agricultural:
Greater than 2.0x	$	5	$	51	$	39	$	60	$	21	$	186	$	—	$	—	$	362
1.8x to 2.0x	—		16		57		33		24		65		—		—		195
1.5x to 1.8x	6		69		31		110		18		208		—		—		442
1.2x to 1.5x	17		106		155		176		99		385		—		—		938
1.0x to 1.2x	8		90		73		59		26		291		—		—		547
Less than 1.0x	4		18		—		4		6		25		—		—		57
Total agricultural	$	40	$	350	$	355	$	442	$	194	$	1,160	$	—	$	—	$	2,541


Total mortgage loans:
Greater than 2.0x	$	120	$	738	$	1,298	$	1,173	$	179	$	3,146	$	—	$	—	$	6,654
1.8x to 2.0x	—		16		238		196		196		787		213		96		1,742
1.5x to 1.8x	6		545		422		142		273		1,224		92		—		2,704
1.2x to 1.5x	456		920		320		176		99		1,207		—		—		3,178
1.0x to 1.2x	371		918		146		119		80		831		64		35		2,564
Less than 1.0x	11		477		49		4		6		120		—		—		667
Total mortgage loans	$	964	$	3,614	$	2,473	$	1,810	$	833	$	7,315	$	369	$	131	$	17,509

______________

(1)The LTV ratio is derived from current loan balance divided by the fair value of the property. The fair value of the underlying commercial properties is updated annually for each mortgage loan.

(2)The DSC ratio is calculated using the most recently reported operating income results from property operations divided by annual debt service.

~~LTV Ratios (1)~~

December 31, 2022
Amortized Cost Basis by Origination Year
2022 2021 2020 2019 2018 Prior Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Loans Amortized Cost Basis Total
(in millions)
Mortgage loans:
Commercial:
0% - 50% $ 624 $ 130 $ — $ — $ 119 $ 1,259 $ — $ — $ 2,132
50% - 70% 2,285 1,569 906 313 623 2,254 328 — 8,278
70% - 90% 363 415 463 329 424 1,314 — 34 3,342
90% plus — — — — 35 233 — — 268
Total commercial $ 3,272 $ 2,114 $ 1,369 $ 642 $ 1,201 $ 5,060 $ 328 $ 34 $ 14,020
Agricultural:
0% - 50% $ 163 $ 182 $ 228 $ 129 $ 132 $ 725 $ — $ — $ 1,559
50% - 70% 190 185 222 68 83 267 — — 1,015
70% - 90% — — — — — 16 — — 16
90% plus — — — — — — — — —

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

December 31, 2022
Amortized Cost Basis by Origination Year
2022 2021 2020 2019 2018 Prior Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Loans Amortized Cost Basis Total
(in millions)
Total agricultural $ 353 $ 367 $ 450 $ 197 $ 215 $ 1,008 $ — $ — $ 2,590
Total mortgage loans:
0% - 50% $ 787 $ 312 $ 228 $ 129 $ 251 $ 1,984 $ — $ — $ 3,691
50% - 70% 2,475 1,754 1,128 381 706 2,521 328 — 9,293
70% - 90% 363 415 463 329 424 1,330 — 34 3,358
90% plus — — — — 35 233 — — 268
Total mortgage loans $ 3,625 $ 2,481 $ 1,819 $ 839 $ 1,416 $ 6,068 $ 328 $ 34 $ 16,610
LTV Ratios (1)


	December 31, 2022
	Amortized Cost Basis by Origination Year
	2022		2021		2020		2019		2018		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Mortgage loans:
Commercial:
0% - 50%	$	624	$	130	$	—	$	—	$	119	$	1,259	$	—	$	—	$	2,132
50% - 70%	2,285		1,569		906		313		623		2,254		328		—		8,278
70% - 90%	363		415		463		329		424		1,314		—		34		3,342
90% plus	—		—		—		—		35		233		—		—		268
Total commercial	$	3,272	$	2,114	$	1,369	$	642	$	1,201	$	5,060	$	328	$	34	$	14,020

Agricultural:
0% - 50%	$	163	$	182	$	228	$	129	$	132	$	725	$	—	$	—	$	1,559
50% - 70%	190		185		222		68		83		267		—		—		1,015
70% - 90%	—		—		—		—		—		16		—		—		16
90% plus	—		—		—		—		—		—		—		—		—
Total agricultural	$	353	$	367	$	450	$	197	$	215	$	1,008	$	—	$	—	$	2,590


Total mortgage loans:
0% - 50%	$	787	$	312	$	228	$	129	$	251	$	1,984	$	—	$	—	$	3,691
50% - 70%	2,475		1,754		1,128		381		706		2,521		328		—		9,293
70% - 90%	363		415		463		329		424		1,330		—		34		3,358
90% plus	—		—		—		—		35		233		—		—		268
Total mortgage loans	$	3,625	$	2,481	$	1,819	$	839	$	1,416	$	6,068	$	328	$	34	$	16,610

DSC Ratios (2)


	December 31, 2022
	Amortized Cost Basis by Origination Year
	2022		2021		2020		2019		2018		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Mortgage loans:
Commercial:
Greater than 2.0x	$	771	$	1,159	$	1,113	$	102	$	571	$	1,923	$	—	$	—	$	5,639
1.8x to 2.0x	158		215		164		197		186		482		279		—		1,681
1.5x to 1.8x	337		390		32		153		176		1,175		4		—		2,267
1.2x to 1.5x	1,041		259		—		92		73		917		—		—		2,382
1.0x to 1.2x	507		43		60		98		160		492		45		34		1,439
Less than 1.0x	458		48		—		—		35		71		—		—		612
Total commercial	$	3,272	$	2,114	$	1,369	$	642	$	1,201	$	5,060	$	328	$	34	$	14,020

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	December 31, 2022
	Amortized Cost Basis by Origination Year
	2022		2021		2020		2019		2018		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)

Agricultural:
Greater than 2.0x	$	51	$	40	$	62	$	21	$	12	$	193	$	—	$	—	$	379
1.8x to 2.0x	16		58		35		24		14		51		—		—		198
1.5x to 1.8x	69		42		111		18		19		196		—		—		455
1.2x to 1.5x	107		147		177		98		99		298		—		—		926
1.0x to 1.2x	91		80		61		30		60		257		—		—		579
Less than 1.0x	19		—		4		6		11		13		—		—		53
Total agricultural	$	353	$	367	$	450	$	197	$	215	$	1,008	$	—	$	—	$	2,590


Total mortgage loans:
Greater than 2.0x	$	822	$	1,199	$	1,175	$	123	$	583	$	2,116	$	—	$	—	$	6,018
1.8x to 2.0x	174		273		199		221		200		533		279		—		1,879
1.5x to 1.8x	406		432		143		171		195		1,371		4		—		2,722
1.2x to 1.5x	1,148		406		177		190		172		1,215		—		—		3,308
1.0x to 1.2x	598		123		121		128		220		749		45		34		2,018
Less than 1.0x	477		48		4		6		46		84		—		—		665
Total mortgage loans	$	3,625	$	2,481	$	1,819	$	839	$	1,416	$	6,068	$	328	$	34	$	16,610

______________

(1)The LTV ratio is derived from current loan balance divided by the fair value of the property. The fair value of the underlying commercial properties is updated annually for each mortgage loan.

(2)The DSC ratio is calculated using the most recently reported operating income results from property operations divided by annual debt service.

~~Past-Due~~Troubled Debt Restructuring

The Company invests in commercial and ~~Nonaccrual Mortgage Loan Status~~agricultural mortgage loans included in the balance sheet as mortgage loans on real estate. Under certain circumstances, modifications are granted to these contracts. Each modification is evaluated as to whether a TDR has occurred. A modification is a TDR when the borrower is in financial difficulty. The types of modifications made may include reducing the face amount or maturity amount of the debt as originally stated, reducing the contractual interest rate, extending the maturity date at an interest rate lower than current market interest rates and/or reducing accrued interest. The credit allowance is an estimate of lifetime expected losses reflecting historical loss information which included losses from modification to a borrower experiencing financial difficulty. As the effect of the modification made to a borrower experiencing financial difficulty is already included in the credit allowance, the carrying value (net of the allowance) before and after modification through a TDR may not change significantly, or may increase if the expected recovery is higher than the pre-modification recovery assessment. For information pertaining to our TDRs see Note 3 of the Notes to these Consolidated Financial Statements.

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Securities Lending Program

Accounting and Consolidation of VIEs

Consolidated VIEs

Consolidated CLOs

As of June 30, 2023 and December 31, 2022, respectively, Equitable Financial holds $112 million and $85 million of equity interests in the CLOs. The Company consolidated the CLOs as of June 30, 2023 and December 31, 2022 as it is the primary beneficiary due to the combination of both its equity interest held by Equitable Financial and the majority ownership of AB, which functions as the CLOs loan manager. The assets of the CLOs are legally isolated from the Company’s creditors and can only be used to settle obligations of the CLOs. The liabilities of the CLOs are non-recourse to the Company and the Company has no obligation to satisfy the liabilities of the CLOs. As of June 30, 2023, Equitable Financial holds $21 million of equity interests in a SPE established to purchase loans from the market in anticipation of a new CLO transaction. The Company consolidated the SPE as of June 30, 2023 as it is the primary beneficiary due to the combination of both its equity interest held by Equitable Financial and the majority ownership of AB, which functions as the SPE loan manager.

Resulting from this consolidation in the Company’s consolidated balance sheets are fixed maturities, at fair value using the fair value option with total assets of $1.6 billion and $1.5 billion notes issued by consolidated variable interest entities, at fair value using the fair value option with total liabilities of $1.5 billion and $1.2 billion at June 30, 2023 and December 31, 2022, respectively. The unpaid outstanding principal balance of the notes and short-term borrowing is $1.6 billion and $1.4 billion at June 30, 2023 and December 31, 2022.

Consolidated Limited Partnerships and LLCs

As of June 30, 2023 and December 31, 2022 the Company consolidated limited partnerships and LLCs for which it was identified as the primary beneficiary under the VIE model. Included in other invested assets, mortgage loans on real estate, other equity investments, trading securities, cash and other liabilities in the Company’s consolidated balance sheets at June 30, 2023 and December 31, 2022 are total net assets of $722 million and $644 million, respectively related to these VIEs.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Consolidated AB-Sponsored Investment Funds

Included in the Company’s consolidated balance sheet as of June 30, 2023 and December 31, 2022 are assets of $331 million and $581 million, liabilities of $10 million and $56 million, and redeemable noncontrolling interests of $181 million and $369 million, respectively, associated with the consolidation of AB-sponsored investment funds under the VIE model. Also included in the Company’s consolidated balance sheets as of June 30, 2023 and December 31, 2022 are assets of $16 million and $0 million, liabilities of $1 million and $0 million, and redeemable noncontrolling interests of $4 million and $0 million, respectively, from consolidation of AB-sponsored investment funds under the VOE model.

Non-Consolidated VIEs

As of June 30, 2023 and December 31, 2022 respectively, the Company held approximately $2.4 billion and $2.4 billion of investment assets in the form of equity interests issued by non-corporate legal entities determined under the guidance to be VIEs, such as limited partnerships and limited liability companies, including CLOs, hedge funds, private equity funds and real estate-related funds. The Company continues to reflect these equity interests in the consolidated balance sheets as other equity investments and applies the equity method of accounting for these positions. The net assets of these non-consolidated VIEs are approximately $261.4 billion and $282.5 billion as of June 30, 2023 and December 31, 2022 respectively. The Company’s maximum exposure to loss from its direct involvement with these VIEs is the carrying value of its investment of $2.4 billion and $2.4 billion and approximately $1.3 billion and $1.3 billion of unfunded commitments as of June 30, 2023 and December 31, 2022, respectively. The Company has no further economic interest in these VIEs in the form of guarantees, derivatives, credit enhancements or similar instruments and obligations.

Non-Consolidated AB-Sponsored Investment Products

As of June 30, 2023 and December 31, 2022, the net assets of investment products sponsored by AB that are non-consolidated VIEs are approximately $53.9 billion and $46.4 billion, respectively. The Company’s maximum exposure to loss from its direct involvement with these VIEs is its investment of $13 million and $6 million as of June 30, 2023 and December 31, 2022. The Company has no further commitments to or economic interest in these VIEs.

3) INVESTMENTS

Fixed Maturities AFS

The following tables provide information relating to the Company’s fixed maturities classified as AFS.

AFS Fixed Maturities by Classification


	Amortized Cost		Allowance for Credit Losses		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
	(in millions)
June 30, 2023
Fixed Maturities:
Corporate (1)	$	50,420	$	2	$	121	$	6,496	$	44,043
U.S. Treasury, government and agency	6,998		—		1		1,104		5,895
States and political subdivisions	622		—		9		78		553
Foreign governments	894		—		3		129		768
Residential mortgage-backed (2)	1,389		—		1		100		1,290
Asset-backed (3)	9,741		—		9		281		9,469
Commercial mortgage-backed	3,889		—		—		600		3,289
Redeemable preferred stock	41		—		3		—		44

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Amortized Cost		Allowance for Credit Losses		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
	(in millions)
Total at June 30, 2023	$	73,994	$	2	$	147	$	8,788	$	65,351

December 31, 2022:
Fixed Maturities:
Corporate (1)	$	50,712	$	24	$	89	$	7,206	$	43,571
U.S. Treasury, government and agency	7,054		—		1		1,218		5,837
States and political subdivisions	609		—		7		89		527
Foreign governments	985		—		2		151		836
Residential mortgage-backed (2)	908		—		1		87		822
Asset-backed (3)	8,859		—		4		373		8,490
Commercial mortgage-backed	3,823		—		—		588		3,235
Redeemable preferred stock	41		—		2		—		43
Total at December 31, 2022	$	72,991	$	24	$	106	$	9,712	$	63,361

______________

(1)Corporate fixed maturities include both public and private issues.

(2)Includes publicly traded agency pass-through securities and collateralized obligations.

(3)Includes credit-tranched securities collateralized by sub-prime mortgages, credit risk transfer securities and other asset types.

The contractual maturities of AFS fixed maturities as of June 30, 2023 are shown in the table below. Bonds not due at a single maturity date have been included in the table in the final year of maturity. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or pre-payment penalties.

Contractual Maturities of AFS Fixed Maturities


	Amortized Cost (Less Allowance for Credit Losses)		Fair Value
	(in millions)
June 30, 2023
Contractual maturities:
Due in one year or less	$	1,510	$	1,491
Due in years two through five	14,339		13,546
Due in years six through ten	17,371		15,778
Due after ten years	25,712		20,444
Subtotal	58,932		51,259
Residential mortgage-backed	1,389		1,290
Asset-backed	9,741		9,469
Commercial mortgage-backed	3,889		3,289
Redeemable preferred stock	41		44
Total at June 30, 2023	$	73,992	$	65,351

The following table ~~provides information relating~~shows proceeds from sales, gross gains (losses) from sales and allowance for credit losses for AFS fixed maturities.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Proceeds from Sales, Gross Gains (Losses) from Sales and Allowance for Credit and Intent to Sell Losses for AFS Fixed Maturities


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Proceeds from sales	$	2,230	$	3,344	$	3,055	$	10,735
Gross gains on sales	$	5	$	15	$	7	$	44
Gross losses on sales	$	(43)	$	(227)	$	(69)	$	(591)

Net (increase) decrease in Allowance for Credit and Intent to Sell losses	$	(7)	$	2	$	(63)	$	3

The following table sets forth the ~~aging analysis~~amount of ~~past-due mortgage loans~~credit loss impairments on AFS fixed maturities held by the Company at the dates indicated and the corresponding changes in such amounts.

AFS Fixed Maturities - Credit and Intent to Sell Loss Impairments


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Balance, beginning of period	$	89	$	43	$	36	$	44
Previously recognized impairments on securities that matured, paid, prepaid or sold	(54)		(13)		(57)		(15)
Recognized impairments on securities impaired to fair value this period (1) (2)	—		—		52		—
Credit losses recognized this period on securities for which credit losses were not previously recognized	6		1		9		1
Additional credit losses this period on securities previously impaired	3		1		4		2
Increases due to passage of time on previously recorded credit losses	—		—		—		—
Accretion of previously recognized impairments due to increases in expected cash flows (for OTTI securities 2019 and prior)	—		—		—		—
Balance, end of period	$	44	$	32	$	44	$	32

______________

(2)Amounts reflected for the six months ended June 30, 2023 represent AFS fixed maturities in an unrealized loss position, which the Company intends to sell in anticipation of Equitable Financial’s ordinary dividend to Holdings.

The tables that follow below present a roll-forward of net unrealized investment gains (losses) recognized in AOCI.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Net Unrealized Gains (Losses) on AFS Fixed Maturities


	Three Months Ended June 30, 2023
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	(7,978)	$	33	$	99	$	(7,846)
Net investment gains (losses) arising during the period	(710)		—		—		(710)
Reclassification adjustment:
Included in net income (loss)	46		—		—		46
Excluded from net income (loss)	—		—		—		—
Other	—		—		—		—
Impact of net unrealized investment gains (losses)	—		3		139		142
Net unrealized investment gains (losses) excluding credit losses	(8,642)		36		238		(8,368)
Net unrealized investment gains (losses) with credit losses	1		—		—		1
Balance, end of period	$	(8,641)	$	36	$	238	$	(8,367)

	Three Months Ended June 30, 2022
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	(1,287)	$	4	$	269	$	(1,014)
Net investment gains (losses) arising during the period	(5,889)		—		—		(5,889)
Reclassification adjustment:
Included in net income (loss)	214		—		—		214
Excluded from net income (loss)	—		—		—		—
Other	—		—		—		—
Impact of net unrealized investment gains (losses)	—		21		1,187		1,208
Net unrealized investment gains (losses) excluding credit losses	(6,962)		25		1,456		(5,481)
Net unrealized investment gains (losses) with credit losses	(3)		—		1		(2)
Balance, end of period	$	(6,965)	$	25	$	1,457	$	(5,483)

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Six Months Ended June 30, 2023
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	(9,606)	$	41	$	440	$	(9,125)
Net investment gains (losses) arising during the period	845		—		—		845
Reclassification adjustment:
Included in net income (loss)	126		—		—		126

Other	—		—		—		—
Impact of net unrealized investment gains (losses)	—		(5)		(203)		(208)
Net unrealized investment gains (losses) excluding credit losses	(8,635)		36		237		(8,362)
Net unrealized investment gains (losses) with credit losses	(6)		—		1		(5)
Balance, end of period	$	(8,641)	$	36	$	238	$	(8,367)

	Six Months Ended June 30, 2022
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	4,809	$	(169)	$	(974)	$	3,666
Net investment gains (losses) arising during the period	(12,314)		—		—		(12,314)
Reclassification adjustment:
Included in net income (loss)	548		—		—		548

Other	—		—		—		—
Impact of net unrealized investment gains (losses)	—		194		2,429		2,623
Net unrealized investment gains (losses) excluding credit losses	(6,957)		25		1,455		(5,477)
Net unrealized investment gains (losses) with credit losses	(8)		—		2		(6)
Balance, end of period	$	(6,965)	$	25	$	1,457	$	(5,483)

The following tables disclose the fair values and gross unrealized losses of the 5,196 issues as of ~~March~~June 30, 2023 and the 5,209 issues as of December 31, 2022 that are not deemed to have credit losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position for the specified periods at the dates indicated.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

AFS Fixed Maturities in an Unrealized Loss Position for Which No Allowance Is Recorded


	Less Than 12 Months				12 Months or Longer				Total
	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
	(in millions)
June 30, 2023
Fixed Maturities:
Corporate	$	8,135	$	322	$	31,883	$	6,173	$	40,018	$	6,495
U.S. Treasury, government and agency	1,508		166		4,320		938		5,828		1,104
States and political subdivisions	65		1		277		77		342		78
Foreign governments	58		3		615		126		673		129
Residential mortgage-backed	520		7		658		93		1,178		100
Asset-backed	1,347		11		6,718		270		8,065		281
Commercial mortgage-backed	235		8		2,989		592		3,224		600

Total at June 30, 2023	$	11,868	$	518	$	47,460	$	8,269	$	59,328	$	8,787

December 31, 2022:
Fixed Maturities:
Corporate	$	24,580	$	2,668	$	16,534	$	4,536	$	41,114	$	7,204
U.S. Treasury, government and agency	5,564		1,200		204		18		5,768		1,218
States and political subdivisions	130		25		173		64		303		89
Foreign governments	349		42		417		109		766		151
Residential mortgage-backed	671		49		83		38		754		87
Asset-backed	6,298		230		1,765		143		8,063		373
Commercial mortgage-backed	1,577		201		1,640		387		3,217		588

Total at December 31, 2022	$	39,169	$	4,415	$	20,816	$	5,295	$	59,985	$	9,710

The Company’s investments in fixed maturities do not include concentrations of credit risk of any single issuer greater than 10% of the consolidated equity of the Company, other than securities of the U.S. government, U.S. government agencies, and certain securities guaranteed by the U.S. government. The Company maintains a diversified portfolio of corporate securities across industries and issuers and does not have exposure to any single issuer in excess of 0.9% of total corporate securities. The largest exposures to a single issuer of corporate securities held as of June 30, 2023 and December 31, 2022 were $400 million and $327 million, respectively, representing 7.6% and 10.4% of the consolidated equity of the Company.

Corporate high yield securities, consisting primarily of public high yield bonds, are classified as other than investment grade by the various rating agencies, i.e., a rating below Baa3/BBB- or the NAIC designation of 3 (medium investment grade), 4 or 5 (below investment grade) or 6 (in or near default). As of June 30, 2023 and December 31, 2022, respectively, approximately $2.7 billion and $2.9 billion, or 3.7% and 4.0%, of the $74.0 billion and $73.0 billion aggregate amortized cost of fixed maturities held by the Company were considered to be other than investment grade. These securities had gross unrealized losses of $162 million and $208 million as of June 30, 2023 and December 31, 2022, respectively.

~~Age Analysis~~As of ~~Past Due Mortgage Loans (1)~~June 30, 2023 and December 31, 2022, respectively, the $8.3 billion and $5.3 billion of gross unrealized losses of twelve months or more were primarily concentrated in corporate securities. In accordance with the policy described in Note 2 of the Notes to these Consolidated Financial Statements, the Company concluded that an adjustment to the allowance for credit losses for these securities was not warranted at either June 30, 2023 or December 31, 2022. As of June 30, 2023 and December 31, 2022, the Company did not intend to sell the securities nor will it likely be required to dispose of the securities before the anticipated recovery of their remaining amortized cost basis.

Accruing Loans Non-accruing Loans Total Loans Non-accruing Loans with No Allowance Interest Income on Non-accruing Loans
Past Due Current Total
30-59 Days 60-89 Days 90 Days or More Total
(in millions)
March 31, 2023:
Mortgage loans:
Commercial $ 62 $ — $ — $ 62 $ 14,383 $ 14,445 $ 91 $ 14,536 $ — $ 1
Agricultural 17 11 15 43 2,510 2,553 19 2,572 3 —
Total $ 79 $ 11 $ 15 $ 105 $ 16,893 $ 16,998 $ 110 $ 17,108 $ 3 $ 1
Based on the Company’s evaluation both qualitatively and quantitatively of the drivers of the decline in fair value of fixed maturity securities as of June 30, 2023, the Company determined that the unrealized loss was primarily due to increases in interest rates and credit spreads.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Securities Lending

Mortgage Loans on Real Estate

Accrued interest receivable on commercial and agricultural mortgage loans as of June 30, 2023 and December 31, 2022 was $76 million and $71 million, respectively. There was no accrued interest written off for commercial and agricultural mortgage loans for the six months ended June 30, 2023 and 2022.

As of June 30, 2023, the Company had no loans for which foreclosure was probable included within the individually assessed mortgage loans, and accordingly had no associated allowance for credit losses.

Allowance for Credit Losses on Mortgage Loans

The change in the allowance for credit losses for commercial mortgage loans and agricultural mortgage loans during the three and six months ended June 30, 2023 and 2022 were as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Allowance for credit losses on mortgage loans:
Commercial mortgages:
Balance, beginning of period	$	133	$	47	$	123	$	57
Current-period provision for expected credit losses	7		11		17		1
Write-offs charged against the allowance	—		—		—		—
Recoveries of amounts previously written off	—		—		—		—
Net change in allowance	7		11		17		1
Balance, end of period	$	140	$	58	$	140	$	58

Agricultural mortgages:
Balance, beginning of period	$	6	$	6	$	6	$	5
Current-period provision for expected credit losses	(1)		—		(1)		1
Write-offs charged against the allowance	—		—		—		—
Recoveries of amounts previously written off	—		—		—		—
Net change in allowance	(1)		—		(1)		1
Balance, end of period	$	5	$	6	$	5	$	6

Total allowance for credit losses	$	145	$	64	$	145	$	64

The change in the allowance for credit losses is attributable to:

•increases/decreases in the loan balance due to new originations, maturing mortgages, and loan amortization; and

•changes in credit quality and economic assumptions.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Credit Quality Information

The following tables summarize the Company’s mortgage loans segregated by risk rating exposure as of June 30, 2023 and December 31, 2022.

Loan to Value (“LTV”) Ratios (1)


	June 30, 2023
	Amortized Cost Basis by Origination Year
	2023		2022		2021		2020		2019		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Mortgage loans:
Commercial:
0% - 50%	$	190	$	497	$	129	$	—	$	—	$	1,463	$	—	$	—	$	2,279
50% - 70%	490		2,404		1,458		905		257		2,839		369		96		8,818
70% - 90%	244		363		497		463		290		1,600		—		35		3,492
90% plus	—		—		34		—		92		253		—		—		379
Total commercial	$	924	$	3,264	$	2,118	$	1,368	$	639	$	6,155	$	369	$	131	$	14,968

Agricultural:
0% - 50%	$	25	$	163	$	187	$	241	$	129	$	826	$	—	$	—	$	1,571
50% - 70%	15		187		168		201		65		318		—		—		954
70% - 90%	—		—		—		—		—		16		—		—		16
90% plus	—		—		—		—		—		—		—		—		—
Total agricultural	$	40	$	350	$	355	$	442	$	194	$	1,160	$	—	$	—	$	2,541


Total mortgage loans:
0% - 50%	$	215	$	660	$	316	$	241	$	129	$	2,289	$	—	$	—	$	3,850
50% - 70%	505		2,591		1,626		1,106		322		3,157		369		96		9,772
70% - 90%	244		363		497		463		290		1,616		—		35		3,508
90% plus	—		—		34		—		92		253		—		—		379
Total mortgage loans	$	964	$	3,614	$	2,473	$	1,810	$	833	$	7,315	$	369	$	131	$	17,509

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Debt Service Coverage (“DSC”) Ratios (2)


	June 30, 2023
	Amortized Cost Basis by Origination Year
	2023		2022		2021		2020		2019		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Mortgage loans:
Commercial:
Greater than 2.0x	$	115	$	687	$	1,259	$	1,113	$	158	$	2,960	$	—	$	—	$	6,292
1.8x to 2.0x	—		—		181		163		172		722		213		96		1,547
1.5x to 1.8x	—		476		391		32		255		1,016		92		—		2,262
1.2x to 1.5x	439		814		165		—		—		822		—		—		2,240
1.0x to 1.2x	363		828		73		60		54		540		64		35		2,017
Less than 1.0x	7		459		49		—		—		95		—		—		610
Total commercial	$	924	$	3,264	$	2,118	$	1,368	$	639	$	6,155	$	369	$	131	$	14,968

Agricultural:
Greater than 2.0x	$	5	$	51	$	39	$	60	$	21	$	186	$	—	$	—	$	362
1.8x to 2.0x	—		16		57		33		24		65		—		—		195
1.5x to 1.8x	6		69		31		110		18		208		—		—		442
1.2x to 1.5x	17		106		155		176		99		385		—		—		938
1.0x to 1.2x	8		90		73		59		26		291		—		—		547
Less than 1.0x	4		18		—		4		6		25		—		—		57
Total agricultural	$	40	$	350	$	355	$	442	$	194	$	1,160	$	—	$	—	$	2,541


Total mortgage loans:
Greater than 2.0x	$	120	$	738	$	1,298	$	1,173	$	179	$	3,146	$	—	$	—	$	6,654
1.8x to 2.0x	—		16		238		196		196		787		213		96		1,742
1.5x to 1.8x	6		545		422		142		273		1,224		92		—		2,704
1.2x to 1.5x	456		920		320		176		99		1,207		—		—		3,178
1.0x to 1.2x	371		918		146		119		80		831		64		35		2,564
Less than 1.0x	11		477		49		4		6		120		—		—		667
Total mortgage loans	$	964	$	3,614	$	2,473	$	1,810	$	833	$	7,315	$	369	$	131	$	17,509

______________

(1)The LTV ratio is derived from current loan balance divided by the fair value of the property. The fair value of the underlying commercial properties is updated annually for each mortgage loan.

(2)The DSC ratio is calculated using the most recently reported operating income results from property operations divided by annual debt service.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

LTV Ratios (1)


	December 31, 2022
	Amortized Cost Basis by Origination Year
	2022		2021		2020		2019		2018		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Mortgage loans:
Commercial:
0% - 50%	$	624	$	130	$	—	$	—	$	119	$	1,259	$	—	$	—	$	2,132
50% - 70%	2,285		1,569		906		313		623		2,254		328		—		8,278
70% - 90%	363		415		463		329		424		1,314		—		34		3,342
90% plus	—		—		—		—		35		233		—		—		268
Total commercial	$	3,272	$	2,114	$	1,369	$	642	$	1,201	$	5,060	$	328	$	34	$	14,020

Agricultural:
0% - 50%	$	163	$	182	$	228	$	129	$	132	$	725	$	—	$	—	$	1,559
50% - 70%	190		185		222		68		83		267		—		—		1,015
70% - 90%	—		—		—		—		—		16		—		—		16
90% plus	—		—		—		—		—		—		—		—		—
Total agricultural	$	353	$	367	$	450	$	197	$	215	$	1,008	$	—	$	—	$	2,590


Total mortgage loans:
0% - 50%	$	787	$	312	$	228	$	129	$	251	$	1,984	$	—	$	—	$	3,691
50% - 70%	2,475		1,754		1,128		381		706		2,521		328		—		9,293
70% - 90%	363		415		463		329		424		1,330		—		34		3,358
90% plus	—		—		—		—		35		233		—		—		268
Total mortgage loans	$	3,625	$	2,481	$	1,819	$	839	$	1,416	$	6,068	$	328	$	34	$	16,610

DSC Ratios (2)


	December 31, 2022
	Amortized Cost Basis by Origination Year
	2022		2021		2020		2019		2018		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Mortgage loans:
Commercial:
Greater than 2.0x	$	771	$	1,159	$	1,113	$	102	$	571	$	1,923	$	—	$	—	$	5,639
1.8x to 2.0x	158		215		164		197		186		482		279		—		1,681
1.5x to 1.8x	337		390		32		153		176		1,175		4		—		2,267
1.2x to 1.5x	1,041		259		—		92		73		917		—		—		2,382
1.0x to 1.2x	507		43		60		98		160		492		45		34		1,439
Less than 1.0x	458		48		—		—		35		71		—		—		612
Total commercial	$	3,272	$	2,114	$	1,369	$	642	$	1,201	$	5,060	$	328	$	34	$	14,020

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	December 31, 2022
	Amortized Cost Basis by Origination Year
	2022		2021		2020		2019		2018		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)

Agricultural:
Greater than 2.0x	$	51	$	40	$	62	$	21	$	12	$	193	$	—	$	—	$	379
1.8x to 2.0x	16		58		35		24		14		51		—		—		198
1.5x to 1.8x	69		42		111		18		19		196		—		—		455
1.2x to 1.5x	107		147		177		98		99		298		—		—		926
1.0x to 1.2x	91		80		61		30		60		257		—		—		579
Less than 1.0x	19		—		4		6		11		13		—		—		53
Total agricultural	$	353	$	367	$	450	$	197	$	215	$	1,008	$	—	$	—	$	2,590


Total mortgage loans:
Greater than 2.0x	$	822	$	1,199	$	1,175	$	123	$	583	$	2,116	$	—	$	—	$	6,018
1.8x to 2.0x	174		273		199		221		200		533		279		—		1,879
1.5x to 1.8x	406		432		143		171		195		1,371		4		—		2,722
1.2x to 1.5x	1,148		406		177		190		172		1,215		—		—		3,308
1.0x to 1.2x	598		123		121		128		220		749		45		34		2,018
Less than 1.0x	477		48		4		6		46		84		—		—		665
Total mortgage loans	$	3,625	$	2,481	$	1,819	$	839	$	1,416	$	6,068	$	328	$	34	$	16,610

~~_______________~~______________

(1)~~Amounts presented at amortized cost basis.~~The LTV ratio is derived from current loan balance divided by the fair value of the property. The fair value of the underlying commercial properties is updated annually for each mortgage loan.

~~As of March 31, 2023 and December 31, 2022,~~(2)The DSC ratio is calculated using the carrying values of problem mortgage loans that had been classified as non-accrual loans were $17 million and $14 million, respectively. The carrying values of those mortgage loans are presented net of an allowance of $2 million and $2 million, respectively, as of March 31, 2023 and December 31, 2022.most recently reported operating income results from property operations divided by annual debt service.

Troubled Debt Restructuring

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Securities Lending Program

Accounting and Consolidation of VIEs

Consolidated VIEs

Consolidated CLOs

Consolidated Limited Partnerships and LLCs

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Consolidated AB-Sponsored Investment Funds

Non-Consolidated VIEs

Non-Consolidated AB-Sponsored Investment Products

3) INVESTMENTS

Fixed Maturities AFS

The following tables provide information relating to the Company’s fixed maturities classified as AFS.

AFS Fixed Maturities by Classification


	Amortized Cost		Allowance for Credit Losses		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
	(in millions)
June 30, 2023
Fixed Maturities:
Corporate (1)	$	50,420	$	2	$	121	$	6,496	$	44,043
U.S. Treasury, government and agency	6,998		—		1		1,104		5,895
States and political subdivisions	622		—		9		78		553
Foreign governments	894		—		3		129		768
Residential mortgage-backed (2)	1,389		—		1		100		1,290
Asset-backed (3)	9,741		—		9		281		9,469
Commercial mortgage-backed	3,889		—		—		600		3,289
Redeemable preferred stock	41		—		3		—		44

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Amortized Cost		Allowance for Credit Losses		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
	(in millions)
Total at June 30, 2023	$	73,994	$	2	$	147	$	8,788	$	65,351

December 31, 2022:
Fixed Maturities:
Corporate (1)	$	50,712	$	24	$	89	$	7,206	$	43,571
U.S. Treasury, government and agency	7,054		—		1		1,218		5,837
States and political subdivisions	609		—		7		89		527
Foreign governments	985		—		2		151		836
Residential mortgage-backed (2)	908		—		1		87		822
Asset-backed (3)	8,859		—		4		373		8,490
Commercial mortgage-backed	3,823		—		—		588		3,235
Redeemable preferred stock	41		—		2		—		43
Total at December 31, 2022	$	72,991	$	24	$	106	$	9,712	$	63,361

______________

(1)Corporate fixed maturities include both public and private issues.

(2)Includes publicly traded agency pass-through securities and collateralized obligations.

(3)Includes credit-tranched securities collateralized by sub-prime mortgages, credit risk transfer securities and other asset types.

Contractual Maturities of AFS Fixed Maturities


	Amortized Cost (Less Allowance for Credit Losses)		Fair Value
	(in millions)
June 30, 2023
Contractual maturities:
Due in one year or less	$	1,510	$	1,491
Due in years two through five	14,339		13,546
Due in years six through ten	17,371		15,778
Due after ten years	25,712		20,444
Subtotal	58,932		51,259
Residential mortgage-backed	1,389		1,290
Asset-backed	9,741		9,469
Commercial mortgage-backed	3,889		3,289
Redeemable preferred stock	41		44
Total at June 30, 2023	$	73,992	$	65,351

The following table shows proceeds from sales, gross gains (losses) from sales and allowance for credit losses for AFS fixed maturities.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Proceeds from Sales, Gross Gains (Losses) from Sales and Allowance for Credit and Intent to Sell Losses for AFS Fixed Maturities


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Proceeds from sales	$	2,230	$	3,344	$	3,055	$	10,735
Gross gains on sales	$	5	$	15	$	7	$	44
Gross losses on sales	$	(43)	$	(227)	$	(69)	$	(591)

Net (increase) decrease in Allowance for Credit and Intent to Sell losses	$	(7)	$	2	$	(63)	$	3

The following table sets forth the amount of credit loss impairments on AFS fixed maturities held by the Company at the dates indicated and the corresponding changes in such amounts.

AFS Fixed Maturities - Credit and Intent to Sell Loss Impairments


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Balance, beginning of period	$	89	$	43	$	36	$	44
Previously recognized impairments on securities that matured, paid, prepaid or sold	(54)		(13)		(57)		(15)
Recognized impairments on securities impaired to fair value this period (1) (2)	—		—		52		—
Credit losses recognized this period on securities for which credit losses were not previously recognized	6		1		9		1
Additional credit losses this period on securities previously impaired	3		1		4		2
Increases due to passage of time on previously recorded credit losses	—		—		—		—
Accretion of previously recognized impairments due to increases in expected cash flows (for OTTI securities 2019 and prior)	—		—		—		—
Balance, end of period	$	44	$	32	$	44	$	32

______________

The tables that follow below present a roll-forward of net unrealized investment gains (losses) recognized in AOCI.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Net Unrealized Gains (Losses) on AFS Fixed Maturities


	Three Months Ended June 30, 2023
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	(7,978)	$	33	$	99	$	(7,846)
Net investment gains (losses) arising during the period	(710)		—		—		(710)
Reclassification adjustment:
Included in net income (loss)	46		—		—		46
Excluded from net income (loss)	—		—		—		—
Other	—		—		—		—
Impact of net unrealized investment gains (losses)	—		3		139		142
Net unrealized investment gains (losses) excluding credit losses	(8,642)		36		238		(8,368)
Net unrealized investment gains (losses) with credit losses	1		—		—		1
Balance, end of period	$	(8,641)	$	36	$	238	$	(8,367)

	Three Months Ended June 30, 2022
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	(1,287)	$	4	$	269	$	(1,014)
Net investment gains (losses) arising during the period	(5,889)		—		—		(5,889)
Reclassification adjustment:
Included in net income (loss)	214		—		—		214
Excluded from net income (loss)	—		—		—		—
Other	—		—		—		—
Impact of net unrealized investment gains (losses)	—		21		1,187		1,208
Net unrealized investment gains (losses) excluding credit losses	(6,962)		25		1,456		(5,481)
Net unrealized investment gains (losses) with credit losses	(3)		—		1		(2)
Balance, end of period	$	(6,965)	$	25	$	1,457	$	(5,483)

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Six Months Ended June 30, 2023
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	(9,606)	$	41	$	440	$	(9,125)
Net investment gains (losses) arising during the period	845		—		—		845
Reclassification adjustment:
Included in net income (loss)	126		—		—		126

Other	—		—		—		—
Impact of net unrealized investment gains (losses)	—		(5)		(203)		(208)
Net unrealized investment gains (losses) excluding credit losses	(8,635)		36		237		(8,362)
Net unrealized investment gains (losses) with credit losses	(6)		—		1		(5)
Balance, end of period	$	(8,641)	$	36	$	238	$	(8,367)

	Six Months Ended June 30, 2022
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	4,809	$	(169)	$	(974)	$	3,666
Net investment gains (losses) arising during the period	(12,314)		—		—		(12,314)
Reclassification adjustment:
Included in net income (loss)	548		—		—		548

Other	—		—		—		—
Impact of net unrealized investment gains (losses)	—		194		2,429		2,623
Net unrealized investment gains (losses) excluding credit losses	(6,957)		25		1,455		(5,477)
Net unrealized investment gains (losses) with credit losses	(8)		—		2		(6)
Balance, end of period	$	(6,965)	$	25	$	1,457	$	(5,483)

The following tables disclose the fair values and gross unrealized losses of the 5,196 issues as of June 30, 2023 and the 5,209 issues as of December 31, 2022 that are not deemed to have credit losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position for the specified periods at the dates indicated.

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

AFS Fixed Maturities in an Unrealized Loss Position for Which No Allowance Is Recorded


	Less Than 12 Months				12 Months or Longer				Total
	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
	(in millions)
June 30, 2023
Fixed Maturities:
Corporate	$	8,135	$	322	$	31,883	$	6,173	$	40,018	$	6,495
U.S. Treasury, government and agency	1,508		166		4,320		938		5,828		1,104
States and political subdivisions	65		1		277		77		342		78
Foreign governments	58		3		615		126		673		129
Residential mortgage-backed	520		7		658		93		1,178		100
Asset-backed	1,347		11		6,718		270		8,065		281
Commercial mortgage-backed	235		8		2,989		592		3,224		600

Total at June 30, 2023	$	11,868	$	518	$	47,460	$	8,269	$	59,328	$	8,787

December 31, 2022:
Fixed Maturities:
Corporate	$	24,580	$	2,668	$	16,534	$	4,536	$	41,114	$	7,204
U.S. Treasury, government and agency	5,564		1,200		204		18		5,768		1,218
States and political subdivisions	130		25		173		64		303		89
Foreign governments	349		42		417		109		766		151
Residential mortgage-backed	671		49		83		38		754		87
Asset-backed	6,298		230		1,765		143		8,063		373
Commercial mortgage-backed	1,577		201		1,640		387		3,217		588

Total at December 31, 2022	$	39,169	$	4,415	$	20,816	$	5,295	$	59,985	$	9,710

The Company’s investments in fixed maturities do not include concentrations of credit risk of any single issuer greater than 10% of the consolidated equity of the Company, other than securities of the U.S. government, U.S. government agencies, and certain securities guaranteed by the U.S. government. The Company maintains a diversified portfolio of corporate securities across industries and issuers and does not have exposure to any single issuer in excess of 0.9% of total corporate securities. The largest exposures to a single issuer of corporate securities held as of June 30, 2023 and December 31, 2022 were $400 million and $327 million, respectively, representing 7.6% and 10.4% of the consolidated equity of the Company.

Corporate high yield securities, consisting primarily of public high yield bonds, are classified as other than investment grade by the various rating agencies, i.e., a rating below Baa3/BBB- or the NAIC designation of 3 (medium investment grade), 4 or 5 (below investment grade) or 6 (in or near default). As of June 30, 2023 and December 31, 2022, respectively, approximately $2.7 billion and $2.9 billion, or 3.7% and 4.0%, of the $74.0 billion and $73.0 billion aggregate amortized cost of fixed maturities held by the Company were considered to be other than investment grade. These securities had gross unrealized losses of $162 million and $208 million as of June 30, 2023 and December 31, 2022, respectively.

As of June 30, 2023 and December 31, 2022, respectively, the $8.3 billion and $5.3 billion of gross unrealized losses of twelve months or more were primarily concentrated in corporate securities. In accordance with the policy described in Note 2 of the Notes to these Consolidated Financial Statements, the Company concluded that an adjustment to the allowance for credit losses for these securities was not warranted at either June 30, 2023 or December 31, 2022. As of June 30, 2023 and December 31, 2022, the Company did not intend to sell the securities nor will it likely be required to dispose of the securities before the anticipated recovery of their remaining amortized cost basis.

Based on the Company’s evaluation both qualitatively and quantitatively of the drivers of the decline in fair value of fixed maturity securities as of June 30, 2023, the Company determined that the unrealized loss was primarily due to increases in interest rates and credit spreads.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Securities Lending

Mortgage Loans on Real Estate

Allowance for Credit Losses on Mortgage Loans

The change in the allowance for credit losses for commercial mortgage loans and agricultural mortgage loans during the three and six months ended June 30, 2023 and 2022 were as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Allowance for credit losses on mortgage loans:
Commercial mortgages:
Balance, beginning of period	$	133	$	47	$	123	$	57
Current-period provision for expected credit losses	7		11		17		1
Write-offs charged against the allowance	—		—		—		—
Recoveries of amounts previously written off	—		—		—		—
Net change in allowance	7		11		17		1
Balance, end of period	$	140	$	58	$	140	$	58

Agricultural mortgages:
Balance, beginning of period	$	6	$	6	$	6	$	5
Current-period provision for expected credit losses	(1)		—		(1)		1
Write-offs charged against the allowance	—		—		—		—
Recoveries of amounts previously written off	—		—		—		—
Net change in allowance	(1)		—		(1)		1
Balance, end of period	$	5	$	6	$	5	$	6

Total allowance for credit losses	$	145	$	64	$	145	$	64

The change in the allowance for credit losses is attributable to:

•increases/decreases in the loan balance due to new originations, maturing mortgages, and loan amortization; and

•changes in credit quality and economic assumptions.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Credit Quality Information

The following tables summarize the Company’s mortgage loans segregated by risk rating exposure as of June 30, 2023 and December 31, 2022.

Loan to Value (“LTV”) Ratios (1)


	June 30, 2023
	Amortized Cost Basis by Origination Year
	2023		2022		2021		2020		2019		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Mortgage loans:
Commercial:
0% - 50%	$	190	$	497	$	129	$	—	$	—	$	1,463	$	—	$	—	$	2,279
50% - 70%	490		2,404		1,458		905		257		2,839		369		96		8,818
70% - 90%	244		363		497		463		290		1,600		—		35		3,492
90% plus	—		—		34		—		92		253		—		—		379
Total commercial	$	924	$	3,264	$	2,118	$	1,368	$	639	$	6,155	$	369	$	131	$	14,968

Agricultural:
0% - 50%	$	25	$	163	$	187	$	241	$	129	$	826	$	—	$	—	$	1,571
50% - 70%	15		187		168		201		65		318		—		—		954
70% - 90%	—		—		—		—		—		16		—		—		16
90% plus	—		—		—		—		—		—		—		—		—
Total agricultural	$	40	$	350	$	355	$	442	$	194	$	1,160	$	—	$	—	$	2,541


Total mortgage loans:
0% - 50%	$	215	$	660	$	316	$	241	$	129	$	2,289	$	—	$	—	$	3,850
50% - 70%	505		2,591		1,626		1,106		322		3,157		369		96		9,772
70% - 90%	244		363		497		463		290		1,616		—		35		3,508
90% plus	—		—		34		—		92		253		—		—		379
Total mortgage loans	$	964	$	3,614	$	2,473	$	1,810	$	833	$	7,315	$	369	$	131	$	17,509

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Debt Service Coverage (“DSC”) Ratios (2)


	June 30, 2023
	Amortized Cost Basis by Origination Year
	2023		2022		2021		2020		2019		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Mortgage loans:
Commercial:
Greater than 2.0x	$	115	$	687	$	1,259	$	1,113	$	158	$	2,960	$	—	$	—	$	6,292
1.8x to 2.0x	—		—		181		163		172		722		213		96		1,547
1.5x to 1.8x	—		476		391		32		255		1,016		92		—		2,262
1.2x to 1.5x	439		814		165		—		—		822		—		—		2,240
1.0x to 1.2x	363		828		73		60		54		540		64		35		2,017
Less than 1.0x	7		459		49		—		—		95		—		—		610
Total commercial	$	924	$	3,264	$	2,118	$	1,368	$	639	$	6,155	$	369	$	131	$	14,968

Agricultural:
Greater than 2.0x	$	5	$	51	$	39	$	60	$	21	$	186	$	—	$	—	$	362
1.8x to 2.0x	—		16		57		33		24		65		—		—		195
1.5x to 1.8x	6		69		31		110		18		208		—		—		442
1.2x to 1.5x	17		106		155		176		99		385		—		—		938
1.0x to 1.2x	8		90		73		59		26		291		—		—		547
Less than 1.0x	4		18		—		4		6		25		—		—		57
Total agricultural	$	40	$	350	$	355	$	442	$	194	$	1,160	$	—	$	—	$	2,541


Total mortgage loans:
Greater than 2.0x	$	120	$	738	$	1,298	$	1,173	$	179	$	3,146	$	—	$	—	$	6,654
1.8x to 2.0x	—		16		238		196		196		787		213		96		1,742
1.5x to 1.8x	6		545		422		142		273		1,224		92		—		2,704
1.2x to 1.5x	456		920		320		176		99		1,207		—		—		3,178
1.0x to 1.2x	371		918		146		119		80		831		64		35		2,564
Less than 1.0x	11		477		49		4		6		120		—		—		667
Total mortgage loans	$	964	$	3,614	$	2,473	$	1,810	$	833	$	7,315	$	369	$	131	$	17,509

______________

(1)The LTV ratio is derived from current loan balance divided by the fair value of the property. The fair value of the underlying commercial properties is updated annually for each mortgage loan.

(2)The DSC ratio is calculated using the most recently reported operating income results from property operations divided by annual debt service.

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

LTV Ratios (1)


	December 31, 2022
	Amortized Cost Basis by Origination Year
	2022		2021		2020		2019		2018		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Mortgage loans:
Commercial:
0% - 50%	$	624	$	130	$	—	$	—	$	119	$	1,259	$	—	$	—	$	2,132
50% - 70%	2,285		1,569		906		313		623		2,254		328		—		8,278
70% - 90%	363		415		463		329		424		1,314		—		34		3,342
90% plus	—		—		—		—		35		233		—		—		268
Total commercial	$	3,272	$	2,114	$	1,369	$	642	$	1,201	$	5,060	$	328	$	34	$	14,020

Agricultural:
0% - 50%	$	163	$	182	$	228	$	129	$	132	$	725	$	—	$	—	$	1,559
50% - 70%	190		185		222		68		83		267		—		—		1,015
70% - 90%	—		—		—		—		—		16		—		—		16
90% plus	—		—		—		—		—		—		—		—		—
Total agricultural	$	353	$	367	$	450	$	197	$	215	$	1,008	$	—	$	—	$	2,590


Total mortgage loans:
0% - 50%	$	787	$	312	$	228	$	129	$	251	$	1,984	$	—	$	—	$	3,691
50% - 70%	2,475		1,754		1,128		381		706		2,521		328		—		9,293
70% - 90%	363		415		463		329		424		1,330		—		34		3,358
90% plus	—		—		—		—		35		233		—		—		268
Total mortgage loans	$	3,625	$	2,481	$	1,819	$	839	$	1,416	$	6,068	$	328	$	34	$	16,610

DSC Ratios (2)


	December 31, 2022
	Amortized Cost Basis by Origination Year
	2022		2021		2020		2019		2018		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Mortgage loans:
Commercial:
Greater than 2.0x	$	771	$	1,159	$	1,113	$	102	$	571	$	1,923	$	—	$	—	$	5,639
1.8x to 2.0x	158		215		164		197		186		482		279		—		1,681
1.5x to 1.8x	337		390		32		153		176		1,175		4		—		2,267
1.2x to 1.5x	1,041		259		—		92		73		917		—		—		2,382
1.0x to 1.2x	507		43		60		98		160		492		45		34		1,439
Less than 1.0x	458		48		—		—		35		71		—		—		612
Total commercial	$	3,272	$	2,114	$	1,369	$	642	$	1,201	$	5,060	$	328	$	34	$	14,020

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	December 31, 2022
	Amortized Cost Basis by Origination Year
	2022		2021		2020		2019		2018		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)

Agricultural:
Greater than 2.0x	$	51	$	40	$	62	$	21	$	12	$	193	$	—	$	—	$	379
1.8x to 2.0x	16		58		35		24		14		51		—		—		198
1.5x to 1.8x	69		42		111		18		19		196		—		—		455
1.2x to 1.5x	107		147		177		98		99		298		—		—		926
1.0x to 1.2x	91		80		61		30		60		257		—		—		579
Less than 1.0x	19		—		4		6		11		13		—		—		53
Total agricultural	$	353	$	367	$	450	$	197	$	215	$	1,008	$	—	$	—	$	2,590


Total mortgage loans:
Greater than 2.0x	$	822	$	1,199	$	1,175	$	123	$	583	$	2,116	$	—	$	—	$	6,018
1.8x to 2.0x	174		273		199		221		200		533		279		—		1,879
1.5x to 1.8x	406		432		143		171		195		1,371		4		—		2,722
1.2x to 1.5x	1,148		406		177		190		172		1,215		—		—		3,308
1.0x to 1.2x	598		123		121		128		220		749		45		34		2,018
Less than 1.0x	477		48		4		6		46		84		—		—		665
Total mortgage loans	$	3,625	$	2,481	$	1,819	$	839	$	1,416	$	6,068	$	328	$	34	$	16,610

______________

(1)The LTV ratio is derived from current loan balance divided by the fair value of the property. The fair value of the underlying commercial properties is updated annually for each mortgage loan.

(2)The DSC ratio is calculated using the most recently reported operating income results from property operations divided by annual debt service.

Past-Due and Nonaccrual Mortgage Loan Status

The following table provides information relating to the aging analysis of past-due mortgage loans as of June 30, 2023 and December 31, 2022, respectively.

Age Analysis of Past Due Mortgage Loans (1)


	Accruing Loans												Non-accruing Loans		Total Loans		Non-accruing Loans with No Allowance		Interest Income on Non-accruing Loans
	Past Due								Current		Total
	30-59 Days		60-89 Days		90 Days or More		Total
	(in millions)
June 30, 2023:
Mortgage loans:
Commercial	$	—	$	—	$	—	$	—	$	14,934	$	14,934	$	34	$	14,968	$	34	$	1
Agricultural	15		4		12		31		2,491		2,522		19		2,541		3		—
Total	$	15	$	4	$	12	$	31	$	17,425	$	17,456	$	53	$	17,509	$	37	$	1

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Accruing Loans												Non-accruing Loans		Total Loans		Non-accruing Loans with No Allowance		Interest Income on Non-accruing Loans
	Past Due								Current		Total
	30-59 Days		60-89 Days		90 Days or More		Total
	(in millions)
December 31, 2022:
Mortgage loans:
Commercial	$	56	$	—	$	—	$	56	$	13,964	$	14,020	$	—	$	14,020	$	—	$	—
Agricultural	3		5		13		21		2,553		2,574		16		2,590		—		—
Total	$	59	$	5	$	13	$	77	$	16,517	$	16,594	$	16	$	16,610	$	—	$	—

_______________

(1)Amounts presented at amortized cost basis.

As of June 30, 2023 and December 31, 2022, the carrying values of problem mortgage loans that had been classified as non-accrual loans were $17 million and $14 million, respectively. The carrying values of those mortgage loans are presented net of an allowance of $2 million and $2 million, respectively, as of June 30, 2023 and December 31, 2022.

Troubled Debt Restructuring

During the ~~three months ended March 31,~~first quarter of 2023 we granted a modification to a $56 million commercial real estate loan, which iswas 0.3% of the mortgage loans on real estate. The modification reflects a pay and accrue structure where the loan was converted to interest only, and the pay rate is lower than the current rate beginning in 2023; 0.35% in 2023 and stepping up annually until it reaches the existing coupon of 5.0% in 2027. Interest between the pay rate and the coupon rate will be accrued and added to the loan monthly. Additionally, any excess cash flow above the pay rate will be applied to the loan. For the accounting policy pertaining to our TDRs see Note 2 of the Notes to these Consolidated Financial Statements.

During the three and six months ended ~~March 31,~~June 30, 2023 and 2022, the Company identified an immaterial amount of TDRs.

Equity Securities

The table below presents a breakdown of unrealized and realized gains and (losses) on equity securities during the three and six months ended ~~March 31,~~June 30, 2023 and ~~2022.~~2022 .

Unrealized and Realized Gains (Losses) from Equity Securities


		Three Months Ended March 31,			Three Months Ended June 30,					Six Months Ended June 30,
			2023			2022				2023		2022		2023		2022
			(in millions)					(in millions)
Net investment gains (losses) recognized during the period on securities held at the end of the period	Net investment gains (losses) recognized during the period on securities held at the end of the period		$	(3)		$	(40)		Net investment gains (losses) recognized during the period on securities held at the end of the period	$	5	$	(70)	$	2	$	(110)
Net investment gains (losses) recognized on securities sold during the period	Net investment gains (losses) recognized on securities sold during the period		—			(13)			Net investment gains (losses) recognized on securities sold during the period	(3)		2		(3)		(11)
Unrealized and realized gains (losses) on equity securities	Unrealized and realized gains (losses) on equity securities		$	(3)		$	(53)		Unrealized and realized gains (losses) on equity securities	$	2	$	(68)	$	(1)	$	(121)

Trading Securities

As of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively, the fair value of the Company’s trading securities was ~~$828~~$873 million and $677 million. As of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively, trading securities included the General Account’s investment in Separate Accounts had carrying values of ~~$46~~$47 million and $39 million.

The table below shows a breakdown of net investment income (loss) from trading securities during the three and six months ended ~~March 31,~~June 30, 2023 and 2022.

3031

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Net Investment Income (Loss) from Trading Securities


		Three Months Ended March 31,			Three Months Ended June 30,					Six Months Ended June 30,
			2023			2022				2023		2022		2023		2022
			(in millions)					(in millions)
Net investment gains (losses) recognized during the period on securities held at the end of the period	Net investment gains (losses) recognized during the period on securities held at the end of the period		$	35		$	(94)		Net investment gains (losses) recognized during the period on securities held at the end of the period	$	11	$	(108)	$	46	$	(202)
Net investment gains (losses) recognized on securities sold during the period	Net investment gains (losses) recognized on securities sold during the period		(1)			2			Net investment gains (losses) recognized on securities sold during the period	(1)		4		(2)		6
Unrealized and realized gains (losses) on trading securities	Unrealized and realized gains (losses) on trading securities		34			(92)			Unrealized and realized gains (losses) on trading securities	10		(104)		44		(196)
Interest and dividend income from trading securities	Interest and dividend income from trading securities		5			16			Interest and dividend income from trading securities	7		2		12		18
Net investment income (loss) from trading securities	Net investment income (loss) from trading securities		$	39		$	(76)		Net investment income (loss) from trading securities	$	17	$	(102)	$	56	$	(178)

Fixed maturities, at fair value using the fair value option

The table below shows a breakdown of net investment income (loss) from fixed maturities, at fair value using the fair value option during the ~~three~~six months ended ~~March 31,~~June 30, 2023 and 2022.

Net Investment Income (Loss) from Fixed Maturities, at Fair Value using the Fair Value Option


		Three Months Ended March 31,			Three Months Ended June 30,						Six Months Ended June 30,
			2023			2022			2023		2022		2023		2022
			(in millions)						(in millions)
Net investment gains (losses) recognized during the period on securities held at the end of the period	Net investment gains (losses) recognized during the period on securities held at the end of the period		$	4		$	(5)	Net investment gains (losses) recognized during the period on securities held at the end of the period	$	15	$	(8)	$	19	$	(13)
Net investment gains (losses) recognized on securities sold during the period	Net investment gains (losses) recognized on securities sold during the period		(2)			6		Net investment gains (losses) recognized on securities sold during the period	(12)		—		(14)		6
Unrealized and realized gains (losses) from fixed maturities	Unrealized and realized gains (losses) from fixed maturities		2			1		Unrealized and realized gains (losses) from fixed maturities	3		(8)		5		(7)
Interest and dividend income from fixed maturities	Interest and dividend income from fixed maturities		7			16		Interest and dividend income from fixed maturities	(3)		(17)		4		(1)
Net investment income (loss) from fixed maturities	Net investment income (loss) from fixed maturities		$	9		$	17	Net investment income (loss) from fixed maturities	$	—	$	(25)	$	9	$	(8)

Net Investment Income

The following tables provides the components of Net investment income by investment type.


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Fixed maturities	$	751	$	622	$	1,466	$	1,239
Mortgage loans on real estate	198		138		375		276
Other equity investments	25		32		30		116
Policy loans	52		53		103		110
Trading securities	17		(102)		56		(178)
Other investment income	22		15		41		4
Fixed maturities, at fair value using the fair value option	(1)		(25)		9		(8)
Gross investment income (loss)	1,064		733		2,080		1,559
Investment expenses	(28)		(22)		(54)		(44)
Net investment income (loss)	$	1,036	$	711	$	2,026	$	1,515

Investment Gains (Losses), Net

Investment gains (losses), net, including changes in the valuation allowances and credit losses are as follows:

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Fixed maturities	$	(47)	$	(213)	$	(127)	$	(548)
Mortgage loans on real estate	(7)		(11)		(17)		(2)
Other equity investments (1)	—		—		—		—
Other	(2)		(8)		1		(8)
Investment gains (losses), net	$	(56)	$	(232)	$	(143)	$	(558)

_____________

(1) Investment gains (losses), net of Other equity investments includes Real Estate Held for production.

For the three and six months ended June 30, 2023 and 2022, respectively, investment results passed through to certain participating group annuity contracts as interest credited to policyholders’ account balances totaled $0 million $1 million, $1 million and $1 million.

4) DERIVATIVES

The Company uses derivatives as part of its overall asset/liability risk management primarily to reduce exposures to equity market and interest rate risks. Derivative hedging strategies are designed to reduce these risks from an economic perspective and are all executed within the framework of a “Derivative Use Plan” approved by applicable states’ insurance law. Derivatives are generally not accounted for using hedge accounting, with the exception of TIPS and cash flow hedges, which are discussed further below. Operation of these hedging programs is based on models involving numerous estimates and assumptions, including, among others, mortality, lapse, surrender and withdrawal rates, election rates, fund performance, market volatility and interest rates. A wide range of derivative contracts are used in these hedging programs, including exchange traded equity, currency and interest rate futures contracts, total return and/or other equity swaps, interest rate swap and floor contracts, bond and bond-index total return swaps, swaptions, variance swaps and equity options, credit and foreign exchange derivatives, as well as bond and repo transactions to support the hedging. The derivative contracts are collectively managed in an effort to reduce the economic impact of unfavorable changes in guaranteed benefits’ exposures attributable to movements in capital markets. In addition, as part of its hedging strategy, the Company targets an asset level for all variable annuity products at or above a CTE98 level under most economic scenarios (CTE is a statistical measure of tail risk which quantifies the total asset requirement to sustain a loss if an event outside a given probability level has occurred. CTE98 denotes the financial resources a company would need to cover the average of the worst 2% of scenarios.)

Derivatives Utilized to Hedge Exposure to Variable Annuities with Guarantee Features

The Company has issued and continues to offer variable annuity products with GMxB features which are accounted for as market risk benefits. The risk associated with the GMDB feature is that under-performance of the financial markets could result in GMDB benefits, in the event of death, being higher than what accumulated policyholders’ account balances would support. The risk associated with the GMIB feature is that under-performance of the financial

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

markets could result in the present value of GMIB, in the event of annuitization, being higher than what accumulated policyholders’ account balances would support, taking into account the relationship between current annuity purchase rates and the GMIB guaranteed annuity purchase rates. The risk associated with products that have a GMxB feature and are accounted for as market risk benefits is that under-performance of the financial markets could result in the GMxB features benefits being higher than what accumulated policyholders’ account balances would support.

For GMxB features, the Company retains certain risks including basis, credit spread and some volatility risk and risk associated with actual experience versus expected actuarial assumptions for mortality, lapse and surrender, withdrawal and policyholder election rates, among other things. The derivative contracts are managed to correlate with changes in the value of the GMxB features that result from financial markets movements. A portion of exposure to realized equity volatility is hedged using equity options and variance swaps and a portion of exposure to credit risk is hedged using total return swaps on fixed income indices. Additionally, the Company is party to total return swaps for which the reference U.S. Treasury securities are contemporaneously purchased from the market and sold to the swap counterparty. As these transactions result in a transfer of control of the U.S. Treasury securities to the swap counterparty, the Company derecognizes these securities with consequent gain or loss from the sale. The Company has also purchased reinsurance contracts to mitigate the risks associated with GMDB features and the impact of potential market fluctuations on future policyholder elections of GMIB features contained in certain annuity contracts issued by the Company. The reinsurance of the GMIB features is accounted for as purchased market risk benefits. In addition, on

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

June 1, 2021, we ceded legacy variable annuity policies sold by Equitable Financial between 2006-2008 (the “Block”), comprised of non-New York “Accumulator” policies containing fixed rate GMIB and/or GMDB guarantees to CS Life. As this contract provides full risk transfer and thus has the same risk attributes as the underlying direct contracts, the benefits of this treaty are accounted for in the same manner as the underlying gross reserves and therefore the Amounts Due from Reinsurers related to the GMIB with NLG are accounted for as purchased market risk benefits.

The Company has in place an economic hedge program using U.S. Treasury futures to partially protect the overall profitability of future variable annuity sales against declining interest rates.

Derivatives Utilized to Hedge Crediting Rate Exposure on SCS, SIO, MSO and IUL Products/Investment Options

The Company hedges crediting rates in the SCS variable annuity, SIO in the EQUI-VEST variable annuity series, MSO in the variable life insurance products and IUL insurance products. These products permit the contract owner to participate in the performance of an index, ETF or commodity price movement up to a cap for a set period of time. They also contain a protection feature, in which the Company will absorb, up to a certain percentage, the loss of value in an index, ETF or commodity price, which varies by product segment.

In order to support the returns associated with these features, the Company enters into derivative contracts whose payouts, in combination with fixed income investments, emulate those of the index, ETF or commodity price, subject to caps and buffers, thereby substantially reducing any exposure to market-related earnings volatility.

Derivatives Used to Hedge Equity Market Risks Associated with the General Account’s Seed Money Investments in Retail Mutual Funds

The Company’s General Account seed money investments in retail mutual funds expose us to market risk, including equity market risk which is partially hedged through equity-index futures contracts to minimize such risk.

Derivatives Used for General Account Investment Portfolio

The Company maintains a strategy in its General Account investment portfolio to replicate the credit exposure of fixed maturity securities otherwise permissible for investment under its investment guidelines through the sale of CDS. Under the terms of these swaps, the Company receives quarterly fixed premiums that, together with any initial amount paid or received at trade inception, replicate the credit spread otherwise currently obtainable by purchasing the referenced entity’s bonds of similar maturity. These credit derivatives generally have remaining terms of five years or less and are recorded at fair value with changes in fair value, including the yield component that emerges from initial amounts paid or received, reported in net derivative gains (losses).

The Company manages its credit exposure taking into consideration both cash and derivatives based positions and selects the reference entities in its replicated credit exposures in a manner consistent with its selection of fixed maturities. In addition, the Company generally transacts the sale of CDS in single name reference entities of investment grade credit quality and with counterparties subject to collateral posting requirements. If there is an event of default by the reference entity or other such credit event as defined under the terms of the swap contract, the Company is obligated to perform under the credit derivative and, at its option, either pay the referenced amount of the

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

contract less an auction-determined recovery amount or pay the referenced amount of the contract and receive in return the defaulted or similar security of the reference entity for recovery by sale at the contract settlement auction. The Company purchased CDS to mitigate its exposure to a reference entity through cash positions. These positions do not replicate credit spreads.

To date, there have been no events of default or circumstances indicative of a deterioration in the credit quality of the named referenced entities to require or suggest that the Company will have to perform under the CDS that it sold. The maximum potential amount of future payments the Company could be required to make under the credit derivatives sold is limited to the par value of the referenced securities which is the dollar or euro-equivalent of the derivative’s notional amount. The Standard North American CDS Contract or Standard European Corporate Contract under which the Company executes these CDS sales transactions does not contain recourse provisions for recovery of amounts paid under the credit derivative.

The Company purchased 30-year TIPS and other sovereign bonds, both inflation linked and non-inflation linked, as General Account investments and enters into asset or cross-currency basis swaps, to result in payment of the given bond’s coupons and principal at maturity in the bond’s specified currency to the swap counterparty in return for fixed dollar amounts. These swaps, when considered in combination with the bonds, together result in a net position that is

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

intended to replicate a dollar-denominated fixed-coupon cash bond with a yield higher than a term-equivalent U.S. Treasury bond.

Derivatives Utilized to Hedge Exposure to Foreign Currency Denominated Cash Flows

The Company purchases private placement debt securities and issues funding agreements in the FABN program in currencies other than its functional U.S. dollar currency. The Company enters into cross currency swaps with external counterparties to hedge the exposure of the foreign currency denominated cash flows of these instruments. The foreign currency received from or paid to the cross currency swap counterparty is exchanged for fixed U.S. dollar amounts with improved net investment yields or net product costs over equivalent U.S. dollar denominated instruments issued at that time. The transactions are accounted for as cash flow hedges when they are designated in hedging relationships and qualify for hedge accounting.

These cross currency swaps are for the period the foreign currency denominated private placement debt securities and funding agreement are outstanding, with the longest cross currency swap expiring in 2033. Since these cross currency swaps are designated and qualify as cash flow hedges, the corresponding interest accruals are recognized in Net investment income and in Interest credited to policyholders’ account balances.

The tables below present quantitative disclosures about the Company’s derivative instruments designated in hedging relationships and derivative instruments which have not been designated in hedging relationships, including those embedded in other contracts required to be accounted for as derivative instruments.

The following table presents the gross notional amount and estimated fair value of the Company’s derivatives:

3335

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Derivative Instruments by Category


		March 31, 2023						December 31, 2022								June 30, 2023						December 31, 2022
				Fair Value						Fair Value								Fair Value						Fair Value
		Notional Amount		Derivative Assets		Derivative Liabilities		Notional Amount		Derivative Assets		Derivative Liabilities				Notional Amount		Derivative Assets		Derivative Liabilities		Notional Amount		Derivative Assets		Derivative Liabilities
		(in millions)												(in millions)
Derivatives: designated for hedge accounting (1)	Derivatives: designated for hedge accounting (1)														Derivatives: designated for hedge accounting (1)
Cash flow hedges:	Cash flow hedges:														Cash flow hedges:
Currency swaps	Currency swaps	$	1,580	$	98	$	87	$	1,431	$	99	$	85		Currency swaps	$	1,633	$	110	$	82	$	1,431	$	99	$	85
Interest swaps	Interest swaps	955		—		335		955		—		294			Interest swaps	954		—		320		955		—		294
Total: designated for hedge accounting	Total: designated for hedge accounting	2,535		98		422		2,386		99		379			Total: designated for hedge accounting	2,587		110		402		2,386		99		379
Derivatives: not designated for hedge accounting (1)	Derivatives: not designated for hedge accounting (1)														Derivatives: not designated for hedge accounting (1)
Equity contracts:	Equity contracts:														Equity contracts:
Futures	Futures	5,515		—		5		5,151		2		—			Futures	7,553		2		1		5,151		2		—
Swaps	Swaps	12,281		58		9		11,188		39		9			Swaps	13,073		50		10		11,188		39		9
Options	Options	51,196		8,814		2,955		40,122		7,583		3,412			Options	48,468		11,305		2,851		40,122		7,583		3,412
Interest rate contracts:	Interest rate contracts:														Interest rate contracts:
Futures	Futures	12,191		—		—		12,693		—		—			Futures	8,749		—		—		12,693		—		—
Swaps	Swaps	1,980		17		92		1,515		—		166			Swaps	1,920		6		118		1,515		—		166
Credit contracts:	Credit contracts:														Credit contracts:
Credit default swaps	Credit default swaps	321		12		7		327		18		9			Credit default swaps	284		11		8		327		18		9
Currency contracts:	Currency contracts:														Currency contracts:
Currency swaps	Currency swaps	548		4		10		397		4		13			Currency swaps	455		1		8		397		4		13
Currency forwards	Currency forwards	37		14		15		62		31		32			Currency forwards	39		18		18		62		31		32
Other freestanding contracts:	Other freestanding contracts:														Other freestanding contracts:
Margin	Margin	—		242		—		—		226		—			Margin	—		414		—		—		226		—
Collateral	Collateral	—		149		5,233		—		142		4,472			Collateral	—		158		7,273		—		142		4,472
Total: not designated for hedge accounting	Total: not designated for hedge accounting	84,069		9,310		8,326		71,455		8,045		8,113			Total: not designated for hedge accounting	80,541		11,965		10,287		71,455		8,045		8,113

Embedded derivatives:	Embedded derivatives:														Embedded derivatives:
SCS, SIO, MSO and IUL indexed features (2)	SCS, SIO, MSO and IUL indexed features (2)	—		—		6,063		—		—		4,164			SCS, SIO, MSO and IUL indexed features (2)	—		—		8,895		—		—		4,164
Total embedded derivatives	Total embedded derivatives	—		—		6,063		—		—		4,164			Total embedded derivatives	—		—		8,895		—		—		4,164

Total derivative instruments	Total derivative instruments	$	86,604	$	9,408	$	14,811	$	73,841	$	8,144	$	12,656		Total derivative instruments	$	83,128	$	12,075	$	19,584	$	73,841	$	8,144	$	12,656

___________

(1)Reported in other invested assets in the consolidated balance sheets.

(2)Reported in policyholders’ account balances in the consolidated balance sheets.

The following table presents the effects of derivative instruments on the consolidated statements of income and comprehensive income (loss).

3436

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Derivative Instruments by Category


		Three Months Ended March 31, 2023								Three Months Ended March 31, 2022									Three Months Ended June 30, 2023								Six Months Ended June 30, 2023
		Net Derivatives Gain (Losses) (1)		Net Investment Income		Interest Credited To Policyholders Account Balances		AOCI		Net Derivatives Gain (Losses) (1)		Net Investment Income		Interest Credited To Policyholders Account Balances		AOCI			Net Derivatives Gain (Losses) (1)		Net Investment Income		Interest Credited To Policyholders Account Balances		AOCI		Net Derivatives Gain (Losses) (1)		Net Investment Income		Interest Credited To Policyholders Account Balances		AOCI
		(in millions)																	(in millions)
Derivatives: designated for hedge accounting	Derivatives: designated for hedge accounting																	Derivatives: designated for hedge accounting
Cash flow hedges:	Cash flow hedges:																	Cash flow hedges:
Currency swaps	Currency swaps	$	7	$	3	$	(34)	$	25	$	(4)	$	—	$	(18)	$	13	Currency swaps	$	2	$	2	$	8	$	3	$	10	$	5	$	(26)	$	28
Interest swaps	Interest swaps	(4)		—		—		(28)		(14)		—		—		(20)		Interest swaps	(16)		—		—		30		(21)		—		—		3
Total: designated for hedge accounting	Total: designated for hedge accounting	3		3		(34)		(3)		(18)		—		(18)		(7)		Total: designated for hedge accounting	(14)		2		8		33		(11)		5		(26)		31
Derivatives: not Designated for hedge accounting	Derivatives: not Designated for hedge accounting																	Derivatives: not Designated for hedge accounting
Equity contracts:	Equity contracts:																	Equity contracts:
Futures	Futures	(143)		—		—		—		58		—		—		—		Futures	(27)		—		—		—		(159)		—		—		—
Swaps	Swaps	(605)		—		—		—		734		—		—		—		Swaps	(706)		—		—		—		(1,309)		—		—		—
Options	Options	1,501		—		—		—		(284)		—		—		—		Options	2,499		—		—		—		4,000		—		—		—
Interest rate contracts:	Interest rate contracts:																	Interest rate contracts:
Futures	Futures	(22)		—		—		—		(512)		—		—		—		Futures	44		—		—		—		10		—		—		—
Swaps	Swaps	48		—		—		—		(149)		—		—		—		Swaps	(56)		—		—		—		(9)		—		—		—
Credit contracts:	Credit contracts:																	Credit contracts:
Credit default swaps	Credit default swaps	(2)		—		—		—		2		—		—		—		Credit default swaps	(2)		—		—		—		(5)		—		—		—
Currency contracts:	Currency contracts:																	Currency contracts:
Currency swaps	Currency swaps	(10)		—		—		—		5		—		—		—		Currency swaps	(9)		—		—		—		(19)		—		—		—
Currency forwards	Currency forwards	—		—		—		—		1		—		—		—		Currency forwards	—		—		—		—		—		—		—		—
Other freestanding contracts:	Other freestanding contracts:																	Other freestanding contracts:
Margin	Margin	—		—		—		—		—		—		—		—		Margin	—		—		—		—		—		—		—		—
Collateral	Collateral	—		—		—		—		—		—		—		—		Collateral	—		—		—		—		—		—		—		—
Total: not designated for hedge accounting	Total: not designated for hedge accounting	767		—		—		—		(145)		—		—		—		Total: not designated for hedge accounting	1,743		—		—		—		2,509		—		—		—

Embedded derivatives:	Embedded derivatives:																	Embedded derivatives:
SCS, SIO,MSO and IUL indexed features	SCS, SIO,MSO and IUL indexed features	(1,611)		—		—		—		322		—		—		—		SCS, SIO,MSO and IUL indexed features	(2,646)		—		—		—		(4,256)		—		—		—
Total embedded derivatives	Total embedded derivatives	(1,611)		—		—		—		322		—		—		—		Total embedded derivatives	(2,646)		—		—		—		(4,256)		—		—		—

Total derivative instruments	Total derivative instruments	$	(841)	$	3	$	(34)	$	(3)	$	159	$	—	$	(18)	$	(7)	Total derivative instruments	$	(917)	$	2	$	8	$	33	$	(1,758)	$	5	$	(26)	$	31

______________

(1)Reported in net derivative gains (losses) in the consolidated statements of income (loss).

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Three Months Ended June 30, 2022								Six Months Ended June 30, 2022
	Net Derivatives Gain (Losses) (1)		Net Investment Income		Interest Credited To Policyholders Account Balances		AOCI		Net Derivatives Gain (Losses) (1)		Net Investment Income		Interest Credited To Policyholders Account Balances		AOCI
	(in millions)
Derivatives: designated for hedge accounting
Cash flow hedges:
Currency swaps	$	18	$	1	$	8	$	(8)	$	14	$	2	$	(10)	$	5
Interest swaps	(27)		—		—		168		(41)		—		—		148
Total: designated for hedge accounting	(9)		1		8		160		(27)		2		(10)		153
Derivatives: not Designated for hedge accounting
Equity contracts:
Futures	398		—		—		—		456		—		—		—
Swaps	2,043		—		—		—		2,778		—		—		—
Options	(3,446)		—		—		—		(3,730)		—		—		—
Interest rate contracts:
Futures	(546)		—		—		—		(1,058)		—		—		—
Swaps	(154)		—		—		—		(303)		—		—		—
Credit contracts:
Credit default swaps	13		—		—		—		14		—		—		—
Currency contracts:
Currency swaps	13		—		—		—		18		—		—		—
Currency forwards	2		—		—		—		2		—		—		—
Other freestanding contracts:
Margin	—		—		—		—		—		—		—		—
Collateral	—		—		—		—		—		—		—		—
Total: not designated for hedge accounting	(1,677)		—		—		—		(1,823)		—		—		—

Embedded derivatives:
SCS, SIO,MSO and IUL indexed features	3,544		—		—		—		3,867		—		—		—
Total embedded derivatives	3,544		—		—		—		3,867		—		—		—

Total derivative instruments	$	1,858	$	1	$	8	$	160	$	2,017	$	2	$	(10)	$	153

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

The following table presents a roll-forward of cash flow hedges recognized in AOCI.

Roll-forward of Cash flow hedges in AOCI


		Three Months Ended March 31,			Three Months Ended June 30,				Six Months Ended June 30,
			2023			2022					2023		2022		2023		2022
			(in millions)					(in millions)
Balance, beginning of period	Balance, beginning of period		$	22		$	(208)			Balance, beginning of period	$	19	$	(215)	$	22	$	(208)
Amount recorded in AOCI	Amount recorded in AOCI									Amount recorded in AOCI
Currency swaps	Currency swaps		(7)			(3)				Currency swaps	13		3		6		—
Interest swaps	Interest swaps		(37)			(39)				Interest swaps	10		137		(27)		98
Total amount recorded in AOCI	Total amount recorded in AOCI		(44)			(42)				Total amount recorded in AOCI	23		140		(21)		98
Amount reclassified from AOCI to income	Amount reclassified from AOCI to income									Amount reclassified from AOCI to income
Currency swaps (1)	Currency swaps (1)		32			16				Currency swaps (1)	(10)		(10)		22		6
Interest swaps (1)	Interest swaps (1)		9			19				Interest swaps (1)	20		31		29		50
Total amount reclassified from AOCI to income	Total amount reclassified from AOCI to income		41			35				Total amount reclassified from AOCI to income	10		21		51		56
Balance, end of period (2)	Balance, end of period (2)		$	19		$	(215)			Balance, end of period (2)	$	52	$	(54)	$	52	$	(54)

_______________

(1) Currency swaps reclassified from AOCI to income are reported in net investment income in the consolidated statements of income (loss). Interest swaps reclassified from AOCI to income are reported in net derivative gains (losses) in the consolidated statements of income (loss).

(2) The Company does not estimate the amount of the deferred losses in AOCI at three and six months ended ~~March 31,~~June 30, 2023 and 2022 which will be released and reclassified into Net income (loss) over the next 12 months as the amounts cannot be reasonably estimated.

Equity-Based and Treasury Futures Contracts Margin

All outstanding equity-based and treasury futures contracts as of ~~March 31,~~June 30, 2023 and December 31, 2022 are exchange-traded and net settled daily in cash. As of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively, the Company had open exchange-traded futures positions on: (i) the S&P 500, Nasdaq, Russell 2000 and Emerging Market indices, having initial margin requirements of ~~$258~~$332 million and $247 million, (ii) the 2-year, 5-year and 10-year U.S. Treasury Notes on U.S. Treasury bonds and ultra-long bonds, having initial margin requirements of ~~$74~~$96 million and $113 million, and (iii) the Euro Stoxx, FTSE 100, Topix, ASX 200 and EAFE indices as well as corresponding currency futures on the Euro/U.S. dollar, Pound/U.S. dollar, Australian dollar/U.S. dollar, and Yen/U.S. dollar, having initial margin requirements of $16 million and $16 million.

Collateral Arrangements

The Company generally has executed a CSA under the ISDA Master Agreement it maintains with each of its OTC derivative counterparties that requires both posting and accepting collateral either in the form of cash or high-quality securities, such as U.S. Treasury securities, U.S. government and government agency securities and investment grade corporate bonds. The Company nets the fair value of all derivative financial instruments with counterparties for which an ISDA Master Agreement and related CSA have been executed. As of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively, the Company held ~~$5.2~~$7.3 billion and $4.5 billion in cash and securities collateral delivered by trade counterparties, representing the fair value of the related derivative agreements. The unrestricted cash collateral is reported in other invested assets. The Company posted collateral of ~~$149~~$158 million and $142 million as of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively, in the normal operation of its collateral arrangements. The Company is exposed to losses in the event of non-performance by counterparties to financial derivative transactions with a positive fair value. The Company manages credit risk by: (i) entering into derivative transactions with highly rated major international financial institutions and other creditworthy counterparties governed by master netting agreements, as applicable; (ii) trading through central clearing and OTC parties; (iii) obtaining collateral, such as cash and securities, when appropriate; and (iv) setting limits on single party credit exposures which are subject to periodic management review.

Substantially all of the Company’s derivative agreements have zero thresholds which require daily full collateralization by the party in a liability position. In addition, certain of the Company’s derivative agreements contain credit-risk related contingent features; if the credit rating of one of the parties to the derivative agreement is to

fall below a certain level, the party with positive fair value could request termination at the then fair value or demand immediate full collateralization from the party whose credit rating fell and is in a net liability position.

As of ~~March 31,~~June 30, 2023 and December 31, 2022, there were no net liability derivative positions with counterparties with credit risk-related contingent features whose credit rating has fallen. All derivatives have been appropriately collateralized by the Company or the counterparty in accordance with the terms of the derivative agreements.

The following tables presents information about the Company’s offsetting of financial assets and liabilities and derivative instruments as of ~~March 31,~~June 30, 2023 and December 31, 2022:

Offsetting of Financial Assets and Liabilities and Derivative Instruments

As of ~~March 31,~~June 30, 2023


		Gross Amount Recognized		Gross Amount Offset in the Balance Sheets		Net Amount Presented in the Balance Sheets		Gross Amount not Offset in the Balance Sheets (3)		Net Amount			Gross Amount Recognized		Gross Amount Offset in the Balance Sheets		Net Amount Presented in the Balance Sheets		Gross Amount not Offset in the Balance Sheets (3)		Net Amount
		(in millions)											(in millions)
Assets:	Assets:											Assets:
Derivative assets (1)	Derivative assets (1)	$	9,408	$	7,783	$	1,625	$	(945)	$	680	Derivative assets (1)	$	12,074	$	9,321	$	2,753	$	(1,367)	$	1,386
Secured Lending												Secured Lending	29		—		29		—		29
Other financial assets	Other financial assets	2,986		—		2,986		—		2,986		Other financial assets	2,453		—		2,453		—		2,453
Other invested assets	Other invested assets	$	12,394	$	7,783	$	4,611	$	(945)	$	3,666	Other invested assets	$	14,556	$	9,321	$	5,235	$	(1,367)	$	3,868

Liabilities:	Liabilities:											Liabilities:
Derivative liabilities (2)	Derivative liabilities (2)	$	7,802	$	7,783	$	19	$	—	$	19	Derivative liabilities (2)	$	9,322	$	9,321	$	1	$	—	$	1
Secured Lending												Secured Lending	29		—		$	29	—		29
Other financial liabilities	Other financial liabilities	6,277		—		6,277		—		6,277		Other financial liabilities	6,380		—		6,380		—		6,380
Other liabilities	Other liabilities	$	14,079	$	7,783	$	6,296	$	—	$	6,296	Other liabilities	$	15,731	$	9,321	$	6,410	$	—	$	6,410

______________

(1)Excludes Investment Management and Research segment’s derivative assets of consolidated VIEs/VOEs.

(2)Excludes Investment Management and Research segment’s derivative liabilities of consolidated VIEs/VOEs.

(3)Financial instruments/Collateral sent (held).

As of December 31, 2022


	Gross Amount Recognized		Gross Amount Offset in the Balance Sheets		Net Amount Presented in the Balance Sheets		Gross Amount not Offset in the Balance Sheets (3)		Net Amount
	(in millions)
Assets:
Derivative assets (1)	$	8,143	$	7,047	$	1,096	$	(848)	$	248

Other financial assets	2,789		—		2,789		—		2,789
Other invested assets	$	10,932	$	7,047	$	3,885	$	(848)	$	3,037

Liabilities:
Derivative liabilities (2)	$	7,645	$	7,047	$	598	$	—	$	598

Other financial liabilities	6,510		—		6,510		—		6,510
Other liabilities	$	14,155	$	7,047	$	7,108	$	—	$	7,108

______________

(1)Excludes Investment Management and Research segment’s derivative assets of consolidated VIEs/VOEs.

(2)Excludes Investment Management and Research segment’s derivative liabilities of consolidated VIEs/VOEs.

(3)Financial instruments sent (held).

5) CLOSED BLOCK

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

As a result of demutualization, the Company’s Closed Block was established in 1992 for the benefit of certain individual participating policies that were in force on that date. Assets, liabilities and earnings of the Closed Block are specifically identified to support its participating policyholders.

Assets allocated to the Closed Block inure solely to the benefit of the Closed Block policyholders and will not revert to the benefit of the Company. No reallocation, transfer, borrowing or lending of assets can be made between the Closed Block and other portions of the Company’s General Account, any of its Separate Accounts or any affiliate of the

~~Table of Contents~~

~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

Company without the approval of the New York State Department of Financial Services (the “NYDFS”). Closed Block assets and liabilities are carried on the same basis as similar assets and liabilities held in the General Account. For more information on the Closed Block, see Note 6 to the ~~Company’s~~Company's consolidated financial statements included in the Recast 2022 Annual ~~Report on Form 10-K for the year ended December 31, 2022.~~Report.

Summarized financial information for the Company’s Closed Block is as follows:

March 31, 2023 December 31, 2022
(in millions)
Closed Block Liabilities:
Future policy benefits, policyholders’ account balances and other $ 5,626 $ 5,692
Policyholder dividend obligation — —
Other liabilities 102 68
Total Closed Block liabilities 5,728 5,760
Assets Designated to the Closed Block:
Fixed maturities AFS, at fair value (amortized cost of $3,117 and $3,171) (allowance for credit losses of $0 and $0) 2,945 2,948
Mortgage loans on real estate (net of allowance for credit losses of $5 and $4) 1,647 1,645
Policy loans 561 569
Cash and other invested assets 2 —
Other assets 201 187
Total assets designated to the Closed Block 5,356 5,349
Excess of Closed Block liabilities over assets designated to the Closed Block 372 411
Amounts included in AOCI:
Net unrealized investment gains (losses), net of policyholders’ dividend obligation: $0 and $0; and net of income tax: $36 and $47 (136) (177)
Maximum future earnings to be recognized from Closed Block assets and liabilities $ 236 $ 234

~~The Company’s Closed Block revenues and expenses were as follows:~~

Three Months Ended March 31,
2023 2022
(in millions)
Revenues:
Premiums and other income $ 30 $ 33
Net investment income (loss) 51 58
Investment gains (losses), net — 1
Total revenues 81 92
Benefits and Other Deductions:
Policyholders’ benefits and dividends 83 76
Other operating costs and expenses — —
Total benefits and other deductions 83 76
Net income (loss), before income taxes (2) 16
Income tax (expense) benefit (1) (2)
Net income (loss) $ (3) $ 14



	June 30, 2023		December 31, 2022
	(in millions)
Closed Block Liabilities:
Future policy benefits, policyholders’ account balances and other	$	5,564	$	5,692
Policyholder dividend obligation	—		—
Other liabilities	129		68
Total Closed Block liabilities	5,693		5,760

Assets Designated to the Closed Block:
Fixed maturities AFS, at fair value (amortized cost of $3,065 and $3,171) (allowance for credit losses of $0 and $0)	2,857		2,948
Mortgage loans on real estate (net of allowance for credit losses of $4 and $4)	1,649		1,645
Policy loans	556		569
Cash and other invested assets	16		—
Other assets	221		187
Total assets designated to the Closed Block	5,299		5,349

Excess of Closed Block liabilities over assets designated to the Closed Block	394		411
Amounts included in AOCI:
Net unrealized investment gains (losses), net of policyholders’ dividend obligation: $0 and $0; and net of income tax: $44 and $47	(164)		(177)
Maximum future earnings to be recognized from Closed Block assets and liabilities	$	230	$	234

3841

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

The Company’s Closed Block revenues and expenses were as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Revenues:
Premiums and other income	$	29	$	31	$	59	$	64
Net investment income (loss)	52		54		103		112
Investment gains (losses), net	—		(1)		—		—
Total revenues	81		84		162		176

Benefits and Other Deductions:
Policyholders’ benefits and dividends	75		80		158		156
Other operating costs and expenses	—		—		—		—
Total benefits and other deductions	75		80		158		156
Net income (loss), before income taxes	6		4		4		20
Income tax (expense) benefit	(1)		—		(2)		(2)
Net income (loss)	$	5	$	4	$	2	$	18

6) DAC AND OTHER DEFERRED ASSETS/LIABILITIES

Changes in the DAC asset for the ~~three~~six months ended ~~March 31,~~June 30, 2023 and 2022 were as follows:

Protection Solutions Individual Retirement Legacy Group Retirement Corporate and Other Total
Term UL VUL IUL GMxB Core EI IE SCS GMxB Legacy EG Momentum CB
(1)
(in millions)
Balance beginning of the period $ 362 $ 179 $ 889 $ 185 $ 1,625 $ 156 $ 148 $ 1,279 $ 593 $ 710 $ 89 $ 127 $ 6,342
Capitalization 4 1 35 3 19 3 11 101 6 16 3 — 202
Amortization (10) (3) (14) (3) (35) (3) (3) (47) (16) (10) (5) (3) (152)
Balance, March 31, 2023 $ 356 $ 177 $ 910 $ 185 $ 1,609 $ 156 $ 156 $ 1,333 $ 583 $ 716 $ 87 $ 124 $ 6,392


	Six Months Ended June 30, 2023
	Protection Solutions								Individual Retirement								Legacy		Group Retirement				Corporate and Other		Total
	Term		UL		VUL		IUL		GMxB Core		EI		IE		SCS		GMxB Legacy		EG		Momentum		CB (1)
	(in millions)
Balance, beginning of period	$	362	$	179	$	889	$	185	$	1,625	$	156	$	148	$	1,279	$	593	$	710	$	89	$	127	$	6,342
Capitalization	8		3		73		6		54		6		21		228		14		33		5		—		451
Amortization (2)	(20)		(6)		(28)		(5)		(70)		(6)		(7)		(96)		(32)		(20)		(9)		(5)		(304)
Balance, end of period	$	350	$	176	$	934	$	186	$	1,609	$	156	$	162	$	1,411	$	575	$	723	$	85	$	122	$	6,489

______________

(1)“CB” defined as Closed ~~Block~~Block.

Protection Solutions Individual Retirement Legacy Group Retirement Corporate and Other Total
Term UL VUL IUL GMxB Core EI IE SCS GMxB Legacy EG Momentum CB
(1)
(in millions)
Balance beginning of the period $ 385 $ 180 $ 799 $ 180 $ 1,653 $ 156 $ 121 $ 1,070 $ 631 $ 677 $ 94 $ 138 $ 6,084
Capitalization 4 3 36 4 31 3 10 88 8 18 4 — 209
Amortization (2) (10) (3) (12) (2) (33) (3) (4) (40) (16) (10) (5) (3) (141)
Balance, March 31, 2022 $ 379 $ 180 $ 823 $ 182 $ 1,651 $ 156 $ 127 $ 1,118 $ 623 $ 685 $ 93 $ 135 $ 6,152
(2)DAC amortization of $2 million related to Other not reflected in table above.

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Six Months Ended June 30, 2022
	Protection Solutions								Individual Retirement								Legacy		Group Retirement				Corporate and Other		Total
	Term		UL		VUL		IUL		GMxB Core		EI		IE		SCS		GMxB Legacy		EG		Momentum		CB (1)
	(in millions)
Balance, beginning of period	$	385	$	180	$	799	$	180	$	1,653	$	156	$	121	$	1,070	$	631	$	677	$	94	$	138	$	6,084
Capitalization	9		6		72		8		60		6		21		189		16		36		7		—		430
Amortization (2)	(21)		(6)		(25)		(5)		(67)		(6)		(7)		(81)		(33)		(20)		(10)		(6)		(287)
Balance, end of period	$	373	$	180	$	846	$	183	$	1,646	$	156	$	135	$	1,178	$	614	$	693	$	91	$	132	$	6,227

______________

(1)“CB” defined as Closed Block.

(2)DAC amortization of $2 million related to Other not reflected in table above.

Changes in the Individual Retirement ~~Sales Inducement Assets~~sales inducement assets for the ~~three~~six months ended ~~March 31,~~June 30, 2023 and 2022 were as follows:

Three Months Ended March 31,
2023 2022
GMxB Core GMxB Legacy GMxB Core GMxB Legacy
(in millions)
Balance beginning of the period $ 137 $ 200 $ 147 $ 222
Amortization (3) (5) (3) (6)
Balance, end of the period $ 134 $ 195 $ 144 $ 216


	Six Months Ended June 30,
	2023				2022
	GMxB Core		GMxB Legacy		GMxB Core		GMxB Legacy
	(in millions)

Balance, beginning of period	$	137	$	200	$	147	$	222
Capitalization	1		—		1		—
Amortization	(6)		(11)		(6)		(11)
Balance, end of period	$	132	$	189	$	142	$	211

Changes in the Protection Solutions unearned revenue liability for the six months ended June 30, 2023 and 2022 were as follows:


	Six Months Ended June 30,
	2023						2022
	UL		VUL		IUL		UL		VUL		IUL
	(in millions)

Balance, beginning of period	$	95	$	684	$	157	$	80	$	619	$	94
Capitalization	9		56		33		11		50		36
Amortization	(3)		(22)		(5)		(3)		(20)		(3)
Balance, end of period	$	101	$	718	$	185	$	88	$	649	$	127

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

~~Changes in the Protection Solution Unearned Revenue Liability for the three months ended March 31, 2023 and 2022 were as follows:~~

Three Months Ended March 31,
2023 2022
UL VUL IUL UL VUL IUL
(in millions)
Balance beginning of the period $ 95 $ 684 $ 157 $ 80 $ 619 $ 94
Capitalization 5 27 17 5 25 18
Amortization (2) (10) (3) (1) (10) (2)
Balance, end of the period $ 98 $ 701 $ 171 $ 84 $ 634 $ 110

The following table presents a reconciliation of DAC to the consolidated balance sheet as of ~~March 31,~~June 30, 2023 and December 31, 2022.


		March 31, 2023		December 31, 2022				June 30, 2023		December 31, 2022
		(in millions)				(in millions)
Protection Solutions	Protection Solutions						Protection Solutions
Term	Term	$	356	$	362		Term	$	350	$	362
Universal Life	Universal Life	177		179			Universal Life	176		179
Variable Universal Life	Variable Universal Life	910		889			Variable Universal Life	934		889
Indexed Universal Life	Indexed Universal Life	185		185			Indexed Universal Life	186		185
Individual Retirement	Individual Retirement						Individual Retirement
GMxB Core	GMxB Core	1,609		1,625			GMxB Core	1,609		1,625
EQUI-VEST Individual	EQUI-VEST Individual	156		156			EQUI-VEST Individual	156		156
Investment Edge	Investment Edge	156		148			Investment Edge	162		148
SCS	SCS	1,333		1,279			SCS	1,411		1,279
Legacy Segment	Legacy Segment						Legacy Segment
GMxB Legacy	GMxB Legacy	583		593			GMxB Legacy	575		593
Group Retirement	Group Retirement						Group Retirement
EQUI-VEST Group	EQUI-VEST Group	716		710			EQUI-VEST Group	723		710
Momentum	Momentum	87		89			Momentum	85		89
Corporate and Other	Corporate and Other	124		127			Corporate and Other	122		127
Other	Other	27		27			Other	23		27
Total	Total	$	6,419	$	6,369		Total	$	6,512	$	6,369

Annually, or as circumstances warrant, we will review the associated decrements assumptions. (i.e. mortality and lapse) based on our multi-year average of companies experience with actuarial judgements to reflect other observable industry trends. In addition to DAC, the ~~Unearned Revenue Liability~~unearned revenue liability and ~~Sales Inducement Asset~~sales inducement asset (“SIA”) use similar techniques and quarterly update processes for balance amortization.

7) FAIR VALUE DISCLOSURES

U.S. GAAP establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value, and identifies three levels of inputs that may be used to measure fair value:

Level 1 Unadjusted quoted prices for identical instruments in active markets. Level 1 fair values generally are supported by market transactions that occur with sufficient frequency and volume to provide pricing information on an ongoing basis.

Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar instruments, quoted prices in markets that are not active, and inputs to model-derived valuations that are directly observable or can be corroborated by observable market data.

~~Table of Contents~~

~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

Level 3 Unobservable inputs supported by little or no market activity and often requiring significant management judgment or estimation, such as an entity’s own assumptions about the cash flows or other significant components of value that market participants would use in pricing the asset or liability.

The Company uses unadjusted quoted market prices to measure fair value for those instruments that are actively traded in financial markets. In cases where quoted market prices are not available, fair values are measured using present value or other valuation techniques. The fair value determinations are made at a specific point in time, based on available market information and judgments about the financial instrument, including estimates of the timing and amount of expected future cash flows and the credit standing of counterparties. Such adjustments do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument, nor do they consider the tax impact of the realization of unrealized gains or losses. In many cases, the fair value cannot be substantiated by direct comparison to independent markets, nor can the disclosed value be realized in immediate settlement of the instrument.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Management is responsible for the determination of the value of investments carried at fair value and the supporting methodologies and assumptions. Under the terms of various service agreements, the Company often utilizes independent valuation service providers to gather, analyze, and interpret market information and derive fair values based upon relevant methodologies and assumptions for individual securities. These independent valuation service providers typically obtain data about market transactions and other key valuation model inputs from multiple sources and, through the use of widely accepted valuation models, provide a single fair value measurement for individual securities for which a fair value has been requested. As further described below with respect to specific asset classes, these inputs include, but are not limited to, market prices for recent trades and transactions in comparable securities, benchmark yields, interest rate yield curves, credit spreads, quoted prices for similar securities, and other market-observable information, as applicable. Specific attributes of the security being valued also are considered, including its term, interest rate, credit rating, industry sector, and when applicable, collateral quality and other security- or issuer-specific information. When insufficient market observable information is available upon which to measure fair value, the Company either will request brokers knowledgeable about these securities to provide a non-binding quote or will employ internal valuation models. Fair values received from independent valuation service providers and brokers and those internally modeled or otherwise estimated are assessed for reasonableness.

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

Fair value measurements are required on a non-recurring basis for certain assets only when an impairment or other events occur. For the period ended ~~March 31,~~June 30, 2023, the Company recognized impairment adjustments and impairment losses, respectively, to adjust the carrying value of held-for-sale asset and liabilities to their fair value less cost to sell. The value is measured on a nonrecurring basis and categorized within Level 3 of the fair value hierarchy. The fair value was determined using a market approach, estimated based on the negotiated value of the asset and liabilities. See Note 20 of the Notes to these Consolidated Financial Statements for additional details of the Held-for-Sale assets and liabilities. As of June 30, 2023 and December 31, 2022, no assets or liabilities were required to be measured at fair value on a non-recurring basis.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

Assets and liabilities measured at fair value on a recurring basis are summarized below.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Fair Value Measurements as of ~~March 31,~~June 30, 2023


		Level 1		Level 2		Level 3		Total			Level 1		Level 2		Level 3		Total
		(in millions)									(in millions)
Assets:	Assets:									Assets:
Investments	Investments									Investments
Fixed maturities, AFS:	Fixed maturities, AFS:									Fixed maturities, AFS:
Corporate (1)	Corporate (1)	$	—	$	43,143	$	1,950	$	45,093	Corporate (1)	$	—	$	42,006	$	2,037	$	44,043
U.S. Treasury, government and agency	U.S. Treasury, government and agency	—		6,069		—		6,069		U.S. Treasury, government and agency	—		5,895		—		5,895
States and political subdivisions	States and political subdivisions	—		547		28		575		States and political subdivisions	—		526		27		553
Foreign governments	Foreign governments	—		898		—		898		Foreign governments	—		768		—		768
Residential mortgage-backed (2)	Residential mortgage-backed (2)	—		847		—		847		Residential mortgage-backed (2)	—		1,290		—		1,290
Asset-backed (3)	Asset-backed (3)	—		8,230		12		8,242		Asset-backed (3)	—		9,469		—		9,469
Commercial mortgage-backed	Commercial mortgage-backed	—		3,264		34		3,298		Commercial mortgage-backed	—		3,255		34		3,289
Redeemable preferred stock	Redeemable preferred stock	—		43		—		43		Redeemable preferred stock	—		44		—		44
Total fixed maturities, AFS	Total fixed maturities, AFS	—		63,041		2,024		65,065		Total fixed maturities, AFS	—		63,253		2,098		65,351
Fixed maturities, at fair value using the fair value option	Fixed maturities, at fair value using the fair value option	—		1,347		196		1,543		Fixed maturities, at fair value using the fair value option	—		1,357		217		1,574
Other equity investments ~~(6)~~(4)	Other equity investments ~~(6)~~(4)	210		486		11		707		Other equity investments ~~(6)~~(4)	239		471		53		763
Trading securities	Trading securities	296		477		55		828		Trading securities	308		509		56		873
Other invested assets:	Other invested assets:									Other invested assets:
Short-term investments	Short-term investments	—		1,170		—		1,170		Short-term investments	—		776		—		776
Assets of consolidated VIEs/VOEs	Assets of consolidated VIEs/VOEs	144		403		4		551		Assets of consolidated VIEs/VOEs	70		253		52		375
Swaps	Swaps	—		(355)		—		(355)		Swaps	—		(370)		—		(370)
Credit default swaps	Credit default swaps	—		5		—		5		Credit default swaps	—		3		—		3
Futures	Futures	(5)		—		—		(5)		Futures	1		—		—		1
Options	Options	—		5,859		—		5,859		Options	—		8,454		—		8,454
Total other invested assets	Total other invested assets	139		7,082		4		7,225		Total other invested assets	71		9,116		52		9,239
Cash equivalents	Cash equivalents	3,462		272		—		3,734		Cash equivalents	4,388		1,637		—		6,025
Segregated securities	Segregated securities	—		1,055		—		1,055		Segregated securities	—		879		—		879
Purchased market risk benefits	Purchased market risk benefits	—		—		10,676		10,676		Purchased market risk benefits	—		—		9,931		9,931
Assets for market risk benefits	Assets for market risk benefits	—		—		629		629		Assets for market risk benefits	—		—		777		777
Separate Accounts assets ~~(4)~~(5)	Separate Accounts assets ~~(4)~~(5)	116,581		2,557		1		119,139		Separate Accounts assets ~~(4)~~(5)	120,781		2,542		1		123,324
Total Assets	Total Assets	$	120,688	$	76,317	$	13,596	$	210,601	Total Assets	$	125,787	$	79,764	$	13,185	$	218,736

Liabilities:	Liabilities:									Liabilities:
Notes issued by consolidated VIE’s, at fair value using the fair value option ~~(5)~~(6)	Notes issued by consolidated VIE’s, at fair value using the fair value option ~~(5)~~(6)	$	—	$	1,383	$	—	$	1,383	Notes issued by consolidated VIE’s, at fair value using the fair value option ~~(5)~~(6)	$	—	$	1,461	$	—	$	1,461

SCS, SIO, MSO and IUL indexed features’ liability	SCS, SIO, MSO and IUL indexed features’ liability	—		6,063		—		6,063		SCS, SIO, MSO and IUL indexed features’ liability	—		8,895		—		8,895
Liabilities of consolidated VIEs and VOEs	Liabilities of consolidated VIEs and VOEs	15		1		—		16		Liabilities of consolidated VIEs and VOEs	1		2		—		3
Liabilities for market risk benefits	Liabilities for market risk benefits	—		—		15,061		15,061		Liabilities for market risk benefits	—		—		13,642		13,642
Contingent payment arrangements	Contingent payment arrangements	—		—		248		248		Contingent payment arrangements	—		—		250		250
Total Liabilities	Total Liabilities	$	15	$	7,447	$	15,309	$	22,771	Total Liabilities	$	1	$	10,358	$	13,892	$	24,251

______________

(1)Corporate fixed maturities includes both public and private issues.

(2)Includes publicly traded agency pass-through securities and collateralized obligations.

(3)Includes credit-tranched securities collateralized by sub-prime mortgages, credit risk transfer securities and other asset types.

(4)Includes short position equity securities of $14 million that are reported in other liabilities.

(5)Separate Accounts assets included in the fair value hierarchy exclude investments in entities that calculate NAV per share (or its equivalent) as a practical expedient. Such investments excluded from the fair value hierarchy include investments in real estate. As of ~~March 31,~~June 30, 2023, the fair value of such investments was ~~$425~~$402 million.

~~Table of Contents~~

~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

~~(5)~~(6)~~Includes CLO short-term debt of $231 million, which is inclusive as fair valued within Notes issued by consolidated VIE’s, at fair value using the fair value option.~~ Accrued interest payable of ~~$17~~$23 million is reported in Notes issued by consolidated VIE’s, at fair value using the fair value option in the consolidated balance sheets, which is not required to be measured at fair value on a recurring basis.

~~(6)Includes short position equity securities~~Table of ~~$17 million that are reported in other liabilities.~~Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Fair Value Measurements as of December 31, 2022


		Level 1		Level 2		Level 3		Total			Level 1		Level 2		Level 3		Total
		(in millions)									(in millions)
Assets:	Assets:									Assets:
Investments	Investments									Investments
Fixed maturities, AFS:	Fixed maturities, AFS:									Fixed maturities, AFS:
Corporate (1)	Corporate (1)	$	—	$	41,450	$	2,121	$	43,571	Corporate (1)	$	—	$	41,450	$	2,121	$	43,571
U.S. Treasury, government and agency	U.S. Treasury, government and agency	—		5,837		—		5,837		U.S. Treasury, government and agency	—		5,837		—		5,837
States and political subdivisions	States and political subdivisions	—		499		28		527		States and political subdivisions	—		499		28		527
Foreign governments	Foreign governments	—		836		—		836		Foreign governments	—		836		—		836
Residential mortgage-backed (2)	Residential mortgage-backed (2)	—		788		34		822		Residential mortgage-backed (2)	—		788		34		822
Asset-backed (3)	Asset-backed (3)	—		8,490		—		8,490		Asset-backed (3)	—		8,490		—		8,490
Commercial mortgage-backed (2)	Commercial mortgage-backed (2)	—		3,203		32		3,235		Commercial mortgage-backed (2)	—		3,203		32		3,235
Redeemable preferred stock	Redeemable preferred stock	—		43		—		43		Redeemable preferred stock	—		43		—		43
Total fixed maturities, AFS	Total fixed maturities, AFS	—		61,146		2,215		63,361		Total fixed maturities, AFS	—		61,146		2,215		63,361
Fixed maturities, at fair value using the fair value option	Fixed maturities, at fair value using the fair value option			1,284		224		1,508		Fixed maturities, at fair value using the fair value option	—		1,284		224		1,508
Other equity investments ~~(6)~~(4)	Other equity investments ~~(6)~~(4)	214		497		12		723		Other equity investments ~~(6)~~(4)	214		497		12		723
Trading securities	Trading securities	290		332		55		677		Trading securities	290		332		55		677
Other invested assets:	Other invested assets:									Other invested assets:
Short-term investments	Short-term investments	—		943		—		943		Short-term investments	—		943		—		943
Assets of consolidated VIEs/VOEs	Assets of consolidated VIEs/VOEs	131		393		5		529		Assets of consolidated VIEs/VOEs	131		393		5		529
Swaps	Swaps	—		(425)		—		(425)		Swaps	—		(425)		—		(425)
Credit default swaps	Credit default swaps	—		9		—		9		Credit default swaps	—		9		—		9
Futures	Futures	2		—		—		2		Futures	2		—		—		2
Options	Options	—		4,171		—		4,171		Options	—		4,171		—		4,171
Total other invested assets	Total other invested assets	133		5,091		5		5,229		Total other invested assets	133		5,091		5		5,229
Cash equivalents	Cash equivalents	2,386		501		—		2,887		Cash equivalents	2,386		501		—		2,887
Segregated securities	Segregated securities	—		1,522		—		1,522		Segregated securities	—		1,522		—		1,522
Purchased market risk benefits	Purchased market risk benefits	—		—		10,423		10,423		Purchased market risk benefits	—		—		10,423		10,423
Assets for market risk benefits	Assets for market risk benefits	—		—		490		490		Assets for market risk benefits	—		—		490		490
Separate Accounts assets ~~(4)~~(5)	Separate Accounts assets ~~(4)~~(5)	111,744		2,436		1		114,181		Separate Accounts assets ~~(4)~~(5)	111,744		2,436		1		114,181
Total Assets	Total Assets	$	114,767	$	72,809	$	13,425	$	201,001	Total Assets	$	114,767	$	72,809	$	13,425	$	201,001

Liabilities:	Liabilities:									Liabilities:
Notes issued by consolidated VIE’s, at fair value using the fair value option ~~(5)~~(6)	Notes issued by consolidated VIE’s, at fair value using the fair value option ~~(5)~~(6)	$	—	$	1,374	$	—	$	1,374	Notes issued by consolidated VIE’s, at fair value using the fair value option ~~(5)~~(6)	$	—	$	1,374	$	—	$	1,374

SCS, SIO, MSO and IUL indexed features’ liability	SCS, SIO, MSO and IUL indexed features’ liability	—		4,164		—		4,164		SCS, SIO, MSO and IUL indexed features’ liability	—		4,164		—		4,164
Liabilities of consolidated VIEs and VOEs	Liabilities of consolidated VIEs and VOEs	15		7		—		22		Liabilities of consolidated VIEs and VOEs	15		7		—		22
Liabilities for market risk benefits	Liabilities for market risk benefits	—		—		15,766		15,766		Liabilities for market risk benefits	—		—		15,766		15,766
Contingent payment arrangements	Contingent payment arrangements	—		—		247		247		Contingent payment arrangements	—		—		247		247
Total Liabilities	Total Liabilities	$	15	$	5,545	$	16,013	$	21,573	Total Liabilities	$	15	$	5,545	$	16,013	$	21,573

______________

(1)Corporate fixed maturities includes both public and private issues.

(2)Includes publicly traded agency pass-through securities and collateralized obligations.

(3)Includes credit-tranched securities collateralized by sub-prime mortgages and other asset types and credit tenant loans.

(4)Includes short position equity securities of $12 million that are reported in other liabilities.

~~Table of Contents~~

~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

~~(4)~~(5)Separate Accounts assets included in the fair value hierarchy exclude investments in entities that calculate NAV per share (or its equivalent) as a practical expedient. Such investments excluded from the fair value hierarchy include investments in real estate and commercial mortgages. As of December 31, 2022, the fair value of such investments was $456 million.

~~(5)~~(6)Includes CLO short-term debt of $239 million, which is inclusive as fair valued within Notes issued by consolidated VIE’s, at fair value using the fair value option ~~Accrued~~accrued interest payable of $15 million is reported in ~~Notes~~notes issued by consolidated VIE’s, at fair value using the fair value option in the consolidated balance sheets, which is not required to be measured at fair value on a recurring basis.

~~(6)Includes short position equity securities~~Table of ~~$12 million that are reported in other liabilities.~~Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Public Fixed Maturities

The fair values of the Company’s public fixed maturities, including those accounted for using the fair value option are generally based on prices obtained from independent valuation service providers and for which the Company maintains a vendor hierarchy by asset type based on historical pricing experience and vendor expertise. Although each security generally is priced by multiple independent valuation service providers, the Company ultimately uses the price received from the independent valuation service provider highest in the vendor hierarchy based on the respective asset type, with limited exception. To validate reasonableness, prices also are internally reviewed by those with relevant expertise through comparison with directly observed recent market trades. Consistent with the fair value hierarchy, public fixed maturities validated in this manner generally are reflected within Level 2, as they are primarily based on observable pricing for similar assets and/or other market observable inputs.

Private Fixed Maturities

The fair values of the Company’s private fixed maturities, including those accounted for using the fair value option are determined from prices obtained from independent valuation service providers. Prices not obtained from an independent valuation service provider are determined by using a discounted cash flow model or a market comparable company valuation technique. In certain cases, these models use observable inputs with a discount rate based upon the average of spread surveys collected from private market intermediaries who are active in both primary and secondary transactions, taking into account, among other factors, the credit quality and industry sector of the issuer and the reduced liquidity associated with private placements. Generally, these securities have been reflected within Level 2. For certain private fixed maturities, the discounted cash flow model or a market comparable company valuation technique may also incorporate unobservable inputs, which reflect the Company’s own assumptions about the inputs market participants would use in pricing the asset. To the extent management determines that such unobservable inputs are significant to the fair value measurement of a security, a Level 3 classification generally is made.

Notes issued by consolidated VIE’s, at fair value using the fair value option

These notes are based on the fair values of corresponding fixed maturity collateral. The CLO liabilities are also reduced by the fair value of the beneficial interests the Company retains in the CLO and the carrying value of any beneficial interests that represent compensation for services. As the notes are valued based on the reference collateral, they are classified as Level 2 or 3.

Freestanding Derivative Positions

The net fair value of the Company’s freestanding derivative positions as disclosed in Note 4 of the Notes to these Consolidated Financial Statements are generally based on prices obtained either from independent valuation service providers or derived by applying market inputs from recognized vendors into industry standard pricing models. The majority of these derivative contracts are traded in the OTC derivative market and are classified in Level 2. The fair values of derivative assets and liabilities traded in the OTC market are determined using quantitative models that require use of the contractual terms of the derivative instruments and multiple market inputs, including interest rates, prices, and indices to generate continuous yield or pricing curves, including overnight index swap curves, and volatility factors, which then are applied to value the positions. The predominance of market inputs is actively quoted and can be validated through external sources or reliably interpolated if less observable.

Level Classifications of the Company’s Financial Instruments

Financial Instruments Classified as Level 1

Investments classified as Level 1 primarily include redeemable preferred stock, trading securities, cash equivalents and Separate Accounts assets. Fair value measurements classified as Level 1 include exchange-traded prices of fixed maturities, equity securities and derivative contracts, and net asset values for transacting subscriptions and redemptions of mutual fund shares held by Separate Accounts. Cash equivalents classified as Level 1 include money market

~~Table of Contents~~

~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

accounts, overnight commercial paper and highly liquid debt instruments purchased with an original maturity of three months or less and are carried at cost as a proxy for fair value measurement due to their short-term nature.

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Financial Instruments Classified as Level 2

Investments classified as Level 2 are measured at fair value on a recurring basis and primarily include U.S. government and agency securities, certain corporate debt securities and financial assets and liabilities accounted for using the fair value option, such as public and private fixed maturities. As market quotes generally are not readily available or accessible for these securities, their fair value measures are determined utilizing relevant information generated by market transactions involving comparable securities and often are based on model pricing techniques that effectively discount prospective cash flows to present value using appropriate sector-adjusted credit spreads commensurate with the security’s duration, also taking into consideration issuer-specific credit quality and liquidity. Segregated securities classified as Level 2 are U.S. Treasury bills segregated by AB in a special reserve bank custody account for the exclusive benefit of brokerage customers, as required by Rule 15c3-3 of the Exchange Act and for which fair values are based on quoted yields in secondary markets.

Observable inputs generally used to measure the fair value of securities classified as Level 2 include benchmark yields, reported secondary trades, issuer spreads, benchmark securities and other reference data. Additional observable inputs are used when available, and as may be appropriate, for certain security types, such as ~~prepayment,~~pre-payment, default, and collateral information for the purpose of measuring the fair value of mortgage- and asset-backed securities. The Company’s AAA-rated mortgage- and asset-backed securities are classified as Level 2 for which the observability of market inputs to their pricing models is supported by sufficient, albeit more recently contracted, market activity in these sectors.

Certain Company products, such as the SCS, EQUI-VEST variable annuity products, IUL and the MSO fund available in some life contracts, offer investment options which permit the contract owner to participate in the performance of an index, ETF or commodity price. These investment options, which depending on the product and on the index selected, can currently have one, three, five or six year terms, provide for participation in the performance of specified indices, ETF or commodity price movement up to a segment-specific declared maximum rate. Under certain conditions that vary by product, e.g., holding these segments for the full term, these segments also shield policyholders from some or all negative investment performance associated with these indices, ETF or commodity prices. These investment options have defined formulaic liability amounts, and the current values of the option component of these segment reserves are classified as Level 2 embedded derivatives. The fair values of these embedded derivatives are based on data obtained from independent valuation service providers.

Financial Instruments Classified as Level 3

The Company’s investments classified as Level 3 primarily include corporate debt securities and financial assets and liabilities accounted for using the fair value option, such as private fixed maturities and asset-backed securities. Determinations to classify fair value measures within Level 3 of the valuation hierarchy generally are based upon the significance of the unobservable factors to the overall fair value measurement. Included in the Level 3 classification are fixed maturities with indicative pricing obtained from brokers that otherwise could not be corroborated to market observable data.

The Company has certain variable annuity contracts with GMDB, GMIB, GIB and GWBL and other features in-force that guarantee one of the following:

•Return of Premium: the benefit is the greater of current account value or premiums paid (adjusted for withdrawals);

•Ratchet: the benefit is the greatest of current account value, premiums paid (adjusted for withdrawals), or the highest account value on any anniversary up to contractually specified ages (adjusted for withdrawals);

•Roll-Up: the benefit is the greater of current account value or premiums paid (adjusted for withdrawals) accumulated at contractually specified interest rates up to specified ages;

•Combo: the benefit is the greater of the ratchet benefit or the roll-up benefit, which may include either a five year or an annual reset; or

•Withdrawal: the withdrawal is guaranteed up to a maximum amount per year for life.

4549

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

The GMIBNLG feature allows the policyholder to receive guaranteed minimum lifetime annuity payments based on predetermined annuity purchase rates applied to the contract’s benefit base if and when the contract account value is depleted and the NLG feature is activated. The optional GMIB feature allows the policyholder to receive guaranteed minimum lifetime annuity payments based on predetermined annuity purchase rates.

The GMWB feature allows the policyholder to withdraw at minimum, over the life of the contract, an amount based on the contract’s benefit base. The GWBL feature allows the policyholder to withdraw, each year for the life of the contract, a specified annual percentage of an amount based on the contract’s benefit base. The GMAB feature increases the contract account value at the end of a specified period to a GMAB base. The GIB feature provides a lifetime annuity based on predetermined annuity purchase rates if and when the contract account value is depleted. This lifetime annuity is based on predetermined annuity purchase rates applied to a GIB base. The GMDB feature guarantees that the benefit paid upon death will not be less than a guaranteed benefit base. If the contract’s account value is less than the benefit base at the time a death claim is paid, the amount payable will be equal to the benefit base.

These are accounted for as market risk benefits carried at fair value and are also considered Level 3 for fair value leveling.

Purchased MRB assets, which are accounted for as market risk benefits carried at fair value are also considered Level 3 for fair value leveling. The Purchased MRB asset fair value reflects the present value of reinsurance premiums, net of recoveries, adjusted for risk margins and nonperformance risk over a range of market consistent economic scenarios while the MRB asset and liability reflects the present value of expected future payments (benefits) less fees, adjusted for risk margins and nonperformance risk, attributable to the MRB asset and liability over a range of market-consistent economic scenarios.

The valuations of the ~~Market Risk Benefits~~MRBs and Purchased MRB assets incorporate significant non-observable assumptions related to policyholder behavior, risk margins and projections of equity Separate ~~Account~~Accounts funds. The credit risks of the counterparty and of the Company are considered in determining the fair values of its ~~Market Risk Benefits~~MRBs and Purchased MRB ~~asset~~assets after taking into account the effects of collateral arrangements. Incremental adjustment to the risk free curve for counterparty non-performance risk is made to the fair values of the Purchased MRB assets. Risk margins were applied to the non-capital markets inputs to the ~~Market Risk Benefits~~MRBs and Purchased MRB valuations.

After giving consideration to collateral arrangements, the Company reduced the fair value of its Purchased MRB asset by ~~$1.2~~$1.1 billion and $1.1 billion as of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively, to recognize incremental counterparty non-performance risk.

The Company’s Level 3 liabilities include contingent payment arrangements associated with acquisitions in 2020 and 2022 by AB. At each reporting date, AB estimates the fair values of the contingent consideration expected to be paid based upon revenue and discount rate projections, using unobservable market data inputs, which are included in Level 3 of the valuation hierarchy. The Company’s consolidated VIEs/VOEs hold investments that are classified as Level 3, primarily corporate bonds that are vendor priced with no ratings available, bank loans, non-agency collateralized mortgage obligations and asset-backed securities.

Transfers of Financial Instruments Between Levels 2 and 3

During the ~~three~~six months ended ~~March 31,~~June 30, 2023, fixed maturities with fair values of ~~$401~~$495 million were transferred out of Level 3 and into Level 2 principally due to the availability of trading activity and/or market observable inputs to measure and validate their fair values. In addition, fixed maturities with fair value of ~~$56~~$118 million were transferred from Level 2 into the Level 3 classification. These transfers in the aggregate represent approximately ~~8.4%~~11.7% of total equity as of ~~March 31,~~June 30, 2023.

During the ~~three~~six months ended ~~March 31,~~June 30, 2022, fixed maturities with fair values of ~~$110~~$184 million were transferred out of Level 3 and into Level 2 principally due to the availability of trading activity and/or market observable inputs to measure and validate their fair values. In addition, fixed maturities with fair value of ~~$258~~$250 million were transferred from Level 2 into the Level 3 classification. These transfers in the aggregate represent approximately ~~3.9%~~6.1% of total equity as of ~~March 31,~~June 30, 2022.

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

The tables below present reconciliations for all Level 3 assets and liabilities and changes in unrealized gains (losses) for the three and six months ended ~~March 31,~~June 30, 2023 and 2022, respectively. Not included below are the changes in balances related to market risk benefits and purchased market risk benefits level 3 assets and liabilities, which are included in Note 9 of the Notes to these Consolidated Financial Statements.


	Three Months Ended June 30, 2023
	Corporate		State and Political Subdivisions		Asset-backed		CMBS		RMBS		Trading Securities, at Fair Value		Fixed maturities, at FVO
	(in millions)
Balance, beginning of period	$	1,950	$	28	$	12	$	34	$	—	$	55	$	196
Total gains and (losses), realized and unrealized, included in:
Net income (loss) as:
Net investment income (loss)	1		—		—		—		—		—		(4)
Investment gains (losses), net	(8)		—		—		—		—		—		(2)
Subtotal	(7)		—		—		—		—		—		(6)
Other comprehensive income (loss)	(8)		—		—		—		—		—		—
Purchases	205		—		(12)		—		—		1		62
Sales	(71)		(1)		—		—		—		—		(35)
Activity related to consolidated VIEs/VOEs	—		—		—		—		—		—		—
Transfers into Level 3 (1)	11		—		—		—		—		—		51
Transfers out of Level 3 (1)	(43)		—		—		—		—		—		(51)
Balance, end of period	$	2,037	$	27	$	—	$	34	$	—	$	56	$	217
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2)	$	—	$	—	$	—	$	—	$	—	$	—	$	(4)
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2)	$	(8)	$	—	$	—	$	—	$	—	$	—	$	—

	Three Months Ended June 30, 2022
	Corporate		State and Political Subdivisions		Asset-backed		CMBS		RMBS		Trading Securities, at Fair Value		Fixed maturities, at FVO
	(in millions)
Balance, beginning of period	$	1,683	$	32	$	332	$	238	$	—	$	52	$	342
Total gains and (losses), realized and unrealized, included in:
Net income (loss) as:
Net investment income (loss)	1		—		—		—		—		—		4
Investment gains (losses), net	(1)		—		—		—		—		—		—
Subtotal	—		—		—		—		—		—		4
Other comprehensive income (loss)	(50)		(2)		(1)		(1)		—		—		—
Purchases	327		—		(313)		(212)		—		—		64
Sales	(74)		—		—		—		—		—		(24)
Activity related to consolidated VIEs/VOEs	—		—		—		—		—		—		—
Transfers into Level 3 (1)	(5)		—		—		—		—		—		(3)
Transfers out of Level 3 (1)	(114)		—		—		—		—		—		40
Balance, end of period	$	1,767	$	30	$	18	$	25	$	—	$	52	$	423

4651

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

~~related to market risk benefits and purchased market risk level 3 assets and liabilities, which are included in Note 9 of the Notes to these Consolidated Financial Statements.~~


Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2)	$	—	$	—	$	—	$	—	$	—	$	—	$	4
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2)	$	(50)	$	(2)	$	—	$	—	$	—	$	—	$	—

Corporate State and Political Subdivisions Asset-backed CMBS RMBS Trading Securities, at Fair Value Fixed maturities, at FVO
(in millions)
Balance, January 1, 2023 $ 2,121 $ 28 $ — $ 32 $ 34 $ 55 $ 224
Total gains and (losses), realized and unrealized, included in:
Net income (loss) as:
Net investment income (loss) 2 — — — — — 3
Investment gains (losses), net (3) — — — — — —
Subtotal (1) — — — — — 3
Other comprehensive income (loss) 18 — — — — — —
Purchases 171 — 12 2 — — 12
Sales (91) — — — — — —
Activity related to consolidated VIEs/VOEs — — — — — — —
Transfers into Level 3 (1) — — — — — — 56
Transfers out of Level 3 (1) (268) — — — (34) — (99)
Balance, March 31, 2023 $ 1,950 $ 28 $ 12 $ 34 $ — $ 55 $ 196
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2) $ — $ — $ — $ — $ — $ — $ 3
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2) $ 17 $ — $ — $ — $ — $ — $ —
Balance, January 1, 2022 $ 1,504 $ 35 $ 8 $ 20 $ — $ 65 $ 201
Total gains and (losses), realized and unrealized, included in:
Net income (loss) as:
Net investment income (loss) 1 — — — — — (4)
Investment gains (losses), net 1 — — — — (13) —
Subtotal 2 — — — — (13) (4)
Other comprehensive income (loss) (31) (2) — (1) — — —
Purchases 232 — 325 219 — — 89
Sales (87) (1) (1) — — — (29)
Activity related to consolidated VIEs/VOEs — — — — — — —
Transfers into Level 3 (1) 70 — — — — — 188
Transfers out of Level 3 (1) (7) — — — — — (103)
Balance, March 31, 2022 $ 1,683 $ 32 $ 332 $ 238 $ — $ 52 $ 342
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2) $ — $ — $ — $ — $ — $ (13) $ (4)
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2) $ (29) $ (2) $ — $ (1) $ — $ — $ —

~~_____________~~______

(1)Transfers into/out of the Level 3 classification are reflected at beginning-of-period fair values.

(2)For instruments held as of ~~March 31,~~June 30, 2023 and ~~March 31,~~June 30, 2022, amounts are included in net investment income or net derivative gains (losses) in the consolidated statements of income (loss) or unrealized gains (losses) on investments in the consolidated statements of comprehensive income.

~~Table of Contents~~

~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~


		Other Equity Investments (3)		Separate Accounts Assets		Contingent Payment Arrangement			Three Months Ended June 30, 2023						Three Months Ended June 30, 2022
		(in millions)							Other Equity Investments (3)		Separate Accounts Assets		Contingent Payment Arrangement		Other Equity Investments (3)		Separate Accounts Assets		Contingent Payment Arrangement
Balance, January 1, 2023		$	17	$	1	$	(247)
									(in millions)
Balance, beginning of period								Balance, beginning of period	$	15	$	1	$	(248)	$	11	$	—	$	(37)
Realized and unrealized gains (losses), included in Net income (loss) as:	Realized and unrealized gains (losses), included in Net income (loss) as:							Realized and unrealized gains (losses), included in Net income (loss) as:
Investment gains (losses), reported in net investment income	Investment gains (losses), reported in net investment income	(3)		—		—		Investment gains (losses), reported in net investment income	—		—		—		—		—		—
Net derivative gains (losses)	Net derivative gains (losses)	—		—		—		Net derivative gains (losses)	—		—		—		—		—		—
Total realized and unrealized gains (losses)	Total realized and unrealized gains (losses)	(3)		—		—		Total realized and unrealized gains (losses)	—		—		—		—		—		—
Other comprehensive income (loss)	Other comprehensive income (loss)	—		—		—		Other comprehensive income (loss)	—		—		—		—		—		—
Purchases	Purchases	—		—				Purchases	44		—		—		57		—		(3)
Sales	Sales	—		—		—		Sales	—		—		—		—		1		—
Settlements	Settlements	—		—		—		Settlements	—		—		—		—		—		—
Other	Other	—		—		(1)		Other	—		—		(2)		—		—		—
Activity related to consolidated VIEs/VOEs	Activity related to consolidated VIEs/VOEs	—		—		—		Activity related to consolidated VIEs/VOEs	47		—		—		(1)		—		(2)
Transfers into Level 3 (1)	Transfers into Level 3 (1)	1		—		—		Transfers into Level 3 (1)	(1)		—		—		—		—		—
Transfers out of Level 3 (1)	Transfers out of Level 3 (1)	—		—		—		Transfers out of Level 3 (1)	—		—		—		—		—		—
Balance, March 31, 2023		$	15	$	1	$	(248)
Balance, end of period								Balance, end of period	$	105	$	1	$	(250)	$	67	$	1	$	(42)
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2)	Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2)	$	(3)	$	—	$	—	Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2)	$	—	$	—	$	—	$	—	$	—	$	—
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2)	Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2)	$	—	$	—	$	—	Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2)	$	—	$	—	$	—	$	—	$	—	$	—

Balance, January 1, 2022		$	16	$	1	$	(38)
Realized and unrealized gains (losses), included in Net income (loss) as:
Investment gains (losses), reported in net investment income		—		—		—
Net derivative gains (losses)		—		—		—
Total realized and unrealized gains (losses)		—		—		—
Other comprehensive income (loss)		—		—		—
Purchases		—		—		1
Sales		—		(1)		—
Other		—		—		—
Activity related to consolidated VIEs/VOEs		(2)		—		—
Transfers into Level 3 (1)		—		—		—
Transfers out of Level 3 (1)		(3)		—		—
Balance, March 31, 2022		$	11	$	—	$	(37)
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2)		$	—	$	—	$	—
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2)		$	—	$	—	$	—

~~_____________~~

______

(1)Transfers into/out of the Level 3 classification are reflected at beginning-of-period fair values.

~~Table of Contents~~

~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

(3)Other Equity Investments include other invested assets.

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Six Months Ended June 30, 2023
	Corporate		State and Political Subdivisions		Asset-backed		CMBS		RMBS		Trading Securities, at Fair Value		Fixed maturities, at FVO
	(in millions)
Balance, beginning of period	$	2,121	$	28	$	—	$	32	$	34	$	55	$	224
Total gains and (losses), realized and unrealized, included in:
Net income (loss) as:
Net investment income (loss)	3		—		—		—		—		—		(1)
Investment gains (losses), net	(11)		—		—		—		—		—		(2)
Subtotal	(8)		—		—		—		—		—		(3)
Other comprehensive income (loss)	10		—		—		—		—		—		—
Purchases	376		—		—		2		—		1		74
Sales	(162)		(1)		—		—		—		—		(35)
Activity related to consolidated VIEs/VOEs	—		—		—		—		—		—		—
Transfers into Level 3 (1)	11		—		—		—		—		—		107
Transfers out of Level 3 (1)	(311)		—		—		—		(34)		—		(150)
Balance, end of period	$	2,037	$	27	$	—	$	34	$	—	$	56	$	217
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2)	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2)	$	9	$	—	$	—	$	—	$	—	$	—	$	(2)

	Six Months Ended June 30, 2022
	Corporate		State and Political Subdivisions		Asset-backed		CMBS		RMBS		Trading Securities, at Fair Value		Fixed maturities, at FVO
	(in millions)
Balance, beginning of period	$	1,504	$	35	$	8	$	20	$	—	$	65	$	201
Total gains and (losses), realized and unrealized, included in:
Net income (loss) as:
Net investment income (loss)	2		—		—		—		—		—		—
Investment gains (losses), net	—		—		—		—		—		(13)		—
Subtotal	2		—		—		—		—		(13)		—
Other comprehensive income (loss)	(81)		(4)		(1)		(2)		—		—		—
Purchases	559		—		12		7		—		—		153
Sales	(161)		(1)		(1)		—		—		—		(53)
Activity related to consolidated VIEs/VOEs	—		—		—		—		—		—		—
Transfers into Level 3 (1)	65		—		—		—		—		—		185
Transfers out of Level 3 (1)	(121)		—		—		—		—		—		(63)
Balance, end of period	$	1,767	$	30	$	18	$	25	$	—	$	52	$	423
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2)	$	—	$	—	$	—	$	—	$	—	$	(13)	$	—
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2)	$	(79)	$	(4)	$	(1)	$	(2)	$	—	$	—	$	—

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

______

(1)Transfers into/out of the Level 3 classification are reflected at beginning-of-period fair values.

(2)For instruments held as of June 30, 2023 and June 30, 2022, amounts are included in net investment income or net derivative gains (losses) in the consolidated statements of income (loss) or unrealized gains (losses) on investments in the consolidated statements of comprehensive income.


	Six Months Ended June 30, 2023						Six Months Ended June 30, 2022
	Other Equity Investments (3)		Separate Accounts Assets		Contingent Payment Arrangement		Other Equity Investments (3)		Separate Accounts Assets		Contingent Payment Arrangement
	(in millions)
Balance, beginning of period	$	17	$	1	$	(247)	$	16	$	1	$	(38)
Realized and unrealized gains (losses), included in Net income (loss) as:
Investment gains (losses), reported in net investment income	(3)		—		—		—		—		—
Net derivative gains (losses)	—		—		—		—		—		—
Total realized and unrealized gains (losses)	(3)		—		—		—		—		—
Other comprehensive income (loss)	—		—		—		—		—		—
Purchases	44		—				57		—		(2)
Sales	—		—		—		—		—		—
Settlements	—		—		1		—		—		—
Other	—		—		(4)		—		—		—
Activity related to consolidated VIEs/VOEs	47		—		—		(3)		—		(2)
Transfers into Level 3 (1)	—		—		—		—		—		—
Transfers out of Level 3 (1)	—		—		—		(3)		—		—
Balance, end of period	$	105	$	1	$	(250)	$	67	$	1	$	(42)
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2)	$	(3)	$	—	$	—	$	—	$	—	$	—
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2)	$	—	$	—	$	—	$	—	$	—	$	—

_____________

(1)Transfers into/out of the Level 3 classification are reflected at beginning-of-period fair values.

(3)Other Equity Investments include other invested assets.

Quantitative and Qualitative Information about Level 3 Fair Value Measurements

The following tables disclose quantitative information about Level 3 fair value measurements by category for assets and liabilities as of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively.

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Quantitative Information about Level 3 Fair Value Measurements as of ~~March 31,~~June 30, 2023

Fair
Value

Valuation

Technique

Significant

Unobservable Input

Range

Weighted Average (2)

(Dollars in millions)

Assets:

Investments:

Fixed maturities, AFS:

Corporate

~~475~~366

Matrix pricing model

Spread over Benchmark

20 bps - ~~270~~320 bps

~~175~~154 bps

~~1,001~~1,074

Market comparable
companies

EBITDA multiples

Discount rate

Cash flow multiples

Loan to value

5.3x - ~~31.5x~~33.7x

~~8.3%~~8.9% - ~~24.8%~~22.7%

~~0.5x~~0.7x - ~~11.0x~~14.5x

0.0% - ~~68.7%~~64.0%

~~14.7x~~14.1x

~~10.0%~~10.9%

~~6.8x~~6.6x

~~0.9%~~14.3%

Trading ~~Securities,~~securities, at ~~Fair Value~~fair value

Discounted ~~Cash Flow~~cash flow

Earnings multiple

Discount factor

Discount years

8.3x

10.0%

Other equity investments

Discounted ~~Cash Flow~~cash flow

Earnings Multiple

~~7.0x~~6.8x - ~~11.0x~~14.7x

~~9.2x~~8.0x

Purchased MRB asset (1) (2) (4)

~~10,676~~9,931

Discounted cash flow

Lapse rates

Withdrawal rates

GMIB Utilization rates

Non-performance risk

Volatility rates - Equity

Mortality: Ages 0-40

Ages 41-60

Ages 61-115

0.26%-26.23%

0.06%-10.93%

0.04%-66.66%

6556 bps - ~~149~~141 bps

~~17%-26%~~11%-27%

0.01%-0.17%

0.06%-0.52%

0.32%-40.00%

~~1.52%~~1.64%

~~0.70%~~0.45%

~~7.42%~~7.10%

6960 bps

~~22%~~23%

~~2.85%~~2.91%

(same for all ages)

Liabilities:

AB Contingent ~~Consideration Payable~~consideration payable

~~248~~250

Discounted cash flow

Expected revenue growth rates

Discount rate

2.0% - 83.9%

1.9% - 10.4%

10.3%

4.6%

Direct MRB (1) (2) (3) (4)

~~14,432~~12,865

Discounted cash flow

Non-performance risk

Lapse rates

Withdrawal rates

Annuitization rates

Mortality: Ages 0-40

Ages 41-60

Ages 61-115

~~191~~192 bps

0.26%-35.42%

0.00%-10.93%

0.04%-100.00%

0.01%-0.17%

0.06%-0.52%

0.32%-40.00%

~~191~~192 bps

~~2.77%~~3.27%

~~0.62%~~0.68%

~~4.99%~~4.93%

~~2.18%~~2.39%

(same for all ages)

______________

(1)Mortality rates vary by age and demographic characteristic such as gender. Mortality rate assumptions are based on a combination of company and industry experience. A mortality improvement assumption is also applied. For any given contract, mortality rates vary throughout the period over which cash flows are projected for purposes of valuating the embedded derivatives.

(2)Lapses and pro-rata withdrawal rates were developed as a function of the policy account value. Dollar for dollar withdrawal rates were developed as a function of the dollar for dollar threshold, the dollar for dollar limit. Utilization rates were developed as a function of the benefit base.

(3)MRB liabilities are shown net of MRB assets. Net amount is made up of ~~$15.1~~$13.6 billion of MRB liabilities and ~~$629~~$777 million of MRB assets.

(4)Includes Legacy and Core products.

Quantitative Information about Level 3 Fair Value Measurements as of December 31, 2022

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Fair
Value

Valuation
Technique

Significant
Unobservable Input

Range

Weighted Average (2)

(Dollars in millions)

Assets:

Investments:

Fixed maturities, AFS:

Corporate

417

Matrix pricing model

Spread over benchmark

20 bps - 797 bps

205 bps

1,029

Market comparable companies

EBITDA multiples

Discount rate

Cash flow multiples

Loan to value

5.3x - 35.8x

9.0% - 45.7%

0.0x-10.3x

0.0%-40.4%

13.6x

11.9%

6.1x

12.0%

Trading ~~Securities,~~securities, at ~~Fair Value~~fair value

Discounted cash flow

Earnings multiple

Discounts factor

Discount years

8.3x

10.00%

Other equity investments

Market comparable companies

Revenue multiple

0.5x - 10.8x

2.4x

Purchased MRB asset (1) (2) (4)

10,423

Discounted cash flow

Lapse rates

Withdrawal rates

GMIB Utilization rates

Non-performance risk

Volatility rates - Equity

Mortality: Ages 0-40

Ages 41-60

Ages 61-115

0.26% - 26.23%

0.06% - 10.93%

0.04% - 66.66%

54 bps - 124 bps

14% - 32%

0.01% - 0.17%

0.06% - 0.52%

0.32% - 40.00%

1.58%

0.69%

7.39%

69 bps

24%

2.87%

(same for all ages)

Liabilities:

AB Contingent ~~Consideration Payable~~consideration payable

247

Discounted cash flow

Expected revenue growth rates

Discount rate

2.0% - 83.9%

1.9% - 10.4%

11.5%

4.5%

Direct MRB (1) (2) (3) (4)

15,276

Discounted cash flow

Non-performance risk

Lapse rates

Withdrawal rates

Annuitization rates

Mortality: Ages 0-40

Ages 41-60

Ages 61-115

157 bps

0.26% - 35.42%

0.00% - 10.93%

0.04% - 100.00%

0.01% - 0.17%

0.06% - 0.52%

0.32% - 40.00%

157 bps

3.01%

0.68%

5.53%

2.43%

(same for all ages)

______________

(1)Mortality rates vary by age and demographic characteristic such as gender and benefits elected with the policy. Mortality rate assumptions are based on a combination of company and industry experience. A mortality improvement assumption is also applied. For any given contract, mortality rates vary throughout the period over which cash flows are projected for purposes of valuating the embedded derivatives.

(3)MRB liabilities are shown net of MRB assets. Net amount is made up of $15.8 billion of MRB liabilities and $490 million of MRB assets.

(4)Includes Legacy and Core products.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Level 3 Financial Instruments for which Quantitative Inputs are Not Available

Certain Privately Placed Debt Securities with Limited Trading Activity

Excluded from the tables above as of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively, are approximately ~~$758 million~~$1.0 billion and $1.0 billion of Level 3 fair value measurements of investments for which the underlying quantitative inputs are not developed by the Company and are not readily available. These investments primarily consist of certain privately placed debt securities with limited trading activity, including residential mortgage- and asset-backed instruments, and their fair values generally reflect unadjusted prices obtained from independent valuation service providers and indicative, non-binding quotes obtained from third-party broker-dealers recognized as market participants. Significant increases or decreases in the fair value amounts received from these pricing sources may result in the Company’s reporting significantly higher or lower fair value measurements for these Level 3 investments.

•The fair value of private placement securities is determined by application of a matrix pricing model or a market comparable company value technique. The significant unobservable input to the matrix pricing model valuation technique is the spread over the industry-specific benchmark yield curve. Generally, an increase or decrease in spreads would lead to directionally inverse movement in the fair value measurements of these securities. The significant unobservable input to the market comparable company valuation technique is the discount rate. Generally, a significant increase (decrease) in the discount rate would result in significantly lower (higher) fair value measurements of these securities.

•Residential mortgage-backed securities classified as Level 3 primarily consist of non-agency paper with low trading activity. Included in the tables above as of ~~March 31,~~June 30, 2023 and December 31, 2022, there were no Level 3 securities that were determined by application of a matrix pricing model and for which the spread over the U.S. Treasury curve is the most significant unobservable input to the pricing result. Generally, a change in spreads would lead to directionally inverse movement in the fair value measurements of these securities.

•Asset-backed securities classified as Level 3 primarily consist of non-agency mortgage loan trust certificates, including subprime and Alt-A paper, credit risk transfer securities, and equipment financings. Included in the tables above as of ~~March 31,~~June 30, 2023 and December 31, 2022, there were no securities that were determined by the application of matrix-pricing for which the spread over the U.S. Treasury curve is the most significant unobservable input to the pricing result. Significant increases (decreases) in spreads would have resulted in significantly lower (higher) fair value measurements.

Other Equity Investments

Included in other equity investments classified as Level 3 are venture capital securities in the Technology, Media and Telecommunications industries. The fair value measurements of these securities include significant unobservable inputs including an enterprise value to revenue multiples and a discount rate to account for liquidity and various risk factors. Significant increases (decreases) in the enterprise value to revenue multiple inputs in isolation would have resulted in a significantly higher (lower) fair value measurement. Significant increases (decreases) in the discount rate would have resulted in a significantly lower (higher) fair value measurement.

Market Risk Benefits

Significant unobservable inputs with respect to the fair value measurement of the Purchased MRB assets and ~~the~~ MRB liabilities identified in the table above are developed using Company data. Future ~~Policyholder~~policyholder behavior is an unobservable market assumption and as such all aspects of policyholder behavior are derived based on recent historical experience. These policyholder behaviors include lapses, pro-rata withdrawals, dollar for dollar withdrawals, GMIB utilization, deferred mortality and payout phase mortality. Many of these policyholder behaviors have dynamic adjustment factors based on the relative value of the rider as compared to the account value in different economic environments. This applies to all variable annuity related products; products with GMxB riders including but not limited to GMIB, GMDB, and GWL.

Lapse rates are adjusted at the contract level based on a comparison of the value of the embedded GMxB rider and the current policyholder account value, which include other factors such as considering surrender charges. Generally, lapse rates are assumed to be lower in periods when a surrender charge applies. A dynamic lapse function reduces the base lapse rate when the guaranteed amount is greater than the account value as in-the-money contracts are less likely to lapse. For valuing Purchased MRB assets and MRB liabilities, lapse rates vary throughout the period over which cash flows are projected.

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Carrying Value of Financial Instruments Not Otherwise Disclosed in Note 3 and Note 4 of the Notes to these Consolidated Financial Statements

The carrying values and fair values as of ~~March 31,~~June 30, 2023 and December 31, 2022 for financial instruments not otherwise disclosed in Note 3 and Note 4 of the Notes to these Consolidated Financial Statements are presented in the table below.

Carrying Values and Fair Values for Financial Instruments Not Otherwise Disclosed


		Carrying Value		Fair Value									Carrying Value		Fair Value
		Carrying Value		Level 1		Level 2		Level 3		Total			Carrying Value		Level 1		Level 2		Level 3		Total
		(in millions)											(in millions)
March 31, 2023:
June 30, 2023:												June 30, 2023:
Mortgage loans on real estate	Mortgage loans on real estate	$	16,969	$	—	$	—	$	15,268	$	15,268	Mortgage loans on real estate	$	17,364	$	—	$	—	$	15,472	$	15,472
Policy loans	Policy loans	$	4,028	$	—	$	—	$	4,400	$	4,400	Policy loans	$	4,061	$	—	$	—	$	4,379	$	4,379
Policyholders’ liabilities: Investment contracts	Policyholders’ liabilities: Investment contracts	$	1,844	$	—	$	—	$	1,708	$	1,708	Policyholders’ liabilities: Investment contracts	$	1,783	$	—	$	—	$	1,632	$	1,632
FHLB funding agreements	FHLB funding agreements	$	8,369	$	—	$	8,285	$	—	$	8,285	FHLB funding agreements	$	8,878	$	—	$	8,784	$	—	$	8,784
FABN funding agreements	FABN funding agreements	$	7,367	$	—	$	6,850	$	—	$	6,850	FABN funding agreements	$	6,747	$	—	$	6,163	$	—	$	6,163
Funding agreement-backed commercial paper (FABCP)												Funding agreement-backed commercial paper (FABCP)	$	580	$	—	$	590	$	—	$	590
Short-term debt (1)	Short-term debt (1)	$	520	$	—	$	520	$	—	$	520	Short-term debt (1)	$	—	$	—	$	—	$	—	$	—
Long-term debt	Long-term debt	$	3,819	$	—	$	3,605	$	—	$	3,605	Long-term debt	$	3,819	$	—	$	3,562	$	—	$	3,562
Separate Accounts liabilities	Separate Accounts liabilities	$	10,669	$	—	$	—	$	10,669	$	10,669	Separate Accounts liabilities	$	10,813	$	—	$	—	$	10,813	$	10,813

December 31, 2022:	December 31, 2022:											December 31, 2022:
Mortgage loans on real estate	Mortgage loans on real estate	$	16,481	$	—	$	—	$	14,690	$	14,690	Mortgage loans on real estate	$	16,481	$	—	$	—	$	14,690	$	14,690
Policy loans	Policy loans	$	4,033	$	—	$	—	$	4,349	$	4,349	Policy loans	$	4,033	$	—	$	—	$	4,349	$	4,349
Policyholders’ liabilities: Investment contracts	Policyholders’ liabilities: Investment contracts	$	1,916	$	—	$	—	$	1,750	$	1,750	Policyholders’ liabilities: Investment contracts	$	1,916	$	—	$	—	$	1,750	$	1,750
FHLB funding agreements	FHLB funding agreements	$	8,505	$	—	$	8,390	$	—	$	8,390	FHLB funding agreements	$	8,505	$	—	$	8,390	$	—	$	8,390
FABN funding agreements	FABN funding agreements	$	7,095	$	—	$	6,384	$	—	$	6,384	FABN funding agreements	$	7,095	$	—	$	6,384	$	—	$	6,384
Short-term debt (1)	Short-term debt (1)	$	520	$	—	$	518	$	—	$	518	Short-term debt (1)	$	520	$	—	$	518	$	—	$	518
Long-term debt	Long-term debt	$	3,322	$	—	$	3,130	$	—	$	3,130	Long-term debt	$	3,322	$	—	$	3,130	$	—	$	3,130
Separate Accounts liabilities	Separate Accounts liabilities	$	10,236	$	—	$	—	$	10,236	$	10,236	Separate Accounts liabilities	$	10,236	$	—	$	—	$	10,236	$	10,236

_____________

(1)As of ~~March 31,~~June 30, 2023 and December 31, 2022, excludes CLO short-term debt of ~~$231~~$0 million and $239 million, which is inclusive as fair valued within ~~Notes~~notes issued by consolidated VIE’s, at fair value using the fair value option.

Mortgage Loans on Real Estate

Fair values for commercial and agricultural mortgage loans on real estate are measured by discounting future contractual cash flows to be received on the mortgage loan using interest rates at which loans with similar characteristics and credit quality would be made. The discount rate is derived based on the appropriate U.S. Treasury rate with a like term to the remaining term of the loan to which a spread reflective of the risk premium associated with the specific loan is added. Fair values for mortgage loans anticipated to be foreclosed and problem mortgage loans are limited to the fair value of the underlying collateral, if lower.

Policy Loans

The fair value of policy loans is calculated by discounting expected cash flows based upon the U.S. Treasury yield curve and historical loan repayment patterns.

Short-term Debt

The Company’s short-term debt primarily includes long-term debt that has been reclassified to short-term due to an upcoming maturity date within one year. The fair values for the Company’s short-term debt are determined by Bloomberg’s evaluated pricing service, which uses direct observations or observed comparables.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Long-term Debt

The fair values for the Company’s long-term debt are determined by Bloomberg’s evaluated pricing service, which uses direct observations or observed comparables.

FHLB Funding Agreements

The fair values of Equitable Financial’s FHLB long term funding agreements’ fair values are determined based on indicative market rates published by FHLB, provided to AB and modeled for each note’s FMV. FHLB Short-term funding agreements’ fair values are reflective of notional/par value plus accrued interest.

FABN Funding Agreements

The fair values of Equitable Financial’s FABN funding agreements are determined by Bloomberg’s evaluated pricing service, which uses direct observations or observed comparables.

FABCP Funding Agreements

The fair value of Equitable Financial’s FABCP funding agreements are reflective of the notional/par value outstanding.

Policyholder Liabilities - Investment Contracts and Separate Accounts Liabilities

The fair values for deferred annuities and certain annuities, which are included in Policyholders’ account balances, and liabilities for investment contracts with fund investments in Separate Accounts, are estimated using projected cash flows discounted at rates reflecting current market rates. Significant unobservable inputs reflected in the cash flows include lapse rates and withdrawal rates. Incremental adjustments may be made to the fair value to reflect non-performance risk. Certain other products such as the Company’s association plans contracts, supplementary contracts not involving life contingencies, Access Accounts and Escrow Shield Plus product reserves are held at book value.

Financial Instruments Exempt from Fair Value Disclosure or Otherwise Not Required to be Disclosed

Exempt from Fair Value Disclosure Requirements

Certain financial instruments are exempt from the requirements for fair value disclosure, such as insurance liabilities other than financial guarantees and investment contracts, limited partnerships accounted for under the equity method and pension and other postretirement obligations.

Otherwise Not Required to be Included in the Table Above

The Company’s investment in COLI policies are recorded at their cash surrender value and are therefore not required to be included in the table above.

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

8) LIABILITIES FOR FUTURE POLICYHOLDER BENEFITS

The following table summarizes balances and changes in the liability for future policy benefits for nonparticipating traditional and limited pay contracts for the ~~three~~six months ended ~~March 31,~~June 30, 2023 and 2022.


	Six Months Ended June 30, 2023										Six Months Ended June 30, 2022
	Protection Solutions		Individual Retirement		Legacy		Corporate & Other				Protection Solutions		Individual Retirement		Legacy		Corporate & Other
	Term		Payout		Payout		Group Pension		Health		Term		Payout		Payout		Group Pension		Health
	(in millions)
Present Value of Expected Net Premiums
Balance, beginning of period	$	2,100	$	—	$	—	$	—	$	(5)	$	2,485	$	—	$	—	$	—	$	22
Beginning balance at original discount rate	2,078		—		—		—		(5)		1,864		—		—		—		19
Effect of changes in cash flow assumptions	8		—		—		—		(1)		—		—		—		—		—
Effect of actual variances from expected experience	4		—		—		—		(6)		62		—		—		—		(12)
Adjusted beginning of period balance	2,090		—		—		—		(12)		1,926		—		—		—		7
Issuances	32		—		—		—		—		45		—		—		—		—
Interest accrual	50		—		—		—		—		48		—		—		—		—
Net premiums collected	(100)		—		—		—		1		(97)		—		—		—		—

Ending Balance at original discount rate	2,072		—		—		—		(11)		1,922		—		—		—		7
Effect of changes in discount rate assumptions	36		—		—		—		—		174		—		—		—		1
Balance, end of period	$	2,108	$	—	$	—	$	—	$	(11)	$	2,096	$	—	$	—	$	—	$	8


	Six Months Ended June 30, 2023										Six Months Ended June 30, 2022
	Protection Solutions		Individual Retirement		Legacy		Corporate & Other				Protection Solutions		Individual Retirement		Legacy		Corporate & Other
	Term		Payout		Payout		Group Pension		Health		Term		Payout		Payout		Group Pension		Health
	(Dollars in millions)
Present Value of Expected Future Policy Benefits
Balance, beginning of period	$	3,465	$	828	$	2,689	$	523	$	1,553	$	4,294	$	1,114	$	2,547	$	683	$	2,092
Beginning balance of original discount rate	3,391		845		3,024		583		1,795		3,241		883		2,400		632		1,915
Effect of changes in cash flow assumptions	9		—		—		—		(1)		—		—		—		—		—
Effect of actual variances from expected experience	5		—		—		—		(6)		68		—		(2)		—		(13)
Adjusted beginning of period balance	3,405		845		3,024		583		1,788		3,309		883		2,398		632		1,902
Issuances	34		26		473		—		—		47		14		342		—		—
Interest accrual	84		19		44		10		29		83		20		32		11		31
Benefits payments	(183)		(46)		(131)		(34)		(71)		(219)		(51)		(96)		(35)		(84)

Ending Balance at original discount rate	3,340		844		3,410		559		1,746		3,220		866		2,676		608		1,849
Effect of changes in discount rate assumptions	91		(10)		(309)		(56)		(224)		310		36		(233)		(36)		(154)

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Three Months Ended March 31, 2023 Three Months Ended March 31, 2022
Protection Solutions Individual Retirement GMxB Legacy Corporate & Other Protection Solutions Individual Retirement GMxB Legacy Corporate & Other
Term Payout Payout Group Pension Health Term Payout Payout Group Pension Health
(in millions)
Present Value of Expected Net Premiums
Balance, beginning of the period $ 2,100 $ — $ — $ — $ (5) $ 2,485 $ — $ — $ — $ 22
Beginning balance at original discount rate 2,078 — — — (5) 1,864 — — — 19
Effect of changes in cash flow assumptions 8 — — — — — — — — —
Effect of actual variances from expected experience 3 — — — (6) 56 — — — (18)
Adjusted beginning of the period balance 2,089 — — — (11) 1,920 — — — 1
Issuances 15 — — — — 22 — — — —
Interest accrual 25 — — — — 23 — — — —
Net premiums collected (51) — — — 1 (49) — — — —
Ending Balance at original discount rate 2,078 — — — (10) 1,916 — — — 1
Effect of changes in discount rate assumptions 82 — — — — 387 — — — 1
Balance, end of the period $ 2,160 $ — $ — $ — $ (10) $ 2,303 $ — $ — $ — $ 2

Three Months Ended March 31, 2023 Three Months Ended March 31, 2022
Protection Solutions Individual Retirement GMxB Legacy Corporate & Other Protection Solutions Individual Retirement GMxB Legacy Corporate & Other
Term Payout Payout Group Pension Health Term Payout Payout Group Pension Health
(Dollars in millions)
Present Value of Expected Future Policy Benefits
Balance, beginning of the period $ 3,465 $ 828 $ 2,689 $ 523 $ 1,553 $ 4,294 $ 1,114 $ 2,547 $ 683 $ 2,092
Beginning balance of original discount rate 3,391 845 3,024 583 1,795 3,241 883 2,400 632 1,915
Effect of changes in cash flow assumptions 9 — — — — — — — — —
Effect of actual variances from expected experience 4 1 — (1) (7) 60 — (4) — (20)
Adjusted beginning of the period balance 3,404 846 3,024 582 1,788 3,301 883 2,396 632 1,895
Issuances 16 15 222 — — 23 9 152 — —
Interest accrual 42 10 21 5 15 42 10 16 5 15
Benefits payments (95) (23) (65) (17) (33) (137) (24) (47) (18) (41)
Ending Balance at original discount rate 3,367 848 3,202 570 1,770 3,229 878 2,517 619 1,869
Effect of changes in discount rate assumptions 164 6 (258) (48) (197) 650 126 (58) 2 (5)
Balance, end of the period $ 3,531 $ 854 $ 2,944 $ 522 $ 1,573 $ 3,879 $ 1,004 $ 2,459 $ 621 $ 1,864
Net liability for future policy benefits $ 1,371 $ 854 $ 2,944 $ 522 $ 1,583 $ 1,576 $ 1,004 $ 2,459 $ 621 $ 1,862
Less: Reinsurance recoverable 27 — (589) — (1,258) 16 — (203) — (1,479)

~~Table of Contents~~

~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~


																							Six Months Ended June 30, 2023															Six Months Ended June 30, 2022
																							Protection Solutions		Individual Retirement		Legacy		Corporate & Other									Protection Solutions				Individual Retirement				Legacy				Corporate & Other
																							Term		Payout		Payout		Group Pension					Health				Term				Payout				Payout				Group Pension				Health
																							(Dollars in millions)
Balance, end of period																						Balance, end of period	$	3,431	$	834	$	3,101	$	503				$	1,522			$	3,530			$	902			$	2,443			$	572			$	1,695
Impact of flooring LFPB at zero																						Impact of flooring LFPB at zero	1		—		—		—					—				—				—				—				—				—
Net liability for future policy benefits																						Net liability for future policy benefits	$	1,324	$	834	$	3,101	$	503				$	1,533			$	1,437			$	902			$	2,443			$	572			$	1,687
Less: Reinsurance recoverable																						Less: Reinsurance recoverable	24		—		(680)		—					(1,217)				14				—				(276)				—				(1,342)
Net liability for future policy benefits, after reinsurance recoverable	Net liability for future policy benefits, after reinsurance recoverable	$	1,398	$	854	$	2,355	$	522	$	325	$	1,592	$	1,004	$	2,256	$	621	$	383										Net liability for future policy benefits, after reinsurance recoverable	$	1,348			$	834			$	2,421			$	503			$	316			$	1,451			$	902	$	2,167	$	572	$	345

Weighted-average duration of liability for future policyholder benefits (years)	Weighted-average duration of liability for future policyholder benefits (years)	7.0		9.4		7.9		7.1		8.7		7.5		9.6		8.4		7.2		8.9											Weighted-average duration of liability for future policyholder benefits (years)	7.0				9.4				7.8				7.1				8.8				7.5				9.6		8.4		7.2		8.9

The following table reconciles the net liability for future policy benefits and liability of death benefits to the liability for future policy benefits in the consolidated balance sheet as of ~~March 31,~~June 30, 2023 and December 31, 2022.


		March 31, 2023		December 31, 2022			June 30, 2023		December 31, 2022
		(in millions)					(in millions)
Reconciliation	Reconciliation					Reconciliation
Term	Term	$	1,371	$	1,365	Term	$	1,324	$	1,365
Individual Retirement - Payout	Individual Retirement - Payout	853		828		Individual Retirement - Payout	834		828
Legacy - Payout	Legacy - Payout	2,944		2,689		Legacy - Payout	3,101		2,689
Group Pension - Benefit Reserve & DPL	Group Pension - Benefit Reserve & DPL	523		523		Group Pension - Benefit Reserve & DPL	503		523
Health	Health	1,583		1,558		Health	1,533		1,558
Universal Life - additional liability for death benefits		1,133		1,109
UL						UL	1,145		1,109
Subtotal	Subtotal	8,407		8,072		Subtotal	8,440		8,072
Whole Life Closed Block and Open Block products		5,597		5,664
Whole Life Closed Block and Open Block products						Whole Life Closed Block and Open Block products	5,542		5,664
Other (1)	Other (1)	904		908		Other (1)	890		908
Future policyholder benefits total	Future policyholder benefits total	14,908		14,644		Future policyholder benefits total	14,872		14,644
Other policyholder funds and dividends payable	Other policyholder funds and dividends payable	1,830		1,959		Other policyholder funds and dividends payable	1,914		1,959
Total	Total	$	16,738	$	16,603	Total	$	16,786	$	16,603

_____________

(1)Primarily consists of Future policy benefits related to Protective Life and Annuity, Assumed Life and ~~DI, GRP~~Disability, Group Life Run off, ~~VISL~~Variable Interest Sensitive Life rider and Employee Benefits.

The following table provides the amount of undiscounted and discounted expected gross premiums and expected future benefits and expenses related to nonparticipating traditional and limited payment contracts as of ~~March 31,~~June 30, 2023 and December 31, 2022:


		March 31, 2023		December 31, 2022			June 30, 2023		December 31, 2022
		(in millions)					(in millions)
Term	Term					Term
Expected future benefit payments and expenses (undiscounted)	Expected future benefit payments and expenses (undiscounted)	$	5,972	$	6,022	Expected future benefit payments and expenses (undiscounted)	$	5,918	$	6,022
Expected future gross premiums (undiscounted)	Expected future gross premiums (undiscounted)	7,188		7,273		Expected future gross premiums (undiscounted)	7,134		7,273
Expected future benefit payments and expenses (discounted; AOCI basis)	Expected future benefit payments and expenses (discounted; AOCI basis)	3,531		3,465		Expected future benefit payments and expenses (discounted; AOCI basis)	3,431		3,465
Expected future gross premiums (discounted; AOCI basis)	Expected future gross premiums (discounted; AOCI basis)	3,981		3,904		Expected future gross premiums (discounted; AOCI basis)	3,875		3,904

Payout - Legacy	Payout - Legacy					Payout - Legacy
Expected future benefit payments and expenses (undiscounted)	Expected future benefit payments and expenses (undiscounted)	4,227		3,947		Expected future benefit payments and expenses (undiscounted)	4,533		3,947
Expected future gross premiums (undiscounted)		—		—
Expected future benefit payments and expenses (discounted; AOCI basis)		2,861		2,607
Expected future gross premiums (discounted; AOCI basis)		—		—

Payout
Expected future benefit payments and expenses (undiscounted)		1,456		1,460
Expected future gross premiums (undiscounted)		—		—
Expected future benefit payments and expenses (discounted; AOCI basis)		825		801
Expected future gross premiums (discounted; AOCI basis)		—		—

5561

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


		March 31, 2023		December 31, 2022			June 30, 2023		December 31, 2022
		(in millions)					(in millions)
Expected future gross premiums (undiscounted)						Expected future gross premiums (undiscounted)	—		—
Expected future benefit payments and expenses (discounted; AOCI basis)						Expected future benefit payments and expenses (discounted; AOCI basis)	3,018		2,607
Expected future gross premiums (discounted; AOCI basis)						Expected future gross premiums (discounted; AOCI basis)	—		—

Payout						Payout
Expected future benefit payments and expenses (undiscounted)						Expected future benefit payments and expenses (undiscounted)	1,446		1,460
Expected future gross premiums (undiscounted)						Expected future gross premiums (undiscounted)	—		—
Expected future benefit payments and expenses (discounted; AOCI basis)						Expected future benefit payments and expenses (discounted; AOCI basis)	806		801
Expected future gross premiums (discounted; AOCI basis)						Expected future gross premiums (discounted; AOCI basis)	—		—

Group Pension	Group Pension					Group Pension
Expected future benefit payments and expenses (undiscounted)	Expected future benefit payments and expenses (undiscounted)	713		730		Expected future benefit payments and expenses (undiscounted)	698		730
Expected future gross premiums (undiscounted)	Expected future gross premiums (undiscounted)	—		—		Expected future gross premiums (undiscounted)	—		—
Expected future benefit payments and expenses (discounted; AOCI basis)	Expected future benefit payments and expenses (discounted; AOCI basis)	550		563		Expected future benefit payments and expenses (discounted; AOCI basis)	483		563
Expected future gross premiums (discounted; AOCI basis)	Expected future gross premiums (discounted; AOCI basis)	—		—		Expected future gross premiums (discounted; AOCI basis)	—		—

Health	Health					Health
Expected future benefit payments and expenses (undiscounted)	Expected future benefit payments and expenses (undiscounted)	2,469		2,510		Expected future benefit payments and expenses (undiscounted)	2,432		2,510
Expected future gross premiums (undiscounted)	Expected future gross premiums (undiscounted)	94		99		Expected future gross premiums (undiscounted)	91		99
Expected future benefit payments and expenses (discounted; AOCI basis)	Expected future benefit payments and expenses (discounted; AOCI basis)	1,553		1,533		Expected future benefit payments and expenses (discounted; AOCI basis)	1,503		1,533
Expected future gross premiums (discounted; AOCI basis)	Expected future gross premiums (discounted; AOCI basis)	$	75	$	78	Expected future gross premiums (discounted; AOCI basis)	$	72	$	78

The tables below ~~summarizes~~summarize the revenue and interest related to nonparticipating traditional and limited payment contracts for the ~~three~~six months ended ~~March 31,~~June 30, 2023 and 2022:

March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Gross Premium Interest Accretion
(in millions)
Revenue and Interest Accretion
Term $ 70 $ 71 $ 17 $ 18
Payout - Legacy 27 21 21 16
Payout 15 9 10 11
Group Pension — — 5 5
Health 2 2 15 15
Total $ 114 $ 103 $ 68 $ 65

~~The following table provides the weighted average interest rates for the liability for future policy benefits as of March 31, 2023 and December 31, 2022:~~

March 31, 2023 December 31, 2022
Weighted Average Interest Rate
Term Life
Interest accretion rate 5.6 % 5.7 %
Current discount rate 4.7 % 5.1 %
Payout - Legacy
Interest accretion rate 3.6 % 3.4 %
Current discount rate 4.8 % 5.0 %
Payout
Interest accretion rate 4.9 % 4.9 %
Current discount rate 4.9 % 5.2 %
Group Pension
Interest accretion rate 3.4 % 3.4 %
Current discount rate 4.7 % 5.1 %
Health
Interest accretion rate 3.3 % 3.3 %
Current discount rate 4.9 % 5.2 %


	Six Months Ended June 30,					Six Months Ended June 30,
	2023		2022			2023		2022
	Gross Premium				Interest Accretion
	(in millions)
Revenue and Interest Accretion
Term	$	140	$	137		$	34	$	35
Payout - Legacy	66		45			44		32
Payout	25		12			20		20
Group Pension	—		—			10		11
Health	4		5			29		31
Total	$	235	$	199		$	137	$	129

5662

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

The following table provides the weighted average interest rates for the liability for future policy benefits as of June 30, 2023 and December 31, 2022:


	June 30, 2023		December 31, 2022
Weighted Average Interest Rate
Term
Interest accretion rate	5.6	%	5.7	%
Current discount rate	5.0	%	5.1	%
Payout - Legacy
Interest accretion rate	3.8	%	3.4	%
Current discount rate	5.1	%	5.0	%
Payout
Interest accretion rate	4.9	%	4.9	%
Current discount rate	5.1	%	5.2	%
Group Pension
Interest accretion rate	3.4	%	3.4	%
Current discount rate	5.0	%	5.1	%
Health
Interest accretion rate	3.4	%	3.3	%
Current discount rate	5.2	%	5.2	%

The following table provides the balance, changes in and the weighted average durations of the additional insurance liabilities for the ~~three~~six months ended ~~March 31,~~June 30, 2023 and 2022:


	Six months ended June 30,
		2023		2022
		Protection Solutions
		UL
		(Dollars in millions)
Balance, beginning of period		$	1,109	$	1,087
Beginning balance before AOCI adjustments		1,135		1,076
Effect of changes in interest rate & cash flow assumptions and model changes		—		5
Effect of actual variances from expected experience		3		7
Adjusted beginning of period balance		1,138		1,088
Interest accrual		25		24
Net assessments collected		36		33
Benefit payments		(30)		(36)

Ending balance before shadow reserve adjustments		1,169		1,109
Effect of reserve adjustment recorded in AOCI		(24)		(16)
Balance, end of period		$	1,145	$	1,093

Net liability for additional liability		$	1,145	$	1,093
Less: Reinsurance recoverable		—		—
Net liability for additional liability, after reinsurance recoverable		$	1,145	$	1,093

Weighted-average duration of additional liability - death benefit (years)		21.4		22.9

March 31, 2023 March 31, 2022
Protection Solutions
Universal Life Universal Life
(Dollars in millions)
Balance, beginning of the period $ 1,109 $ 1,087
Beginning balance before AOCI adjustments 1,135 1,076
Effect of changes in interest rate & cash flow assumptions and model changes — 5
Effect of actual variances from expected experience 6 5
Adjusted beginning of the period balance 1,141 1,086
Interest accrual 13 12
Net assessments collected 18 21
Benefit payments (18) (29)
Ending balance before shadow reserve adjustments 1,154 1,090
Effect of reserve adjustment recorded in AOCI (21) (2)
Balance, end of the period $ 1,133 $ 1,088
Net liability for additional liability $ 1,133 $ 1,088
Less: Reinsurance recoverable — —
Net liability for additional liability, after reinsurance recoverable $ 1,133 $ 1,088
Weighted-average duration of additional liability - death benefit (years) 21.6 22.9

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

The following tables provides the revenue, interest and weighted average interest rates, related to the additional insurance liabilities for the ~~three~~six months ended ~~and as of March 31,~~June 30, 2023 and 2022.


			Three Months Ended March 31,									Six Months Ended June 30,
			2023		2022			2023		2022				2023		2022			2023		2022
			Assessments				Interest Accretion					Assessments						Interest Accretion
		(in millions)
Revenue and Interest Accretion	Revenue and Interest Accretion												Revenue and Interest Accretion
Universal Life			$	172	$	180		$	13	$	12
UL													UL	$	350	$	310		$	25	$	24
Total	Total		$	172	$	180		$	13	$	12		Total	$	350	$	310		$	25	$	24


							Six Months Ended June 30,
		March 31,
		2023		2022				2023		2022

Weighted Average Interest Rate	Weighted Average Interest Rate					Weighted Average Interest Rate
Universal Life		4.5	%	4.5	%
UL						UL		4.5	%	4.5	%
Interest accretion rate	Interest accretion rate	4.5	%	4.5	%	Interest accretion rate		4.5	%	4.5	%

The discount rate used for additional insurance liabilities reserve is based on the crediting rate at issue.

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

9) MARKET RISK BENEFITS

The following table presents the balances and changes to the balances for the market risk benefits for the GMxB benefits on deferred variable annuities for the three and six months ended ~~and as of March 31,~~June 30, 2023 and 2022.


	Three Months Ended June 30,
	2023								2022
	Individual Retirement		Legacy						Individual Retirement		Legacy
	GMxB Core		GMxB Legacy		Purchased MRB (3)		Net Legacy		GMxB Core		GMxB Legacy		Purchased MRB (3)		Net Legacy
	(in millions)
Balance, beginning of period	$	317	$	14,082	$	(10,669)	$	3,413	$	498	$	16,931	$	(12,507)	$	4,424
Balance BOP before changes in the instrument specific credit risk	550		15,599		(10,570)		5,029		540		17,901		(12,441)		5,460
Model changes and effect of changes in cash flow assumptions	—		—		—		—		—		—		—		—
Actual market movement effect	(119)		(636)		315		(321)		674		2,562		(1,015)		1,547
Interest accrual	20		194		(134)		60		12		179		(103)		76
Attributed fees accrued (1)	111		209		(58)		151		109		219		(61)		158
Benefit payments	(12)		(344)		185		(159)		(8)		(282)		152		(130)
Actual policyholder behavior different from expected behavior	5		(7)		(8)		(15)		4		26		(25)		1
Changes in future economic assumptions	(202)		(873)		443		(430)		(553)		(2,870)		1,870		(1,000)
Issuances	(2)		—		—		—		1		—		—		—
Balance EOP before changes in the instrument-specific credit risk	351		14,142		(9,827)		4,315		779		17,735		(11,623)		6,112
Changes in the instrument-specific credit risk (2)	(220)		(1,422)		(96)		(1,518)		(365)		(2,027)		(102)		(2,129)
Balance, end of period	$	131	$	12,720	$	(9,923)	$	2,797	$	414	$	15,708	$	(11,725)	$	3,983

Weighted-average age of policyholders (years)	64.0		72.8		72.3		N/A		63.0		72.2		71.8		N/A
Net amount at risk	$	3,165	$	22,195	$	11,821	N/A		$	3,181	$	22,421	$	11,946	N/A

5765

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


		March 31, 2023								March 31, 2022									Six Months Ended June 30,
		Individual Retirement		Legacy						Individual Retirement		Legacy							2023										2022
		GMxB Core		GMxB Legacy		Purchased MRB (3)		Net Legacy		GMxB Core		GMxB Legacy		Purchased MRB (3)		Net Legacy							Individual Retirement			Legacy									Individual Retirement			Legacy
		(in millions)																GMxB Core		GMxB Legacy	Purchased MRB (3)				Net Legacy			GMxB Core			GMxB Legacy			Purchased MRB (3)			Net Legacy
Balance, beginning of the period (“BOP”)		$	530	$	14,699	$	(10,415)	$	4,284	$	1,061	$	20,236	$	(14,059)	$	6,177
																							(in millions)
Balance, beginning of period																						Balance, beginning of period	$	530		$	14,699		$	(10,415)		$	4,284		$	1,061		$	20,236	$	(14,059)	$	6,177
Balance BOP before changes in the instrument specific credit risk	Balance BOP before changes in the instrument specific credit risk	529		15,314		(10,358)		4,956		666		19,719		(14,051)		5,668						Balance BOP before changes in the instrument specific credit risk	529			15,314			(10,358)			4,956			666			19,719		(14,051)		5,668
Model changes and effect of changes in cash flow assumptions	Model changes and effect of changes in cash flow assumptions	—		—		—		—		—		(87)		29		(58)						Model changes and effect of changes in cash flow assumptions	—			—			—			—			—			(87)		29		(58)
Actual market movement effect	Actual market movement effect	(211)		(744)		387		(357)		328		1,098		(399)		699						Actual market movement effect	(330)			(1,380)			702			(678)			1,002			3,660		(1,414)		2,246
Interest accrual	Interest accrual	18		197		(153)		44		5		104		(61)		43						Interest accrual	38			391			(287)			104			17			283		(164)		119
Attributed fees accrued (1)	Attributed fees accrued (1)	95		209		(83)		126		92		219		(86)		133						Attributed fees accrued (1)	206			418			(141)			277			201			438		(147)		291
Benefit payments	Benefit payments	(12)		(342)		185		(157)		(5)		(251)		136		(115)						Benefit payments	(24)			(686)			370			(316)			(13)			(533)		288		(245)
Actual policyholder behavior different from expected behavior	Actual policyholder behavior different from expected behavior	7		21		(18)		3		1		33		(15)		18						Actual policyholder behavior different from expected behavior	12			14			(26)			(12)			5			59		(40)		19
Changes in future economic assumptions	Changes in future economic assumptions	125		944		(530)		414		(542)		(2,934)		2,006		(928)						Changes in future economic assumptions	(77)			71			(87)			(16)			(1,095)			(5,804)		3,876		(1,928)
Issuances	Issuances	(1)		—		—		—		(5)		—		—		—						Issuances	(3)			—			—			—			(4)			—		—		—
Balance EOP before changes in the instrument-specific credit risk	Balance EOP before changes in the instrument-specific credit risk	$	550	$	15,599	$	(10,570)	$	5,029	$	540	$	17,901	$	(12,441)	$	5,460					Balance EOP before changes in the instrument-specific credit risk	351			14,142			(9,827)			4,315			779			17,735		(11,623)		6,112
Changes in the instrument-specific credit risk (2)	Changes in the instrument-specific credit risk (2)	(233)		(1,517)		(99)		(1,616)		(42)		(970)		(66)		(1,036)						Changes in the instrument-specific credit risk (2)	(220)			(1,422)			(96)			(1,518)			(365)			(2,027)		(102)		(2,129)
Balance, end of the period (“EOP”)		$	317	$	14,082	$	(10,669)	$	3,413	$	498	$	16,931	$	(12,507)	$	4,424
Balance, end of period																						Balance, end of period	$	131		$	12,720		$	(9,923)		$	2,797		$	414		$	15,708	$	(11,725)	$	3,983

Weighted-average age of policyholders (years)	Weighted-average age of policyholders (years)	63.7		72.8		67.7		N/A		62.8		72.2		67.1		N/A						Weighted-average age of policyholders (years)	64.0			72.8			72.3			N/A			63.0			72.2		71.8		N/A
Net amount at risk	Net amount at risk	$	3,287	$	21,472	$	10,045	N/A		$	1,787	$	17,987	$	7,657	N/A						Net amount at risk	$	3,165		$	22,195		$	11,821		N/A			$	3,181		$	22,421	$	11,946	N/A

_____________

(1)Attributed fees accrued represents the portion of the fees needed to fund future GMxB claims.

(2)Changes are recorded in ~~OCI.~~OCI except for reinsurer credit which is reflected in the income statement.

(3)Purchased MRB is the impact of non-affiliated reinsurance.

The following table reconciles market risk benefits by the amounts in an asset position and amounts in a liability position to the market risk amounts in the consolidated balance sheet as of ~~March 31,~~June 30, 2023 and December 31, 2022.


		March 31, 2023										December 31, 2022										June 30, 2023												December 31, 2022
		Direct Asset		Direct Liability		Net Direct MRB		Purchased MRB		Total		Direct Asset		Direct Liability		Net Direct MRB		Purchased MRB		Total				Direct Asset		Direct Liability		Net Direct MRB		Purchased MRB		Total			Direct Asset		Direct Liability		Net Direct MRB		Purchased MRB		Total
		(in millions)																						(in millions)
Individual Retirement																							Individual Retirement
GMxB Core																							GMxB Core	$	(599)	$	729	$	131	$	—	$	131		$	(387)	$	917	$	530	$	—	$	530
Legacy Segment	Legacy Segment																						Legacy Segment
GMxB Legacy	GMxB Legacy	$	(74)	$	14,156	$	14,082	$	(10,669)	$	3,413	$	(51)	$	14,749	$	14,699	$	(10,412)	$	4,287		GMxB Legacy	(120)		12,840		12,720		(9,923)		2,797			(51)		14,749		14,699		(10,412)		4,287
Individual Retirement
GMxB Core		(498)		815		317		—		317		(387)		917		530		—		530
Other (1)	Other (1)	(57)		90		33		(7)		26		(52)		100		47		(11)		36			Other (1)	(58)		73		14		(8)		6			(52)		100		47		(11)		36
Total	Total	$	(629)	$	15,061	$	14,432	$	(10,676)	$	3,756	$	(490)	$	15,766	$	15,276	$	(10,423)	$	4,853		Total	$	(777)	$	13,642	$	12,865	$	(9,931)	$	2,934		$	(490)	$	15,766	$	15,276	$	(10,423)	$	4,853

______________

(1)Other primarily includes Individual EQUI-VEST MRB.

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

10) POLICYHOLDER ACCOUNT BALANCES

The following table summarizes the balances and changes in ~~policyholders’~~policyholder’s account balances ~~three~~for the six months ended ~~and as of March 31,~~June 30, 2023 and 2022:


		Protection Solutions				Legacy		Individual Retirement						Group Retirement					Six Months Ended June 30, 2023
		Universal Life		Variable Universal Life		GMxB Legacy		GMxB Core		SCS (1)		EQUI-VEST Individual		EQUI-VEST Group		Momentum			Protection Solutions				Legacy		Individual Retirement						Group Retirement
March 31, 2023		(in millions)
Balance, beginning of the period		$	5,340	$	4,909	$	688	$	69	$	35,702	$	2,652	$	12,045	$	702
																			Universal Life		Variable Universal Life		GMxB Legacy		GMxB Core		SCS (1)		EQUI-VEST Individual		EQUI-VEST Group		Momentum
																			(in millions)
Balance, beginning of period																		Balance, beginning of period	$	5,340	$	4,909	$	688	$	69	$	35,702	$	2,652	$	12,045	$	702
Issuances	Issuances	—		—		—		—		—		—		—		—		Issuances	—		—		—		—		—		—		—		—
Premiums received	Premiums received	184		38		20		46		—		11		148		19		Premiums received	359		75		42		114		1		19		317		35
Policy charges	Policy charges	(194)		(65)		19		(4)		(1)		—		(1)		—		Policy charges	(384)		(128)		20		4		(3)		—		(3)		—
Surrenders and withdrawals	Surrenders and withdrawals	(18)		(1)		(25)		(8)		(607)		(94)		(405)		(30)		Surrenders and withdrawals	(38)		(23)		(47)		(17)		(1,323)		(178)		(821)		(71)
Benefit payments	Benefit payments	(76)		(40)		(24)		(1)		(59)		(20)		(17)		(2)		Benefit payments	(128)		(60)		(52)		(1)		(121)		(40)		(35)		(3)
Net transfers from (to) separate account	Net transfers from (to) separate account	—		(45)		—		(49)		1,982		3		69		(9)		Net transfers from (to) separate account	—		(64)		2		(103)		4,562		3		146		(12)
Interest credited (2)	Interest credited (2)	55		55		7		2		1,620		19		102		3		Interest credited (2)	110		109		13		3		4,267		38		210		6
Other	Other	—		—		—		—		—		3		11		—		Other	—		—		—		—		—		3		11		—
Balance, end of the period		$	5,291	$	4,851	$	685	$	55	$	38,637	$	2,574	$	11,952	$	683
Balance, end of period																		Balance, end of period	$	5,259	$	4,818	$	666	$	69	$	43,085	$	2,497	$	11,870	$	657

Weighted-average crediting rate	Weighted-average crediting rate	3.64%		3.81%		1.78%		1.05%		1.12%		3.09%		2.99%		2.03%		Weighted-average crediting rate	3.67%		3.81%		2.71%		1.57%		N/A		3.04%		2.52%		2.33%
Net amount at risk (3)	Net amount at risk (3)	$	37,031	$	114,419	$	21,472	$	3,287	$	43	$	128	$	58	$	—	Net amount at risk (3)	$	36,505	$	114,554	$	22,195	$	3,165	$	11	$	118	$	24	$	—
Cash surrender value	Cash surrender value	$	3,475	$	3,293	$	957	$	284	$	35,286	$	2,567	$	11,871	$	684	Cash surrender value	$	3,463	$	3,230	$	630	$	289	$	39,238	$	2,490	$	11,782	$	657

______________

(1)SCS sales are recorded as a Separate Account liability until they are swept into the General Account. This sweep is recorded as Net Transfers from (to) separate account.

(2)SCS and EQUI-VEST Group includes amounts related to the change in embedded derivative.

(3)For life insurance products the net amount at risk is death benefit less account value for the policyholder. For variable annuity products the net amount risk is the maximum GMxB NAR for the policyholder.

March 31, 2022 Protection Solutions Legacy Individual Retirement Group Retirement

Universal Life Variable Universal Life GMxB Legacy GMxB Core SCS (1) EQUI-VEST Individual EQUI-VEST Group Momentum
(in millions)
Balance, beginning of the period $ 5,462 $ 4,807 $ 745 $ 112 $ 33,443 $ 2,784 $ 11,951 $ 704
Issuances — — — — — — — —
Premiums received 191 47 16 40 — 15 149 23
Policy charges (200) (55) 13 (10) — — (1) —
Surrenders and withdrawals (20) — (16) (8) (714) (45) (195) (36)
Benefit payments (53) (3) (27) (1) (59) (15) (19) (1)
Net transfers from (to) separate account — 12 4 (38) 1,717 10 109 23
Interest credited (2) 56 43 7 2 (272) 20 66 3
Other — — — — — — — —
Balance, end of the period $ 5,436 $ 4,851 $ 742 $ 97 $ 34,115 $ 2,769 $ 12,060 $ 716
Weighted-average crediting rate 3.62% 3.83% 1.81% 1.05% 1.14% 2.86% 2.36% 2.04%
Net amount at risk (3) $ 39,254 $ 112,430 $ 17,987 $ 1,787 $ 10 $ 104 $ 19 $ —
Cash surrender value $ 3,521 $ 3,403 $ 1,031 $ 309 $ 31,608 $ 2,761 $ 11,982 $ 716

~~______________~~

5967

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Six Months Ended June 30, 2022
	Protection Solutions				Legacy		Individual Retirement						Group Retirement
	Universal Life		Variable Universal Life		GMxB Legacy		GMxB Core		SCS (1)		EQUI-VEST Individual		EQUI-VEST Group		Momentum
	(in millions)
Balance, beginning of period	$	5,462	$	4,807	$	745	$	112	$	33,443	$	2,784	$	11,951	$	704
Issuances	—		—		—		—		—		—		—		—
Premiums received	369		83		31		109		1		26		303		40
Policy charges	(396)		(118)		17		(12)		—		—		(3)		—
Surrenders and withdrawals	(48)		(12)		(31)		(16)		(1,380)		(87)		(383)		(66)
Benefit payments	(98)		(49)		(51)		(1)		(102)		(30)		(36)		(1)
Net transfers from (to) separate account	—		90		9		(104)		3,739		21		194		42
Interest credited (2)	112		74		15		3		(3,582)		41		86		8
Other	—		—		—		—		—		—		—		—
Balance, end of period	$	5,401	$	4,875	$	735	$	91	$	32,119	$	2,755	$	12,112	$	727

Weighted-average crediting rate	3.67%		3.70%		2.71%		1.05%		N/A		2.93%		2.56%		2.03%
Net amount at risk (3)	$	38,756	$	114,463	$	22,421	$	3,181	$	97	$	142	$	157	$	—
Cash surrender value	$	3,508	$	3,396	$	711	$	305	$	29,148	$	2,746	$	12,030	$	726

______________

(1)SCS sales are recorded as a Separate Account liability until they are swept into the General Account. This sweep is recorded as Net Transfers from (to) separate ~~account~~account.

(2)SCS and EQUI-VEST includes amounts related to the change in embedded derivative.

(3)For life insurance products, the net amount at risk is death benefit less account value for the policyholder. For variable annuity products, the net amount at risk is the maximum GMxB NAR for the ~~policyholder~~policyholder.

The following table reconciles the policyholders account balances to the policyholders’ account balance liability in the consolidated balance sheet as of ~~March 31,~~June 30, 2023 and December 31, 2022.


		March 31, 2023		December 31, 2022			June 30, 2023		December 31, 2022
		(in millions)					(in millions)
Policyholders’ account balance reconciliation	Policyholders’ account balance reconciliation					Policyholders’ account balance reconciliation
Protection Solution
Protection Solutions						Protection Solutions
Universal Life	Universal Life	$	5,291	$	5,340	Universal Life	$	5,259	$	5,340
Variable Universal Life	Variable Universal Life	4,851		4,909		Variable Universal Life	4,818		4,909
Legacy Segment	Legacy Segment					Legacy Segment
GMxB Legacy	GMxB Legacy	685		688		GMxB Legacy	666		688
Individual Retirement	Individual Retirement					Individual Retirement
GMxB Core	GMxB Core	55		69		GMxB Core	69		69
SCS						SCS	43,085		35,702
EQUI-VEST Individual	EQUI-VEST Individual	2,574		2,652		EQUI-VEST Individual	2,497		2,652
SCS		38,637		35,702
Group Retirement	Group Retirement					Group Retirement
EQUI-VEST Group	EQUI-VEST Group	11,952		12,045		EQUI-VEST Group	11,870		12,045
Momentum	Momentum	683		702		Momentum	657		702
Other (1)	Other (1)	6,235		6,122		Other (1)	6,392		6,118
Balance (exclusive of Funding Agreements)	Balance (exclusive of Funding Agreements)	70,963		68,229		Balance (exclusive of Funding Agreements)	75,313		68,225
Funding Agreements	Funding Agreements	15,798		15,637		Funding Agreements	16,282		15,641
Balance, end of the period		$	86,761	$	83,866
Balance, end of period						Balance, end of period	$	91,595	$	83,866

_____________

(1)Primarily reflects products, IR Payout, IR Other, Indexed Universal Life, Investment Edge, Group Pension, Closed Block and Corporate and Other other.

Table of Contents

EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

The following table presents the account values by range of guaranteed minimum crediting rates and the related range of the difference in basis points, between rates being credited policyholders and the respective guaranteed minimums as of ~~March 31,~~June 30, 2023 and December 31, 2022.


March 31, 2023
June 30, 2023													June 30, 2023
Product (1)	Product (1)	Range of Guaranteed Minimum Crediting Rate	At Guaranteed Minimum		1 Basis Point - 50 Basis Points Above		51 Basis Points - 150 Basis Points Above		Greater Than 150 Basis Points Above		Total		Product (1)	Range of Guaranteed Minimum Crediting Rate	At Guaranteed Minimum		1 Basis Point - 50 Basis Points Above		51 Basis Points - 150 Basis Points Above		Greater Than 150 Basis Points Above		Total
( in millions)	( in millions)												( in millions)
Protection Solutions	Protection Solutions												Protection Solutions
Universal Life	Universal Life	0.00% - 1.50%	$	—	$	—	$	4	$	1	$	5	Universal Life	0.00% - 1.50%	$	—	$	—	$	3	$	2	$	5
		1.51% - 2.50%	155		127		640		112		1,034			1.51% - 2.50%	122		69		645		201		1,037
		Greater than 2.50%	3,565		650		—		—		4,215			Greater than 2.50%	3,539		643		—		—		4,182
		Total	$	3,720	$	777	$	644	$	113	$	5,254		Total	$	3,661	$	712	$	648	$	203	$	5,224

Variable Universal Life	Variable Universal Life	0.00% - 1.50%	$	23	$	51	$	11	$	2	$	87	Variable Universal Life	0.00% - 1.50%	$	20	$	45	$	25	$	4	$	94
		1.51% - 2.50%	384		156		—		—		540			1.51% - 2.50%	263		298		3		—		564
		Greater than 2.50%	3,819		—		2		—		3,821			Greater than 2.50%	3,729		—		2		5		3,736
		Total	$	4,226	$	207	$	13	$	2	$	4,448		Total	$	4,012	$	343	$	30	$	9	$	4,394
Legacy Segment	Legacy Segment												Legacy Segment
GMxB Legacy													GMxB Legacy	0.00% - 1.50%	$	83	$	16	$	—	$	—	$	99
														1.51% - 2.50%	24		—		—		—		24
														Greater than 2.50%	507		—		—		—		507
														Total	$	614	$	16	$	—	$	—	$	630
Individual Retirement													Individual Retirement
GMxB Core													GMxB Core	0.00% - 1.50%	$	14	$	215	$	—	$	—	$	229
														1.51% - 2.50%	13		—		—		—		13
														Greater than 2.50%	57		—		—		—		57
														Total	$	84	$	215	$	—	$	—	$	299

EQUI-VEST Individual													EQUI-VEST Individual	0.00% - 1.50%	$	53	$	231	$	—	$	—	$	284
														1.51% - 2.50%	45		—		—		—		45
														Greater than 2.50%	2,167		—		—		—		2,167
														Total	$	2,265	$	231	$	—	$	—	$	2,496

SCS													SCS	Products with either a fixed rate or no guaranteed minimum	N/A		N/A		N/A		N/A		N/A
Group Retirement													Group Retirement
EQUI-VEST Group													EQUI-VEST Group	0.00% - 1.50%	$	804	$	2,290	$	36	$	362	$	3,492
														1.51% - 2.50%	332		—		—		—		332
														Greater than 2.50%	6,986		—		—		—		6,986
														Total	$	8,122	$	2,290	$	36	$	362	$	10,810

Momentum													Momentum	0.00% - 1.50%	$	—	$	13	$	350	$	57	$	420
														1.51% - 2.50%	159		1		—		—		160
														Greater than 2.50%	72		—		5		—		77
														Total	$	231	$	14	$	355	$	57	$	657

6069

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

March 31, 2023
Product
(1) Range of Guaranteed Minimum Crediting Rate At Guaranteed Minimum 1 Basis Point - 50 Basis Points Above 51 Basis Points - 150 Basis Points Above Greater Than 150 Basis Points Above Total
( in millions)
GMxB Legacy 0.00% - 1.50% $ 387 $ — $ — $ — $ 387
1.51% - 2.50% 539 — — — 539
Greater than 2.50% 33 — — — 33
Total $ 959 $ — $ — $ — $ 959
Individual Retirement
GMxB Core 0.00% - 1.50% $ 279 $ — $ — $ — $ 279
1.51% - 2.50% 14 — — — 14
Greater than 2.50% — — — — —
Total $ 293 $ — $ — $ — $ 293
EQUI-VEST Individual 0.00% - 1.50% $ 35 $ — $ 55 $ 239 $ 329
1.51% - 2.50% — — 46 — 46
Greater than 2.50% 2,121 19 59 — 2,199
Total $ 2,156 $ 19 $ 160 $ 239 $ 2,574
SCS 0.00% - 1.50% $ 31,090 $ — $ — $ — $ 31,090
1.51% - 2.50% 5,821 — — — 5,821
Greater than 2.50% — — — — —
Total $ 36,911 $ — $ — $ — $ 36,911
Group Retirement
EQUI-VEST Group 0.00% - 1.50% $ 58 $ 57 $ 362 $ 3,176 $ 3,653
1.51% - 2.50% 11 2 897 — 910
Greater than 2.50% 6,799 342 — — 7,141
Total $ 6,868 $ 401 $ 1,259 $ 3,176 $ 11,704
Momentum 0.00% - 1.50% $ 13 $ 291 $ 119 $ 7 $ 430
1.51% - 2.50% 174 1 — — 175
Greater than 2.50% 73 — 5 — 78
Total $ 260 $ 292 $ 124 $ 7 $ 683


December 31, 2022
Product (1)	Range of Guaranteed Minimum Crediting Rate	At Guaranteed Minimum		1 Basis Point - 50 Basis Points Above		51 Basis Points - 150 Basis Points Above		Greater Than 150 Basis Points Above		Total
( in millions)
Protection Solutions
Universal Life	0.00% - 1.50%	$	—	$	—	$	5	$	1	$	6
	1.51% - 2.50%	181		197		605		47		1,030
	Greater than 2.50%	3,615		657		—		—		4,272
	Total	$	3,796	$	854	$	610	$	48	$	5,308

Variable Universal Life	0.00% - 1.50%	$	30	$	40	$	7	$	1	$	78
	1.51% - 2.50%	485		53		—		—		538
	Greater than 2.50%	3,900		—		2		—		3,902
	Total	$	4,415	$	93	$	9	$	1	$	4,518
Legacy Segment
GMxB Legacy	0.00% - 1.50%	$	386	$	—	$	—	$	—	$	386
	1.51% - 2.50%	560		—		—		—		560
	Greater than 2.50%	35		—		—		—		35
	Total	$	981	$	—	$	—	$	—	$	981
Individual Retirement
GMxB Core	0.00% - 1.50%	$	289	$	—	$	—	$	—	$	289
	1.51% - 2.50%	14		—		—		—		14
	Greater than 2.50%	—		—		—		—		—
	Total	$	303	$	—	$	—	$	—	$	303

EQUI-VEST Individual	0.00% - 1.50%	$	345	$	—	$	—	$	—	$	345
	1.51% - 2.50%	46		—		—		—		46
	Greater than 2.50%	2,199		—		62		—		2,261
	Total	$	2,590	$	—	$	62	$	—	$	2,652

SCS	Products with either a fixed rate or no guaranteed minimum	N/A		N/A		N/A		N/A		N/A



Group Retirement
EQUI-VEST Group	0.00% - 1.50%	$	109	$	5	$	366	$	3,112	$	3,592
	1.51% - 2.50%	11		2		889		—		902
	Greater than 2.50%	6,949		21		330		—		7,300
	Total	$	7,069	$	28	$	1,585	$	3,112	$	11,794

Momentum	0.00% - 1.50%	$	15	$	301	$	122	$	7	$	445
	1.51% - 2.50%	178		1		—		—		179
	Greater than 2.50%	73		—		5		—		78
	Total	$	266	$	302	$	127	$	7	$	702

6170

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

December 31, 2022
Product
(1) Range of Guaranteed Minimum Crediting Rate At Guaranteed Minimum 1 Basis Point - 50 Basis Points Above 51 Basis Points - 150 Basis Points Above Greater Than 150 Basis Points Above Total
( in millions)
Protection Solutions
Universal Life 0.00% - 1.50% $ — $ — $ 5 $ 1 $ 6
1.51% - 2.50% 181 197 605 47 1,030
Greater than 2.50% 3,615 657 — — 4,272
Total $ 3,796 $ 854 $ 610 $ 48 $ 5,308
Variable Universal Life 0.00% - 1.50% $ 30 $ 40 $ 7 $ 1 $ 78
1.51% - 2.50% 485 53 — — 538
Greater than 2.50% 3,900 — 2 — 3,902
Total $ 4,415 $ 93 $ 9 $ 1 $ 4,518
Legacy Segment
GMxB Legacy 0.00% - 1.50% $ 386 $ — $ — $ — $ 386
1.51% - 2.50% 560 — — — 560
Greater than 2.50% 35 — — — 35
Total $ 981 $ — $ — $ — $ 981
Individual Retirement
GMxB Core 0.00% - 1.50% $ 289 $ — $ — $ — $ 289
1.51% - 2.50% 14 — — — 14
Greater than 2.50% — — — — —
Total $ 303 $ — $ — $ — $ 303
EQUI-VEST Individual 0.00% - 1.50% $ 345 $ — $ — $ — $ 345
1.51% - 2.50% 46 — — — 46
Greater than 2.50% 2,199 — 62 — 2,261
Total $ 2,590 $ — $ 62 $ — $ 2,652
SCS 0.00% - 1.50% $ 28,086 $ — $ — $ — $ 28,086
1.51% - 2.50% 5,527 — — — 5,527
Greater than 2.50% — — — — —
Total $ 33,613 $ — $ — $ — $ 33,613
Group Retirement
EQUI-VEST Group 0.00% - 1.50% $ 109 $ 5 $ 366 $ 3,112 $ 3,592
1.51% - 2.50% 11 2 889 — 902
Greater than 2.50% 6,949 21 330 — 7,300
Total $ 7,069 $ 28 $ 1,585 $ 3,112 $ 11,794
Momentum 0.00% - 1.50% $ 15 $ 301 $ 122 $ 7 $ 445
1.51% - 2.50% 178 1 — — 179
Greater than 2.50% 73 — 5 — 78
Total $ 266 $ 302 $ 127 $ 7 $ 702

Separate Account - Summary

The following table presents the balances of and changes in separate account liabilities ~~three~~for the six months ended ~~and as of March 31,~~June 30, 2023 and 2022.

~~Table of Contents~~

~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~


		Protection Solutions		Legacy		Individual Retirement						Group Retirement					Six Months Ended June 30, 2023
		VUL		GMxB Legacy		GMxB Core		EQUI-VEST Individual		Investment Edge		EQUI-VEST Group		Momentum			Protection Solutions		Legacy		Individual Retirement						Group Retirement
March 31, 2023		(in millions)
Balance, beginning of the period		$	13,187	$	32,616	$	27,772	$	4,161	$	3,798	$	22,393	$	3,885
																	VUL		GMxB Legacy		GMxB Core		EQUI-VEST Individual		Investment Edge		EQUI-VEST Group		Momentum
																	(in millions)
Balance, beginning of period																Balance, beginning of period	$	13,187	$	32,616	$	27,772	$	4,161	$	3,798	$	22,393	$	3,885
Premiums and deposits	Premiums and deposits	287		65		256		26		253		531		178		Premiums and deposits	573		110		698		49		470		1,116		332
Policy charges	Policy charges	(137)		(178)		(115)		(1)		—		(4)		(5)		Policy charges	(278)		(340)		(245)		(1)		—		(8)		(10)
Surrenders and withdrawals	Surrenders and withdrawals	(117)		(660)		(559)		(100)		(95)		(359)		(157)		Surrenders and withdrawals	(282)		(1,324)		(1,227)		(197)		(198)		(744)		(364)
Benefit payments	Benefit payments	(24)		(192)		(56)		(14)		(12)		(15)		(3)		Benefit payments	(49)		(382)		(120)		(27)		(24)		(28)		(5)
Investment performance (1)	Investment performance (1)	843		1,808		1,202		269		175		1,438		235		Investment performance (1)	1,687		3,392		2,144		538		326		2,850		452
Net transfers from (to) general account	Net transfers from (to) general account	45		—		49		(3)		(140)		(69)		9		Net transfers from (to) general account	64		(2)		103		(3)		(257)		(144)		11
Other charges (2)	Other charges (2)	—		—		—		4		—		25		—		Other charges (2)	—		—		—		4		—		25		—
Balance, end of the period		$	14,084	$	33,459	$	28,549	$	4,342	$	3,979	$	23,940	$	4,142
Balance, end of period																Balance, end of period	$	14,902	$	34,070	$	29,125	$	4,524	$	4,115	$	25,460	$	4,301

Cash surrender value	Cash surrender value	$	13,755	$	33,181	$	27,680	$	4,310	$	3,885	$	23,702	$	4,136	Cash surrender value	$	14,561	$	33,792	$	28,276	$	4,491	$	4,023	$	25,210	$	4,295

_____________

(1)Investment performance is reflected net of M&E fees.

(2)EQUI-VEST Individual and EQUI-VEST Group for the ~~three~~six months ending ~~March 31,~~June 30, 2023, amounts reflect a total special payment applied to the accounts of active clients as part of a previously disclosed settlement agreement between Equitable Financial Life Insurance Company and the Securities & Exchange Commission.


		Protection Solutions		Legacy		Individual Retirement						Group Retirement					Six Months Ended June 30, 2022
		VUL		GMxB Legacy		GMxB Core		EQUI-VEST Individual		Investment Edge		EQUI-VEST Group		Momentum			Protection Solutions		Legacy		Individual Retirement						Group Retirement
March 31, 2022		(in millions)
Balance, beginning of the period		$	16,405	$	44,912	$	35,288	$	5,583	$	4,287	$	27,509	$	4,975
																	VUL		GMxB Legacy		GMxB Core		EQUI-VEST Individual		Investment Edge		EQUI-VEST Group		Momentum
																	(in millions)
Balance, beginning of period																Balance, beginning of period	$	16,405	$	44,912	$	35,288	$	5,583	$	4,287	$	27,509	$	4,975
Premiums and deposits	Premiums and deposits	283		55		441		42		241		523		185		Premiums and deposits	557		118		763		66		530		1,089		331
Policy charges	Policy charges	(139)		(183)		(114)		—		—		(4)		(5)		Policy charges	(270)		(351)		(239)		(1)		—		(8)		(10)
Surrenders and withdrawals	Surrenders and withdrawals	(114)		(771)		(690)		(88)		(68)		(356)		(210)		Surrenders and withdrawals	(201)		(1,431)		(1,257)		(164)		(145)		(680)		(347)
Benefit payments	Benefit payments	(54)		(186)		(70)		(16)		(11)		(20)		(1)		Benefit payments	(64)		(364)		(123)		(28)		(17)		(32)		(6)
Investment performance (1)	Investment performance (1)	(1,032)		(2,932)		(2,197)		(380)		(257)		(1,874)		(326)		Investment performance (1)	(3,362)		(8,666)		(6,054)		(1,193)		(780)		(5,897)		(978)
Net transfers from (to) general account	Net transfers from (to) general account	(12)		(4)		38		(10)		(39)		(109)		(23)		Net transfers from (to) general account	(90)		(9)		104		(21)		(158)		(194)		(42)

Balance, end of the period		$	15,337	$	40,891	$	32,696	$	5,131	$	4,153	$	25,669	$	4,595
Balance, end of period																Balance, end of period	$	12,975	$	34,209	$	28,482	$	4,242	$	3,717	$	21,787	$	3,923

Cash surrender value	Cash surrender value	$	15,022	$	40,601	$	31,748	$	5,096	$	4,061	$	25,426	$	4,588	Cash surrender value	$	12,695	$	33,920	$	27,569	$	4,212	$	3,623	$	21,555	$	3,917

______________

(1) Investment performance is reflected net of M&E fees.

~~______________~~

~~The following table reconciles the separate account liabilities to the separate account liability balance in the consolidated balance sheet as of March 31, 2023 and December 31, 2022.~~

6371

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

March 31, 2023 December 31, 2022
(in millions)
Separate Account Reconciliation
Protection Solution
Variable Universal Life $ 14,084 $ 13,187
Legacy Segment
GMxB Legacy 33,459 32,616
Individual Retirement
GMxB Core 28,549 27,772
EQUI-VEST Individual 4,342 4,161
Investment Edge 3,979 3,798
Group Retirement
EQUI-VEST Group 23,940 22,393
Momentum 4,142 3,885
Other (1) 7,257 7,041
Total $ 119,752 $ 114,853
The following table reconciles the separate account liabilities to the separate account liability balance in the consolidated balance sheet as of June 30, 2023 and December 31, 2022.


	June 30, 2023		December 31, 2022
	(in millions)
Separate Account Reconciliation
Protection Solutions
Variable Universal Life	$	14,902	$	13,187
Legacy Segment
GMxB Legacy	34,070		32,616
Individual Retirement
GMxB Core	29,125		27,772
EQUI-VEST Individual	4,524		4,161
Investment Edge	4,115		3,798
Group Retirement
EQUI-VEST Group	25,460		22,393
Momentum	4,301		3,885
Other (1)	7,401		7,041
Total	$	123,898	$	114,853

______________

(1)Primarily reflects Corporate and Other products and Group Retirement products including Association and Group Retirement Other.

The following table presents the aggregate fair value of ~~separate account~~Separate Account assets by major asset category as of ~~March 31,~~June 30, 2023 and December 31, 2022:


		March 31, 2023													June 30, 2023
		Protection Solutions		Individual Retirement		Group Retirement		Corp & Other		Legacy Segment		Total			Protection Solutions		Individual Retirement		Group Retirement		Corp & Other		Legacy Segment		Total
		(in millions)													(in millions)
Asset Type	Asset Type													Asset Type
Debt securities	Debt securities	$	63	$	1	$	16	$	10	$	—	$	90	Debt securities	$	58	$	1	$	17	$	9	$	—	$	85
Common Stock	Common Stock	51		33		457		1,712		—		2,253		Common Stock	61		33		472		1,770		—		2,336
Mutual Funds	Mutual Funds	14,400		38,109		29,428		755		33,468		116,160		Mutual Funds	15,254		39,085		31,131		725		34,084		120,279
Bonds and Notes	Bonds and Notes	114		3		1		1,131		—		1,249		Bonds and Notes	98		3		1		1,096		—		1,198
Total	Total	$	14,628	$	38,146	$	29,902	$	3,608	$	33,468	$	119,752	Total	$	15,471	$	39,122	$	31,621	$	3,600	$	34,084	$	123,898


	December 31, 2022
	Protection Solutions		Individual Retirement		Group Retirement		Corp & Other		Legacy Segment		Total
	(in millions)
Asset Type
Debt securities	$	58	$	1	$	17	$	8	$	—	$	84
Common Stock	41		32		430		1,686		—		2,189
Mutual Funds	13,498		36,860		27,639		773		32,625		111,395
Bonds and Notes	119		3		1		1,062		—		1,185
Total	$	13,716	$	36,896	$	28,087	$	3,529	$	32,625	$	114,853

11) EMPLOYEE BENEFIT PLANS

Pension Plans

Holdings and Equitable Financial Retirement Plans

Holdings sponsors the MONY Life Retirement Income Security Plan for Employees and Equitable Financial sponsors the Equitable Retirement Plan (the “Equitable Financial QP”), both of which are frozen qualified defined benefit plans covering eligible employees and financial professionals. These pension plans are non-contributory, and their benefits

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

are generally based on a cash balance formula and/or, for certain participants, years of service and average earnings over a specified period. Holdings and Equitable Financial also sponsor certain nonqualified defined benefit plans, including the Equitable Excess Retirement Plan, that provide retirement benefits in excess of the amount permitted

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

under the tax law for the qualified plans. Holdings has assumed primary liability for both plans. Equitable Financial remains secondarily liable for its obligations under the Equitable Financial QP and would recognize such liability in the event Holdings does not perform.

AB Retirement Plans

AB maintains a qualified, non-contributory, defined benefit retirement plan covering current and former employees who were employed by AB in the United States prior to October 2, 2000 (the “AB Plan”). Benefits under the AB Plan are based on years of credited service, average final base salary, and primary Social Security benefits. Service and compensation after December 31, 2008 are not taken into account in determining participants’ retirement benefits.

Net Periodic Pension Expense

Components of net periodic pension expense for the Company’s plans were as follows:


		Three Months Ended March 31,				Three Months Ended June 30,				Six Months Ended June 30,
		2023		2022				2023		2022		2023		2022
		(in millions)				(in millions)
Service cost	Service cost	$	2	$	2		Service cost	$	2	$	2	$	4	$	4
Interest cost	Interest cost	31		14			Interest cost	31		14		62		28
Expected return on assets	Expected return on assets	(39)		(39)			Expected return on assets	(39)		(40)		(78)		(79)
Prior period service cost amortization	Prior period service cost amortization	(1)		(1)			Prior period service cost amortization	(1)		(1)		(1)		(1)
Actuarial (gain) loss	Actuarial (gain) loss	—		—			Actuarial (gain) loss	—		—		—		1
Net amortization	Net amortization	9		20			Net amortization	9		20		18		40
Impact of settlement		—		—

Net Periodic Pension Expense	Net Periodic Pension Expense	$	2	$	(4)		Net Periodic Pension Expense	$	2	$	(5)	$	5	$	(7)

12) INCOME TAXES

Income tax expense for the three and six months ended ~~March 31,~~June 30, 2023 and 2022 was computed using an estimated annual effective tax rate (“ETR”), with discrete items recognized in the period in which they occur. The estimated ETR is revised, as necessary, at the end of successive interim reporting periods.

During the fourth quarter of 2022, the Company established a valuation allowance of $1.6 billion against its deferred tax asset related to unrealized capital losses in the available for sale securities portfolio. Adjustments to the valuation allowance due to changes in the portfolio’s unrealized capital loss are recorded in other comprehensive income. For the three months ended March 31, 2023, and June 30, 2023, the Company recorded a decrease to the valuation allowance of $341 million ~~due~~and an increase to ~~a decrease in~~ the ~~portfolio’s unrealized capital loss. This adjustment was recorded~~valuation allowance of $138 million, respectively, in other comprehensive income.

As of each reporting date, management considers new evidence, both positive and negative, that could affect its view of the future realization of deferred tax assets. Adjustments to the valuation allowance due to new facts or evidence are recorded in net income. During the three months ended March 31, 2023, the Company ~~has taken steps to increase~~had increased its available ~~future~~ liquidity ~~by increasing~~and recorded a decrease to the valuation allowance of $614 million in net income. During the three months ended June 30, 2023, management continued to increase borrowing capacity and ~~amending certain counterparty agreements. While management has several actions that are pending, the~~available liquidity. The Company now has the ability and intent to hold the underlying securities in its available for sale portfolio to recovery to the extent that ~~half of the~~additional deferred tax asset would be realized. Based on all available evidence, as of ~~March 31,~~June 30, 2023, the Company concluded that ~~half~~approximately three quarters of the deferred tax asset related to unrealized tax capital losses is more-likely-than-not to be realized and a full valuation allowance is not necessary. For the three months and six months ended June 30, 2023, the Company recorded decreases to the valuation allowance of $376 million and $990 million, respectively, in net income. A valuation allowance of ~~$614~~$376 million remains against the portion of the deferred tax asset that is still not more-likely-than-not to be realized. ~~The partial release of the valuation allowance of $614 million was recorded in net income.~~

The Company uses the aggregate portfolio approach related to the stranded or disproportionate income tax effects in accumulated other comprehensive income related to available for sale securities. Under this approach, the disproportionate tax effect remains intact as long as the investment portfolio remains.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

13) EQUITY

Preferred Stock

Preferred stock authorized, issued and outstanding was as follows:

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~


		March 31, 2023			December 31, 2022				June 30, 2023			December 31, 2022
Series	Series	Shares Authorized	Shares Issued	Shares Outstanding	Shares Authorized	Shares Issued	Shares Outstanding	Series	Shares Authorized	Shares Issued	Shares Outstanding	Shares Authorized	Shares Issued	Shares Outstanding
Series A	Series A	32,000	32,000	32,000	32,000	32,000	32,000	Series A	32,000	32,000	32,000	32,000	32,000	32,000
Series B	Series B	20,000	20,000	20,000	20,000	20,000	20,000	Series B	20,000	20,000	20,000	20,000	20,000	20,000
Series C	Series C	12,000	12,000	12,000	12,000	12,000	12,000	Series C	12,000	12,000	12,000	12,000	12,000	12,000
Total	Total	64,000	64,000	64,000	64,000	64,000	64,000	Total	64,000	64,000	64,000	64,000	64,000	64,000

Dividends declared per share were as follows for the periods indicated:


		Three Months Ended March 31,				Three Months Ended June 30,		Six Months Ended June 30,
		2023		2022				2023		2022		2023		2022
Series A dividends declared	Series A dividends declared	$	328	$	328		Series A dividends declared	$	328	$	328	$	656	$	656
Series B dividends declared	Series B dividends declared	$	—	$	—		Series B dividends declared	$	619	$	619	$	619	$	619
Series C dividends declared	Series C dividends declared	$	269	$	269		Series C dividends declared	$	269	$	269	$	538	$	538

Common Stock

Dividends declared per share of common stock were as follows for the periods indicated:

Three Months Ended March 31,
2023 2022
Dividends declared $ 0.20 $ 0.18


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Dividends declared	$	0.22	$	0.20	$	0.42	$	0.38

Share Repurchase

On February 9, 2022, the Company’s Board of Directors authorized a new $1.2 billion share repurchase program. Under this program, the Company may, from time to time purchase shares of its common stock through various means. The Company may choose to suspend or discontinue the repurchase program at any time. The repurchase program does not obligate the Company to purchase any particular number of shares. On February 9, 2023, the Company’s Board of Directors authorized a new $700 million share repurchase program. Under this program, the Company may, from time to time, purchase shares of its common stock through various means. The Company may choose to suspend or discontinue the repurchase program at any time. The repurchase program does not obligate the Company to purchase any particular number of shares. As of ~~March 31,~~June 30, 2023, Holdings had authorized capacity of approximately ~~$870~~$629 million remaining in its share repurchase program.

Holdings repurchased a total of ~~7.3~~8.9 million, 7.6 million, 16.2 million and ~~8.6~~16.2 million shares of its common stock at an average price of ~~$29.16~~$25.33, $28.90, $27.19, and ~~$31.96~~$30.81 through open market repurchases, ASRs and privately negotiated transactions during the three and six months ended ~~March 31,~~June 30, 2023 and 2022, respectively.

During the three and six months ended ~~March 31,~~June 30, 2023 and 2022, Holdings repurchased ~~4.5~~3.6 million, 0.0 million, 8.1 million and 7.9 million shares of its common stock through open market repurchases.

Accelerated Share Repurchase Agreement

In June 2023, Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $75 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a pre-payment of $75 million and received initial delivery of 2.4 million Holdings’ shares. The ASR terminated in July 2023, at which time an additional 369,000 shares of common stock were received.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

In April 2023, Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $75 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a pre-payment of $75 million and received initial delivery of 2.4 million Holdings’ shares. The ASR terminated in May 2023, at which time an additional 598,000 shares of common stock were received.

In January 2023, Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $75 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a ~~prepayment~~pre-payment of $75 million and received initial delivery of 2 million Holdings’ shares. The ASR terminated in March 2023, at which time an additional 424,000 shares of common stock were received.

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

Accumulated Other Comprehensive Income (Loss)

AOCI represents cumulative gains (losses) on items that are not reflected in net income (loss). The balances as of ~~March 31,~~June 30, 2023 and December 31, 2022 follow:


		March 31,		December 31,				June 30,		December 31,
		2023		2022				2023		2022
		(in millions)				(in millions)
Unrealized gains (losses) on investments	Unrealized gains (losses) on investments	$	(7,917)	$	(9,324)		Unrealized gains (losses) on investments	$	(8,537)	$	(9,324)
Market risk benefits - instrument-specific credit risk component	Market risk benefits - instrument-specific credit risk component	1,855		668			Market risk benefits - instrument-specific credit risk component	1,745		668
Liability for future policy benefits - current discount rate component	Liability for future policy benefits - current discount rate component	213		355			Liability for future policy benefits - current discount rate component	307		355
Defined benefit pension plans	Defined benefit pension plans	(629)		(650)			Defined benefit pension plans	(622)		(650)
Foreign currency translation adjustments	Foreign currency translation adjustments	(85)		(91)			Foreign currency translation adjustments	(80)		(91)
Total accumulated other comprehensive income (loss)	Total accumulated other comprehensive income (loss)	(6,563)		(9,042)			Total accumulated other comprehensive income (loss)	(7,187)		(9,042)
Less: Accumulated other comprehensive income (loss) attributable to noncontrolling interest	Less: Accumulated other comprehensive income (loss) attributable to noncontrolling interest	(47)		(50)			Less: Accumulated other comprehensive income (loss) attributable to noncontrolling interest	(45)		(50)
Accumulated other comprehensive income (loss) attributable to Holdings	Accumulated other comprehensive income (loss) attributable to Holdings	$	(6,516)	$	(8,992)		Accumulated other comprehensive income (loss) attributable to Holdings	$	(7,142)	$	(8,992)

The components of OCI, net of taxes for the three and six months ended ~~March 31,~~June 30, 2023 and 2022 is as follows:


		Three Months Ended March 31,				Three Months Ended June 30,					Six Months Ended June 30,
				2023			2022				2023		2022		2023		2022
			(in millions)						(in millions)
Change in net unrealized gains (losses) on investments:	Change in net unrealized gains (losses) on investments:									Change in net unrealized gains (losses) on investments:
Net unrealized gains (losses) arising during the period	Net unrealized gains (losses) arising during the period			$	1,571		$	(5,080)		Net unrealized gains (losses) arising during the period	$	(700)	$	(4,654)	$	871	$	(9,734)
(Gains) losses reclassified into net income (loss) during the period (1)	(Gains) losses reclassified into net income (loss) during the period (1)			63			264			(Gains) losses reclassified into net income (loss) during the period (1)	37		169		100		433
Net unrealized gains (losses) on investments	Net unrealized gains (losses) on investments			1,634			(4,816)			Net unrealized gains (losses) on investments	(663)		(4,485)		971		(9,301)
Adjustments for policyholders’ liabilities, DAC, insurance liability loss recognition and other	Adjustments for policyholders’ liabilities, DAC, insurance liability loss recognition and other			(8)			139			Adjustments for policyholders’ liabilities, DAC, insurance liability loss recognition and other	39		132		31		271
Change in unrealized gains (losses), net of adjustments (net of deferred income tax expense (benefit) of $341 and $(1,244))				1,626			(4,677)
Change in unrealized gains (losses), net of adjustments (net of deferred income tax expense (benefit) of $(332), $(1,157), $9 and $(2,401))										Change in unrealized gains (losses), net of adjustments (net of deferred income tax expense (benefit) of $(332), $(1,157), $9 and $(2,401))	(624)		(4,353)		1,002		(9,030)
Change in LFPB discount rate and MRB credit risk, net of tax	Change in LFPB discount rate and MRB credit risk, net of tax									Change in LFPB discount rate and MRB credit risk, net of tax
Market risk benefits - changes in instrument-specific credit risk (net of deferred income tax expense (benefit) of $249 and $418)				938			1,573
Liability for future policy benefits - changes in current discount rate (net of deferred income tax expense (benefit) of $(30) and $123)				(112)			462
Market risk benefits - change in instrument-specific credit risk (net of deferred income tax expense (benefit) of $(23), $299, $226 and $718)										Market risk benefits - change in instrument-specific credit risk (net of deferred income tax expense (benefit) of $(23), $299, $226 and $718)	(87)		1,126		851		2,699
Liability for future policy benefits - change in current discount rate (net of deferred income tax expense (benefit) of $20, $102, $(10) and $225)										Liability for future policy benefits - change in current discount rate (net of deferred income tax expense (benefit) of $20, $102, $(10) and $225)	74		385		(38)		847
Change in defined benefit plans:	Change in defined benefit plans:									Change in defined benefit plans:
Reclassification to Net income (loss) of amortization of net prior service credit included in net periodic cost (3)	Reclassification to Net income (loss) of amortization of net prior service credit included in net periodic cost (3)			20			43			Reclassification to Net income (loss) of amortization of net prior service credit included in net periodic cost (3)	9		2		29		45
Change in defined benefit plans (net of deferred income tax expense (benefit) of $(6) and $(9))				20			43
Change in defined benefit plans (net of deferred income tax expense (benefit) of $(2), $0, $(7), and $(9))										Change in defined benefit plans (net of deferred income tax expense (benefit) of $(2), $0, $(7), and $(9))	9		2		29		45
Foreign currency translation adjustments:	Foreign currency translation adjustments:									Foreign currency translation adjustments:
Foreign currency translation gains (losses) arising during the period				6			(12)

Foreign currency translation adjustment				6			(12)
Total other comprehensive income (loss), net of income taxes				2,478			(2,611)
Less: Other comprehensive income (loss) attributable to noncontrolling interest				2			(4)
Other comprehensive income (loss) attributable to Holdings				$	2,476		$	(2,607)

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Foreign currency translation gains (losses) arising during the period	5		(33)		11		(45)

Foreign currency translation adjustment	5		(33)		11		(45)
Total other comprehensive income (loss), net of income taxes	(623)		(2,873)		1,855		(5,484)
Less: Other comprehensive income (loss) attributable to noncontrolling interest	3		(12)		5		(16)
Other comprehensive income (loss) attributable to Holdings	$	(626)	$	(2,861)	$	1,850	$	(5,468)

______________

(1)See ~~“reclassification~~“Reclassification adjustment” in Note 3 of the Notes to these Consolidated Financial Statements. Reclassification amounts presented net of income tax expense (benefit) of ~~$(17)~~$(10) million, $(45) million, $(26) million and ~~$(70)~~$(115) million for the three and six months ended ~~March 31,~~June 30, 2023 and 2022, respectively.

Investment gains and losses reclassified from AOCI to net income (loss) primarily consist of realized gains (losses) on sales and credit losses of AFS securities and are included in total investment gains (losses), net on the consolidated statements of income (loss). Amounts reclassified from AOCI to net income (loss) as related to defined benefit plans

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

primarily consist of amortization of net (gains) losses and net prior service cost (credit) recognized as a component of net periodic cost and reported in compensation and benefits in the consolidated statements of income (loss). Amounts presented in the table above are net of tax.

14) SHORT-TERM AND LONG-TERM DEBT

On January 11, 2023, the Company issued $500 million aggregate principal amount of senior notes (the “Senior Notes”). These amounts were recorded net of the underwriting discount and issuance costs of $5 million. The Company will pay semiannual interest on the Senior Notes on January 11 and July 11 of each year, commencing on July 11, 2023, and the Senior Notes will mature on January 11, 2033. The Senior Notes bear interest at 5.594% per annum. On any date prior to October 11, 2032, the Company may redeem some or all of the Senior Notes, subject to a make-whole provision. At any time on or after October 11, 2032, the Company may, at its option, redeem the Notes in whole or in part, at a price equal to 100% of the principal amount of the Senior Notes being redeemed plus accrued and unpaid interest thereon to the redemption date. The Senior Notes contain customary affirmative and negative covenants, including a limitation on certain liens and a limit on the Company’s ability to consolidate, merge, sell or otherwise dispose of all or substantially all of its assets. The Senior Notes also include customary events of default (with customary grace periods, as applicable), including provisions under which, upon the occurrence of an event of default, all outstanding Senior Notes may be accelerated.

Holdings Senior Notes Repayment

On April 20, 2018, Holdings issued $800 million aggregate principal amount of 3.9% Senior Notes due 2023. During 2021 Holdings made a principal pre-payment of $280 million on the 3.9% Senior Notes. The remaining balance was paid in full on the due date of April 20, 2023.

15) REDEEMABLE NONCONTROLLING INTEREST

The changes in the components of redeemable noncontrolling interests are presented in the table that follows:


		Three Months Ended March 31,			Three Months Ended June 30,									Six Months Ended June 30,
			2023			2022				2023		2022			2023		2022
			(in millions)					(in millions)
Balance, beginning of the period			$	455		$	468
Balance, beginning of period									Balance, beginning of period	$	613	$	386		$	455	$	468
Net earnings (loss) attributable to redeemable noncontrolling interests	Net earnings (loss) attributable to redeemable noncontrolling interests		12			(27)			Net earnings (loss) attributable to redeemable noncontrolling interests	6		(29)			18		(56)
Purchase/change of redeemable noncontrolling interests	Purchase/change of redeemable noncontrolling interests		146			(55)			Purchase/change of redeemable noncontrolling interests	(88)		(9)			58		(64)
Balance, end of the period			$	613		$	386
Balance, end of period									Balance, end of period	$	531	$	348		$	531	$	348

16) COMMITMENTS AND CONTINGENT LIABILITIES

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Litigation and Regulatory Matters

Litigation, regulatory and other loss contingencies arise in the ordinary course of the Company’s activities as a diversified financial services firm. The Company is a defendant in a number of litigation matters arising from the conduct of its business. In some of these matters, claimants seek to recover very large or indeterminate amounts, including compensatory, punitive, treble and exemplary damages. Modern pleading practice permits considerable variation in the assertion of monetary damages and other relief. Claimants are not always required to specify the monetary damages they seek, or they may be required only to state an amount sufficient to meet a court’s jurisdictional requirements. Moreover, some jurisdictions allow claimants to allege monetary damages that far exceed any reasonably possible verdict. The variability in pleading requirements and past experience demonstrates that the monetary and other relief that may be requested in a lawsuit or claim often bears little relevance to the merits or potential value of a claim. Litigation against the Company includes a variety of claims including, among other things, insurers’ sales practices, alleged agent misconduct, alleged failure to properly supervise agents, contract administration, product design, features and accompanying disclosure, cost of insurance increases, payments of death benefits and the reporting and escheatment of unclaimed property, alleged breach of fiduciary duties, alleged mismanagement of client funds and other matters.

The outcome of a litigation or regulatory matter is difficult to predict, and the amount or range of potential losses associated with these or other loss contingencies requires significant management judgment. It is not possible to predict the ultimate outcome or to provide reasonably possible losses or ranges of losses for all pending regulatory matters, litigation and other loss contingencies. While it is possible that an adverse outcome in certain cases could have a material adverse effect upon the Company’s financial position, based on information currently known, management believes that neither the outcome of pending litigation and regulatory matters, nor potential liabilities associated with other loss contingencies, are likely to have such an effect. However, given the large and indeterminate amounts sought

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

in certain litigation and the inherent unpredictability of all such matters, it is possible that an adverse outcome in certain of the Company’s litigation or regulatory matters, or liabilities arising from other loss contingencies, could, from time to time, have a material adverse effect upon the Company’s results of operations or cash flows in a particular quarterly or annual period.

For some matters, the Company is able to estimate a range of loss. For such matters in which a loss is probable, an accrual has been made. For matters where the Company believes a loss is reasonably possible, but not probable, no accrual is required. For matters for which an accrual has been made, but there remains a reasonably possible range of loss in excess of the amounts accrued or for matters where no accrual is required, the Company develops an estimate of the unaccrued amounts of the reasonably possible range of losses. As of ~~March 31,~~June 30, 2023, the Company estimates the aggregate range of reasonably possible losses, in excess of any amounts accrued for these matters as of such date, to be up to approximately $250 million.

For other matters, the Company is currently not able to estimate the reasonably possible loss or range of loss. The Company is often unable to estimate the possible loss or range of loss until developments in such matters have provided sufficient information to support an assessment of the range of possible loss, such as quantification of a damage demand from plaintiffs, discovery from plaintiffs and other parties, investigation of factual allegations, rulings by a court on motions or appeals, analysis by experts and the progress of settlement discussions. On a quarterly and annual basis, the Company reviews relevant information with respect to litigation and regulatory contingencies and updates the Company’s accruals, disclosures and reasonably possible losses or ranges of loss based on such reviews.

In February 2016, a lawsuit was filed in the Southern District of New York entitled Brach Family Foundation, Inc. v. AXA Equitable Life Insurance Company. This lawsuit is a putative class action brought on behalf of all owners of UL policies subject to Equitable Financial’s COI rate increase. In early 2016, Equitable Financial raised COI rates for certain UL policies issued between 2004 and 2008, which had both issue ages 70 and above and a current face value amount of $1 million and above. A second putative class action was filed in the District of Arizona in 2017 and consolidated with the Brach matter in federal court in New York. The consolidated amended class action complaint ~~alleges~~alleged the following claims: breach of contract; misrepresentations in violation of Section 4226 of the New York Insurance Law; violations of New York General Business Law Section 349; and violations of the California Unfair Competition Law, and the California Elder Abuse Statute. Plaintiffs ~~seek:~~sought: (a) compensatory damages, costs, and, pre- and post-judgment interest; (b) with respect to their claim concerning Section 4226, a penalty in the amount of premiums paid by the plaintiffs and the putative class; and (c) injunctive relief and attorneys’ fees in connection with their statutory claims. In August 2020, the federal district court issued a decision certifying nationwide breach of contract and Section 4226 classes, and a New York State Section 349 class. Owners of a substantial number of policies opted out of the Brach class action. Most opt-out policies are not yet the subject of litigation. Others filed suit

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

previously including three individual federal actions that have been coordinated with the Brach action and contain similar allegations along with additional allegations for violations of state consumer protection statutes and common law fraud. In ~~March 2022,~~May 2023, the Brach class action and Equitable Financial informed the federal district court issued a summary judgment decision, denying in significant part but granting in part Equitable Financial’s motion and denying the motion filed by plaintiffs in the coordinated actions. In July 2022, the federal district court granted Equitable Financial’s motion to reconsider its summary judgment decision in part and granted summary judgment as to a portion of the Section 4226 class. The federal district court alsothat they had mutually agreed to ~~consider whether it should decertify~~settle the ~~Section 4226 class.~~class action. In ~~January~~June 2023, the federal district court ~~declined to decertify~~entered an order of preliminary approval of the settlement agreement and scheduled a final approval hearing for October 2023. Equitable Financial is fully accrued for the class ~~and instead modified it to replace certain class members.~~settlement, which will have no impact on earnings or cash. Beginning October 30, 2023, the federal district court will hold one consolidated trial for the ~~Brach action and the~~remaining three coordinated ~~actions.~~individual actions still pending before the federal district court. Equitable Financial has commenced settlement discussions with ~~the Brach class action plaintiffs and~~those individual plaintiffs in the coordinated actions. No assurances can be given about the outcome of those settlement discussions. Equitable Financial has settled other actual and threatened litigations challenging the COI increase by individual policy owners and one entity that invested in numerous policies purchased in the life settlement market. ~~Two~~

Finally, two actions are also pending against Equitable Financial in New York state court. In July 2022, the trial court in one of the New York state court actions, Hobish v. AXA Equitable Life Insurance Company, granted in significant part Equitable Financial’s motion for summary judgment and denied plaintiff’s cross motion. That plaintiff ~~filed a notice of~~appealed but its appeal ~~and Equitable filed a notice of cross-appeal.~~was denied by the state appellate court. Equitable Financial is vigorously defending each of these matters.

As with other financial services companies, Equitable Financial periodically receives informal and formal requests for information from various state and federal governmental agencies and self-regulatory organizations in connection with inquiries and investigations of the products and practices of the Company or the financial services industry. It is the practice of the Company to cooperate fully in these matters.

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

Obligations under Funding Agreements

Pre-Capitalized Trust Securities (“P-Caps”)

In April 2019, pursuant to separate Purchase Agreements among Holdings, Credit Suisse Securities (USA) LLC, as representative of the several initial purchasers, and the Trusts (as defined below), Pine Street Trust I, a Delaware statutory trust (the “2029 Trust”), completed the issuance and sale of 600,000 of its Pre-Capitalized Trust Securities redeemable February 15, 2029 (the “2029 P-Caps”) for an aggregate purchase price of $600 million and Pine Street Trust II, a Delaware statutory trust (the “2049 Trust” and, together with the 2029 Trust, the “Trusts”), completed the issuance and sale of 400,000 of its Pre-Capitalized Trust Securities redeemable February 15, 2049 (the “2049 P-Caps” and, together with the 2029 P-Caps, the “P-Caps”) for an aggregate purchase price of $400 million in each case to qualified institutional buyers in reliance on Rule 144A that are also “qualified purchasers” for purposes of Section 3(c)(7) of the Investment Company Act of 1940, as amended.

The P-Caps are an off-balance sheet contingent funding arrangement that, upon Holdings’ election, gives Holdings the right over a ten-year period (in the case of the 2029 Trust) or over a thirty-year period (in the case of the 2049 Trust) to issue senior notes to these Trusts. The Trusts each invested the proceeds from the sale of their P-Caps in separate portfolios of principal and/or interest strips of U.S. Treasury securities. In return, Holdings will pay a semi-annual facility fee to the 2029 Trust and 2049 Trust calculated at a rate of 2.125% and 2.715% per annum, respectively, which will be applied to the unexercised portion of the contingent funding arrangement and Holdings will reimburse the Trusts for certain expenses. The facility fees are recorded in Other operating costs and expenses in the Consolidated Statements of Income (Loss).

Federal Home Loan Bank (“FHLB”)

As a member of the FHLB, Equitable Financial has access to collateralized borrowings. It also may issue funding agreements to the FHLB. Both the collateralized borrowings and funding agreements would require Equitable Financial to pledge qualified mortgage-backed assets and/or government securities as collateral. Equitable Financial issues short-term funding agreements to the FHLB and uses the funds for asset, liability, and cash management purposes. Equitable Financial issues long-term funding agreements to the FHLB and uses the funds for spread lending purposes.

Entering into FHLB membership, borrowings and funding agreements requires the ownership of FHLB stock and the pledge of assets as collateral. Equitable Financial has purchased FHLB stock of ~~$388~~$413 million and pledged collateral with a carrying value of $~~13.0~~10.3 billion as of ~~March 31,~~June 30, 2023.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

Funding agreements are reported in policyholders’ account balances in the consolidated balance sheets. For other instruments used for asset/liability and cash management purposes, see “Offsetting of Financial Assets and Liabilities and Derivative Instruments” included in Note 4 of the Notes to these Consolidated Financial Statements. The table below summarizes the Company’s activity of funding agreements with the FHLB.

Change in FHLB Funding Agreements during the ~~Three~~Six Months Ended ~~March 31,~~June 30, 2023


		Outstanding Balance at December 31, 2022		Issued During the Period		Repaid During the Period		Long-term Agreements Maturing Within One Year		Long-term Agreements Maturing Within Five Years		Outstanding Balance at March 31, 2023			Outstanding Balance at December 31, 2022		Issued During the Period		Repaid During the Period		Long-term Agreements Maturing Within One Year		Long-term Agreements Maturing Within Five Years		Outstanding Balance at June 30, 2023
		(in millions)													(in millions)
Short-term funding agreements:	Short-term funding agreements:													Short-term funding agreements:
Due in one year or less	Due in one year or less	$	6,130	$	14,066	$	(14,201)	$	—	$	—	$	5,995	Due in one year or less	$	6,130	$	30,052	$	(29,678)	$	183	$	—	$	6,687
Long-term funding agreements:	Long-term funding agreements:													Long-term funding agreements:
Due in years two through five	Due in years two through five	1,679		—		—		—		—		1,679		Due in years two through five	1,679		—		—		(172)		—		1,507
Due in more than five years	Due in more than five years	692		—		—		—		—		692		Due in more than five years	692		—		—		—		(11)		681
Total long-term funding agreements	Total long-term funding agreements	2,371		—		—		—		—		2,371		Total long-term funding agreements	2,371		—		—		(172)		(11)		2,188
Total funding agreements (1)	Total funding agreements (1)	$	8,501	$	14,066	$	(14,201)	$	—	$	—	$	8,366	Total funding agreements (1)	$	8,501	$	30,052	$	(29,678)	$	11	$	(11)	$	8,875

_____________

(1)The $3 million and $4 million difference between the funding agreements carrying value shown in fair value table for ~~March 31,~~June 30, 2023 and December 31, 2022, respectively, reflects the remaining amortization of a hedge implemented and closed, which locked in the funding agreements borrowing rates.

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

Funding Agreement-Backed Notes Program (“FABN”)

Under the FABN program, Equitable Financial may issue funding agreements in U.S. dollar or other foreign currencies to a Delaware special purpose statutory trust (the “Trust”) in exchange for the proceeds from issuances of fixed and floating rate medium-term marketable notes issued by the Trust from time to time (the “Trust Notes”). The funding agreements have matching interest, maturity and currency payment terms to the applicable Trust Notes. The Company hedges the foreign currency exposure of foreign currency denominated funding agreements using cross currency swaps as discussed in Note 4 of the Notes to these Consolidated Financial Statements. As of ~~March 31,~~June 30, 2023, the maximum aggregate principal amount of Trust Notes permitted to be outstanding at any one time is $10.0 billion. Funding agreements issued to the Trust, including any foreign currency transaction adjustments, are reported in policyholders’ account balances in the consolidated balance sheets. Foreign currency transaction adjustments to policyholder’s account balances are recognized in net income (loss) as an adjustment to interest credited to policyholders’ account balances and are offset in interest credited to policyholders’ account balances by a release of AOCI from deferred changes in fair value of designated and qualifying cross currency swap cash flow hedges. The table below summarizes Equitable Financial’s activity of funding agreements under the FABN program.

Change in FABN Funding Agreements during the ~~Three~~Six Months Ended ~~March 31,~~June 30, 2023


		Outstanding Balance at December 31, 2022		Issued During the Period		Repaid During the Period		Long-term Agreements Maturing Within One Year		Long-term Agreements Maturing Within Five Years		Foreign Currency Transaction Adjustment			Outstanding Balance at March 31, 2023			Outstanding Balance at December 31, 2022		Issued During the Period		Repaid During the Period		Long-term Agreements Maturing Within One Year		Long-term Agreements Maturing Within Five Years		Foreign Currency Transaction Adjustment		Outstanding Balance at June 30, 2023
		(in millions)												(in millions)
Short-term funding agreements:	Short-term funding agreements:																Short-term funding agreements:
Due in one year or less	Due in one year or less	$	1,500	$	—	$	—	$	—	$	—	$	—		$	1,500	Due in one year or less	$	1,500	$	—	$	(1,000)	$	—	$	—	$	—	$	500
Long-term funding agreements:	Long-term funding agreements:																Long-term funding agreements:
Due in years two through five	Due in years two through five	4,000		300		—		—		750		—			5,050		Due in years two through five	4,000		671		—		—		1,285		20		5,976
Due in more than five years	Due in more than five years	1,585		—		—		—		(750)		7			842		Due in more than five years	1,585		—		—		—		(1,285)		—		300
Total long-term funding agreements	Total long-term funding agreements	5,585		300		—		—		—		7			5,892		Total long-term funding agreements	5,585		671		—		—		—		20		6,276
Total funding agreements (1)	Total funding agreements (1)	$	7,085	$	300	$	—	$	—	$	—	$	7		$	7,392	Total funding agreements (1)	$	7,085	$	671	$	(1,000)	$	—	$	—	$	20	$	6,776

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

_____________

(1)The ~~$25~~$29 million and $66 million difference between the funding agreements notional value shown and carrying value table as of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively, reflects the remaining amortization of the issuance cost of the funding agreements and the foreign currency transaction adjustment.

Funding Agreement-Backed Commercial Paper Program

In May 2023, Equitable Financial and Equitable America established a funding agreement-backed commercial paper program (the “FABCP Program”), pursuant to which a special purpose limited liability company (the “SPLLC”) may issue commercial paper and deposit the proceeds with Equitable Financial or Equitable America pursuant to a funding agreement issued by Equitable Financial or Equitable America to the SPLLC. The current maximum aggregate principal amount permitted to be outstanding at any one time under the FABCP Program is $3.0 billion for Equitable Financial and $1.0 billion for Equitable America. As of June 30, 2023, Equitable Financial and Equitable America had $590 million and $0 outstanding under the program, respectively.

Credit Facilities

For information regarding activity pertaining to our credit facilities arrangements, see Note 14 of the Notes to these Consolidated Financial Statements.

Guarantees and Other Commitments

The Company provides certain guarantees or commitments to affiliates and others. As of ~~March 31,~~June 30, 2023, these arrangements include commitments by the Company to provide equity financing of $1.3 billion to certain limited partnerships and real estate joint ventures under certain conditions. Management believes the Company will not incur material losses as a result of these commitments.

The Company had $17 million of undrawn letters of credit related to reinsurance as of ~~March 31,~~June 30, 2023. The Company had ~~$764~~$827 million of commitments under existing mortgage loan agreements as of ~~March 31,~~June 30, 2023.

The Company is the obligor under certain structured settlement agreements it had entered into with unaffiliated insurance companies and beneficiaries. To satisfy its obligations under these agreements, the Company owns single premium annuities issued by previously wholly-owned life insurance subsidiaries. The Company has directed payment under these annuities to be made directly to the beneficiaries under the structured settlement agreements. A contingent liability exists with respect to these agreements should the previously wholly-owned subsidiaries be unable to meet their obligations. Management believes the need for the Company to satisfy those obligations is remote.

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

17) BUSINESS SEGMENT INFORMATION

As previously announced, effective January 1, 2023, our financial reporting presentation was revised to reflect the reorganization of the Company’s reportable segments to reflect how the Company’s chief operating decision maker now makes operating decisions and assesses performance. We now have six reportable segments. Prior period results have been revised in connection with updates to our reportable segments.

The six reportable segments are: Individual Retirement, Group Retirement, Investment Management and Research, Protection Solutions, Wealth Management and Legacy.

These segments reflect the manner by which the Company’s chief operating decision maker views and manages the business. A brief description of these segments follows:

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

•The Protection Solutions segment includes our life insurance and group employee benefits businesses. Our life insurance business offers a variety of VUL, UL and term life products to help affluent and high net worth individuals, as well as small and medium-sized business owners, with their wealth protection, wealth transfer and corporate needs. Our group employee benefits business offers a suite of dental, vision, life, and short- and long-term disability and other insurance products to small and medium-size businesses across the United States.

•The Wealth Management segment offers discretionary and non-discretionary investment advisory accounts, financial planning and advice, life insurance, and annuity products through Equitable Advisors.

•The Legacy segment primarily consists of the capital intensive fixed-rate GMxB business written in the Individual Retirement market prior to 2011. This business offered GMDB features in isolation or together with GMLB features. This business also historically offered variable annuities with four types of guaranteed living benefit riders: GMIB, GWBL/GMWB, and GMAB.

Measurement

Operating earnings (loss) is the financial measure which primarily focuses on the Company’s segments’ results of operations as well as the underlying profitability of the Company’s core business. By excluding items that can be distortive and unpredictable such as investment gains (losses) and investment income (loss) from derivative instruments, the Company believes operating earnings (loss) by segment enhances the understanding of the Company’s underlying drivers of profitability and trends in the Company’s segments.

Operating earnings is calculated by adjusting each segment’s net income (loss) attributable to Holdings for the following items:

•Items related to variable annuity product features, which include: (i) changes in the fair value of market risk benefits and purchased market risk benefits, including the related attributed fees and claims, offset by derivatives and other securities used to hedge the market risk benefits which result in residual net income volatility as the change in fair value of certain securities is reflected in OCI and due to our statutory capital hedge program; and (ii) market adjustments to deposit asset or liability accounts arising from reinsurance agreements which do not expose the reinsurer to a reasonable possibility of a significant loss from insurance risk;

•Investment (gains) losses, which includes credit loss impairments of securities/investments, sales or disposals of securities/investments, realized capital gains/losses and valuation allowances;

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

•Net actuarial (gains) losses, which includes actuarial gains and losses as a result of differences between actual and expected experience on pension plan assets or projected benefit obligation during a given period related to pension, other postretirement benefit obligations, and the one-time impact of the settlement of the defined benefit obligation;

•Other adjustments, which primarily include restructuring costs related to severance and separation, lease write-offs related to non-recurring restructuring activities, COVID-19 related impacts, net derivative gains (losses) on certain Non-GMxB derivatives, net investment income from certain items including consolidated VIE investments, seed capital mark-to-market adjustments, unrealized gain/losses and realized capital gains/losses from sales or disposals of select securities, certain legal accruals; and a bespoke deal to repurchase UL policies from one entity that had invested in numerous policies purchased in the life settlement market, which disposed of the risk of additional COI litigation by that entity related to those UL policies; and

•Income tax expense (benefit) related to the above items and non-recurring tax items, which includes the effect of uncertain tax positions for a given audit period and a decrease of a deferred tax valuation allowance.

The General Account investment portfolio is used to support the insurance and annuity liabilities of our Individual Retirement, Group Retirement, Protection Solutions and Legacy business segments. In the first quarter 2022, the Company changed its methodology for allocating its General Account investment portfolio, which resulted in a change in the asset and net investment income allocation amongst the Company’s business segments. Following this change, the segmentation of the general account investments is now more closely aligned with the liability characteristics of the product groups. Management determined that the change in the allocation methodology allows for improved flexibility and infuses an active asset liability management practice into the segmentation process. Additionally, the Company also changed its basis for allocating the spread earned from our FHLB investment borrowing and FABN programs. The spread earned from our FHLB investment borrowing and FABN programs includes the investment income on the assets less interest credited on the funding agreements. The net spread as reflected in net investment income is allocated to the segments based on the percentage of the individual segment’s insurance liabilities over the combined segments insurance liabilities.

This change in measurement only impacts our segment disclosures, and thus has no impact on our overall consolidated financial statements. Historical segment operating income (loss), revenues and assets have not been recast in the tables as the impact was immaterial.

Revenues derived from any customer did not exceed 10% of revenues for the three and six months ended ~~March 31,~~June 30, 2023 and 2022.

The Company accounts for ~~intersegment~~inter-segment sales and transfers as if the sales or transfers were to third parties, that is, at current market prices.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

The table below presents operating earnings (loss) by segment and Corporate and Other and a reconciliation to net income (loss) attributable to Holdings for the three and six months ended ~~March 31,~~June 30, 2023 and 2022, respectively:

Three Months Ended March 31,
2023 2022
(in millions)
Net income (loss) attributable to Holdings $ 177 $ 530
Adjustments related to:
Variable annuity product features 861 (616)
Investment (gains) losses 87 326
Net actuarial (gains) losses related to pension and other postretirement benefit obligations 9 19
Other adjustments (1) 45 228
Income tax expense (benefit) related to above adjustments (210) 9
Non-recurring tax items (605) 3
Non-GAAP Operating Earnings $ 364 $ 499

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~


		Three Months Ended March 31,			Three Months Ended June 30,				Six Months Ended June 30,
			2023			2022			2023		2022		2023		2022
									(in millions)
Net income (loss) attributable to Holdings								Net income (loss) attributable to Holdings	$	759	$	967	$	936	$	1,497
Adjustments related to:								Adjustments related to:
Variable annuity product features								Variable annuity product features	(65)		(1,031)		796		(1,647)
Investment (gains) losses								Investment (gains) losses	56		231		143		557
Net actuarial (gains) losses related to pension and other postretirement benefit obligations								Net actuarial (gains) losses related to pension and other postretirement benefit obligations	9		19		18		38
Other adjustments (1)								Other adjustments (1)	62		177		107		405
Income tax expense (benefit) related to above adjustments								Income tax expense (benefit) related to above adjustments	(13)		127		(223)		136
Non-recurring tax items (3)								Non-recurring tax items (3)	(367)		3		(972)		6
Non-GAAP Operating Earnings								Non-GAAP Operating Earnings	$	441	$	493	$	805	$	992
			(in millions)
Operating earnings (loss) by segment:	Operating earnings (loss) by segment:							Operating earnings (loss) by segment:
Individual Retirement	Individual Retirement		$	200		$	203	Individual Retirement	$	234	$	186	$	434	$	389
Group Retirement	Group Retirement		$	89		$	144	Group Retirement	$	107	$	111	$	196	$	255
Investment Management and Research	Investment Management and Research		$	99		$	136	Investment Management and Research	$	99	$	101	$	198	$	237
Protection Solutions	Protection Solutions		$	(35)		$	(3)	Protection Solutions	$	24	$	110	$	(11)	$	107
Wealth Management	Wealth Management		$	32		$	32	Wealth Management	$	42	$	24	$	74	$	56

Legacy	Legacy		$	60		$	63	Legacy	$	45	$	57	$	105	$	120
Corporate and Other (2)	Corporate and Other (2)		$	(81)		$	(76)	Corporate and Other (2)	$	(110)	$	(96)	$	(191)	$	(172)

______________

(1)Includes certain legal accruals related to the COI litigation of ~~$59~~$35 million, $107 million, $35 million and $166 million for the three and six months ended ~~March 31,~~June 30, 2023 and 2022, ~~.Includes~~respectively. Includes policyholder benefit costs of $75 million for the ~~three~~six months ended ~~March 31,~~June 30, 2022 stemming from a deal to repurchase UL policies from one entity that had invested in numerous policies purchased in the life settlement market.

(2)Includes interest expense and financing fees of ~~$67~~$57 million, $52 million, $119 million and ~~$53~~$105 million for the three and six months ended ~~March 31,~~June 30, 2023 and 2022, respectively.

(3)For the three and six months ended June 30, 2023, non-recurring tax items reflect primarily the effect of uncertain tax positions for a given audit period and a decrease of the deferred tax valuation allowance of $376 million and $990 million.

Segment revenues is a measure of the Company’s revenue by segment as adjusted to exclude certain items. The following table reconciles segment revenues to total revenues by excluding the following items:

•Items related to variable annuity product features, which include certain changes in the fair value of the derivatives and other securities we use to hedge these features and changes in the fair value of the embedded derivatives reflected within the net derivative results of variable annuity product features;

•Investment (gains) losses, which includes credit loss impairments of securities/investments, sales or disposals of securities/investments, realized capital gains/losses and valuation allowances;

•Other adjustments, which primarily includes net derivative gains (losses) on certain Non-GMxB derivatives and net investment income from certain items including consolidated VIE investments, seed capital mark-to-market adjustments and unrealized gain/losses associated with equity securities. The table below presents segment revenues for the three and six months ended ~~March 31,~~June 30, 2023 and 2022.

Three Months Ended March 31,
2023 2022
(in millions)
Segment revenues:
Individual Retirement (1) $ 588 $ 507
Group Retirement (1) 237 335
Investment Management and Research (2) 1,009 1,135
Protection Solutions (1) 767 809
Wealth Management (3) 362 376
Legacy (1) 206 215
Corporate and Other (1) 281 223
Eliminations (180) (199)
Adjustments related to:
Variable annuity product features (861) 616
Investment gains (losses), net (87) (326)
Other adjustments to segment revenues 35 (545)
Total revenues $ 2,357 $ 3,146

~~______________~~

~~(1)Includes investment expenses charged by AB of $38 million and $27 million for the three months ended March 31, 2023 and 2022, respectively, for services provided to the Company.~~

7482

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Segment revenues:
Individual Retirement (1)	$	647	$	471	$	1,235	$	978
Group Retirement (1)	267		298		504		633
Investment Management and Research (2) (4)	1,000		1,003		2,009		2,138
Protection Solutions (1)	784		789		1,551		1,598
Wealth Management (3)	391		368		753		744
Legacy (1)	203		199		409		414
Corporate and Other (1) (4)	262		200		543		423
Eliminations	(218)		(196)		(398)		(395)

Adjustments related to:
Variable annuity product features	65		1,031		(796)		1,647
Investment gains (losses), net	(56)		(231)		(143)		(557)
Other adjustments to segment revenues	(968)		758		(933)		213
Total revenues	$	2,377	$	4,690	$	4,734	$	7,836

______________

(1)Includes investment expenses charged by AB of $31 million, $27 million, $69 million and $54 million for the three and six months ended June 30, 2023 and 2022, respectively, for services provided to the Company.

(2)Inter-segment investment management and other fees of ~~$43~~$37 million, $34 million, $80 million and ~~$33~~$67 million for the three and six months ended ~~March 31,~~June 30, 2023 and 2022, respectively, are included in segment revenues of the Investment Management and Research segment.

(3)Inter-segment distribution fees of ~~$175~~$193 million, $190 million, $368 million and ~~$193~~$383 million for the three and six months ended ~~March 31,~~June 30, 2023 and 2022, respectively, are included in segment revenues of the Wealth Management segment.

(4)Includes interest expense charged to AB of $9$10 million, $0 million, $19 million and $0 million for the three and six months ended ~~March 31,~~June 30, 2023 and 2022, respectively.

The table below presents total assets by segment as of ~~March 31,~~June 30, 2023 and 2022:


		March 31, 2023		December 31, 2022			June 30, 2023		December 31, 2022
		(in millions)					(in millions)
Total assets by segment:	Total assets by segment:					Total assets by segment:
Individual Retirement	Individual Retirement	$	77,922	$	77,641	Individual Retirement	$	83,173	$	77,641
Group Retirement	Group Retirement	44,171		42,421		Group Retirement	45,969		42,421
Investment Management and Research	Investment Management and Research	11,864		12,633		Investment Management and Research	11,397		12,633
Protection Solutions	Protection Solutions	37,845		37,224		Protection Solutions	37,111		37,224
Wealth Management	Wealth Management	174		137		Wealth Management	208		137
Legacy	Legacy	49,804		48,231		Legacy	49,797		48,231
Corporate and Other	Corporate and Other	39,720		34,415		Corporate and Other	41,351		34,415
Total assets	Total assets	$	261,500	$	252,702	Total assets	$	269,006	$	252,702

18) INSURANCE GROUP STATUTORY FINANCIAL INFORMATION

In May 17, 2023, Equitable Financial entered into a reinsurance agreement (the “Reinsurance Treaty”) with its affiliate, Equitable America, effective April 1, 2023. Pursuant to the Reinsurance Treaty, virtually all of Equitable Financial’s net retained General Account liabilities, including all of its net retained liabilities relating to the living benefit and death riders related to (i) its variable annuity contracts issued outside the State of New York prior to October 1, 2022 (and with respect to its EQUI-VEST variable annuity contracts, issued outside the State of New York prior to February 1, 2023) and (ii) certain universal life insurance policies issued outside the State of New York prior

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

to October 1, 2022, were reinsured to Equitable America on a coinsurance funds withheld basis. In addition, all of the Separate Accounts liabilities relating to such variable annuity contracts were reinsured to Equitable America on a modified coinsurance basis. Equitable America’s obligations under the Reinsurance Treaty are secured through Equitable Financial’s retention of certain assets supporting the reinsured liabilities. This reinsurance treaty has no impact to the consolidated financial statements of the Company. The New York Department of Financial Services (the “NYDFS”) and the Arizona Department of Insurance and Financial Institutions each approved the Reinsurance Treaty.

Prescribed and Permitted Accounting Practices

As of ~~March 31,~~June 30, 2023, the following three prescribed and permitted practices resulted in net income (loss) and capital and surplus that is different from the statutory surplus that would have been reported had NAIC statutory accounting practices been applied.

Equitable Financial was granted a permitted practice by the NYDFS to apply SSAP 108, Derivatives Hedging Variable Annuity Guarantees on a retroactive basis from January 1, 2021 through June 30, 2021, after reflecting the impacts of our reinsurance transaction with Venerable. The permitted practice was amended to also permit Equitable Financial to adopt SSAP 108 prospectively as of July 1, 2021 and to consider the impact of both the interest rate derivatives and the ~~General Account~~general account assets used to fully hedge the interest rate risk inherent in its variable annuity guarantees when determining the amount of the deferred asset or liability under SSAP 108. Application of the permitted practice partially mitigates the New York Insurance Regulation 213 (“Reg 213”) impact of the Venerable Transaction on Equitable Financial’s statutory capital and surplus and enables Equitable Financial to more effectively neutralize the impact of interest rates on its statutory surplus and to better align with our economic hedging program. The impact of applying this permitted practice relative to SSAP 108 as written was an increase of approximately ~~$63~~$38 million in statutory special surplus funds ~~and a decrease~~as of ~~$22 million in statutory net income for~~June 30, 2023. The Reinsurance Treaty reduced the ~~three months ended March 31, 2023, which will be amortized over five years for each~~amount of ~~the retrospective and prospective components.~~interest rate hedging needed at Equitable Financial going forward, affecting future deferrals, but leaves our historical SSAP 108 deferred amounts unchanged. The permitted practice also reset Equitable Financial’s unassigned surplus to zero as of June 30, 2021 to reflect the transformative nature of the Venerable Transaction.

The NAIC Accounting Practices and Procedures manual (“NAIC SAP”) has been adopted as a component of prescribed or permitted practices by the State of New York. However, Reg 213 adopted in May of 2019 and as amended in February 2020 and March 2021, differs from the NAIC variable annuity reserve and capital framework. Reg 213 requires Equitable Financial to carry statutory basis reserves for its variable annuity contract obligations equal to the greater of those required under (i) the NAIC standard or (ii) a revised version of the NYDFS requirement in effect prior to the adoption of the first amendment for contracts issued prior to January 1, 2020, and for policies issued after that date a new standard that in current market conditions imposes more conservative reserving requirements for variable annuity contracts than the NAIC standard.

The impact of the application of Reg 213 was a decrease of approximately ~~$2.2 billion~~$330 million in statutory surplus as of ~~March 31,~~June 30, 2023 compared to statutory surplus under the NAIC variable annuity framework. Our hedging program is designed to hedge the economics of our insurance liabilities and largely offsets Reg 213 and NAIC framework reserve movements due to interest rates and equities. The NYDFS allows domestic insurance companies a five year phase-in provision for Reg 213 reserves. As of September 30, 2022, Equitable Financial’s Reg 213 reserves were 100% ~~phased-~~

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

~~in.~~phased-in. As of ~~March 31,~~June 30, 2023, given the prevailing market conditions and business mix, there are no$318 million Reg 213 redundant reserves over the US RBC CTE 98 total asset requirement (“TAR”). Finally, the continued application of Reg 213 resulted in a corresponding decrease of $0.3 billion in statutory net income for the three months ended March 31, 2023, which was largely offset by net income gains on our hedging program during the same period as noted.

During the fourth quarter 2020, Equitable Financial received approval from NYDFS for its proposed amended Plan of Operation for Separate Account No. 68 (“SA 68”) for our Structured Capital Strategies product and Separate Account No. 69 (“SA 69”) for our EQUI-VEST product Structured Investment Option, to change the accounting basis of these two non-insulated Separate Accounts from fair value to book value in accordance with Section 1414 of the Insurance Law to align with how we manage and measure our overall general account asset portfolio. In order to facilitate this change and comply with Section 4240(a)(10), the Company also sought approval to amend the Plans to remove the requirement to comply with Section 4240(a)(5)(iii) and substitute it with a commitment to comply with Section 4240(a)(5)(i). Similarly, the Company updated the reserves section of each Plan to reflect the fact that Regulation 128 would no longer be applicable upon the change in accounting basis. We applied this change effective January 1, 2021. The impact of the application is an increase of approximately ~~$2.0~~$1.7 billion in statutory surplus ~~and a decrease in statutory net income for the three months ended March 31, 2023~~as of ~~$157 million.~~June 30, 2023.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

19) EARNINGS PER COMMON SHARE

The following table presents a reconciliation of Net income (loss) and Weighted-average common shares used in calculating basic and diluted Earnings per common share for the periods indicated:


		Three Months Ended March 31,					Three Months Ended June 30,		Six Months Ended June 30,
		2023		2022					2023		2022		2023		2022
		(in millions, except per share data)				(in millions, except per share data)
Weighted-average common shares outstanding:	Weighted-average common shares outstanding:							Weighted-average common shares outstanding:
Weighted-average common shares outstanding — basic	Weighted-average common shares outstanding — basic	361.9		388.6				Weighted-average common shares outstanding — basic	355.2		378.9		358.5		383.7
Effect of dilutive potential common shares:	Effect of dilutive potential common shares:							Effect of dilutive potential common shares:
Employee share awards (1)	Employee share awards (1)	2.2		3.1				Employee share awards (1)	0.9		1.7		1.5		2.3
Weighted-average common shares outstanding — diluted	Weighted-average common shares outstanding — diluted	364.1		391.7				Weighted-average common shares outstanding — diluted	356.1		380.6		360.0		386.1

Net income (loss):	Net income (loss):							Net income (loss):
Net income (loss)	Net income (loss)	$	266	$	597			Net income (loss)	$	831	$	1,011	$	1,097	$	1,608
Less: Net income (loss) attributable to the noncontrolling interest	Less: Net income (loss) attributable to the noncontrolling interest	89		67				Less: Net income (loss) attributable to the noncontrolling interest	72		44		161		111
Net income (loss) attributable to Holdings	Net income (loss) attributable to Holdings	177		530				Net income (loss) attributable to Holdings	759		967		936		1,497
Less: Preferred stock dividends	Less: Preferred stock dividends	14		14				Less: Preferred stock dividends	26		26		40		40
Net income (loss) available to Holdings’ common shareholders	Net income (loss) available to Holdings’ common shareholders	$	163	$	516			Net income (loss) available to Holdings’ common shareholders	$	733	$	941	$	896	$	1,457

Earnings per common share:	Earnings per common share:							Earnings per common share:
Basic	Basic	$	0.45	$	1.33			Basic	$	2.06	$	2.48	$	2.50	$	3.80
Diluted	Diluted	$	0.45	$	1.32			Diluted	$	2.06	$	2.47	$	2.49	$	3.77

_____________

(1)Calculated using the treasury stock method.

For the three and six months ended ~~March 31,~~June 30, 2023 and 2022, 3.0 million, 2.5 million, 3.3 million and ~~3.3~~3.2 million of outstanding stock awards, respectively, were not included in the computation of diluted earnings per share because their effect was anti-dilutive.

20) HELD-FOR-SALE

Assets and liabilities related to the business classified as HFS are separately reported in the ~~Consolidated Balance Sheets~~consolidated balance sheets beginning in the period in which the business is classified as HFS.

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

AB Bernstein Research Services

On November 22, 2022, AB and Société Générale, a leading European bank, announced plans to form a joint venture combining their respective cash equities and research businesses. ~~The consummation of the joint venture is subject to customary closing conditions, including regulatory clearances. The closing is expected to occur before the end of 2023.~~ Upon closing, AB will own a 49% interest in the joint venture and Société Générale will own a 51% interest in the joint venture, with an option to reach 100% ownership after five years. The consummation of the joint venture is subject to customary closing conditions, including regulatory clearances. Due to the expected timing of regulatory approvals, the closing is expected to occur in the first half of 2024.

The assets and liabilities of AB's research services business recorded at fair value, less cost to sell have been classified as held-for-sale in our Consolidated Financial Statements. As a result of classifying these assets as held-for-sale, AB recognized a non-cash valuation adjustment of $3 million, $6 million and $7 million on the consolidated statement of income, to recognize the net carrying value at lower of cost or fair value, less costs to sell for the three and six months ended June 30, 2023 an~~as of March 31, 2023 and~~d as of December 31, 2022, ~~respectively~~respectively. Approximately $4 million in costs to sell have been paid as of June 30, 2023.

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

The following table summarizes the assets and liabilities classified as held-for-sale as of ~~March 31,~~June 30, 2023 and December 31, 2022 on the Company’s consolidated balance sheet:


		March 31, 2023 (1)		December 31, 2022 (1)			June 30, 2023 (1)		December 31, 2022 (1)
		(in millions)					(in millions)
Cash and cash equivalents	Cash and cash equivalents	$	154	$	159	Cash and cash equivalents	$	155	$	159
Broker-dealer related receivables	Broker-dealer related receivables	94		74		Broker-dealer related receivables	73		74
Trading securities, at fair value	Trading securities, at fair value	16		25		Trading securities, at fair value	28		25
Goodwill and other intangible assets ,net	Goodwill and other intangible assets ,net	165		175		Goodwill and other intangible assets ,net	164		175
Other assets (2)	Other assets (2)	242		129		Other assets (2)	146		129
Total assets held-for-sale	Total assets held-for-sale	$	671	$	562	Total assets held-for-sale	$	566	$	562

Broker-dealer related payables	Broker-dealer related payables	$	43	$	33	Broker-dealer related payables	$	38	$	33
Customers related payables	Customers related payables	32		10		Customers related payables	14		10
Other liabilities	Other liabilities	83		65		Other liabilities	77		65
Total liabilities held-for-sale	Total liabilities held-for-sale	$	158	$	108	Total liabilities held-for-sale	$	129	$	108

____________

(1) The assets and liabilities classified as held-for-sale are reported within our Investment Management & Research segment.

(2) Other assets includes a valuation adjustment of ~~$(10)~~$(9) million and $(7) million, as of ~~March 31,~~June 30, 2023 and December 31, 2022, respectively.

These assets and liabilities are reported under the Investment Management & Research segment. The Company has determined that AB’s exit from the research business did not represent a strategic shift that had a major effect on AB’s or the Company’s consolidated results of operations, and therefore, are not classified as discontinued operations.

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

21 REINSURANCE

The Company assumes and cedes reinsurance with other insurance companies. The Company evaluates the financial condition of its reinsurers to minimize its exposure to significant losses from reinsurer insolvencies. Ceded reinsurance does not relieve the originating insurer of liability.

The following table summarizes the effect of reinsurance. The impact of the transactions described above results in a decrease to reinsurance assumed and an increase in reinsurance ceded.


		Three Months Ended March 31,			Three Months Ended June 30,				Six Months Ended June 30,
			2023			2022			2023		2022		2023		2022
									(in millions)
Direct charges and fee income								Direct charges and fee income	$	640	$	669	$	1,400	$	1,473
Reinsurance assumed								Reinsurance assumed	—		(1)		3		(1)
Reinsurance ceded								Reinsurance ceded	(46)		(48)		(221)		(202)
Policy charges and fee income								Policy charges and fee income	$	594	$	620	$	1,182	$	1,270
			(in millions)
Direct premiums	Direct premiums		$	290		$	250	Direct premiums	$	290	$	263	$	581	$	516
Reinsurance assumed	Reinsurance assumed		52			50		Reinsurance assumed	43		37		95		87
Reinsurance ceded	Reinsurance ceded		(66)			(53)		Reinsurance ceded	(53)		(62)		(120)		(118)
Premiums	Premiums		$	276		$	247	Premiums	$	280	$	238	$	556	$	485

Direct charges and fee income			$	777		$	834

Reinsurance ceded			(189)			(184)
Policy charges and fee income			$	588		$	650

Direct policyholders’ benefits	Direct policyholders’ benefits		$	859		$	917	Direct policyholders’ benefits	$	874	$	693	$	1,727	$	1,604
Reinsurance assumed	Reinsurance assumed		36			55		Reinsurance assumed	40		51		76		106
Reinsurance ceded	Reinsurance ceded		(165)			(170)		Reinsurance ceded	(230)		(155)		(389)		(319)
Policyholders’ benefits	Policyholders’ benefits		$	730		$	802	Policyholders’ benefits	$	684	$	589	$	1,414	$	1,391

Direct interest credited to policyholders’ account balances			$	464		$	338

Reinsurance ceded			(1)			(25)
Interest credited to policyholders’ account balances			$	463		$	313

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Direct interest credited to policyholders’ account balances	$	526	$	322	$	1,009	$	662

Reinsurance ceded	(25)		(12)		(45)		(39)
Interest credited to policyholders’ account balances	$	501	$	310	$	964	$	623

Ceded Reinsurance

The Company reinsures most of its new variable life, UL and term life policies on an excess of retention basis. The Company generally retains on a per life basis up to $25 million for single lives and $30 million for joint lives with the excess 100% reinsured. The Company also reinsures risk on certain substandard underwriting risks and in certain other cases.

On October 3, 2022, ~~as part of the Global Atlantic Transaction,~~ Equitable Financial ceded to First Allmerica Financial Life Insurance Company, a wholly owned subsidiary of Global Atlantic Financial Group, on a combined coinsurance and modified coinsurance basis, a 50% quota share of approximately 360,000 legacy Group EQUI-VEST deferred variable annuity contracts issued by Equitable Financial between 1980 and 2008.

In addition to the above, the Company cedes a portion of its group health, extended term insurance, and paid-up life insurance and substantially all of its individual disability income business through various coinsurance agreements.

Assumed Reinsurance

In addition to the sale of insurance products, the Company currently assumes risk from professional reinsurers. The Company also had a run-off portfolio of assumed reinsurance liabilities at CSLRC which was sold to Venerable in June 2021. The Company assumes accident, life, health, annuity (including products covering GMDB and GMIB benefits), aviation, special risk and space risks by participating in or reinsuring various reinsurance pools and arrangements.

The following table summarizes the ceded reinsurance GMIB reinsurance contracts, third-party recoverables, amount due to reinsurance and assumed reserves.

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~~EQUITABLE HOLDINGS, INC.~~

~~Notes to Consolidated Financial Statements (Unaudited), Continued~~

March 31, 2023 December 31, 2022
(in millions)
Ceded Reinsurance:
Estimated net fair values of purchased market risk benefits $ 10,676 $ 10,423
Third-party reinsurance recoverables related to insurance contracts 8,453 8,471
Top reinsurers:
First Allmerica-GAF 3,933 4,005
Zurich Life Insurance Company, Ltd. 1,401 1,416
RGA Reinsurance Company 1,301 1,272
Ceded group health reserves 48 47
Amount due to reinsurers 1,428 1,533
Top reinsurers:
RGA Reinsurance Company 1,175 1,171
First Allmerica-GAF 71 147
Protective Life Insurance Company 103 104
Assumed Reinsurance:
Reinsurance assumed reserves $ 694 $ 701



	June 30, 2023		December 31, 2022
	(in millions)
Ceded Reinsurance:
Estimated net fair values of purchased market risk benefits	$	9,931	$	10,423
Third-party reinsurance recoverables related to insurance contracts	8,395		8,471
Top reinsurers:
First Allmerica-GAF	3,828		4,005
Zurich Life Insurance Company, Ltd.	1,379		1,416
RGA Reinsurance Company	1,295		1,272

Ceded group health reserves	48		47
Amount due to reinsurers	1,404		1,533
Top reinsurers:
RGA Reinsurance Company	1,152		1,171
First Allmerica-GAF	67		147
Protective Life Insurance Company	100		104
Assumed Reinsurance:
Reinsurance assumed reserves	$	687	$	701

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EQUITABLE HOLDINGS, INC.

Notes to Consolidated Financial Statements (Unaudited), Continued

22) SUBSEQUENT EVENTS

~~Accelerated Share Repurchase Agreement~~

In ~~April~~June 2023, Holdings ~~entered~~established an obligation to enter into an ASR with a third-party financial institution to repurchase an aggregate of ~~$75~~$70 million of Holdings’ common stock. Pursuant to the ASR, on July 6, 2023, Holdings made a ~~prepayment~~pre-payment of ~~$75~~$70 million and received initial delivery of ~~2.4~~2.0 million ~~Holdings’~~ shares. The ASR terminated in ~~May~~August 2023, at which time an additional ~~598,000~~464,000 shares of common stock were received.

~~Holdings Senior Notes Repayment~~

On April 20, 2018, Holdings issued $800 million aggregate principal amount of 3.9% Senior Notes due 2023. During 2021 Holdings made a principal prepayment of $280 million on the 3.9% Senior Notes. The remaining balance was paid in full on the due date of April 20, 2023.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in its entirety and in conjunction with the consolidated financial statements and related notes contained in Part I, Item 1 of this Quarterly Report on Form 10-Q, as well as “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section contained in ~~our~~ the Recast 2022 Annual ~~Report on Form 10-K~~ ~~for the year ended December 31, 2022 (“2022 Form 10-K”).~~Report.

In addition to historical data, this discussion contains forward-looking statements about our business, operations and financial performance based on current expectations that involve risks, uncertainties and assumptions. Actual results may differ materially from those discussed in the forward-looking statements as a result of various factors. See the Note Regarding Forward-Looking Statements and Information. Investors are directed to consider the risks and uncertainties discussed in Part II, Item 1A of this Quarterly Report on Form 10-Q, as well as in other documents we have filed with the SEC.

Executive Summary

Overview

We are one of America’s leading financial services companies, providing: (i) advice and solutions for helping Americans set and meet their retirement goals and protect and transfer their wealth across generations; and (ii) a wide range of investment management insights, expertise and innovations to drive better investment decisions and outcomes for clients worldwide.

As previously announced, effective January 1, 2023, ~~our financial reporting presentation was revised to reflect the reorganization of the Company’s~~we added two reportable segments to better reflect how the Company’s chief operating decision maker now makes operating decisions and assesses ~~performance.~~performance and revised our financial reporting presentation accordingly. We now manage our business through six segments: Individual Retirement, Group Retirement, Investment Management and Research, Protection Solutions, Wealth Management and Legacy. We report certain activities and items that are not included in these segments in Corporate and Other. Prior period results have been revised in connection with updates to our reportable segments. See Note 17 of the Notes to the Consolidated Financial Statements for further information on our segments.

We benefit from our complementary mix of businesses. This business mix provides diversity in our earnings sources, which helps offset fluctuations in market conditions and variability in business results, while offering growth opportunities.

Internal Reinsurance Treaty

On May 17, 2023, Equitable Financial entered into a reinsurance agreement (the “Reinsurance Treaty”) with its affiliate, Equitable America, effective April 1, 2023. Pursuant to the Reinsurance Treaty, virtually all of Equitable Financial’s net retained General Account liabilities, including all of its net retained liabilities relating to the living benefit and death riders related to (i) its variable annuity contracts issued outside the State of New York prior to October 1, 2022 (and with respect to its EQUI-VEST variable annuity contracts, issued outside the State of New York prior to February 1, 2023) and (ii) certain universal life insurance policies issued outside the State of New York prior to October 1, 2022, were reinsured to Equitable America on a coinsurance funds withheld basis. In addition, all of the Separate Accounts liabilities relating to such variable annuity contracts were reinsured to Equitable America on a modified coinsurance basis. Equitable America’s obligations under the Reinsurance Treaty are secured through Equitable Financial’s retention of certain assets supporting the reinsured liabilities. This reinsurance treaty has no impact to the consolidated financial statements of the Company. The New York Department of Financial Services (the “NYDFS”) and the Arizona Department of Insurance and Financial Institutions each approved the Reinsurance Treaty.

The Reinsurance Treaty further diversifies Equitable Financial’s sources of regulated cash flows and supports more stable dividends to the Company from Equitable Financial and Equitable America.

As a condition to approving the Reinsurance Treaty, the NYDFS has required that Equitable Financial seek to novate the reinsured contracts on a reasonable best efforts basis either to Equitable America or another affiliate over the next three years. Novations of the reinsured contracts are subject to additional regulatory approvals, as well as certain policyholder approvals.

Long - Duration Targeted Improvements (“LDTI”) Adoption

Effective January 1, 2023, the Company adopted ASU 2018-12 and elected a transition date of January 1, 2021, thereby permitting the Company to implement the standard only for the last two fiscal years rather than the customary last three fiscal years.

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The Company adopted ASU 2018-12 for liability for future policy benefits, additional insurance liabilities, DAC and balances amortized on a basis consistent with DAC on a modified retrospective basis. ASU 2018-12 was adopted for MRBs on a full retrospective basis. See Note 2 of the Notes to the Consolidated Financial Statements for further information on the adoption of LDTI.

The following table presents the balances and changes to the balances for the market risk benefits for the GMxB benefits on deferred variable annuities for the three months ended ~~March 31,~~June 30, 2023.


	Three Months Ended June 30, 2023
	Individual Retirement		Legacy
	GMxB Core		GMxB Legacy		Purchased MRB		Net Legacy
	(in millions)
Balance, beginning of period	$	317	$	14,082	$	(10,669)	$	3,413
Balance BOP before changes in the instrument specific credit risk	550		15,599		(10,570)		5,029
Model changes and effect of changes in cash flow assumptions	—		—		—		—
Actual market movement effect (1)	(119)		(636)		315		(321)
Interest accrual	20		194		(134)		60
Attributed fees accrued (2)	111		209		(58)		151
Benefit payments	(12)		(344)		185		(159)
Actual policyholder behavior different from expected behavior (3)	5		(7)		(8)		(15)
Changes in future economic assumptions (4)	(202)		(873)		443		(430)
Issuances	(2)		—		—		—
Balance EOP before changes in the instrument-specific credit risk	351		14,142		(9,827)		4,315
Changes in the instrument-specific credit risk	(220)		(1,422)		(96)		(1,518)
Balance, end of period	$	131	$	12,720	$	(9,923)	$	2,797

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March 31, 2023
Individual Retirement Legacy
GMxB Core GMxB Legacy Purchased MRB Net Legacy
(in millions)
Balance, beginning of the period (“BOP”) $ 530 $ 14,699 $ (10,415) $ 4,284
Balance BOP before changes in the instrument specific credit risk 529 15,314 (10,358) 4,956
Model changes and effect of changes in cash flow assumptions — — — —
Actual market movement effect (211) (744) 387 (357)
Interest accrual 18 197 (153) 44
Attributed fees accrued 95 209 (83) 126
Benefit payments (12) (342) 185 (157)
Actual policyholder behavior different from expected behavior 7 21 (18) 3
Changes in future economic assumptions 125 944 (530) 414
Issuances (1) — — —
Balance EOP before changes in the instrument-specific credit risk 550 15,599 (10,570) 5,029
Changes in the instrument-specific credit risk (233) (1,517) (99) (1,616)
Balance, end of the period (“EOP”) $ 317 $ 14,082 $ (10,669) $ 3,413

~~The following discussion provides an overview on the table above.~~

(1) The effect of actual market movement in equity is materially offset by hedging gains/losses, which are not shown in the table above.

“(2) Attributed fees ~~accrued”~~accrued represents the portion of the fees set aside to fund future GMxB claims. For our Core business, the ~~$95~~$111 million ~~for the three months ended March 31, 2023,~~ attributed fees set aside is less than the explicit GMxB Rider fees we actually collect from policyholders. For our Core business, the net riders fees (rider fees charged minus attributed fees) reported in our ~~Policy~~policy charges and fee income ~~line~~ is ~~$18 million for the three months ended March 31, 2023.~~$19 million. This means that the GMxB rider fees we charge more than cover the future claims and hedging costs associated with the GMxB riders. For our Legacy business, the attributed fees of $209 million set aside to fund future GMxB claims is more than the rider fees actually collected from policyholders. This is because the product was not sufficiently priced for the claims we now expect. This required us to attribute a portion of the base contract fees, in addition to the rider fees, to reserve for the rider claims. Net rider fees (rider fees charged minus attributed fees), net of reinsurance, for Legacy business reported in the ~~Policy~~policy charges and fee income ~~line~~ are a loss of ~~$68~~$69 million, ~~for the three months ended March 31, 2023,~~ and are more than covered by base contract fees.

“(3) Actual policyholder behavior different from expected ~~behavior”~~behavior measures the effectiveness of our modeling of policyholder behavior. Put differently, it measures the difference between our expectations about how our MRB rider reserves would change in response to policyholder behavior, and how our MRB rider reserves actually changed in response to policyholder behavior. For our Core business, ~~in the quarter ended March 31, 2023,~~ the MRB rider reserve was $7$5 million higher than we expected after accounting for actual policyholder behavior. The unfavorable impact of this actual policyholder behavior was more than covered by the excess rider fees noted above. For our Legacy business, the impact on our GAAP earnings from policyholder behavior, ~~was $21 million, which was largely absorbed by our reinsurance treaty with Venerable and other reinsurers. The~~ net ~~loss~~ of ~~$3 million that was not absorbed by~~ reinsurance, was ~~covered by our base contract fees.~~a net gain of $15 million.

“(4) Changes in future economic ~~assumptions”~~assumptions represents the impact from interest rates on the MRB balance. These fluctuations are offset through our interest rate hedging program which is reflected partially in GAAP Net Income with the remainder reflected in OCI.

Macroeconomic and Industry Trends

Our business and consolidated results of operations are significantly affected by economic conditions and consumer confidence, conditions in the global capital markets and the interest rate environment.

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Financial and Economic Environment

A wide variety of factors continue to impact financial and economic conditions. These factors include, among others, concerns over increased volatility in the capital markets, equity market declines, rising interest rates, inflationary pressures,

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plateauing or decreasing economic growth, high fuel and energy costs, changes in fiscal or monetary policy and geopolitical tensions. ~~Market volatility, particularly during March 2023, was driven by instability in the banking sector following continued interest rate increases by~~Despite ongoing concerns about inflation and the U.S. Federal ~~Reserve, as~~Reserve’s tightening monetary policies, the second quarter experienced positive returns for the S&P 500, the Dow Jones Industrial Average, and Nasdaq, driven primarily by a ~~run on some mid-size U.S. banks resulted~~rally in ~~regulatory intervention, including~~big technology stocks. However, the ~~guarantee of all deposits by the FDIC. The~~ ongoing military conflict between the Ukraine and Russia and the sanctions and other measures imposed in response to this conflict also continue to contribute to geopolitical tensions and market volatility.

Stressed conditions, volatility and disruptions in the capital markets, particular markets, or financial asset classes can have an adverse effect on us, in part because we have a large investment portfolio. In addition, our insurance liabilities and derivatives are sensitive to changing market factors, including equity market performance and interest rates, which continued to rise during the ~~first~~second quarter 2023. An increase in market volatility could continue to affect our business, including through effects on the yields we earn on invested assets, changes in required reserves and capital and fluctuations in the value of our AUM, AV or AUA from which we derive our fee income. These effects could be exacerbated by uncertainty about future fiscal policy, changes in tax policy, the scope of potential deregulation and levels of global trade.

The potential for increased volatility could pressure sales and reduce demand for our products as consumers consider purchasing alternative products to meet their objectives. In addition, this environment could make it difficult to consistently develop products that are attractive to customers. Financial performance can be adversely affected by market volatility and equity market declines as fees driven by AV and AUM fluctuate, hedging costs increase and revenues decline due to reduced sales and increased outflows.

We monitor the behavior of our customers and other factors, including mortality rates, morbidity rates, annuitization rates and lapse and surrender rates, which change in response to changes in capital market conditions, to ensure that our products and solutions remain attractive and profitable. For additional information on our sensitivity to interest rates and capital market prices, see “Quantitative and Qualitative Disclosures About Market Risk” in the Recast 2022 ~~Form 10-K.~~Annual Report.

Regulatory Developments

Our life insurance subsidiaries are regulated primarily at the state level, with some policies and products also subject to federal regulation. In addition, Holdings and its insurance subsidiaries are subject to regulation under the insurance holding company laws of various U.S. jurisdictions. Furthermore, on an ongoing basis, regulators refine capital requirements and introduce new reserving standards. Regulations recently adopted or currently under review can potentially impact our statutory reserve, capital requirements and profitability of the industry and result in increased regulation and oversight for the industry.

The NAIC is evaluating the appropriate accounting treatment of an insurer’s negative interest maintenance reserve (“IMR”) balance, since a rising interest rate environment may cause an insurer’s IMR balance to become negative as a result of bond sales executed at a capital loss. If this occurs, current statutory accounting guidance requires the non-admittance of negative IMR, which can impact how accurately an insurer’s surplus and financial strength are reflected in its financial statements ~~and result in~~due to lower reported surplus and RBC ratios. The NAIC has exposed new interim statutory accounting guidance that would permit an insurer with an authorized control level RBC greater than 300% to admit negative IMR up to 5%a specified percentage of its general account capital and surplus, subject to certain restrictions and reporting obligations. Comments on the proposal ~~are~~were due in ~~June~~July 2023, and the NAIC intends to consider the adoption of this interpretation at its Summer National Meeting in August 2023. The ~~NAIC is focused on identifying an interim~~proposed guidance would be effective until December 31, 2025 as a short-term solution, ~~for year-end 2023 statutory reporting,~~ although ~~it also~~the NAIC intends to develop a long-term solution ~~even~~for the accounting treatment of negative IMR, which may nullify the application of the proposed short-term solution if ~~interest rates change.~~implemented prior to December 31, 2025.

The NAIC is also evaluating the risks associated with insurers’ investments in certain categories of structured securities, including CLOs. In March 2023, the NAIC adopted an amendment to the Purposes and Procedures Manual to give the NAIC’s Structured Securities Group, housed within the SVO, responsibility for modeling CLO securities and evaluating tranche level losses across all debt and equity tranches under a series of calibrated and weighted collateral stress scenarios in order to assign NAIC designations. Under the amended Purposes and Procedures Manual, which will become effective no earlier than year-end 2024 financial reporting, CLO investments will no longer be broadly exempt from filing with the SVO based on ratings from Credit Rating Providers. The NAIC’s goal is to ensure that the weighted average RBC factor for owning all tranches of a CLO more closely aligns with what would be required for directly owning all of the underlying loan collateral, in order to avoid RBC arbitrage. The NAIC is collaborating with interested parties to develop and refine the process for modeling CLO investments. In addition, in June 2023, the NAIC’s Capital Adequacy Task Force adopted an interim proposal to increase the RBC factor for structured security residual tranches from 30% to 45% beginning January 1, 2024. We cannot predict what form the final proposal may take, or what effect its adoption may have on our business and compliance costs.

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~~The NAIC has~~We are also proposed an interim change to their RBC requirement for equity tranches of all securitizations, including CLOs. If adopted, this would increase the capital charge for these equity tranches from 30% to 45%. This proposal remains subject to ~~comment from regulators,~~the rules and regulations of the NYDFS which in 2017 adopted the Cybersecurity Requirements for Financial Services Companies (the “NY Cybersecurity Regulation”), a regulation applicable to banking and insurance ~~companies,~~entities under its jurisdiction (each, a “covered entity”). The NY Cybersecurity Regulation requires covered entities to, among other things, assess risks associated with their information systems and ~~other interested parties~~establish and thus may still be revised or delayed. An interim charge will likely have to be approved by June 30 for it to be effective for year-end 2023 statutory filings. The interim charge is intended to remain in effect until the NAIC finalizes and adopts its modeling framework for CLOs which is not expected to be completed until at least year-end 2024.

In March 2023, the Securities and Exchange Commission (SEC) reopened the comment period for the Investment Management Cybersecurity Release proposing new rules under the Investment Advisers Act of 1940 and the Investment Company Act of 1940 that would require registered investment advisers and investment companies to adopt and implement writtenmaintain a cybersecurity ~~policies and procedures~~program reasonably designed ~~to: (1) address~~to protect such systems, consumers’ private data, and confidential business data. We have adopted a cybersecurity risk management, (2) disclose information about cybersecurity risks and incidents, (3) report information confidentially to the SEC about certain cybersecurity incidents, and (4) maintain related records.

~~In addition, in March 2023, the SEC proposed rule amendments that would require brokers and dealers, investment companies, and investment advisers registered with the SEC to adopt written~~policy outlining our policies and procedures for ~~incident response programs~~the protection of our information systems and information stored on those systems that comports with the regulation. The NYDFS formally proposed amendments to ~~address unauthorized access~~the NY Cybersecurity Regulation, which, if adopted, would require new technical reporting; the implementation of governance and oversight measures, including that a senior governing body (e.g., the board of directors) have sufficient cybersecurity expertise to ~~or use~~exercise effective oversight; the enhancement of ~~customer information, including procedures for providing timely~~certain cybersecurity safeguards (e.g., annual audits, vulnerability assessments, and password controls and monitoring); mandate notifications in the event that a covered entity makes a cyber-ransom payment and to otherwise provide prompt notification to ~~individuals affected by~~NYDFS, subject to an ~~incident involving sensitive customer information with details about~~ongoing obligation, following the ~~incident and information designed to help affected individuals respond appropriately.The proposal also would broaden~~occurrence of the ~~scope of information~~cybersecurity event; require covered ~~by amending requirements for safeguarding customer records and information, and for properly disposing of consumer report information, as well as impose requirements~~entities to maintain ~~written~~for examination and inspection upon request by NYDFS all records, ~~documenting~~schedules, and supporting data regarding cybersecurity events; and to annually certify with NYDFS material compliance with the ~~proposed amended rules. Finally,~~NY CYbersecurity Regulation. The comment period on the draft amendments ended in January 2023, and in July 2023, the NYDFS exposed a revised set of proposed amendments ~~would conform annual privacy notice delivery provisions to the terms of an exception provided by~~for a ~~statutory amendment to the Gramm-Leach-Bliley Act.~~

Finally, in March 2023, the SEC proposed a new rule and form and amendments to existing recordkeeping rules to require broker-dealers, clearing agencies, major security-based swap participants, the Municipal Securities Rulemaking Board, national securities associations, national securities exchanges, security-based swap data repositories, security-based swap dealers, and transfer agents to address cybersecurity risks through: (1) policies and procedures, (2) immediate notification to the SEC of the occurrence of a significant cybersecurity incident, (3) as applicable, reporting detailed information to the SEC about a significant cybersecurity incident, and (4) public disclosures with respect to cybersecurity risks and significant cybersecurity incidents.

~~The public~~45-day comment period ~~for this proposed rule will end in May~~that ends on August 14, 2023. We cannot predict whether the amendments will be adopted, what form ~~the final new or amended rules may~~they will take, or what ~~affect such developments in the law may~~effect they would have on our business or compliance ~~costs.~~ efforts.

The NAIC is also developing a new model law to replace the existing privacy models #670 (Insurance Information and Privacy Protections Model Act) and #672 (Privacy of Consumer Financial and Health Information Regulation). The NAIC’s Privacy Protections (H) Working Group (“PPWG”) held meetings in the spring, during which interested parties and consumer advocates provided feedback on the initial exposure draft of the new Consumer Privacy Protections and Model Law (“Model 674”). PPWG rewrote the model law and exposed a new draft of Model 674 on July 11, 2023. PPWG is targeting adoption of the new model law no earlier than the NAIC’s Fall National Meeting in December 2023. We cannot predict whether Model 674 will be adopted, what form it will take, or what effect it would have on our business or compliance efforts in the form adopted by states whose laws apply to our insurance subsidiaries.

In July 2023, the SEC adopted the Risk Management, Strategy, Governance, and Incident Disclosure Final Rule (the “Cybersecurity Final Rule”) enhancing disclosure requirements for registered companies covering cybersecurity risk and management. The Cybersecurity Final Rule requires registrants to disclose material cybersecurity incidents on Form 8-K within four business days of a determination that a cybersecurity incident is material, and such materiality determination must be made without unreasonable delay. The rule also requires periodic disclosures of, among other things, details on the company’s processes to assess, identify, and manage cybersecurity risks, cybersecurity governance, and management’s role in overseeing such a compliance program, including the board of directors’ oversight of cybersecurity risks. Certain reporting requirements under the Cybersecurity Final Rule become effective as early as December 2023.

For additional information on regulatory developments and the risks we face, see “Business—Regulation” and “Risk Factors—Legal and Regulatory Risks” in the Recast 2022 ~~Form 10-K.~~Annual Report.

Revenues

Our revenues come from three principal sources:

•fee income derived from our retirement and protection products and our investment management and research services;

•premiums from our traditional life insurance and annuity products; and

•investment income from our General Account investment portfolio.

Our fee income varies directly in relation to the amount of the underlying AV or benefit base of our retirement and protection products, the amount of AUM and AUA in our Wealth Management business, and the amount of AUM of our Investment Management and Research business. AV and AUM, each as defined in “Key Operating Measures,” are influenced by changes in economic conditions, primarily equity market returns, as well as net flows. Our premium income is driven by the growth in new policies written and the persistency of our in-force policies, both of which are influenced by a combination of factors, including our efforts to attract and retain customers and market conditions that influence demand for our products. Our investment income is driven by the yield on our General Account investment portfolio and is impacted by the prevailing level of interest rates as we reinvest cash associated with maturing investments and net flows to the portfolio.

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Benefits and Other Deductions

Our primary expenses are:

• policyholders’ benefits and interest credited to policyholders’ account balances;

• sales commissions and compensation paid to intermediaries and advisors that distribute our products and services; and

• compensation and benefits provided to our employees and other operating expenses.

Policyholders’ benefits are driven primarily by mortality, customer withdrawals, and benefits which change in response to changes in capital market conditions. In addition, some of our policyholders’ benefits are directly tied to the AV and benefit base of our variable annuity products. Interest credited to policyholders varies in relation to the amount of the underlying AV or benefit base. Sales commissions and compensation paid to intermediaries and advisors vary in relation to premium and fee income generated from these sources, whereas compensation and benefits to our employees are more constant and impacted by market wages and decline with increases in efficiency. Our ability to manage these expenses across various economic cycles and products is critical to the profitability of our company.

Net Income Volatility

We have offered and continue to offer variable annuity products with GMxB features. The future claims exposure on these features is sensitive to movements in the equity markets and interest rates. Accordingly, we have implemented hedging and reinsurance programs designed to mitigate the economic exposure to us from these features due to equity market and interest rate movements. Changes in the values of the derivatives associated with these programs due to equity market and interest rate movements, together with the GMxB MRBs assets and liabilities are recognized in the periods in which they occur. This results in net income volatility as further described below. In addition, net income is impacted by changes in our reinsurers credit spread, while changes in the Company's credit spread is recorded in other comprehensive income. See “—Significant Factors Impacting Our Results—Impact of Hedging and ~~GMIB~~GMxB Reinsurance on Results.”

In addition to our dynamic hedging strategy, we have static hedge positions designed to mitigate the adverse impact of changing market conditions on our statutory capital. We believe this program will continue to preserve the economic value of our variable annuity contracts and better protect our target variable annuity asset level. However, these static hedge positions increase the size of our derivative positions and may result in net income volatility on a period-over-period basis.

Due to the impacts on our net income of equity market and interest rate movements and other items that are not part of the underlying profitability drivers of our business, we evaluate and manage our business performance using Non-GAAP Operating Earnings, a non-GAAP financial measure that is intended to remove these impacts from our results. See “—Key Operating Measures—Non-GAAP Operating Earnings. ”

Significant Factors Impacting Our Results

The following significant factors have impacted, and may in the future impact, our financial condition, results of operations or cash flows.

Impact of Hedging and GMxB Reinsurance on Results

•Variable annuity hedging programs. We use a dynamic hedging program (within this program, generally, we reevaluate our economic exposure at least daily and rebalance our hedge positions accordingly) to mitigate certain risks associated with the GMxB features that are embedded in our liabilities for our variable annuity products. This program utilizes various derivative instruments that are managed in an effort to reduce the economic impact of unfavorable changes in GMxB features’ exposures attributable to movements in the equity markets and interest rates. Although this program is designed to provide a measure of economic protection against the impact of adverse market conditions, it does not qualify for hedge accounting treatment. Accordingly, changes in value of the derivatives will be recognized in the period in which they occur with offsetting changes in reserves recognized in the current period. In addition, we utilize AFS fixed maturity securities in our General Account to mitigate the economic impact unfavorable

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changes in GMxB features’ exposures attributable to movements in interest rates. However, the economic effect of interest rate changes on such securities is reflected in OCI, which results in net income volatility as the economic effect of interest rates on our GMxB MRB liabilities is reflected in net income.

•In addition to our dynamic hedging program, we have a hedging program using static hedge positions (derivative positions intended to be held-to-maturity with less frequent re-balancing) to protect our statutory capital against stress scenarios. This program, in addition to our dynamic hedge program, has increased the size of our derivative positions, resulting in additional net income volatility. The impacts are most pronounced for variable annuity products.

•GMxB reinsurance contracts. Historically, GMxB reinsurance contracts were used to cede to non-affiliated reinsurers a portion of our exposure to variable annuity products that offer a GMxB feature. We account for the reinsurance contracts as MRBs and report them at fair value. In addition, on June 1, 2021, we ceded legacy variable annuity policies sold by Equitable Financial between 2006-2008 (the “Block”), comprised of non-New York “Accumulator” policies containing fixed rate GMIB and/or GMDB guarantees.

Effect of Assumption Updates on Operating Results

During the third quarter of each year, we conduct our annual review of the assumptions underlying the valuation of DAC, deferred sales inducement assets, unearned revenue liabilities, liabilities for future policyholder benefits and market risk benefits for our Individual Retirement, Group Retirement, ~~and~~ Protection Solutions, and Legacy segments (assumption reviews are not relevant for the Investment Management and Research and Wealth Management segments). Assumptions are based on a combination of Company experience, industry experience, management actions and expert judgment and reflect our best estimate as of the date of the applicable financial statements.

Most of the variable annuity products, variable universal life insurance and universal life insurance products we offer maintain policyholder deposits that are reported as liabilities and classified within either Separate Accounts liabilities or policyholder account balances. Our products and riders also impact liabilities for future policyholder benefits, market risk benefits and unearned revenues and assets for DAC and DSI. The valuation of these assets and liabilities (other than deposits) is based on differing accounting methods depending on the product, each of which requires numerous assumptions and considerable judgment. The accounting guidance applied in the valuation of these assets and liabilities includes, but is not limited to, the following: (i) traditional life insurance products for which assumptions are updated annually to estimate the value of future death, morbidity or income benefits; (ii) universal life insurance and variable life insurance secondary guarantees for which benefit liabilities are determined by estimating the expected value of death benefits payable when the account balance is projected to be zero and recognizing those benefits ratably over the accumulation period based on total expected assessments; (iii) certain product guarantees reported as market risk benefits at fair value; and (iv) certain product guarantees reported as embedded derivatives at fair value.

For further details of our accounting policies and related judgments pertaining to assumption updates, see Note 2 of the Notes to the Consolidated Financial Statements and “—Summary of Critical Accounting Estimates—Liability for Future Policy Benefits” included in the Recast 2022 ~~Form 10-K.~~

~~Productivity Strategies~~

~~Retirement and Protection Businesses~~

As part of our continuing efforts to drive productivity improvements, in January 2021, we began a new program expected to achieve $80 million of targeted run-rate expense savings by 2023, of which $60 million has been achieved as of March 31, 2023. We expect to achieve these savings by shifting our workforce into an agile working model, leveraging technology-enabled capabilities, optimizing our real estate footprint, and continuing to realize a portion of COVID-19 related savings.

Annual Report.

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Key Operating Measures

In addition to our results presented in accordance with U.S. GAAP, we report Non-GAAP Operating Earnings, Non-GAAP Operating ROE, and Non-GAAP operating common EPS, each of which is a measure that is not determined in accordance with U.S. GAAP. Management principally uses these non-GAAP financial measures in evaluating performance because they present a clearer picture of our operating performance and they allow management to allocate resources. Similarly, management believes that the use of these Non-GAAP financial measures, together with relevant U.S. GAAP measures, provide investors with a better understanding of our results of operations and the underlying profitability drivers and trends of our business. These non-GAAP financial measures are intended to remove from our results of operations the impact of market changes (where there is mismatch in the valuation of assets and liabilities) as well as certain other expenses which are not part of our underlying profitability drivers or likely to re-occur in the foreseeable future, as such items fluctuate from period-to-period in a manner inconsistent with these drivers. These measures should be considered supplementary to our results that are presented in accordance with U.S. GAAP and should not be viewed as a substitute for the U.S. GAAP measures. Other companies may use similarly titled non-GAAP financial measures that are calculated differently from the way we calculate such measures. Consequently, our non-GAAP financial measures may not be comparable to similar measures used by other companies.

We also discuss certain operating measures, including AUM, AUA, AV, Protection Solutions Reserves and certain other operating measures, which management believes provide useful information about our businesses and the operational factors underlying our financial performance.

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Non-GAAP Operating Earnings

Non-GAAP Operating Earnings is an after-tax non-GAAP financial measure used to evaluate our financial performance on a consolidated basis that is determined by making certain adjustments to our consolidated after-tax net income attributable to Holdings. The most significant of such adjustments relates to our derivative positions, which protect economic value and statutory capital, and the variable annuity product MRBs. This is a large source of volatility in net income.

Non-GAAP Operating Earnings equals our consolidated after-tax net income attributable to Holdings adjusted to eliminate the impact of the following items:

•Investment (gains) losses, which includes credit loss impairments of securities/investments, sales or disposals of securities/investments, realized capital gains/losses and valuation allowances;

Because Non-GAAP Operating Earnings excludes the foregoing items that can be distortive or unpredictable, management believes that this measure enhances the understanding of the Company’s underlying drivers of profitability and trends in our business, thereby allowing management to make decisions that will positively impact our business.

We use the prevailing corporate federal income tax rate of 21% while taking into account any non-recurring differences for events recognized differently in our financial statements and federal income tax returns as well as partnership income taxed at lower rates when reconciling Net income (loss) attributable to Holdings to Non-GAAP Operating Earnings.

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The table below presents a reconciliation of net income (loss) attributable to Holdings to Non-GAAP Operating Earnings for the three and six months ended ~~March 31,~~June 30, 2023 and 2022:


		Three Months Ended March 31,					Three Months Ended June 30,				Six Months Ended June 30,
			2023		2022				2023		2022		2023		2022
			(in millions)						(in millions)
Net income (loss) attributable to Holdings	Net income (loss) attributable to Holdings		$	177	$	530		Net income (loss) attributable to Holdings	$	759	$	967	$	936	$	1,497
Adjustments related to:	Adjustments related to:							Adjustments related to:
Variable annuity product features	Variable annuity product features		861		(616)			Variable annuity product features	(65)		(1,031)		796		(1,647)
Investment (gains) losses	Investment (gains) losses		87		326			Investment (gains) losses	56		231		143		557
Net actuarial (gains) losses related to pension and other postretirement benefit obligations	Net actuarial (gains) losses related to pension and other postretirement benefit obligations		9		19			Net actuarial (gains) losses related to pension and other postretirement benefit obligations	9		19		18		38
Other adjustments (1)	Other adjustments (1)		45		228			Other adjustments (1)	62		177		107		405
Income tax expense (benefit) related to above adjustments	Income tax expense (benefit) related to above adjustments		(210)		9			Income tax expense (benefit) related to above adjustments	(13)		127		(223)		136
Non-recurring tax items (2)	Non-recurring tax items (2)		(605)		3			Non-recurring tax items (2)	(367)		3		(972)		6
Non-GAAP Operating Earnings	Non-GAAP Operating Earnings		$	364	$	499		Non-GAAP Operating Earnings	$	441	$	493	$	805	$	992

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(1)Includes certain legal accruals related to the ~~cost of insurance~~COI litigation of ~~$59~~$35 million, $107 million, $35 million and $166 million for the three and six months ended ~~March 31,~~June 30, 2023 and 2022. Includes policyholder benefit costs of $75 million for the ~~three~~six months ended ~~March 31,~~June 30, 2022 stemming from a deal to repurchase UL policies from one entity that had invested in numerous policies purchased in the life settlement market.

(2)For the three and six months ended ~~March, 31~~June 30, 2023, non-recurring tax items ~~reflects~~reflect primarily the effect of uncertain tax positions for a given audit period and a decrease of athe deferred tax valuation ~~allowance.~~allowance of $376 million and $990 million.

Non-GAAP Operating ROE

We calculate Non-GAAP Operating ROE by dividing Non-GAAP Operating Earnings for the previous twelve calendar months by consolidated average equity attributable to Holdings’ common shareholders, excluding AOCI. AOCI fluctuates period-to-period in a manner inconsistent with our underlying profitability drivers as the majority of such fluctuation is related to the market volatility of the unrealized gains and losses associated with our AFS securities. Therefore, we believe excluding AOCI is more effective for analyzing the trends of our operations.

The following table presents return on average equity attributable to Holdings’ common shareholders, excluding AOCI and Non-GAAP Operating ROE for the trailing twelve months ended ~~March 31,~~June 30, 2023.


	Trailing Twelve Months Ended ~~March 31,~~June 30, 2023
	(Dollars in millions)
Net income (loss) available to Holdings’ common shareholders	$	~~1,720~~1,512
Average equity attributable to Holdings’ common shareholders, excluding AOCI	$	~~8,641~~8,848
Return on average equity attributable to Holdings’ common shareholders, excluding AOCI	~~19.9~~17.1		%

Non-GAAP Operating Earnings available to Holdings’ common shareholders	$	~~1,511~~1,459
Average equity attributable to Holdings’ common shareholders, excluding AOCI	$	~~8,641~~8,848
Non-GAAP Operating ROE	~~17.5~~16.5		%

Non-GAAP Operating Common EPS

Non-GAAP operating common EPS is calculated by dividing Non-GAAP Operating Earnings by diluted common shares outstanding. The following table sets forth Non-GAAP operating common EPS for the three and six months ended ~~March 31,~~June 30, 2023 and 2022.

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		Three Months Ended March 31,			Three Months Ended June 30,								Six Months Ended June 30,
			2023			2022			2023		2022			2023		2022
			(per share amounts)						(per share amounts)
Net income (loss) attributable to Holdings (1)	Net income (loss) attributable to Holdings (1)		$	0.49		$	1.35	Net income (loss) attributable to Holdings (1)	$	2.13	$	2.54		$	2.60	$	3.87
Less: Preferred stock dividends	Less: Preferred stock dividends		0.04			0.04		Less: Preferred stock dividends	0.07		0.07			0.11		0.10
Net income (loss) available to Holdings’ common shareholders	Net income (loss) available to Holdings’ common shareholders		0.45			1.31		Net income (loss) available to Holdings’ common shareholders	2.06		2.47			2.49		3.77
Adjustments related to:	Adjustments related to:							Adjustments related to:
Variable annuity product features	Variable annuity product features		2.36			(1.57)		Variable annuity product features	(0.18)		(2.71)			2.21		(4.27)
Investment (gains) losses	Investment (gains) losses		0.24			0.83		Investment (gains) losses	0.16		0.61			0.40		1.44
Net actuarial (gains) losses related to pension and other postretirement benefit obligations	Net actuarial (gains) losses related to pension and other postretirement benefit obligations		0.02			0.05		Net actuarial (gains) losses related to pension and other postretirement benefit obligations	0.03		0.05			0.05		0.10
Other adjustments (2) (3)	Other adjustments (2) (3)		0.13			0.58		Other adjustments (2) (3)	0.17		0.47			0.30		1.05
Income tax expense (benefit) related to above adjustments	Income tax expense (benefit) related to above adjustments		(0.58)			0.02		Income tax expense (benefit) related to above adjustments	(0.04)		0.33			(0.62)		0.35
Non-recurring tax items (4)	Non-recurring tax items (4)		(1.66)			0.01		Non-recurring tax items (4)	(1.03)		0.01			(2.70)		0.02
Non-GAAP operating common EPS	Non-GAAP operating common EPS		$	0.96		$	1.23	Non-GAAP operating common EPS	$	1.17	$	1.23		$	2.13	$	2.46

______________

(1)For periods presented with a net loss, basic shares are used for EPS.

(2)Includes certain gross legal expenses related to the cost of insurance litigation and claims related to a commercial relationship of ~~$0.00~~$0.10, $0.28, $0.10 and ~~$0.15~~$0.43 for the three and six months ended ~~March 31,~~June 30, 2023 and 2022, respectively. Includes policyholder benefit costs of ~~$0.00 and $0.19~~

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$0.19 for the ~~three~~six months ended ~~March 31, 2023 and~~June 30, 2022 stemming from a deal to repurchase UL policies from one entity that had invested in numerous policies purchased in the life settlement market.

(3)Includes Non-GMxB related derivative hedge losses of ~~$0.01~~$0.02, $(0.10), $0.03 and ~~$(0.01)~~$(0.10) for the three and six months ended ~~March 31,~~June 30, 2023 and 2022, respectively.

(4)For the three and six months ended ~~March, 31~~June 30, 2023 and 2022, non-recurring tax items reflects the effect of uncertain tax positions for a given audit period and a decrease of a deferred tax valuation allowance.

Assets Under Management

AUM means investment assets that are managed by one of our subsidiaries and includes: (i) assets managed by AB; (ii) the assets in our General Account investment portfolio; and (iii) the Separate Accounts assets of our Individual Retirement, Group Retirement and Protection Solutions businesses. Total AUM reflects exclusions between segments to avoid double counting.

Assets Under Administration

AUA includes non-insurance client assets that are invested in our savings and investment products or serviced by our Equitable Advisors platform. We provide administrative services for these assets and generally record the revenues received as distribution fees.

Account Value

AV generally equals the aggregate policy account value of our retirement products. General Account AV refers to account balances in investment options that are backed by the General Account while Separate Accounts AV refers to Separate Accounts investment assets.

Protection Solutions Reserves

Protection Solutions Reserves equals the aggregate value of policyholders’ account balances and future policy benefits for policies in our Protection Solutions segment.

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Consolidated Results of Operations

Our consolidated results of operations are significantly affected by conditions in the capital markets and the economy because we offer market sensitive products. These products have been a significant driver of our results of operations. Because the future claims exposure on these products is sensitive to movements in the equity markets and interest rates, we have in place various hedging and reinsurance programs that are designed to mitigate the economic risk of movements in the equity markets and interest rates. The volatility in net income attributable to Holdings for the periods presented below results from the mismatch between: (i) the change in carrying value of the reserves for GMDB and certain GMIB features that do not fully and immediately reflect the impact of equity and interest market fluctuations; (ii) the change in fair value of products with the GMIB feature that have a no-lapse guarantee; and (iii) our hedging and reinsurance programs.

Ownership and Consolidation of AllianceBernstein

Our indirect, wholly-owned subsidiary, AllianceBernstein Corporation, is the General Partner of AB. Accordingly, AB’s results are fully reflected in our consolidated financial statements. For additional information on our economic interest in AB, see Note 1 of the Notes to the Consolidated Financial Statements.

Consolidated Results of Operations

The following table summarizes our consolidated statements of income (loss) for the three and six months ended ~~March 31,~~June 30, 2023 and 2022:

Consolidated Statement of Income (Loss)

Three Months Ended March 31,
2023 2022
(in millions, except per share data)
REVENUES
Policy charges and fee income $ 588 $ 650
Premiums 276 247
Net derivative gains (losses) (841) 159
Net investment income (loss) 990 804
Investment gains (losses), net:
Credit losses on available-for-sale debt securities and loans (66) 10
Other investment gains (losses), net (21) (336)
Total investment gains (losses), net (87) (326)
Investment management and service fees 1,180 1,355
Other income 251 257
Total revenues 2,357 3,146
BENEFITS AND OTHER DEDUCTIONS
Policyholders’ benefits 730 802
Remeasurement of liability for future policy benefits 4 22
Change in market risk benefits and purchased market risk benefits 20 (467)
Interest credited to policyholders’ account balances 463 313
Compensation and benefits 583 596
Commissions and distribution-related payments 380 422
Interest expense 61 47
Amortization of deferred policy acquisition costs 152 143
Other operating costs and expenses 423 534
Total benefits and other deductions 2,816 2,412
Income (loss) from continuing operations, before income taxes (459) 734
Income tax (expense) benefit 725 (137)
Net income (loss) 266 597
Less: Net income (loss) attributable to the noncontrolling interest 89 67
Net income (loss) attributable to Holdings 177 530
Less: Preferred stock dividends 14 14


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions, except per share data)
REVENUES
Policy charges and fee income	$	594	$	620	$	1,182	$	1,270
Premiums	280		238		556		485
Net derivative gains (losses)	(917)		1,858		(1,758)		2,017

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		Three Months Ended March 31,			Three Months Ended June 30,					Six Months Ended June 30,
			2023			2022				2023		2022		2023		2022
			(in millions, except per share data)					(in millions, except per share data)
Net investment income (loss)									Net investment income (loss)	1,036		711		2,026		1,515
Investment gains (losses), net:									Investment gains (losses), net:
Credit losses on available-for-sale debt securities and loans									Credit losses on available-for-sale debt securities and loans	(14)		(9)		(80)		1
Other investment gains (losses), net									Other investment gains (losses), net	(42)		(223)		(63)		(559)
Total investment gains (losses), net									Total investment gains (losses), net	(56)		(232)		(143)		(558)
Investment management and service fees									Investment management and service fees	1,182		1,197		2,362		2,552
Other income									Other income	258		298		509		555
Total revenues									Total revenues	2,377		4,690		4,734		7,836

BENEFITS AND OTHER DEDUCTIONS									BENEFITS AND OTHER DEDUCTIONS
Policyholders’ benefits									Policyholders’ benefits	684		589		1,414		1,391
Remeasurement of liability for future policy benefits									Remeasurement of liability for future policy benefits	(7)		12		(3)		34
Change in market risk benefits and purchased market risk benefits									Change in market risk benefits and purchased market risk benefits	(975)		814		(955)		347
Interest credited to policyholders’ account balances									Interest credited to policyholders’ account balances	501		310		964		623
Compensation and benefits									Compensation and benefits	566		518		1,149		1,114
Commissions and distribution-related payments									Commissions and distribution-related payments	393		394		773		816
Interest expense									Interest expense	55		50		116		97
Amortization of deferred policy acquisition costs									Amortization of deferred policy acquisition costs	155		145		307		288
Other operating costs and expenses									Other operating costs and expenses	466		583		889		1,117
Total benefits and other deductions									Total benefits and other deductions	1,838		3,415		4,654		5,827
Income (loss) from continuing operations, before income taxes									Income (loss) from continuing operations, before income taxes	539		1,275		80		2,009
Income tax (expense) benefit									Income tax (expense) benefit	292		(264)		1,017		(401)
Net income (loss)									Net income (loss)	831		1,011		1,097		1,608
Less: Net income (loss) attributable to the noncontrolling interest									Less: Net income (loss) attributable to the noncontrolling interest	72		44		161		111
Net income (loss) attributable to Holdings									Net income (loss) attributable to Holdings	759		967		936		1,497
Less: Preferred stock dividends									Less: Preferred stock dividends	26		26		40		40
Net income (loss) available to Holdings’ common shareholders	Net income (loss) available to Holdings’ common shareholders		$	163		$	516		Net income (loss) available to Holdings’ common shareholders	$	733	$	941	$	896	$	1,457

EARNINGS PER COMMON SHARE	EARNINGS PER COMMON SHARE								EARNINGS PER COMMON SHARE
Net income (loss) applicable to Holdings’ common shareholders per common share:	Net income (loss) applicable to Holdings’ common shareholders per common share:								Net income (loss) applicable to Holdings’ common shareholders per common share:
Basic	Basic		$	0.45		$	1.33		Basic	$	2.06	$	2.48	$	2.50	$	3.80
Diluted	Diluted		$	0.45		$	1.32		Diluted	$	2.06	$	2.47	$	2.49	$	3.77
Weighted average common shares outstanding (in millions):	Weighted average common shares outstanding (in millions):								Weighted average common shares outstanding (in millions):
Basic	Basic		361.9			388.6			Basic	355.2		378.9		358.5		383.7
Diluted	Diluted		364.1			391.7			Diluted	356.1		380.6		360.0		386.1

Three Months Ended March 31,
2023 2022
(in millions)
Non-GAAP Operating Earnings $ 364 $ 499


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Non-GAAP Operating Earnings	$	441	$	493	$	805	$	992

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The following table summarizes our Non-GAAP Operating Earnings per common share for the three months ended ~~March 31,~~June 30, 2023, and 2022:


		Three Months Ended March 31,			Three Months Ended June 30,			Six Months Ended June 30,
			2023			2022				2023		2022		2023		2022

Non-GAAP operating earnings per common share:	Non-GAAP operating earnings per common share:								Non-GAAP operating earnings per common share:
Basic	Basic		$	0.97		$	1.25		Basic	$	1.17	$	1.23	$	2.13	$	2.48
Diluted	Diluted		$	0.96		$	1.24		Diluted	$	1.17	$	1.23	$	2.13	$	2.46

Three Months Ended ~~March 31,~~June 30, 2023 Compared to the Three Months Ended ~~March 31,~~June 30, 2022

Net Income (Loss) Attributable to Holdings

Net income attributable to Holdings decreased ~~by $353~~$208 million, to ~~a net income of $177~~$759 million for the three months ended ~~March 31,~~June 30, 2023 from ~~a net income of $530~~$967 million ~~for~~in the three months ended ~~March 31,~~June 30, 2022. The following notable items were the primary drivers for the change in net income (loss):

Unfavorable items included:

•Net derivative losses were $917 million for the three months ended June 30, 2023 compared to gains ~~decreased $1.0~~of $1.9 billion ~~from a $159 million gain~~ in ~~last quarter of~~ the prior year period primarily driven by equity market appreciation during ~~first~~the second quarter 2023 compared to equity market depreciation during ~~first~~the second quarter ~~2022, partially offset by a decrease in interest rates during first quarter 2023 compared to an increase during the first quarter of~~ 2022.

•~~Change in market risk benefits and purchased market risk benefits~~Interest credited to policyholders’ account balances increased by ~~$487~~$191 million mainly due to ~~a decrease~~an increase in interest rate and average outstanding amounts of funding agreements in Corporate and Other and higher interest crediting rates ~~during first quarter 2023 compared~~on SCS due to ~~an increase during first quarter 2022,~~a higher interest rate environment and growth of SCS AV in our Individual Retirement segment, partially offset by the impact of the Global Atlantic Transaction in our Group Retirement segment.

•Policyholders’ benefits increased by $95 million mainly due to higher net mortality in our Protection Solutions segment.

•Compensation and benefits increased by $48 million mainly due to higher performance shares driven by higher equity ~~market depreciation during first quarter 2022.~~and restricted stock expense in our Individual Retirement segment, higher compensation and benefits in our Investment Management and Research segment and higher Employee Benefits variable expenses in our Protection Solutions segment.

•Fee-type revenue decreased by ~~$214~~$39 million mainly driven by ceded assets from the Global Atlantic Transaction from our Group Retirement segment, decline in customer trading activity and lower ~~fees from~~overall portfolio rates in our Investment Management and Research segment ~~primarily driven by lower average AUM,~~ and lower fees from our Individual Retirement segment as a result of lower average Separate Accounts AV due to market depreciation.

•Net income attributable to noncontrolling interest increased by $28 million mainly due to gains from AB’s consolidated VIEs, partially offset by lower AB pre-tax income.

These were partially offset by the following favorable items:

•Change in market risk benefits and purchased market risk benefits decreased by $1.8 billion mainly due to an increase in equity ~~markets.~~markets during the second quarter 2023 compared to a decrease during the second quarter 2022, partially offset by interest rates from first quarter 2023 versus first quarter 2022.

•Net investment income increased by $325 million mainly due to higher assets, higher investment yields and higher income from seed capital investments, partially offset by lower alternative investment income.

•Investment losses decreased by $176 million mainly due to rebalancing program to reduce duration during 2022.

•Other operating costs and expenses decreased by $117 million mainly due to the release of the COI litigation accrual in the second quarter 2022.

•Income tax benefit of $287 million for the three months ended, June 30, 2023, compared to income tax expense of $467 million for the three months ended June 30, 2022 primarily related to a partial release of the valuation allowance

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of $376 million on the deferred tax asset, and a decrease in pre-tax income for the second quarter 2023 compared to second quarter 2022

Non-GAAP Operating Earnings

Non-GAAP Operating Earnings decreased by $52 million to $441 million for the three months ended June 30, 2023 from $493 million in the three months ended June 30, 2022. The following notable items were the primary drivers for the change in Non-GAAP Operating Earnings:

Unfavorable items included:

•Interest credited to policyholders’ account balances increased by $191 million mainly due to an increase in interest rates and average outstanding amounts of funding agreements in Corporate and Other and higher interest crediting rate on SCS due to a higher interest rate environment and growth of SCS AV in our Individual Retirement segment, partially offset by the impact of the policies ceded from the Global Atlantic Transaction in our Group Retirement segment.

•Policyholders’ benefits increased by $95 million mainly due to higher net mortality in our Protection Solutions segment.

•Net derivative losses were $23 million for the three months ended June 30, 2023 compared to gains of $18 million in the prior year period mainly due to equity market appreciation during the second quarter 2023 compared to the equity market depreciation during the second quarter 2022.

•Compensation, benefits and other operating costs and expenses increased by $16 million mainly due to higher restricted stock expense in our Individual Retirement segment, higher compensation and benefits in our Investment Management and Research segment and higher Employee Benefits variable expenses in our Protection Solutions segment.

•Amortization of DAC increased by $10 million mainly due to growth in the Individual Retirement segment from sales momentum.

•Earnings attributable to the noncontrolling interest increased by $7 million mainly due to gains from consolidated VIEs.

These were partially offset by the following favorable items:

•Net investment income increased by $213 million mainly due tohigher assets, higher investment yields and higher income from seed capital investments, partially offset by lower alternative investment income.

•Fee-type revenue increased by $32 million mainly due to Employee Benefits premium growth in our Protection Solutions segment and higher retirement sales and sweep revenue in our Wealth Management segment.

•Income tax expense decreased by $47 million driven by lower pre-tax earnings and lower effective tax rate in 2023.

Six Months Ended June 30, 2023 Compared to the Six Months Ended June 30, 2022

Net Income (Loss) Attributable to Holdings

Net income attributable to Holdings decreased by $561 million to a net income of $936 million for the six months ended June 30, 2023 from a net income of $1,497 million for the six months ended June 30, 2022. The following notable items were the primary drivers for the change in net income (loss):

Unfavorable items included:

•Net derivative losses were $1.8 billion for the six months ended June 30, 2023 compared to gains of $2.0 billion in the first six months of the prior year primarily driven by equity market appreciation during the six months ended June 30, 2023 compared to equity market depreciation during the six months ended June 30, 2022.

•Interest credited to policyholders’ account balances increased by ~~$150~~$341 million mainly due to increased interest rates and average outstanding amounts of funding agreements in Corporate and Other and higher interest crediting rate on SCS due to a higher interest rate environment and growth of SCS AV in our Individual Retirement segment, partially offset by the impact of the Global Atlantic Transaction in our Group Retirement segment.

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•Fee-type revenue decreased by $253 million mainly driven by lower fees from our Investment Management and Research segment primarily driven by lower average AUM, and lower fees from our Group Retirement segment due to lower average Separate Account AV from market depreciation and ceded assets from the Global Atlantic Transaction.

•Net income attributable to noncontrolling interest increased by ~~$22~~$50 million mainly due to gains from AB’s consolidated VIEs partially offset by lower AB pre-tax income.

These were partially offset by the following favorable items:

•~~Investment gains increased~~Change in market risk benefits and purchased market risk benefits decreased by ~~$239 million~~$1.3 billion mainly due to ~~rebalancing~~an increase in equity markets during the ~~General Account portfolio associated with~~second quarter 2023 compared to a decrease during the ~~duration program during~~second quarter 2022, partially offset by interest rates from first quarter 2023 versus first quarter 2022.

•Net investment income increased by ~~$186~~$511 million mainly due to ~~higher General Account~~higher assets, higher investment yields and higher income from seed capital investments, partially offset by lower alternative investment income and lower ~~prepayment~~pre-payment income.

•~~Compensation, benefits and other operating expenses decreased~~Investment gains increased by ~~$124~~$415 million mainly due to lower general and administrative costs, primarily relating to lower portfolio servicing fees and professional fees, lower legal accruals, lower compensation expense, and lower COLI expenses due to market conditions partially offset by an increase in our Protection Solutions segment due to the non-repeat of a litigation reserve releaserebalancing in the ~~three months ended March 31, 2022.~~

•~~Policyholders’ benefits decreased by $72 million mainly due to higher benefits in~~General Account portfolio associated with the ~~first quarter 2022 from a transaction to repurchase UL policies from one entity that had invested in numerous purchased in the life settlement market~~duration program during 2022.

•~~Commissions~~Other operating costs and ~~distribution-related payments~~expenses decreased by ~~$42~~$228 million mainly due to the release of the COI litigation accrual in the second quarter 2022 and lower ~~payments to financial intermediaries for the distribution of AB mutual funds~~general and administrative expenses in our Investment Management and Research ~~segment and lower average Separate Accounts AV in our Legacy Segment as result of lower equity markets and net outflows gross of reinsurance.~~segment.

•Income tax benefit of ~~$725~~$1,017 million for the ~~three~~six months ended ~~March 31,~~June 30, 2023 compared to income tax expense of ~~$137~~$401 million for the ~~three~~six months ended ~~March 31,~~June 30, 2022 primarily related to a partial release of the valuation allowance of ~~$614~~$990 million on the deferred tax asset, and ~~a pre-tax loss for the first quarter 2023 compared to~~lower pre-tax income for the ~~first quarter~~six months ended June 30, 2023 compared to the six months ended June 30, 2022.

See “—Significant Factors Impacting Our Results—Effect of Assumption Updates on Operating Results” for more information regarding assumption updates.

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Non-GAAP Operating Earnings

Non-GAAP Operating Earnings decreased by ~~$135~~$187 million to ~~$364~~$805 million for the ~~three~~six months ended ~~March 31,~~June 30, 2023 from ~~$499~~$992 million in the ~~three~~six months ended ~~March 31,~~June 30, 2022. The following notable items were the primary drivers for the change in Non-GAAP Operating Earnings.

Unfavorable items included:

•Fee-type revenue decreased by $201 million mainly driven by lower fees primarily from our Investment Management and Research segment driven by lower average AUM, and lower fees from our Individual Retirement segment as a result of lower average Separate Accounts AV due to lower equity markets.

•Interest credited to policyholders’ account balances increased by ~~$150~~$341 million mainly due to increased interest rates and average outstanding amounts of funding agreements in Corporate and Other and higher interest crediting rate on SCS due to a higher interest rate environment and growth of SCS AV in our Individual Retirement segment, partially offset by the impact of the policies ceded from the Global Atlantic Transaction in our Group Retirement segment.

•Fee-type revenue decreased by $169 million mainly driven by lower fees primarily from our Investment Management and Research segment driven by lower average AUM, and lower fees from our Individual Retirement segment as a result of lower average Separate Accounts AV due to market depreciation.

•Policyholders’ benefits increased by $93 million mainly due to higher net mortality in our Protection Solutions segment.

•Net derivative losses were $43 million for the six months ended June 30, 2023 decreased compared to gains ~~decreased $32~~of $30 million ~~from a $12 million gain~~in the prior period primarily from our Investment Management and Research segment driven by higher losses from economically hedging the seed capital investments.

•Amortization of DAC increased by $19 million mainly due to growth in Individual Retirement segment from sales momentum.

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These were partially offset by the following favorable items:

•Net investment income increased by ~~$102~~$315 million mainly due to ~~higher General Account~~higher assets, higher investment yields and higher income from seed capital investments, partially offset by lower alternative investment income and lower ~~prepayment~~pre-payment income.

•Compensation, benefits and other operating costs and expenses decreased by ~~$67~~$51 million mainly due to lower general and administrative costs primarily relating to lower portfolio servicing fees in our Investment Management and ~~professional fees, and lower compensation expense~~Research segment and lower COLI expenses ~~due to market conditions~~in Corporate and Other, partially offset by ~~an increase~~higher Employee Benefit variable expenses in our Protection Solutions segment ~~due to the non-repeat of a litigation reserve release~~and an increase in ~~the three months ended March 31, 2022.~~pension costs.

•Commissions and distribution-related payments decreased by ~~$42~~$43 million mainly due to lower payments to financial intermediaries for the distribution of AB mutual funds in our Investment Management and Research segment.

•Remeasurement of Liability for Future Policy Benefits decreased by $32 million mainly due to unfavorable experience in prior period in our legacy assumed life insurance business.

•Income tax expense decreased by ~~$34~~$81 million mainly driven by lower pre-tax ~~earnings.~~earnings and a lower effective tax rate in 2023.

Results of Operations by Segment

We manage our business through the following six segments: Individual Retirement, Group Retirement, Investment Management and Research, Protection Solutions, Wealth Management and Legacy. We report certain activities and items that are not included in our ~~four~~six segments in Corporate and Other. The following section presents our discussion of operating earnings (loss) by segment and AUM, AV and Protection Solutions Reserves by segment, as applicable. Consistent with U.S. GAAP guidance for segment reporting, operating earnings (loss) is our U.S. GAAP measure of segment performance. See Note 17 of the Notes to the Consolidated Financial Statements for further information on our segments.

The following table summarizes operating earnings (loss) on our segments and Corporate and Other for the three and six months ended ~~March 31,~~June 30, 2023 and 2022:

~~Table of Contents~~


		Three Months Ended March 31,			Three Months Ended June 30,					Six Months Ended June 30,
			2023			2022				2023		2022		2023		2022
			(in millions)					(in millions)
Operating earnings (loss) by segment:	Operating earnings (loss) by segment:								Operating earnings (loss) by segment:
Individual Retirement	Individual Retirement		$	200		$	203		Individual Retirement	$	234	$	186	$	434	$	389
Group Retirement	Group Retirement		89			144			Group Retirement	107		111		196		255
Investment Management and Research	Investment Management and Research		99			136			Investment Management and Research	99		101		198		237
Protection Solutions	Protection Solutions		(35)			(3)			Protection Solutions	24		110		(11)		107
Wealth Management	Wealth Management		32			32			Wealth Management	42		24		74		56
Legacy	Legacy		60			63			Legacy	45		57		105		120
Corporate and Other	Corporate and Other		(81)			(76)			Corporate and Other	(110)		(96)		(191)		(172)
Non-GAAP Operating Earnings	Non-GAAP Operating Earnings		$	364		$	499		Non-GAAP Operating Earnings	$	441	$	493	$	805	$	992

Effective Tax Rates by Segment

Income tax expense is calculated using the ETR and then allocated to our business segments using a 16% ETR for our retirement and protection businesses (Individual Retirement, Group Retirement, Protection Solutions and Legacy), a ~~25%~~24% ETR for Wealth Management and a ~~27%~~25% ETR for Investment Management and Research.

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Individual Retirement

The Individual Retirement segment includes our variable annuity products which primarily meet the needs of individuals saving for retirement or seeking retirement income.

The following table summarizes operating earnings of our Individual Retirement segment for the periods presented:

Three Months Ended March 31,
2023 2022
(in millions)
Operating earnings $ 200 $ 203


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Operating earnings	$	234	$	186	$	434	$	389

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Key components of operating earnings are:


		Three Months Ended March 31,			Three Months Ended June 30,					Six Months Ended June 30,
			2023			2022				2023		2022		2023		2022
			(in millions)					(in millions)
REVENUES	REVENUES								REVENUES
Policy charges, fee income and premiums	Policy charges, fee income and premiums		$	163		$	183		Policy charges, fee income and premiums	$	165	$	163	$	328	$	346
Net investment income	Net investment income		340			236			Net investment income	391		229		731		465
Net derivative gains (losses)	Net derivative gains (losses)		(5)			(8)			Net derivative gains (losses)	(5)		(10)		(10)		(18)
Investment management, service fees and other income	Investment management, service fees and other income		90			96			Investment management, service fees and other income	96		89		186		185
Segment revenues	Segment revenues		$	588		$	507		Segment revenues	$	647	$	471	$	1,235	$	978

BENEFITS AND OTHER DEDUCTIONS	BENEFITS AND OTHER DEDUCTIONS								BENEFITS AND OTHER DEDUCTIONS
Policyholders’ benefits	Policyholders’ benefits		$	24		$	18		Policyholders’ benefits	$	19	$	13	$	43	$	31
Remeasurement of liability for future policy benefits	Remeasurement of liability for future policy benefits		1			—			Remeasurement of liability for future policy benefits	(1)		(1)		—		(1)

Interest credited to policyholders’ account balances	Interest credited to policyholders’ account balances		129			60			Interest credited to policyholders’ account balances	160		66		289		126
Commissions and distribution-related payments	Commissions and distribution-related payments		60			64			Commissions and distribution-related payments	63		54		123		118
Amortization of deferred policy acquisition costs	Amortization of deferred policy acquisition costs		89			80			Amortization of deferred policy acquisition costs	92		82		181		162
Compensation, benefits and other operating costs and expenses	Compensation, benefits and other operating costs and expenses		47			41			Compensation, benefits and other operating costs and expenses	43		30		90		71
Interest expense	Interest expense		—			—			Interest expense	—		—		—		—
Segment benefits and other deductions	Segment benefits and other deductions		$	350		$	263		Segment benefits and other deductions	$	376	$	244	$	726	$	507

The following table summarizes AV for our Individual Retirement segment as of the dates indicated:


		March 31, 2023		December 31, 2022				June 30, 2023		December 31, 2022
		(in millions)				(in millions)
AV (1)	AV (1)						AV (1)
General Account	General Account	$	41,166	$	37,822		General Account	$	45,304	$	37,822
Separate Accounts	Separate Accounts	37,634		36,455			Separate Accounts	38,589		36,455
Total AV	Total AV	$	78,800	$	74,277		Total AV	$	83,893	$	74,277

(1)AV presented are net of reinsurance.

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The following table summarizes a roll-forward of AV for our Individual Retirement segment for the periods presented:


		Three Months Ended March 31,			Three Months Ended June 30,					Six Months Ended June 30,
			2023			2022				2023		2022		2023		2022
			(in millions)					(in millions)
Balance as of beginning of the period			$	74,277		$	82,629
Balance, beginning of period									Balance, beginning of period	$	78,800	$	79,612	$	74,277	$	82,629
Gross premiums	Gross premiums		2,871			2,801			Gross premiums	3,675		3,057		6,546		5,858
Surrenders, withdrawals and benefits	Surrenders, withdrawals and benefits		(1,939)			(2,136)			Surrenders, withdrawals and benefits	(2,174)		(1,891)		(4,113)		(4,027)
Net flows	Net flows		932			665			Net flows	1,501		1,166		2,433		1,831
Investment performance, interest credited and policy charges	Investment performance, interest credited and policy charges		3,584			(3,682)			Investment performance, interest credited and policy charges	3,592		(9,027)		7,176		(12,709)

Other (1)	Other (1)		7			—			Other (1)	—		—		7		—
Balance as of end of the period			$	78,800		$	79,612
Balance, end of period									Balance, end of period	$	83,893	$	71,751	$	83,893	$	71,751

______________

(1)For the ~~three~~six months ~~ending March 31,~~ended June 30, 2023, amounts reflect a total special payment applied to the accounts of active clients during the three months ended March 31, 2023 as part of a previously disclosed settlement agreement between Equitable Financial and the SEC.

~~Table of Contents~~

Three Months Ended ~~March 31,~~June 30, 2023 Compared to the Three Months Ended ~~March 31,~~June 30, 2022 for the Individual Retirement Segment

Operating earnings

Operating earnings ~~decreased $3~~increased $48 million to ~~$200~~$234 million during the three months ended ~~March 31,~~June 30, 2023 from ~~$203~~$186 million in the three months ended ~~March 31,~~June 30, 2022. The following notable items were the primary drivers of the change in operating earnings:

Favorable items included:

•Net investment income increased by $162 million mainly due to higher SCS asset balances and higher investment yields partially offset by lower income from alternative investments.

~~Unfavorable items included:~~•Fee-type revenue increased by $9 million due to lower average Separate Accounts AV as a result of equity market performance in second quarter 2022.

•Net derivative gains (losses) increased by $5 million mainly due to increased losses from TIPS hedging offset in Net Investment income.

These were partially offset by the following unfavorable items:

•Interest credited to policyholders’ account balances increased by ~~$69~~$94 million mainly due to ~~higher interest crediting rate on SCS due to the higher interest rate environment and~~ the growth of SCS AV.

•~~Fee-type revenue decreased~~Compensation, benefits and other operating costs and expenses increased by ~~$26~~$13 million ~~mainly~~primarily due to ~~lower average Separate Accounts AV as a result of lower~~higher performance shares driven by higher equity ~~markets.~~and restricted stock expense.

•Amortization of DAC increased by $10 million mainly driven by growth in the business from sales momentum.

•Commissions and distribution-related payments increased by $9 million mainly due to ~~continued growth in SCS.~~

~~These were partially~~higher annuitizations, offset by ~~the following favorable items:~~higher premiums.

•Income tax expense decreased by $4 million mainly driven by a lower effective tax rate in 2023.

Net Flows and AV

•Total AV as of June 30, 2023 was $83.9 billion, an increase of $5.1 billion, compared to March 31, 2023. The increase in AV was primarily due to a $3.6 billion increase in equity markets as well as $1.5 billion in net inflows.

•Net inflows of $1.5 billion were $335 million higher than in the three months ended June 30, 2022, mainly driven by $2.1 billion of inflows on our newer, less capital-intensive products.

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Six Months Ended June 30, 2023 Compared to the Six Months Ended June 30, 2022 for the Individual Retirement Segment

Operating earnings

Operating earnings increased $45 million to $434 million during the six months ended June 30, 2023 from $389 million in the six months ended June 30, 2022. The following notable items were the primary drivers of the change in operating earnings:

Favorable items included:

•Net investment income increased by ~~$104~~$266 million mainly due to higher SCS asset balances and higher yields, partially offset by lower income on alternative investments and lower ~~prepayment~~pre-payment income.

These were partially offset by the following unfavorable items:

•Interest credited to policyholders’ account balances increased by $163 million mainly due to growth of SCS AV.

•Compensation, benefits and other operating costs and expenses increased by $19 million primarily due to an increase in pension costs resulting from the higher interest rate environment.

•Amortization of DAC increased by $19 million mainly due to growth in the business from sales momentum.

•Fee-type revenue decreased by $17 million mainly due to lower average Separate Accounts AV as a result of equity market performance in 2022.

•Income tax expense decreased by $7 million mainly driven by a lower effective tax rate in 2023.

Net Flows and AV

•The increase in AV of ~~$4.5~~$9.6 billion in the ~~three~~six months ended ~~March 31,~~June 30, 2023 was driven by an increase in investments performance ~~and interest credited to account balances, net of policy charges, of $3.6 billion~~ as a result of equity market appreciation, of $7.2 billion in the first ~~quarter~~six months of 2023, as well as net inflows of ~~$932 million.~~$2.4 billion.

•Net inflows of ~~$932~~$2.4 billion were $602 million ~~were $267 million higher than~~ in the ~~three~~six months ended ~~March 31,~~June 30, 2022, mainly driven by ~~lower outflows due to lower account values~~higher sales in the first ~~quarter~~six months of 2023 as compared to the first ~~quarter of 2022, as well as higher sales in the first quarter of 2023 as compared to the first quarter~~six months of 2022.

Group Retirement

The Group Retirement segment offers tax-deferred investment and retirement services or products to plans sponsored by educational entities, municipalities and not-for-profit entities, as well as small and medium-sized businesses.

The following table summarizes operating earnings of our Group Retirement segment for the periods presented:

Three Months Ended March 31,
2023 2022
(in millions)
Operating earnings $ 89 $ 144


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Operating earnings	$	107	$	111	$	196	$	255

Key components of operating earnings are:


		Three Months Ended March 31,			Three Months Ended June 30,				Six Months Ended June 30,
			2023			2022					2023		2022		2023		2022
			(in millions)					(in millions)
REVENUES	REVENUES									REVENUES
Policy charges, fee income and premiums	Policy charges, fee income and premiums		$	64		$	94			Policy charges, fee income and premiums	$	66	$	83	$	130	$	177
Net investment income	Net investment income		112			180				Net investment income	132		163		244		343
Net derivative (losses) gains	Net derivative (losses) gains		(1)			(5)				Net derivative (losses) gains	—		(9)		(1)		(14)
Investment management, service fees and other income	Investment management, service fees and other income		62			66				Investment management, service fees and other income	69		61		131		127
Segment revenues			$	237		$	335

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		Three Months Ended March 31,			Three Months Ended June 30,				Six Months Ended June 30,
			2023			2022					2023		2022		2023		2022
			(in millions)					(in millions)
Segment revenues										Segment revenues	$	267	$	298	$	504	$	633

BENEFITS AND OTHER DEDUCTIONS	BENEFITS AND OTHER DEDUCTIONS									BENEFITS AND OTHER DEDUCTIONS
Policyholders’ benefits	Policyholders’ benefits		$	—		$	—			Policyholders’ benefits	$	—	$	—	$	—	$	—
Remeasurement of liability for future policy benefits	Remeasurement of liability for future policy benefits		—			—				Remeasurement of liability for future policy benefits	—		—		—		—

Interest credited to policyholders’ account balances	Interest credited to policyholders’ account balances		50			78				Interest credited to policyholders’ account balances	52		72		102		150
Commissions and distribution-related payments	Commissions and distribution-related payments		37			42				Commissions and distribution-related payments	47		42		84		84
Amortization of deferred policy acquisition costs	Amortization of deferred policy acquisition costs		15			15				Amortization of deferred policy acquisition costs	15		15		30		30
Compensation, benefits and other operating costs and expenses	Compensation, benefits and other operating costs and expenses		29			28				Compensation, benefits and other operating costs and expenses	29		32		58		60
Interest expense	Interest expense		—			—				Interest expense	—		—		—		—
Segment benefits and other deductions	Segment benefits and other deductions		$	131		$	163			Segment benefits and other deductions	$	143	$	161	$	274	$	324

The following table summarizes AV and AUA for our Group Retirement segment as of the dates indicated:


		March 31, 2023		December 31, 2022				June 30, 2023		December 31, 2022
		(in millions)				(in millions)
AV and AUA	AV and AUA						AV and AUA
General Account	General Account	$	9,133	$	9,175		General Account	$	9,101	$	9,175
Separate Accounts and Mutual Funds	Separate Accounts and Mutual Funds	24,434		22,830			Separate Accounts and Mutual Funds	25,884		22,830
Total AV and AUA (2)	Total AV and AUA (2)	$	33,567	$	32,005		Total AV and AUA (2)	$	34,985	$	32,005

____________

(1) AV presented are net of reinsurance.

The following table summarizes a roll-forward of AV and AUA for our Group Retirement segment for the periods indicated:


		Three Months Ended March 31,			Three Months Ended June 30,					Six Months Ended June 30,
			2023			2022				2023		2022		2023		2022
			(in millions)					(in millions)
Balance as of beginning of the period (1)			$	32,005		$	47,809
Balance, beginning of period									Balance, beginning of period	$	33,567	$	46,035	$	32,005	$	47,809
Gross premiums	Gross premiums		898			1,502			Gross premiums	993		1,133		1,891		2,635
Surrenders, withdrawals and benefits	Surrenders, withdrawals and benefits		(868)			(979)			Surrenders, withdrawals and benefits	(1,059)		(989)		(1,927)		(1,968)
Net flows (1)	Net flows (1)		30			523			Net flows (1)	(66)		144		(36)		667
Investment performance, interest credited and policy charges (1)	Investment performance, interest credited and policy charges (1)		1,502			(2,297)			Investment performance, interest credited and policy charges (1)	1,484		(5,012)		2,986		(7,309)
Ceded to Global Atlantic			—			—

Other (2)	Other (2)		30			—			Other (2)	—		—		30		—
Balance as of end of the period			$	33,567		$	46,035
Balance, end of period									Balance, end of period	$	34,985	$	41,167	$	34,985	$	41,167

____________

(1)For the three and six months ended ~~March 31,~~June 30, 2023, net outflows of ~~$180~~$140 million and $320 million and investment performance, interest credited and policy charges of ~~$400~~$349 million and $749 million, respectively, are excluded as these amounts are related to ceded AV to Global Atlantic.

(2) For the ~~three~~six months ~~ending March 31,~~ended June 30, 2023, amounts reflect a total special payment applied to the accounts of active clients as part of a previously disclosed settlement agreement between Equitable Financial ~~Life Insurance Company~~ and the SEC.

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Three Months Ended ~~March 31,~~June 30, 2023 Compared to the Three Months Ended ~~March 31,~~June 30, 2022 for the Group Retirement Segment

Operating earnings

Operating earnings decreased by $4 million to $107 million during the three months ended June 30, 2023 from $111 million in the three months ended June 30, 2022. The following notable items were the primary drivers of the change in operating earnings:

Unfavorable items included:

•Net investment income decreased by $31 million due to lower assets from the Global Atlantic Transaction and lower alternative investment income, partially offset by higher investment yields.

•Fee-type revenue decreased by $9 million primarily due to ceded assets from the Global Atlantic Transaction.

These were partially offset by the following favorable items:

•Interest credited to policyholders’ account balances decreased by $20 million mainly due to the portion of policies ceded from the Global Atlantic Transaction.

•Net derivative losses decreased by $9 million due to lower losses from TIPS hedging, offset in net investment income.

•Income tax expense decreased by $9 million mainly driven by lower pre-tax earnings and a lower effective tax rate in 2023.

See “—Significant Factors Impacting Our Results—Effect of Assumption Updates on Operating Results” for more information regarding assumption updates.

Net Flows and AV

•The increase in AV of $1.4 billion in the three months ended June 30, 2023 was driven by equity market performance, slightly offset by net outflows of $66 million.

•Net outflows of $66 million for the three months ended June 30, 2023 decreased by $210 million compared to the three months ended June 30, 2022, driven by higher surrender activity, partially offset by higher gross premiums in our tax-exempt and corporate markets.

Six Months Ended June 30, 2023 Compared to the Six Months Ended June 30, 2022 for the Group Retirement Segment

Operating earnings

Operating earnings decreased by ~~$55~~$59 million to ~~$89~~$196 million during the ~~three~~six months ended ~~March 31,~~June 30, 2023 from ~~$144~~$255 million during the ~~three~~six months ended ~~March 31,~~June 30, 2022. The following notable items were the primary drivers of the change in operating earnings:

Unfavorable items included:

•Net investment income decreased by ~~$68~~$99 million ~~primarily~~ due to lower assets from the Global Atlantic Transaction, lower alternative investment income, and lower pre-payment income, ~~from spread lending,~~ partially offset by higher investment yields.

•Fee-type revenue decreased by ~~$34~~$43 million primarily due to lower average Separate Account AV from market depreciation and ceded assets from the Global Atlantic Transaction.

These were partially offset by the following favorable items:

•Interest credited to policyholders’ account balances decreased by ~~$28~~$48 million mainly due to the portion of policies ceded from the Global Atlantic Transaction.

•~~Commissions and distribution-related payments~~Net derivative losses decreased by $5$13 million ~~mainly~~ due to lower ~~average account value.~~losses from TIPS hedging, offset in net investment income.

•Income tax expense decreased by ~~$11~~$20 million ~~primarily~~ driven by lower ~~pre-ax~~pre-tax earnings ~~partially offset by~~and a ~~higher~~lower effective tax rate in 2023.

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Net Flows and AV

•The increase in AV of ~~$1.6~~$3.0 billion in the ~~three~~six months ended ~~March 31,~~June 30, 2023 was ~~primarily~~ driven by ~~an increase in investments~~equity market performance, ~~and interest credited to account balances~~slightly offset by net outflows of ~~policy charges of $1.5 billion as a result of market appreciation.~~$36 million.

•Net ~~inflows~~outflows of ~~$30~~$36 million for the six months ended June 30, 2023 decreased ~~$493~~$703 million compared to the six months ended June 30, 2022, ~~due to~~driven by a large lump sum premium in our institutional market in 2022 and higher surrender activity in our tax-exempt market in 2023, partially offset by higher sales in our tax-exempt and corporate ~~401(k) market.~~markets in 2023.

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Investment Management and Research

The Investment Management and Research segment provides diversified investment management, research and related services to a broad range of clients around the world. Operating earnings (loss), net of tax, presented here represents our average economic interest in AB of approximately 61% and 65% during the ~~three~~six months ended ~~March 31,~~June 30, 2023 and 2022.

Three Months Ended March 31,
2023 2022
(in millions)
Operating earnings $ 99 $ 136


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Operating earnings	$	99	$	101	$	198	$	237

Key components of operating earnings are:

Three Months Ended March 31,
2023 2022
(in millions)
REVENUES
Net investment income (loss) $ 9 $ (23)
Net derivative gains (losses) (10) 20
Investment management, service fees and other income 1,010 1,138
Segment revenues $ 1,009 $ 1,135

~~Table of Contents~~


		Three Months Ended March 31,			Three Months Ended June 30,					Six Months Ended June 30,
			2023			2022				2023		2022		2023		2022
			(in millions)					(in millions)
REVENUES									REVENUES

Net investment income (loss)									Net investment income (loss)	$	2	$	(26)	$	11	$	(49)
Net derivative gains (losses)									Net derivative gains (losses)	(1)		22		(11)		42
Investment management, service fees and other income									Investment management, service fees and other income	999		1,007		2,009		2,145
Segment revenues									Segment revenues	$	1,000	$	1,003	$	2,009	$	2,138

BENEFITS AND OTHER DEDUCTIONS	BENEFITS AND OTHER DEDUCTIONS								BENEFITS AND OTHER DEDUCTIONS

Commissions and distribution related payments	Commissions and distribution related payments		$	148		$	176		Commissions and distribution related payments	$	150	$	159	$	298	$	335

Compensation, benefits and other operating costs and expenses	Compensation, benefits and other operating costs and expenses		623			675			Compensation, benefits and other operating costs and expenses	633		619		1,256		1,294
Interest expense	Interest expense		14			—			Interest expense	14		4		28		4
Segment benefits and other deductions	Segment benefits and other deductions		$	785		$	851		Segment benefits and other deductions	$	797	$	782	$	1,582	$	1,633

Changes in AUM in the Investment Management and Research segment for the periods presented were as follows:


		Three Months Ended March 31,			Three Months Ended June 30,					Six Months Ended June 30,
			2023			2022				2023		2022		2023		2022
			(in billions)					(in billions)
Balance as of beginning of the period			$	646.4		$	778.6
Balance, beginning of period									Balance, beginning of period	$	675.9	$	735.4	$	646.4	$	778.6
Long-term flows	Long-term flows								Long-term flows
Sales/new accounts	Sales/new accounts		25.6			40.9			Sales/new accounts	22.4		23.9		48.0		64.8
Redemptions/terminations	Redemptions/terminations		(20.6)			(24.6)			Redemptions/terminations	(23.1)		(22.6)		(43.7)		(47.2)
Cash flow/unreinvested dividends	Cash flow/unreinvested dividends		(4.2)			(4.9)			Cash flow/unreinvested dividends	(3.3)		(4.0)		(7.5)		(8.9)
Net long-term inflows (outflows)			0.8			11.4

Net long-term (outflows) inflows									Net long-term (outflows) inflows	(4.0)		(2.7)		(3.2)		8.7
Adjustments									Adjustments	—		(0.4)		—		(0.4)

Market appreciation (depreciation)	Market appreciation (depreciation)		28.7			(54.6)			Market appreciation (depreciation)	19.6		(85.5)		48.3		(140.1)
Net change	Net change		29.5			(43.2)			Net change	15.6		(88.6)		45.1		(131.8)
Balance as of end of the period			$	675.9		$	735.4
Balance, end of period									Balance, end of period	$	691.5	$	646.8	$	691.5	$	646.8

Average AUM in the Investment Management and Research segment for the periods presented by distribution channel and investment services were as follows:
Three Months Ended March 31,
2023 2022
(in billions)
Distribution Channel:
Institutions $ 304.6 $ 331.6
Retail 252.0 301.5
Private Wealth 110.2 118.1
Total $ 666.8 $ 751.2
Investment Service:
Equity Actively Managed $ 226.8 $ 270.5
Equity Passively Managed (1) 55.9 67.5
Fixed Income Actively Managed – Taxable 195.3 236.2
Fixed Income Actively Managed – Tax-exempt 54.1 56.1
Fixed Income Passively Managed (1) 9.5 12.9
Alternatives/Multi-Asset Solutions (2) 125.2 108.0
Total $ 666.8 $ 751.2

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	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in billions)
Distribution Channel:
Institutions	$	305.1	$	307.5	$	304.6	$	318.7
Retail	259.9		270.6		255.9		285.1
Private Wealth	113.4		110.5		111.6		113.9
Total	$	678.4	$	688.6	$	672.1	$	717.7

Investment Service:
Equity Actively Managed	$	230.3	$	243.1	$	228.4	$	255.6
Equity Passively Managed (1)	57.7		60.8		56.8		63.8
Fixed Income Actively Managed – Taxable	199.4		212.4		197.2		224.1
Fixed Income Actively Managed – Tax-exempt	55.5		54.2		54.8		55.2
Fixed Income Passively Managed (1)	9.5		12.3		9.5		12.6
Alternatives/Multi-Asset Solutions (2)	126.0		105.8		125.4		106.4
Total	$	678.4	$	688.6	$	672.1	$	717.7

____________

(1)Includes index and enhanced index services.

(2)Includes certain multi-asset solutions and services not included in equity of fixed income services.

~~Table of Contents~~

Three Months Ended ~~March 31,~~June 30, 2023 Compared to the Three Months Ended ~~March 31,~~June 30, 2022 for the Investment Management and Research Segment

Operating earnings

Operating earnings decreased ~~$37~~$2 million to $99 million during the three months ended ~~March 31,~~June 30, 2023 from ~~$136~~$101 million induring the three months ended June 30, 2022. The following notable items were the primary drivers of the change in operating earnings:

Unfavorable items included:

•Compensation, benefits, interest expense and other operating costs increased by $24 million mainly due to higher compensation and benefits and higher interest expense related to higher interest and average borrowings.

•Fee-type revenue decreased by $8 million primarily due to lower Bernstein Research Services due related to a decline in customer trading activity, lower distribution revenue driven by lower overall portfolio fee rates, partially offset by higher other income from higher interest earned on customer margin balances and increased investment advisory fees related to higher overall portfolio fee rates offset by lower average AUM.

These were partially offset by the following favorable items included:

•Commissions and distribution-related payments decreased by $9 million mainly due to lower payments to financial intermediaries for the distribution of AB mutual funds.

•Net investment income, net of Net derivative losses, was favorable by $5 million. Net investment income increased $28 million mainly due to higher gains on the seed capital investments subject to market risk; partially offset by a decrease of $23 million in Net derivative losses mainly due to losses in economically hedging seed capital investments.

•Income tax expense decreased by $16 million primarily due to lower pre-tax earnings and a lower effective tax rate in 2023.

Long-Term Net Flows and AUM

•Total AUM as of June 30, 2023 was $691.5 billion, up $15.6 billion or 2.3%, compared to March 31, 2023. During the second quarter 2023, AUM increased as a result of market appreciation of $19.6 billion offset by net outflows of $4.0

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billion. Net outflows were due to Institutions net outflows of $3.2 billion, Retail net outflows of $0.7 billion and Private Wealth net outflows of $0.1 billion.

Six Months Ended June 30, 2023 Compared to the Six Months Ended June 30, 2022 for the Investment Management and Research Segment

Operating earnings

Operating earnings decreased $39 million to $198 million during the six months ended June 30, 2023 from $237 million in the six months ended June 30, 2022. The following notable items were the primary drivers of the change in operating earnings:

Unfavorable items included:

•Fee-type revenue decreased by ~~$128~~$136 million primarily due to lower investment advisory base fees ~~performance based fees and Bernstein Research Services revenues. The decrease in investment advisory base fees was primarily~~ driven by lower average AUM partially offset by a higher portfolio fee ~~rate. The decrease~~rates, lower distribution revenues driven by lower average AUM and lower overall portfolio fee rates, lower Bernstein Research Services revenue driven by a decline in ~~performance~~customer trading activity and lower Performance based fees ~~was primarily~~ due to ~~lower performance~~a decline in fees earned on AB’s U.S. Real Estate Funds, partially offset by higher performance fees earned on AB’s ~~Private~~Global Opportunistic Credit Fund and ~~Global Opportunistic~~Private Credit Fund. ~~The decrease in Bernstein Research Services revenues were primarily driven by significantly lower customer trading activity as a result of market conditions.~~

These were partially offset by the following favorable items:

•Compensation, benefits, interest expense and other operating costs decreased by $38 million mainly due to lower general and administrative costs, primarily relating to lower portfolio servicing fees and professional fees, and lower compensation expense, partially offset by higher interest expense related to higher average borrowings and interest rates.

•Commissions and distribution-related payments decreased by ~~$28~~$37 million mainly due to lower payments to financial intermediaries for the distribution of AB mutual funds.

•Compensation, benefits, interest expense and other operating costs decreased by $14 million mainly due to lower general and administrative expenses related to lower portfolio servicing fees partially offset by higher interest expense related to higher interest and average borrowings.

•Net investment income, net of Net of derivative ~~gains,~~losses, was favorable by $2$7 million. Net investment income increased by ~~$32~~$60 million mainly due to higher gains on the seed capital investments subject to market risk, partially offset by ~~an increase~~a decrease in ~~net~~Net derivative losses of ~~$30~~$53 million mainly due to ~~higher~~ losses ~~from~~in economically hedging the seed capital investments.

•Earnings attributable to noncontrolling interest decreased by $13 million due to lower pre-tax earnings.

•Income tax expense decreased by ~~$10~~$26 million due to lower pre-tax earnings ~~partially offset by~~and a ~~higher~~lower effective tax rate in 2023.

Long-Term Net Flows and AUM

•Total AUM as of ~~March 31,~~June 30, 2023 was ~~$675.9~~$691.5 billion, up ~~$29.5~~$45.1 billion, or ~~4.6%~~7.0%, compared to December 31, 2022. The increase ~~was primarily~~ as a result of market appreciation of ~~$28.7~~$48.3 billion ~~and~~offset by net ~~inflows~~outflows of ~~$0.8~~$3.2 billion. Institutions net outflows of $5.9 billion were partially offset by Private Wealth and Retail net inflows ~~were $1.9~~of $1.8 billion and ~~$1.6~~$0.9 billion, ~~respectively, partially offset by Institutional net outflows of $2.7 billion.~~

respectively.

Protection Solutions

The Protection Solutions segment includes our life insurance and employee benefits businesses. We provide a targeted range of products aimed at serving the financial needs of our clients throughout their lives, including VUL, IUL and term life products. In 2015, we entered the employee benefits market and currently offer a suite of dental, vision, life, as well as short- and long-term disability insurance products to small and medium-size businesses.

In recent years, we have refocused our product offering and distribution towards less capital intensive, higher return accumulation and protection products. For example, in January 2021, we discontinued offering our most interest sensitive IUL product. We plan to improve our operating earnings over time through earnings generated from sales of our repositioned product portfolio and by proactively managing and optimizing our in-force book.

The following table summarizes operating earnings (loss) of our Protection Solutions segment for the periods presented:


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Operating earnings (loss)	$	24	$	110	$	(11)	$	107

~~100~~

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Three Months Ended March 31,
2023 2022
(in millions)
Operating earnings (loss) $ (35) $ (3)

Key components of operating earnings (loss) are:


		Three Months Ended March 31,			Three Months Ended June 30,				Six Months Ended June 30,
			2023			2022					2023		2022		2023		2022
			(in millions)					(in millions)
REVENUES	REVENUES									REVENUES
Policy charges, fee income and premiums	Policy charges, fee income and premiums		$	520		$	500			Policy charges, fee income and premiums	$	524	$	505	$	1,044	$	1,005
Net investment income	Net investment income		217			272				Net investment income	242		252		459		524
Net derivative (losses) gains	Net derivative (losses) gains		(2)			—				Net derivative (losses) gains	(16)		(5)		(18)		(5)
Investment management, service fees and other income	Investment management, service fees and other income		32			37				Investment management, service fees and other income	34		37		66		74
Segment revenues	Segment revenues		$	767		$	809			Segment revenues	$	784	$	789	$	1,551	$	1,598

BENEFITS AND OTHER DEDUCTIONS	BENEFITS AND OTHER DEDUCTIONS									BENEFITS AND OTHER DEDUCTIONS
Policyholders’ benefits	Policyholders’ benefits		$	535		$	550			Policyholders’ benefits	$	484	$	396	$	1,019	$	946
Remeasurement of liability for future policy benefits	Remeasurement of liability for future policy benefits		6			8				Remeasurement of liability for future policy benefits	(2)		5		4		13

Interest credited to policyholders’ account balances	Interest credited to policyholders’ account balances		125			128				Interest credited to policyholders’ account balances	130		122		255		250
Commissions and distribution related payments	Commissions and distribution related payments		34			34				Commissions and distribution related payments	36		34		70		68
Amortization of deferred policy acquisition costs	Amortization of deferred policy acquisition costs		29			29				Amortization of deferred policy acquisition costs	30		29		59		58
Compensation, benefits and other operating costs and expenses	Compensation, benefits and other operating costs and expenses		80			63				Compensation, benefits and other operating costs and expenses	77		70		157		133
Interest expense	Interest expense		—			—				Interest expense	—		—		—		—
Segment benefits and other deductions	Segment benefits and other deductions		$	809		$	812			Segment benefits and other deductions	$	755	$	656	$	1,564	$	1,468

The following table summarizes Protection Solutions Reserves for our Protection Solutions segment as of the dates presented:


		March 31, 2023		December 31, 2022				June 30, 2023		December 31, 2022
		(in millions)				(in millions)
Protection Solutions Reserves (1)	Protection Solutions Reserves (1)						Protection Solutions Reserves (1)
General Account	General Account	$	18,137	$	18,237		General Account	$	18,071	$	18,237
Separate Accounts	Separate Accounts	14,562		13,634			Separate Accounts	15,401		13,634
Total Protection Solutions Reserves	Total Protection Solutions Reserves	$	32,699	$	31,871		Total Protection Solutions Reserves	$	33,472	$	31,871

_______________

(1)Does not include Protection Solutions Reserves for our employee benefits business as it is a scaling business and therefore has immaterial in-force policies.

The following table presents our in-force face amounts for the periods indicated, respectively, for our individual life insurance products:

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		March 31, 2023		December 31, 2022				June 30, 2023		December 31, 2022
		(in billions)				(in billions)
In-force face amount by product: (1)	In-force face amount by product: (1)						In-force face amount by product: (1)
Universal Life (2)	Universal Life (2)	$	42.5	$	43.1		Universal Life (2)	$	42.0	$	43.1
Indexed Universal Life	Indexed Universal Life	27.3		27.5			Indexed Universal Life	27.2		27.5
Variable Universal Life (3)	Variable Universal Life (3)	133.9		133.4			Variable Universal Life (3)	134.8		133.4
Term	Term	210.5		211.9			Term	209.6		211.9
Whole Life	Whole Life	1.2		1.1			Whole Life	1.1		1.1
Total in-force face amount	Total in-force face amount	$	415.4	$	417.0		Total in-force face amount	$	414.7	$	417.0

_______________

(1)Includes individual life insurance and does not include employee benefits as it is a scaling business and therefore has immaterial in-force policies.

(2)UL includes GUL.

(3)VUL includes VL and COLI.

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Three Months Ended ~~March 31,~~June 30, 2023 Compared to the Three Months Ended ~~March 31,~~June 30, 2022 for the Protection Solutions Segment

Operating earnings (loss)

Operating earnings decreased by $86 million to $24 million during the three months ended June 30, 2023 from $110 million in the three months ended June 30, 2022. The following notable items were the primary drivers of the change in operating earnings:

Unfavorable items included:

•Policyholders’ benefits increased by $88 million mainly due to higher net mortality.

•Net derivative losses increased by $11 million mainly due to higher losses from TIPS hedging, offset in Net investment income.

•Net investment income decreased by $10 million mainly due to lower alternative investment income partially offset by higher investment yields.

•Compensation, benefits and other operating costs and expenses increased by $7 million mainly due to higher Employee Benefits variable expenses.

These were partially offset by the following favorable items:

•Fee-type revenue increased by $16 million mainly driven by Employee Benefits premium growth.

•Income tax expense decreased by $18 million primarily due to lower pre-tax earnings, as well as a lower effective tax rate in 2023.

Six Months Ended June 30, 2023 Compared to the Six Months Ended June 30, 2022 for the Protection Solutions Segment

Operating earnings (loss)

Operating loss increased ~~$32~~$118 million to ~~$35~~$11 million during the ~~three~~six months ended ~~March 31,~~June 30, 2023 from an operating ~~loss~~income of $3$107 million in the ~~three~~six months ended ~~March 31,~~June 30, 2022. The following notable items were the primary drivers of the change in the operating loss:

Unfavorable items included:

•Policyholders’ benefits increased by $73 million mainly due to higher net mortality.

•Net investment income decreased by ~~$55~~$65 million mainly due to lower alternative investment income, ~~lower spread lending income~~ and lower ~~prepayment~~pre-payment income partially offset by higher investment yields.

•Compensation, benefits and other operating costs and expenses increased by ~~$17~~$24 million mainly due to ~~the non-repeat of a litigation reserve release~~higher Employee Benefits variable expenses.

•Net derivative losses increased by $13 million mainly due to higher losses from TIPS hedging, offset in ~~the three months ended March 31, 2022.~~Net investment income.

These were partially offset by the following favorable items:

•Fee-type revenue increased by ~~$15~~$31 million mainly driven by higher premiums due to ~~growth in Employee Benefits (offset in policyholder’s benefits).~~

•~~Policyholders’ benefits decreased by $15 million mainly due to lower VISL mortality net of reserves offset by~~ growth in Employee Benefits.

•Income tax expense decreased by $7$25 million primarily due to a higher pre-tax ~~loss.~~loss and a lower effective tax rate in 2023.

Wealth Management

The Wealth Management segment is an emerging leader in the wealth management space with a differentiated advice value proposition that offers discretionary and non-discretionary investment advisory accounts, financial planning and advice, insurance, and annuity products. In 2023, we began reporting this business separately from our other segments and Corporate and Other.

The following table summarizes operating earnings of our Wealth Management segment for the periods presented:

Three Months Ended March 31,
2023 2022
(in millions)
Operating earnings $ 32 $ 32

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	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Operating earnings	$	42	$	24	$	74	$	56

Key components of operating earnings are:

Three Months Ended March 31,
2023 2022
(in millions)
REVENUES
Net investment income $ 2 $ —
Net derivative gains (losses) — —
Investment management, service fees and other income 360 376
Segment revenues $ 362 $ 376
BENEFITS AND OTHER DEDUCTIONS
Commissions and distribution-related payments $ 228 $ 239
Compensation, benefits and other operating costs and expenses 91 93
Interest expense — —
Segment benefits and other deductions $ 319 $ 332

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	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
REVENUES

Net investment income	$	3	$	—	$	5	$	—
Net derivative gains (losses)	—		—		—		—
Investment management, service fees and other income	388		368		748		744
Segment revenues	$	391	$	368	$	753	$	744

BENEFITS AND OTHER DEDUCTIONS




Commissions and distribution-related payments	$	243	$	245	$	471	$	484

Compensation, benefits and other operating costs and expenses	94		91		185		184
Interest expense	—		—		—		—
Segment benefits and other deductions	$	337	$	336	$	656	$	668

The following table summarizes a revenue by activity type for our Wealth Management segment for the periods presented:


							Three Months Ended June 30,				Six Months Ended June 30,
		Three Months Ended March 31,					2023		2022		2023		2022
		2023		2022			(in millions)
Revenue by Activity Type	Revenue by Activity Type	(in millions)				Revenue by Activity Type
Investment management, service fees and other income :	Investment management, service fees and other income :					Investment management, service fees and other income :
Investment management and advisory fees	Investment management and advisory fees	$	127	$	139	Investment management and advisory fees	$	134	$	135	$	261	$	274
Distribution fees	Distribution fees	218		233		Distribution fees	239		227		456		461
Interest Income	Interest Income	11		—		Interest Income	13		2		24		2
Service and Other income	Service and Other income	4		3		Service and Other income	3		5		7		7
Total Investment management, service fees and other income	Total Investment management, service fees and other income	$	360	$	376	Total Investment management, service fees and other income	$	388	$	369	$	748	$	744

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The following table summarizes a roll-forward of AUA roll-forward for our Wealth Management segment for the periods presented:


											Three Months Ended June 30,				Six Months Ended June 30,
		Three Months Ended March 31,						2023	2022		2023		2022
			2023		2022						(in millions)
Total Wealth Management Assets	Total Wealth Management Assets		(in millions)				Total Wealth Management Assets
Beginning assets			$	72,406	$	82,794
Beginning, beginning of period										Beginning, beginning of period	75,640		$	78,873	$	72,406	$	82,794
Net Flows	Net Flows		1,418		1,659					Net Flows	1,345		1,161		2,763		2,806
Market appreciation (depreciation) and other	Market appreciation (depreciation) and other		1,816		(5,581)					Market appreciation (depreciation) and other	3,436		(9,623)		5,252		(15,189)
Total Wealth Management ending assets			$	75,640	$	78,872
Balance, end of period										Balance, end of period	$	80,421	$	70,411	$	80,421	$	70,411

Three Months Ended ~~March 31,~~June 30, 2023 Compared to the Three Months Ended ~~March 31,~~June 30, 2023 for the Wealth Management Segment

Operating earnings

Operating earnings increased by $18 million to $42 million during the three months ended June 30, 2023 from $24 million in the three months ended June 30, 2022. The following were notable changes:

Favorable items included:

•Fee-type revenue increased by $20 million primarily due to higher distribution fees from higher retirement sales in addition to interest income from sweep accounts.

•Net investment income increased by $3 million mainly due to higher interest rates.

These were partially offset by the following unfavorable items:

•Compensation, benefits and other operating costs and expenses increased by $3 million mainly due to higher compensation and benefits.

•Income tax expense increased by $4 million primarily due to higher pre-tax earnings.

Net Flows and AV

•The increase in AUA of $4.8 billion in the three months ended June 30, 2023 was driven by equity market appreciation in 2023 of $3.4 billion as well as net inflows of $1.3 billion.

•Net inflows of $1.3 billion were $184 million higher than in the three months ended June 30, 2022 mainly driven by increased sales.

Six Months Ended June 30, 2023 Compared to the Six Months Ended June 30, 2022 for the Wealth Management Segment

Operating earnings

Operating earnings ~~remained at $32~~increased $18 million to $74 million during the ~~three~~six months ended ~~March 31,~~June 30, 2023 compared to ~~$32~~$56 million in the ~~three~~six months ended ~~March 31,~~June 30, 2022. The following were notable changes:

Favorable items included:

•Commissions and distribution-related payments decreased by $13 million mainly due to lower advisory assets.

~~Unfavorable items included:~~•Net investment income increased by $5 million mainly due to higher interest rates.

•Investment management, service fees and other income ~~decreased~~increased by ~~$16~~$4 million mainly due to ~~lower advisory fees and trail revenue driven by decreased insurance and advisory assets~~higher interest income from sweep accounts, partially offset by ~~$11~~$7 million from lower investment management and distribution fees attributed to lower advisory assets and lower retirement sales.

115

Table of ~~interest income driven by higher yields.~~Contents

These were partially offset by the following ~~favorable~~unfavorable items:

•~~Commissions and distribution-related payments decreased~~Income tax expense increased by ~~$11~~$3 million ~~mainly~~primarily due to ~~lower advisory and insurance assets.~~higher pre-tax earnings.

Net Flows and AV

•The increase in AVAUA of ~~$3.2~~$8.0 billion in the ~~three~~six months ended ~~March 31,~~June 30, 2023 was driven by ~~$1.8~~$5.3 billion as a result of equity market appreciation in 2023 and ~~offset by~~ net inflows of ~~$1.4~~$2.8 billion.

•Net inflows of ~~$1.4~~$2.8 billion were ~~$0.2 billion~~$43 million lower than in the ~~three~~six months ended ~~March 31,~~June 30, 2022 mainly driven by decreased sales.

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Legacy

The Legacy segment consists of our capital intensive fixed-rate GMxB business written prior to 2011. In 2023, we began reporting this business separately from our Individual Retirement business.

The following table summarizes operating earnings of our Legacy segment for the periods presented:

Three Months Ended March 31,
2023 2022
(in millions)
Operating earnings $ 60 $ 63


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Operating earnings	$	45	$	57	$	105	$	120

Key components of operating earnings are:


		Three Months Ended March 31,			Three Months Ended June 30,					Six Months Ended June 30,
			2023			2022				2023		2022		2023		2022
			(in millions)					(in millions)
REVENUES	REVENUES								REVENUES
Policy charges, fee income and premiums	Policy charges, fee income and premiums		$	34		$	35		Policy charges, fee income and premiums	$	44	$	37	$	78	$	72
Net investment income	Net investment income		66			61			Net investment income	60		59		126		120
Net derivative gains (losses)			—			—

Investment management, service fees and other income	Investment management, service fees and other income		106			119			Investment management, service fees and other income	99		103		205		222
Segment revenues	Segment revenues		$	206		$	215		Segment revenues	$	203	$	199	$	409	$	414

BENEFITS AND OTHER DEDUCTIONS	BENEFITS AND OTHER DEDUCTIONS								BENEFITS AND OTHER DEDUCTIONS
Policyholders’ benefits	Policyholders’ benefits		$	46		$	36		Policyholders’ benefits	$	61	$	38	$	107	$	74
Remeasurement of liability for future policy benefits	Remeasurement of liability for future policy benefits		—			1			Remeasurement of liability for future policy benefits	—		1		—		2

Interest credited to policyholders’ account balances	Interest credited to policyholders’ account balances		12			12			Interest credited to policyholders’ account balances	12		13		24		25
Commissions and distribution-related payments	Commissions and distribution-related payments		43			55			Commissions and distribution-related payments	43		47		86		102
Amortization of deferred policy acquisition costs	Amortization of deferred policy acquisition costs		16			16			Amortization of deferred policy acquisition costs	16		17		32		33
Compensation, benefits and other operating costs and expenses	Compensation, benefits and other operating costs and expenses		18			19			Compensation, benefits and other operating costs and expenses	19		14		37		33
Interest expense	Interest expense		—			—			Interest expense	—		—		—		—
Segment benefits and other deductions	Segment benefits and other deductions		$	135		$	139		Segment benefits and other deductions	$	151	$	130	$	286	$	269

The following table summarizes AV for our Legacy segment as of the dates indicated:


		March 31, 2023		December 31, 2022				June 30, 2023		December 31, 2022
		(in millions)				(in millions)
AV (1)	AV (1)						AV (1)
General Account	General Account	$	905	$	925		General Account	$	887	$	925
Separate Accounts	Separate Accounts	21,115		20,557			Separate Accounts	21,485		20,557
Total AV	Total AV	$	22,020	$	21,482		Total AV	$	22,372	$	21,482

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_______________

(1)AV presented are net of reinsurance.

The following table summarizes a roll-forward of AV for our Legacy segment for the periods presented:

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		Three Months Ended March 31,			Three Months Ended June 30,							Six Months Ended June 30,
			2023			2022				2023			2022		2023		2022
			(in millions)					(in millions)
Balance as of beginning of the period			$	21,482		$	29,275
Balance, beginning of period									Balance, beginning of period	$	22,020		$	26,758	$	21,482	$	29,275
Gross premiums	Gross premiums		72			57			Gross premiums	54			66		126		123
Surrenders, withdrawals and benefits	Surrenders, withdrawals and benefits		(595)			(670)			Surrenders, withdrawals and benefits	(623)			(597)		(1,218)		(1,267)
Net flows	Net flows		(523)			(613)			Net flows	(569)			(531)		(1,092)		(1,144)
Investment performance, interest credited and policy charges	Investment performance, interest credited and policy charges		1,061			(1,904)			Investment performance, interest credited and policy charges	921			(3,714)		1,982		(5,618)
Balance as of end of the period			$	22,020		$	26,758
Balance, end of period									Balance, end of period	$	22,372		$	22,513	$	22,372	$	22,513

Three Months Ended ~~March 31,~~June 30, 2023 Compared to the Three Months Ended ~~March 31, 2022~~June 30, 2023 for the Legacy segment

Operating earnings

Operating earnings decreased $3$12 million to ~~$60~~$45 million during the three months ended ~~March 31,~~June 30, 2023 from ~~$63~~$57 million in the three months ended ~~March 31,~~June 30, 2022. The following notable items were the primary drivers of the change in operating earnings:

Unfavorable items included:

•Policyholders’ benefits increased by $23 million mainly due to higher GMIB annuitizations, partially offset by higher premiums in Fee-type revenue.

These were partially offset by the following favorable items:

•Fee-type revenue increased by $3 million mainly driven by higher premiums from the GMIB annuitizations, mostly offset by a decline in separate account fees due to lower average Separate Accounts values from equity market declines and outflows.

•Income tax expense decreased by $5 million primarily due to lower pretax earnings and a lower effective tax rate in 2023.

Net Flows and AV

•The increase in AV of $352 million in the three months ended June 30, 2023 was driven by an increase in investments performance as a result of equity market appreciation in 2023, partially offset by net outflows of $569 million.

•Net outflows of $569 million were $38 million higher than in the three months ended June 30, 2022, mainly driven by continuing runoff of the business.

Six Months Ended June 30, 2023 Compared to the Six Months Ended June 30, 2022 for the Legacy segment

Operating earnings

Operating earnings decreased $15 million to $105 million during the three months ended June 30, 2023 from $120 million in the six months ended June 30, 2022. The following notable items were the primary drivers of the change in operating earnings:

Unfavorable items included:

•Policyholders’ benefits increased by ~~$10~~$33 million mainly due to higher benefits from GMIB annuitizations, partially offset by higher ~~premiums.~~premiums in Fee-type revenue.

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•Fee-type revenue decreased by ~~$14~~$11 million mainly driven by lower average Separate Accounts AV as a result of lower equity markets and net ~~outflows.~~outflows, partially offset by higher premiums from the GMIB annuitizations.

These were partially offset by the following favorable items:

•Commissions and distribution-related payments decreased by ~~$12~~$16 million mainly due to lower average Separate Accounts AV as result of lower equity markets and net outflows, ~~gross of reinsurance,~~ partially offset by lower commission reimbursements recorded in Other Income.

•Net investment income increased by $5$6 million mainly due to higher yields partially offset by lower income from alternative investments.

•Income tax expense decreased by $7 million primarily due to lower pretax earnings and lower effective tax rate in 2023.

Net Flows and AV

•The increase in AV of ~~$538~~$890 million in the ~~three~~six months ended ~~March 31,~~June 30, 2023 was driven by an increase in investments performance and interest credited to account balances, net of policy charges, of ~~$1.1~~$2.0 billion as a result of equity market appreciation in 2023, partially offset by net outflows of ~~$523 million.~~$1.1 billion.

•Net outflows of ~~$523 million~~$1.1 billion were ~~$90~~$52 million lower ~~than~~ in the ~~three~~six months ended ~~March 31,~~June 30, 2022, mainly driven by lower average account values due to equity market depreciation and net outflows in 2022.

Corporate and Other

Corporate and Other includes some of our financing and investment expenses. It also includes: the Closed Block, run-off variable annuity reinsurance business, run-off group pension business, run-off health business, benefit plans for our employees, certain strategic investments and certain unallocated items, including capital and related investments, interest expense and financing fees and corporate expense. AB’s results of operations are reflected in the Investment Management and Research segment. Accordingly, Corporate and Other does not include any items applicable to AB.

The following table summarizes operating earnings (loss) of Corporate and Other for the periods presented:

Three Months Ended March 31,
2023 2022
(in millions)
Operating earnings (loss) $ (81) $ (76)


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
	(in millions)
Operating earnings (loss)	$	(110)	$	(96)	$	(191)	$	(172)

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General Account Investment Portfolio

Our investment philosophy is driven by our long-term commitments to clients, robust risk management and strategic asset allocation. Our General Account investment portfolio investment strategy seeks to achieve sustainable risk-adjusted returns by focusing on principal preservation and investment return, subject to duration and liquidity requirements by product as well as diversification of investment risks. Investment activities are undertaken based on established investment guidelines and are required to comply with applicable laws and insurance regulations.

Risk tolerances are established for credit risk, market risk, liquidity risk and concentration risk across issuers and asset classes, each of which seek to mitigate the impact of cash flow variability arising from these risks. Significant interest rate increases and market volatility in 2022 have reduced the fair value of fixed maturities from a net unrealized gain position to a net unrealized loss. These effects apply across the portfolio and are being assessed within aggregate asset and liability management strategies. As a part of asset and liability management, we maintain a weighted average duration for our General Account investment portfolio that is within an acceptable range of the estimated duration of our liabilities given our risk appetite and hedging programs.

The General Account investment portfolio consists largely of investment grade fixed maturities, short-term investments, commercial and agricultural mortgage loans, alternative investments and other financial instruments. Fixed maturities include publicly issued corporate bonds, government bonds, privately placed notes and bonds, bonds issued by states and municipalities, mortgage-backed securities and asset-backed securities. In addition, from time to time we use derivatives for hedging purposes to reduce our exposure to equity markets, interest rates, foreign currency and credit spreads.

We incorporate ESG factors into the investment processes for a significant portion of our General Account portfolio. As investors with a long-term horizon, we believe that companies with sustainable practices are better positioned to deliver value to stakeholders over an extended period. These companies are more likely to increase sales through sustainable products, reduce energy costs and attract and retain talent. This belief underpins our approach to sustainable investing, where we seek to enhance the sustainability and quality of our investment portfolio.

Investments in our surplus portfolio are generally comprised of a mix of fixed maturity investment grade and below investment grade securities as well as various alternative investments, primarily private equity and real estate equity. Although alternative investments are subject to period over period earnings fluctuations, they have historically achieved returns in excess of the fixed maturity portfolio.

The General Account investment portfolio reflects certain differences from the presentation of the U.S. GAAP Consolidated Financial Statements. This presentation is consistent with how we manage the General Account investment portfolio. For further investment information, see Note 3 and Note 4 of the Notes to the Consolidated Financial Statements.

Investment Results of the General Account Investment Portfolio

The following table summarizes the General Account investment portfolio results with Non-GAAP Operating Earnings adjustments by asset category for the periods indicated. This presentation is consistent with how we measure investment performance for management purposes.

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		Three Months Ended March 31,								Three Months Ended June 30,
		2023				2022					2023				2022
		Yield		Amount (2)		Yield		Amount (2)					Yield		Amount (2)		Yield		Amount (2)
		(Dollars in millions)								(Dollars in millions)
Fixed Maturities:	Fixed Maturities:											Fixed Maturities:
Income (loss)	Income (loss)	3.95	%	$	714	3.29	%	$	598			Income (loss)	4.12	%	$	750	3.49	%	$	638
Ending assets	Ending assets			72,394				72,866				Ending assets			73,413				73,443
Mortgages:	Mortgages:											Mortgages:
Income (loss)	Income (loss)	4.24	%	177		3.89	%	139				Income (loss)	4.61	%	198		3.80	%	138
Ending assets	Ending assets			16,969				14,452				Ending assets			17,364				14,480
Other Equity Investments: (1)	Other Equity Investments: (1)											Other Equity Investments: (1)
Income (loss)	Income (loss)	4.68	%	41		11.02	%	81				Income (loss)	0.47	%	4		10.07	%	81
Ending assets	Ending assets			3,498				3,006				Ending assets			3,575				3,462
Policy Loans:	Policy Loans:											Policy Loans:
Income (loss)	Income (loss)	5.12	%	52		5.74	%	58				Income (loss)	5.11	%	52		5.24	%	53
Ending assets	Ending assets			4,028				4,010				Ending assets			4,061				4,020
Cash and Short-term Investments:(3)	Cash and Short-term Investments:(3)											Cash and Short-term Investments:(3)
Income (loss)	Income (loss)	(5.00)	%	(23)		(0.16)	%	(1)				Income (loss)	(1.96)	%	(17)		(0.51)	%	(3)
Ending assets	Ending assets			2,219				2,645				Ending assets			4,773				2,069
Funding agreements:
Repurchase and funding agreements:												Repurchase and funding agreements:
Interest expense and other	Interest expense and other			(87)				(12)				Interest expense and other			(107)				(23)
Ending assets (liabilities)	Ending assets (liabilities)			(8,366)				(6,088)				Ending assets (liabilities)			(8,875)				(7,286)
Total Invested Assets:	Total Invested Assets:											Total Invested Assets:
Income (loss)	Income (loss)	3.89	%	873		3.85	%	863				Income (loss)	3.80	%	880		3.90	%	884
Ending Assets	Ending Assets			90,742				90,891				Ending Assets			94,311				90,188
Short Duration Fixed Maturities:	Short Duration Fixed Maturities:											Short Duration Fixed Maturities:
Income (loss)	Income (loss)	3.79	%	1		3.67	%	1				Income (loss)	4.18	%	1		3.49	%	1
Ending assets	Ending assets			87				137				Ending assets			67				137
Total:	Total:											Total:
Investment income (loss)	Investment income (loss)	3.89	%	874		3.85	%	864				Investment income (loss)	3.80	%	881		3.90	%	885
Less: investment fees ~~(3)~~(4)	Less: investment fees ~~(3)~~(4)	(0.17)	%	(39)		(0.13)	%	(29)				Less: investment fees ~~(3)~~(4)	(0.17)	%	(38)		(0.15)	%	(35)
Investment Income, Net	Investment Income, Net	3.71	%	835		3.72	%	835				Investment Income, Net	3.64	%	843		3.75	%	850
Ending Net Assets	Ending Net Assets			$	90,829			$	91,028			Ending Net Assets			$	94,378			$	90,325

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	Six Months Ended June 30,								Year Ended December 31
	2023				2022				2022
	Yield		Amount (2)		Yield		Amount (2)		Yield		Amount (2)
	(Dollars in millions)
Fixed Maturities:
Income (loss)	4.03	%	$	1,464	3.39	%	$	1,236	3.57	%	$	2,619
Ending assets			73,413				73,443				72,255
Mortgages:
Income (loss)	4.42	%	375		3.85	%	276		3.92	%	587
Ending assets			17,364				14,480				16,481
Other Equity Investments: (1)
Income (loss)	2.55	%	45		10.52	%	163		5.21	%	171
Ending assets			3,575				3,462				3,433
Policy Loans:
Income (loss)	5.11	%	103		5.49	%	110		5.35	%	215
Ending assets			4,061				4,020				4,033
Cash and Short-term Investments: (3)
Income (loss)	(3.00)	%	(40)		(0.34)	%	(4)		(1.44)	%	(24)
Ending assets			4,773				2,069				1,419
Funding agreements:
Interest expense and other			(194)				(35)				(156)
Ending assets (liabilities)			(8,875)				(7,286)				(8,501)
Total Invested Assets:
Income (loss)	3.84	%	1,753		3.88	%	1,746		3.79	%	3,412
Ending Assets			94,311				90,188				89,120
Short Duration Fixed Maturities:
Income (loss)	3.97	%	2		3.58	%	2		3.62	%	5
Ending assets			67				137				87
Total:
Investment income (loss)	3.84	%	1,755		3.87	%	1,748		3.79	%	3,417
Less: investment fees (4)	(0.17)	%	(78)		(0.14)	%	(64)		(0.15)	%	(138)
Investment Income, Net	3.67	%	1,677		3.73	%	1,684		3.63	%	3,279
Ending Net Assets			$	94,378			$	90,325			$	89,207

_____________

(1)Includes, as of ~~March 31,~~June 30, 2023, June 30, 2022 and ~~March~~December 31, 2022 respectively, ~~$394~~$466 million, $369 million and ~~$314~~$400 million of other invested assets. Amounts for certain consolidated VIE investments are shown net of associated non-controlling interest.

(2)Amount for fixed maturities and mortgages represents original cost, reduced by repayments, write-downs, adjusted amortization of premiums, accretion of discount and allowances. Cost for equity securities represents original cost reduced by write-downs; cost for other limited partnership interests represents original cost adjusted for equity in earnings and reduced by distributions.

(3)Cash and ST net of collateral expense.

(4)Investment fees are inclusive of investment management fees paid to AB.

AFS Fixed Maturities

The fixed maturity portfolio consists largely of investment grade corporate debt securities and includes significant amounts of U.S. government and agency obligations. The below investment grade securities in the General Account investment portfolio consist of loans to middle market companies, public high yield securities, bank loans, as well as “fallen angels,” originally purchased as investment grade investments.

AFS Fixed Maturities by Industry

The following table sets forth these fixed maturities by industry category as of the dates indicated along with their associated gross unrealized gains and losses.

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AFS Fixed Maturities by Industry (1)


		Amortized Cost		Allowance for Credit Losses		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		Percentage of Total (%)			Amortized Cost		Allowance for Credit Losses		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		Percentage of Total (%)
		(Dollars in millions)													(Dollars in millions)
As of March 31, 2023
As of June 30, 2023														As of June 30, 2023
Corporate Securities:	Corporate Securities:													Corporate Securities:
Finance	Finance	$	14,070	$	—	$	22	$	1,489	$	12,603	20	%	Finance	$	13,722	$	—	$	15	$	1,550	$	12,187	19	%
Manufacturing	Manufacturing	11,667		2		29		1,460		10,234		16	%	Manufacturing	11,317		—		19		1,562		9,774		15	%
Utilities	Utilities	6,693		—		26		901		5,818		9	%	Utilities	6,725		1		16		978		5,762		9	%
Services	Services	8,257		16		38		1,024		7,255		11	%	Services	8,388		1		33		1,095		7,325		11	%
Energy	Energy	3,759		—		15		500		3,274		5	%	Energy	3,719		—		11		536		3,194		5	%
Retail and wholesale	Retail and wholesale	3,438		—		22		348		3,112		5	%	Retail and wholesale	3,466		—		16		387		3,095		5	%
Transportation	Transportation	2,345		—		11		313		2,043		3	%	Transportation	2,333		—		8		339		2,002		3	%
Other	Other	134		—		4		14		124		—	%	Other	131		—		3		14		120		—	%
Total corporate securities	Total corporate securities	50,363		18		167		6,049		44,463		69	%	Total corporate securities	49,801		2		121		6,461		43,459		67	%
U.S. government	U.S. government	6,991		—		3		925		6,069		10	%	U.S. government	6,998		—		1		1,104		5,895		9	%
Residential mortgage-backed (2)	Residential mortgage-backed (2)	930		—		1		84		847		1	%	Residential mortgage-backed (2)	1,389		—		1		100		1,290		2	%
Preferred stock	Preferred stock	40		—		3		—		43		—	%	Preferred stock	41		—		3		—		44		—	%
State & political	State & political	638		—		12		75		575		1	%	State & political	622		—		9		78		553		1	%
Foreign governments	Foreign governments	1,028		—		3		133		898		1	%	Foreign governments	894		—		3		129		768		1	%
Commercial mortgage-backed	Commercial mortgage-backed	3,856		—		—		558		3,298		5	%	Commercial mortgage-backed	3,889		—		—		600		3,289		5	%
Asset-backed securities (3)	Asset-backed securities (3)	8,548		—		9		315		8,242		13	%	Asset-backed securities (3)	9,741		—		9		281		9,469		15	%
Total	Total	$	72,394	$	18	$	198	$	8,139	$	64,435	100	%	Total	$	73,375	$	2	$	147	$	8,753	$	64,767	100	%

As of December 31, 2022	As of December 31, 2022													As of December 31, 2022
Corporate Securities:	Corporate Securities:													Corporate Securities:
Finance	Finance	$	13,537	$	—	$	9	$	1,682	$	11,864	19	%	Finance	$	13,537	$	—	$	9	$	1,682	$	11,864	19	%
Manufacturing	Manufacturing	11,797		2		14		1,793		10,016		16	%	Manufacturing	11,797		2		14		1,793		10,016		16	%
Utilities	Utilities	6,808		—		14		1,063		5,759		9	%	Utilities	6,808		—		14		1,063		5,759		9	%
Services	Services	8,299		22		16		1,236		7,057		11	%	Services	8,299		22		16		1,236		7,057		11	%
Energy	Energy	3,740		—		11		574		3,177		5	%	Energy	3,740		—		11		574		3,177		5	%
Retail and wholesale	Retail and wholesale	3,394		—		14		433		2,975		5	%	Retail and wholesale	3,394		—		14		433		2,975		5	%
Transportation	Transportation	2,277		—		8		367		1,918		3	%	Transportation	2,277		—		8		367		1,918		3	%
Other	Other	124		—		3		15		112		—	%	Other	124		—		3		15		112		—	%
Total corporate securities	Total corporate securities	49,976		24		89		7,163		42,878		68	%	Total corporate securities	49,976		24		89		7,163		42,878		68	%
U.S. government	U.S. government	7,054		—		1		1,218		5,837		10	%	U.S. government	7,054		—		1		1,218		5,837		10	%
Residential mortgage-backed (2)	Residential mortgage-backed (2)	908		—		1		87		822		1	%	Residential mortgage-backed (2)	908		—		1		87		822		1	%
Preferred stock	Preferred stock	41		—		2		—		43		—	%	Preferred stock	41		—		2		—		43		—	%
State & political	State & political	609		—		7		89		527		1	%	State & political	609		—		7		89		527		1	%
Foreign governments	Foreign governments	985		—		2		151		836		1	%	Foreign governments	985		—		2		151		836		1	%
Commercial mortgage-backed	Commercial mortgage-backed	3,823		—		—		588		3,235		5	%	Commercial mortgage-backed	3,823		—		—		588		3,235		5	%
Asset-backed securities (3)	Asset-backed securities (3)	8,859		—		4		373		8,490		14	%	Asset-backed securities (3)	8,859		—		4		373		8,490		14	%
Total	Total	$	72,255	$	24	$	106	$	9,669	$	62,668	100	%	Total	$	72,255	$	24	$	106	$	9,669	$	62,668	100	%

______________

(1)Investment data has been classified based on standard industry categorizations for domestic public holdings and similar classifications by industry for all other holdings.

(2)Includes publicly traded agency pass-through securities and collateralized obligations.

(3)Includes credit-tranched securities collateralized by sub-prime mortgages, credit risk transfer securities and other asset types.

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Fixed Maturities Credit Quality

The SVO of the NAIC evaluates the investments of insurers for regulatory reporting purposes and assigns fixed maturities to one of six categories (“NAIC Designations”). NAIC Designations of “1” or “2” include fixed maturities considered investment grade, which include securities rated Baa3 or higher by Moody’s or BBB- or higher by Standard & Poor’s. NAIC Designations of “3” through “6” are referred to as below investment grade, which include securities rated Ba1 or lower by Moody’s and BB+ or lower by Standard & Poor’s. As a result of time lags between the funding of investments and the completion of the SVO filing process, the fixed maturity portfolio typically includes securities that have not yet been rated by the SVO as of each balance sheet date. Pending receipt of SVO ratings, the categorization of these securities by NAIC designation is based on the expected ratings indicated by internal analysis.

The following table sets forth the General Account’s fixed maturities portfolio by NAIC rating at the dates indicated.

AFS Fixed Maturities


NAIC Designation	NAIC Designation	Rating Agency Equivalent	Amortized Cost		Allowance for Credit Losses		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		NAIC Designation	Rating Agency Equivalent	Amortized Cost		Allowance for Credit Losses		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
			(in millions)												(in millions)
As of March 31, 2023
As of June 30, 2023													As of June 30, 2023
1................................	1................................	Aaa, Aa, A	$	44,701	$	—	$	102	$	4,721	$	40,082	1................................	Aaa, Aa, A	$	46,440	$	—	$	75	$	5,231	$	41,284
2................................	2................................	Baa	25,057		—		89		3,262		21,884		2................................	Baa	24,373		—		67		3,374		21,066
		Investment grade	69,758		—		191		7,983		61,966			Investment grade	70,813		—		142		8,605		62,350
3................................	3................................	Ba	1,422		4		3		91		1,330		3................................	Ba	1,412		1		2		92		1,321
4................................	4................................	B	1,130		12		1		59		1,060		4................................	B	1,066		1		2		48		1,019
5................................	5................................	Caa	76		2		3		6		71		5................................	Caa	84		—		1		8		77
6................................	6................................	Ca, C	8		—		—		—		8		6................................	Ca, C	—		—		—		—		—
		Below investment grade	2,636		18		7		156		2,469			Below investment grade	2,562		2		5		148		2,417
Total Fixed Maturities	Total Fixed Maturities		$	72,394	$	18	$	198	$	8,139	$	64,435	Total Fixed Maturities		$	73,375	$	2	$	147	$	8,753	$	64,767

As of December 31, 2022:	As of December 31, 2022:												As of December 31, 2022:
1................................	1................................	Aaa, Aa, A	$	44,612	$	—	$	56	$	5,652	$	39,016	1................................	Aaa, Aa, A	$	44,612	$	—	$	56	$	5,652	$	39,016
2................................	2................................	Baa	24,843		—		47		3,804		21,086		2................................	Baa	24,843		—		47		3,804		21,086
		Investment grade	69,455		—		103		9,456		60,102			Investment grade	69,455		—		103		9,456		60,102
3................................	3................................	Ba	1,565		2		1		130		1,434		3................................	Ba	1,565		2		1		130		1,434
4................................	4................................	B	1,161		20		1		75		1,067		4................................	B	1,161		20		1		75		1,067
5................................	5................................	Caa	64		2		1		7		56		5................................	Caa	64		2		1		7		56
6................................	6................................	Ca, C	10		—		—		1		9		6................................	Ca, C	10		—		—		1		9
		Below investment grade	2,800		24		3		213		2,566			Below investment grade	2,800		24		3		213		2,566
Total Fixed Maturities	Total Fixed Maturities		$	72,255	$	24	$	106	$	9,669	$	62,668	Total Fixed Maturities		$	72,255	$	24	$	106	$	9,669	$	62,668

Mortgage Loans

The mortgage portfolio primarily consists of commercial and agricultural mortgage loans. The investment strategy for the mortgage loan portfolio emphasizes diversification by property type and geographic location with a primary focus on asset quality. The commercial mortgage loan portfolio is backed by high quality properties located in primary markets typically owned by experienced institutional investors with a demonstrated ability to manage their assets through business cycles. Our commercial loan portfolio is monitored on an ongoing basis, assigning credit quality ratings for each loan, with the particular emphasis on loans that are scheduled to mature in the next 12 to 24 months. Scheduled maturities for 2023 and 2024 respectively are $0.5 billion and $0.9 billion, or 4% and 7% of the commercial mortgage portfolio. The commercial mortgage portfolio consists of 87% fixed rate loans and 13% floating rate loans. For floating rate loans, the borrower is typically required to purchase an interest rate cap to the scheduled maturity of the loan to protect against rising rates.

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Commercial mortgage loans are evaluated annually to determine a current ~~loan to value~~LTV ratio. Property financial statements, current rent roll, lease maturities, tenant creditworthiness, property physical inspections, and forecasted leasing market strength are used to develop projected cash flows. A discounted cash flow methodology which incorporates market data is used to determine property values. The average LTV ratio at origination provided by a certified appraisal firm was ~~62%~~53%. The average LTV ratio was 61% and 62% at ~~March 31,~~June 30, 2023 and December 31, 2022, ~~respectively.~~respectively, which reflects the most recent opinion of value on the underlying collateral.

The tables below show the breakdown of the amortized cost of the General Account’s investments in mortgage loans by geographic region and property type as of the dates indicated.

Mortgage Loans by Region and Property Type


		March 31, 2023				December 31, 2022					June 30, 2023				December 31, 2022
		Amortized Cost		% of Total		Amortized Cost		% of Total			Amortized Cost		% of Total		Amortized Cost		% of Total
		(Dollars in millions)									(Dollars in millions)
By Region:	By Region:									By Region:
U.S. Regions:	U.S. Regions:									U.S. Regions:
Pacific	Pacific	$	4,927	29	%	$	4,903	30	%	Pacific	$	4,931	28	%	$	4,903	30	%
Middle Atlantic	Middle Atlantic	3,546		21		3,529		21		Middle Atlantic	3,553		20		3,529		21
South Atlantic	South Atlantic	2,312		14		2,059		12		South Atlantic	2,537		14		2,059		12
East North Central	East North Central	1,086		6		1,087		7		East North Central	1,015		6		1,087		7
Mountain	Mountain	1,444		8		1,368		8		Mountain	1,489		9		1,368		8
West North Central	West North Central	820		5		826		5		West North Central	817		5		826		5
West South Central	West South Central	1,115		7		1,111		7		West South Central	1,232		7		1,111		7
New England	New England	859		5		859		5		New England	858		5		859		5
East South Central	East South Central	480		3		475		3		East South Central	480		3		475		3
Total U.S.	Total U.S.	16,589		97		16,217		98		Total U.S.	16,912		97		16,217		98
Other Regions:	Other Regions:									Other Regions:
Europe	Europe	519		3		393		2		Europe	597		3		393		2
Total Other	Total Other	519		3		393		2		Total Other	597		3		393		2
Total Mortgage Loans	Total Mortgage Loans	$	17,108	100	%	$	16,610	100	%	Total Mortgage Loans	$	17,509	100	%	$	16,610	100	%

By Property Type:	By Property Type:									By Property Type:
Office	Office	$	4,762	28	%	$	4,749	29	%	Office	$	4,759	27	%	$	4,749	29	%
Multifamily	Multifamily	6,013		35		5,657		33		Multifamily	6,257		36		5,657		33
Agricultural loans	Agricultural loans	2,572		15		2,590		16		Agricultural loans	2,541		15		2,590		16
Retail	Retail	317		2		327		2		Retail	316		2		327		2
Industrial	Industrial	2,159		13		2,125		13		Industrial	2,159		12		2,125		13
Hospitality	Hospitality	425		2		427		3		Hospitality	539		3		427		3
Other	Other	860		5		735		4		Other	938		5		735		4
Total Mortgage Loans	Total Mortgage Loans	$	17,108	100	%	$	16,610	100	%	Total Mortgage Loans	$	17,509	100	%	$	16,610	100	%

Liquidity and Capital Resources

Liquidity refers to our ability to generate adequate amounts of cash from our operating, investment and financing activities to meet our cash requirements with a prudent margin of safety. Capital refers to our long-term financial resources available to support business operations and future growth. Our ability to generate and maintain sufficient liquidity and capital is dependent on the profitability of our businesses, timing of cash flows related to our investments and products, our ability to access the capital markets, general economic conditions and the alternative sources of liquidity and capital described herein. When considering our liquidity and cash flows, we distinguish between the needs of Holdings and the needs of our insurance and non-insurance subsidiaries. We also distinguish and separately manage the liquidity and capital resources of our retirement and protection businesses (our Individual Retirement, Group Retirement, Protection Solutions and Legacy segments) and our Investment Management and Research and Wealth Management segments.

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Sources and Uses of Liquidity

The Company has sufficient cash flows from operations to satisfy liquidity requirements in 2023.

~~111~~

~~Table of Contents~~

Cash Flows of Holdings

As a holding company with no business operations of its own, Holdings primarily derives cash flows from dividends from its subsidiaries and distributions related to its economic interest in AB, all of which is currently held outside our insurance company subsidiaries. These principal sources of liquidity are augmented by cash and short-term investments held by Holdings and access to bank lines of credit and the capital markets. The main uses of liquidity for Holdings are interest payments and debt repayment, payment of dividends and other distributions to stockholders (which may include stock repurchases) loans and capital contributions, if needed, to our insurance subsidiaries. Our principal sources of liquidity and our capital position are described in the following paragraphs.

Sources and Uses of Holding Company Highly Liquid Assets

The following table sets forth Holdings’ principal sources and uses of highly liquid assets for the periods indicated.


		Three Months Ended March 31,					Six Months Ended June 30,
		2023		2022			2023		2022
		(in millions)					(in millions)
Highly Liquid Assets, beginning of the period		$	1,992	$	1,742
Highly Liquid Assets, beginning of period						Highly Liquid Assets, beginning of period	$	1,992	$	1,742
Dividends from subsidiaries	Dividends from subsidiaries	136		280		Dividends from subsidiaries	1,335		491

Capital contributions to subsidiaries	Capital contributions to subsidiaries	—		(50)		Capital contributions to subsidiaries	(1,050)		(50)
M&A Activity	M&A Activity	—		—		M&A Activity	—		—

Total Business Capital Activity	Total Business Capital Activity	136		230		Total Business Capital Activity	285		441

Purchase of treasury shares	Purchase of treasury shares	(214)		(279)		Purchase of treasury shares	(440)		(499)

Shareholder dividends paid	Shareholder dividends paid	(72)		(70)		Shareholder dividends paid	(150)		(145)
Total Share Repurchases, Dividends and Acquisition Activity	Total Share Repurchases, Dividends and Acquisition Activity	(286)		(349)		Total Share Repurchases, Dividends and Acquisition Activity	(590)		(644)
Issuance of preferred stock	Issuance of preferred stock	—		—		Issuance of preferred stock	—		—
Preferred stock dividend	Preferred stock dividend	(14)		(14)		Preferred stock dividend	(40)		(40)
Total Preferred Stock Activity	Total Preferred Stock Activity	(14)		(14)		Total Preferred Stock Activity	(40)		(40)

Issuance of long-term debt	Issuance of long-term debt	500		—		Issuance of long-term debt	500		—
Repayment of long-term debt	Repayment of long-term debt	—		—		Repayment of long-term debt	(520)		—
Total External Debt Activity	Total External Debt Activity	500		—		Total External Debt Activity	(20)		—

Proceeds from loans from affiliates	Proceeds from loans from affiliates	—		—		Proceeds from loans from affiliates	—		—

Net decrease (increase) in existing facilities to affiliates (1)	Net decrease (increase) in existing facilities to affiliates (1)	(45)		(95)		Net decrease (increase) in existing facilities to affiliates (1)	120		(45)
Total Affiliated Debt Activity	Total Affiliated Debt Activity	(45)		(95)		Total Affiliated Debt Activity	120		(45)

Interest paid on external debt and P-Caps	Interest paid on external debt and P-Caps	(12)		(12)		Interest paid on external debt and P-Caps	(104)		(104)
Others, net	Others, net	65		(18)		Others, net	(11)		7
Total Other Activity	Total Other Activity	53		(30)		Total Other Activity	(115)		(97)

Net increase (decrease) in highly liquid assets	Net increase (decrease) in highly liquid assets	344		(258)		Net increase (decrease) in highly liquid assets	(360)		(385)
Highly Liquid Assets, end of the period		$	2,336	$	1,484
Highly Liquid Assets, end of period						Highly Liquid Assets, end of period	$	1,632	$	1,357

_______________

(1) Represents net activity of draws and repayments of existing credit facilities between Holdings and affiliates.

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Capital Contribution to Our Subsidiaries

During the ~~three~~six months ended ~~March 31,~~June 30, 2023, Holdings made cash capital contributions of ~~$0 million.~~$1.1 billion to Equitable America to support the Reinsurance Treaty. This transaction moved 50% of the account value from Equitable Life to Equitable America, this capital contribution enabled the Company to move capital to match the liabilities moved and maintain an RBC ratio above 400%.

Loans from Our Subsidiaries

There were no loans from our subsidiaries during the ~~three~~six months ended ~~March 31,~~June 30, 2023.

Cash Distributions from Our Subsidiaries

During the ~~three~~six months ended ~~March 31,~~June 30, 2023, Holdings received cash distributions from AB of ~~$89~~$190 million and distributions from EFIM of ~~$29~~$37 million, and EIM of ~~$18~~$58 million.

Distributions from Insurance Subsidiaries

Our insurance companies are subject to limitations on the payment of dividends and other transfers of funds to Holdings and other affiliates under applicable insurance law and regulation. Also, more generally, the ability of our insurance subsidiaries to pay dividends can be affected by market conditions and other factors beyond our control.

Under New York’s insurance laws, which are applicable to Equitable Financial, a domestic stock life insurer may not, without prior approval of the NYDFS, pay an Ordinary Dividend. Extraordinary Dividends require the insurer to file a notice of its intent to declare the dividends with the NYDFS and obtain prior approval or non-disapproval from the NYDFS. Due to a permitted statutory accounting practice agreed to with the NYDFS, Equitable Financial will need the prior approval of the NYDFS to pay a Permitted Practice Ordinary Dividend. Applying the formula above, Equitable Financial could pay an Ordinary Dividend of up to approximately $1.7 billion in 2023. Holdings received a cash dividend distribution from Equitable Financial of $1.1 billion during May 2023 to support the Reinsurance Treaty. This transaction moved 50% of the account value from Equitable Life to Equitable America, this capital contribution enabled the Company to move capital to match the liabilities moved and maintain an RBC ratio above 400%. Holdings also received a dividend distribution from Equitable Financial of $600 million during July 2023.

Distributions from AllianceBernstein

ABLP is required to distribute all of its Available Cash Flow, as defined in the Amended and Restated Partnership Agreement of ABLP, to the holders of AB Units and to the General Partner. Available Cash Flow is defined as the cash flow received by ABLP from operations minus such amounts as the General Partner determines, in its sole discretion, should be retained by ABLP for use in its business, or plus such amounts as the General Partner determines, in its sole discretion, should be released from previously retained cash flow. Distributions by ABLP are made 1% to the General Partner and 99% among the limited partners.

Typically, Available Cash Flow has been the adjusted diluted net income per unit for the quarter multiplied by the number of general and limited partnership interests at the end of the quarter. In future periods, management of AB anticipates that Available Cash Flow will be based on adjusted diluted net income per unit, unless management of AB determines, with the concurrence of the Board of Directors of AB, that one or more adjustments that are made for adjusted net income should not be made with respect to the Available Cash Flow calculation.

AB Holding is required to distribute all of its Available Cash Flow, as defined in the Amended and Restated Agreement of Limited Partnership of AB Holding, to holders of AB Holding Units pro rata in accordance with their percentage interest in AB Holding. Available Cash Flow is defined as the cash distributions AB Holding receives from ABLP minus such amounts as the General Partner determines, in its sole discretion, should be retained by AB Holding for use in its business (such as the payment of taxes) or plus such amounts as the General Partner determines, in its sole discretion, should be released from previously retained cash flow. AB Holding is dependent on the quarterly cash distributions it receives from ABLP, which is subject to the performance of capital markets and other factors beyond our control. Distributions from AB Holding are made pro rata based on the holder’s percentage ownership interest in AB Holding.

As of ~~March 31,~~June 30, 2023, Holdings and its non-insurance company subsidiaries hold approximately 170.1 million AB Units, 4.1 million AB Holding Units and the 1% General Partnership interest in ABLP.

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As of ~~March 31,~~June 30, 2023, the ownership structure of ABLP, including AB Units outstanding as well as the general partner’s 1% interest, was as follows:

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Owner	Percentage Ownership
EQH and its subsidiaries	~~60.0~~59.9	%
AB Holding	39.3	%
Unaffiliated holders	~~0.7~~0.8	%
Total	100.0	%

Including both the general partnership and limited partnership interests in AB Holding and ABLP, Holdings and its subsidiaries had an approximate 61% economic interest in AB as of ~~March 31,~~June 30, 2023. The issuance of AB Units relating to the CarVal acquisition is not expected to have a significant impact on the Company’s cash flows.

Holdings Credit Facilities

On June 24, 2021, Holdings entered into the Amended and Restated Revolving Credit Agreement with respect to a five-year senior unsecured revolving credit facility (the “Credit Facility”), which lowered the facility amount to $1.5 billion and extended the maturity date to June 24, 2026, among other changes. The Amended and Restated Revolving Credit Agreement amends the Revolving Credit Agreement entered into by Holdings on February 16, 2018, as amended on March 22, 2021.

The Credit Facility may provide significant support to our liquidity position when alternative sources of credit are limited. In addition to the Credit Facility, we have letter of credit facilities with an aggregate principal amount of approximately $1.9 billion (the “LOC Facilities”), primarily to be used to support our life insurance business reinsured to EQ AZ Life Re in April 2018. In June 2021, Holdings entered into amendments with each of the issuers of its bilateral letter of credit facilities to effect changes similar to those effected in the Amended and Restated Revolving Credit Agreement. The respective facility limits of the bilateral letter of credit facilities remained unchanged. On May 12, 2023, the Company entered into an amendment to the Credit Facility and LOC Facilities to replace remaining LIBOR-based benchmark rates with SOFR-based benchmark rates and to make certain other conforming changes.

The Credit Facility and LOC Facilities contain certain administrative, reporting, legal and financial covenants, including requirements to maintain a specified minimum consolidated net worth and to maintain a ratio of indebtedness to total capitalization not in excess of a specified percentage, and limitations on the dollar amount of indebtedness that may be incurred by our subsidiaries and the dollar amount of secured indebtedness that may be incurred by us, which could restrict our operations and use of funds. The right to borrow funds under the Credit Facility and LOC Facilities is subject to the fulfillment of certain conditions, including compliance with all covenants, and the ability to borrow thereunder is also subject to the continued ability of the lenders that are or will be parties to the facilities to provide funds. As of ~~March 31,~~June 30, 2023, we were in compliance with these covenants.

Contingent Funding Arrangements

For information regarding activity pertaining to our contingent funding arrangements and other off-balance sheet commitments, see “Commitments and Contingent Liabilities” in Note 16 of the Notes to the Consolidated Financial Statements in this Form 10-Q.

Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock

For information pertaining to our Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock see Note 13 of the Notes to the Consolidated Financial Statements.

Capital Position of Holdings

We manage our capital position to maintain financial strength and credit ratings that facilitate the distribution of our products and provide our desired level of access to the bank and capital markets. Our capital position is supported by the ability of our subsidiaries to generate cash flows and distribute cash to us and our ability to effectively manage the risk of our businesses and to borrow funds and raise capital to meet our operating and growth needs.

Our Board and senior management are directly involved in the development of our capital management policies. Accordingly, capital actions, including proposed changes to the annual capital plan, capital targets and capital policies, are approved by the Board.

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Dividends Declared and Paid

The declaration and payment of future dividends is subject to the discretion of our Board of Directors and depends on our financial condition, results of operations, cash requirements, future prospects, regulatory restrictions on the payment of dividends by Holdings’ insurance subsidiaries and other factors deemed relevant by the Board.

The payment of dividends will be substantially restricted in the event that we do not declare and pay (or set aside) dividends on the Series A , Series B and Series C Preferred Stock for the last proceeding dividend period. For additional information on our preferred stock, see “—Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock”.

For information regarding activity pertaining to common and preferred dividends declared and paid, see Note 13 of the Notes to the Consolidated Financial Statements.

Share Repurchase Programs

For information regarding activity pertaining to share repurchase programs, see Note 13 of the Notes to the Consolidated Financial Statements.

Sources and Uses of Liquidity of Our Insurance Subsidiaries

The principal sources of liquidity for our insurance subsidiaries are premiums, investment and fee income, deposits associated with our insurance and annuity operations, cash and invested assets, as well as internal borrowings. The principal uses of that liquidity include benefits, claims and dividends paid to policyholders and payments to policyholders in connection with surrenders and withdrawals. Other uses of liquidity include commissions, general and administrative expenses, purchases of investments, the payment of dividends to Holdings and hedging activity. Certain of our insurance subsidiaries’ principal sources and uses of liquidity are described in the paragraphs that follow.

We manage the liquidity of our insurance subsidiaries with the objective of ensuring that they can meet payment obligations linked to our Individual Retirement, Group Retirement and Protection Solutions businesses and to their outstanding debt and derivative positions, including in our hedging programs, without support from Holdings. We employ an asset/liability management approach specific to the requirements of each of our insurance businesses. We measure liquidity against internally-developed benchmarks that consider the characteristics of our asset portfolio and the liabilities that it supports in both the short-term (the next 12 months) and long-term (beyond the next 12 months). We consider attributes of the various categories of our liquid assets (for example, type of asset and credit quality) in calculating internal liquidity indicators for our insurance and reinsurance operations. Our liquidity benchmarks are established for various stress scenarios and durations, including company-specific and market-wide events. The scenarios we use to evaluate the liquidity of our subsidiaries are defined to allow operating entities to operate without support from Holdings.

Liquid Assets

The investment portfolios of our insurance subsidiaries are a significant component of our overall liquidity. Liquid assets include cash and cash equivalents, short-term investments, U.S. Treasury fixed maturities, fixed maturities that are not designated as HTM and public equity securities. We believe that our business operations and the liquidity profile of our assets provide sufficient liquidity under reasonably foreseeable stress scenarios for each of our insurance subsidiaries.

See “—General Account Investment Portfolio” and Note 3 and Note 4 of the Notes to the Consolidated Financial Statements for a description of our retirement and protection businesses’ portfolio of liquid assets.

Hedging Activities

Because the future claims exposure on our insurance products, and in particular our variable annuity products with GMxB features, is sensitive to movements in the equity markets and interest rates, we have in place various hedging and reinsurance programs that are designed to mitigate the economic risks of movements in the equity markets and interest rates. We use derivatives as part of our overall asset/liability risk management program primarily to reduce exposures to equity market and interest rate risks. In addition, we use credit derivatives to replicate exposure to individual securities or pools of securities as a means of achieving credit exposure similar to bonds of the underlying issuer(s) more efficiently. The derivative contracts are an integral part of our risk management program, especially for the management of our variable annuities program, and are collectively managed to reduce the economic impact of unfavorable movements in capital markets. These derivative transactions require liquidity to meet payment obligations such as payments for periodic settlements, purchases, maturities and terminations as well as liquid assets pledged as collateral related to any decline in the net estimated fair value. Collateral calls

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represent one of our biggest drivers for liquidity needs for our insurance subsidiaries. Our derivatives contracts reside primarily within Equitable Financial, which has a significantly large investment portfolio.

FHLB Membership

Equitable Financial and Equitable America are members of the FHLB, which provides access to collateralized borrowings and other FHLB products.

See Note 16 of the Notes to the Consolidated Financial Statements for further description of our FHLB program.

FABN

Under the FABN program, Equitable Financial may issue funding agreements in U.S. dollar or other foreign currencies.

See Note 16 of the Notes to the Consolidated Financial Statements for further description of our FABN program.

FABCP

Under the FABCP program, Equitable Financial and Equitable America may issue funding agreements in U.S. dollars to the SPLLC.

See Note 16 of the Notes to the Consolidated Financial Statements for further description of our FABCP program.

Sources and Uses of Liquidity of our Investment Management and Research Segment

The principal sources of liquidity for our Investment Management and Research business include investment management fees and borrowings under its credit facilities and commercial paper program. The principal uses of liquidity include general and administrative expenses, business financing and distributions to holders of AB Units and AB Holding Units plus interest and debt service. The primary liquidity risk for our fee-based Investment Management and Research business is its profitability, which is impacted by market conditions and our investment management performance.

AB Commercial Paper

As of ~~March 31,~~June 30, 2023 and December 31, 2022, AB had no commercial paper outstanding. The commercial paper is short term in nature, and as such, recorded value is estimated to approximate fair value (and considered a Level 2 security in the fair value hierarchy). Average daily borrowings for the commercial paper outstanding during the ~~first~~second quarter 2023 and full year 2022 were ~~$340~~$324 million and $190 million, respectively, with weighted average interest rates of approximately ~~4.7%~~4.9% and 1.5%, respectively.

AB Credit Facility

AB has an $800 million committed, unsecured senior revolving credit facility (the “AB Credit Facility”) with a group of commercial banks and other lenders which matures on October 13, 2026. The Credit Facility was amended and restated on February 9, 2023, to reflect the transition from US LIBOR, which ~~will be~~was retired as of June 30, 2023, to the term Secured Overnight Financial Rate ("SOFR”). Other than this immaterial change, there were no other significant changes included in the amendment. The credit facility provides for possible increases in the principal amount by up to an aggregate incremental amount of $200 million. Any such increase is subject to the consent of the affected lenders. The AB Credit Facility is available for AB and SCB LLC for business purposes, including the support of AB’s commercial paper program. Both AB and SCB LLC can draw directly under the AB Credit Facility and AB management expects to draw on the AB Credit Facility from time to time. AB has agreed to guarantee the obligations of SCB LLC under the AB Credit Facility.

The AB Credit Facility contains affirmative, negative and financial covenants, which are customary for facilities of this type, including, among other things, restrictions on dispositions of assets, restrictions on liens, a minimum interest coverage ratio and a maximum leverage ratio. As of ~~March 31,~~June 30, 2023, AB was in compliance with these covenants. The AB Credit Facility also includes customary events of default (with customary grace periods, as applicable), including provisions under which, upon the occurrence of an event of default, all outstanding loans may be accelerated and/or lender’s commitments may be terminated. Also, under such provisions, upon the occurrence of certain insolvency- or bankruptcy-related events of default, all amounts payable under the AB Credit Facility would automatically become immediately due and payable, and the lender’s commitments would automatically terminate.

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Amounts under the Credit Facility may be borrowed, repaid and re-borrowed by us from time to time until the maturity of the facility. Voluntary ~~prepayments~~pre-payments and commitment reductions requested by AB are permitted at any time without a fee (other than customary breakage costs relating to the ~~prepayment~~pre-payment of any drawn loans) upon proper notice and subject to a minimum dollar requirement. Borrowings under the AB Credit Facility bear interest at a rate per annum, which will be, at AB’s option, a rate equal to an applicable margin, which is subject to adjustment based on the credit ratings of AB, plus one of the following indices: ~~Terms Secured Overnight Financial Rate;~~SOFR; a Prime rate; or the Federal Funds rate.

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As of ~~March 31,~~June 30, 2023 and December 31, 2022, AB had no amounts outstanding under the AB Credit Facility. During the ~~first quarter of~~six months ended June 30, 2023 and the full year 2022, AB and SCB LLC did not draw upon the AB Credit Facility.

In addition, SCB LLC currently has five uncommitted lines of credit with five financial institutions. Four of these lines of credit permit borrowing up to an aggregate of approximately $315 million, with AB named as an additional borrower, while the other line has no stated limit. AB has agreed to guarantee the obligations on SCB LLC under these lines of credit. As of ~~March 31,~~June 30, 2023 and December 31, 2022, SCB LLC had no outstanding balance on these lines of credit. Average daily borrowings during the ~~first quarter of~~six months ended June 30, 2023 and the full year 2022 were ~~$3.7~~$2 million and ~~$1.4~~$1 million with weighted average interest rates of approximately 7.7% and 3.7%, respectively.

EQH Facility

AB has a $900 million committed, unsecured senior credit facility (the “EQH Facility”). The EQH Facility matures on November 4, 2024 and is available for AB’s general business purposes. Borrowings under the EQH Facility generally bear interest at a rate per annum based on prevailing overnight commercial paper rates.

The EQH Facility contains affirmative, negative and financial covenants which are substantially similar to those in AB’s committed bank facilities. The EQH Facility also includes customary events of default substantially similar to those in AB’s committed bank facilities, including provisions under which, upon the occurrence of an event of default, all outstanding loans may be accelerated and/or the lender’s commitment may be terminated.

Amounts under the EQH Facility may be borrowed, repaid and re-borrowed by AB from time to time until the maturity of the facility. AB or Holdings may reduce or terminate the commitment at any time without penalty upon proper notice. Holdings also may terminate the facility immediately upon a change of control of AB’s general partner.

As of ~~March 31,~~June 30, 2023 and December 31, 2022, AB had ~~$900~~$870 million and $900 million outstanding under the EQH Facility, with interest rates of approximately ~~4.7%~~5.0% and 4.3%, respectively. Average daily borrowing of the EQH Facility during the ~~three~~six months ended 2023 and the full year 2022 were ~~$804~~$801 million and $655 million, respectively, with a weighted average interest rates of approximately ~~4.4%~~4.7% and 1.7%, respectively.

EQH Uncommitted Facility

In addition to the EQH Facility, AB entered into a $300 million uncommitted, unsecured senior credit facility (the “EQH Uncommitted Facility”) with EQH. The EQH Uncommitted Facility matures on September 1, 2024 and is available for AB’s general business purposes. Borrowings under the EQH Uncommitted Facility bear interest generally at a rate per annum based on prevailing overnight commercial paper rates. The EQH Uncommitted Facility contains affirmative, negative and financial covenants, which are substantially similar to those in the EQH Facility.

As of ~~March 31,~~June 30, 2023 and December 31, 2022, AB had ~~$135~~$0 million and $90 million outstanding balance on the EQH Uncommitted Facility, with interest rates of approximately ~~4.7%~~0.0% and 4.3%, respectively. Average daily borrowing of the EQH Uncommitted Facility during the ~~three~~six months ended 2023 and full year 2022 were $7 million and $0$1 million, respectively, with weighted average interest rate of approximately ~~4.5%~~4.6% and 4.3%.

Statutory Capital of Our Insurance Subsidiaries

Our capital management framework for our insurance subsidiaries is primarily based on statutory RBC standards and the CTE asset standard for our variable annuity business.

RBC requirements are used as minimum capital requirements by the NAIC and the state insurance departments to evaluate the capital condition of regulated insurance companies. RBC is based on a formula calculated by applying factors to various asset, premium, claim, expense and statutory reserve items. The formula takes into account the risk characteristics of the insurer, including asset risk, insurance risk, interest rate risk, market risk and business risk and is calculated on a quarterly basis

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and made public on an annual basis. The formula is used as an early warning regulatory tool to identify possible inadequately capitalized insurers for purposes of initiating regulatory action, and not as a means to rank insurers generally. These rules apply to our insurance company subsidiaries and not to Holdings. State insurance laws provide insurance regulators the authority to require various actions by, or take various actions against, insurers whose total adjusted capital does not meet or exceed certain RBC levels. At the date of the most recent annual statutory financial statements filed with insurance regulators, the total adjusted capital of each of these insurance company subsidiaries subject to these requirements was in excess of each of those RBC levels.

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See Note 18 of the Notes to the Consolidated Financial Statements for additional information relating to Prescribed and Permitted Statutory Accounting practices and its impact on our statutory surplus.

Captive Reinsurance Company

We use a captive reinsurance company to more effectively manage our reserves and capital on an economic basis and to enable the aggregation and transfer of risks. Our captive reinsurance company assumes business from affiliates only and is closed to new business. Our captive reinsurance company is a wholly-owned subsidiary located in the United States. In addition to state insurance regulation, our captive reinsurance company is subject to internal policies governing its activities. We continue to analyze the use of our existing captive reinsurance structure, as well as additional third-party reinsurance arrangements.

Borrowings

Our financial strategy going forward will remain subject to market conditions and other factors. For example, we may from time to time enter into additional bank or other financing arrangements, including public or private debt, structured facilities and contingent capital arrangements, under which we could incur additional indebtedness.

The following table sets forth the Company’s total consolidated borrowings. Short-term and long-term debt consists of the following:


		March 31,		December 31,			June 30,		December 31,
		2023		2022			2023		2022
		(in millions)					(in millions)
Short-term debt:	Short-term debt:					Short-term debt:

CLO short-term debt	CLO short-term debt	$	231	$	239	CLO short-term debt	$	—	$	239
Current portion of long-term debt (2)	Current portion of long-term debt (2)	520		520		Current portion of long-term debt (2)	—		520
Total short-term debt	Total short-term debt	751		759		Total short-term debt	—		759
Long-term debt:	Long-term debt:					Long-term debt:
Senior Debenture, 7.0%, due 2028	Senior Debenture, 7.0%, due 2028	350		350		Senior Debenture, 7.0%, due 2028	350		350
Senior Note (4.35% due 2028)	Senior Note (4.35% due 2028)	1,492		1,491		Senior Note (4.35% due 2028)	1,492		1,491
Senior Note (5.594% due 2033)	Senior Note (5.594% due 2033)	496		—		Senior Note (5.594% due 2033)	496		—
Senior Note (5.00%, due 4048)		1,481		1,481
Senior Note (5.00% due 2048)						Senior Note (5.00% due 2048)	1,481		1,481
Total long-term debt	Total long-term debt	3,819		3,322		Total long-term debt	3,819		3,322
Total borrowings	Total borrowings	$	4,570	$	4,081	Total borrowings	$	3,819	$	4,081

______________

(1) CLO Warehousing Debt related to VIE consolidation of CLO investment.

(2) Current portion of long-term debt relates to the 3.9% Senior Notes which have a maturity date within one year of ~~March 31, 2023 and~~ December 31, 2022. The 3.9% Senior Notes were repaid April 20, 2023. For additional information regarding activity pertaining to the debt repayment, see Note 14 of the Notes to the Consolidated Financial Statements.

Notes and Debentures

The Senior Notes and Senior Debentures contain customary affirmative and negative covenants, including a limitation on certain liens and a limit on the Company’s ability to consolidate, merge or sell or otherwise dispose of all or substantially all of its assets. The Senior Notes and Senior Debentures also include customary events of default (with customary grace periods, as applicable), including provisions under which, upon the occurrence of an event of default, all outstanding Senior Notes and Senior Debentures may be accelerated. As of ~~March 31,~~June 30, 2023, the Company is in compliance with all debt covenants.

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Ratings

Financial strength ratings (which are sometimes referred to as “claims-paying” ratings) and credit ratings are important factors affecting public confidence in an insurer and its competitive position in marketing products. Our credit ratings are also important for our ability to raise capital through the issuance of debt and for the cost of such financing.

Financial strength ratings represent the opinions of rating agencies regarding the financial ability of an insurance company to meet its obligations under an insurance policy. Credit ratings represent the opinions of rating agencies regarding an entity’s

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ability to repay its indebtedness. The following table summarizes the ratings for Holdings and certain of its subsidiaries. AM Best, S&P and Moody’s have a stable outlook.

AM Best

S&P

Moody’s

Last review date

Feb '23

Jun ~~'22~~'23

~~Jan~~May '23

Financial Strength Ratings:

Equitable Financial Life Insurance Company

A+

Equitable Financial Life Insurance Company of America

A+

Credit Ratings:

Equitable Holdings, Inc.

bbb+

BBB+

Baa1

Last review date

Sep '22

~~Jan~~Apr '23

AllianceBernstein L.P.

Material Cash Requirement

Our material cash requirements include policyholder obligations, long-term debt, commercial paper, employee benefits, operating leases and various funding commitments. See “Material Cash Requirement” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Recast 2022 Annual ~~Report on Form 10-K for the year ended December 31, 2022 for additional information.~~Report.

Summary of Critical Accounting Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to adopt accounting policies and make estimates and assumptions that affect amounts reported in our consolidated financial statements included elsewhere herein. For a discussion of our significant accounting policies, see Note 2 of the Notes to the Consolidated Financial Statements. The most critical estimates include those used in determining:

•market risk benefits and purchased market risk benefits

•accounting for reinsurance;

•estimated fair values of investments in the absence of quoted market values and investment impairments;

•estimated fair values of freestanding derivatives and the recognition and estimated fair value of embedded derivatives requiring bifurcation;

•goodwill and related impairment;

•measurement of income taxes and the valuation of deferred tax assets; and

•liabilities for litigation and regulatory matters.

In applying our accounting policies, we make subjective and complex judgments that frequently require estimates about matters that are inherently uncertain. Many of these policies, estimates and related judgments are common in the insurance and financial services industries while others are specific to our business and operations. Actual results could differ from these estimates.

Market Risk Benefits

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Market risk benefits include contract features that provide minimum guarantees to policyholders and include GMIB, GMDB, GMWB, GMAB, and ROP DB benefits. MRBs are measured at estimated fair value with changes reported in the ~~Change~~change in market risk benefits and purchased market risk benefits on the Consolidated Statement of Income (Loss), except for the portion of the fair value change related to the Company’s own credit risk, which is recognized in OCI.

MRBs are measured at fair value on a seriatim basis using an ~~Ascribed Fee~~ascribed fee approach based upon policyholder behavior projections and risk neutral economic scenarios adjusted based on the facts and circumstances of the Company’s product features. Market conditions including, but not limited to, changes in interest rates, equity indices, market volatility and variations in actuarial assumptions, including policyholder behavior, mortality and risk margins related to non-capital market inputs, as well as changes in our nonperformance risk adjustment may result in significant fluctuations in the estimated fair value of the MRBs that could materially affect net income.

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Risk margins are established to capture the non-capital market risks of the instrument which represent the additional compensation a market participant would require to assume the risks related to the uncertainties in certain actuarial assumptions. The establishment of risk margins requires the use of significant management judgment, including assumptions of the amount needed to cover the guarantees.

We ceded the risk associated with certain of the variable annuity products with GMxB features described in the preceding paragraphs. The value of the MRBs on the ceded risk is determined using a methodology consistent with that described previously for the guarantees directly written by us with the exception of the input for nonperformance risk that reflects the credit of the reinsurer.

Nonperformance Risk Adjustment

The valuation of our MRBs includes an adjustment for the risk that we fail to satisfy our obligations, which we refer to as our nonperformance risk. The nonperformance risk adjustment, which is captured as a spread over the risk-free rate in determining the discount rate to discount the cash flows of the liability, is determined by taking into consideration publicly available information relating to spreads on corporate bonds in the secondary market comparable to Holdings’ financial strength rating.

The table below illustrates the impact that a range of reasonably likely variances in credit spreads would have on our consolidated balance sheet, excluding the effect of income tax, related to the GMxB Core and GMxB Legacy MRBs measured at estimated fair value. Even when credit spreads do not change, the impact of the nonperformance risk adjustment on fair value will change when the cash flows within the fair value measurement change. The table only reflects the impact of changes in credit spreads on our consolidated financial statements included elsewhere herein and not these other potential changes. In determining the ranges, we have considered current market conditions, as well as the market level of spreads that can reasonably be anticipated over the near term. The ranges do not reflect extreme market conditions such as those experienced during the 2008–2009 financial crisis as we do not consider those to be reasonably likely events in the near future.

NPR Sensitivity

December 31, 2022


	Increase/(Decrease) In MRB
	(in millions)
Increase in NPR by 50bps	$	(1,297)
Decrease in NPR by 50bps	$	1,387

Sensitivity of MRBs to Changes in Interest Rates

The following table demonstrates the sensitivity of the MRBs to changes in long-term interest rates by quantifying the adjustments that would be required, assuming an increase and decrease in long-term interest rates of 50bps. This information considers only the direct effect of changes in the interest rates on MRB balances, net of reinsurance.

Interest Rate Sensitivity

December 31, 2022

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	Increase/(Decrease) In MRB
	(in millions)
Increase in interest rates by 50bps	$	(875)
Decrease in interest rates by 50bps	$	998

Sensitivity of MRBs to Changes in Equity Returns

The following table demonstrates the sensitivity of the MRBs to changes in equity returns.

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Equity Returns Sensitivity

December 31, 2022


	Increase/(Decrease) In MRB
	(in millions)
Increase in equity returns by 10%	$	(886)
Decrease in equity returns by 10%	$	988

Sensitivity of MRBs to Changes in GMIB Lapses

Lapse rates are adjusted at the contract level based on a comparison of the value of the embedded GMIB rider and the current policyholder account value, which include other factors such as considering surrender charges. Generally, lapse rates are assumed to be lower in periods when a surrender charge applies. A dynamic lapse function reduces the base lapse rate when the guaranteed amount is greater than the account value as in-the-money contracts are less likely to lapse.

GMIB Lapse floor Sensitivity

December 31, 2022


	Increase/(Decrease) In MRB
	(in millions)
GMIB Lapse floor of 1%	$	(178)

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes to the quantitative and qualitative disclosures about market risk described in the Recast 2022 Annual Report ~~on Form 10-K for the year ended December 31, 2022~~ in "Quantitative and Qualitative Disclosures About Market Risk".

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Item 4. Controls and Procedures

Management, with the participation of the Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures, as defined in Rule 13a-15(e) of the Exchange Act. Based on such evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that, as of ~~March 31,~~June 30, 2023, the Company’s disclosure controls and procedures were effective.

~~During~~No change in the first quarter 2023, we adopted the new accounting standard ASU 2018-12, Financial Services – Insurance (Topic 944): Targeted Improvements to the Accounting for Long-Duration Contracts. We have modified our existing controls infrastructure, primarily through enhanced automation in our actuarial processes. There are no other changes in ourCompany’s internal control over financial reporting (as defined in Rule 13a-15(f) and Rule 15d-15(f) under the Exchange Act) ~~that~~ occurred during the quarter ended ~~March 31,~~June 30, 2023 that ~~have~~has materially affected, or ~~are~~is reasonably likely to materially affect, ~~our~~the Company’s internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

For information regarding certain legal proceedings pending against us, see Note 16 of the Notes to the Consolidated Financial Statements (unaudited) in this Form 10-Q. Also see “Risk Factors—Legal and Regulatory Risks—Legal and regulatory actions” included in ~~our~~the Recast 2022 Annual ~~Report on Form 10-K for the year ended December 31, 2022.~~Report.

Item 1A. Risk Factors

You should carefully consider the risks described in the “Risk Factors” section included in ~~our~~the Recast 2022 Annual ~~Report on Form 10-K for the year ended December 31, 2022.~~Report. Risks to which we are subject also include, but are not limited to, the factors mentioned under “Note Regarding Forward-Looking Statements and Information” above and the risks of our businesses described elsewhere in this Quarterly Report on Form 10-Q.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following table provides information about purchases by Holdings during the three months ended ~~March 31,~~June 30, 2023, of its common stock:

Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
1/1/23 through 1/31/23 2,022,245 $ 30.66 2,022,245 $ 297,048,651
2/1/23 through 2/28/23 1,930,529 $ 31.30 1,930,529 $ 959,538,062
3/1/23 through 3/31/23 3,305,374 $ 26.99 3,305,374 $ 870,311,093
Total 7,258,148 $ 29.16 7,258,148 $ 870,311,093


Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
4/1/23 through 4/30/23	2,391,391	$	25.09	2,391,391	$	795,311,093
5/1/23 through 5/31/23	2,208,121	$	24.77	2,208,121	755,615,349
6/1/23 through 6/30/23	4,333,971	$	25.76	4,333,971	$	628,985,480
Total	8,933,483	$	25.33	8,933,483	$	628,985,480

See Note 13 to the Notes to Consolidated Financial Statements for ASR transaction detail during the three months ended ~~March 31,~~June 30, 2023.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

~~None.~~Securities Trading Plans of Directors and Executive Officers

A significant portion of the compensation of our executive officers is delivered in the form of equity awards, including restricted stock units and performance shares. All vehicles contain vesting requirements related to service, with performance shares also requiring the satisfaction of certain performance criteria related to corporate performance to obtain a payout. This compensation design is intended to align executive compensation with the performance experienced by our shareholders. Following the delivery of shares of our common stock under those equity awards, once any applicable service- or performance-based vesting standards have been satisfied, our executive officers from time to time engage in the open-market sale of some of those shares. Our executive officers may also engage from time to time in other transactions involving our securities.

Transactions in our securities by our executive officers are required to be made in accordance with our Insider Trading Policy, which, among other things, requires that the transactions be in accordance with applicable U.S. federal securities laws that prohibit trading while in possession of material nonpublic information. Rule 10b5-1 under the Exchange Act provides an affirmative defense that enables prearranged transactions in securities in a manner that avoids concerns about initiating transactions at a future date while possibly in possession of material nonpublic information. Our Insider Trading Policy permits our executive officers to enter into trading plans designed to comply with Rule 10b5-1.

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The following table describes contracts, instructions or written plans for the sale or purchase of our securities adopted by our executive officers during the first quarter of 2023, each of which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), referred to as Rule 10b5-1 trading plans. The plans are only executed when the stock price reaches a required minimum. In addition, the executives identified in the table below are required to maintain an ownership of the Company’s common stock with a value equal to at least a multiple of their annual base salary (6 times for Mr. Pearson and 3 times for Mr. Hurd and Mr. Lane).

Name and Title

Date of Adoption of Rule 10b5-1 Trading Plan

Scheduled Start Date of Rule 10b5-1 Trading Plan

Scheduled Expiration Date of Rule 10b5-1 Trading Plan(1)

Aggregate Number of Securities to be Purchased or Sold

Mark Pearson

President and Chief Executive Officer

2/10/2023

5/15/2023

5/15/2024

Sale of up to 360,000 shares(2) of common stock in several transactions through the scheduled expiration date in 2024

Jeffrey J. Hurd

Chief Operating Officer

2/10/2023

5/15/2023

11/15/2023

Sale of up to 48,600 shares(3) of common stock in several transactions through the scheduled expiration date in 2023

Nick Lane

Head of Retirement, Wealth Management and Protection Solutions

2/10/2023

3/15/2023

9/15/2023

Sale of up to 120,000(4) shares of common stock in several transactions through the scheduled expiration date in 2023

(1)In each case, a Rule 10b5-1 trading plan may also expire on such earlier date as all transactions under the Rule 10b5-1 trading plan are completed.

(2)240,000 of Mr. Pearson’s shares consist of stock options and 120,000 of Mr. Pearson’s shares consist of common stock already owned.

(3)All 48,600 of Mr. Hurd’s shares consist of common stock already owned.

(4)60,000 of Mr. Lane’s shares consist of stock options and 60,000 of Mr. Lane’s shares consist of common stock already owned.

During the three months ended June 30, 2023, none of the Company’s directors or officers (as defined in Rule 16-a1(f) of the Securities and Exchange Act of 1934, as amended) adopted, terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933.

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Item 6. Exhibits


Number		Description and Method of Filing
4 .14.1		Third Supplemental Indenture, dated as of January 11, 2023, between the Company and The Bank of New York ~~Mellon,~~mellon, as trustee (incorporated by reference to Exhibit 4.1 to the ~~Company’s~~Company's Current Report on Form 8-K dated January 11, 2023).
4 .24.2		Exhibit 4.2. Form of Senior Note (included as Exhibit A to Exhibit 4.1 above) ~~(incorporated~~(incorporated by reference to Exhibit 4.2 to the ~~Company’s~~Company's Current Report on Form 8-K dated January 11, 2023).
10.1		Amendment No. 1 to Amended and Restated Revolving Credit Agreement, dated as of May 12, 2023, among Equitable Holdings, Inc., certain Subsidiary Account Parties, certain Banks and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to our Form 8-K filed on May 15, 2023).
10.2		Amendment No. 3 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Natixis, New York Branch (incorporated by reference to Exhibit 10.2 to our Form 8-K filed on May 15, 2023).
10.3		Amendment No. 3 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and HSBC Bank USA, National Association (incorporated by reference to Exhibit 10.3 to our Form 8-K filed on May 15, 2023).
10.4		Amendment No. 3 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Citibank Europe PLC (incorporated by reference to Exhibit 10.4 to our Form 8-K filed on May 15, 2023).
10.5		Amendment No. 3 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Credit Agricole Corporate and Investment Bank (incorporated by reference to Exhibit 10.5 to our Form 8-K filed on May 15, 2023).
10.6		Amendment No. 3 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Barclays Bank PLC (incorporated by reference to Exhibit 10.6 to our Form 8-K filed on May 15, 2023).
10.7		Amendment No. 3 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and JPMorgan Chase Bank, N.A (incorporated by reference to Exhibit 10.7 to our Form 8-K filed on May 15, 2023).
10.8		Fifth Amendment to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Landesbank Hessen-Thüringen Girozentrale, acting through its New York Branch (incorporated by reference to Exhibit 10.8 to our Form 8-K filed on May 15, 2023).
10.9		Amendment No. 4 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Commerzbank AG, New York Branch (incorporated by reference to Exhibit 10.9 to our Form 8-K filed on May 15, 2023).
31.1	#	Certification of the Registrant’s Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	#	Certification of the Registrant’s Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	#	Certification of the Registrant’s Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	#	Certification of the Registrant’s Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS		XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH		Inline XBRL Taxonomy Extension Schema Document
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
104		Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibits 101).

______________

# Filed herewith.

GLOSSARY

Selected Financial Terms

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Account Value (“AV”)			Generally equals the aggregate policy account value of our retirement and protection products. General Account AV refers to account balances in investment options that are backed by the General Account while Separate Accounts AV refers to Separate Accounts investment assets.

Alternative investments			Investments in real estate and real estate joint ventures and other limited partnerships.

Assets under administration (“AUA”)			Includes non-insurance client assets that are invested in our savings and investment products or serviced by our Equitable Advisors platform. We provide administrative services for these assets and generally record the revenues received as distribution fees.

Assets under management (“AUM”)			Investment assets that are managed by one of our subsidiaries and includes: (i) assets managed by AB, (ii) the assets in our GAIA portfolio and (iii) the Separate Account assets of our retirement and protection businesses. Total AUM reflects exclusions between segments to avoid double counting.

Combined RBC Ratio			Calculated as the overall aggregate RBC ratio for the Company’s insurance subsidiaries including capital held for its life insurance and variable annuity liabilities and non-variable annuity insurance liabilities.

Conditional tail expectation (“CTE”)			Calculated as the average amount of total assets required to satisfy obligations over the life of the contract or policy in the worst x% of scenarios. Represented as CTE (100 less x). Example: CTE95 represents the worst five percent of scenarios.

Deferred policy acquisition cost (“DAC”)			Represents the incremental costs related directly to the successful acquisition of new and certain renewal insurance policies and annuity contracts and which have been deferred on the balance sheet as an asset.

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Deferred sales inducements (“DSI”)			Represent amounts that are credited to a policyholder’s account balance that are higher than the expected crediting rates on similar contracts without such an inducement and that are an incentive to purchase a contract and also meet the accounting criteria to be deferred as an asset that is amortized over the life of the contract.

Dividends Received Deduction (“DRD”)			A tax deduction under U.S. federal income tax law received by a corporation on the dividends it receives from other corporations in which it has an ownership stake.

Fee-type revenue			Revenue from fees and related items, including policy charges and fee income, premiums, investment management and service fees, and other income.

Gross Premiums			First year premium and renewal premium and deposits


Invested assets			Includes fixed maturity securities, equity securities, mortgage loans, policy loans, alternative investments and short-term investments.

Protection Solutions Reserves			Equals the aggregate value of Policyholders’ account balances and Future policy benefits for policies in our Protection Solutions segment.

Reinsurance			Insurance policies purchased by insurers to limit the total loss they would experience from an insurance claim.

Renewal premium and deposits			Premiums and deposits after the first twelve months of the policy or contract.

Risk-based capital (“RBC”)			Rules to determine insurance company statutory capital requirements. It is based on rules published by the National Association of Insurance Commissioners (“NAIC”).

Total adjusted capital (“TAC”)			Primarily consists of capital and surplus, and the asset valuation reserve.

Product Terms

401(k)			A tax-deferred retirement savings plan sponsored by an employer. 401(k) refers to the section of the Internal Revenue Code of 1986, as amended (the “Code”) pursuant to which these plans are established.

403(b)			A tax-deferred retirement savings plan available to certain employees of public schools and certain tax-exempt organizations. 403(b) refers to the section of the Code pursuant to which these plans are established.

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Affluent			Refers to individuals with $250,000 to $999,999 of investable assets.

Annuitant			The person who receives annuity payments or the person whose life expectancy determines the amount of variable annuity payments upon annuitization of an annuity to be paid for life.

Annuitization			The process of converting an annuity investment into a series of periodic income payments, generally for life.


Benefit base			A notional amount (not actual cash value) used to calculate the owner’s guaranteed benefits within an annuity contract. The death benefit and living benefit within the same contract may not have the same benefit base.

Cash surrender value			The amount an insurance company pays (minus any surrender charge) to the policyholder when the contract or policy is voluntarily terminated prematurely.

Dollar-for-dollar withdrawal			A method of calculating the reduction of a variable annuity benefit base after a withdrawal in which the benefit is reduced by one dollar for every dollar withdrawn.

EQUI-VEST Group (“EG”)			A traditional variable deferred annuity without enhanced guaranteed benefits with single and ongoing premiums sold in the tax-exempt 403(b)/(457(b) markets.

EQUI-VEST Individual (“EI”)			A traditional variable deferred annuity without enhanced guaranteed benefits sold in the individual market.

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Future policy benefits			Future policy benefits for the annuities business are comprised mainly of liabilities for life-contingent income annuities, and liabilities for the variable annuity guaranteed minimum benefits accounted for as insurance. Future policy benefits for the life business are comprised mainly of liabilities for traditional life and certain liabilities for universal and variable life insurance contracts (other than the Policyholders’ account balance).

General Account Investment Portfolio			The invested assets held in the General Account.

General Account			The assets held in the general accounts of our insurance companies as well as assets held in our ~~separate accounts~~Separate Accounts on which we bear the investment risk.

GMxB			A general reference to all forms of variable annuity guaranteed benefits, including guaranteed minimum living benefits, or GMLBs (such as GMIBs, GMWBs and GMABs), and guaranteed minimum death benefits, or GMDBs (inclusive of return of premium death benefit guarantees).

GMxB Core			Retirement Cornerstone and Accumulator sold 2011 and later.

GMxB Legacy			Fixed-rate GMxB business written prior to 2011.

Guaranteed income benefit (“GIB”)			An optional benefit which provides the policyholder with a guaranteed lifetime annuity based on predetermined annuity purchase rates applied to a GIB benefit base, with annuitization automatically triggered if and when the contract AV falls to zero.


Guaranteed minimum accumulation benefits (“GMAB”)			An optional benefit (available for an additional cost) which entitles an annuitant to a minimum payment, typically in lump-sum, after a set period of time, typically referred to as the accumulation period. The minimum payment is based on the benefit base, which could be greater than the underlying AV.

Guaranteed minimum death benefits (“GMDB”)			An optional benefit (available for an additional cost) that guarantees an annuitant’s beneficiaries are entitled to a minimum payment based on the benefit base, which could be greater than the underlying AV, upon the death of the annuitant.

Guaranteed minimum income benefits (“GMIB”)			An optional benefit (available for an additional cost) where an annuitant is entitled to annuitize the policy and receive a minimum payment stream based on the benefit base, which could be greater than the underlying AV.

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Guaranteed minimum living benefits (“GMLB”)			A reference to all forms of guaranteed minimum living benefits, including GMIBs, GMWBs and GMABs (does not include GMDBs).

Guaranteed minimum withdrawal benefits (“GMWB”)			An optional benefit (available for an additional cost) where an annuitant is entitled to withdraw a maximum amount of their benefit base each year, for which cumulative payments to the annuitant could be greater than the underlying AV.

Guaranteed Universal Life (“GUL”)			A universal life insurance offering with a lifetime no lapse guarantee rider, otherwise known as a guaranteed UL policy. With a GUL policy, the premiums are guaranteed to last the life of the policy.

Guaranteed withdrawal benefit for life (“GWBL”)			An optional benefit (available for an additional cost) where an annuitant is entitled to withdraw a maximum amount of their benefit base each year, for the duration of the policyholder’s life, regardless of account performance.

High net worth			Refers to individuals with $1,000,000 or more of investable assets.

Investment Edge (“IE”)			A traditional variable deferred annuity without enhanced guaranteed benefits.

Indexed Universal Life (“IUL”)			A permanent life insurance offering built on a universal life insurance framework that uses an equity-linked approach for generating policy investment returns.

Investment Edge (“IE”)			A traditional variable deferred annuity without enhanced guaranteed benefits that provides tax-efficient distribution.

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Living benefits			Optional benefits (available at an additional cost) that guarantee that the policyholder will get back at least his original investment when the money is withdrawn.

Mortality and expense risk fee (“M&E fee”)			A fee charged by insurance companies to compensate for the risk they take by issuing life insurance and variable annuity contracts.


Net flows			Net change in customer account balances in a period including, but not limited to, gross premiums, surrenders, withdrawals and benefits. It excludes investment performance, interest credited to customer accounts and policy charges.

Policyholder account balances			Annuities. Policyholder account balances are held for fixed deferred annuities, the fixed account portion of variable annuities and non-life contingent income annuities. Interest is credited to the policyholder’s account at interest rates we determine which are influenced by current market rates, subject to specified minimums. Life Insurance Policies. Policyholder account balances are held for retained asset accounts, universal life policies and the fixed account of universal variable life insurance policies. Interest is credited to the policyholder’s account at interest rates we determine which are influenced by current market rates, subject to specified minimums.

Return of premium (“ROP”) death benefit			This death benefit pays the greater of the account value at the time of a claim following the owner’s death or the total contributions to the contract (subject to adjustment for withdrawals). The charge for this benefit is usually included in the M&E fee that is deducted daily from the net assets in each variable investment option. We also refer to this death benefit as the Return of Principal death benefit.

Rider			An optional feature or benefit that a policyholder can purchase at an additional cost.

Separate Account			Refers to the separate account investment assets of our insurance subsidiaries excluding the assets held in those ~~separate accounts~~Separate Accounts on which we bear the investment risk.

Surrender charge			A fee paid by a contract owner for the early withdrawal of an amount that exceeds a specific percentage or for cancellation of the contract within a specified amount of time after purchase.


Surrender rate			Represents annualized surrenders and withdrawals as a percentage of average AV.

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Universal life (“UL”) products			Life insurance products that provide a death benefit in return for payment of specified annual policy charges that are generally related to specific costs, which may change over time. To the extent that the policyholder chooses to pay more than the charges required in any given year to keep the policy in-force, the excess premium will be placed into the AV of the policy and credited with a stated interest rate on a monthly basis.

Variable annuity			A type of annuity that offers guaranteed periodic payments for a defined period of time or for life and gives purchasers the ability to invest in various markets though the underlying investment options, which may result in potentially higher, but variable, returns.

Variable Universal Life (“VUL”)			Universal life products where the excess amount paid over policy charges can be directed by the policyholder into a variety of Separate Account investment options. In the Separate Account investment options, the policyholder bears the entire risk and returns of the investment results.

Whole Life (“WL”)			A life insurance policy that is guaranteed to remain in-force for the policyholder’s lifetime, provided the required premiums are paid.

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ACRONYMS

•“AB” or “AllianceBernstein” means AB Holding and ABLP

•“AB Holding” means AllianceBernstein Holding L.P., a Delaware limited partnership

•“AB Holding Units” means units representing assignments of beneficial ownership of limited partnership interests in AB Holding

•“AB Units” means units of limited partnership interests in ABLP

•“ABLP” means AllianceBernstein L.P., a Delaware limited partnership and the operating partnership for the AB business

•“AFS” means available-for-sale

•“AOCI” means accumulated other comprehensive income

•“ASC” means Accounting Standards Codification

•“ASR” means accelerated share repurchase

•“ASU” means Accounting Standards Update

•“AXA” means AXA S.A., a société anonyme organized under the laws of France, and formerly our controlling stockholder

•“BPs” means basis points

•“CDS” means credit default swaps

•“CLO” means collateralized loan obligation

•“COI” means cost of insurance

•“COLI” means corporate owned life insurance

•“Company” means Equitable Holdings, Inc. with its consolidated subsidiaries

•“CS Life” means Corporate Solutions Life Reinsurance Company, a Delaware corporation and a wholly-owned direct subsidiary of Venerable Insurance and Annuity Company RE

•“CSA” means credit support annex

•“DI” means disability income

•“DOL” means U.S. Department of Labor

•“DSC” means debt service coverage

•“EAFE” means European, Australasia, and Far East

•“EB” means Employee Benefits

•“EFS” means Equitable Financial Services, LLC, a Delaware corporation and a wholly-owned direct subsidiary of Holdings

•“EPS” means earnings per share

•“EIMG” means Equitable Investment Management Group, LLC, a Delaware limited liability company and a wholly-owned indirect subsidiary of Holdings.

•“EIM” means Equitable Investment Management, LLC, a Delaware limited liability company and wholly-owned indirect subsidiary of Holdings.

•“Equitable Advisors” means Equitable Advisors, LLC, a Delaware limited liability company, our retail broker/dealer for our retirement and protection businesses and a wholly-owned indirect subsidiary of Holdings

•“Equitable America” means Equitable Financial Life Insurance Company of America (f/k/a MONY Life Insurance Company of America), an Arizona corporation and a wholly-owned indirect subsidiary of Holdings

•“Equitable Financial” means Equitable Financial Life Insurance Company, a New York corporation, a life insurance company and a wholly-owned subsidiary of EFS

•“EQ AZ Life Re” means EQ AZ Life Re Company, an Arizona corporation and a wholly-owned indirect subsidiary of Holdings.

•“ERISA” means Employee Retirement Income Security Act of 1974

•“ESG” means environmental, social and governance

•“ETF” means exchange traded funds

•“ETR” means effective tax rate

•“Exchange Act” means Securities Exchange Act of 1934, as amended

•“FABN” means Funding Agreement Backed Notes Program

•“FASB” means Financial Accounting Standards Board

•“FHLB” means Federal Home Loan Bank

•“FYP” means first year premium and deposits

•“General Partner” means AllianceBernstein Corporation, a Delaware corporation and the general partner of AB Holding and ABLP

•“HFS” means held-for-sale

•“Holdings” means Equitable Holdings, Inc.

•“HTM” means held-to-maturity

•“ISDA Master Agreement” means International Swaps and Derivatives Association Master Agreement

•“IUS” means Investments Under Surveillance

•“LIBOR” means London Interbank Offered Rate

•“LTV” means loan-to-value

•“MD&A” means Management’s Discussion and Analysis of Financial Condition and Results of Operations

•“MRBs” means market risk benefits

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•“MSO” means Market Stabilizer Option

•“MTA” means Master Transaction Agreement

•“NAIC” means National Association of Insurance Commissioners

•“NAR” means net amount at risk

•“NAV” means net asset value

•“NLG” means no-lapse guarantee

•“NYDFS” means New York State Department of Financial Services

•“OCI” means other comprehensive income

•“OTC” means over-the-counter

•“PFBL” means profits followed by losses

•“REIT” means real estate investment trusts

•“SCB LLC” means Sanford C. Bernstein & Co., LLC, a registered investment adviser and broker-dealer.

•“SCS” means Structured Capital Strategies

•“SEC” means U.S. Securities and Exchange Commission

•“Series A Preferred Stock” means Holdings’ Series A Fixed Rate Noncumulative Perpetual Preferred Stock

•“Series B Preferred Stock” means Holdings’ Series B Fixed Rate Reset Noncumulative Perpetual Preferred Stock

•“Series C Preferred Stock” means Holdings’ Series C Fixed Rate Reset Noncumulative Perpetual Preferred Stock

•“SIO” means structured investment option

•“SPE” means special purpose entity

•“SVO” means Securities Valuation Office

•“TDRs” means troubled debt restructurings

•“TIPS” means treasury inflation-protected securities

•“U.S. GAAP” means accounting principles generally accepted in the United States of America

•“UL” means universal life

•“ULSG” means universal life products with secondary guarantee

•“Venerable” means Venerable Holdings, Inc.

•“VIAC” means Venerable Insurance and Annuity Company

•“VIE” means variable interest entity

•“VISL” means variable interest-sensitive life

•“VOE” means voting interest entity

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Equitable Holdings, Inc. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


Date: ~~May 8,~~August 9, 2023	EQUITABLE HOLDINGS, INC.

	By:	/s/ Robin M. Raju
		Name:	Robin M. Raju
		Title:	Chief Financial Officer (Principal Financial Officer)

Date: ~~May 8,~~August 9, 2023	By:	/s/ William Eckert
		Name:	William Eckert
		Title:	Chief Accounting Officer (Principal Accounting Officer)

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January 1, 2022	$	1,562	$	4	$	1,919	$	(2,850)	$	8,413	$	1,303	$	10,351	$	1,576	$	11,927
Stock compensation	—		—		19		31		—		—		50		19		69
Purchase of treasury stock	—		—		(5)		(273)		—		—		(278)		—		(278)
Reissuance of treasury stock	—		—		—		—		(31)		—		(31)		—		(31)
Retirement of common stock	—		—		—		22		(22)		—		—		—		—
Repurchase of AB Holding units	—		—		—		—		—		—		—		(14)		(14)
Dividends paid to noncontrolling interest	—		—		—		—		—		—		—		(139)		(139)
Dividends on common stock (cash dividends declared per common share of $0.18)	—		—		—		—		(70)		—		(70)		—		(70)
Dividends on preferred stock	—		—		—		—		(14)		—		(14)		—		(14)
Issuance of preferred stock	—		—		—		—		—		—		—		—		—
Net income (loss)	—		—		—		—		530		—		530		93		623
Other comprehensive income (loss)	—		—		—		—		—		(2,607)		(2,607)		(4)		(2,611)
Other	—		—		—		—		(4)		—		(4)		(2)		(6)
March 31, 2022	$	1,562	$	4	$	1,933	$	(3,070)	$	8,802	$	(1,304)	$	7,927	$	1,529	$	9,456