SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORMN-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
| | | | |
| | Pre-Effective Amendment No. (File No. ) | | ☐ |
| | Post-Effective Amendment No. 1 (File No. 333-237302) | | ☒ |
and/or
REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940
| | | | |
| | Amendment No. 153 (File No.811-07355) | | ☒ |
(Check appropriate box or boxes)
RIVERSOURCE VARIABLE ACCOUNT 10
(previously IDS LIFE VARIABLE ACCOUNT 10)
(Exact Name of Registrant)
RiverSource Life Insurance Company
(previously IDS Life Insurance Company)
(Name of Depositor)
70100 Ameriprise Financial Center, Minneapolis, MN 55474
(Address of Depositor’s Principal Executive Offices) (Zip Code)
Depositor’s Telephone Number, including Area Code (612)678-5337
Nicole D. Wood, 50605 Ameriprise Financial Center, Minneapolis, MN 55474
(Name and Address of Agent for Service)
It is proposed that this filing will become effective immediately upon filing pursuant to Rule 462(d).
EXPLANATORY NOTE
This Post-Effective Amendment No. 1 to the Registration Statement onFormN-4 (FileNo. 333-237302) is being filed pursuant to Rule 462(d) under the Securities Act of 1933, as amended (the “Securities Act”), solely for the purpose of refiling the exhibit 10. to such Registration Statement. Accordingly, this Post-Effective Amendment No. 1 consists only of a facing page, this explanatory note, and Part C of the Registration Statement on FormN-4. This Post-Effective Amendment No. 1 does not change the form of the prospectus and Statement of Additional Information relating toPre-Effective Amendment No. 1 filed electronically on June 12, 2020 with the Securities and Exchange Commission (the “SEC”). As permitted by Rule 462(d), this Post-Effective Amendment No. 1 shall become effective upon filing with the SEC.
PART C.
Item 24. | Financial Statements and Exhibits |
(a) Financial statements included in Part B of this Registration Statement:
RiverSource Variable Account 10
Report of Independent Registered Public Accounting Firm dated April 20, 2020
Statements of Assets and Liabilities for the year ended Dec. 31, 2019
Statements of Operations for the year ended Dec. 31, 2019
Statements of Changes in Net Assets for the two years ended Dec. 31, 2019
Notes to Financial Statements
RiverSource Life Insurance Company
Report of Independent Registered Public Accounting Firm dated Feb.26, 2020
Consolidated Balance Sheets as of Dec. 31, 2019 and 2018
Consolidated Statements of Income for the years ended Dec. 31, 2019, 2018 and 2017
Consolidated Statements of Comprehensive Income for the years ended Dec. 31, 2019, 2018 and 2017
Consolidated Statements of Shareholder’s Equity for the three years ended Dec. 31, 2019, 2018 and 2017
Consolidated Statements of Cash Flows for the years ended Dec. 31, 2019, 2018 and 2017
Notes to Consolidated Financial Statements
(b) Exhibits:
See Exhibit 4.7
See Exhibit 6.1
8.5 | Copy of Amended and Restated Participation Agreement by and between Franklin Templeton Variable Insurance Products Trust, Franklin/Templeton Distributors, Inc., American Centurion Life Assurance Company, American Enterprise Life Insurance Company, IDS Life Insurance Company, IDS Life Insurance Company of New York, Ameriprise Financial Services, Inc. (formerly American Express Financial Advisors Inc.), dated August 1, 2005 filed electronically as Exhibit 8.7 to Registrant’s Post-Effective Amendment No. 39 to Registration StatementNo. 333-79311 is incorporated by reference. |
8.22 | Copy of Amended and Restated Participation Agreement dated September 1, 2006, by and among IDS Life Insurance Company, Legg Mason Partners Variable Portfolios I, Inc. (formerly Salomon Brothers Variable Series Fund, Inc.), Legg Mason Partners Variable Portfolios II, Inc. (formerly Greenwich Street Series Fund, formerly Smith Barney Series Fund, formerly Smith Barney Shearson Series Fund, formerly Shearson Series Fund), Legg Mason Partners Variable Portfolios III, Inc. (formerly Travelers Series Fund Inc., formerly Smith Barney Travelers Series Fund Inc.) and Legg Mason Investor Services, LLC filed electronically as Exhibit 8.15 to Post-Effective Amendment No. 41 to Registration StatementNo. 333-79311 is incorporated herein by reference. |
Item 25. | Directors and Officers of the Depositor RiverSource Life Insurance Company |
| | | | |
Name | | Principal Business Address* | | Position and Offices With Depositor |
John R. Woerner | | | | Chairman of the Board and President |
| | |
Gumer C. Alvero | | | | Director and Executive Vice President – Annuities |
| | |
Michael J.Pelzel | | | | Senior Vice President – Corporate Tax |
| | |
Stephen P. Blaske | | | | Director, Senior Vice President and Chief Actuary |
| | |
Shweta Jhanji | | | | Senior Vice President and Treasurer |
| | |
Colin J. Lundgren | | | | Director |
| | |
Brian J. McGrane | | | | Director, Executive Vice President and Chief Financial Officer |
| | |
Thomas R. Moore | | | | Secretary |
| | |
Jeninne C. McGee | | | | Director |
| | |
Jeanne P. Stadtlander | | | | Vice President and Controller |
| | |
Mark Gorham | | | | Director and Vice President – Insurance Product Development |
| | |
Lynn Abbott | | | | Vice President – National Sales Manager and Fund Management |
* | The business address is 70100 Ameriprise Financial Center, Minneapolis, MN 55474. |
Item 26. | Persons Controlled by or Under Common Control with the Depositor or Registrant. |
SUBSIDIARIES AND AFFILIATES OF AMERIPRISE FINANCIAL, INC.
| | |
Parent Company | | Incorp State |
Ameriprise Financial, Inc. | | DE |
| |
Subsidiary Name | | Incorp State |
Ameriprise Advisor Capital, LLC | | DE |
Ameriprise Advisor Financing, LLC | | DE |
Ameriprise Bank, FSB | | Federal |
Ameriprise Capital Trust I | | DE |
Ameriprise Capital Trust II | | DE |
Ameriprise Capital Trust III | | DE |
Ameriprise Capital Trust IV | | DE |
Ameriprise Captive Insurance Company | | VT |
Ameriprise Certificate Company | | DE |
| | |
Investors Syndicate Development Corporation | | NV |
Ameriprise Holdings, Inc. | | DE |
Ameriprise India LLP | | India |
Ameriprise India Partner, LLC1 | | DE |
Ameriprise Trust Company | | MN |
AMPF Holding Corporation | | MI |
American Enterprise Investment Services, Inc.2 | | MN |
Ameriprise Financial Services, Inc.2 | | DE |
AMPF Property Corporation | | MI |
AMPF Realty Corporation | | MI |
Investment Professionals, Inc.2 | | TX |
Columbia Management Investment Advisers, LLC | | MN |
Advisory Capital Strategies Group Inc. | | MN |
Columbia Wanger Asset Management, LLC | | DE |
Emerging Global Advisors, LLC | | DE |
GA Legacy, LLC | | DE |
J. & W. Seligman & Co. Incorporated | | DE |
Columbia Management Investment Distributors, Inc.2 | | DE |
Seligman Partners, LLC3 | | DE |
Lionstone BBP Limited Partner, LLC | | DE |
Houston BBP, L.P.4 | | DE |
Lionstone Partners, LLC | | TX |
Cash Flow Asset Management GP, LLC | | TX |
Cash Flow Asset Management, L.P.5 | | TX |
CREAD Special VAD Limited Partner, LLC | | DE |
Lionstone Advisory Services, LLC | | TX |
Lionstone CFRE II Real Estate Advisory, LLC | | DE |
Lionstone Development Services, LLC | | TX |
LPL 1111 Broadway GP, LLC | | TX |
LPL 1111 Broadway, L.P.6 | | TX |
Lionstone VA Five, LLC7 | | DE |
Lionstone USValue-Add Five, L.P.8 | | DE |
RiverSource CDO Seed Investments, LLC | | MN |
Columbia Management Investment Services Corp. | | MN |
RiverSource Distributors, Inc.2 | | DE |
RiverSource Life Insurance Company | | MN |
RiverSource Life Insurance Co. of New York | | NY |
RiverSource NY REO, LLC | | NY |
RiverSource REO 1, LLC | | MN |
RiverSource Tax Advantaged Investments, Inc. | | DE |
AEXP Affordable Housing Portfolio, LLC9 | | DE |
1 | This entity has three partners: Ameriprise Financial, Inc. owns a 100% profit sharing ratio with capital contribution of 124,078,760 INR (Indian currency=rupees) & 10 INR are owned each by Columbia Management Investment Advisers, LLC & Ameriprise India Partner, LLC. |
2 | Registered Broker-Dealer. |
3 | This entity is managed by members of onshore hedge fund feeders. |
4 | This entity is owned by: Lionstone BBP Limited Partner, LLC (2%) & Teacher Retirement System of Texas (98%) |
5 | This entity is owned by: Lionstone Partners, LLC (99%) & Cash Flow Asset Management GP, LLC (1%). |
6 | This entity is owned by: Lionstone Partners, LLC (99.9%) & LPL 1111 Broadway GP, LLC (0.1%) |
7 | This entity is owned by: Columbia Management Investment Advisers, LLC (83.333%) & Lionstone LVA5 Holdings, LLC (16.667%) |
8 | This entity is owned by: Lionstone VA Five, LLC (3%); Teacher Retirement System of Texas (44.1%); California State Teachers’ Retirement System (44.1%); William Marsh Rice University (8.8%) |
9 | One-third of this entity is owned by American Express Travel Related Services. |
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Ameriprise International Holdings GmbH | | Switzerland |
Ameriprise Asset Management Holdings GmbH | | Switzerland |
Ameriprise Asset Management Holdings Singapore (Pte.) Ltd. | | Singapore |
Ameriprise Asset Management Holdings Hong Kong Limited | | Hong Kong |
Threadneedle Portfolio Services Hong Kong Limited | | Hong Kong |
Columbia Threadneedle Malaysia Sdn Bhd. | | Malaysia |
| | |
Threadneedle Investments Singapore (Pte.) Ltd. | | Singapore |
Threadneedle EMEA Holdings 1, LLC | | Minnesota, USA |
Threadneedle Asset Management Holdings Sàrl | | Luxembourg |
CTM Holdings Limited | | Malta |
Columbia Threadneedle Investments (ME) Limited | | Dubai |
TAM Investment Limited | | England |
Threadneedle Holdings Limited | | England |
TAM UK Holdings Limited | | England |
Threadneedle Asset Management Holdings Limited | | England |
Columbia Threadneedle Foundation | | England |
TC Financing Limited | | England |
Threadneedle Asset Management Limited | | England |
Threadneedle Investment Services Limited | | England |
Threadneedle Asset Management (Nominees) Limited | | England |
ADT Nominees Limited | | England |
Convivo Asset Management Limited | | England |
Sackville TIPP Property (GP) Limited | | England |
Threadneedle Investment Advisors Limited | | England |
Threadneedle Portfolio Managers Limited | | England |
Threadneedle Asset Management Finance Limited | | England |
TMS Investment Limited | | Jersey |
Threadneedle International Fund Management Limited | | England |
Threadneedle International Limited | | England |
Threadneedle Investments (Channel Islands) Limited | | Jersey |
Threadneedle Investments Limited | | England |
Threadneedle Management Services Limited | | England |
Threadneedle Capital Management Limited | | England |
Threadneedle Pension Trustees Limited | | England |
Threadneedle Securities Limited | | England |
Threadneedle Navigator ISA Manager Limited | | England |
Threadneedle Pensions Limited | | England |
Threadneedle Portfolio Services AG | | Switzerland |
Threadneedle Portfolio Services Limited | | England |
Threadneedle Property Investments Limited | | England |
Sackville (CTESIF) GP Sàrl | | Luxembourg |
Sackville LCW (GP) Limited | | England |
Sackville LCW Sub LP 1 (GP) Limited | | England |
Sackville LCW Nominee 1 Limited | | England |
Sackville LCW Nominee 2 Limited | | England |
Sackville LCW Sub LP 2 (GP) Limited | | England |
Sackville LCW Nominee 3 Limited | | England |
Sackville LCW Nominee 4 Limited | | England |
| | |
Sackville Property (GP) Limited | | England |
Sackville Property Curtis (Jersey GP) Limited | | Jersey |
Sackville Property Hayes (Jersey GP) Limited | | Jersey |
Sackville UKPEC6 Hayes Nominee 1 Limited | | Jersey |
Sackville UKPEC6 Hayes Nominee 2 Limited | | Jersey |
Sackville Property St James (Jersey GP) Limited | | Jersey |
Sackville UKPEC9 St James Nominee 1 Limited | | Jersey |
Sackville UKPEC9 St James Nominee 2 Limited | | Jersey |
Sackville Property Tower (Jersey GP) Limited | | Jersey |
Sackville UKPEC7 Tower Nominee 1 Limited | | Jersey |
Sackville UKPEC7 Tower Nominee 2 Limited | | Jersey |
Sackville Property Victoria (Jersey GP) Limited | | Jersey |
Sackville UKPEC8 Victoria Nominee 1 Limited | | Jersey |
Sackville UKPEC8 Victoria Nominee 2 Limited | | Jersey |
Sackville SPF IV Property (GP) Limited | | England |
Sackville SPF IV (GP) No. 1 Limited | | England |
Sackville SPV IV (GP) No. 2 Limited | | England |
Sackville SPF IV (GP) No. 3 Limited | | England |
Sackville Tandem Property (GP) Limited | | England |
Sackville TPEN Property (GP) Limited | | England |
Sackville TPEN Property Nominee (2) Limited | | England |
Sackville TPEN Property Nominee Limited | | England |
Sackville TSP Property (GP) Limited | | England |
Sackville UK Property Select II (GP) Limited | | England |
Sackville UK Property Select II (GP) No. 1 Limited | | England |
Sackville UK Property Select II Nominee (1) Limited | | England |
Sackville UK Property Select II (GP) No. 2 Limited | | England |
Sackville UK Property Select II Nominee (2) Limited | | England |
Sackville UK Property Select II (GP) No. 3 Limited | | England |
Sackville UK Property Select II Nominee (3) Limited | | England |
Sackville UKPEC1 Leeds (GP) Limited | | England |
Sackville UKPEC1 Leeds Nominee 1 Limited | | England |
Sackville UKPEC1 Leeds Nominee 2 Limited | | England |
Sackville UKPEC2 Galahad (GP) Limited | | England |
Sackville UKPEC3 Croxley (GP) Limited | | England |
Sackville UKPEC3 Croxley Nominee 1 Limited | | England |
Sackville UKPEC3 Croxley Nominee 2 Limited | | England |
Sackville UKPEC4 Brentford (GP) Limited | | England |
Threadneedle Property Execution 1 Limited | | England |
| | |
Threadneedle Property Execution 2 Limited | | England |
Threadneedle UK Property Equity Club PCC | | Jersey |
Threadneedle UK Property Equity II Asia 1 PC | | Jersey |
Threadneedle UK Property Equity II ROW 1 PC | | Jersey |
Threadneedle International Investments GmbH | | Switzerland |
Threadneedle Management Luxembourg S.A. | | Luxembourg |
Threadneedle Unit Trust Manager Limited | | England |
Item 27. | Number of Contract owners |
As of March 31, 2020, there were 166,729non-qualified contract owners and 392,693 qualified contract owners.
The amended and restatedBy-Laws of the depositor provide that the depositor will indemnify, to the fullest extent now or hereafter provided for or permitted by law, each person involved in, or made or threatened to be made a party to, any action, suit, claim or proceeding, whether civil or criminal, including any investigative, administrative, legislative, or other proceeding, and including any action by or in the right of the depositor or any other corporation, or any partnership, joint venture, trust, employee benefit plan, or other enterprise (any such entity, other than the depositor, being hereinafter referred to as an “Enterprise”), and including appeals therein (any such action or process being hereinafter referred to as a “Proceeding”), by reason of the fact that such person, such person’s testator or intestate (i) is or was a director or officer of the depositor, or (ii) is or was serving, at the request of the depositor, as a director, officer, or in any other capacity, or any other Enterprise, against any and all judgments, amounts paid in settlement, and expenses, including attorney’s fees, actually and reasonably incurred as a result of or in connection with any Proceeding, except as provided below.
No indemnification will be made to or on behalf of any such person if a judgment or other final adjudication adverse to such person establishes that such person’s acts were committed in bad faith or were the result of active and deliberate dishonesty and were material to the cause of action so adjudicated, or that such person personally gained in fact a financial profit or other advantage to which such person was not legally entitled. In addition, no indemnification will be made with respect to any Proceeding initiated by any such person against the depositor, or a director or officer of the depositor, other than to enforce the terms of this indemnification provision, unless such Proceeding was authorized by the Board of Directors of the depositor. Further, no indemnification will be made with respect to any settlement or compromise of any Proceeding unless and until the depositor has consented to such settlement or compromise.
The depositor may, from time to time, with the approval of the Board of Directors, and to the extent authorized, grant rights to indemnification, and to the advancement of expenses, to any employee or agent of the depositor or to any person serving at the request of the depositor as a director or officer, or in any other capacity, of any other Enterprise, to the fullest extent of the provisions with respect to the indemnification and advancement of expenses of directors and officers of the depositor.
Insofar as indemnification for liability arising under the Securities Act of 1933 (the “Act”) may be permitted to directors, officers and controlling persons of the depositor or the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.
Item 29. | Principal Underwriters. |
(a) RiverSource Distributors Inc. acts as principal underwriter for:
RiverSource Distributors Inc. acts as principal underwriter for:
RiverSource Variable Annuity Account 1
RiverSource Variable Annuity Account
RiverSource Account F
RiverSource Variable Annuity Fund A
RiverSource Variable Annuity Fund B
RiverSource Variable Account 10
RiverSource Account SBS
RiverSource MVA Account
RiverSource Account MGA
RiverSource Account for Smith Barney
RiverSource Variable Life Separate Account
RiverSource Variable Life Account
RiverSource of New York Variable Annuity Account 1
RiverSource of New York Variable Annuity Account 2
RiverSource of New York Account 4
RiverSource of New York Account 7
RiverSource of New York Account 8
(b) As to each director, officer or partner of the principal underwriter:
| | | | |
Name and Principal | | Positions and Offices | | |
Business Address* | | with Underwriter | | |
Lynn Abbott | | President | | |
| | |
Gumer C. Alvero | | Director and Vice President | | |
| | |
Shweta Jhanji | | Senior Vice President and Treasurer | | |
| | |
Thomas R. Moore | | Secretary | | |
| | |
Mark D. Scalercio | | Vice President | | |
| | |
Michael S. Mattox | | Chief Financial Officer | | |
| |
John R. Woerner | | Chairman of the Board and Chief Executive Officer |
* | Business address is: 50611 Ameriprise Financial Center, Minneapolis, MN 55474 |
(c) RiverSource Distributors Inc., the principal underwriter during Registrant’s last fiscal year, was paid the following commissions:
| | | | | | | | | | |
NAME OF PRINCIPAL UNDERWRITER | | NET UNDERWRITING DISCOUNTS AND COMMISSIONS | | | COMPENSATION ON REDEMPTION | | BROKERAGE COMMISSIONS | | COMPENSATION |
RiverSource Distributors, Inc. | | $ | 399,982,525 | | | None | | None | | None |
Item 30. | Location of Accounts and Records |
RiverSource Life Insurance Company
70100 Ameriprise Financial Center
Minneapolis, MN 55474
Item 31. | Management Services |
Not applicable.
(a) | Registrant undertakes to file a post-effective amendment to this registration statement as frequently as is necessary to ensure that the audited financial statements in the registration statement are never more than 16 months old for so long as payments under the variable annuity contracts may be accepted. |
(b) | Registrant undertakes to include either (1) as part of any application to purchase a contract offered by the prospectus, a space that an applicant can check to request a Statement of Additional Information, or (2) a post card or similar written communication affixed to or included in the prospectus that the applicant can remove to send for a Statement of Additional Information. |
(c) | Registrant undertakes to deliver any Statement of Additional Information and any financial statements required to be made available under this Form promptly upon written or oral request. |
(d) | Registrant represents that it is relying upon theno-action assurance given to the American Council of Life Insurance (pub. avail. Nov. 28, 1988). Further, Registrant represents that it has complied with the provisions of paragraphs (1)-(4) of thatno-action letter. |
(e) | The sponsoring insurance company represents that the fees and charges deducted under the contract, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by the insurance company. |
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act of 1940, RiverSource Life Insurance Company, on behalf of the Registrant, has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Minneapolis, and State of Minnesota, on the 26th day of June 2020.
| | |
RIVERSOURCE VARIABLE ACCOUNT 10 (Registrant) |
| |
By | | RiverSource Life Insurance Company (Depositor) |
| |
By | | /s/ John R. Woerner* |
| | John R. Woerner |
| | Chairman of the Board and President |
As required by the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities indicated on the 26th day of June 2020.
| | |
Signature | | Title |
| |
/s/ John R. Woerner* | | Chairman of the Board and President |
John R. Woerner | | |
| |
/s/ Gumer C. Alvero* | | Director and Executive Vice President – Annuities |
Gumer C. Alvero | | |
| |
/s/ Stephen P. Blaske* | | Director, Senior Vice President and Chief Actuary |
Stephen P. Blaske | | |
| |
/s/ Shweta Jhanji* | | Senior Vice President and Treasurer |
Shweta Jhanji | | |
| |
/s/ Brian J. McGrane* | | Director, Executive Vice President and Chief Financial Officer |
Brian J. McGrane | | |
| | |
| |
/s/ Jeninne C. McGee* | | Director |
Jeninne C. McGee | | |
| |
/s/ Michael J. Pelzel* | | Senior Vice President – Corporate Tax |
Michael J. Pelzel | | |
| |
/s/ Colin J. Lundgren* | | Director |
Colin J. Lundgren | | |
| |
/s/ Jeanne P. Stadtlander* | | Vice President and Controller |
Jeanne P. Stadtlander | | |
* | Signed pursuant Power of Attorney, dated March 5, 2020 filed electronically as Exhibit 13 toPre-Effective Amendment No.1 to registration StatementNo. 333-237302 is incorporated by reference, by: |
|
/s/ Nicole D. Wood |
Nicole D. Wood |
Assistant General Counsel and Assistant Secretary |
EXHIBIT INDEX
| | |
10. | | Consent of Independent Registered Public Accounting Firm. |