UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 23, 2022
AMERICAN INTERNATIONAL GROUP, INC.
(Exact name of registrant as specified in its charter)
| Delaware | | 1-8787 | | 13-2592361 |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (IRS Employer
Identification No.) |
1271 Avenue of the Americas
New York, New York 10020
(Address of principal executive offices)
Registrant’s telephone number, including area code: (212) 770-7000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| | |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| | |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| | |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, Par Value $2.50 Per Share | AIG | New York Stock Exchange |
| 4.875% Series A-3 Junior Subordinated Debentures | AIG 67EU | New York Stock Exchange |
| Stock Purchase Rights | | New York Stock Exchange |
| Depositary Shares Each Representing a 1/1,000th Interest in a Share of Series A 5.85% Non-Cumulative Perpetual Preferred Stock | AIG PRA | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ¨
Section 8 – Other Events
Item 8.01. Other Events.
On September 23, 2022, American International Group, Inc. (the “Company”) announced that it will redeem (i) $750,000,000 aggregate principal amount of its outstanding 3.900% Notes Due 2026 (CUSIP 026874DH7 / ISIN US026874DH71) (the “3.900% Notes”), (ii) all of its outstanding 3.750% Notes Due 2025 (CUSIP 026874DD6 / ISIN US026874DD67) (the “3.750% Notes”) and (iii) $500,000,000 aggregate principal amount of its 2.500% Notes Due 2025 (CUSIP 026874DQ7 / ISIN US026874DQ70) (the “2.500% Notes,” and together with the 3.900% Notes and the 3.750% Notes, the “Notes”) on October 24, 2022 (the “Redemption Date”). On the Redemption Date, the Company will pay to the registered holders of each series of Notes a redemption price per $1,000 principal amount of each series of Notes as determined in accordance with the respective indenture governing such series of Notes, plus accrued and unpaid interest to, but not including, the Redemption Date. As of September 22, 2022, $1,500,000,000 aggregate principal amount of the 3.900% Notes, $1,500,000,000 aggregate principal amount of the 2.500% Notes and $521,781,000 aggregate principal amount of the 3.750% Notes were outstanding.
The information contained in this Current Report on Form 8-K does not constitute a notice of redemption of the Notes. Holders of the Notes should refer to the notice of redemption delivered to the registered holders of the Notes by The Bank of New York Mellon, the trustee with respect to the Notes.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits.
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | AMERICAN INTERNATIONAL GROUP, INC. |
| | (Registrant) |
| | |
| Date: September 23, 2022 | By: | /s/ Ariel R. David |
| | | Name: | Ariel R. David |
| | | Title: | Vice President and Deputy Corporate Secretary |
