Equitable Financial Life Insurance 10-Q 2021 Q3 Quarterly report

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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 September 30, 2021

or

☐ 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. 000-20501

————————————————

Equitable Financial Life Insurance Company

(Exact name of registrant as specified in its charter)

New York	13-5570651
(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: None

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 November 4, 2021, 2,000,000 shares of the registrant’s Common Stock , $1.25 par value were outstanding, all of which were owned indirectly by Equitable Holdings, Inc.

REDUCED DISCLOSURE FORMAT

Equitable Financial Life Insurance Company meets the conditions set forth in General Instruction (H)(1)(a) and (b) of Form 10-Q and is therefore filing this Form with the reduced disclosure format.

TABLE OF CONTENTS

		Page
PART I - FINANCIAL INFORMATION
Item 1.	Consolidated Financial Statements
	Consolidated Balance Sheets, September 30, 2021 (Unaudited) and December 31, 2020	5
	Consolidated Statements of Income (Loss), Three and Nine Months Ended September 30, 2021 and 2020 (Unaudited)	6
	Consolidated Statements of Comprehensive Income (Loss), Three and Nine Months Ended September 30, 2021 and 2020 (Unaudited)	7
	Consolidated Statements of Equity, Three and Nine Months Ended September 30, 2021 and 2020 (Unaudited)	9
	Consolidated Statements of Cash Flows, Nine Months Ended September 30, 2021 and 2020 (Unaudited)	10
	Notes to Consolidated Financial Statements (Unaudited):
	Note 1 - Organization	12
	Note 2 - Significant Accounting Policies	12
	Note 3 - Investments	19
	Note 4 - Derivatives	32
	Note 5 - Closed Block	38
	Note 6 - Insurance Liabilities	40
	Note 7 - Reinsurance
	Note 8 - Fair Value Disclosures	44
	Note 9 - Income Taxes	60
	Note 10 - Related Party	60
	Note 11 - Equity	60
	Note 12 - Redeemable Noncontrolling Interest	61
	Note 13 - Commitments and Contingent Liabilities	61
	Note 14 - Subsequent Events	65
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	66
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	77
Item 4.	Controls and Procedures	78
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	79
Item 1A.	Risk Factors	79
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	79
Item 3.	Defaults Upon Senior Securities	79
Item 4.	Mine Safety Disclosures	79
Item 5.	Other Information	79
Item 6.	Exhibits	79
Signatures		84

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 Financial Life Insurance Company (“Equitable Financial”) and its consolidated subsidiaries. “We,” “us” and “our” refer to Equitable Financial and its consolidated subsidiaries, unless the context refers only to Equitable Financial as a corporate entity. There can be no assurance that future developments affecting Equitable Financial 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 COVID-19 and related economic conditions, equity market declines and volatility, interest rate fluctuations and changes in liquidity and, access to and cost of capital; (ii) operational factors, remediation of our material weakness, indebtedness, protection of confidential customer information or proprietary business information, operational failures, our service providers, 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 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 or reserves, amortization of deferred acquisition costs and financial models; and (vii) legal and regulatory risks, including federal and state legislation affecting financial institutions, insurance regulation and tax reform.

Forward-looking statements should be read in conjunction with the other cautionary statements, risks, uncertainties and other factors identified in Equitable Financial’s Annual Report on Form 10-K for the year ended December 31, 2020, as amended or supplemented in our subsequently filed Quarterly Reports on Form 10-Q, including in the section entitled “Risk Factors,” and 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”, 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.

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Part I FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Consolidated Balance Sheets

September 30, 2021 (Unaudited) and December 31, 2020

	September 30, 2021		December 31, 2020
	(in millions, except share data)
ASSETS
Investments:
Fixed maturities available-for-sale, at fair value (amortized cost of $67,332 and $68,136) (allowance for credit losses of $27 and $13)	$	71,708	$	76,353
Mortgage loans on real estate (net of allowance for credit losses of $64 and $81)	13,431		13,142
Policy loans	3,541		3,635
Other equity investments (1)	2,733		1,342
Trading securities, at fair value	409		5,340
Other invested assets	2,339		2,383
Total investments	94,161		102,195
Cash and cash equivalents	1,307		2,043
Deferred policy acquisition costs	4,099		3,816
Amounts due from reinsurers (allowance for credit losses of $— and $5 ) (fair value of $5,869 and $—) (3)	13,388		3,053
Loans to affiliates	1,900		900
GMIB reinsurance contract asset, at fair value	2,156		2,859
Current and deferred income taxes	886		—
Other assets	3,601		3,078
Separate Accounts assets	138,942		133,350
Total Assets	$	260,440	$	251,294
LIABILITIES
Policyholders’ account balances	$	72,055	$	63,109
Future policy benefits and other policyholders' liabilities	37,416		40,151
Broker-dealer related payables	641		1,064
Amounts due to reinsurers	211		122
Current and deferred income taxes	—		234
Other liabilities	2,510		1,580
Separate Accounts liabilities	138,942		133,350
Total Liabilities	$	251,775	$	239,610
Redeemable noncontrolling interest (2)	$	25	$	41
Commitments and contingent liabilities (Note 13)	0		0
EQUITY
Equity attributable to Equitable Financial:
Common stock, $1.25 par value; 2,000,000 shares authorized, issued and outstanding	$	2	$	2
Additional paid-in capital	8,539		7,841
Retained earnings	(2,187)		(795)
Accumulated other comprehensive income (loss)	2,286		4,595
Total Equity	8,640		11,643
Total Liabilities, Redeemable Noncontrolling Interest and Equity	$	260,440	$	251,294

______________

(1)See Note 2 for details of balances with VIEs.

(2)See Note 12 for details of redeemable noncontrolling interest.

(3)Represents the fair value of the ceded reserves to Venerable. See Note 1- Organization for details of the Venerable transaction and Note 8- Fair Value Disclosures.

See Notes to Consolidated Financial Statements (Unaudited).

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Consolidated Statements of Income (Loss)

For the Three and Nine Months Ended September 30, 2021 and 2020 (Unaudited)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
	(in millions)
REVENUES
Policy charges and fee income	$	811	$	853	$	2,581	$	2,582
Premiums	181		178		574		613
Net derivative gains (losses)	(236)		(1,527)		(4,152)		2,097
Net investment income (loss)	885		809		2,655		2,334
Investment gains (losses), net:
Credit losses on available-for-sale debt securities and loans	(2)		(4)		4		(47)
Other investment gains (losses), net	166		19		753		262
Total investment gains (losses), net	164		15		757		215
Investment management and service fees	228		257		791		744
Other income	24		18		65		43
Total revenues	2,057		603		3,271		8,628
BENEFITS AND OTHER DEDUCTIONS
Policyholders’ benefits	708		950		2,383		4,267
Interest credited to policyholders’ account balances	285		277		841		845
Compensation and benefits	111		76		246		210
Commissions	140		153		494		462
Interest expense	—		—		1		—
Amortization of deferred policy acquisition costs	93		119		342		1,290
Other operating costs and expenses	223		221		847		653
Total benefits and other deductions	1,560		1,796		5,154		7,727
Income (loss) from continuing operations, before income taxes	497		(1,193)		(1,883)		901
Income tax (expense) benefit	(99)		249		500		(181)
Net income (loss)	398		(944)		(1,383)		720
Less: Net income (loss) attributable to the noncontrolling interest	—		2		1		(1)
Net income (loss) attributable to Equitable Financial	$	398	$	(946)	$	(1,384)	$	721

See Notes to Consolidated Financial Statements (Unaudited).

6

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Consolidated Statements of Comprehensive Income (Loss)

For the Three and Nine Months Ended September 30, 2021 and 2020 (Unaudited)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
	(in millions)
COMPREHENSIVE INCOME (LOSS)
Net income (loss)	$	398	$	(944)	$	(1,383)	$	720
Other comprehensive income (loss), net of income taxes:
Change in unrealized gains (losses), net of adjustments (1)	(354)		247		(2,309)		3,327
Other comprehensive income (loss), net of income taxes	(354)		247		(2,309)		3,327
Comprehensive income (loss)	44		(697)		(3,692)		4,047
Less: Comprehensive income (loss) attributable to the noncontrolling interest	—		2		1		(1)
Comprehensive income (loss) attributable to Equitable Financial	$	44	$	(699)	$	(3,693)	$	4,048

_____________

(1)See Note 11 for details of change in unrealized gains (losses), net of adjustments.

See Notes to Consolidated Financial Statements (Unaudited).

7

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Consolidated Statements of Comprehensive Income (Loss)

For the Three and Nine Months Ended September 30, 2021 and 2020 (Unaudited)

	Three Months Ended September 30,
	Equitable Financial Equity
	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total		Non-controlling Interest		Total Equity
	(in millions)
July 1, 2021	$	2	$	8,531	$	(2,584)	$	2,640	$	8,589	$	—	$	8,589
Dividend to parent company	—		—		—		—		—		—		—
Capital contribution from parent company	—		—		—		—		—		—		—
Net income (loss)	—		—		398		—		398		—		398
Other comprehensive income (loss)	—		—		—		(354)		(354)		—		(354)
Other	—		8		(1)		—		7		—		7
September 30, 2021	$	2	$	8,539	$	(2,187)	$	2,286	$	8,640	$	—	$	8,640

July 1, 2020	$	2	$	7,821	$	2,580	$	4,676	$	15,079	$	9	$	15,088
Dividend to parent company	—		—		—		—		—		—		—
Net income (loss)	—		—		(946)		—		(946)		—		(946)
Other comprehensive income (loss)	—		—		—		247		247		—		247
Other	—		10		—		—		10		—		10
September 30, 2020	$	2	$	7,831	$	1,634	$	4,923	$	14,390	$	9	$	14,399

8

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Consolidated Statements of Equity

For the Three and Nine Months Ended September 30, 2021 and 2020 (Unaudited)

	Nine Months Ended September 30,
	Equitable Financial Equity
	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total		Non-controlling Interest		Total Equity
	(in millions)
January 1, 2021	$	2	$	7,841	$	(795)	$	4,595	$	11,643	$	—	$	11,643
Dividend to parent company	—		—		(7)		—		(7)		—		(7)
Capital contribution from parent company	—		750		—		—		750		—		750
Net income (loss)	—		—		(1,384)		—		(1,384)		—		(1,384)
Other comprehensive income (loss)	—		—		—		(2,309)		(2,309)		—		(2,309)
Other	—		(52)		(1)		—		(53)		—		(53)
September 30, 2021	$	2	$	8,539	$	(2,187)	$	2,286	$	8,640	$	—	$	8,640

January 1, 2020	$	2	$	7,809	$	2,145	$	1,596	$	11,552	$	13	$	11,565
Dividend to parent company	—		—		(1,200)		—		(1,200)		—		(1,200)
Cumulative effect of adoption of ASU 2016-13, CECL	—		—		(32)		—		(32)		—		(32)
Net income (loss)	—		—		721		—		721		(2)		719
Other comprehensive income (loss)	—		—		—		3,327		3,327		—		3,327
Other	—		22		—		—		22		(2)		20
September 30, 2020	$	2	$	7,831	$	1,634	$	4,923	$	14,390	$	9	$	14,399

See Notes to Consolidated Financial Statements (Unaudited).

9

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Consolidated Statements of Cash Flows

Nine Months Ended September 30, 2021 and 2020 (Unaudited)

	Nine Months Ended September 30,
	2021		2020
	(in millions)
Cash flows from operating activities:
Net income (loss)	$	(1,383)	$	720
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Interest credited to policyholders’ account balances	841		845
Policy charges and fee income	(2,581)		(2,582)
Net derivative (gains) losses	4,152		(2,097)
Credit losses on AFS debt securities and loans	(4)		47
Investment (gains) losses, net	(753)		(262)
Realized and unrealized (gains) losses on trading securities	49		(98)
Non-cash long-term incentive compensation expense	(23)		21
Amortization and depreciation	242		1,230
Equity (income) loss from limited partnerships	(371)		13
Changes in:
Reinsurance recoverable (1)	(824)		(202)
Capitalization of deferred policy acquisition costs	(519)		(414)
Future policy benefits	33		1,811
Current and deferred income taxes	(507)		502
Other, net	229		(171)
Net cash provided by (used in) operating activities	$	(1,419)	$	(637)
Cash flows from investing activities:
Proceeds from the sale/maturity/prepayment of:
Fixed maturities, available-for-sale	$	25,629	$	10,002
Mortgage loans on real estate	1,417		454
Trading account securities	5,010		1,320
Short-term investments	84		1,431
Other	1,509		519
Payment for the purchase/origination of:
Fixed maturities, available-for-sale	(32,790)		(16,620)
Mortgage loans on real estate	(1,680)		(1,208)
Trading account securities	(142)		(403)
Short-term investments	(5)		(1,098)
Other	(2,377)		(678)
Cash settlements related to derivative instruments, net	(6,522)		2,560
Issuance of loans to affiliates	(1,000)		—
Investment in capitalized software, leasehold improvements and EDP equipment	(41)		(31)
Other, net	(15)		(397)
Net cash provided by (used in) investing activities	$	(10,923)	$	(4,149)
Cash flows from financing activities:

See Notes to Consolidated Financial Statements (Unaudited).

10

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Consolidated Statements of Cash Flows

Nine Months Ended September 30, 2021 and 2020 (Unaudited)

	Nine Months Ended September 30,
	2021		2020
	(in millions)
Policyholders’ account balances:
Deposits	$	12,336	$	7,542
Withdrawals	(4,647)		(3,144)
Transfer (to) from Separate Accounts	1,569		1,966
Change in collateralized pledged assets	55		58
Change in collateralized pledged liabilities	1,492		1,981
Capital contribution from parent company	750		—
Shareholder dividend paid	(7)		(1,200)
Purchase (redemption) of noncontrolling interests of consolidated company-sponsored investment funds	10		4
Other, net	48		49
Net cash provided by (used in) financing activities	$	11,606	$	7,256
Change in cash and cash equivalents	(736)		2,470
Cash and cash equivalents, beginning of year	2,043		1,492
Cash and cash equivalents, end of year	$	1,307	$	3,962
Non-cash transactions from investing and financing activities:
Right-of-use assets obtained in exchange for lease obligations	$	3	$	20
Transfer of assets to reinsurer	$	(9,023)	$	—

_____________

(1) Amount includes cash paid for Venerable transaction of $494 million (see Note 1 Organization).

See Notes to Consolidated Financial Statements (Unaudited).

11

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited)

1)    ORGANIZATION

Equitable Financial’s (collectively with its consolidated subsidiaries, the “Company”) primary business is providing variable annuity, life insurance and employee benefit products to both individuals and businesses. The Company is an indirect, wholly-owned subsidiary of Holdings. Equitable Financial is a stock life insurance company organized in 1859 under the laws of the State of New York.

The Company’s 2 principal subsidiaries include Equitable Distributors, LLC (“Equitable Distributors”) and Equitable Investment Management Group, LLC (“EIMG”), which both are wholly-owned indirect subsidiaries of Holdings.

On June 1, 2021, Holdings completed its previously announced sale (the “Transaction”) of Corporate Solutions Life Reinsurance Company, an insurance company domiciled in Delaware and wholly owned subsidiary of Holdings (“CSLRC”), to Venerable Insurance and Annuity Company, an insurance company domiciled in Iowa (“VIAC”), pursuant to the Master Transaction Agreement, dated October 27, 2020 (the “Master Transaction Agreement”), among the Company, VIAC and, solely with respect to Article XIV thereof, Venerable Holdings, Inc., a Delaware corporation (“Venerable”). VIAC issued a surplus note in aggregate principal amount of $50 million to Equitable Financial for cash consideration.

Immediately following the closing of the Transaction, CSLRC and Equitable Financial entered into a coinsurance and modified coinsurance agreement (the “Reinsurance Agreement”), pursuant to which Equitable Financial ceded to CSLRC, on a combined coinsurance and modified coinsurance basis, legacy variable annuity policies sold by Equitable Financial between 2006-2008 (the “Block”), comprised of non-New York “Accumulator” policies containing fixed rate Guaranteed Minimum Income Benefit and/or Guaranteed Minimum Death Benefit guarantees. At the closing of the Transaction, CSLRC deposited assets supporting the general account liabilities relating to the Block into a trust account for the benefit of Equitable Financial, which assets will secure its obligations to Equitable Financial under the Reinsurance Agreement. The Company transferred assets of $9.5 billion, including primarily available for sale securities and cash, to a collateral trust account as the consideration for the reinsurance transaction. In addition, the Company recorded $9.6 billion of direct insurance liabilities ceded under the reinsurance contract, of which $5.3 billion is accounted at fair value, as the reinsurance of GMxB with no lapse guarantee riders are embedded derivatives. Additionally, $16.9 billion of Separate Account liabilities were ceded under a modified coinsurance portion of the agreement.

In addition, upon the completion of the Transaction, EIMG, a wholly owned subsidiary of the Company, acquired an approximate 9.09% equity interest in Venerable’s parent holding company, VA Capital Company LLC. In connection with such investment, EIMG designated a member to the Board of Managers of VA Capital Company LLC.

On June 22, 2021, Holdings completed the formation of Equitable Investment Management, LLC, (“EIM”), a wholly owned indirect subsidiary of Holdings. Effective August 1, 2021, following the formation of EIM, EIMG terminated, and EIM, entered into certain administrative agreements with separate accounts held by the Company. In addition, on October 1, 2021, the Company entered into an investment advisory and management agreement in which EIM will become the investment manager for the Company’s general account portfolio.

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”).

12

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, with the exception of the Company’s update of its interest rate assumption and adoption of new economic scenario generator as further described below in Assumption Updates and Model Changes. 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 Annual Report on Form 10-K for the year ended December 31, 2020.

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 “third quarter 2021” and “third quarter 2020” refer to the three months ended September 30, 2021 and 2020, respectively. The terms “first nine months of 2021” and “first nine months of 2020” refer to the nine months ended September 30, 2021 and 2020, respectively.

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

Adoption of New Accounting Pronouncements

Description	Effect on the Financial Statement or Other Significant Matters
ASU 2019-12: Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes
This ASU simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740, as well as clarifying and amending existing guidance.	On January 1, 2021, the Company adopted the new accounting standards update. The new guidance is applied either on a retrospective, modified retrospective or prospective basis based on the items to which the amendments relate. The adoption did not have a material impact on the Company’s consolidated financial position, results of operations and cash flows as of the adoption date.

13

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Future Adoption of New Accounting Pronouncements

Description	Effective Date and Method of Adoption	Effect on the Financial Statement or Other Significant Matters
ASU 2018-12: Financial Services - Insurance (Topic 944); ASU 2020-11: Financial Services - Insurance (Topic 944): Effective Date and Early Application
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. Interest rates used to discount the liability will need to be updated quarterly using an upper medium grade (low credit risk) fixed-income instrument yield.	In November 2020, the FASB issued ASU 2020-11 which deferred the effective date of the amendments in ASU 2018-12 for all insurance entities. ASU 2018-12 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. Early adoption is allowed. For the liability for future policyholder benefits for traditional and limited payment contracts, companies can elect one of two adoption methods. Companies can either elect a modified retrospective transition method applied to contracts in force as of the beginning of the earliest period presented on the basis of their existing carrying amounts, adjusted for the removal of any related amounts in Accumulated other comprehensive income (“AOCI”) or a full retrospective transition method using actual historical experience information as of contract inception. The same adoption method must be used for deferred policy acquisition costs.	The Company is currently evaluating the impact that adoption of this guidance will have on the Company’s consolidated financial statements, however the adoption of the ASU is expected to have a significant impact on the Company’s consolidated financial condition, results of operations, cash flows and required disclosures, as well as processes and controls.
2. Measurement of market risk benefits (“MRBs”). MRBs, as defined under the ASU, will encompass certain variable annuity guaranteed benefit (“GMxB”) features associated with variable annuity products and other general account annuities with other than nominal market risk. The ASU requires MRBs to be measured at fair value with changes in value attributable to changes in instrument-specific credit risk recognized in Other comprehensive income (“OCI”). 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. Deferred costs will be required to be written off for unexpected contract terminations but will not be subject to impairment testing. 4. Expanded footnote disclosures. The ASU requires additional disclosures including disaggregated roll-forwards of beginning to ending balances of the liability for future policy benefits, policyholder account balances, MRBs, separate account liabilities and deferred acquisition costs. Companies will also be required to disclose information about significant inputs, judgements, assumptions and methods used in measurement.	For MRBs, the ASU should be applied retrospectively as of the beginning of the earliest period presented.

14

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Description	Effective Date and Method of Adoption	Effect on the Financial Statement or Other Significant Matters
ASU2020-04: Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting
The amendments in this ASU provide optional expedients and exceptions to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met.  The amendments in this ASU apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform.	This ASU is effective as of March 12, 2020 through December 31, 2022.	The Company is currently assessing the applicability of the optional expedients and exceptions provided under the ASU. Management is evaluating the impact that the adoption of this guidance will have on the Company’s consolidated financial statements.

Investments

The carrying values of fixed maturities classified as AFS are reported at fair value. Changes in fair value are reported in OCI, net of allowance for credit losses, policy related amounts and deferred income taxes. Changes in credit losses are recognized in Investment gains (losses), net. The redeemable preferred stock investments that are reported in fixed maturities include REIT, perpetual preferred stock and redeemable preferred stock. These securities may not have a stated maturity, may not be cumulative and do not provide for mandatory redemption by the issuer. Effective January 1, 2021, the Company began classifying certain preferred stock as equity securities to better reflect the economics and nature of these securities. These preferred stock securities are reported in other equity investments.

The Company determines the fair values of fixed maturities and equity securities based upon quoted prices in active markets, when available, or through the use of alternative approaches when market quotes are not readily accessible or available. These alternative approaches include matrix or model pricing and use of independent pricing services, each supported by reference to principal market trades or other observable market assumptions for similar securities. More specifically, the matrix pricing approach to fair value is a discounted cash flow methodology that incorporates market interest rates commensurate with the credit quality and duration of the investment. The Company’s management, with the assistance of its investment advisors, evaluates AFS debt securities that experienced a decline in fair value below amortized cost for credit losses which are evaluated in accordance with the new financial instruments credit losses guidance. Integral to this review is an assessment made each quarter, on a security-by-security basis, by the Company’s IUS Committee, of various indicators of credit deterioration to determine whether the investment security has experienced a credit loss. This assessment includes, but is not limited to, consideration of the severity of the unrealized loss, failure, if any, of the issuer of the security to make scheduled payments, actions taken by rating agencies, adverse conditions specifically related to the security or sector, the financial strength, liquidity and continued viability of the issuer.

The Company recognizes an allowance for credit losses on AFS debt securities with a corresponding adjustment to earnings rather than a direct write down that reduces the cost basis of the investment, and credit losses are limited to the amount by which the security’s amortized cost basis exceeds its fair value. Any improvements in estimated credit losses on AFS debt securities are recognized immediately in earnings. Management does not use the length of time a security has been in an unrealized loss position as a factor, either by itself or in combination with other factors, to conclude that a credit loss does not exist.

When the Company determines that there is more than 50% likelihood that it is not going to recover the principal and interest cash flows related to an AFS debt security, the security is placed on nonaccrual status and the Company reverses accrued interest receivable against interest income. Since the nonaccrual policy results in a timely reversal of accrued interest receivable, the Company does not record an allowance for credit losses on accrued interest receivable.

If there is no intent to sell or likely requirement to dispose of the fixed maturity security before its recovery, only the credit loss component of any resulting allowance is recognized in income (loss) and the remainder of the fair value loss is recognized in OCI. The amount of credit loss is the shortfall of the present value of the cash flows expected to be collected as compared to the amortized cost basis of the security. The present value is calculated by discounting management’s best estimate of projected future cash flows at the effective interest rate implicit in the debt security at the date of acquisition. Projections of future cash flows are based on assumptions regarding probability of default and estimates regarding the amount and timing of recoveries. These assumptions and estimates require use of management judgment and consider internal credit analyses as well as market observable data relevant to the collectability of the

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

security. For mortgage and asset-backed securities, projected future cash flows also include assumptions regarding prepayments and underlying collateral value.

Write-offs of AFS debt securities are recorded when all or a portion of a financial asset is deemed uncollectible. Full or partial write-offs are recorded as reductions to the amortized cost basis of the AFS debt security and deducted from the allowance in the period in which the financial assets are deemed uncollectible. The Company elected to reverse accrued interest deemed uncollectible as a reversal of interest income. In instances where the Company collects cash that it has previously written off, the recovery will be recognized through earnings or as a reduction of the amortized cost basis for interest and principal, respectively.

COLI has been purchased by the Company and certain subsidiaries on the lives of certain key employees and the Company and these subsidiaries are named as beneficiaries under these policies. COLI is carried at the cash surrender value of the policies. As of September 30, 2021 and December 31, 2020, the carrying value of COLI was $1.0 billion and $989 million, respectively, and is reported in other invested assets in the consolidated balance sheets.

Derivatives

Derivatives are financial instruments whose values are derived from interest rates, foreign exchange rates, financial indices, values of securities or commodities, credit spreads, market volatility, expected returns and liquidity. Values can also be affected by changes in estimates and assumptions, including those related to counterparty behavior and non-performance risk used in valuation models. Derivative financial instruments generally used by the Company include equity, currency, and interest rate futures, total return and/or other equity swaps, interest rate swaps and floors, swaptions, variance swaps and equity options, all of which may be exchange-traded or contracted in the OTC market. All derivative positions are carried in the consolidated balance sheets at fair value, generally by obtaining quoted market prices or through the use of valuation models.

Freestanding derivative contracts are reported in the consolidated balance sheets either as assets within “other invested assets” or as liabilities within “other liabilities”. 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. All changes in the fair value of the Company’s freestanding derivative positions not designated to hedge accounting relationships, including net receipts and payments, are included in “net derivative gains (losses)” without considering changes in the fair value of the economically associated assets or liabilities.

The Company has designated certain derivatives it uses to economically manage asset/liability risk in relationships which qualify for hedge accounting. To qualify for hedge accounting, we formally document our designation at inception of the hedge relationship as a cash flow, fair value or net investment hedge. This documentation includes our risk management objective and strategy for undertaking the hedging transaction. The Company identifies how the hedging instrument is expected to offset the designated risks related to the hedged item and the method that will be used to retrospectively and prospectively assess the hedge effectiveness. To qualify for hedge accounting, a hedging instrument must be assessed as being highly effective in offsetting the designated risk of the hedged item. Hedge effectiveness is formally assessed and documented at inception and periodically throughout the life of the hedge accounting relationship.

The Company does not exclude any components of the hedging instrument from the effectiveness assessments and therefor does not separately measure or account for any excluded components of the hedging instrument.

While in cash flow hedge relationships, any periodic net receipts and payments from the hedging instrument are included in the income or expense line that the hedged item’s periodic income or expense is recognized. Other changes in the fair value of the hedging instrument while in a cash flow hedging relationship are reported within OCI. These amounts are deferred in AOCI until they are reclassified to Net income (loss). The reclassified amount offsets the effect of the cash flows on Net income (loss) in the same period when the hedged item affects earnings and on the same line as the hedged item.

We discontinue cash flow hedge accounting prospectively when the Company determines: (1) the hedging instrument is no longer highly effective in offsetting changes in the cash flow from the hedged risk, (2) the hedged item is no longer probable of occurring within two months of their forecast, or (3) the hedging instrument is otherwise redesignated from the hedging relationship. Changes in the fair value of the derivative after discontinuation of cash flow hedge accounting are accounted for as freestanding derivative positions not designated to hedge accounting relationships unless and until the derivative is redesignated to a hedge accounting relationship. When cash flow hedge accounting is discontinued the amounts deferred in AOCI during the hedge relationship continue to be deferred in

16

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

AOCI, as long as the hedged items continue to be probable of occurring within two months of their forecast, until the hedged item affects Net income (loss). Any amount deferred in AOCI for hedged items which are no longer probable of occurring within two months of their forecast will be reclassified to “net derivative gains (losses)” at that time.

The Company is a party to financial instruments and other contracts that contain “embedded” derivative instruments. At inception, the Company assesses whether the economic characteristics of the embedded instrument are “clearly and closely related” to the economic characteristics of the remaining component of the “host contract” and whether a separate instrument with the same terms as the embedded instrument would meet the definition of a derivative instrument. Once those criteria are met, the resulting embedded derivative is bifurcated from the host contract, carried in the consolidated balance sheets at fair value, and changes in its fair value are recognized immediately and captioned in the consolidated statements of income (loss) according to the nature of the related host contract. For certain financial instruments that contain an embedded derivative that otherwise would need to be bifurcated and reported at fair value, the Company instead may elect to carry the entire instrument at fair value.

Reinsurance

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. The net cost of reinsurance is recorded as an adjustment and recognized as a component of other expenses on a basis consistent with the expected life of the underlying reinsured contracts. 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.

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. 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. With respect to GMIBs, a portion of the directly written GMIBs are accounted for as insurance liabilities, but the associated reinsurance agreements contain embedded derivatives as they are net settled. These embedded derivatives are included in GMIB reinsurance contract asset, at fair value with changes in estimated fair value reported in net derivative gains (losses). Separate Account liabilities that have been ceded on a Modified coinsurance (Modco) basis, receivable and payable have been recognized on a net basis as right of setoff exists.

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. Periodically, the Company evaluates the adequacy of the expected payments or recoveries and adjusts the deposit asset or liability through other revenues or other expenses, as appropriate.

For reinsurance contracts other than those accounted for as derivatives, reinsurance recoverable balances are calculated using methodologies and assumptions that are consistent with those used to calculate the direct liabilities.

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.

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

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

As of September 30, 2021 and December 31, 2020, 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 and Mortgage loans on real estate in the Company’s consolidated balance sheets at September 30, 2021 and December 31, 2020 are total assets of $133 million and $12 million, respectively related to these VIE.

Non-Consolidated VIEs

As of September 30, 2021 and December 31, 2020, respectively, the Company held approximately $2.0 billion and $1.3 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. As an equity investor, the Company is considered to have a variable interest in each of these VIEs as a result of its participation in the risks and/or rewards these funds were designed to create by their defined portfolio objectives and strategies. Primarily through qualitative assessment, including consideration of related party interests or other financial arrangements, if any, the Company was not identified as primary beneficiary of any of these VIEs, largely due to its inability to direct the activities that most significantly impact their economic performance. Consequently, 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 $240.7 billion and $165.8 billion as of September 30, 2021 and December 31, 2020, respectively. The Company’s maximum exposure to loss from its direct involvement with these VIEs is the carrying value of its investment of $2.0 billion and $1.3 billion and approximately $1.3 billion and $1.2 billion of unfunded commitments as of September 30, 2021 and December 31, 2020, respectively. The Company has no further economic interest in these VIEs in the form of guarantees, derivatives, credit enhancements or similar instruments and obligations.

Assumption Updates and Model Changes

The Company conducts its annual review of its assumptions and models during the third quarter of each year. The annual review encompasses assumptions underlying the valuation of unearned revenue liabilities, embedded derivatives for our insurance business, liabilities for future policyholder benefits, DAC and DSI assets.

However, the Company updates its assumptions as needed in the event it becomes aware of economic conditions or events that could require a change in assumptions that it believes may have a significant impact to the carrying value of product liabilities and assets and consequently materially impact its earnings in the period of the change.

Due to the extraordinary economic conditions driven by the COVID-19 pandemic in the first quarter of 2020, the Company updated its interest rate assumption to grade from the current interest rate environment to an ultimate five-year historical average over a 10-year period. As such, the 10-year U.S. Treasury yield grades from the current level to an ultimate 5-year average of 2.25%.

The low interest rate environment and update to the interest rate assumption caused a loss recognition event for the Company’s life interest-sensitive products, as well as to certain run-off business. This loss recognition event caused an acceleration of DAC amortization on the life interest-sensitive products and an increase in the premium deficiency reserve on the run-off business in the first quarter of 2020.

Annual Update

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

The net impact of assumption changes in the third quarter of 2021 decreased policy charges and fee income by $32 million, decreased policyholders’ benefits by $100 million, decreased net derivative gains by $249 million, and decreased amortization of DAC by $19 million. This resulted in a decrease in income (loss) from operations, before income taxes of $162 million and decreased net income (loss) by $128 million. As part of this annual update, the reference interest rate utilized in our GAAP fair value calculations was updated from the LIBOR swap curve to the US Treasury curve due to the impending cessation of LIBOR and our GAAP fair value liability risk margins were increased, resulting in little impact to overall valuation as our view regarding market participant pricing of our guarantees has not changed at this time.

The net impact of assumption changes in the third quarter of 2020 decreased policy charges and fee income by $21 million, increased policyholders’ benefits by $175 million, increased interest credited to policyholders’ account balances by $8 million, increased net derivative gains by $106 million, and increased amortization of DAC by $26 million. This resulted in a decrease in income (loss) from operations, before income taxes of $124 million and decreased net income (loss) by $98 million.

First Quarter of 2020 Update

The net impact of the economic assumption update in the first quarter of 2020 increased policy charges and fee income by $54 million, increased policyholders’ benefits by $1.3 billion, decreased interest credited to policyholders’ account balances by $6 million, and increased amortization of DAC by $840 million. This resulted in a decrease in income (loss) from continuing operations, before income taxes of $2.1 billion and decreased net income (loss) of $1.7 billion

Model Changes

There were no material model changes in the first nine months of 2021.

In the first quarter of 2020, the Company adopted a new economic scenario generator to calculate the fair value of the GMIB reinsurance contract asset and GMxB derivative features liability, eliminating reliance on AXA for scenario production. The new economic scenario generator allows for a tighter calibration of U.S. indices, better reflecting the Company’s actual portfolio. The net impact of the new economic scenario generator resulted in an increase in income (loss) from continuing operations, before income taxes of $165 million, and an increase to net income (loss) of $130 million during the first nine months of 2020.

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 September 30, 2021 was $473 million. There was no accrued interest written off for AFS fixed maturities for the three and nine months ended September 30, 2021.

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

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

AFS Fixed Maturities by Classification

	Amortized Cost		Allowance for Credit Losses		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
	(in millions)
September 30, 2021
Fixed Maturities:
Corporate (1)	$	44,856	$	27	$	2,787	$	164	$	47,452
U.S. Treasury, government and agency	13,464		—		1,642		23		15,083
States and political subdivisions	504		—		77		3		578
Foreign governments	977		—		43		17		1,003
Residential mortgage-backed (2)	90		—		8		—		98
Asset-backed (3)	5,542		—		28		4		5,566
Commercial mortgage-backed	1,858		—		28		12		1,874
Redeemable preferred stock (4)	41		—		13		—		54
Total at September 30, 2021	$	67,332	$	27	$	4,626	$	223	$	71,708
December 31, 2020:
Fixed Maturities:
Corporate (1)	$	48,501	$	13	$	4,703	$	89	$	53,102
U.S. Treasury, government and agency	12,644		—		3,304		5		15,943
States and political subdivisions	482		—		92		—		574
Foreign governments	1,011		—		98		6		1,103
Residential mortgage-backed (2)	119		—		12		—		131
Asset-backed (3)	3,633		—		28		5		3,656
Commercial mortgage-backed	1,148		—		55		—		1,203
Redeemable preferred stock	598		—		46		3		641
Total at December 31, 2020	$	68,136	$	13	$	8,338	$	108	$	76,353

______________

(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.

(4) Effective January 1, 2021, certain preferred stock have been reclassified to other equity investments (see Note 2-Significant Accounting Policies – Investments).

The contractual maturities of AFS fixed maturities as of September 30, 2021 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 penalties.

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Contractual Maturities of AFS Fixed Maturities

	Amortized Cost (Less Allowance for Credit Losses)		Fair Value
	(in millions)
September 30, 2021:
Contractual maturities:
Due in one year or less	$	1,649	$	1,660
Due in years two through five	15,999		16,774
Due in years six through ten	15,819		16,848
Due after ten years	26,307		28,834
Subtotal	59,774		64,116
Residential mortgage-backed	90		98
Asset-backed	5,542		5,566
Commercial mortgage-backed	1,858		1,874
Redeemable preferred stock	41		54
Total at September 30, 2021	$	67,305	$	71,708

The following table shows proceeds from sales, gross gains (losses) from sales and credit losses for AFS fixed maturities for the three and nine months ended September 30, 2021 and 2020:

Proceeds from Sales, Gross Gains (Losses) from Sales and Credit Losses for AFS Fixed Maturities

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
	(in millions)
Proceeds from sales	$	3,575	$	1,399	$	20,294	$	5,985
Gross gains on sales	$	172	$	23	$	1,017	$	297
Gross losses on sales	$	(6)	$	(5)	$	(160)	$	(32)
Credit losses	$	(2)	$	—	$	(14)	$	(13)

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 Loss Impairments

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
	(in millions)
Balance, beginning of period	$	40	$	28	$	28	$	15
Previously recognized impairments on securities that matured, paid, prepaid or sold	(2)		—		(3)		—
Recognized impairments on securities impaired to fair value this period (1)	—		—		—		—
Credit losses recognized this period on securities for which credit losses were not previously recognized	1		(2)		9		7
Additional credit losses this period on securities previously impaired	1		2		6		6
Increases due to passage of time on previously recorded credit losses	—		—		—		—

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Accretion of previously recognized impairments due to increases in expected cash flows (for OTTI securities 2019 and prior)	—		—		—		—
Balance at September 30,	$	40	$	28	$	40	$	28

______________

(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.

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

Net Unrealized Gains (Losses) on AFS Fixed Maturities

	Net Unrealized Gains (Losses) on Investments		DAC		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, July 1, 2021	$	4,931	$	(389)	$	(1,037)	$	(736)	$	2,769
Net investment gains (losses) arising during the period	(362)		—		—		—		(362)
Reclassification adjustment:									—
Included in Net income (loss)	(165)		—		—		—		(165)
Excluded from Net income (loss)	—		—		—		—		—
Other	—		—		—		—		—
Impact of net unrealized investment gains (losses)	—		28		55		93		176
Net unrealized investment gains (losses) excluding credit losses	4,404		(361)		(982)		(643)		2,418
Net unrealized investment gains (losses) with credit losses	(1)		—		—		—		(1)
Balance, September 30, 2021	$	4,403	$	(361)	$	(982)	$	(643)	$	2,417
Balance, July 1, 2020	$	8,207	$	(494)	$	(1,801)	$	(1,242)	$	4,670
Net investment gains (losses) arising during the period	345		—		—		—		345
Reclassification adjustment:									—
Included in Net income (loss)	(18)		—		—		—		(18)
Excluded from Net income (loss)	—		—		—		—		—
Impact of net unrealized investment gains (losses)	—		54		(6)		(79)		(31)
Net unrealized investment gains (losses) excluding credit losses	8,534		(440)		(1,807)		(1,321)		4,966
Net unrealized investment gains (losses) with credit losses	3		—		(1)		—		2
Balance, September 30, 2020	$	8,537	$	(440)	$	(1,808)	$	(1,321)	$	4,968

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

	Net Unrealized Gains (Losses) on Investments		DAC		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, January 1, 2021	$	8,230	$	(466)	$	(1,814)	$	(1,250)	$	4,700
Net investment gains (losses) arising during the period	(3,057)		—		—		—		(3,057)
Reclassification adjustment:									—
Included in net income (loss)	(739)		—		—		—		(739)
Excluded from net income (loss)	—		—		—		—		—
Other (1)	(31)		—		—		—		(31)
Impact of net unrealized investment gains (losses)	—		105		832		607		1,544
Net unrealized investment gains (losses) excluding credit losses	4,403		(361)		(982)		(643)		2,417
Net unrealized investment gains (losses) with credit losses	—		—		—		—		—
Balance, September 30, 2021	$	4,403	$	(361)	$	(982)	$	(643)	$	2,417
Balance, January 1, 2020	$	3,084	$	(826)	$	(192)	$	(433)	$	1,633
Net investment gains (losses) arising during the period	5,707		—		—		—		5,707
Reclassification adjustment:
Included in net income (loss)	(248)		—		—		—		(248)
Excluded from net income (loss)	—		—		—		—		—
Impact of net unrealized investment gains (losses)	—		386		(1,617)		(889)		(2,120)
Net unrealized investment gains (losses) excluding credit losses	8,543		(440)		(1,809)		(1,322)		4,972
Net unrealized investment gains (losses) with credit losses	(6)		—		1		1		(4)
Balance, September 30, 2020	$	8,537	$	(440)	$	(1,808)	$	(1,321)	$	4,968

_____________

(1) Effective January 1, 2021, certain preferred stock have been reclassified to other equity investments (see Note 2 - Significant Accounting Policies – Investments).

The following tables disclose the fair values and gross unrealized losses of the 1,299 issues as of September 30, 2021 and the 537 issues as of December 31, 2020 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)
September 30, 2021
Fixed Maturities:
Corporate	$	7,308	$	139	$	479	$	23	$	7,787	$	162
U.S. Treasury, government and agency	1,417		23		—		—		1,417		23
States and political subdivisions	102		2		7		1		109		3
Foreign governments	380		11		42		6		422		17
Asset-backed	817		4		20		—		837		4

23

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

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)
Commercial mortgage-backed	887		12		2		—		889		12
Total at September 30, 2021	$	10,911	$	191	$	550	$	30	$	11,461	$	221
December 31, 2020:
Fixed Maturities:
Corporate	$	2,773	$	52	$	332	$	32	$	3,105	$	84
U.S. Treasury, government and agency	881		5		—		—		881		5
Foreign governments	153		2		20		4		173		6
Asset-backed	809		4		76		1		885		5
Redeemable preferred stock	53		1		11		2		64		3
Total at December 31, 2020	$	4,669	$	64	$	439	$	39	$	5,108	$	103

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 0.6% of total corporate securities. The largest exposures to a single issuer of corporate securities held as of September 30, 2021 and December 31, 2020 were $292 million and $338 million, respectively, representing 3.4% and 2.9% 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 September 30, 2021 and December 31, 2020, respectively, approximately $3.0 billion and $2.4 billion, or 4.4% and 3.6%, of the $67.3 billion and $68.1 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 $20 million and $48 million as of September 30, 2021 and December 31, 2020, respectively.

As of September 30, 2021 and December 31, 2020, respectively, the $30 million and $39 million of gross unrealized losses of twelve months or more were primarily concentrated in corporate securities. In accordance with the policy described in Note 2, the Company concluded that an adjustment to allowance for credit losses for these securities was not warranted at either September 30, 2021 or December 31, 2020. As of September 30, 2021 and December 31, 2020, 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 September 30, 2021, the Company determined that the unrealized loss was primarily due to increases in credit spreads and changes in credit ratings.

Mortgage Loans on Real Estate

Accrued interest receivable on commercial and agricultural mortgage loans as of September 30, 2021 was $30 million and $29 million, respectively. There was no accrued interest written off for commercial and agricultural mortgage loans for the three and nine months ended September 30, 2021.

As of September 30, 2021, 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.

24

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

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 nine months ended September 30, 2021 and 2020 were as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
	(in millions)
Allowance for credit losses on mortgage loans:
Commercial mortgages:
Balance, beginning of period	$	59	$	62	$	77	$	33
Current-period provision for expected credit losses	1		4		(17)		33
Write-offs charged against the allowance	—		—		—		0
Recoveries of amounts previously written off	—		—		—		0
Net change in allowance	1		4		(17)		33
Balance, end of period	$	60	$	66	$	60	$	66
Agricultural mortgages:
Balance, beginning of period	$	4	$	4	$	4	$	3
Current-period provision for expected credit losses	—		—		—		1
Write-offs charged against the allowance	—		���		—		—
Recoveries of amounts previously written off	—		—		—		—
Net change in allowance	—		—		—		1
Balance, end of period	$	4	$	4	$	4	$	4
Total allowance for credit losses	$	64	$	70	$	64	$	70

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;

•changes in credit quality; and

•changes in market assumptions primarily related to COVID-19 driven economic changes.

Credit Quality Information

The following tables summarize the Company’s mortgage loans segregated by risk rating exposure as of September 30, 2021 and December 31, 2020.

25

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

LTV Ratios (1)

	September 30, 2021
	Amortized Cost Basis by Origination Year
	2021		2020		2019		2018		2017		Prior		Total
	(in millions)
Mortgage loans:
Commercial:
0% - 50%	$	—	$	1	$	—	$	184	$	324	$	910	$	1,419
50% - 70%	1,286		1,265		390		619		492		2,853		6,905
70% - 90%	97		320		413		451		275		748		2,304
90% plus	—		—		—		12		5		207		224
Total commercial	$	1,383	$	1,586	$	803	$	1,266	$	1,096	$	4,718	$	10,852
Agricultural:
0% - 50%	$	113	$	215	$	130	$	131	$	133	$	774	$	1,496
50% - 70%	174		270		105		134		88		359		1,130
70% - 90%	—		—		—		—		—		17		17
90% plus	—		—		—		—		—		—		—
Total agricultural	$	287	$	485	$	235	$	265	$	221	$	1,150	$	2,643
Total mortgage loans:
0% - 50%	$	113	$	216	$	130	$	315	$	457	$	1,684	$	2,915
50% - 70%	1,460		1,535		495		753		580		3,212		8,035
70% - 90%	97		320		413		451		275		765		2,321
90% plus	—		—		—		12		5		207		224
Total mortgage loans	$	1,670	$	2,071	$	1,038	$	1,531	$	1,317	$	5,868	$	13,495

Debt Service Coverage Ratios (2)

	September 30, 2021
	Amortized Cost Basis by Origination Year
	2021		2020		2019		2018		2017		Prior		Total
	(in millions)
Mortgage loans:
Commercial:
Greater than 2.0x	$	705	$	1,276	$	328	$	772	$	408	$	2,194	$	5,683
1.8x to 2.0x	132		136		233		93		269		385		1,248
1.5x to 1.8x	183		115		167		223		166		825		1,679
1.2x to 1.5x	64		59		75		54		253		838		1,343
1.0x to 1.2x	299		—		—		88		—		255		642
Less than 1.0x	—		—		—		36		—		221		257
Total commercial	$	1,383	$	1,586	$	803	$	1,266	$	1,096	$	4,718	$	10,852
Agricultural:
Greater than 2.0x	$	37	$	66	$	25	$	16	$	33	$	217	$	394
1.8x to 2.0x	38		37		26		21		14		74		210
1.5x to 1.8x	50		114		29		28		44		198		463
1.2x to 1.5x	122		180		114		117		73		375		981
1.0x to 1.2x	40		84		32		78		56		247		537
Less than 1.0x	—		4		9		5		1		39		58
Total agricultural	$	287	$	485	$	235	$	265	$	221	$	1,150	$	2,643
Total mortgage loans:

26

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

	September 30, 2021
	Amortized Cost Basis by Origination Year
	2021		2020		2019		2018		2017		Prior		Total
	(in millions)
Greater than 2.0x	$	742	$	1,342	$	353	$	788	$	441	$	2,411	$	6,077
1.8x to 2.0x	170		173		259		114		283		459		1,458
1.5x to 1.8x	233		229		196		251		210		1,023		2,142
1.2x to 1.5x	186		239		189		171		326		1,213		2,324
1.0x to 1.2x	339		84		32		166		56		502		1,179
Less than 1.0x	—		4		9		41		1		260		315
Total mortgage loans	$	1,670	$	2,071	$	1,038	$	1,531	$	1,317	$	5,868	$	13,495

_____________

(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, 2020
	Amortized Cost Basis by Origination Year
	2020		2019		2018		2017		2016		Prior		Total
	(in millions)
Mortgage loans:
Commercial:
0% - 50%	$	—	$	—	$	—	$	324	$	170	$	505	$	999
50% - 70%	1,294		357		803		656		2,190		1,697		6,997
70% - 90%	321		457		452		219		203		538		2,190
90% plus	—		—		12		5		—		288		305
Total commercial	$	1,615	$	814	$	1,267	$	1,204	$	2,563	$	3,028	$	10,491
Agricultural:
0% - 50%	$	218	$	135	$	169	$	157	$	236	$	652	$	1,567
50% - 70%	277		129		161		102		124		351		1,144
70% - 90%	—		—		3		—		—		18		21
90% plus	—		—		—		—		—		—		—
Total agricultural	$	495	$	264	$	333	$	259	$	360	$	1,021	$	2,732
Total mortgage loans:
0% - 50%	$	218	$	135	$	169	$	481	$	406	$	1,157	$	2,566
50% - 70%	1,571		486		964		758		2,314		2,048		8,141
70% - 90%	321		457		455		219		203		556		2,211
90% plus	—		—		12		5		—		288		305
Total mortgage loans	$	2,110	$	1,078	$	1,600	$	1,463	$	2,923	$	4,049	$	13,223

27

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Debt Service Coverage Ratios (2)

	December 31, 2020
	Amortized Cost Basis by Origination Year
	2020		2019		2018		2017		2016		Prior		Total
	(in millions)
Mortgage loans:
Commercial:
Greater than 2.0x	$	1,230	$	492	$	772	$	268	$	1,942	$	1,230	$	5,934
1.8x to 2.0x	227		83		118		378		184		329		1,319
1.5x to 1.8x	98		138		187		479		437		616		1,955
1.2x to 1.5x	60		57		154		79		—		658		1,008
1.0x to 1.2x	—		44		—		—		—		123		167
Less than 1.0x	—		—		36		—		—		72		108
Total commercial	$	1,615	$	814	$	1,267	$	1,204	$	2,563	$	3,028	$	10,491
Agricultural:
Greater than 2.0x	$	67	$	26	$	36	$	38	$	71	$	167	$	405
1.8x to 2.0x	38		35		14		15		20		82		204
1.5x to 1.8x	117		38		41		45		52		209		502
1.2x to 1.5x	183		120		141		90		142		313		989
1.0x to 1.2x	86		35		93		70		57		233		574
Less than 1.0x	4		10		8		1		18		17		58
Total agricultural	$	495	$	264	$	333	$	259	$	360	$	1,021	$	2,732
Total mortgage loans:
Greater than 2.0x	$	1,297	$	518	$	808	$	306	$	2,013	$	1,397	$	6,339
1.8x to 2.0x	265		118		132		393		204		411		1,523
1.5x to 1.8x	215		176		228		524		489		825		2,457
1.2x to 1.5x	243		177		295		169		142		971		1,997
1.0x to 1.2x	86		79		93		70		57		356		741
Less than 1.0x	4		10		44		1		18		89		166
Total mortgage loans	$	2,110	$	1,078	$	1,600	$	1,463	$	2,923	$	4,049	$	13,223

_____________

(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.

The following tables provide information relating to the LTV and DSC ratios for commercial and agricultural mortgage loans as of September 30, 2021 and December 31, 2020. The values used in these ratio calculations were developed as part of the periodic review of the commercial and agricultural mortgage loan portfolio, which includes an evaluation of the underlying collateral value.

28

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Mortgage Loans by LTV and DSC Ratios

	DSC Ratio (2) (3)
LTV Ratio (1) (3):	Greater than 2.0x		1.8x to 2.0x		1.5x to 1.8x		1.2x to 1.5x		1.0x to 1.2x		Less than 1.0x		Total
	(in millions)
September 30, 2021:
Mortgage loans:
Commercial:
0% - 50%	$	860	$	—	$	390	$	31	$	40	$	98	$	1,419
50% - 70%	4,026		680		993		755		421		30		6,905
70% - 90%	797		568		210		492		181		56		2,304
90% plus	—		—		86		65		—		73		224
Total commercial	$	5,683	$	1,248	$	1,679	$	1,343	$	642	$	257	$	10,852
Agricultural:
0% - 50%	$	289	$	98	$	283	$	501	$	296	$	29	$	1,496
50% - 70%	105		110		180		480		241		14		1,130
70% - 90%	—		2		—		—		—		15		17
90% plus	—		—		—		—		—		—		—
Total agricultural	$	394	$	210	$	463	$	981	$	537	$	58	$	2,643
Total mortgage loans:
0% - 50%	$	1,149	$	98	$	673	$	532	$	336	$	127	$	2,915
50% - 70%	4,131		790		1,173		1,235		662		44		8,035
70% - 90%	797		570		210		492		181		71		2,321
90% plus	—		—		86		65		—		73		224
Total mortgage loans	$	6,077	$	1,458	$	2,142	$	2,324	$	1,179	$	315	$	13,495
December 31, 2020:
Mortgage loans:
Commercial:
0% - 50%	$	839	$	—	$	160	$	—	$	—	$	—	$	999
50% - 70%	4,095		870		1,452		555		25		—		6,997
70% - 90%	844		449		343		376		142		36		2,190
90% plus	156		—		—		77		—		72		305
Total commercial	$	5,934	$	1,319	$	1,955	$	1,008	$	167	$	108	$	10,491
Agricultural:
0% - 50%	$	297	$	108	$	291	$	520	$	317	$	34	$	1,567
50% - 70%	108		94		211		450		257		24		1,144
70% - 90%	—		2		—		19		—		—		21
90% plus	—		—		—		—		—		—		—
Total agricultural	$	405	$	204	$	502	$	989	$	574	$	58	$	2,732

29

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

	DSC Ratio (2) (3)
LTV Ratio (1) (3):	Greater than 2.0x		1.8x to 2.0x		1.5x to 1.8x		1.2x to 1.5x		1.0x to 1.2x		Less than 1.0x		Total
	(in millions)
Total mortgage loans:
0% - 50%	$	1,136	$	108	$	451	$	520	$	317	$	34	$	2,566
50% - 70%	4,203		964		1,663		1,005		282		24		8,141
70% - 90%	844		451		343		395		142		36		2,211
90% plus	156		—		—		77		—		72		305
Total mortgage loans	$	6,339	$	1,523	$	2,457	$	1,997	$	741	$	166	$	13,223

______________

(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.

(3)Amounts presented at amortized cost basis.

Past-Due and Nonaccrual Mortgage Loan Status

The following table provides information relating to the aging analysis of past-due mortgage loans as of September 30, 2021 and December 31, 2020, 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)
September 30, 2021:
Mortgage loans:
Commercial	$	—	$	—	$	—	$	—	$	10,852	$	10,852	$	—	$	10,852	$	—	$	—
Agricultural	8		3		66		77		2,566		2,643		—		2,643		—		—
Total	$	8	$	3	$	66	$	77	$	13,418	$	13,495	$	—	$	13,495	$	—	$	—
December 31, 2020:
Mortgage loans:
Commercial	$	162	$	—	$	—	$	162	$	10,329	$	10,491	$	—	$	10,491	$	—	$	—
Agricultural	76		7		29		112		2,620		2,732		—		2,732		—		—
Total	$	238	$	7	$	29	$	274	$	12,949	$	13,223	$	—	$	13,223	$	—	$	—

_______________

(1)Amounts presented at amortized cost basis.

As of September 30, 2021 and December 31, 2020, the carrying values of problem mortgage loans that had been classified as non-accrual loans were $0 million and $0 million, respectively.

Troubled Debt Restructuring

There were no privately negotiated fixed maturity modifications accounted for as a TDR during the three months ended September 30, 2021. During the nine months ended September 30, 2021, the Company had 1 new privately negotiated fixed maturity TDR with a pre-modification cost basis of $9 million and post-modification carrying value of $4 million. This TDR did not have subsequent payment defaults nor additional commitments to lend. The 1 privately negotiated fixed maturity TDR is 0.004% of the Company’s total invested assets. There were no mortgage loan on real estate modifications accounted for as a TDR during three and nine months ended September 30, 2021.

30

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

During the three and nine months ended September 30, 2020, the Company had 2 and 6 new privately negotiated fixed maturity TDRs with a pre-modification cost basis of $8 million and $50 million and post-modification carrying value of $7 million and $44 million, respectively. These TDRs did not have subsequent payment defaults nor additional commitments to lend. The 6 privately negotiated fixed maturity TDRs were 0.04% of the Company’s total invested assets. During the three and nine months ended September 30, 2020, there was 1 commercial mortgage loan on real estate accounted for as a TDR with pre-modification cost basis of $75 million and post-modification carrying value of $75 million. The 1 commercial mortgage loan TDR was 0.07% of the Company’s total invested assets.

Equity Securities

The table below presents a breakdown of unrealized and realized gains and (losses) on equity securities during the three and nine months ended September 30, 2021.

Unrealized and Realized Gains (Losses) from Equity Securities (1)

	Three Months Ended September 30,		Nine Months Ended September 30,
	2021		2021
	(in millions)
Net investment gains (losses) recognized during the period on securities held at the end of the period	$	(1)	$	19
Net investment gains (losses) recognized on securities sold during the period	(3)		1
Unrealized and realized gains (losses) on equity securities	$	(4)	$	20

______________     

(1) Effective January 1, 2021, certain preferred stock have been reclassified to other equity investments (see Note 2 Significant Accounting Policies – Investments).

Trading Securities

As of September 30, 2021 and December 31, 2020, respectively, the fair value of the Company’s trading securities was $409 million and $5.3 billion. As of September 30, 2021 and December 31, 2020, respectively, trading securities included the General Account’s investment in Separate Accounts, which had carrying values of $43 million and $43 million.

The table below shows a breakdown of net investment income (loss) from trading securities during the three and nine months ended September 30, 2021 and 2020:

Net Investment Income (Loss) from Trading Securities

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
	(in millions)
Net investment gains (losses) recognized during the period on securities held at the end of the period	$	(47)	$	(1)	$	(264)	$	86
Net investment gains (losses) recognized on securities sold during the period	40		(5)		215		12
Unrealized and realized gains (losses) on trading securities	(7)		(6)		(49)		98
Interest and dividend income from trading securities	4		58		80		152
Net investment income (loss) from trading securities	$	(3)	$	52	$	31	$	250

31

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

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, which is 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. 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 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 derivative features liability is that under-performance of the financial markets could result in the GMxB derivative 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 a derivative. In addition, on June 1, 2021, we ceded legacy variable annuity policies sold by the Company between 2006-2008 (the “Block”), comprised of non-New York “Accumulator” policies containing fixed rate GMIB and/or GMDB guarantees. As this contract provides full risk transfer, 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 an embedded derivative.

The Company has in place an economic hedge program using interest rate swaps and 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.

32

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

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 to Hedge ULSG Policy

The Company implemented a hedge program using fixed income total return swaps to mitigate the interest rate exposure in the ULSG policy statutory liability.

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 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 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 US 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 US dollar amounts with improved net investment yields or net product costs over equivalent US 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. The first cross currency swap hedges were designated and applied hedge accounting during the quarter ended June 30, 2021.

33

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

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 designation and qualification as cash flow hedges, cross currency swap 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:

Derivative Instruments by Category

	September 30, 2021						December 31, 2020
			Fair Value						Fair Value
	Notional Amount		Derivative Assets		Derivative Liabilities		Notional Amount		Derivative Assets		Derivative Liabilities
	(in millions)
Derivatives: Designated for hedge accounting (1)
Cash flow hedges:
Currency swaps	$	807	$	8	$	33	$	—	$	—	$	—
Interest swaps	958		—		335		957		—		219
Total: designated for hedge accounting	1,765		8		368		957		—		219
Derivatives: Not designated for hedge accounting (1)
Equity contracts:
Futures (5)	3,107		—		—		4,267		—		—
Swaps (5)	12,879		4		—		22,404		6		—
Options	55,382		10,394		4,505		35,786		8,383		3,715
Interest rate contracts:
Futures (5)	10,999		—		—		18,161		—		—
Swaps (5)	2,861		—		243		22,816		551		434
Swaptions	—		—		—		—		—		—
Credit contracts:
Credit default swaps	781		4		3		919		8		1
Currency contracts:
Currency swaps	516		3		—		347		—		—
Currency forwards	—		—		—		—		—		—
Other contracts:
Margin	—		90		—		—		26		66
Collateral	—		157		6,092		—		212		3,835
Total: Not designated for hedge accounting	86,525		10,652		10,843		104,700		9,186		8,051
Embedded derivatives:
Amounts due from reinsurers (6)	—		5,869		—		—		—		—
GMIB reinsurance contracts (2)	—		2,156		—		—		2,859		—
GMxB derivative features liability (3)	—		—		8,938		—		—		10,936
SCS, SIO, MSO and IUL indexed features (4)	—		—		5,446		—		—		4,378
Total embedded derivatives	—		8,025		14,384		—		2,859		15,314
Total derivative instruments	$	88,290	$	18,685	$	25,595	$	105,657	$	12,045	$	23,584

______________

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

(2)    Reported in GMIB reinsurance contract asset in the consolidated balance sheets.

(3)    Reported in future policy benefits and other policyholders’ liabilities in the consolidated balance sheets.

34

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

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

(5)    Decrease in futures and swaps notional as of September 30, 2021 primarily due to the Venerable transaction (see Note 1 Organization).

(6)    Represents GMIB NLG ceded related to the Venerable transaction.

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

	Three Months Ended September 30, 2021								Nine Months Ended September 30, 2021
	Net Derivatives Gain(Losses) (1) (2)		Net Investment Income		Interest Credited To Policyholders Account Balances		AOCI		Net Derivatives Gain(Losses) (1) (2)		Net Investment Income		Interest Credited To Policyholders Account Balances		AOCI
	(in millions)
Derivatives: Designated for hedge accounting
Cash flow hedges:
Currency swaps	$	—	$	—	$	(15)	$	7	$	—	$	—	$	(32)	$	7
Interest swaps	(26)		—		—		(9)		(54)		—		—		(42)
Total: Designated for hedge accounting	(26)		—		(15)		(2)		(54)		—		(32)		(35)
Derivatives: Not designated for hedge accounting
Equity contracts:
Futures	(6)		—		—		—		(466)		—		—		—
Swaps	(3)		—		—		—		(2,609)		—		—		—
Options	(169)		—		—		—		2,175		—		—		—
Interest rate contracts:
Futures	(92)		—		—		—		(888)		—		—		—
Swaps	67		—		—		—		(2,375)		—		—		—
Swaptions	—		—		—		—		—		—		—		—
Credit contracts:
Credit default swaps	—		—		—		—		2		—		—		—
Currency contracts:
Currency swaps	3		—		—		—		3		—		—		—
Currency forwards	—		—		—		—		—		—		—		—
Other contracts:
Margin	—		—		—		—		—		—		—		—
Collateral	—		—		—		—		—		—		—		—
Total: Not designated for hedge accounting	(200)		—		—		—		(4,158)		—		—		—
Embedded derivatives:
Amounts due from reinsurers	344		—		—		—		586		—		—		—
GMIB reinsurance contracts	(128)		—		—		—		(694)		—		—		—
GMxB derivative features liability	(395)		—		—		—		2,291		—		—		—
SCS, SIO, MSO and IUL indexed features	173		—		—		—		(2,113)		—		—		—
Total embedded derivatives	(6)		—		—		—		70		—		—		—
Total Derivatives	$	(232)	$	—	$	(15)	$	(2)	$	(4,142)	$	—	$	(32)	$	(35)

35

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

	Three Months Ended September 30, 2020								Nine Months Ended September 30, 2020
	Net Derivatives Gain(Losses) (1) (2)		Net Investment Income		Interest Credited To Policyholders Account Balances		AOCI		Net Derivatives Gain(Losses) (1) (2)		Net Investment Income		Interest Credited To Policyholders Account Balances		AOCI
	(in millions)
Derivatives: Designated for hedge accounting
Cash flow hedges:
Interest swaps	$	(12)	$	—	$	—	$	(65)	$	(4)	$	—	$	—	$	(64)
Total: Designated for hedge accounting	(12)		—		—		(65)		(4)		—		—		(64)
Derivatives: Not designated for hedge accounting
Equity contracts:
Futures	(221)		—		—		—		(347)		—		—		—
Swaps	(1,557)		—		—		—		(594)		—		—		—
Options	907		—		—		—		(480)		—		—		—
Interest rate contracts:
Futures	(14)		—		—		—		2,058		—		—		—
Swaps	(59)		—		—		—		3,592		—		—		—
Swaptions	—		—		—		—		9		—		—		—
Credit contracts:
Credit default swaps	3		—		—		—		(4)		—		—		—
Currency contracts:
Currency swaps	—		—		—		—		—		—		—		—
Currency forwards	—		—		—		—		(3)		—		—		—
Other contracts:
Margin	—		—		—		—		—		—		—		—
Collateral	—		—		—		—		—		—		—		—
Total: Not designated for hedge accounting	(941)		—		—		—		4,231		—		—		—
Embedded derivatives:
Amounts due from reinsurers	—		—		—		—		—		—		—		—
GMIB reinsurance contracts	(177)		—		—		—		849		—		—		—
GMxB derivative features liability	570		—		—		—		(3,382)		—		—		—
SCS, SIO, MSO and IUL indexed features	(967)		—		—		—		410		—		—		—
Total embedded derivatives	(574)		—		—		—		(2,123)		—		—		—
Total Derivatives	$	(1,527)	$	—	$	—	$	(65)	$	2,104	$	—	$	—	$	(64)

______________

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

(2)For the three and nine months ended September 30, 2021 and 2020, investment fees of $4 million and $10 million , $3 million and $9 million respectively, are reported in net derivative gains (losses) in the consolidated statements of income (loss).

36

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

The table that follow below present a roll-forward of cash flow hedges recognized in AOCI.

Rollforward of Cash flow hedges in AOCI

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
	(in millions)
Balance, beginning of period	$	(158)	$	1	$	(126)	$	(38)
Amount recorded in AOCI	—		—		—		—
Currency Swaps	7		—		7		—
Interest Swaps	(40)		(81)		(118)		(46)
Total Amount recorded in AOCI	(33)		(81)		(111)		(46)
Amount reclassified from AOCI to income	—		—		—		—
Currency Swaps	—		—		—		—
Interest Swaps	31		16		77		20
Total Amount reclassified from AOCI to income	31		16		77		20
Ending Balance, September 30 (1)	$	(160)	$	(64)	$	(160)	$	(64)

______________

(1) The Company does not estimate the amount of the deferred losses in AOCI at three and nine months ended September 30, 2021 and 2020 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 September 30, 2021 and December 31, 2020 are exchange-traded and net settled daily in cash. As of September 30, 2021 and December 31, 2020, 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 $150 million and $135 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 $116 million and $263 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 $35 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 September 30, 2021 and December 31, 2020, respectively, the Company held $6,092 million and $3.8 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 $157 million and $212 million as of September 30, 2021 and December 31, 2020, respectively, in the normal operation of its collateral arrangements.

The following tables presents information about the Company’s offsetting of financial assets and liabilities and derivative instruments as of September 30, 2021 and December 31, 2020:

37

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Offsetting of Financial Assets and Liabilities and Derivative Instruments

As of September 30, 2021

	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 (1)		Net Amount
	(in millions)
Assets:
Derivative assets	$	10,660	$	9,750	$	910	$	(817)	$	93
Other financial assets	1,429		—		1,429		—		1,429
Other invested assets	$	12,089	$	9,750	$	2,339	$	(817)	$	1,522
Liabilities:
Derivative liabilities	$	10,393	$	9,750	$	643	$	—	$	643
Other financial liabilities	1,867		—		1,867		—		1,867
Other liabilities	$	12,260	$	9,750	$	2,510	$	—	$	2,510

______________

(1)Financial instruments sent (held).

As of December 31, 2020

	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 (1)		Net Amount
	(in millions)
Assets:
Derivative assets	$	9,186	$	8,206	$	980	$	(53)	$	927
Other financial assets	1,403		—		1,403		—		1,403
Other invested assets	$	10,589	$	8,206	$	2,383	$	(53)	$	2,330
Liabilities:
Derivative liabilities	$	8,218	$	8,206	$	12	$	—	$	12
Other financial liabilities	1,568		—		1,568		—		1,568
Other liabilities	$	9,786	$	8,206	$	1,580	$	—	$	1,580

______________

(1)Financial instruments sent (held).

5)    CLOSED BLOCK

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 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 5 to the Company’s consolidated financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2020.

38

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

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

	September 30, 2021		December 31, 2020
	(in millions)
Closed Block Liabilities:
Future policy benefits, policyholders’ account balances and other	$	6,022	$	6,201
Policyholder dividend obligation	25		160
Other liabilities	40		39
Total Closed Block liabilities	6,087		6,400
Assets Designated to the Closed Block:
Fixed maturities AFS, at fair value (amortized cost of $3,283 and $3,359) (allowance for credit losses of $0)	3,537		3,718
Mortgage loans on real estate (net of allowance for credit losses of $5 and $6)	1,770		1,773
Policy loans	615		648
Cash and other invested assets	18		28
Other assets	98		169
Total assets designated to the Closed Block	6,038		6,336
Excess of Closed Block liabilities over assets designated to the Closed Block	49		64
Amounts included in AOCI:
Net unrealized investment gains (losses), net of policyholders’ dividend obligation: $25 and $160; and net of income tax: $(48) and $(42)	191		167
Maximum future earnings to be recognized from Closed Block assets and liabilities	$	240	$	231

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

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
	(in millions)
Revenues:
Premiums and other income	$	33	$	36	$	109	$	118
Net investment income (loss)	59		61		179		190
Investment gains (losses), net	—		1		2		(1)
Total revenues	92		98		290		307
Benefits and Other Deductions:
Policyholders’ benefits and dividends	108		96		304		302
Other operating costs and expenses	2		—		3		1
Total benefits and other deductions	110		96		307		303
Net income (loss), before income taxes	(18)		2		(17)		4
Income tax (expense) benefit	(2)		(1)		(3)		(2)
Net income (loss)	$	(20)	$	1	$	(20)	$	2

39

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

A reconciliation of the Company’s policyholder dividend obligation follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
	(in millions)
Beginning balance	$	72	$	2	$	160	$	2
Unrealized investment gains (losses)	(47)		—		(135)		—
Ending balance	$	25	$	2	$	25	$	2

6)    INSURANCE LIABILITIES

Variable Annuity Contracts – GMDB, GMIB, GIB and GWBL and Other Features

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.

Liabilities for Variable Annuity Contracts with GMDB and GMIB Features without NLG Rider Feature

The change in the liabilities for variable annuity contracts with GMDB and GMIB features and without a NLG feature are summarized in the tables below. The amounts for the direct contracts (before reinsurance ceded) and assumed contracts are reflected in the consolidated balance sheets in future policy benefits and other policyholders’ liabilities. The amounts for the ceded contracts are reflected in the consolidated balance sheets in amounts due from reinsurers. The amounts for the ceded IB are reflected in the consolidated balance sheets in GMIB reinsurance contract asset, at fair value.

Change in Liability for Variable Annuity Contracts with GMDB and GMIB Features and No NLG Feature

Three and Nine Months Ended September 30, 2021 and 2020

	GMDB				GMIB
	Direct		Ceded		Direct		Ceded
	(in millions)
Balance, July 1, 2021	$	5,140	$	(2,281)	$	5,945	$	(4,444)
Paid guarantee benefits	(104)		42		(87)		15
Other changes in reserve	7		(3)		152		126
Impact of the Venerable transaction (1)	—		—		—		—
Balance, September 30, 2021	$	5,043	$	(2,242)	$	6,010	$	(4,303)
Balance, July 1, 2020	$	4,998	$	(99)	$	6,121	$	(3,433)
Paid guarantee benefits	(121)		3		(110)		21
Other changes in reserve	235		9		113		165
Balance, September 30, 2020	$	5,112	$	(87)	$	6,124	$	(3,247)

40

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

	GMDB				GMIB
	Direct		Ceded		Direct		Ceded
	(in millions)
Balance, January 1, 2021	$	5,093	$	(84)	$	6,025	$	(2,859)
Paid guarantee benefits	(351)		65		(271)		41
Other changes in reserve	301		(47)		256		656
Impact of the Venerable transaction (1)	—		(2,176)		—		(2,141)
Balance, September 30, 2021	$	5,043	$	(2,242)	$	6,010	$	(4,303)
Balance, January 1, 2020	$	4,775	$	(99)	$	4,671	$	(2,466)
Paid guarantee benefits	(372)		12		(287)		58
Other changes in reserve	709		—		1,740		(839)
Balance, September 30, 2020	$	5,112	$	(87)	$	6,124	$	(3,247)

____________

(1)Includes the impact as of June 1, 2021 on the ceded reserves to Venerable. See Note 1- Organization, for details of the Venerable transaction.

Liabilities for Embedded and Freestanding Insurance Related Derivatives

The liability for the GMxB derivative features, the liability for SCS, SIO, MSO and IUL indexed features and the asset and liability for the GMIB reinsurance contracts and amounts due from reinsurers related to GMIB NLG product features (GMIB NLG Reinsurance) are considered embedded or freestanding insurance derivatives and are reported at fair value. For the fair value of the assets and liabilities associated with these embedded or freestanding insurance derivatives, see Note 7 Fair Value Disclosures.

Account Values and Net Amount at Risk

Account Values and NAR for direct variable annuity contracts in force with GMDB and GMIB features as of September 30, 2021 are presented in the following tables by guarantee type. For contracts with the GMDB feature, the NAR in the event of death is the amount by which the GMDB feature exceeds the related Account Values. For contracts with the GMIB feature, the NAR in the event of annuitization is the amount by which the present value of the GMIB benefits exceed the related Account Values, taking into account the relationship between current annuity purchase rates and the GMIB guaranteed annuity purchase rates. Since variable annuity contracts with GMDB features may also offer GMIB guarantees in the same contract, the GMDB and GMIB amounts listed are not mutually exclusive.

41

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Direct Variable Annuity Contracts with GMDB and GMIB Features

as of September 30, 2021

	Guarantee Type
	Return of Premium		Ratchet		Roll-Up		Combo		Total
	(in millions, except age and interest rate)
Variable annuity contracts with GMDB features
Account Values invested in:
General Account	$	16,038	$	85	$	52	$	161	$	16,336
Separate Accounts	57,063		9,609		3,325		33,862		103,859
Total Account Values	$	73,101	$	9,694	$	3,377	$	34,023	$	120,195
NAR, gross	$	104	$	80	$	1,441	$	16,473	$	18,098
NAR, net of amounts reinsured	$	102	$	71	$	1,013	$	8,394	$	9,580
Average attained age of policyholders (in years)	51.5		68.8		75.4		70.6		55.4
Percentage of policyholders over age 70	11.6%		50.6%		72.0%		56.5%		20.7%
Range of contractually specified interest rates	N/A		N/A		3% - 6%		3% - 6.5%		3% - 6.5%
Variable annuity contracts with GMIB features
Account Values invested in:
General Account	$	—	$	—	$	15	$	210	$	225
Separate Accounts	—		—		25,505		36,152		61,657
Total Account Values	$	—	$	—	$	25,520	$	36,362	$	61,882
NAR, gross	$	—	$	—	$	693	$	9,492	$	10,185
NAR, net of amounts reinsured	$	—	$	—	$	223	$	3,896	$	4,119
Average attained age of policyholders (in years)	N/A		N/A		64.8		70.7		68.5
Weighted average years remaining until annuitization	N/A		N/A		5.8		0.6		2.6
Range of contractually specified interest rates	N/A		N/A		3% - 6%		3% - 6.5%		3% - 6.5%

For more information about the reinsurance programs of the Company’s GMDB and GMIB exposure, see “Reinsurance” in Note 10 of the 2020 Form 10-K.

Separate Accounts Investments by Investment Category Underlying Variable Annuity Contracts with GMDB and GMIB Features

The total Account Values of variable annuity contracts with GMDB and GMIB features include amounts allocated to the guaranteed interest option, which is part of the General Account and variable investment options that invest through Separate Accounts in variable insurance trusts. The following table presents the aggregate fair value of assets, by major investment category, held by Separate Accounts that support variable annuity contracts with GMDB and GMIB features. The investment performance of the assets impacts the related Account Values and, consequently, the NAR associated with the GMDB and GMIB benefits and guarantees. Because the Company’s variable annuity contracts offer both GMDB and GMIB features, GMDB and GMIB amounts are not mutually exclusive.

42

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Investment in Variable Insurance Trust Mutual Funds

	September 30, 2021				December 31, 2020
Mutual Fund Type	GMDB		GMIB		GMDB		GMIB
	(in millions)
Equity	$	50,042	$	19,261	$	46,850	$	18,771
Fixed income	5,448		2,569		5,506		2,701
Balanced	47,332		39,562		47,053		39,439
Other	1,037		265		1,111		275
Total	$	103,859	$	61,657	$	100,520	$	61,186

Hedging Programs for GMDB, GMIB, GIB and Other Features

The Company has a program intended to hedge certain risks associated first with the GMDB feature and with the GMIB feature of the Accumulator series of variable annuity products. The program has also been extended to cover other guaranteed benefits as they have been made available. This program utilizes derivative contracts, such as exchange-traded equity, currency and interest rate futures contracts, total return and/or equity swaps, interest rate swap and floor contracts, swaptions, variance swaps as well as equity options, that collectively are managed in an effort to reduce the economic impact of unfavorable changes in guaranteed benefits’ exposures attributable to movements in the capital markets. At the present time, this program hedges certain economic risks on products sold from 2001 forward, to the extent such risks are not externally reinsured.

These programs do not qualify for hedge accounting treatment. Therefore, gains (losses) on the derivatives contracts used in these programs, including current period changes in fair value, are recognized in net derivative gains (losses) in the period in which they occur, and may contribute to income (loss) volatility.

Variable and Interest-Sensitive Life Insurance Policies - NLG

The NLG feature contained in variable and interest-sensitive life insurance policies keeps them in force in situations where the policy value is not sufficient to cover monthly charges then due. The NLG remains in effect so long as the policy meets a contractually specified premium funding test and certain other requirements.

The change in the NLG liabilities, reflected in future policy benefits and other policyholders’ liabilities in the consolidated balance sheets, is summarized in the table below.

	2021						2020
	Direct Liability		Reinsurance Ceded		Net		Direct Liability		Reinsurance Ceded		Net
	(in millions)
Balance, July 1,	$	1,064	$	(909)	$	155	$	941	$	(841)	$	100
Paid guarantee benefits	(24)		—		(24)		(6)		—		(6)
Other changes in reserves	38		(11)		27		61		(31)		30
Balance, September 30,	$	1,078	$	(920)	$	158	$	996	$	(872)	$	124
Balance, January 1,	$	1,016	$	(883)	$	133	$	894	$	(808)	$	86
Paid guarantee benefits	(52)		—		(52)		(32)		—		(32)
Other changes in reserves	114		(37)		77		134		(64)		70
Balance, September 30,	$	1,078	$	(920)	$	158	$	996	$	(872)	$	124

7)    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.

43

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

On June 1, 2021, Holdings completed the sale of CSLRC to VIAC. Immediately following the closing of the Transaction, CSLRC and Equitable Financial entered into the Reinsurance Agreement, pursuant to which Equitable Financial ceded to CSLRC, on a combined coinsurance and modified coinsurance basis, legacy variable annuity policies sold by Equitable Financial between 2006-2008. See Note 1- Organization for details of the Venerable transactions.

The following table summarizes the effect of reinsurance. The impact of the reinsurance transaction described above results in an increase in reinsurance ceded.

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
	(in millions)
Direct premiums	$	195	$	175	$	579	$	575
Reinsurance assumed	47		45		136		145
Reinsurance ceded	(61)		(42)		(141)		(107)
Premiums	$	181	$	178	$	574	$	613
Direct charges and fee income	$	986	$	945	$	2,095	$	1,997
Reinsurance ceded	(175)		(92)		486		585
Policy charges and fee income	$	811	$	853	$	2,581	$	2,582
Direct policyholders’ benefits	$	793	$	1,006	$	2,782	$	4,419
Reinsurance assumed	57		52		172		177
Reinsurance ceded	(142)		(108)		(571)		(329)
Policyholders’ benefits	$	708	$	950	$	2,383	$	4,267

Ceded Reinsurance

As of September 30, 2021 and December 31, 2020, the Company had reinsured with non-affiliates in the aggregate approximately 47.1% and 2.6%, respectively, of its current exposure to the GMDB obligation on annuity contracts in-force and, subject to certain maximum amounts or caps in any one period, approximately 59.6% and 13.4% of its current liability exposure, respectively, resulting from the GMIB feature. For additional information, see Note 6.

The following table summarizes the ceded reinsurance GMIB reinsurance contracts, third-party recoverables and amount due to reinsurance.

	September 30, 2021		December 31, 2020
	(in millions)
Ceded Reinsurance:
Estimated net fair values of ceded GMIB reinsurance contracts, considered derivatives (1)	$	2,156	$	2,859
Third-party reinsurance recoverables related to insurance contracts	12,566		2,245
Top reinsurers:
Venerable Insurance and Annuity Company (BBB+ SAP rating)	10,440		N/A
Zurich Life Insurance Company, Ltd. (AA- SAP rating)	1,340		1,421
Third-party reinsurance payables related to insurance contracts	202		113
Top reinsurers:
Venerable Insurance and Annuity Company	129		N/A

______________

(1)The estimated fair values increased $(134) million, $(186) million, $(703) million and $781 million for the three and nine months ended September 30, 2021 and 2020, respectively.

8)    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:

44

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

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.

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.

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 periods ended September 30, 2021 and December 31, 2020, 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.

45

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Fair Value Measurements as of September 30, 2021

	Level 1		Level 2		Level 3		Total
	(in millions)
Assets:
Investments:
Fixed maturities, AFS:
Corporate (1)	$	—	$	46,012	$	1,440	$	47,452
U.S. Treasury, government and agency	—		15,083		—		15,083
States and political subdivisions	—		541		37		578
Foreign governments	—		1,003		—		1,003
Residential mortgage-backed (2)	—		98		—		98
Asset-backed (3)	—		5,561		5		5,566
Commercial mortgage-backed	—		1,864		10		1,874
Redeemable preferred stock	—		54		—		54
Total fixed maturities, AFS	—		70,216		1,492		71,708
Other equity investments	307		392		5		704
Trading securities	214		195		—		409
Other invested assets:
Short-term investments	—		3		—		3
Assets of consolidated VIEs/VOEs	—		—		11		11
Swaps	—		(596)		—		(596)
Credit default swaps	—		1		—		1
Options	—		5,889		—		5,889
Total other invested assets	—		5,297		11		5,308
Cash equivalents	424		259		—		683
Amounts due from reinsurer (5)	—		—		5,869		5,869
GMIB reinsurance contracts asset	—		—		2,156		2,156
Separate Accounts assets (4)	135,764		2,555		—		138,319
Total Assets	$	136,709	$	78,914	$	9,533	$	225,156
Liabilities:
GMxB derivative features’ liability	$	—	$	—	$	8,938	$	8,938
SCS, SIO, MSO and IUL indexed features’ liability	—		5,446		—		5,446
Total Liabilities	$	—	$	5,446	$	8,938	$	14,384

______________

(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)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 September 30, 2021 the fair value of such investments was $379 million.

(5)This represents GMIB NLG ceded reserves related to Venerable transaction. See Note 1- Organization for details of the Venerable transaction.

46

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Fair Value Measurements as of December 31, 2020

	Level 1		Level 2		Level 3		Total
	(in millions)
Assets:
Investments:
Fixed maturities, AFS:
Corporate (1)	$	—	$	51,415	$	1,687	$	53,102
U.S. Treasury, government and agency	—		15,943		—		15,943
States and political subdivisions	—		535		39		574
Foreign governments	—		1,103		—		1,103
Residential mortgage-backed (2)	—		131		—		131
Asset-backed (3)	—		3,636		20		3,656
Commercial mortgage-backed	—		1,203		—		1,203
Redeemable preferred stock	402		239		—		641
Total fixed maturities, AFS	402		74,205		1,746		76,353
Other equity investments	13		—		2		15
Trading securities	285		5,055		—		5,340
Other invested assets:
Short-term investments	—		82		1		83
Assets of consolidated VIEs/VOEs	—		—		12		12
Swaps	—		(96)		—		(96)
Credit default swaps	—		7		—		7
Options	—		4,668		—		4,668
Total other invested assets	—		4,661		13		4,674
Cash equivalents	1,183		287		—		1,470
GMIB reinsurance contracts asset	—		—		2,859		2,859
Separate Accounts assets (4)	130,106		2,668		1		132,775
Total Assets	$	131,989	$	86,876	$	4,621	$	223,486
Liabilities:
GMxB derivative features’ liability	$	—	$	—	$	10,936	$	10,936
SCS, SIO, MSO and IUL indexed features’ liability	—		4,378		—		4,378
Total Liabilities	$	—	$	4,378	$	10,936	$	15,314

______________

(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)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, 2020 the fair value of such investments was $356 million.

Public Fixed Maturities

The fair values of the Company’s public fixed maturities 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.

47

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Private Fixed Maturities

The fair values of the Company’s private fixed maturities 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.

Freestanding Derivative Positions

The net fair value of the Company’s freestanding derivative positions as disclosed in Note 4 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 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.

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 and certain corporate debt securities, 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.

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, 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

48

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

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, 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 also issues certain benefits on its variable annuity products that are accounted for as derivatives and are also considered Level 3. 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 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.

Level 3 also includes the GMIB reinsurance contract assets which are accounted for as derivative contracts. The GMIB reinsurance contract asset and liabilities’ fair value reflects the present value of reinsurance premiums, net of recoveries, and risk margins over a range of market consistent economic scenarios while GMxB derivative features liability reflects the present value of expected future payments (benefits) less fees, adjusted for risk margins and nonperformance risk, attributable to GMxB derivative features’ liability over a range of market-consistent economic scenarios.

Also included are the Amounts due from Reinsurers related to the GMIB NLG product features (GMIB NLG Reinsurance). The 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.

The valuations of the GMIB reinsurance contract asset, GMIB NLG Reinsurance and GMxB derivative features liability incorporate significant non-observable assumptions related to policyholder behavior, risk margins and projections of equity Separate Accounts funds. The credit risks of the counterparty and of the Company are considered in determining the fair values of its GMIB reinsurance contract asset, GMIB NLG Reinsurance and GMxB derivative features liability positions, respectively, after taking into account the effects of collateral arrangements. Incremental adjustment to the swap curve for non-performance risk is made to the fair values of the GMIB reinsurance contract asset, GMIB NLG Reinsurance and GMIBNLG feature to reflect the claims-paying ratings of counterparties and the Company. Equity and fixed income volatilities were modeled to reflect current market volatilities. Due to the unique, long duration of the GMIBNLG feature and GMIB NLG Reinsurance , adjustments were made to the equity volatilities to remove the illiquidity bias associated with the longer tenors and risk margins were applied to the non-capital markets inputs to the GMIBNLG valuations.

After giving consideration to collateral arrangements, the Company reduced the fair value of its GMIB reinsurance contract asset by $123 million and $160 million as of September 30, 2021 and December 31, 2020, respectively, to recognize incremental counterparty non-performance risk.

After giving consideration to collateral arrangements, the Company reduced the fair value of its Amounts due from Reinsurers by $195 million at September 30, 2021 to recognize incremental counterparty non-performance risk.

Lapse rates are adjusted at the contract level based on a comparison of the actuarial calculated guaranteed values 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 the embedded derivative, lapse rates vary throughout the period over which cash flows are projected.

49

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

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 nine months ended September 30, 2021, fixed maturities with fair values of $713 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 $0 million were transferred from Level 2 into the Level 3 classification. These transfers in the aggregate represent approximately 8.3% of total equity as of September 30, 2021.

During the nine months ended September 30, 2020, fixed maturities with fair values of $103 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 $189 million were transferred from Level 2 into the Level 3 classification. These transfers in the aggregate represent approximately 2.0% of total equity as of September 30, 2020.

The tables below present reconciliations for all Level 3 assets and liabilities and changes in unrealized gains (losses) for the three and nine months ended September 30, 2021 and 2020, respectively.

50

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Level 3 Instruments - Fair Value Measurements

	Corporate		State and Political Subdivisions		CMBS		Asset-backed
	(in millions)
Balance, July 1, 2021	$	1,249	$	37	$	11	$	127
Total gains and (losses), realized and unrealized, included in:
Net income (loss) as:
Net investment income (loss)	1		—		—		—
Investment gains (losses), net	(1)		—		—		—
Subtotal	—		—		—		—
Other comprehensive income (loss)	4		—		—		—
Purchases	259		—		(1)		(120)
Sales	(70)		—		—		(2)
Activity related to consolidated VIEs/VOEs	—		—		—		—
Transfers into Level 3 (1)	(2)		—		—		—
Transfers out of Level 3 (1)	—		—		—		—
Balance, September 30, 2021	$	1,440	$	37	$	10	$	5
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)	$	4	$	—	$	—	$	—
Balance, July 1, 2020	$	1,652	$	40	$	—	$	—
Total gains and (losses), realized and unrealized, included in:
Net income (loss) as:
Net investment income (loss)	—		—		—		—
Investment gains (losses), net	(1)		—		—		—
Subtotal	(1)		—		—		—
Other comprehensive income (loss)	18		(1)		—		—
Purchases	(138)		—		—		13
Sales	(22)		—		—		—
Activity related to consolidated VIEs/VOEs	—		—		—		—
Transfers into Level 3 (1)	(30)		—		—		—
Transfers out of Level 3 (1)	0		—		—		—
Balance, September 30, 2020	$	1,479	$	39	$	—	$	13
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)	$	18	$	(1)	$	—	$	—

51

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

	Corporate		State and Political Subdivisions		CMBS		Asset-backed
	(in millions)
Balance, January 1, 2021	$	1,687	$	39	$	—	$	20
Total gains and (losses), realized and unrealized, included in:
Net income (loss) as:
Net investment income (loss)	4		—		—		—
Investment gains (losses), net	(14)		—		—		—
Subtotal	(10)		—		—		—
Other comprehensive income (loss)	30		(1)		—		—
Purchases	718		—		10		3
Sales	(272)		(1)		—		(18)
Activity related to consolidated VIEs/VOEs	—		—		0		—
Transfers into Level 3 (1)	—		—		—		—
Transfers out of Level 3 (1)	(713)		—		—		—
Balance, September 30, 2021	$	1,440	$	37	$	10	$	5
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)	$	30	$	(2)	$	—	$	—
Balance, January 1, 2020	$	1,246	$	39	$	—	$	100
Total gains and (losses), realized and unrealized, included in:
Net income (loss) as:
Net investment income (loss)	2		—		—		—
Investment gains (losses), net	(14)		—		—		—
Subtotal	(12)		—		—		—
Other comprehensive income (loss)	(36)		1		—		—
Purchases	207		—		—		13
Sales	(112)		(1)		—		—
Activity related to consolidated VIEs/VOEs	—		—		—		—
Transfers into Level 3 (1)	189		—		—		—
Transfers out of Level 3 (1)	(3)		—		—		(100)
Balance, September 30, 2020	$	1,479	$	39	$	—	$	13
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)	$	(36)	$	1	$	—	$	—

______________

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

(2)For instruments held as of September 30, 2021 or September 30, 2020, 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.

52

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

	Other Equity Investments (7)		Amounts Due from Reinsurers		GMIB Reinsurance Contract Asset		Separate Accounts Assets		GMxB Derivative Features Liability
	(in millions)
Balance, July 1, 2021	$	13	$	5,510	$	2,290	$	1	$	(8,455)
Realized and unrealized gains (losses), included in Net income (loss) as:
Investment gains (losses), reported in net investment income	1		—		—		—		—
Net derivative gains (losses) (1)	—		344		(128)		—		(395)
Total realized and unrealized gains (losses)	1		344		(128)		—		(395)
Other comprehensive income (loss)	—		—		—		—		—
Purchases (2)	—		31		10		(1)		(109)
Sales (3)	(1)		(16)		(16)		—		21
Other (5)	—		—		—		—		—
Activity related to consolidated VIEs/VOEs	1		—		—		—		—
Transfers into Level 3 (4)	—		—		—		—		—
Transfers out of Level 3 (4)	1		—		—		—		—
Balance, September 30, 2021	$	15	$	5,869	$	2,156	$	—	$	(8,938)
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (6)	$	1	$	344	$	(128)	$	—	$	(395)
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (6)	$	—	$	—	$	—	$	—	$	—
Balance, July 1, 2020	$	16	$	—	$	3,433	$	—	$	(12,458)
Realized and unrealized gains (losses), included in Net income (loss) as:
Investment gains (losses), reported in net investment income	—		—		—		—		—
Net derivative gains (losses)	—		—		(177)		—		570
Total realized and unrealized gains (losses)	—		—		(177)		—		570
Other comprehensive income (loss)	—		—		—		—		—
Purchases (2)	3		—		11		—		(113)
Sales (3)	—		—		(21)		—		16
Change in estimate (4)	—		—		1		—		—
Activity related to consolidated VIEs/VOEs	(3)		—		—		—		—
Transfers into Level 3 (4)	—		—		—		—		—
Transfers out of Level 3 (4)	—		—		—		—		—
Balance, September 30, 2020	$	16	$	—	$	3,247	$	—	$	(11,985)
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (6)	$	—	$	—	$	(177)	$	—	$	570
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (6)	$	—	$	—	$	—	$	—	$	—

53

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

	Other Equity Investments (7)		Amounts Due from Reinsurers		GMIB Reinsurance Contract Asset		Separate Accounts Assets		GMxB Derivative Features Liability
	(in millions)
Balance, January 1, 2021	$	15	$	—	$	2,859	$	1	$	(10,936)
Realized and unrealized gains (losses), included in Net income (loss) as:
Investment gains (losses), reported in net investment income	2		0		—		—		—
Net derivative gains (losses) (1)	—		586		(694)		—		2,291
Total realized and unrealized gains (losses)	2		586		(694)		—		2,291
Purchases (2)	—		40		32		—		(344)
Sales (3)	(1)		(16)		(41)		—		51
Settlements	—		—		—		—		—
Other (5)	—		5,259		—		—		—
Activity related to consolidated VIEs/VOEs	(1)		—		—		—		—
Transfers into Level 3 (4)	—		—		—		—		—
Transfers out of Level 3 (4)	—		—		—		(1)		—
Balance, September 30, 2021	$	15	$	5,869	$	2,156	$	—	$	(8,938)
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (6)	$	2	$	586	$	(694)	$	—	$	2,291
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (6)	$	—	$	—	$	—	$	—	$	—
Balance, January 1, 2020	$	16	$	—	$	2,466	$	—	$	(8,316)
Realized and unrealized gains (losses), included in Net income (loss) as:
Investment gains (losses), reported in net investment income	—		—		—		—		—
Net derivative gains (losses)	—		—		849		—		(3,382)
Total realized and unrealized gains (losses)	—		—		849		—		(3,382)
Purchases (2)	4		—		34		—		(328)
Sales (3)	—		—		(58)		—		41
Settlements	—		—		—		—		—
Change in estimate	—		—		(44)		—		—
Activity related to consolidated VIEs/VOEs	(4)		—		—		—		—
Transfers into Level 3 (4)	—		—		—		—		—
Transfers out of Level 3 (4)	—		—		—		—		—
Balance, September 30, 2020	$	16	$	—	$	3,247	$	—	$	(11,985)
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (6)	$	—	$	—	$	849	$	—	$	(3,382)
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (6)	$	—	$	—	$	—	$	—	$	—

______________

(1)For the three and nine months ended September 30, 2021, the Company’s non-performance risk impact of $(92) million and $(68) million for the GMxB Derivative Features Liability, $8 million and $9 million for the GMIB Reinsurance Contract Asset, and $(19) million and $(7) million for the Amounts due from Reinsurers, respectively, is recorded through Net derivative gains (losses).

(2)For the GMIB reinsurance contract asset, Amounts Due from Reinsurers and GMxB derivative features liability, represents attributed fee.

54

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

(3)For the GMIB reinsurance contract asset and Amounts Due from Reinsurers, represents recoveries from reinsurers and for GMxB derivative features liability represents benefits paid.

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

(5)Represents the opening ceded balance from the Venerable transaction of the GMxB with no lapse guarantee riders.

(6)For instruments held as of September 30, 2021 or September 30, 2020, 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.

(7)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 September 30, 2021 and December 31, 2020, respectively.

Quantitative Information about Level 3 Fair Value Measurements as of September 30, 2021

	Fair Value		Valuation Technique	Significant Unobservable Input	Range	Weighted Average (2)
	(in millions)
Assets:
Investments:
Fixed maturities, AFS:
Corporate	$	197	Matrix pricing model	Spread over Benchmark	20 - 295 bps	162 bps
	820		Market  comparable  companies	EBITDA multiples Discount Rate Cashflow Multiples Loan to Value	4.9x - 73.7x 5.9% - 15.0% 0.0x - 9.0x 0.0% - 60.8%	12.3x 9.0% 6.0x 30.4%
Other equity investments	4		Market  comparable  companies	Revenue multiple	8.2x - 9.5x	8.5x

55

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

	Fair Value	Valuation Technique	Significant Unobservable Input	Range	Weighted Average (2)
GMIB reinsurance contract asset	2,156	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	0.45% - 20.86% 0.27% - 8.66% 0.04% - 60.44% 40 bps - 78 bps 10% - 32% 0.01% - 0.17% 0.06% - 0.53% 0.31% - 40.00%	2.56% 0.93% 5.43% 44 bps 24% 2.76% (same for all ages) (same for all ages)
Amount Due from Reinsurers	5,869	Discounted Cash Flow	Lapse rates Withdrawal Rates GMIB Utilization Rates Non-performance risk (bps) Volatility rates - Equity Mortality: Ages 0-40 Ages 41-60 Ages 61-115	0.45% - 20.86% 0.27% - 8.66% 0.04% - 60.44% 34 bps - 34 bps 10% - 32% 0.01% - 0.17% 0.06% - 0.53% 0.31% - 40.00%	1.67% 1.17% 7.34% 34 bps 24% 2.13% (same for all ages) (same for all ages)
Liabilities:
GMIBNLG	8,896	Discounted cash flow	Non-performance risk Lapse Withdrawal Annuitization Mortality (1): Ages 0-40 Ages 41-60 Ages 61-115	92 bps - 92 bps 1.04% - 23.57% 0.27% - 8.66% 0.03% - 100.00% 0.01% - 0.19% 0.07% - 0.57% 0.44% - 43.60%	92 bps 3.51% 1.03% 5.35% 1.60% (same for all ages) (same for all ages)
GWBL/GMWB	104	Discounted cash flow	Lapse rates Withdrawal Rates Utilization Rates Volatility rates - Equity Non-performance risk	0.60% - 20.86% 0.00% - 8.00% 100% once starting 10% - 32% 92 bps - 92 bps	2.56% 0.93% 24%
GIB	(60)	Discounted cash flow	Lapse rates Withdrawal Rates Utilization Rates Volatility rates - Equity Non-performance risk	0.60% - 20.86% 0.13% - 8.66% 0.04% - 100.00% 10% - 32% 92 bps - 92 bps	2.56% 0.93% 5.43% 24%
GMAB	(3)	Discounted cash flow	Lapse rates Volatility rates - Equity Non-performance risk	0.60% - 20.86% 10% - 32% 92 bps - 92 bps	2.56% 24%

______________

(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)For lapses, withdrawals, and utilizations the rates were weighted by counts, for mortality weighted average rates are shown for all ages combined and for withdrawals the weighted averages were based on an estimated split of partial withdrawal and dollar-for-dollar withdrawals.

Quantitative Information about Level 3 Fair Value Measurements as of December 31, 2020

	Fair Value		Valuation Technique	Significant Unobservable Input	Range	Weighted Average
	(in millions)
Assets:
Investments:
Fixed maturities, AFS:
Corporate	$	28	Matrix pricing model	Spread over benchmark	45 - 195 bps	152 bps
	1,148		Market comparable companies	EBITDA multiples Discount rate Cash flow multiples	3.5x - 33.1x 5.6% - 28.4% 1.9x -25.0x	10.8x 8.6% 6.8x
Other equity investments	2		Market  comparable  companies	Revenue multiple	9.7x - 26.4x	18.5x

56

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

GMIB reinsurance contract asset	2,859	Discounted cash flow	Non-performance risk Lapse rates Withdrawal rates Utilization rates Volatility rates - Equity Mortality rates (1): Ages 0 - 40 Ages 41 - 60 Ages 61 - 115	43 - 85 bps 0.6%-16% 0%-2% 0%-61% 7%-32% 0.01%-0.18% 0.07%-0.54% 0.42%-42.20%	50 bps 1.69% 0.91% 5.82% 24% 2.80% (same for all ages) (same for all ages)
Liabilities:
GMIBNLG	10,713	Discounted cash flow	Non-performance risk Lapse rates Withdrawal rates Annuitization rates Mortality rates (1): Ages 0 - 40 Ages 41 - 60 Ages 61 - 115	96.0 bps 1.1%-25.7% 0.4%-2% 0%-100% 0.01%-0.19% 0.06%-0.53% 0.41%-41.39%	3.19% 0.93% 5.51% 1.56% (same for all ages) (same for all ages)
GWBL/GMWB	190	Discounted cash flow	Non-performance risk Lapse rates Withdrawal rates Utilization rates Volatility rates - Equity	96.0 bps 0.8%-16% 0%-8% 100% once starting 7%-32%	1.69% 0.91% 24%
GIB	31	Discounted cash flow	Non-performance risk Lapse rates Withdrawal rates Utilization rates Volatility rates - Equity	96.0 bps 0.8%-15.6% 0%-2% 0%-100% 7%-32%	1.69% 0.91% 5.82% 24%
GMAB	2	Discounted cash flow	Non-performance risk Lapse rates Volatility rates - Equity	96.0 bps 0.8%-16% 7%-32%	1.69% 24%

______________

(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.

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 September 30, 2021 and December 31, 2020, respectively, are approximately $487 million and $586 million 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 September 30, 2021 and December 31, 2020, 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.

57

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

•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 September 30, 2021 and December 31, 2020, 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.

GMIB Reinsurance Contract Asset, Amounts Due from Reinsurers and GMxB Derivative Features

Significant unobservable inputs with respect to the fair value measurement of the Level 3 GMIB reinsurance contract asset and the Level 3 liabilities identified in the table above are developed using Company data.

The significant unobservable inputs used in the fair value measurement of the Company’s GMIB reinsurance contract asset are lapse rates, withdrawal rates, and GMIB utilization rates. Significant increases in GMIB utilization rates or decreases in lapse or withdrawal rates in isolation would tend to increase the GMIB reinsurance contract asset.

Fair value measurement of the GMIB reinsurance contract asset, GMIB NLG Reinsurance and liabilities includes dynamic lapse and GMIB utilization assumptions whereby projected contractual lapses and GMIB utilization reflect the projected net amount of risks of the contract. As the net amount of risk of a contract increases, the assumed lapse rate decreases and the GMIB utilization increases. Increases in volatility would increase the asset and liabilities.

The significant unobservable inputs used in the fair value measurement of the Company’s GMIBNLG liability and GMIB NLG Reinsurance are lapse rates, withdrawal rates, GMIB utilization rates, adjustment for non-performance risk and NLG forfeiture rates. NLG forfeiture rates are caused by excess withdrawals above the annual GMIB accrual rate that cause the NLG to expire. Significant decreases in lapse rates, NLG forfeiture rates, adjustment for non-performance risk and GMIB utilization rates would tend to increase the GMIBNLG liability and GMIB NLG Reinsurance, while decreases in withdrawal rates and volatility rates would tend to decrease the GMIBNLG liability and GMIB NLG Reinsurance.

The significant unobservable inputs used in the fair value measurement of the Company’s GMWB and GWBL liability are lapse rates and withdrawal rates. Significant increases in withdrawal rates or decreases in lapse rates in isolation would tend to increase these liabilities. Increases in volatility would increase these liabilities.

Carrying Value of Financial Instruments Not Otherwise Disclosed in Note 3 and Note 4

The carrying values and fair values as of September 30, 2021 and December 31, 2020 for financial instruments not otherwise disclosed in Note 3 and Note 4 are presented in the table below:

58

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Carrying Values and Fair Values for Financial Instruments Not Otherwise Disclosed

	Carrying Value		Fair Value
			Level 1		Level 2		Level 3		Total
	(in millions)
September 30, 2021:
Mortgage loans on real estate	$	13,431	$	—	$	—	$	13,757	$	13,757
Policy loans	$	3,541	$	—	$	—	$	4,559	$	4,559
Loans to affiliates	$	1,900	$	—	$	1,998	$	—	$	1,998
Policyholders’ liabilities: Investment contracts (1)	$	1,935	$	—	$	—	$	2,056	$	2,056
FHLB funding agreements	$	6,807	$	—	$	6,864	$	—	$	6,864
FABN funding agreements	$	5,732	$	—	$	5,733	$	—	$	5,733
Separate Accounts liabilities	$	11,092	$	—	$	—	$	11,092	$	11,092
December 31, 2020:
Mortgage loans on real estate	$	13,142	$	—	$	—	$	13,474	$	13,474
Policy loans	$	3,635	$	—	$	—	$	4,794	$	4,794
Loans to affiliates	$	900	$	—	$	938	$	—	$	938
Policyholders’ liabilities: Investment contracts	$	2,069	$	—	$	—	$	2,275	$	2,275
FHLB funding agreements	$	6,897	$	—	$	6,990	$	—	$	6,990
FABN funding agreements	$	1,939	$	—	$	1,971	$	—	$	1,971
Separate Accounts liabilities	$	10,081	$	—	$	—	$	10,081	$	10,081

_____________

(1) As of September 30, 2021, reflects transfer of certain policyholders account balances to future policyholder benefits and other policyholders liabilities related to structured settlement contracts.

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.

Loans to Affiliates

The fair value of loans to affiliates is calculated by matrix or model pricing. The matrix pricing approach to fair value is a discounted cash flow methodology that incorporates market interest rates commensurate with the credit quality and duration of the investment.

FHLB Funding Agreements

The fair values of the Company’s FHLB funding agreements are determined by discounted cash flow analysis based on the indicative funding agreement rates published by the FHLB.

FABN Funding Agreements

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

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

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. See Note 2 to Notes to Consolidated Financial Statements for details of investments in COLI policies.

9)    INCOME TAXES

Income tax expense for the three and nine months ended September 30, 2021 and 2020 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.

10)    RELATED PARTY TRANSACTIONS

In June 2021, Equitable Life made a $1.0 billion 10-year term loan to Holdings. The loan has an interest rate of 3.23% and matures in June 2031.

11)    EQUITY

AOCI represents cumulative gains (losses) on items that are not reflected in net income (loss). The balances as of September 30, 2021 and December 31, 2020 follow:

	September 30,		December 31,
	2021		2020
	(in millions)
Unrealized gains (losses) on investments	$	2,291	$	4,600
Defined benefit pension plans	(5)		(5)
Accumulated other comprehensive income (loss) attributable to Equitable Financial	$	2,286	$	4,595

The components of OCI, net of taxes for the three and nine months ended September 30, 2021 and 2020, follow:

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
	(in millions)
Change in net unrealized gains (losses) on investments:
Net unrealized gains (losses) arising during the period	$	(285)	$	295	$	(2,409)	$	4,524
(Gains) losses reclassified into net income (loss) during the period (1)	(130)		(23)		(608)		(205)
Net unrealized gains (losses) on investments	(415)		271		(3,017)		4,318
Adjustments for policyholders’ liabilities, DAC, insurance liability loss recognition and other	61		(24)		708		(992)
Change in unrealized gains (losses), net of adjustments (net of deferred income tax expense (benefit) of $(94), $66, $(614) and $884)	(354)		247		(2,309)		3,327
Other comprehensive income (loss), attributable to Equitable Financial	$	(354)	$	247	$	(2,309)	$	3,327

____________

(1)See “Reclassification adjustments” in Note 3. Reclassification amounts presented net of income tax expense (benefit) of $35 million, $(6) million , $162 million and $(55) million for the three and nine months ended September 30, 2021 and 2020, 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 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.

Permitted Statutory Accounting Practices

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. Application of the permitted practice partially mitigates the Regulation 213 impact of the Venerable transaction on Equitable Financial’s statutory capital and surplus. The impact of the application of this permitted practice was an increase of approximately $1.5 billion in statutory special surplus funds and an increase of $1.6 billion in statutory net income as of September 30, 2021 and for the nine-month period then ended, which will be amortized over 5 years for each of the retrospective and prospective components. The permitted practice also resets Equitable Financial’s unassigned surplus to zero as of June 30, 2021 to reflect the transformative nature of the Venerable transaction.

12)     REDEEMABLE NONCONTROLLING INTEREST

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

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
	(in millions)
Balance, beginning of period	$	24	$	36	$	41	$	39
Net earnings (loss) attributable to redeemable noncontrolling interests	—		3		1		—
Purchase/change of redeemable noncontrolling interests	1		(1)		(17)		(1)
Balance, end of period	$	25	$	38	$	25	$	38

13)    COMMITMENTS AND CONTINGENT LIABILITIES

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,

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

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 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 possible 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 September 30, 2021, 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 $150 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 August 2015, a lawsuit was filed in Connecticut Superior Court entitled Richard T. O’Donnell, on behalf of himself and all others similarly situated v. AXA Equitable Life Insurance Company. This lawsuit is a putative class action on behalf of all persons who purchased variable annuities from Equitable Financial, which were subsequently subjected to the volatility management strategy and who suffered injury as a result thereof. Plaintiff asserts a claim for breach of contract alleging that Equitable Financial implemented the volatility management strategy in violation of applicable law. Plaintiff seeks an award of damages individually and on a classwide basis, and costs and disbursements, including attorneys’ fees, expert witness fees and other costs. In 2015, the case was transferred to the Southern District of New York and, in 2018, transferred back to Connecticut Superior Court. In August 2019, the court granted Equitable Financial’s motion to strike, which sought dismissal of the complaint, and in September 2019, Plaintiff filed an Amended Class Action Complaint. Equitable Financial filed renewed motions to strike and to dismiss and for an entry of judgment in October 2019. In August 2020, the court granted Equitable Financial’s motion for entry of judgment. Plaintiff filed a notice of appeal. We are vigorously defending this matter.

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 Arizona in 2017 and consolidated with the Brach matter. The consolidated amended class action complaint alleges the following claims: breach of contract;

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

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: (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. Equitable Financial has commenced settlement discussions with the Brach class action plaintiffs through a non-binding mediation process. No assurances can be given about the outcome of that mediation process. Separately, a substantial number of policy owners have opted out of the Brach class action and are not participating in that mediation process. Most have not yet filed suit. Others filed suit previously. They include 5 other federal actions challenging the COI rate increase that are also pending against Equitable Financial and have been coordinated with the Brach action for the purposes of pre-trial activities. They contain allegations similar to those in the Brach action as well as additional allegations for violations of various states’ consumer protection statutes and common law fraud. NaN actions are also pending against Equitable Financial in New York state court. Equitable Financial is vigorously defending each of these matters.

As with other financial services companies, the Company 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. For example, among other matters, the Company has been cooperating with the U.S. Securities and Exchange Commission (the “SEC”) concerning the SEC’s investigation into the Company’s non-ERISA K-12 403(b) and 457 sales and disclosure practices.

Obligations under Funding Agreements

Federal Home Loan Bank

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 $318 million and pledged collateral with a carrying value of $10.4 billion as of September 30, 2021. 

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 “Derivative and offsetting assets and liabilities” included in Note 4. The table below summarizes the Company’s activity of funding agreements with the FHLB.

Change in FHLB Funding Agreements during the Nine Months Ended September 30, 2021

	Outstanding Balance at December 31, 2020		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 September 30, 2021
	(in millions)
Short-term funding agreements:
Due in one year or less	$	5,634	$	46,301	$	46,389	$	322	$	—	$	5,868
Long-term funding agreements:
Due in years two through five	722		—		—		(322)		409		809
Due in more than five years	534		—		—		—		(409)		125
Total long-term funding agreements	1,256		—		—		(322)		—		934
Total funding agreements (1)	$	6,890	$	46,301	$	46,389	$	—	$	—	$	6,802

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

____________

(1)The $5 million and $7 million difference between the funding agreements carrying value shown in fair value table for September 30, 2021 and December 31, 2020, respectively, reflects the remaining amortization of a hedge implemented and closed, which locked in the funding agreements borrowing rates.

Funding Agreement-Backed Notes Program

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. As of May 2021, the maximum aggregate principal amount of Trust notes permitted to be outstanding at any one time is $10 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 issuances of funding agreements under the FABN.

Change in FABN Funding Agreements during the Nine Months Ended September 30, 2021

	Outstanding Balance at December 31, 2020		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 September 30, 2021
	(in millions)
Short-term funding agreements:
Due in one year or less	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Long-term funding agreements:
Due in years two through five	1,150		2,450		—		—		—		—		3,600
Due in more than five years	800		1,359		—		—		—		(30)		2,129
Total long-term funding agreements	1,950		3,809		—		—		—		(30)		5,729
Total funding agreements (1)	$	1,950	$	3,809	$	—	$	—	$	—	$	(30)	$	5,729

_____________

(1)The $27 million and $11 million difference between the funding agreements notional value shown and carrying value table as of September 30, 2021 and December 31, 2020, respectively, reflects the remaining amortization of the issuance cost of the funding agreements and the foreign currency transaction adjustment.

Guarantees and Other Commitments

The Company provides certain guarantees or commitments to affiliates and others. As of September 30, 2021, these arrangements include commitments by the Company to provide equity financing of $1.4 billion (including $380 million with affiliates) 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 September 30, 2021. The Company had $714 million of commitments under existing mortgage loan agreements as of September 30, 2021.

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 FINANCIAL LIFE INSURANCE COMPANY

Notes to Consolidated Financial Statements (Unaudited), Continued

Pursuant to certain assumption agreements (the “Assumption Agreements”), AXA Financial legally assumed primary liability from Equitable Financial for all current and future liabilities of Equitable Financial under certain employee benefit plans that provide participants with medical, life insurance and deferred compensation benefits as well as under the AXA Equitable Retirement plan, a frozen qualified pension plan. Equitable Financial remains secondarily liable for its obligations under these plans and would recognize such liabilities in the event AXA Financial does not perform under the terms of the Assumption Agreements. On October 1, 2018, AXA Financial merged with and into its direct parent, Holdings, with Holdings continuing as the surviving entity.

14)    SUBSEQUENT EVENTS

Coinsurance Funds Withheld Reinsurance Agreement

Effective October 1, 2021, the Company entered with Swiss Re Life & Health America Inc (“Swiss Re” ), into a coinsurance with funds withheld reinsurance agreement under which the Company retains the assets related to the underlying policies, term life insurance policies issued between 2009 and 2020. While the associated interest and credit risk of these assets has been transferred to Swiss Re, reinsurance agreements that do not indemnify the Company against loss or liability relating to insurance risk are recorded using the deposit method of accounting. There was no cash or assets exchanged upon entering into this agreement, so no deposit liability has yet been recorded.

The coinsurance with funds withheld agreement contains embedded derivatives related to the withheld assets, which were immaterial as of the effective date of the agreement. Embedded derivatives are recorded at estimated fair value with changes in estimated fair value reported in net income.

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Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations

Management’s discussion and analysis of financial condition and results of operations is presented pursuant to General Instruction (H)(2)(a) of Form 10-Q. The management’s narrative that follows should be read in conjunction with the consolidated financial statements and the related Notes to Consolidated Financial Statements included elsewhere herein, with the information provided under “Note Regarding Forward-looking Statements and Information” included elsewhere herein and Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) in Part II, Item 7 and “Risk Factors” in Part I, Item 1A included in Equitable Financial’s Annual Report on Form 10-K for the year ended December 31, 2020 (“2020 Form 10-K”). The management’s narrative that follows represents a discussion and analysis of Equitable Financial’s financial condition and results of operations and not the financial condition and results of operations of Equitable Holdings, Inc. (“Holdings”).

Executive Summary

Overview

We are one of America’s leading financial services companies, providing advice and solutions for helping Americans set and meet their retirement goals and protect and transfer their wealth across generations. We operate as a single segment entity based on the manner in which we use financial information to evaluate business performance and to determine the allocation of resources. We benefit from our complementary mix of product offerings. This mix in product offerings provides diversity in our earnings sources, which helps offset fluctuations in market conditions and variability in business results, while offering growth opportunities.

Reinsurance of Legacy Variable Annuity Block and Sale of Runoff Variable Annuity Reinsurance Entity

On June 1, 2021, Holdings completed its previously announced sale (the “Transaction”) of Corporate Solutions Life Reinsurance Company, an insurance company domiciled in Delaware and wholly owned subsidiary of Holdings (“CSLRC”), to Venerable Insurance and Annuity Company, an insurance company domiciled in Iowa (“VIAC”), pursuant to the Master Transaction Agreement, dated October 27, 2020 (the “Master Transaction Agreement”), among the Company, VIAC and, solely with respect to Article XIV thereof, Venerable Holdings, Inc., a Delaware corporation (“Venerable”). VIAC issued a surplus note in aggregate principal amount of $50 million to Equitable Financial for cash consideration.

Immediately following the closing of the Transaction, CSLRC and Equitable Financial entered into a coinsurance and modified coinsurance agreement (the “Reinsurance Agreement”), pursuant to which Equitable Financial ceded to CSLRC, on a combined coinsurance and modified coinsurance basis, legacy variable annuity policies sold by Equitable Financial between 2006-2008 (the “Block”), comprised of non-New York “Accumulator” policies containing fixed rate Guaranteed Minimum Income Benefit and/or Guaranteed Minimum Death Benefit guarantees. At the closing of the Transaction, CSLRC deposited assets supporting the general account liabilities relating to the Block into a trust account for the benefit of Equitable Financial, which assets will secure its obligations to Equitable Financial under the Reinsurance Agreement. The Company transferred assets of $9.5 billion, including primarily available for sale securities and cash, to a collateral trust account as the consideration for the reinsurance transaction. In addition, the Company recorded $9.6 billion of direct insurance liabilities ceded under the reinsurance contract, of which $5.3 billion is accounted at fair value, as the reinsurance of GMxB with no lapse guarantee riders are embedded derivatives. Additionally, $16.9 billion of Separate Account liabilities were ceded under a modified coinsurance portion of the agreement.

In addition, upon the completion of the Transaction, Equitable Investment Management Group, LLC (“EIMG”), a wholly owned subsidiary of the Company, acquired an approximate 9.09% equity interest in Venerable’s parent holding company, VA Capital Company LLC. In connection with such investment, EIMG designated a member to the Board of Managers of VA Capital Company LLC.

Transfer of Investment Management and Administration Agreements to EIM

On June 22, 2021, Holdings formed Equitable Investment Management, LLC (“EIM”), a wholly owned indirect subsidiary of Holdings. Effective August 1, 2021, EIMG terminated, and EIM, entered into certain administrative agreements with separate accounts held by Equitable Financial. In addition, on October 1, 2021, Equitable Financial entered into an investment advisory and management agreement in which EIM will become the investment manager for the Equitable Financial’s general account portfolio. The impact in future net earnings is expected to be immaterial.

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COVID-19 Impact

We continue to closely monitor developments related to the COVID-19 pandemic. The extent of the pandemic’s impact on us will depend on future developments that remain highly uncertain. It is not possible to predict or estimate the longer-term effects of the pandemic, or any additional actions taken to contain or address the pandemic, on the economy and on our business, results of operations, and financial condition, including the impact on our investment portfolio or the need for us to revisit or revise targets previously provided to the markets and/or aspects of our business model. For additional information regarding the potential impacts of the COVID-19 pandemic and action we have taken to mitigate certain impacts, see “Risk Factors—Risks Relating to Conditions in the Financial Markets and Economy—The coronavirus (COVID-19) pandemic” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Executive Summary—COVID-19 Impact” in the 2020 Form 10-K.

Revenues

Our revenues come from three principal sources:

•fee income derived from our products;

•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 life insurance and annuity products which 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.

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 are recognized in the periods in which they occur while corresponding changes in offsetting liabilities not measured at fair value, are recognized over time. This results in net income volatility as further described below. See “—Significant Factors Impacting Our Results—Impact of Hedging and GMIB 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

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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 higher net income volatility on a period-over-period basis.

An additional source of net income (loss) volatility is the impact of the Company’s annual actuarial assumption review. See “—Significant Factors Impacting Our Results—Assumption Updates and Model Changes”, for further detail of the impact of assumption updates on net income (loss) in first quarter 2020.

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

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. These programs include:

•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 partially recognized in the current period, resulting in net income volatility. 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 an increase in net income volatility.

•GMxB reinsurance contracts. Historically, GMIB reinsurance contracts were used to cede to affiliated and non-affiliated reinsurers a portion of our exposure to variable annuity products that offer a GMIB feature. We account for the GMIB reinsurance contracts as derivatives and report them at fair value. Gross GMIB reserves are calculated on the basis of assumptions related to projected benefits and related contract charges over the lives of the contracts. Accordingly, our gross reserves will not immediately reflect the offsetting impact on future claims exposure resulting from the same capital market or interest rate fluctuations that cause gains or losses on the fair value of the GMIB reinsurance contracts. Because changes in the fair value of the GMIB reinsurance contracts are recorded in the period in which they occur and a majority of the changes in gross reserves for GMIB are recognized over time, net income will be more volatile. In addition, on June 1, 2021, we ceded legacy variable annuity policies sold by EFLIC between 2006-2008 (the “Block”), comprised of non-New York “Accumulator” policies containing fixed rate GMIB and/or GMDB guarantees. As this contract provides full risk transfer, the benefits of this treaty are accounted for in the same manner as the underlying gross reserves.

Effect of Assumption Updates on Operating Results

Our actuaries oversee the valuation of the product liabilities and assets and review the underlying inputs and assumptions. We comprehensively review the actuarial assumptions underlying these valuations and update assumptions during the third quarter of each year. 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. Changes in assumptions can result in a significant change to the carrying value of product liabilities and assets and, consequently, the impact could be material to earnings in the period of the change.

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 and unearned revenues and assets for DAC and DSI. The valuation of these assets and liabilities (other than deposits) are 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:

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(i) traditional life insurance products for which assumptions are locked in at inception; (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 for which benefit liabilities are accrued over the life of the contract in proportion to actual and future expected policy assessments; 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 2020 Form 10-K.

Assumption Updates and Model Changes

We conduct our annual review of our assumptions and models during the third quarter of each year. We also update our assumptions as needed in the event we become aware of economic conditions or events that could require a change in assumptions that we believe may have a significant impact to the carrying value of product liabilities and assets and consequently materially impact our earnings in the period of the change.

Impact of Assumption Updates and Model Changes on Income from Continuing Operations before income taxes and Net income (loss)

The table below presents the impact of our actuarial assumption update during the three and nine months ended September 30, 2021 and 2020 to our income (loss) from continuing operations, before income taxes and net income (loss).

	Three Months Ended September 30,				Nine Months Ended September 30, (1)
	2021		2020		2021		2020
	(in millions)
Impact of assumption update on Net income (loss):
Variable annuity product features related assumption update	$	(146)	$	(41)	$	(146)	$	(1,496)
All other assumption updates	(16)		(83)		(16)		(750)
Impact of assumption updates on Income (loss) from continuing operations, before income tax	(162)		(124)		(162)		(2,246)
Income tax (expense) benefit on assumption update	34		26		34		472
Net income (loss) impact of assumption update	$	(128)	$	(98)	$	(128)	$	(1,774)

______________

(1)During the first quarter of 2020, we updated interest rate assumption and the impact was a decrease to Net income (loss) of $1.7 billion. See Note 2 for further details on the assumption update.

2021 Assumption Updates

The impact of the economic assumption update in the third quarter of 2021 was a decrease of $162 million to income (loss) from continuing operations, before income taxes and a decrease to net income (loss) of $128 million. As part of this annual update, the reference interest rate utilized in our GAAP fair value calculations was updated from the LIBOR swap curve to the US Treasury curve due to the impending cessation of LIBOR and our GAAP fair value liability risk margins were increased, resulting in little impact to overall valuation as our view regarding market participant pricing of our guarantees has not changed at this time.

The net impact of this assumption update on income (loss) from continuing operations, before income taxes of $162 million consisted of a decrease in policy charges and fee income of $32 million, a decrease in policyholders’ benefits of $100 million, a decrease in net derivative gains of $249 million and a decrease in the amortization of DAC of $19 million.

2020 Assumption Updates

Annual Update

The impact of the economic assumption update in the third quarter of 2020 was a decrease of $124 million to income (loss) from continuing operations, before income taxes and a decrease to net income (loss) of $98 million.

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The net impact of this assumption update on income (loss) from continuing operations, before income taxes of $124 million consisted of a decrease in policy charges and fee income of $21 million, an increase in policyholders’ benefits of $175 million, an increase in interest credited to policyholders’ account balances of $8 million, an increase in net derivative gains of $106 million and an increase in the amortization of DAC of $26 million.

Our annual review in 2020 resulted in the removal of the credit risk adjustment from our fair value scenario calibration to reflect our revised view of market participant practices, offset by updates to our mortality and policyholder behavior assumptions to reflect emerging experience.

First Quarter Update

Due to the extraordinary economic conditions driven by the COVID-19 pandemic in the first quarter of 2020, we updated our interest rate assumption to grade from the current spot interest rate curve to an ultimate five-year historical average over a 10-year period. As such, the 10-year U.S. Treasury yield grades from the current level to an ultimate 5-year average of 2.25%.

The low interest rate environment and subsequent update to the interest rate assumption caused a loss recognition event for our life interest-sensitive products, as well as to certain run-off business. This loss recognition event caused an acceleration of DAC amortization on our life interest-sensitive products and an increase in the premium deficiency reserve on the run-off business in the first quarter of 2020.

The impact of the economic assumption update in the first quarter of 2020 was a decrease of $2.1 billion to income (loss) from continuing operations, before income taxes and a decrease to net income (loss) of $1.7 billion.

The net impact of this assumption update on income (loss) from continuing operations, before income taxes of $2.1 billion consisted of an increase in policy charges and fee income of $54 million, an increase in policyholders’ benefits of $1.3 billion, a decrease in interest credited to policyholders’ account balances of $6 million and an increase in the amortization of DAC of $840 million.

2021 Model Changes

There were no material model changes in the first nine months of 2021.

2020 Model Changes

In the first quarter of 2020, we adopted a new economic scenario generator to calculate the fair value of the GMIB reinsurance contract asset and GMxB derivative features liability, eliminating reliance on AXA for scenario production. The economic scenario generator allows for a tighter calibration of U.S. indices, better reflecting our actual portfolio. The net impact of the economic scenario generator resulted in an increase in income (loss) from continuing operations, before income taxes of $165 million, and an increase to net income (loss) of $130 million for the nine months ended September 30, 2020. There were no other model changes that made a material impact to our income (loss) from continuing operations, before income taxes or net income (loss).

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Impact of Assumption Update and COVID-19 Impacts on Income from Continuing Operations before income taxes and Net income (loss)

The table below presents the COVID-19 pandemic related impacts on income (loss) from continuing operations, before income taxes and on net income (loss) during the nine months ended September 30, 2020:

	Nine Months Ended September 30, 2020
	COVID-19 Impacts
	Interest Rate Assumption Update		Impacts other than Interest Rate Assumption Update (1)		Total
	(in millions)
Net income (loss) from continuing operations, before income taxes	$	(2,122)	$	(105)	$	(2,227)
Income tax (expense) benefit	446		22		468
Net income (loss) from continuing operations, net of taxes	$	(1,676)	$	(83)	$	(1,759)

______________

(1)Includes amounts primarily due to non-variable annuity hedging impacts resulting from unprecedented volatility in equity markets and accelerated amortization of DAC due to loss recognition in the first half of 2020 resulting from first quarter 2020 interest rate assumption update.

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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.

Financial and Economic Environment

A wide variety of factors continue to impact financial and economic conditions. These factors include, among others, significant volatility in financial markets, economic growth, inflation rates, supply chain disruptions, continued low interest rates and changes in fiscal or monetary policy.

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 and our insurance liabilities and derivatives are sensitive to changing market factors. 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 AV 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, coupled with prevailing interest rates falling and/or remaining below historical averages, 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 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”.

Interest Rate Environment

We believe the interest rate environment will continue to impact our business and financial performance in the future for several reasons, including the following:

•Certain of our variable annuity and life insurance products pay guaranteed minimum interest crediting rates. We are required to pay these guaranteed minimum rates even if earnings on our investment portfolio decline, with the resulting investment margin compression negatively impacting earnings. In addition, we expect more policyholders to hold policies with comparatively high guaranteed rates longer (lower lapse rates) in a low interest rate environment. Conversely, a rise in average yield on our investment portfolio should positively impact earnings. Similarly, we expect policyholders would be less likely to hold policies with existing guaranteed rates (higher lapse rates) as interest rates rise.

•A prolonged low interest rate environment also may subject us to increased hedging costs or an increase in the amount of statutory reserves that our insurance subsidiaries are required to hold for GMxB features, lowering their statutory surplus, which would adversely affect their ability to pay dividends to us. In addition, it may also increase the perceived value of GMxB features to our policyholders, which in turn may lead to a higher rate of annuitization and higher persistency of those products over time. Finally, low interest rates may continue to cause an acceleration of DAC amortization or reserve increase due to loss recognition for interest-sensitive products.

For a discussion on derivatives we used to hedge interest rates, see Note 4 of the Notes to the Consolidated Financial Statements in this Form 10-Q.

Regulatory Developments

We are regulated primarily by the NYDFS, with some policies and products also subject to federal regulation. 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. For additional information on the regulatory developments and risk we face, see “Business—Regulation” and “Risk Factors—Legal and Regulatory Risks” in the 2020 Form 10-K, as amended or

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supplemented in our subsequently filed Quarterly Reports on Form 10-Q in “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Macroeconomic and Industry Trends—Regulatory Developments.”

Regulation 213. In New York, Regulation 213, adopted in May of 2019 and as subsequently amended, differs from the NAIC variable annuity reserve and capital framework. Regulation 213, as amended, will not materially affect Holdings’ U.S. GAAP financial condition, results of operations or stockholders’ equity. However, Regulation 213, absent management action, 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. Absent management action, Regulation 213 will (i) negatively impact Equitable Financial’s surplus level and RBC ratio and (ii) materially and adversely affect Equitable Financial’s dividend capacity from 2021 and moving forward. These impacts would be more adverse in periods of rising equity and/or interest rate markets, as was the case following the equity market appreciation in the second half of 2020 and the nine months of 2021. Such impacts were exacerbated upon closing of the Venerable transaction. Equitable Financial was granted a permitted practice by the NYDFS which partially mitigates the Regulation 213 impact of the Venerable transaction to make the regulation’s application to Equitable Financial more consistent with the NAIC reserve and capital framework. Equitable Financial also entered into a reinsurance agreement with Swiss Re Life & Health America Inc. (“Swiss Re”) effective October 1, 2021, and we completed certain internal restructurings that increase cash flows to Holdings from non-life insurance entities, which further mitigate the impacts from Regulation 213. We are considering additional management actions intended to reduce the impact of the regulation which could include seeking further amendment of Regulation 213 or exemptive relief therefrom, changing our underwriting practices to emphasize issuing variable annuity products out of affiliates which are not domiciled in New York, increasing the use of reinsurance and pursuing other corporate transactions. There can be no assurance that any management action individually or collectively will fully mitigate the impact of Regulation 213. Other state insurance regulators may also propose and adopt standards that differ from the NAIC framework. See Note 10 of the Notes to the Consolidated Financial Statements for additional detail on the permitted practice granted by the NYDFS and Note 17 of the Notes to the Consolidated Financial Statements for additional detail on the reinsurance agreement with Swiss Re.

Fiduciary Rules / “Best Interest” Standards of Conduct

In December 2020, the DOL finalized a “best interest” prohibited transaction exemption (“PTE 2020-02”) for investment advice fiduciaries under ERISA, with an enforcement date of December 20, 2021. The new rule restores the five-part test for determining fiduciary status that was in effect prior to the 2016 DOL Fiduciary Rule, although the scope of PTE 2020-02 extends to rollover transactions if they constitute “investment advice” under the five-part test. If fiduciary status is triggered, PTE 2020-02 prescribes a set of impartial conduct standards and disclosure obligations that are intended to be consistent with the SEC’s Regulation Best Interest. We are currently devoting significant time and resources towards coming into compliance with PTE 2020-02 but do not expect the new rules to have a material impact on our business. However, in June 2021 the DOL updated its formal regulatory agenda to include issuance of a proposed rule making by year-end 2021 that would further amend its fiduciary regulations, including PTE 2020-02 and, possibly, other existing prohibited transaction exemptions.

In April 2021, the Appellate Division of the NYS Supreme Court, Third Department, overturned NY Department of Financial Services Regulation 187 — Suitability and Best Interests in Life Insurance and Annuity Transactions (“Regulation 187”) for being unconstitutionally vague. In June 2021, the NYDFS appealed this ruling to the New York State Court of Appeals, which automatically granted a stay, meaning that Regulation 187 remains in effect pending a decision by the Court of Appeals.

Climate Risks. In September 2020, the NYDFS announced that it expects insurers to integrate financial risks from climate change into their governance frameworks, risk management processes, and business strategies, and that it will integrate questions on this topic into their examinations in 2021. In March 2021, the NYDFS issued for public comment proposed guidance for New York domestic insurers, such as Equitable Financial, which states that insurers are expected to take a proportionate approach to managing climate risks that reflects its exposure to climate risks. For example, an insurer should integrate the evaluation of climate risks into its governance structure and use scenario analysis to guide risk assessment. We provided comments after reviewing the NYDFS’ proposed guidance designed to ensure that such guidance is consistent with our existing risk management framework. The NYDFS intends to formally adopt the guidance, as modified by the comment process, in the fourth quarter of 2021.

On July 14, 2021, the NYDFS published notice of the adoption of amendments to the regulation governing enterprise risk management, effective August 13, 2021. The amendments require that certain additional risks, including climate change, be included in an insurance group’s enterprise risk management function, among other requirements.

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NYDFS Guidance on Diversity and Corporate Governance. In March 2021, the NYDFS issued a circular letter which states that the NYDFS expects the insurers that it regulates to make diversity of their leadership a business priority and a key element of their corporate governance. The NYDFS is collecting data from New York domestic and authorized foreign insurers that meet certain premium thresholds, including Equitable Financial, regarding the diversity of corporate boards and management, and it will include diversity-related questions in its examination process starting in 2022. We are considering the NYDFS’ guidance as part of our commitment to diversity and inclusion.

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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 Equitable Financial 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.

The following table summarizes our consolidated statements of income (loss) for the nine months ended September 30, 2021 and 2020:

Consolidated Statement of Income (Loss)

	Nine Months Ended September 30,
	2021		2020
	(in millions)
REVENUES
Policy charges and fee income	$	2,581	$	2,582
Premiums	574		613
Net derivative gains (losses)	(4,152)		2,097
Net investment income (loss)	2,655		2,334
Investment gains (losses), net:
Credit losses on AFS debt securities and loans	4		(47)
Other investment gains (losses), net	753		262
Total investment gains (losses), net	757		215
Investment management and service fees	791		744
Other income	65		43
Total revenues	3,271		8,628
BENEFITS AND OTHER DEDUCTIONS
Policyholders’ benefits	2,383		4,267
Interest credited to policyholders’ account balances	841		845
Compensation and benefits	246		210
Commissions	494		462
Interest expense	1		—
Amortization of deferred policy acquisition costs	342		1,290
Other operating costs and expenses	847		653
Total benefits and other deductions	5,154		7,727
Income (loss) from continuing operations, before income taxes	(1,883)		901
Income tax (expense) benefit	500		(181)
Net income (loss)	(1,383)		720
Less: Net income (loss) attributable to the noncontrolling interest	1		(1)
Net income (loss) attributable to Equitable Financial	$	(1,384)	$	721

The following discussion compares the results for the nine months ended September 30, 2021 to the nine months ended September 30, 2020.

Nine Months Ended September 30, 2021 Compared to the Nine Months Ended September 30, 2020

Net Income (Loss) Attributable to Equitable Financial

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Net income (loss) attributable to Equitable Financial decreased by $2.1 billion, to a net loss of $1.4 billion for the nine months ended September 30, 2021 from a net income of $721 million for the nine months ended September 30, 2020, primarily driven by the following notable items:

Unfavorable items included:

•Net derivative gains decreased by $6.2 billion mainly due to a decrease in interest rates during 2020 compared to an increase in interest rates during 2021 and greater equity market appreciation in 2021 compared to 2020, as well as non-performance risk and credit spreads widening during 2020.

•Other operating costs and expenses increased by $194 million primarily driven by legal accruals related to the COI litigation.

•Commissions increased by $32 million mainly due to higher asset balance.

These were partially offset by the following favorable items:

•Policyholders’ benefits decreased by $1.9 billion mainly due to the non-recurrence of the interest rate assumption update in the first quarter of 2020 and equity markets appreciation in the nine months ended September 30, 2021. This was partially offset by an increase in death claims.

•Amortization of DAC decreased by $948 million mainly due to the interest rate assumption update in the first quarter of 2020 as a result of the extraordinary economic conditions driven by COVID-19. As a result of the lower interest rate assumption, our life products experienced loss recognition resulting in an acceleration of DAC amortization in the first nine months of 2020.

•Net investment gains increased by $542 million primarily due to the rebalancing in the General Account associated with the Venerable transaction.

•Net investment income increased by $321 million mainly driven by higher prepayments, higher asset balances and higher income from our alternative investment portfolio partially offset by the Venerable transaction.

•Fee-type revenue increased by $29 million mainly due to higher base fees, performance fees and distribution revenues as a result of higher average AUM revenues and higher fees as a result of higher average Separate Accounts AV.

•Income tax expense decreased by $681 million primarily driven by a pre-tax loss in the first nine months of 2021 compared to pre-tax income in the first nine months of 2020.

See “—Significant Factors Impacting Our Results—Assumption Updates and Model Changes” for more information regarding the assumption update.

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 to the Company’s consolidated financial statements included in our 2020 Form 10-K. The most critical estimates include those used in determining:

•liabilities for future policy benefits;

•accounting for reinsurance;

•capitalization and amortization of DAC and policyholder bonus interest credits;

•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;

•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

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financial services industries while others are specific to our business and operations. Actual results could differ from these estimates.

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 Annual Report on Form 10-K for the year ended December 31, 2020 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 September 30, 2021, the Company’s disclosure controls and procedures were effective.

No change in the Company’s internal control over financial reporting, as defined in Exchange Act Rule 13a-15(f), occurred during the nine months ended September 30, 2021, that has materially affected, or is reasonably likely to materially affect, 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 13 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 Annual Report on Form 10-K for the year ended December 31, 2020.

Item 1A. Risk Factors

You should carefully consider the risks described in the “Risk Factors” section included in our Annual Report on Form 10-K for the year ended December 31, 2020, as amended or supplemented in our subsequently filed Quarterly Reports on Form 10-Q. 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

Not applicable.

Item 3.     Defaults Upon Senior Securities

Not applicable.

Item 4.    Mine Safety Disclosures

Not applicable.

Item 5.     Other Information

None.

INDEX TO EXHIBITS

Number		Description
31.1	#	Section 302 Certification made by the registrant’s Chief Executive Officer
31.2	#	Section 302 Certification made by the registrant’s Chief Financial Officer
32.1	#	Section 906 Certification made by the registrant’s Chief Executive Officer
32.2	#	Section 906 Certification made by the registrant’s Chief Financial Officer
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

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.

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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.
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.
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 deposits and Renewal premium and deposits.

Invested assets	Includes fixed maturity securities, equity securities, mortgage loans, policy loans, alternative investments and short-term investments.
Premium and deposits	Amounts a policyholder agrees to pay for an insurance policy or annuity contract that may be paid in one or a series of payments as defined by the terms of the policy or contract.
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”).
Product Terms
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.

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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 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).
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.
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 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.
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.
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.

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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.
Roll-up rate	The guaranteed percentage that the benefit base increases by each year.
Separate Account	Refers to the separate account investment assets of our insurance subsidiaries excluding the assets held in those 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.
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.

ACRONYMS

•“AB” or “AllianceBernstein” means AB Holding and ABLP.

•“AFS” means available-for-sale

•“AOCI��� means accumulated other comprehensive income

•“ASC” means Accounting Standards Codification

•“ASU” means Accounting Standards Update

•“AUM” means assets under management

•“AV” means Account Value

•“AXA” means AXA S.A., a société anonyme organized under the laws of France, and formerly our controlling stockholder.

•“AXA Financial” means AXA Financial, Inc., a Delaware corporation and a former wholly-owned direct subsidiary of Holdings. On October 1, 2018, AXA Financial merged with and into Holdings, with Holdings assuming the obligations of AXA Financial.

•“BPs” means basis points

•“CDS” means credit default swaps

•“CECL” means current expected credit losses

•“COI” means cost of insurance

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•“COLI” means corporate owned life insurance

•“Holdings” 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 Holdings.

•“CS Life RE” means CS Life RE Company, an Arizona corporation and a wholly-owned indirect subsidiary of Holdings.

•“CSA” means credit support annex

•“CTE” means conditional tail expectation

•“DAC” means deferred policy acquisition costs

•“DSC” means debt service coverage

•“DSI” means deferred sales inducement

•“EAFE” means European, Australasia, and Far East

•“EFS” means Equitable Financial Services, LLC, a Delaware corporation and a wholly-owned direct subsidiary of Holdings.

•“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 Distributors” means Equitable Distributors, LLC, a Delaware limited liability company, our wholesale broker/dealer for our retirement and protection businesses 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.

•“ETF” means exchange traded funds

•“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

•“Holdings” means Equitable Holdings, Inc.

•“ISDA Master Agreement” means International Swaps and Derivatives Association Master Agreement

•“IUL” means indexed universal life

•“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

•“MSO” means Market Stabilizer Option

•“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

•“REIT” means real estate investment trusts

•“SCS” means Structured Capital Strategies

•“SEC” means U.S. Securities and Exchange Commission

•“SIO” means structured investment option

•“SPE” means special purpose entity

•“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

•“VIAC” means Venerable Insurance and Annuity Company

•“VIE” means variable interest entity

•“VOE” means voting interest entity

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Equitable Financial Life Insurance Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: November 4, 2021	EQUITABLE FINANCIAL LIFE INSURANCE COMPANY
	By:	/s/ Robin M. Raju
		Name:	Robin M. Raju
		Title:	Chief Financial Officer (Principal Financial Officer)
Date: November 4, 2021		/s/ William Eckert
		Name:	William Eckert
		Title:	Chief Accounting Officer (Principal Accounting Officer)

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