Mony Life Insurance Co Of America 10-Q 2024 Q2 Quarterly report

0000835357efloa:OthersMemberefloa:SeparateAccountMutualFundMember2023-12-31

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 June 30, 2024

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. 333-65423

————————————————

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

(Exact name of registrant as specified in its charter)

Arizona	86-0222062
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
8501 IBM Drive, Charlotte, NC	28262
(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. o

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 August 9, 2024, [2,500,000 shares] of the registrant’s $1.00 par value Common Stock were outstanding, all of which were owned indirectly by Equitable Holdings, Inc.

REDUCED DISCLOSURE FORMAT

Equitable Financial Life Insurance Company of America 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	3
	Consolidated Balance Sheets, June 30, 2024 (Unaudited) and December 31, 2023	4
	Consolidated Statements of Income (Loss), Three and Six Months Ended June 30, 2024 and 2023 (Unaudited)	5
	Consolidated Statements of Comprehensive Income (Loss), Three and Six Months Ended June 30, 2024 and 2023 (Unaudited)	6
	Consolidated Statements of Equity, Three and Six Months Ended June 30, 2024 and 2023 (Unaudited)	7
	Consolidated Statements of Cash Flows, Six Months Ended June 30, 2024 and 2023 (Unaudited)	8
	Consolidated Notes to Financial Statements:
	Note 1 - Organization	10
	Note 2 - Significant Accounting Policies	10
	Note 3 - Investments	12
	Note 4 - Derivatives	24
	Note 5 - DAC and Other Deferred Assets/Liabilities	28
	Note 6 - Fair Value Disclosures	29
	Note 7 - Liabilities for Future Policyholder Benefits	40
	Note 8 - Market Risk Benefits	43
	Note 9 - Policyholder Account Balances	44
	Note 10 - Income Taxes	49
	Note 11 - Related Party Transactions	49
	Note 12 - Equity	49
	Note 13 - Commitments and Contingent Liabilities	50
	Note 14 - Insurance Statutory Financial Information	51
	Note 15 - Unpaid Claim and Claim Expenses	52
	Note 16 - Reinsurance	52
	Note 17 - Revision of Previously Issued Financial Statements	54
	Note 18 - Subsequent Events	56
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	57
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	62
Item 4.	Controls and Procedures	62
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	63
Item 1A.	Risk Factors	63
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	63
Item 3.	Defaults Upon Senior Securities	63
Item 4.	Mine Safety Disclosures	63
Item 5.	Other Information	63
Item 6.	Exhibits	63
Signatures		70

1

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 of America (“Equitable America”) and its consolidated subsidiaries. “We,” “us” and “our” refer to Equitable America and its consolidated subsidiaries, unless the context refers only to Equitable America as a corporate entity. There can be no assurance that future developments affecting Equitable America 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 geopolitical conflicts and related economic conditions, equity market declines and volatility, interest rate fluctuations, impacts on our goodwill and changes in liquidity and access to and cost of capital; (ii) operational factors, indebtedness, protection of confidential customer information or proprietary business information, operational failures by us or our service providers, potential strategic transactions, changes in accounting standards, and catastrophic events, such as the outbreak of pandemic diseases including COVID-19; (iii) credit, counterparties and investments, including counterparty default on derivative contracts, failure of financial institutions, defaults by third parties and affiliates and economic downturns, defaults and other events adversely affecting our investments; (iv) our reinsurance and hedging programs; (v) our products, structure and product distribution, including variable annuity guaranteed benefits features within certain of our products, variations in statutory capital requirements, financial strength and claims-paying ratings 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; (vii) recruitment and retention of key employees at Equitable Financial and experienced and productive financial professionals; (viii) subjectivity of the determination of the amount of allowances and impairments taken on our investments; (ix) legal and regulatory risks, including federal and state legislation affecting financial institutions, insurance regulation and tax reform; and (x) general risks, including strong industry competition, information systems failing or being compromised and protecting our intellectual property.

Forward-looking statements should be read in conjunction with the other cautionary statements, risks, uncertainties and other factors identified in Equitable America’s Annual Report on Form 10-K for the year ended December 31, 2023, 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.

2

Part I FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

3

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Consolidated Balance Sheets

June 30, 2024 (Unaudited) and December 31, 2023

	June 30, 2024		December 31, 2023
	(in millions, except share data)
ASSETS
Investments:
Fixed maturities available-for-sale, at fair value (amortized cost of $15,776 and $10,050) (allowance for credit losses of $0 and $0 )	$	15,481	$	9,891
Mortgage loans on real estate (net of allowance for credit losses of $5 and $2)	857		294
Policy loans	287		268
Other equity investments	25		19
Other invested assets	237		351
Total investments	16,887		10,823
Cash and cash equivalents	2,221		1,838
Deferred policy acquisition costs	1,496		1,212
Amounts due from reinsurers (allowance for credit losses of $0 and $0)	1,029		961
Funds withheld receivable	9,747		10,603
Reinsurance deposit assets	12,260		12,566
Purchased market risk benefits	7		9
Other assets	427		406
Assets for market risk benefits	40		24
Separate Accounts assets	7,257		5,754
Total Assets	$	51,371	$	44,196
LIABILITIES
Policyholders’ account balances	$	31,495	$	24,963
Liability for market risk benefits	6,224		7,333
Future policy benefits and other policyholders' liabilities	1,969		1,653
Amounts due to reinsurers	106		110
Current and deferred income taxes	47		54
Other liabilities	2,136		2,169
Separate Accounts liabilities	7,257		5,754
Total Liabilities	$	49,234	$	42,036
Commitments and contingent liabilities (1)
EQUITY
Common stock, $1.00 par value; 2,500,000 shares authorized, issued and outstanding	$	3	$	3
Additional paid-in capital	1,884		1,882
Retained earnings (accumulated deficit)	1,009		969
Accumulated other comprehensive income (loss)	(759)		(694)
Total Equity	2,137		2,160
Total Liabilities and Equity	$	51,371	$	44,196

_____________

(1)See Note 13 of the Notes to these Consolidated Financial Statements for details of commitments and contingent liabilities.

See Notes to Consolidated Financial Statements (Unaudited).

4

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Consolidated Statements of Income (Loss)

Three and Six Months Ended June 30, 2024 and 2023 (Unaudited)

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	(in millions)
REVENUES
Policy charges and fee income	$	434	$	410	$	838	$	471
Premiums	149		132		281		201
Net derivative gains (losses)	9		(699)		(1,046)		(693)
Net investment income (loss)	209		56		370		85
Investment gains (losses), net	(2)		—		(3)		(5)
Investment management and service fees	133		122		261		127
Other income	40		38		75		44
Total revenues	972		59		776		230
BENEFITS AND OTHER DEDUCTIONS
Policyholders’ benefits	309		278		600		357
Remeasurement of liability for future policy benefits	(1)		(1)		(10)		(2)
Change in market risk benefits and purchased market risk benefits	(200)		(839)		(1,234)		(838)
Interest credited to policyholders’ account balances	293		185		555		208
Compensation and benefits	16		15		35		28
Commissions	118		89		225		120
Amortization of deferred policy acquisition costs	31		16		58		28
Amortization of reinsurance deposit assets	152		147		305		148
Other operating costs and expenses	95		109		189		131
Total benefits and other deductions	813		(1)		723		180
Income (loss) from continuing operations, before income taxes	159		60		53		50
Income tax (expense) benefit	(36)		(9)		(13)		63
Net income (loss)	$	123	$	51	$	40	$	113

See Notes to Consolidated Financial Statements (Unaudited).

5

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Consolidated Statements of Comprehensive Income (Loss)

Three and Six Months Ended June 30, 2024 and 2023 (Unaudited)

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	(in millions)
COMPREHENSIVE INCOME (LOSS)
Net income (loss)	$	123	$	51	$	40	$	113
Other comprehensive income (loss), net of income taxes:
Change in unrealized gains (losses), net of adjustments (1)	(42)		(51)		(113)		24
Change in market risk benefits - instrument-specific credit risk	(28)		7		20		11
Change in liability for future policy benefits - current discount rate	10		1		28		1
Other comprehensive income (loss), net of income taxes	(60)		(43)		(65)		36
Comprehensive income (loss)	$	63	$	8	$	(25)	$	149

_____________

(1)See Note 12 of the Notes to these Consolidated Financial Statements for details of change in unrealized gains (losses), net of adjustments.

See Notes to Consolidated Financial Statements (Unaudited).

6

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Consolidated Statements of Equity

Three and Six Months Ended June 30, 2024 and 2023 (Unaudited)

	Three Months Ended June 30,
	Common Stock		Additional Paid-in Capital		Retained Earnings (Accumulated Deficit)		Accumulated Other Comprehensive Income (Loss)		Total Equity
	(in millions)
Balance, beginning of period	$	3	$	1,884	$	886	$	(699)	$	2,074
Net income (loss)	—		—		123		—		123
Other comprehensive income (loss)	—		—		—		(60)		(60)
Balance, June 30, 2024	$	3	$	1,884	$	1,009	$	(759)	$	2,137

Balance, beginning of period	$	3	$	831	$	(160)	$	(302)	$	372
Contribution from parent	—		1,050		—		—		1,050
Net income (loss)	—		—		51		—		51
Other comprehensive income (loss)	—		—		—		(43)		(43)
Other	—		1		—		—		1
Balance, June 30, 2023	$	3	$	1,882	$	(109)	$	(345)	$	1,431

	Six Months Ended June 30,
	Common Stock		Additional Paid-in Capital		Retained Earnings (Accumulated Deficit)		Accumulated Other Comprehensive Income (Loss)		Total Equity
	(in millions)
Balance, beginning of period	$	3	$	1,882	$	969	$	(694)	$	2,160
Net income (loss)	—		—		40		—		40
Other comprehensive income (loss)	—		—		—		(65)		(65)
Other	—		2		—		—		2
Balance, June 30, 2024	$	3	$	1,884	$	1,009	$	(759)	$	2,137

Balance, beginning of period	$	3	$	831	$	(222)	$	(381)	$	231
Contribution from parent	—		1,050		—		—		1,050
Net income (loss)	—		—		113		—		113
Other comprehensive income (loss)	—		—		—		36		36
Other	—		1		—		—		1
Balance, June 30, 2023	$	3	$	1,882	$	(109)	$	(345)	$	1,431

See Notes to Consolidated Financial Statements (Unaudited).

7

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Consolidated Statements of Cash Flows

Three and Six Months Ended June 30, 2024 and 2023 (Unaudited)

	Six Months Ended June 30,
	2024		2023
	(in millions)
Cash flows from operating activities:
Net income (loss)	$	40	$	113
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Interest credited to policyholders’ account balances	555		208
Policy charges and fee income	(838)		(471)
Net derivative (gains) losses	1,046		693
Investment (gains) losses, net	3		5
Realized and unrealized (gains) losses on trading securities	1		—
Non-cash long-term incentive compensation expense	1		1
Amortization and depreciation	284		124
Remeasurement of liability for future policy benefits	(10)		(2)
Change in market risk benefits	(1,234)		(838)
Changes in:
Reinsurance recoverable	(79)		817
Funds withheld receivable	(105)		(161)
Capitalization of deferred policy acquisition costs	(343)		(215)
Future policy benefits	305		222
Current and deferred income taxes	3		(63)
Other, net	810		455
Net cash provided by (used in) operating activities	$	439	$	888
Cash flows from investing activities:
Proceeds from the sale/maturity/prepayment of:
Fixed maturities, available-for-sale	$	828	$	98
Mortgage loans on real estate	3		—
Short-term investments	5		(1)
Other	—		80
Payment for the purchase/origination of:
Fixed maturities, available-for-sale	(6,484)		(3,582)
Mortgage loans on real estate	(569)		—
Trading account securities	(1)		—
Short-term investments	(5)		—
Other	(8)		(99)
Cash settlements related to derivative instruments, net	(309)		(208)
Other, net	(18)		(16)
Net cash provided by (used in) investing activities	$	(6,558)	$	(3,728)

8

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Consolidated Statements of Cash Flows

Three and Six Months Ended June 30, 2024 and 2023 (Unaudited)

	Six Months Ended June 30,
	2024		2023
	(in millions)
Cash flows from financing activities:
Policyholders’ account balances:
Deposits	$	6,325	$	3,453
Withdrawals	(853)		(1,064)
Transfer (to) from Separate Accounts	107		26
Payments of market risk benefits	(361)		(181)
Change in collateralized pledged assets	2		—
Change in collateralized pledged liabilities	1,261		342
Cash contribution from parent company	—		1,050
Changes in securities lending payable	21		—
Net cash provided by (used in) financing activities	$	6,502	$	3,626
Change in cash and cash equivalents	383		786
Cash and cash equivalents, beginning of period	1,838		294
Cash and cash equivalents, end of period	$	2,221	$	1,080

See Notes to Consolidated Financial Statements (Unaudited).

9

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited)

1)    ORGANIZATION

Equitable Financial Life Insurance Company of America’s (collectively with its consolidated subsidiary, “Equitable America” or “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 Equitable Holdings, Inc. (“Holdings”). Equitable America is a stock life insurance company organized under the laws of Arizona.

Equitable Financial Investment Management America, LLC (“EFIMA”) is a subsidiary of Equitable America and is a wholly-owned indirect subsidiary of Holdings.

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”).

In the opinion of management, all adjustments necessary for a fair statement of the financial position and results of operations have been made. All such adjustments are of a normal, recurring nature. Interim results are not necessarily indicative of the results that may be expected for the full year. These consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2023.

The terms “second quarter 2024” and “second quarter 2023” refer to the three months ended June 30, 2024 and 2023, respectively. The terms “first six months of 2024” and “first six months of 2023” refer to the six months ended June 30, 2024 and 2023, respectively.

Future Adoption of New Accounting Pronouncements

Description	Effective Date and Method of Adoption	Effect on the Financial Statement or Other Significant Matters
ASU 2023-07: Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures
This ASU provides improvements to reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple measures of segment profit or loss, provide new segment disclosure requirements for entities with a single reportable segment and contain other disclosure requirements.	The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods in fiscal years beginning after December 15, 2024. A calendar year public entity will adopt the ASU for its 2024 Form 10-K. The ASU should be adopted retrospectively to all periods presented in the financial statements unless it is impracticable to do so.	The Company is currently assessing the additional required disclosures under the ASU including providing new segment disclosure requirements for entities with a single reportable segment. Management is evaluating the impact the adoption of this guidance will have on the Company’s consolidated financial statements.

10

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

Description	Effective Date and Method of Adoption	Effect on the Financial Statement or Other Significant Matters
ASU 2023-09: Income Taxes (Topic 740): Improvements to Income Tax Disclosures
The ASU enhanced existing income tax disclosures primarily related to the rate reconciliation and income taxes paid information. With regard to the improvements to disclosures of rate reconciliation, a public business entity is required on an annual basis to (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold. Similarly, a public entity is required to provide the amount of income taxes paid (net of refunds received) disaggregated by (1) federal, state, and foreign taxes and by(2) individual jurisdictions in which income taxes paid (net of refunds received) is equal to or greater than 5 percent of total income taxes paid (net of refunds received). The ASU also includes certain other amendments to improve the effectiveness of income tax disclosures, for example, an entity is required to provide (1) pretax income (or loss) from continuing operations disaggregated between domestic and foreign, and (2) income tax expense (or benefit) from continuing operations disaggregated by federal, state, and foreign.	The ASU will be effective for annual periods beginning after December 15, 2024. Entities are required to apply the ASU on a prospective basis.	The adoption of ASU 2023-09 is not expected to materially impact the Company’s financial position, results of operation, or cash flows.
SEC Release Nos. 33-11275; 34-99678, The Enhancement and Standardization of Climate-Related Disclosures for Investors
The SEC adopted rules requiring registrants to disclose climate-related information in registration statements and annual reports. The new rules include disclosure of material climate-related risks, including descriptions of board oversight and risk management activities. the material impacts of these risks on a registrant’s strategy, business model and outlook and any material climate-related targets or goals. In addition, registrants will need to quantify certain effects of severe weather events and other natural conditions in a note to their audited financial statements. In April 2024, citing litigation challenging the rules that commenced immediately after they were issued, the SEC issued an order staying applicability of the rules while judicial review proceeds.	Financial statement and all other disclosures are required at the beginning of the fiscal year 2027 with disclosures about material expenditure and impact required at the beginning of the fiscal year 2028. Disclosures are provided prospectively upon adoption.	The Company is currently assessing the additional required disclosures under the SEC Release. Management is evaluating the impact of the adoption of this guidance will have on the Company’s consolidated financial statements.

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 is 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, the Company consolidates the entity.

Quarterly, management of the Company reviews its investment management agreements and its investments in, and other financial arrangements with, certain entities that hold client AUM to determine the entities 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.

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

Consolidated VIEs

As of June 30, 2024 and December 31, 2023, the Company consolidated limited partnerships and LLCs for which it was identified as the primary beneficiary under the VIEs model. Included in other invested assets and mortgage loans on real estate in the Company’s consolidated balance sheets at June 30, 2024 and December 31, 2023 are total assets of $323 million and $0 million, respectively related to these VIEs.

Non-Consolidated VIEs

As of June 30, 2024 and December 31, 2023, respectively, the Company held approximately $5 million and $0 million 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 the 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 $9 million and $0 million as of June 30, 2024 and December 31, 2023, respectively. The Company’s maximum exposure to loss from its direct involvement with these VIEs is the carrying value of its investment of $5 million and $0 million and approximately $214 million and $147 million of unfunded commitments as of June 30, 2024 and December 31, 2023, respectively. The Company has no further economic interest in these VIEs in the form of guarantees, derivatives, credit enhancements or similar instruments and obligations.

Revision of Previously Issued Financial Statements

The Company identified certain errors in its previously issued financial statements primarily related to the initial and ongoing recording for the Reinsurance Treaty and coding errors impacting the inforce used to calculate actuarial reserves. The impact of these errors to prior periods’ financial statements was not considered to be material. In order to improve the consistency and comparability of the financial statements, management revised the financial statements to include the revisions discussed herein. See Note 17 of the Notes to these Financial Statements for details of the revision.

3)    INVESTMENTS

Fixed Maturities AFS

The components of fair value and amortized cost for fixed maturities classified as AFS on the consolidated balance sheets excludes accrued interest receivable because the Company elected to present accrued interest receivable within other assets. Accrued interest receivable on AFS fixed maturities as of June 30, 2024 and December 31, 2023 was $123 million and $78 million, respectively. There was no accrued interest written off for AFS fixed maturities for the three and six months ended June 30, 2024 and 2023.

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EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

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

AFS Fixed Maturities by Classification

	Amortized Cost		Allowance for Credit Losses		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
	(in millions)
June 30, 2024:
Fixed Maturities:
Corporate (1)	$	8,131	$	—	$	50	$	351	$	7,830
U.S. Treasury, government and agency	15		—		—		—		15
States and political subdivisions	48		—		—		9		39
Foreign governments	50		—		—		1		49
Residential mortgage-backed	1,838		—		8		11		1,835
Asset-backed (2)	5,220		—		35		4		5,251
Commercial mortgage-backed	474		—		2		14		462
Total at June 30, 2024	$	15,776	$	—	$	95	$	390	$	15,481
December 31, 2023:
Fixed Maturities:
Corporate (1)	$	5,842	$	—	$	96	$	276	$	5,662
U.S. Treasury, government and agency	15		—		—		—		15
States and political subdivisions	50		—		—		7		43
Foreign governments	31		—		1		1		31
Residential mortgage-backed	961		—		15		4		972
Asset-backed (2)	2,956		—		32		2		2,986
Commercial mortgage-backed	195		—		1		14		182
Total at December 31, 2023	$	10,050	$	—	$	145	$	304	$	9,891

______________

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

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

The contractual maturities of AFS fixed maturities as of June 30, 2024 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 pre-pay obligations with or without call or pre-payment penalties.

13

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

Contractual Maturities of AFS Fixed Maturities

	Amortized Cost (Less Allowance for Credit Losses)		Fair Value
	(in millions)
June 30, 2024:
Contractual maturities:
Due in one year or less	$	83	$	83
Due in years two through five	2,114		2,095
Due in years six through ten	4,608		4,530
Due after ten years	1,439		1,225
Subtotal	8,244		7,933
Residential mortgage-backed	1,838		1,835
Asset-backed	5,220		5,251
Commercial mortgage-backed	474		462
Total at June 30, 2024	$	15,776	$	15,481

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

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

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	(in millions)
Proceeds from sales	$	—	$	—	$	—	$	50
Gross gains on sales	$	—	$	—	$	—	$	—
Gross losses on sales	$	—	$	—	$	—	$	(5)

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

AFS Fixed Maturities - Credit and Intent to Sell Loss Impairments

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	(in millions)
Balance, beginning of period	$	—	$	—	$	—	$	—
Previously recognized impairments on securities that matured, paid, prepaid or sold	—		—		—		—
Balance, end of period	$	—	$	—	$	—	$	—

14

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

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

Net Unrealized Gains (Losses) on AFS Fixed Maturities

	Three Months Ended June 30, 2024
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	(244)	$	9	$	(19)	$	(254)
Net investment gains (losses) arising during the period	(52)		—		—		(52)
Reclassification adjustment:
Included in net income (loss)	—		—		—		—
Excluded from net income (loss)	—		—		—		—
Other	—		—		(1)		(1)
Impact of net unrealized investment gains (losses)	—		—		11		11
Net unrealized investment gains (losses) excluding credit losses	(296)		9		(9)		(296)
Net unrealized investment gains (losses) with credit losses	—		—		—		—
Balance, end of period	$	(296)	$	9	$	(9)	$	(296)
	Three Months Ended June 30, 2023
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses)
	(in millions)
Balance, beginning of period	$	(312)	$	6	$	(1)	$	(307)
Net investment gains (losses) arising during the period	(64)		—		—		(64)
Reclassification adjustment:
Included in net income (loss)	—		—		—		—
Excluded from net income (loss)	—		—		—		—
Impact of net unrealized investment gains (losses)	—		1		14		15
Net unrealized investment gains (losses) excluding credit losses	(376)		7		13		(356)
Net unrealized investment gains (losses) with credit losses	—		—		—		—
Balance, end of period	$	(376)	$	7	$	13	$	(356)

	Six Months Ended June 30, 2024
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability) (1)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses) (1)
	(in millions)
Balance, beginning of period	$	(159)	$	8	$	(33)	$	(184)
Net investment gains (losses) arising during the period	(137)		—		—		(137)
Reclassification adjustment:
Included in net income (loss)	—		—		—		—
Other	—		—		(5)		(5)
Impact of net unrealized investment gains (losses)	—		1		29		30
Net unrealized investment gains (losses) excluding credit losses	(296)		9		(9)		(296)
Balance, end of period	$	(296)	$	9	$	(9)	$	(296)

15

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

	Six Months Ended June 30, 2024
	Net Unrealized Gains (Losses) on Investments		Policyholders’ Liabilities		Deferred Income Tax Asset (Liability) (1)		AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses) (1)
	(in millions)
	Six Months Ended June 30, 2023
Balance, beginning of period	$	(388)	$	8	$	(1)	$	(381)
Net investment gains (losses) arising during the period	7		—		—		7
Reclassification adjustment:
Included in net income (loss)	5		—		—		5
Other	—		—		16		16
Impact of net unrealized investment gains (losses)	—		(1)		(2)		(3)
Net unrealized investment gains (losses) excluding credit losses	(376)		7		13		(356)
Balance, end of period	$	(376)	$	7	$	13	$	(356)

_____________

(1)Certain balances were revised from previously filed financial statements.

The following tables disclose the fair values and gross unrealized losses of the 1,309 issues as of June 30, 2024 and the 891 issues as of December 31, 2023 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)
June 30, 2024:
Fixed Maturities:
Corporate	$	2,199	$	20	$	2,128	$	331	$	4,327	$	351
States and political subdivisions	8		—		32		9		40		9
Foreign governments	30		—		8		1		38		1
Residential mortgage-backed	826		6		54		5		880		11
Asset-backed	1,049		3		58		1		1,107		4
Commercial mortgage-backed	148		1		59		13		207		14
Total at June 30, 2024	$	4,260	$	30	$	2,339	$	360	$	6,599	$	390
December 31, 2023:
Fixed Maturities:
Corporate	$	505	$	7	$	1,900	$	269	$	2,405	$	276
U.S. Treasury, government and agency	—		—		8		—		8		—
States and political subdivisions	—		—		33		7		33		7
Foreign governments	7		1		4		—		11		1
Residential mortgage-backed	103		—		9		4		112		4
Asset-backed	290		1		23		1		313		2
Commercial mortgage-backed	29		—		61		14		90		14
Total at December 31, 2023	$	934	$	9	$	2,038	$	295	$	2,972	$	304

16

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

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 1.1% of total corporate securities. The largest exposures to a single issuer of corporate securities held as of June 30, 2024 and December 31, 2023 were $83 million and $82 million, respectively, representing 3.9% and 3.8% of the consolidated equity of the Company.

Corporate high yield securities, consisting primarily of public high yield bonds, are classified as other than investment grade by the various rating agencies, i.e., a rating below Baa3/BBB- or the NAIC designation of 3 (medium investment grade), 4 or 5 (below investment grade) or 6 (in or near default). As of June 30, 2024 and December 31, 2023, respectively, approximately $53 million and $92 million, or 0.3% and 0.9%, of the $15.8 billion and $10.1 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 $0 million and $0 million as of June 30, 2024 and December 31, 2023, respectively.

As of June 30, 2024 and December 31, 2023, respectively, the $360 million and $295 million of gross unrealized losses of twelve months or more were concentrated in corporate securities. In accordance with the policy described in Note 2 of the Notes to these Consolidated Financial Statements, the Company concluded that an allowance for credit losses for these securities was not warranted at either June 30, 2024 or December 31, 2023. As of June 30, 2024 and December 31, 2023, the Company did not intend to sell the securities nor will it likely be required to dispose of the securities before the anticipated recovery of their remaining amortized cost basis.

Based on the Company’s evaluation both qualitatively and quantitatively of the drivers of the decline in fair value of fixed maturity securities as of June 30, 2024, the Company determined that the unrealized loss was primarily due to increases in interest rates and credit spreads.

Securities Lending

Beginning in 2023, the Company has entered into securities lending agreements with an agent bank whereby blocks of securities are loaned to third parties, primarily major brokerage firms. As of June 30, 2024 and December 31, 2023, the estimated fair value of loaned securities was $21 million and $23 million. The agreements require a minimum of 102% of the fair value of the loaned securities to be held as cash collateral, calculated daily. To further minimize the credit risks related to these programs, the financial condition of counterparties is monitored on a regular basis. As of June 30, 2024 and December 31, 2023, cash collateral received in the amount of $21 million and $23 million was invested by the agent bank. A securities lending payable for the overnight and continuous loans is included in other liabilities in the amount of cash collateral received. Securities lending transactions are used to generate income. Income and expenses associated with these transactions are reported as net investment income and were not material for the June 30, 2024 and December 31, 2023.

Mortgage Loans on Real Estate

In 2024 the Company began investing in residential mortgage loans. Accrued interest receivable on commercial and residential mortgage loans was $4 million and $1 million as of June 30, 2024 and December 31, 2023 and no accrued interest was written off for the three and six months ended June 30, 2024 and 2023.

As of June 30, 2024 and December 31, 2023, the Company had no loans for which foreclosure was probable included within the individually assessed mortgage loans, and accordingly had no associated allowance for credit losses.

17

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

Allowance for Credit Losses on Mortgage Loans

The change in the allowance for credit losses for commercial and residential mortgage loans were as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	(in millions)
Allowance for credit losses on mortgage loans:
Commercial mortgages:
Balance, beginning of period	$	3	$	—	$	2	$	—
Current-period provision for expected credit losses	1		—		2		—
Write-offs charged against the allowance	—		—		—		—
Recoveries of amounts previously written off	—		—		—		—
Net change in allowance	1		—		2		—
Balance, end of period	$	4	$	—	$	4	$	—
Residential mortgages:
Balance, beginning of period	$	—	$	—	$	—	$	—
Current-period provision for expected credit losses	1		—		1		—
Write-offs charged against the allowance	—		—		—		—
Recoveries of amounts previously written off	—		—		—		—
Net change in allowance	1		—		1		—
Balance, end of period	$	1	$	—	$	1	$	—
Total allowance for credit losses	$	5	$	—	$	5	$	—

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

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

•changes in credit quality and economic assumptions.

Credit Quality Information

18

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

The Company’s commercial mortgage loans segregated by risk rating exposure were as follows:

Loan to Value (“LTV”) Ratios (1) (3)

	June 30, 2024
	Amortized Cost Basis by Origination Year
	2024		2023		2022		2021		2020		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Commercial mortgage loans:
Commercial:
0% - 50%	$	—	$	58	$	—	$	—	$	—	$	17	$	—	$	—	$	75
50% - 70%	245		221		—		—		—		—		—		—		466
70% - 90%	—		—		—		—		—		—		—		—		—
90% plus	—		—		—		—		—		—		—		—		—
Total commercial	$	245	$	279	$	—	$	—	$	—	$	17	$	—	$	—	$	541
Total commercial mortgage loans:
0% - 50%	$	—	$	58	$	—	$	—	$	—	$	17	$	—	$	—	$	75
50% - 70%	245		221		—		—		—		—		—		—		466
70% - 90%	—		—		—		—		—		—		—		—		—
90% plus	—		—		—		—		—		—		—		—		—
Total	$	245	$	279	$	—	$	—	$	—	$	17	$	—	$	—	$	541

19

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

Debt Service Coverage (“DSC”) Ratios (2) (3)

	June 30, 2024
	Amortized Cost Basis by Origination Year
	2024		2023		2022		2021		2020		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Commercial mortgage loans:
Commercial:
Greater than 2.0x	$	—	$	—	$	—	$	—	$	—	$	17	$	—	$	—	$	17
1.8x to 2.0x	—		—		—		—		—		—		—		—		—
1.5x to 1.8x	40		—		—		—		—		—		—		—		40
1.2x to 1.5x	205		221		—		—		—		—		—		—		426
1.0x to 1.2x	—		58		—		—		—		—		—		—		58
Less than 1.0x	—		—		—		—		—		—		—		—		—
Total commercial	$	245	$	279	$	—	$	—	$	—	$	17	$	—	$	—	$	541
Total commercial mortgage loans:
Greater than 2.0x	$	—	$	—	$	—	$	—	$	—	$	17	$	—	$	—	$	17
1.8x to 2.0x	—		—		—		—		—		—		—		—		—
1.5x to 1.8x	40		—		—		—		—		—		—		—		40
1.2x to 1.5x	205		221		—		—		—		—		—		—		426
1.0x to 1.2x	—		58		—		—		—		—		—		—		58
Less than 1.0x	—		—		—		—		—		—		—		—		—
Total	$	245	$	279	$	—	$	—	$	—	$	17	$	—	$	—	$	541

_____________

(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)Residential mortgage loans are excluded from the above tables.

20

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

LTV Ratios (1) (3)

	December 31, 2023
	Amortized Cost Basis by Origination Year
	2023		2022		2021		2020		2019		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Commercial mortgage loans:
0% - 50%	$	58	$	—	$	—	$	—	$	—	$	17	$	—	$	—	$	75
50% - 70%	221		—		—		—		—		—		—		—		221
70% - 90%	—		—		—		—		—		—		—		—		—
90% plus	—		—		—		—		—		—		—		—		—
Total commercial	$	279	$	—	$	—	$	—	$	—	$	17	$	—	$	—	$	296

DSC Ratios (2) (3)

	December 31, 2023
	Amortized Cost Basis by Origination Year
	2023		2022		2021		2020		2019		Prior		Revolving Loans Amortized Cost Basis		Revolving Loans Converted to Term Loans Amortized Cost Basis		Total
	(in millions)
Commercial mortgage loans:
Greater than 2.0x	$	—	$	—	$	—	$	—	$	—	$	17	$	—	$	—	$	17
1.8x to 2.0x	—		—		—		—		—		—		—		—		—
1.5x to 1.8x	—		—		—		—		—		—		—		—		—
1.2x to 1.5x	221		—		—		—		—		—		—		—		221
1.0x to 1.2x	58		—		—		—		—		—		—		—		58
Less than 1.0x	—		—		—		—		—		—		—		—		—
Total commercial	$	279	$	—	$	—	$	—	$	—	$	17	$	—	$	—	$	296

_____________

(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)Residential mortgage loans are excluded from the above tables.

21

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

The amortized cost of residential mortgage loans by credit quality indicator and origination year was as follows:

	June 30, 2024
	Amortized Cost Basis by Origination Year
	2024		2023		2022		2021		2020		Prior		Total
	(in millions)
Performance indicators: (1)
Performing	$	72	$	117	$	67	$	63	$	2	$	—	$	321
Nonperforming	—		—		—		—		—		—		—
Total	$	72	$	117	$	67	$	63	$	2	$	—	$	321

_____________

(1)The Company began investing in residential mortgages in 2024. Therefore, 2023 comparative information is not applicable.

Past-Due and Nonaccrual Mortgage Loan Status

The aging analysis of past-due mortgage loans were as follows:

Age Analysis of Past Due Mortgage Loans (1)

	Accruing Loans												Non-accruing Loans		Total Loans		Non-accruing Loans with No Allowance		Interest Income on Non-accruing Loans
	Past Due								Current		Total
	30-59 Days		60-89 Days		90 Days or More		Total
	(in millions)
June 30, 2024:
Mortgage loans:
Commercial	$	—	$	—	$	—	$	—	$	541	$	541	$	—	$	541	$	—	$	—
Residential	—		—		—		—		321		321		—		321		—		—
Total	$	—	$	—	$	—	$	—	$	862	$	862	$	—	$	862	$	—	$	—
December 31, 2023:
Mortgage loans:
Commercial	$	—	$	—	$	—	$	—	$	296	$	296	$	—	$	296	$	—	$	—
Residential	—		—		—		—		—		—		—		—		—		—
Total	$	—	$	—	$	—	$	—	$	296	$	296	$	—	$	296	$	—	$	—

________________

(1)Amounts presented at amortized cost basis.

As of June 30, 2024 and December 31, 2023, the amortized cost of problem mortgage loans that had been classified as non-accrual loans were $0 million and $0 million, respectively.

Equity Securities

The breakdown of unrealized and realized gains and (losses) on equity securities was as follows:

Unrealized and Realized Gains (Losses) from Equity Securities

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	(in millions)
Net investment gains (losses) recognized during the period on securities held at the end of the period	$	—	$	—	$	1	$	(1)
Unrealized and realized gains (losses) on equity securities	$	—	$	—	$	1	$	(1)

22

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

Trading Securities

As of June 30, 2024 and December 31, 2023, respectively, the fair value of the Company’s trading securities was $0 million and $0 million. As of June 30, 2024 and December 31, 2023, respectively, trading securities included the General Account’s investment in Separate Accounts had carrying values of $1 million and $1 million.

The breakdown of net investment income (loss) from trading securities was as follows:

Net Investment Income (Loss) from Trading Securities

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	(in millions)
Net investment gains (losses) recognized during the period on securities held at the end of the period	$	(1)	$	2	$	(1)	$	—
Unrealized and realized gains (losses) on trading securities	(1)		2		(1)		—
Net investment income (loss) from trading securities	$	(1)	$	2	$	(1)	$	—

Net Investment Income

The following tables provide the components of net investment income by investment type:

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Fixed maturities	$	182	$	48	$	325	$	77
Mortgage loans on real estate	10		—		17		—
Policy loans	2		1		3		2
Other equity investments	—		—		1		—
Trading securities	(1)		2		(1)		—
Other investment income	20		7		33		9
Gross investment income (loss)	213		58		378		88
Investment expenses	(4)		(2)		(8)		(3)
Net investment income (loss)	$	209	$	56	$	370	$	85

Investment Gains (Losses), Net

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

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Fixed maturities	$	—	$	—	$	—	$	(5)
Mortgage loans on real estate	(2)		—		(3)		—
Investment gains (losses), net	$	(2)	$	—	$	(3)	$	(5)

23

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

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. The Company does not designate any derivatives as hedge accounting. 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 can be used in these hedging programs, including exchange traded equity and interest rate futures contracts as well as equity options. 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.

Derivatives Utilized to Hedge Exposure to Variable Annuities with Guarantee Features

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

For GMxB features, the Company retains certain risks including basis, credit spread and some volatility risk and risk associated with actual experience compared to 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.

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

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

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

The tables below present quantitative disclosures about the Company’s derivative instruments, including those embedded in other contracts required to be accounted for as derivative instruments:

24

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

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

Derivative Instruments by Category

	June 30, 2024								December 31, 2023
			Fair Value								Fair Value
	Notional Amount		Derivative Assets		Derivative Liabilities		Net Derivatives		Notional Amount		Derivative Assets		Derivative Liabilities		Net Derivatives
	(in millions)
Derivatives: (1)
Equity contracts:
Futures	$	3,244	$	—	$	—	$	—	$	2,277	$	—	$	—	$	—
Options	9,185		2,717		660		2,057		4,930		1,370		402		968
Interest rate contracts:
Futures	1,060		—		—		—		522		—		—		—
Other contracts:
Margin	—		181		—		181		—		133		—		133
Collateral	—		—		2,040		(2,040)		—		—		956		(956)
Total:	13,489		2,898		2,700		198		7,729		1,503		1,358		145
Embedded derivatives:
SCS, SIO, MSO and IUL indexed features (2)	—		—		12,163		(12,163)		—		—		8,804		(8,804)
Funds withheld receivable (3)	—		(87)		—		(87)		—		100		—		100
Modco receivable (2)	—		—		(183)		183		—		—		(411)		411
Total embedded derivatives	—		(87)		11,980		(12,067)		—		100		8,393		(8,293)
Total derivative instruments	$	13,489	$	2,811	$	14,680	$	(11,869)	$	7,729	$	1,603	$	9,751	$	(8,148)

______________

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

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

(3)Reported in funds withheld receivable in the consolidated balance sheets.

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

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	Net Derivatives Gains (Losses)
	(in millions)
Derivatives:
Equity contracts:
Futures	$	69	$	70	$	225	$	98
Options	238		105		632		111
Interest rate contracts:
Futures	(17)		(12)		(41)		(4)
Total:	290		163		816		205

25

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	Net Derivatives Gains (Losses)
	(in millions)
Embedded Derivatives:
SCS, SIO, MSO and IUL indexed features	(1,042)		(2,194)		(3,578)		(2,230)
Funds withheld receivable	(89)		(598)		(1,106)		(598)
Modco receivable	850		1,930		2,822		1,930
Total Embedded Derivatives	(281)		(862)		(1,862)		(898)
Total Derivatives instruments (1)	$	9	$	(699)	$	(1,046)	$	(693)

______________

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

Equity-Based and Treasury Futures Contracts Margin

All outstanding equity-based futures contracts as of June 30, 2024 and December 31, 2023 are exchange-traded and net settled daily in cash. As of June 30, 2024 and December 31, 2023, 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 $144 million and $113 million and (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 $37 million and $20 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 June 30, 2024 and December 31, 2023, respectively, the Company held $2,040 million and $956 million 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 $0 million and $0 million as of June 30, 2024 and December 31, 2023, respectively, in the normal operation of its collateral arrangements. The Company is exposed to losses in the event of non-performance by counterparties to financial derivative transactions with a positive fair value. The Company manages credit risk by: (i) entering into derivative transactions with highly rated major international financial institutions and other creditworthy counterparties governed by master netting agreements, as applicable; (ii) trading through central clearing and OTC parties; (iii) obtaining collateral, such as cash and securities, when appropriate; and (iv) setting limits on single party credit exposures which are subject to periodic management review.

Substantially all of the Company’s derivative agreements have zero thresholds which require daily full collateralization by the party in a liability position. In addition, certain of the Company’s derivative agreements contain credit-risk related contingent features; if the credit rating of one of the parties to the derivative agreement is to fall below a certain level, the party with positive fair value could request termination at the then fair value or demand immediate full collateralization from the party whose credit rating fell and is in a net liability position.

As of June 30, 2024 and December 31, 2023, there were no net liability derivative positions with counterparties with credit risk-related contingent features whose credit rating has fallen. All derivatives have been appropriately collateralized by the Company or the counterparty in accordance with the terms of the derivative agreements.

26

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

The following tables present information about the Company’s offsetting of financial assets and liabilities and derivative instruments:

Offsetting of Financial Assets and Liabilities and Derivative Instruments

As of June 30, 2024

	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	$	2,898	$	2,687	$	211	$	(1)	$	210
Secured lending	21		—		21		—		21
Other financial assets	5		—		5		—		5
Other invested assets	$	2,924	$	2,687	$	237	$	(1)	$	236
Liabilities:
Derivative liabilities	$	2,700	$	2,687	$	13	$	—	$	13
Secured lending	21		—		21		—		21
Other financial liabilities	2,102		—		2,102		—		2,102
Other liabilities	$	4,823	$	2,687	$	2,136	$	—	$	2,136

______________

(1)Financial instruments sent (held).

As of December 31, 2023

	Gross Amount Recognized		Gross Amount Offset in the Balance Sheets		Net Amount Presented in the Balance Sheets		Gross Amount not Offset in the Balance Sheets (1)		Net Amount
	(in millions)
Assets:
Derivative assets	$	1,503	$	1,177	$	326	$	(178)	$	148
Secured lending	6		—		6		—		6
Other financial assets	19		—		19		—		19
Other invested assets	$	1,528	$	1,177	$	351	$	(178)	$	173
Liabilities:
Derivative liabilities	$	1,180	$	1,177	$	3	$	—	$	3
Secured lending	6		—		6		—		6
Other financial liabilities	2,160		—		2,160		—		2,160
Other liabilities	$	3,346	$	1,177	$	2,169	$	—	$	2,169

______________

(1)Financial instruments sent (held).

27

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

5)    DAC AND OTHER DEFERRED ASSETS/LIABILITIES

The following table presents a reconciliation of DAC to the consolidated balance sheets:

	June 30, 2024		December 31, 2023
	(in millions)
VUL	$	478	$	457
IUL	289		293
GMxB Core	170		119
Investment Edge	43		22
SCS	467		289
Other	49		32
Total	$	1,496	$	1,212

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

Changes in the DAC asset were as follows:

	Six Months Ended June 30, 2024
	VUL (1)		IUL (2)		GMxB Core		IE (3)		SCS		Total
	(in millions)
Balance, beginning of period	$	457	$	293	$	119	$	22	$	289	$	1,180
Capitalization	34		5		57		22		205		323
Amortization (4)	(13)		(9)		(6)		(1)		(27)		(56)
Balance, end of period	$	478	$	289	$	170	$	43	$	467	$	1,447

______________

(1)“VUL” defined as Variable Universal Life.

(2)“IUL” defined as Indexed Universal Life.

(3)“IE” defined as Investment Edge.

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

	Six Months Ended June 30, 2023
	VUL		IUL		GMxB Core		IE		SCS		Total
	(in millions)
Balance, beginning of period	$	410	$	296	$	40	$	1	$	13	$	760
Capitalization	34		7		34		11		119		205
Amortization	(11)		(9)		(2)		—		(5)		(27)
Balance, end of period	$	433	$	294	$	72	$	12	$	127	$	938

Changes in the unearned revenue liability were as follows:

	Six Months Ended June 30,
	2024				2023
	VUL		IUL		VUL		IUL
	(in millions)
Balance, beginning of period	$	203	$	210	$	159	$	157
Capitalization	31		28		27		33
Amortization	(6)		(7)		(5)		(5)
Balance, end of period	$	228	$	231	$	181	$	185

28

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

6)    FAIR VALUE DISCLOSURES

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

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

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

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 are also 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. As of June 30, 2024 and December 31, 2023, no assets or liabilities were required to be measured at fair value on a non-recurring basis.

29

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

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.

Fair Value Measurements as of June 30, 2024

	Level 1		Level 2		Level 3		Total
	(in millions)
Assets:
Investments:
Fixed maturities, AFS:
Corporate (1)	$	—	$	7,633	$	197	$	7,830
U.S. Treasury, government and agency	—		15		—		15
States and political subdivisions	—		39		—		39
Foreign governments	—		49		—		49
Residential mortgage-backed	—		1,835		—		1,835
Asset-backed (2)	—		5,221		30		5,251
Commercial mortgage-backed	—		461		1		462
Total fixed maturities, AFS	—		15,253		228		15,481
Other equity investments	—		20		—		20
Other invested assets:
Trading securities	—		—		—		—
Short-term investments	—		—		—		—
Options	—		2,057		—		2,057
Total other invested assets	—		2,057		—		2,057
Cash equivalents	2,102		—		—		2,102
Funds withheld receivable (3) (5)	—		—		(87)		(87)
Purchased market risk benefits	—		—		7		7
Assets for market risk benefits	—		—		40		40
Separate Accounts assets (4)	7,248		7		—		7,255
Total Assets	$	9,350	$	17,337	$	188	$	26,875
Liabilities:
Policyholders’ account balances:
SCS, MSO and IUL indexed features’ liability	—		12,163		—		12,163
Modco receivable (5)	—		—		(183)		(183)
Liabilities for market risk benefits	—		—		6,224		6,224
Total Liabilities	$	—	$	12,163	$	6,041	$	18,204

______________

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

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

(3)As discussed in Note 2, the funds withheld receivable was created through a funds withheld and modified coinsurance agreement where the investments supporting the reinsurance agreement are withheld by and continue to reside on Equitable Financial’s consolidated balance sheet. This embedded derivative is valued as a total return swap with references to the fair value of the invested assets held by the Equitable Financial, which are primarily available for sale securities.

(4)Separate Accounts assets included in the fair value hierarchy exclude investments not fair valued including other assets of $2 million.

(5)The embedded derivative is partially reflected in funds withheld receivable and policyholders’ account balance. The portion within Policyholders’ account balances relates to the non-insulated products assumed on a modified coinsurance basis and is reflected net of assumed liabilities on the balance sheet.

30

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

Fair Value Measurements as of December 31, 2023

	Level 1		Level 2		Level 3		Total
	(in millions)
Assets:
Investments:
Fixed maturities, AFS:
Corporate (1)	$	—	$	5,575	$	87	$	5,662
U.S. Treasury, government and agency	—		15		—		15
States and political subdivisions	—		43		—		43
Foreign governments	—		31		—		31
Residential mortgage-backed	—		972		—		972
Asset-backed (2)	—		2,962		24		2,986
Commercial mortgage-backed	—		181		1		182
Total fixed maturities, AFS	—		9,779		112		9,891
Other equity investments	—		19		—		19
Other invested assets:
Options	—		968		—		968
Total other invested assets	—		968		—		968
Cash equivalents	1,654		—		—		1,654
Funds withheld receivable (3) (5)	—		—		100		100
Purchased market risk benefits	—		—		9		9
Assets for market risk benefits	—		—		24		24
Separate Accounts assets (4)	5,747		7		—		5,754
Total Assets	$	7,401	$	10,773	$	245	$	18,419
Liabilities:
Policyholders’ account balances:
SCS, SIO, MSO and IUL indexed features’ liability	—		8,804		—		8,804
Modco receivable (5)	—		—		(411)		(411)
Liabilities for market risk benefits	—		—		7,333		7,333
Total Liabilities	$	—	$	8,804	$	6,922	$	15,726

______________

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

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

(3)The funds withheld receivable was created through a funds withheld and modified coinsurance agreement where the investments supporting the reinsurance agreement are withheld by and continue to reside on Equitable Financial’s consolidated balance sheet. This embedded derivative is valued as a total return swap with references to the fair value of the invested assets held by the Equitable Financial, which are primarily available for sale securities.

(4)Separate Accounts assets included in the fair value hierarchy exclude investments not fair valued including other assets of $1 million.

(5)The embedded derivative is partially reflected in funds withheld receivable and policyholders’ account balance. The portion within Policyholders’ account balances relates to the non-insulated products assumed on a modified coinsurance basis and is reflected net of assumed liabilities on the balance sheet.

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.

31

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

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

Funds Withheld Receivable

Reinsurance agreements written on a funds withheld or modified coinsurance basis contain embedded derivatives. This embedded derivative is valued as a total return swap with reference to the fair value of the invested assets held by Equitable Financial. Accordingly, the unobservable inputs utilized in the valuation of the embedded derivative are a component of the invested assets supporting the reinsurance agreements that are held on Equitable Financial’s consolidated balance sheet.

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.

32

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

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 pre-payment, default, and collateral information for the purpose of measuring the fair value of mortgage- and asset-backed securities. The Company’s AAA-rated mortgage- and asset-backed securities are classified as Level 2 for which the observability of market inputs to their pricing models is supported by sufficient, albeit more recently contracted, market activity in these sectors.

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

The Company also issues certain benefits on its variable annuity products that are accounted for as market risk benefits carried at fair value and are also considered Level 3 for fair value leveling.

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

The GMWB feature allows the policyholder to withdraw at a minimum, over the life of the contract, an amount based on the contract’s benefit base. The GWBL feature allows the policyholder to withdraw, each year for the life of the contract, a specified annual percentage of an amount based on the contract’s benefit base. The GMAB feature increases the contract account value at the end of a specified period to a GMAB base. The GIB feature provides a lifetime annuity based on predetermined annuity purchase rates if and when the contract account value is depleted.

This lifetime annuity is based on predetermined annuity purchase rates applied to a GIB base. The GMDB feature guarantees that the benefit paid upon death will not be less than a guaranteed benefit base. If the contract’s account value is less than the benefit base at the time a death claim is paid, the amount payable will be equal to the benefit base.

33

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

The market risk benefits fair value will be equal to the present value of benefits less the present value of ascribed fees. Considerable judgment is utilized by management in determining the assumptions used in determining present value of benefits and ascribed fees related to lapse rates, withdrawal rates, utilization rates, non-performance risk, volatility rates, annuitization rates and mortality (collectively, the significant MRB assumptions).

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

The valuations of the purchased MRB assets 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 purchased MRB asset after taking into account the effects of collateral arrangements. Incremental adjustment to the risk free curve for counterparty non-performance risk is made to the fair values of the purchased MRB assets. Risk margins were applied to the non-capital markets inputs to the purchased MRB valuations.

The Company also issues certain benefits on its variable annuity products that are accounted for as market risk benefits carried at fair value and are also considered Level 3. See Note 8 of the Notes to these Consolidated Financial Statements for further description of our market risk benefits fair value.

The funds withheld embedded derivative receivable is determined based upon a total return swap technique referencing the fair value of the investments held under the reinsurance contract as collateral and requires certain unobservable inputs. The funds withheld embedded derivative are considered Level 3 in the fair value hierarchy.

Transfers of Financial Instruments Between Levels 2 and 3

During the six months ended June 30, 2024, there were $0 million AFS fixed maturities transferred out of Level 3 and into Level 2 and no AFS fixed maturities transferred out of Level 2 and into Level 3. These transfers in the aggregate represent approximately 0.0% of total consolidated equity as of June 30, 2024.

During the six months ended June 30, 2023, there were $10 million AFS fixed maturities transferred out of Level 3 and into Level 2 and no AFS fixed maturities transferred out of Level 2 and into Level 3. These transfers in the aggregate represent approximately 0.7% of total consolidated equity as of June 30, 2023.

The tables below present reconciliations for all Level 3 assets and liabilities and changes in unrealized gains (losses). Not included below are the changes in balances related to market risk benefits and purchased market risk benefits level 3 assets and liabilities, which are included in Note 8 of the Notes to these Consolidated Financial Statements.

Level 3 Instruments - Fair Value Measurements

	Three Months Ended June 30, 2024
	Corporate		Asset-backed		CMBS		Funds Withheld Receivable		Modco Receivable
	(in millions)
Balance, beginning of period	$	100	$	38	$	1	$	(29)	$	(292)
Realized and unrealized gains (losses), included in Net income (loss) as:
Investment gains (losses), reported in net investment income	—		—		—		—		—
Net derivative gains (losses) (1)	—		—		—		—		—
Total realized and unrealized gains (losses)	—		—		—		—		—
Other comprehensive income (loss)	1		—		—		—		—
Purchases	134		4		—		—		—
Sales	(38)		(12)		—		—		—
Change in fair value of funds withheld assets	—		—		—		(58)		109
Transfers into Level 3 (1)	—		—		—		—		—

34

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

	Three Months Ended June 30, 2024
	Corporate		Asset-backed		CMBS		Funds Withheld Receivable		Modco Receivable
	(in millions)
Transfers out of Level 3 (1)	—		—		—		—		—
Balance, end of period	$	197	$	30	$	1	$	(87)	$	(183)
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period	$	—	$	—	$	—	$	—	$	—
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period.	$	—	$	—	$	—	$	—	$	—

_______________

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

	Three Months Ended June 30, 2023
	Corporate		Asset-backed		CMBS		Funds Withheld Receivable		Modco Receivable
	(in millions)
Balance, beginning of period	$	37	$	—	$	—	$	—	$	—
Realized and unrealized gains (losses), included in Net income (loss) as:
Investment gains (losses), reported in net investment income	—		—		—		—		—
Net derivative gains (losses) (1)	—		—		—		(136)		(166)
Total realized and unrealized gains (losses)	—		—		—		(136)		(166)
Other comprehensive income (loss)	—		—		—		—		—
Purchases	24		—		—		—		—
Sales	—		—		—		—		—
Transfers into Level 3 (1)	—		—		—		—		—
Transfers out of Level 3 (1)	—		—		—		—		—
Balance, end of period	$	61	$	—	$	—	$	(136)	$	(166)
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period	$	—	$	—	$	—	$	—	$	—
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period.	$	—	$	—	$	—	$	—	$	—

______________

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

Level 3 Instruments - Fair Value Measurements

	Six Months Ended June 30, 2024
	Corporate		Asset-backed		CMBS		Funds Withheld Receivable		Modco Receivable
	(in millions)
Balance, beginning of period	$	87	$	24	$	1	$	100	$	(411)
Realized and unrealized gains (losses), included in Net income (loss) as:
Investment gains (losses), reported in net investment income	—		—		—		—		—
Net derivative gains (losses) (1)	—		—		—		—		—
Total realized and unrealized gains (losses)	—		—		—		—		—

35

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

	Six Months Ended June 30, 2024
	Corporate		Asset-backed		CMBS		Funds Withheld Receivable		Modco Receivable
	(in millions)
Other comprehensive income (loss)	1		—		—		—		—
Purchases	149		29		—		—		—
Sales	(40)		(23)		—		—		—
Change in fair value of funds withheld assets	—				—		(187)		228
Transfers into Level 3 (1)	—		—		—		—		—
Transfers out of Level 3 (1)	—		—		—		—		—
Balance, end of period	$	197	$	30	$	1	$	(87)	$	(183)
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period	$	—	$	—	$	—	$	—	$	—
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period.	$	1	$	—	$	—	$	—	$	—

_____________

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

	Six Months Ended June 30, 2023
	Corporate		Asset-backed		CMBS		Funds Withheld Receivable		Modco Receivable
	(in millions)
Balance, beginning of period	$	18	$	—	$	—	$	—	$	—
Realized and unrealized gains (losses), included in Net income (loss) as:
Investment gains (losses), reported in net investment income	—		—		—		—		—
Net derivative gains (losses) (1)	—		—		—		(136)		(166)
Total realized and unrealized gains (losses)	—		—		—		(136)		(166)
Other comprehensive income (loss)	—		—		—		—		—
Purchases	53		—		—		—		—
Sales	—		—		—		—		—
Transfers into Level 3 (1)	—		—		—		—		—
Transfers out of Level 3 (1)	(10)		—		—		—		—
Balance, end of period	$	61	$	—	$	—	$	(136)	$	(166)
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period	$	—	$	—	$	—	$	—	$	—
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period.	$	—	$	—	$	—	$	—	$	—

______________

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

36

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

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:

Quantitative Information about Level 3 Fair Value Measurements as of June 30, 2024

	Fair Value		Valuation Technique	Significant Unobservable Input	Range	Weighted Average
	(Dollars in millions)
Assets:(5)
Investments:
Fixed maturities, AFS:
Corporate	$	51	Matrix pricing model	Spread over benchmark	95 bps - 120 bps	110 bps
	$	—	Market comparable companies	EBITDA multiples Discount Rate Cashflow Multiples Loan to Value	4.0x - 33.0x 0.0% - 28.9% 0.0x - 9.0x 9.6% - 12.8%	0.0x 0.0% 0.0x 0.00%
Other equity investments	—		Discounted Cash Flow	Earnings Multiple	6.9x - 0.0x	0.0x
Purchased MRB asset (1) (2) (4)	7		Discounted cash flow	Lapse rates Withdrawal rates Annuitization rates Non-performance risk (bps) Mortality: Ages 0-40 Ages 41-60 Ages 61-115	N/A	N/A
Liabilities:
Direct MRB (1) (2) (3) (4)	$	6,184	Discounted cash flow	Non-performance risk (bps) Lapse rates Withdrawal rates Annuitization rates Mortality: Ages 0-40 Ages 41-60 Ages 61-115	21 bps - 108 bps 0.21% - 29.37% 0.00% - 14.97% 0.04% - 100.00% 0.01% - 0.18% 0.07% - 0.53% 0.33% - 42.00%	21 bps 3.95% 0.71% 3.14% 2.68% (same for all ages) (same for all ages)

______________

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

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

(3)MRB liabilities are shown net of MRB assets. Net amount is made up of $6.2 billion of MRB liabilities and $40 million of MRB asset.

(4)Includes Core products.

(5)Funds withheld and modco receivable that contain embedded derivatives held at fair value are excluded from the tables above. The funds withheld receivable embedded derivative utilizes a total return swap technique which incorporates the fair value of the invested assets supporting the reinsurance agreement as a component of the valuation.

37

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

    Quantitative Information about Level 3 Fair Value Measurements as of December 31, 2023

	Fair Value		Valuation Technique	Significant Unobservable Input	Range	Weighted Average
	(Dollars in millions)
Assets:
Investments:
Fixed maturities, AFS:
Corporate	$	39	Matrix pricing model	Spread over benchmark	95 bps - 120 bps	118 bps
Purchased MRB asset (1) (2) (4)	9		Discounted cash flow	Lapse rates Withdrawal rates Annuitization Non-performance risk (bps) Mortality: Ages 0-40 Ages 41-60 Ages 61-115	N/A	N/A
Liabilities:
Direct MRB (1) (2) (3) (4)	$	7,309	Discounted cash flow	Non-performance risk Lapse rates Withdrawal rates Annuitization rates Mortality: Ages 0-40 Ages 41-60 Ages 61-115	23 bps - 118 bps 0.21% - 29.37% 0.00% - 14.97% 0.04% - 100.00% 0.01% - 0.18% 0.07% - 0.53% 0.33% - 42.00%	23 bps 3.99% 0.67% 3.04% 2.62% (same for all ages) (same for all ages)

______________

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

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

(3)MRB liabilities are shown net of MRB assets. Net amount is made up of $7.3 billion of MRB liabilities and $24 million of MRB assets.

(4)Includes Core products.

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 June 30, 2024 and December 31, 2023, respectively, are approximately $177 million and $73 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, 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 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.

38

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

Market Risk Benefits

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

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

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

The carrying values and fair values for financial instruments not otherwise disclosed in Note 3 and Note 4 of the Notes to these Consolidated Financial Statements were as follows.

Carrying Values and Fair Values for Financial Instruments Not Otherwise Disclosed

	Carrying Value		Fair Value
			Level 1		Level 2		Level 3		Total
	(in millions)
June 30, 2024:
Mortgage loans on real estate	$	857	$	—	$	—	$	538	$	538
Policy loans	$	287	$	—	$	—	$	302	$	302
Funds withheld receivable	$	9,834	$	—	$	—	$	9,834	$	9,834
Modco receivable	$	31,042	$	—	$	—	$	31,042	$	31,042
Policyholders’ liabilities: Investment contracts	$	105	$	—	$	—	$	103	$	103
Separate Accounts liabilities	$	545	$	—	$	—	$	545	$	545
December 31, 2023:
Mortgage loans on real estate	$	294	$	—	$	—	$	297	$	297
Policy loans	$	268	$	—	$	—	$	275	$	275
Funds withheld receivable	$	10,503	$	—	$	—	$	10,503	$	10,503
Modco receivable	$	29,912	$	—	$	—	$	29,912	$	29,912
Policyholders’ liabilities: Investment contracts	$	110	$	—	$	—	$	108	$	108
Separate Accounts liabilities	$	372	$	—	$	—	$	372	$	372

Mortgage Loans on Real Estate

Fair values for commercial and residential 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.

39

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

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.

7)    LIABILITIES FOR FUTURE POLICYHOLDER BENEFITS

The following tables reconcile the net liability for future policy benefits and liability of death benefits to the liability for future policy benefits in the consolidated balance sheets:

	June 30, 2024		December 31, 2023
	(in millions)
Reconciliation
Payout - Legacy	$	553	$	340
UL (1)	351		344
Other (2)	388		365
Subtotal	1,292		1,049
Other policy funds (3)	677		604
Grand total	$	1,969	$	1,653

______________

(1)Represents the SOP NLG Rider on UL contracts assumed from Equitable Financial.

(2)Primarily future policy benefits related to Protective Life & Annuity and Employee Benefits.

(3)Includes $462 million of URL of which $459 million is covered in Note 5 of the Notes to these Consolidated Financial Statements.

The following tables summarize balances and changes in the liability for future policy benefits for nonparticipating traditional and limited pay contracts.

The payout annuities result from annuitization of current contracts. Inflows are the liquidation of the account values not premiums:

	Six Months Ended June 30,
	Payout-Legacy
	2024		2023
	(Dollars in millions)
Present Value of Expected Future Policy Benefits
Balance, beginning of period	$	340	$	—
Beginning balance of original discount rate	333		—
Effect of changes in cash flow assumptions	—		—
Effect of actual variances from expected experience	—		—
Adjusted beginning of period balance	333		—
Issuances	237		—
Interest accrual	8		120
Benefits payments	(16)		—
Ending balance at original discount rate	562		120
Effect of changes in discount rate assumptions	(9)		(1)
Balance, end of period	$	553	$	119

40

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

	Six Months Ended June 30,
	Payout-Legacy
	2024		2023
	(Dollars in millions)
Net liability for future policy benefits	$	553	$	119
Less: Reinsurance recoverable	—		—
Net liability for future policy benefits, after reinsurance recoverable	$	553	$	119
Weighted-average duration of liability for future policyholder benefits (years)	7.6		7.6

The following table provides the amount of undiscounted and discounted expected gross premiums and expected future benefits and expenses related to nonparticipating traditional and limited payment contracts:

	June 30, 2024		December 31, 2023
	(in millions)
Payout-Legacy
Expected future benefit payments and expenses (undiscounted)	$	854	$	508
Expected future gross premiums (undiscounted)	—		—
Expected future benefit payments and expenses (discounted)	553		340
Expected future gross premiums (discounted)	—		—

The following table provides the revenue, interest and weighted average interest rates, related to the additional insurance liabilities :

	Six Months Ended June 30,
	2024		2023			2024		2023
	Gross Premium				Interest Accretion
	(in millions)
Revenue and Interest Accretion
Payout - Legacy (1)	$	54	$	21		$	13	$	—
Total	$	54	$	21		$	13	$	—

______________

(1)Gross premium reflected is the liquidation of Account Value at time of annuitization.

The following table provides the weighted average interest rates for the liability for future policy benefits:

	June 30, 2024		December 31, 2023
Weighted Average Interest Rate
Payout-Legacy
Interest accretion rate	5.2	%	5.3	%
Current discount rate	5.4	%	5.0	%

41

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

The following table provides the balance, changes in and the weighted average durations of the additional insurance liabilities:

	Six Months Ended June 30,
	2024		2023
	UL
	(in millions)
Balance, beginning of period	$	344	$	—
Beginning balance before AOCI adjustments	344		—
Effect of changes in interest rate and cash flow assumptions and model changes	—		—
Effect of actual variances from expected experience	(3)		—
Adjusted beginning of period balance	341		—
Issuances	—		322
Interest accrual	8		—
Net assessments collected	8		—
Benefit payments	(6)		—
Ending balance before shadow reserve adjustments	351		322
Effect of shadow reserve adjustment	—		—
Balance, end of period	$	351	$	322
Net liability for additional liability	$	351	$	322
Effect of reserve adjustment recorded in AOCI	—		—
Net liability for additional liability, after reinsurance recoverable	$	351	$	322
Weighted-average duration of additional liability - death benefit (years)	17.2		18.6

The following tables provide the revenue, interest and weighted average interest rates, related to the additional insurance liabilities:

	Six Months Ended June 30, 2024				Six Months Ended June 30, 2023
	Assessments		Interest Accretion		Assessments		Interest Accretion
	(in millions)
Revenue and Interest Accretion
UL	$	242	$	8	$	258	$	4
Total	$	242	$	8	$	258	$	4

	Six Months Ended June 30,
		2024		2023
		Universal Life
Weighted Average Interest Rate
UL		4.5	%	4.5	%
Interest accretion rate		4.5	%	4.5	%

42

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

8)    MARKET RISK BENEFITS

The following table presents the balances and changes to the balances for the market risk benefits for the GMxB benefits on deferred variable annuities:

	Three Months Ended June 30,
	2024				2023
	GMxB Core		GMxB Legacy		GMxB Core		GMxB Legacy
	(Dollars in millions)
Balance, beginning of period	$	887	$	5,450	$	(11)	$	—
Balance BOP before changes in the instrument specific credit risk	655		5,100		(4)		—
Model changes and effect of changes in cash flow assumptions	—		—		—		—
Actual market movement effect	(1)		19		(108)		(261)
Interest accrual	8		55		9		68
Attributed fees accrued (1)	100		90		101		95
Benefit payments	(11)		(142)		(12)		(153)
Actual policyholder behavior different from expected behavior	6		(4)		6		(4)
Changes in future economic assumptions	(90)		(220)		(224)		(355)
Issuances (2)	—		—		1,305		6,842
Balance EOP before changes in the instrument-specific credit risk	667		4,898		1,073		6,232
Changes in the instrument-specific credit risk (3)	250		368		(9)		(6)
Balance, end of period	$	917	$	5,266	$	1,064	$	6,226
Weighted-average age of policyholders (years)	65.2		74.1		64.3		73.5
Net amount at risk	$	2,836	$	9,398	$	3,079	$	10,464

_______________

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

(2)Issuances in 2023 are related to the Reinsurance Treaty with Equitable Financial.

(3)Changes are recorded in OCI.

	Six Months Ended June 30,
	2024				2023
	GMxB Core		GMxB Legacy		GMxB Core		GMxB Legacy
	(Dollars in millions)
Balance, beginning of period	$	1,191	$	6,082	$	(6)	$	—
Balance BOP before changes in the instrument specific credit risk	934		5,695		(5)		—
Model changes and effect of changes in cash flow assumptions	—		—		—		—
Actual market movement effect	(151)		(314)		(113)		(261)
Interest accrual	17		113		9		68
Attributed fees accrued (1)	185		163		102		95
Benefit payments	(21)		(287)		(12)		(153)
Actual policyholder behavior different from expected behavior	8		(7)		8		(4)
Changes in future economic assumptions	(303)		(628)		(221)		(355)
Issuances (2)	(2)		163		1,305		6,842
Balance EOP before changes in the instrument-specific credit risk	667		4,898		1,073		6,232
Changes in the instrument-specific credit risk (3)	250		368		(9)		(6)
Balance, end of period	$	917	$	5,266	$	1,064	$	6,226

43

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

Weighted-average age of policyholders (years)	65.2		74.1		64.3		73.5
Net amount at risk	$	2,836	$	9,398	$	3,079	$	10,464

_______________

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

(2)GMxB Legacy issuances are related to the Reinsurance Treaty with Equitable Financial. During the first quarter of 2024, Equitable Financial completed a non-affiliated recapture of reinsurance. The Company assumed in MRBs related to the policies recaptured.

(3)Changes are recorded in OCI.

The following table reconciles market risk benefits by the amounts in an asset position and amounts in a liability position to the market risk benefit amounts in the consolidated balance sheets:

	June 30, 2024										December 31, 2023
	MRB Asset		MRB Liability		Net MRB		Purchased MRB		Total		MRB Asset		MRB Liability		Net MRB		Purchased MRB		Total
	(in millions)
GMxB Core	$	(27)	$	944	$	917	$	—	$	917	$	(14)	$	1,205	$	1,191	$	—	$	1,191
GMxB Legacy	—		5,266		5,266		—		5,266		—		6,082		6,082		—		6,082
Other	(13)		14		1		(7)		(6)		(10)		46		36		(9)		27
Total	$	(40)	$	6,224	$	6,184	$	(7)	$	6,177	$	(24)	$	7,333	$	7,309	$	(9)	$	7,300

9)    POLICYHOLDER ACCOUNT BALANCES    

The following tables reconcile the policyholders account balances to the policyholders’ account balance liability in the consolidated balance sheets:

	June 30, 2024		December 31, 2023
	(in millions)
Policyholders’ account balance reconciliation
UL	$	1,179	$	1,186
IUL	2,489		2,431
EI	1,834		1,964
EG	6,499		6,619
SCS	47,489		40,353
Other (1)	(27,995)		(27,590)
Total	$	31,495	$	24,963

______________

(1)Includes $(31.2) billion of assumed fair value of the modco reinsurance with Equitable Financial.

44

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

The following tables summarize the balances and changes in policyholders’ account balances:

	Six Months Ended June 30, 2024
	UL		IUL		EI		EG		SCS (1)
	(Dollars in millions)
Balance, beginning of period	$	1,186	$	2,431	$	1,964	$	6,619	40,353
Issuances	—		—		—		—		—
Premiums received	229		118		6		159		1
Policy charges	(240)		(97)		—		(2)		(8)
Surrenders and withdrawals	(8)		(48)		(145)		(499)		(1,552)
Benefit payments	(7)		(7)		(10)		(10)		(127)
Net transfers from (to) separate account	—		—		(8)		133		5,043
Interest credited (2)	19		92		27		99		3,779
Balance, end of period	$	1,179	$	2,489	$	1,834	$	6,499	$	47,489
Weighted-average crediting rate	3.60%		2.49%		2.90%		2.39%		0.01%
Net amount at risk (3)	$	15,471	$	18,817	$	95	$	6	$	1
Cash surrender value	$	1,036	$	1,898	$	1,831	$	6,456	$	44,298

    

______________

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

(2)SCS includes amounts related to the change in embedded derivative.

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

	Six Months Ended June 30, 2023
	UL		IUL		EI		EG		SCS (1)
	(Dollars in millions)
Balance, beginning of period	$	—	$	1,962	$	—	$	—	$	242
Issuances	1,208		349		2,213		6,817		31,189
Premiums received	122		119		3		93		—
Policy charges	(128)		(93)		—		(1)		(2)
Surrenders and withdrawals	(4)		(25)		(74)		(230)		(606)
Benefit payments	(5)		(5)		(9)		(7)		(55)
Net transfers from (to) separate account	—		—		(12)		45		2,823
Interest credited (3)	9		73		16		69		2,212
Other	—		—		—		—		—
Balance, end of period	$	1,202	$	2,380	$	2,137	$	6,786	$	35,803
Weighted-average crediting rate	3.32%		2.34%		2.92%		2.31%		N/A
Net amount at risk (4)	$	16,580	$	19,438	$	107	$	17	$	11
Cash surrender value	$	1,044	$	1,790	$	2,130	$	6,713	$	32,495

___________

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

(2)Reinsured primarily reflects Protective Life reinsured business.

(3)SCS includes amounts related to the change in embedded derivative.

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

45

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

The following table presents the account values by range of guaranteed minimum crediting rates and the related range of the difference in basis points, between rates being credited policyholders and the respective guaranteed minimums:

June 30, 2024
Product	Range of Guaranteed Minimum Crediting Rate	At Guaranteed Minimum		1 Basis Point - 50 Basis Points Above		51 Basis Points - 150 Basis Points Above		Greater Than 150 Basis Points Above		Total
		(in millions)
Universal Life	0.00% - 1.50%	$	24	$	27	$	251	$	395	$	697
	1.51% - 2.50%	—		482		—		—		482
	Greater than 2.50%	—		—		—		—		—
	Total	$	24	$	509	$	251	$	395	$	1,179
Indexed Universal Life	0.00% - 1.50%	—		—		—		—		—
	1.51% - 2.50%	953		304		1,109		—		2,366
	Greater than 2.50%	—		—		—		—		—
	Total	$	953	$	304	$	1,109	$	—	$	2,366
EQUI-VEST Individual	0.00% - 1.50%	44		197		—		—		241
	1.51% - 2.50%	38		—		—		—		38
	Greater than 2.50%	1,555		—		—		—		1,555
	Total	$	1,637	$	197	$	—	$	—	$	1,834
SCS	Products with either a fixed rate or no guaranteed minimum	N/A		N/A		N/A		N/A		N/A
EQUI-VEST Group	0.00% - 1.50%	459		2,049		22		246		2,776
	1.51% - 2.50%	273		—		—		—		273
	Greater than 2.50%	2,493		—		—		—		2,493
	Total	$	3,225	$	2,049	$	22	$	246	$	5,542

46

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

December 31, 2023
Product	Range of Guaranteed Minimum Crediting Rate	At Guaranteed Minimum		1 Basis Point-50 Basis Points Above		51 Basis Points-150 Basis Points Above		Greater Than 150 Basis Points Above		Total
		(in millions)
Universal Life	0.00% - 1.50%	$	—	$	—	$	—	$	—	$	—
	1.51% - 2.50%	47		9		339		298		693
	Greater than 2.50%	—		492		—		—		492
	Total	$	47	$	501	$	339	$	298	$	1,185
Indexed Universal Life	0.00% - 1.50%	$	—	$	—	$	—	$	—	$	—
	1.51% - 2.50%	1,112		218		1,001		—		2,331
	Greater than 2.50%	—		—		—		—		—
	Total	$	1,112	$	218	$	1,001	$	—	$	2,331
EQUI-VEST Individual	0.00% - 1.50%	$	47	$	205	$	—	$	—	$	252
	1.51% - 2.50%	42		—		—		—		42
	Greater than 2.50%	1,670		—		—		—		1,670
	Total	$	1,759	$	205	$	—	$	—	$	1,964
SCS	Products with either a fixed rate or no guaranteed minimum	N/A		N/A		N/A		N/A		N/A
EQUI-VEST Group	0.00% - 1.50%	$	488	$	2,020	$	11	$	277	$	2,796
	1.51% - 1.51%	269		—		—		—		269
	Greater than 2.50%	2,642		—		—		—		2,642
	Total	$	3,399	$	2,020	$	11	$	277	$	5,707

Separate Account - Summary

The following tables reconcile the Separate Account liabilities to the Separate Account liability balance in the consolidated balance sheets:

	June 30, 2024		December 31, 2023
	(in millions)
Separate Account Reconciliation
VUL	$	2,387	$	2,128
GMxB Core	3,141		2,166
IE	399		226
Reinsured	1,068		1,022
Other	262		212
Total	$	7,257	$	5,754

47

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

The following tables present the balances of and changes in Separate Account liabilities:

	Six Months Ended June 30, 2024
	VUL		GMxB Core		IE		Reinsured (2)
	(in millions)
Balance, beginning of period	$	2,128	$	2,166	$	226	$	1,022
Premiums and deposits	211		768		588		10
Policy charges	(72)		(12)		—		(15)
Surrenders and withdrawals	(25)		(34)		(8)		(41)
Benefit payments	(5)		(4)		—		(13)
Investment performance (1)	177		158		18		1
Net transfers from (to) general account	(27)		99		(425)		104
Other charges	—		—		—		—
Balance, end of period	$	2,387	$	3,141	$	399	$	1,068
Cash surrender value	$	2,048	$	2,922	$	381	$	—

_______________

(1)Investment performance is reflected net of mortality and expense fees.

(2)Reinsured primarily reflects Protective Life reinsured ceded business.

	Six Months Ended June 30, 2023
	VUL		GMxB Core		IE		Reinsured (1)
	(in millions)
Balance, beginning of period	$	1,653	$	756	$	26	$	913
Premiums and deposits	190		439		270		11
Policy charges	(64)		(4)		—		(17)
Surrenders and withdrawals	(23)		(11)		(2)		(37)
Benefit payments	(5)		(3)		—		(11)
Investment performance (2)	192		79		4		141
Net transfers from (to) general account	(25)		65		(163)		(1)
Other charges	—		—		—		—
Balance, end of period	$	1,918	$	1,321	$	135	$	999
Cash surrender value	$	1,590	$	1,221	$	129	$	—

______________

(1)Reinsured primarily reflects Protective Life reinsured ceded business.

(2)Investment performance is reflected net of mortality and expense fees.

The following tables present the aggregate fair value of Separate Account assets by major asset category:

	June 30, 2024
	Life Insurance & Employee Benefits Products		Individual Variable Annuity Products		Employer - Sponsored Products		Other		Total
	(in millions)
Asset Type
Mutual Funds	$	2,935	$	4,310	$	—	$	12	$	7,257
Total	$	2,935	$	4,310	$	—	$	12	$	7,257

48

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

	December 31, 2023
	Life Insurance & Employee Benefits Products		Individual Variable Annuity Products		Other		Total
	(in millions)
Asset Type
Mutual Funds	$	2,642	$	3,100	$	12	$	5,754
Total	$	2,642	$	3,100	$	12	$	5,754

10)    INCOME TAXES

Income tax expense for the three and six months ended June 30, 2024 and 2023 was computed using an estimated annual effective tax rate (“ETR”), with discrete items recognized in the period in which they occur. The estimated ETR is revised, as necessary, at the end of successive interim reporting periods.

During the fourth quarter of 2022, the Company established a valuation allowance against its deferred tax asset related to unrealized capital losses in the available for sale securities portfolio. During the year ended December 31, 2023, management took actions to increase its available liquidity so that the Company has the ability and intent to hold the majority of securities in its available for sale portfolio to recovery. For liquidity and other purposes, the Company maintains a smaller pool of securities that it does not intend to hold to recovery. The Company maintains a valuation allowance against the deferred tax asset on available for sale securities that will not be held to recovery.

For the three and six months ended June 30, 2024, the Company recorded increases to the valuation allowance of $1 million and $6 million, respectively, due to changes in the value of unrealized losses in the available for sale portfolio that will not be held to recovery. This adjustment was recorded in other comprehensive income. A valuation allowance of $11 million remains against the portion of the deferred tax asset that is still not more-likely-than-not to be realized.

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

11)    RELATED PARTY TRANSACTIONS

The Company did not enter into any new significant transactions with related parties during the three and six months ended June 30, 2024.

Holding has provided a guarantee of the Company’s performance under a reinsurance arrangement that will no longer be in effect once certain conditions at the Company are met and notice is provided.

On May 17, 2023, the Company entered into a reinsurance agreement with Equitable Financial, effective April 1, 2023. See Note 16 of the Notes to these Consolidated Financial Statements for further details.

12)    EQUITY

AOCI represents cumulative gains (losses) on items that are not reflected in net income (loss). The balances were as follows:

	June 30, 2024		December 31, 2023
	(in millions)
Unrealized gains (losses) on investments	$	(176)	$	(51)
Market risk benefits - instrument-specific credit risk component	(624)		(649)
Liability or future policy benefits - current discount rate component	41		6
Defined benefit pension plans	—		—
Accumulated other comprehensive income (loss)	$	(759)	$	(694)

49

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

The components of OCI, net of taxes were as follows:

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	(in millions)
Change in net unrealized gains (losses) on investments:
Net unrealized gains (losses) arising during the period	$	(42)	$	(51)	$	(114)	$	21
(Gains) losses reclassified into net income (loss) during the period (1)	—		—		—		4
Net unrealized gains (losses) on investments	(42)		(51)		(114)		25
Adjustments for policyholders’ liabilities, insurance liability loss recognition and other	—		—		1		(1)
Change in unrealized gains (losses), net of adjustments (net of deferred income tax expense (benefit) of $(10), $(28), $(23) and $(13))	(42)		(51)		(113)		24
Change in LFPB discount rate and MRB credit risk
Change in market risk benefits - instrument-specific credit risk (net of deferred income tax expense (benefit) of $(8), $2, $5 and $3)	(28)		7		20		11
Changes in liability for future policy benefits - current discount rate (net of deferred income tax expense (benefit) of $3, $0, $7 and $0)	10		1		28		1
Other comprehensive income (loss)	$	(60)	$	(43)	$	(65)	$	36

______________

(1)See “Reclassification adjustment” in Note 3 of the Notes to these Consolidated Financial Statements. Reclassification amounts presented net of income tax expense (benefit) of $0 million, $0 million, $0 million and $(1) million and for the three and six months ended June 30, 2024 and 2023, 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 presented in the table above are net of tax.

13)    COMMITMENTS AND CONTINGENT LIABILITIES

Litigation

Litigation, regulatory and other loss contingencies arise in the ordinary course of the Company’s activities. The Company is a defendant in litigation matters arising from the conduct of its business. In some of these matters, claimants seek to recover very large or indeterminate amounts, including compensatory, punitive, treble and exemplary damages. Modern pleading practice permits considerable variation in the assertion of monetary damages and other relief. Claimants are not always required to specify the monetary damages they seek, or they may be required only to state an amount sufficient to meet a court’s jurisdictional requirements. Moreover, some jurisdictions allow claimants to allege monetary damages that far exceed any reasonably possible verdict. The variability in pleading requirements and past experience demonstrates that the monetary and other relief that may be requested in a lawsuit or claim often bears little relevance to the merits or potential value of a claim.

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.

50

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

For some matters, the Company is able to estimate a range of loss. For such matters in which a loss is probable, an accrual has been made. For matters where the Company believes a loss is reasonably possible, but not probable, no accrual is required. For matters for which an accrual has been made, but there remains a reasonably possible range of loss in excess of the amounts accrued or for matters where no accrual is required, the Company develops an estimate of the unaccrued amounts of the reasonably possible range of losses. As of June 30, 2024, 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 $5 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.

FHLB

As a member of the FHLB, the Company has access to collateralized borrowings. Collateralized borrowings require the Company to pledge qualified mortgage-backed assets and/or government securities as collateral, and are reported in policyholders’ account balances in the balance sheets. The Company had no collateralized borrowings outstanding at June 30, 2024 or December 31, 2023.

Funding Agreement-Backed Commercial Paper Program

In May 2023, the Company established a funding agreement-backed commercial paper program (the “FABCP Program”), pursuant to which a special purpose limited liability company (the “SPLLC”) may issue commercial paper and deposit the proceeds with the Company pursuant to a funding agreement issued by the Company to the SPLLC. The current maximum aggregate principal amount permitted to be outstanding at any one time under the FABCP Program is $1.0 billion. The Company had $0 outstanding as of June 30, 2024 and December 31, 2023.

Guarantees and Other Commitments

The Company provides certain guarantees or commitments to affiliates and others. As of June 30, 2024, these arrangements include commitments by the Company to provide equity financing of $214 million 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 $22 million of commitments under existing mortgage loans or mortgage loan commitment agreements at June 30, 2024.

14)    INSURANCE STATUTORY FINANCIAL INFORMATION

Prescribed and Permitted Accounting Practices

As of June 30, 2024, the following two prescribed and permitted practices resulted in surplus that is different from the statutory surplus that would have been reported had NAIC statutory accounting practices been applied.

During 2022, Equitable Life Financial Insurance Company of America received approval from the Arizona Department of Insurance and Financial Institutions pursuant to A.R.S. 20-515 for Separate Account No. 68A (“SA 68A”) for our Structured Capital Strategies product, Separate Account No. 69A (“SA 69A”) for our EQUI-VEST product Structured Investment Option and Separate Account No. 71A (“SA 71A”) for our Investment Edge Structured Investment Option, to permit us to use book value as the accounting basis of these three non-insulated Separate Accounts instead of fair value in accordance with the NAIC Accounting and Practices and Procedures Manual to align with how we manage and measure our overall general account asset portfolio. The impact of the application is an decrease of approximately $97 million in statutory surplus as of June 30, 2024.

51

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

The Arizona Department of Insurance and Financial Institutions granted to Equitable America a permitted practice to deviate from SSAP No. 108 by applying special accounting treatment for specific derivatives hedging variable annuity benefits subject to fluctuations as a result of interest rate sensitivities. The permitted practice expands on SSAP No. 108 hedge accounting to include equity risks for the full scope of Variable Annuity (VA) contracts (i.e., not just the rider guarantees but for the VA total contract). The permitted practice allows Equitable America to adopt SSAP 108 retroactively from October 1, 2023 and applies to both directly held VA hedges as well as VA hedges in the Equitable America funds withheld asset that resulted from the Reinsurance Treaty. In the calculation of the amount of excess VA equity and interest rate derivative hedging gains/losses to defer (including Net Investment Income on our Equity Total Return Swaps), the permitted practice allows us to compare our total equity and interest derivatives gains and losses to 100% of our target liability change. Any hedge gain or loss deferrals will follow SSAP No. 108 amortization rules (i.e. 10-year straight line).

The impact of applying this revised permitted practice relative to SSAP 108 was an increase of approximately $905 million in statutory special surplus funds as of June 30, 2024.

15)    UNPAID CLAIM AND CLAIM EXPENSES

The following summarizes the change in liability for unpaid claims and claim expenses:

Liability for Unpaid Claims and Claim Expenses

	Six Months Ended June 30,
	2024		2023
	(in millions)
Gross Balance, beginning of period	$	141	$	110
Less Reinsurance	48		36
Net Balance, beginning of period	93		74
Incurred Claims (net) Related to:
Current Period	147		121
Prior Period	(12)		(14)
Total Incurred	135		107
Paid Claims (net) Related to:
Current Period	75		65
Prior Period	43		33
Total Paid	118		98
Net Balance, end of period	110		83
Add Reinsurance	48		40
Gross Balance, end of period	$	158	$	123

16)    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.

52

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

The following table summarizes the effect of reinsurance:

	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
	(in millions)
Direct charges and fee income	$	112	$	93	$	218	$	178
Reinsurance assumed - Equitable Financial	352		344		679		344
Reinsurance ceded	(30)		(27)		(59)		(51)
Policy charges and fee income	$	434	$	410	$	838	$	471
Direct premiums	$	106	$	87	$	207	$	172
Assumed premiums	23		—		23		—
Reinsurance assumed - Equitable Financial	35		59		80		59
Reinsurance ceded	(15)		(14)		(29)		(30)
Premiums	$	149	$	132	$	281	$	201
Direct policyholders’ benefits	$	132	$	118	$	268	$	218
Assumed policyholders’ benefits	20		—		20		—
Reinsurance assumed - Equitable Financial	183		198		369		198
Reinsurance ceded	(26)		(38)		(57)		(59)
Policyholders’ benefits	$	309	$	278	$	600	$	357
Direct interest credited to policyholders’ account balances	$	147	$	43	$	263	$	74
Reinsurance assumed - Equitable Financial	153		151		307		151
Reinsurance ceded	(7)		(9)		(15)		(17)
Interest credited to policyholders’ account balances	$	293	$	185	$	555	$	208

Ceded Reinsurance

In 2013, the Company entered into the Reinsurance Agreement with Protective to reinsure an in-force book of life insurance and annuity policies written prior to 2004. In addition to the Reinsurance Agreement, the Company entered into a long-term administrative services agreement with Protective whereby Protective will provide all administrative and other services with respect to the reinsured business.

For business not reinsured with Protective, the Company generally reinsures its variable life and interest-sensitive life insurance policies on an excess of retention basis. The Company generally retains up to a maximum of $4 million of mortality risk on single-life policies and up to a maximum of $6 million of mortality risk on second-to die policies. For amounts applied for in excess of those limits, reinsurance is ceded to Equitable Financial up to a combined maximum of $20 million of risk on single-life policies and up to a maximum of $25 million on second-to die policies. For amounts issued in excess of these limits, reinsurance is typically obtained from unaffiliated third parties. These reinsurance arrangements obligate the reinsurers to pay a portion of any death claim in excess of the amount the Company retains in exchange for an agreed-upon premium.

Equitable America had a quota share arrangement with AXA Global Re (formerly AXA Cessions), assuming a percentage of excess Life/Disability/A&H business. The contract is now closed to new business.

Beginning in 2015, group short and long-term disability is being reinsured with Group Reinsurance Plus (GRP) via a quota share arrangement.

53

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

Assumed Reinsurance

On May 17, 2023, Equitable Financial entered into a reinsurance agreement with Equitable America, effective April 1, 2023. Pursuant to the Reinsurance Treaty, virtually all of Equitable Financial’s net retained General Account liabilities, including all of its net retained liabilities relating to the living benefit and death riders related to (i) its variable annuity contracts issued outside the State of New York prior to October 1, 2022 (and with respect to its EQUI-VEST variable annuity contracts, issued outside the State of New York prior to February 1, 2023) and (ii) certain universal life insurance policies issued outside the State of New York prior to October 1, 2022, were reinsured to Equitable America on a coinsurance funds withheld basis. In addition, all of the Separate Accounts liabilities relating to such variable annuity contracts were reinsured to Equitable America on a modified coinsurance basis. Equitable America’s obligations under the Reinsurance Treaty are secured through Equitable Financial’s retention of certain assets supporting the reinsured liabilities.

There is a diverse pool of assets supporting the funds withheld and NI modco arrangement with Equitable Financial. The following table summarizes the composition of the pool of assets:

	June 30, 2024				December 31, 2023
	Carrying Value		Fair Value		Carrying Value		Fair Value
	(in millions)
Fixed maturities	$	23,018	$	23,018	$	24,725	$	24,725
Mortgage loans on real estate	8,160		7,197		8,405		7,409
Policy loans	264		265		248		250
Other equity investments	190		190		238		238
Other invested assets (1)	10,704		10,704		8,256		8,257
Total assets supporting funds withheld	$	42,336	$	41,374	$	41,872	$	40,879

______________

(1)Other invested assets includes derivatives and cash and cash equivalents.

17)    REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

The Company identified certain errors in its previously issued September 30 and June 30, 2023 interim financial statements primarily related to the initial and ongoing recording for the Reinsurance Treaty. Management evaluated these errors in accordance with SEC Staff Accounting Bulletin Number 99, Materiality, which is since codified in Accounting Standards Codification ("ASC" 250, Accounting Changes and Error Corrections) and concluded they were not material to any previously reported quarterly financial statements. However, in order to improve the consistency and comparability of the financial statements, management will revise the financial statements and related disclosures to correct these errors in future interim filings. As part of correcting the errors associated with the Reinsurance Treaty, other immaterial errors, including coding errors impacting the inforce used to calculate actuarial reserves, which were previously recorded as out of period misstatements in previously issued 2023 interim financial statements were also corrected and properly reflected in the financial statements as of and for the period ended December 31, 2022. Impacted financial statements include the previously issued September 30, June 30 and March 31, 2023 interim financial statements and December 31, 2022 annual financial statements.

The following tables present line items for the previously issued June 30, 2023 interim financial statements that have been affected by the revision. For these line items, the tables detail the amounts as previously reported, the impact of the errors, and the amounts as revised. The following interim financial statements are unaudited.

54

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

	June 30, 2023
	As Previously Reported	Adjustments	As Revised
	(in millions)
(unaudited)
Balance Sheets
Funds withheld receivable	10,615	39	10,654
Reinsurance deposit assets	12,782	(26)	12,756
Current and deferred income taxes	151	(2)	149
Assets for Market Risk Benefits	26	(2)	24
Total Assets	37,721	9	37,730
Policyholders’ account balances	21,014	(125)	20,889
Liability for Market Risk Benefits	7,363	4	7,367
Future policy benefits and other policyholders’ liabilities	1,209	89	1,298
Other liabilities	2,124	7	2,131
Total Liabilities	36,324	(25)	36,299
Equity
Accumulated deficit	(143)	34	(109)
Total Equity	1,397	34	1,431
Total Liabilities and Equity	37,721	9	37,730

	Three Months Ended June 30, 2023			Six Months Ended June 30, 2023
	As Previously Reported	Adjustments	As Revised	As Previously Reported	Adjustments	As Revised
(unaudited)	(in millions)
Statements of Income (Loss)
Policy charges and fee income	411	(1)	410	472	(1)	471
Premiums	112	20	132	181	20	201
Net derivative gains (losses)	(700)	1	(699)	(694)	1	(693)
Net investment income (loss)	56	—	56	85	—	85
Other investment gains (losses), net	—	—	—	(5)	—	(5)
Total investment gains (losses), net	—	—	—	(5)	—	(5)
Investment management and service fees	105	17	122	110	17	127
Other income	38	—	38	44	—	44
Total revenues	22	37	59	193	37	230
Benefits and other deductions
Policyholders' benefits	335	(57)	278	414	(57)	357
Remeasurement of Liability for Future Policy Benefits	1	(2)	(1)	—	(2)	(2)
Change in Market Risk Benefits and Purchased Market Risk Benefits	(862)	23	(839)	(862)	24	(838)
Interest credited to policyholders’ account balances	185	—	185	208	—	208
Compensation and benefits	15	—	15	28	—	28
Commissions	90	(1)	89	121	(1)	120
Amortization of deferred policy acquisition costs	16	—	16	28	—	28
Amortization of reinsurance deposit assets	130	17	147	131	17	148
Other operating costs and expenses	92	17	109	114	17	131
Total benefits and deductions	2	(3)	(1)	182	(2)	180
Income (loss) from continuing operations, before income taxes	20	40	60	11	39	50
Income tax (expense) benefit from continuing operations	(6)	(3)	(9)	66	(3)	63
Net income (loss) from continuing operations	14	37	51	77	36	113
Net income (loss)	14	37	51	77	36	113

55

EQUITABLE FINANCIAL LIFE INSURANCE COMPANY OF AMERICA

Notes to Consolidated Financial Statements (Unaudited), Continued

	Three Months Ended June 30, 2023						Six Months Ended June 30, 2023
	As Previously Reported		Adjustments		As Revised		As Previously Reported		Adjustments		As Revised
(unaudited)	(in millions)
Statements of Comprehensive Income (Loss)
Net income (loss)	$	14	$	37	$	51	$	77	$	36	$	113
Comprehensive income (loss)	(29)		37		8		114		35		149

	Three Months Ended June 30, 2023			Six Months Ended June 30, 2023
	As Previously Reported	Adjustments	As Revised	As Previously Reported	Adjustments	As Revised
(unaudited)	(in millions)
Statements of Equity
Accumulated Deficit, beginning of year	(157)	(3)	(160)	(220)	(2)	(222)
Net income (loss)	14	37	51	77	36	113
Accumulated Deficit, end of year	(143)	34	(109)	(143)	34	(109)
Accumulated other comprehensive income (loss), beginning of year	(302)	—	(302)	(382)	1	(381)
Other comprehensive income (loss)	(43)	—	(43)	37	(1)	36
Accumulated other comprehensive income (loss), end of year	(345)	—	(345)	(345)	—	(345)
Total equity, end of year	1,397	34	1,431	1,397	34	1,431

	Six Months Ended June 30, 2023
	As Reported		Adjustments		As Revised
(unaudited)	(in millions)
Statement of Cash Flows
Cash flow from operating activities:
Net income (loss)	$	77	$	36	$	113
Policy charges and fee income	(472)		1		(471)
Net derivative (gains) losses	694		(1)		693
Remeasurement of liability for future policy benefits	—		(2)		(2)
Change in Market Risk Benefits	(862)		24		(838)
Future policy benefits	133		89		222
Funds withheld receivable	13		(174)		(161)
Current and deferred income taxes	(66)		3		(63)
Other, net	431		24		455
Net cash provided by (used in) operating activities	888		—		888

18)    SUBSEQUENT EVENTS

During July 2024 the Company distributed an ordinary dividend of $441 million.

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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 America’s Annual Report on Form 10-K for the year ended December 31, 2023 (“2023 Form 10-K”). The management’s narrative that follows represents a discussion and analysis of Equitable America’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 an indirect, wholly-owned subsidiary of Holdings. Our primary business is to provide life insurance, annuity, and employee benefit products to individuals and small and medium-sized businesses. We are licensed to sell our products in 49 states (not including New York), the District of Columbia and Puerto Rico.

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, uncertainty regarding the federal debt limit, concerns regarding inflation, high fuel and energy costs, changes in fiscal or monetary policy and geopolitical tensions, including the U.S. presidential election. The Russian invasion of the Ukraine, the Israel-Hamas war and the potential for broader regional hostilities, and the ensuing conflicts and the sanctions and other measures imposed in response to these conflicts significantly increased the level of volatility in the financial markets and have increased the level of economic and political uncertainty.

Stressed conditions, volatility and disruptions in the capital markets, particular markets, or financial asset classes can have an adverse effect on us, in part because we have a large investment portfolio. In addition, our insurance liabilities and derivatives are sensitive to changing market factors, including equity market performance and interest rates. An increase in market volatility could continue to affect our business, including through effects on the yields we earn on invested assets, changes in required reserves and capital and fluctuations in the value of our AUM and 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 could pressure sales and reduce demand for our products as consumers consider purchasing alternative products to meet their objectives. In addition, this environment could make it difficult to consistently develop products that are attractive to customers. Financial performance can be adversely affected by market volatility and equity market declines as fees driven by AV and AUM fluctuate, hedging costs increase and revenues decline due to reduced sales and increased outflows. Despite the U.S. economy showing signs of slowing early in 2024, equity markets demonstrated overall resilience in the second quarter, benefiting from job creation that consistently exceeded expectations, cooling inflation, and a widely held outlook for monetary easing, including expected interest rate reductions (based on statements of members of the Board of Governors of the Federal Reserve System). However, following the U.S. Bureau of Labor Statistics’s release on August 2, 2024 of a weaker than expected July jobs report, which reported the increase of the unemployment rate to 4.3%, the highest level in nearly three years, markets fell sharply and market expectations of volatility increased.

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 “Risk Factors-Risks Relating to Conditions in the Financial Markets and Economy” and “Quantitative and Qualitative Disclosures About Market Risk.” in the 2023 Form 10-K.

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Regulatory Developments

Insurance Regulation

Regulation of Investments

We are regulated primarily by the Arizona Department of Insurance and Financial Institutions, 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 and capital requirements.

The NAIC is evaluating the risks associated with insurers’ investments in certain categories of structured securities, including CLOs. In March 2023, the NAIC adopted an amendment to the Purposes and Procedures Manual to give the NAIC’s Structured Securities Group, housed within the SVO, responsibility for modeling CLO securities and evaluating tranche level losses across all debt and equity tranches under a series of calibrated and weighted collateral stress scenarios in order to assign NAIC designations. Under the amended Purposes and Procedures Manual, CLO investments will no longer be broadly exempt from filing with the SVO based on ratings from Credit Rating Providers. The NAIC’s goal is to ensure that the weighted average RBC factor for owning all tranches of a CLO more closely aligns with what would be required for directly owning all of the underlying loan collateral, in order to avoid RBC arbitrage. In June 2024, the NAIC approved interim rules that raise capital requirements for holdings of CLO and other asset-backed security residual interests. The NAIC is also collaborating with interested parties to develop and refine the process for modeling CLO investments. Insurers are required to begin reporting the financially modeled NAIC designations for CLOs with their year-end 2024 financial statement filings, although the NAIC announced in March 2024 that implementation is expected to be delayed by a year to allow more time to develop the modeling methodology. The delay requires an amendment to the Purposes and Procedures Manual, which the NAIC is likely to adopt in August 2024.

Fiduciary Rules

In 2023, the U.S. Department of Labor (the “DOL”) proposed a regulation to change the definition of “fiduciary” for purposes of the Employee Retirement Income Security Act of 1974 (“ERISA”) and parallel provisions of the Internal Revenue Code of 1986, as amended (the “Code”), when a financial professional, including an insurance producer, provides investment advice, and proposed amendments to various existing prohibited transaction exemptions (“PTEs”), including PTE 84-14 that financial professionals rely on when they make investment recommendations to retirement investors. On April 23, 2024, the DOL finalized and published this new definition of “fiduciary” for purposes of ERISA and parallel provisions of the Code and finalized and published amendments to these PTEs (the “Final Rule”). Shortly thereafter, these changes were challenged in court, including by a coalition of insurance industry trade associations filed a motion for a preliminary injunction and stay of portions of the Final Rule, including the regulation that changes the definition of “fiduciary” and PTE 84-14. On July 25, 2024, a federal district court entered a stay of the effective date of portions of the Final Rule, including the regulation that changes the definition of “fiduciary” and the amendments to PTE 84-14. While this litigation proceeds, we are evaluating the potential impact of the Final Rule on our business, particularly as it pertains to the sale of insurance products to retirement investors.

In August 2023, the SEC adopted final rule private fund adviser reform rules under the Investment Advisers Act requiring private fund advisers registered with the SEC to, among other things, provide investors with quarterly and annual statements detailing information regarding private fund performance, fees and expenses; obtain an annual audit for each private fund; obtain a fairness opinion or valuation opinion in connection with an adviser-led secondary transaction; not provide certain preferential rights to investors in a fund and disclose other preferential rights prior to an investor closing into the fund; and obtain investor consent prior to allocating certain fees or expenses to a fund or borrowing or receiving credit from a fund. On June 5, 2024, the United States Court of Appeals for the Fifth Circuit unanimously vacated the private fund adviser reform rules in their entirety. The SEC missed a deadline to ask for a rehearing after the Fifth Circuit Court of Appeals ruling, and it is unclear the SEC will petition the United States Supreme Court to review the Fifth Circuit’s ruling.

For additional information on the regulatory developments and risk we face, see “Business—Regulation” and “Risk Factors—Legal and Regulatory Risks” in the 2023 Form 10-K.

58

Revenues

Our revenues come from three principal sources:

•fee income derived from our products;

•premiums from our traditional life insurance, annuity, and employee benefits 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 covered lives, and the persistency of our in-force policies, 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 Equitable Financial’s employees and other operating expenses.

Policyholders’ benefits are driven primarily by mortality, morbidity, 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 Equitable Financial’s 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.

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 on Results

We have offered and continue to offer variable annuity and life insurance products. The future claims exposure on these features is sensitive to movements in the equity markets and interest rates. Accordingly, we have implemented hedging 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.

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.

59

Most of the variable annuity products, variable universal life insurance and universal life insurance products we offer maintain policyholder deposits that are reported as liabilities and classified within either Separate Accounts liabilities or policyholder account balances. Our products and riders also impact liabilities for future policyholder benefits, market risk benefits and unearned revenues and assets for DAC and DSI. The valuation of these assets and liabilities (other than deposits) is based on differing accounting methods depending on the product, each of which requires numerous assumptions and considerable judgment. The accounting guidance applied in the valuation of these assets and liabilities includes, but is not limited to, the following: (i) 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; and (ii) certain product guarantees reported as market risk benefits 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.

Consolidated Results of Operations

The following table summarizes our consolidated statements of income (loss):

Consolidated Statements of Income (Loss)

	Six Months Ended June 30,
	2024		2023
	(in millions)
REVENUES
Policy charges and fee income	$	838	$	471
Premiums	281		201
Net derivative gains (losses)	(1,046)		(693)
Net investment income (loss)	370		85
Investment gains (losses), net	(3)		(5)
Investment management and service fees	261		127
Other income	75		44
Total revenues	776		230
BENEFITS AND OTHER DEDUCTIONS
Policyholders’ benefits	600		357
Remeasurement of liability for future policy benefits	(10)		(2)
Change in market risk benefits and purchased market risk benefits	(1,234)		(838)
Interest credited to policyholders’ account balances	555		208
Compensation and benefits	35		28
Commissions	225		120
Amortization of deferred policy acquisition costs	58		28
Amortization of reinsurance deposit assets	305		$	148
Other operating costs and expenses	189		131
Total benefits and other deductions	723		180
Income (loss) from continuing operations, before income taxes	53		50
Income tax (expense) benefit	(13)		63
Net income (loss)	$	40	$	113

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The following discussion compares the results for the six months ended June 30, 2024 to the six months ended June 30, 2023.

Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023

Net Income (Loss) Attributable to Equitable America

Net income attributable to Equitable America decreased $73 million, to net income of $40 million for the six months ended June 30, 2024 from a net income of $113 million for the six months ended June 30, 2023. The following were notable changes in net income (loss):

Unfavorable items included:

•Net derivative losses increased $353 million mainly due to net embedded derivatives losses related to funds withheld and modified coinsurance portfolios related to the Reinsurance Treaty.

•Interest credited to policyholders’ account balances increased by $347 million primarily due to business assumed as part of the Reinsurance Treaty and growth of SCS.

•Policyholders’ benefits increased by $243 million mainly due to business assumed as part of the Reinsurance Treaty and unfavorable claims.

•Compensation, benefits, amortization of reinsurance deposits assets and other operating expenses increased by $222 million mainly due to expense recognition related to the reinsurance deposit assets and expenses related to the assumed business as part of the Reinsurance Treaty.

•Commissions increased by $105 million primarily due to business assumed as part of the Reinsurance Treaty and an increase in sales related to business growth resulting from our initiative to begin offering a full suite of variable annuity products to policyholders located outside of New York.

•Amortization of deferred policy acquisition costs increased by $30 million mainly due to continued growth of SCS business.

•Income tax benefit decreased $76 million primarily due to a full release of the valuation allowance of $69 million on the deferred tax asset for the six months ended June 30, 2023 and more pre-tax income in the six months ended June 30, 2024.

These were partially offset by the following favorable items:

•Fee-type revenue increased by $612 million mainly due to the Reinsurance Treaty and business growth, primarily driven by an increase in employee benefit premiums, and to a lesser extent from our initiative to begin offering a full suite of variable products to policyholders located outside of New York.

•Change in market risk benefits and purchased market risk benefits decreased by $396 million mainly due to a more favorable increase in equity markets and interest rates in the first half of 2024 compared to the second quarter of 2023, impacting the assumed liabilities from the Reinsurance Treaty effective April 1, 2023.

•Net investment income increased by $285 million mainly due to higher SCS asset balances and higher investment yields.

Summary of Critical Accounting Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to adopt accounting policies and make estimates and assumptions that affect amounts reported in our consolidated financial statements included elsewhere herein. For a discussion of our significant accounting policies, see Note 2 of the Notes to the Consolidated Financial Statements. The most critical estimates include those used in determining:

•market risk benefits and purchased market risk benefits;

•accounting for reinsurance;

•estimated fair values of investments in the absence of quoted market values and investment impairments;

•estimated fair values of freestanding derivatives and the recognition and estimated fair value of embedded derivatives requiring bifurcation;

61

•measurement of income taxes and the valuation of deferred tax assets; and

•liabilities for litigation and regulatory matters.

In applying our accounting policies, we make subjective and complex judgments that frequently require estimates about matters that are inherently uncertain. Many of these policies, estimates and related judgments are common in the insurance and financial services industries while others are specific to our business and operations. Actual results could differ from these estimates.

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, 2023 in “Quantitative and Qualitative Disclosures About Market Risk”.

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. Due to the material weakness described below, the Company’s CEO and CFO, concluded that the Company’s disclosure controls and procedures were not effective as of June 30, 2024.

As previously reported, the Company identified a material weakness in the design and operation of the Company’s internal control over financial reporting. We did not timely design and implement effective controls over the Internal Reinsurance Treaty. Specifically, controls were not adequately designed or implemented to ensure the completeness and accuracy of the recording of the transaction in accordance with the contractual terms of the Internal Reinsurance Treaty. We have concluded that the deficiency constituted a material weakness in internal controls over financial reporting.

Remediation Status of Material Weakness

Management continues to execute its plan moving towards remediation of the material weakness. Since identifying the material weakness, management is in the process of designing and implementing new controls to capture the completeness and accuracy of the Internal Reinsurance Treaty contractual terms. The material weakness will not be considered remediated until the applicable remedial processes and procedures have been in place for a sufficient period of time and management has concluded, through testing, that these controls are effective. Accordingly, the material weakness is not remediated as of June 30, 2024.

Changes in Internal Control Over Financial Reporting

Other than as described above, with respect to ongoing remediation efforts, there were no changes in our internal control over financial reporting as such term is defined in Exchange Act Rule 13a-15(f) during the quarter ended June 30, 2024 that have materially affected, or are reasonably likely to materially affect, our 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 the Annual Report on Form 10-K for the year ended December 31, 2023.

Item 1A. Risk Factors

You should carefully consider the risks described in the “Risk Factors” section included in the 2023 Form 10-K. 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

Insider Trading Arrangements During the Three Months Ended June 30, 2024

None of our Section 16 officers or directors (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act or any “non-Rule 10b5-1 trading arrangement” (as defined in Section 408(c) of Regulation S-K).

Item 6.     Exhibits    

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.

63

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.
Annualized Premium	100% of first year recurring premiums (up to target) and 10% of excess first year premiums or first year premiums from single premium products.
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 consolidated balance sheets 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.
Dividends Received Deduction (“DRD”)	A tax deduction under U.S. federal income tax law received by a corporation on the dividends it receives from other corporations in which it has an ownership stake.
Fee-Type Revenue	Revenue from fees and related items, including policy charges and fee income, premiums, investment management and service fees, and other income.
Gross Premiums	First year premium and deposits and renewal premium and deposits.
GMxB	A general reference to all forms of variable annuity guaranteed benefits, including guaranteed minimum living benefits, or GMLBs (such as GMIBs, GMWBs and GMABs), and guaranteed minimum death benefits, or GMDBs (inclusive of return of premium death benefit guarantees).
GMxB Core	Retirement Cornerstone and Accumulator sold 2011 and later.
GMxB Legacy	Fixed-rate GMxB business written prior to 2011

Invested assets	Includes fixed maturity securities, equity securities, mortgage loans, policy loans, alternative investments and short-term investments.
P&C	Property and casualty.
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.
Protection Solutions Reserves	Equals the aggregate value of Policyholders’ account balances and Future policy benefits for policies in our Protection Solutions segment.
Protective Life & Annuity	Business 100% ceded to Protective in a reinsurance treaty.

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Reinsurance	Insurance policies purchased by insurers to limit the total loss they would experience from an insurance claim.
Renewal premium and deposits	Premiums and deposits after the first twelve months of the policy or contract.
Risk-based capital (“RBC”)	Rules to determine insurance company statutory capital requirements. It is based on rules published by the National Association of Insurance Commissioners (“NAIC”).
Total adjusted capital (“TAC”)	Primarily consists of capital and surplus, and the asset valuation reserve.
Value of business acquired (“VOBA”)	Present value of estimated future gross profits from in-force policies of acquired businesses.
Product Terms
401(k)	A tax-deferred retirement savings plan sponsored by an employer. 401(k) refers to the section of the Internal Revenue Code of 1986, as amended (the “Code”) pursuant to which these plans are established.
403(b)	A tax-deferred retirement savings plan available to certain employees of public schools and certain tax-exempt organizations. 403(b) refers to the section of the Code pursuant to which these plans are established.
457(b)	A deferred compensation plan that is available to governmental and certain non-governmental employers. 457(b) refers to the section of the Code pursuant to which these plans are established.
Accumulation phase	The phase of a variable annuity contract during which assets accumulate based on the policyholder’s lump sum or periodic deposits and reinvested interest, capital gains and dividends that are generally tax-deferred.
Affluent	Refers to individuals with $250,000 to $999,999 of investable assets.
Annuitant	The person who receives annuity payments or the person whose life expectancy determines the amount of variable annuity payments upon annuitization of an annuity to be paid for life.
Annuitization	The process of converting an annuity investment into a series of periodic income payments, generally for life.

Benefit base	A notional amount (not actual cash value) used to calculate the owner’s guaranteed benefits within an annuity contract. The death benefit and living benefit within the same contract may not have the same benefit base.
Cash surrender value	The amount an insurance company pays (minus any surrender charge) to the policyholder when the contract or policy is voluntarily terminated prematurely.
Deferred annuity	An annuity purchased with premiums paid either over a period of years or as a lump sum, for which savings accumulate prior to annuitization or surrender, and upon annuitization, such savings are exchanged for either a future lump sum or periodic payments for a specified length of time or for a lifetime.
Dollar-for-dollar withdrawal	A method of calculating the reduction of a variable annuity benefit base after a withdrawal in which the benefit is reduced by one dollar for every dollar withdrawn.
EQUI-VEST Group (“EG”)	A traditional variable deferred annuity without enhanced guaranteed benefits with single and ongoing premiums sold in the tax-exempt 403(b)/(457(b) markets.
EQUI-VEST Individual (“EI”)	A traditional variable deferred annuity without enhanced guaranteed benefits sold in the individual market.
Fixed annuity	An annuity that guarantees a set annual rate of return with interest at rates we determine, subject to specified minimums. Credited interest rates are guaranteed not to change for certain limited periods of time.
Fixed Rate GMxB	Guarantees on our individual variable annuity products that are based on a rate that is fixed at issue.

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Floating Rate GMxB	Guarantees on our individual variable annuity products that are based on a rate that varies with a specified index rate, subject to a cap and floor.
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 Universal Life (“GUL”)	A universal life insurance offering with a lifetime no lapse guarantee rider, otherwise known as a guaranteed UL policy. With a GUL policy, the premiums are guaranteed to last the life of the policy.
Guaranteed withdrawal benefit for life (“GWBL”)	An optional benefit (available for an additional cost) where an annuitant is entitled to withdraw a maximum amount of their benefit base each year, for the duration of the policyholder’s life, regardless of account performance.
High net worth	Refers to individuals with $1,000,000 or more of investable assets.
Index-linked annuities	An annuity that provides for asset accumulation and asset distribution needs with an ability to share in the upside from certain financial markets such as equity indices, or an interest rate benchmark. With an index-linked annuity, the policyholder’s AV can grow or decline due to various external financial market indices performance.
Investment Edge (“IE”)	A traditional variable deferred annuity without enhanced guaranteed benefits.
Indexed Universal Life (“IUL”)	A permanent life insurance offering built on a universal life insurance framework that uses an equity-linked approach for generating policy investment returns.
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.

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Mortality and expense risk fee (“M&E fee”) A fee charged by insurance companies to compensate for the risk they take by issuing life insurance and variable annuity contracts.

Net flows	Net change in customer account balances in a period including, but not limited to, gross premiums, surrenders, withdrawals and benefits. It excludes investment performance, interest credited to customer accounts and policy charges.
Policyholder account balances	Annuities. Policyholder account balances are held for fixed deferred annuities, the fixed account portion of variable annuities and non-life contingent income annuities. Interest is credited to the policyholder’s account at interest rates we determine which are influenced by current market rates, subject to specified minimums. Life Insurance Policies. Policyholder account balances are held for retained asset accounts, universal life policies and the fixed account of universal variable life insurance policies. Interest is credited to the policyholder’s account at interest rates we determine which are influenced by current market rates, subject to specified minimums.
Return of premium (“ROP”) death benefit	This death benefit pays the greater of the account value at the time of a claim following the owner’s death or the total contributions to the contract (subject to adjustment for withdrawals). The charge for this benefit is usually included in the M&E fee that is deducted daily from the net assets in each variable investment option. We also refer to this death benefit as the Return of Principal death benefit.
Rider	An optional feature or benefit that a policyholder can purchase at an additional cost.
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.
Whole Life (“WL”)	A life insurance policy that is guaranteed to remain in-force for the policyholder’s lifetime, provided the required premiums are paid.

ACRONYMS

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

•“AB Holding” means AllianceBernstein Holding L.P., a Delaware limited partnership.

•“AB Holding Units” means units representing assignments of beneficial ownership of limited partnership interests in AB Holding.

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•“ABLP” means AllianceBernstein L.P., a Delaware limited partnership and the operating partnership for the AB business.

•“AFS” means available-for-sale

•“AGL” means AXA Global Life

•“AOCI” means accumulated other comprehensive income

•“ASC” means Accounting Standards Codification

•“ASU” means Accounting Standards Update

•“AVR” means asset valuation reserve

•“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.

•“AXA RSUs” means AXA restricted stock units

•“BPs” means basis points

•“CARES Act” means Coronavirus Aid, Relief, and Economic Security Act

•“CDS” means credit default swaps

•“CDSC” means contingent deferred sales commissions

•“CEA” means Commodity Exchange Act

•“CECL” means current expected credit losses

•“CFTC” means U.S. Commodity Futures Trading Commission

•“COLI” means corporate owned life insurance

•“Company” means Equitable Financial Life Insurance Company of America (“Equitable America”), a direct wholly-owned subsidiary of Holdings.

•“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

•“DCO” means designated clearing organization

•“DI” means disability income

•“Dodd-Frank Act” means Dodd-Frank Wall Street Reform and Consumer Protection Act

•“DOL” means U.S. Department of Labor

•“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.

•“EIM” means Equitable Investment Management Group, LLC, a Delaware limited liability company and a wholly-owned indirect subsidiary of Holdings.

•“Equitable Advisors” means Equitable Advisors, LLC, a Delaware limited liability company, our retail broker/dealer for our retirement and protection businesses and a wholly-owned indirect subsidiary of Holdings.

•“Equitable America” means Equitable Financial Life Insurance Company of America (f/k/a MONY Life Insurance Company of America), an Arizona corporation and a wholly-owned indirect subsidiary of Holdings.

•“Equitable 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 QP” means Equitable Retirement Plan

•“Equitable Financial” means Equitable Financial Life Insurance Company, a New York corporation, a life insurance company and a wholly-owned subsidiary of EFS.

•“Equitable Network” means Equitable Network, LLC, a Delaware limited liability company and wholly-owned indirect subsidiary of Holdings and its subsidiary, Equitable Network of Puerto Rico, Inc.

•“EQ Premier VIP Trust” means EQ Premier VIP Trust, a series trust that is a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the “Investment Company Act”), as an open-end management investment company.

•“EQAT” means EQ Advisors Trust, a series trust that is a Delaware statutory trust and is registered under the Investment Company Act as an open-end management investment company.

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

•“ERISA” means Employee Retirement Income Security Act of 1974

•“ETF” means exchange traded funds

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•“Exchange Act” means Securities Exchange Act of 1934, as amended

•“FABCP” means Funding Agreement-Backed Commercial Paper program

•“FASB” means Financial Accounting Standards Board

•“FDIC” means Federal Deposit Insurance Corporation

•“FHLB” means Federal Home Loan Bank

•“FINRA” means Financial Industry Regulatory Authority, Inc.

•“FIO” means Federal Insurance Office

•“FSOC” means Financial Stability Oversight Council

•The “General Partner” means AllianceBernstein Corporation, a Delaware corporation and the general partner of AB Holding and ABLP.

•“GIO” means guaranteed interest option

•“Holdings” means Equitable Holdings, Inc.

•“Investment Advisers Act” means Investment Advisers Act of 1940, as amended

•“IPO” means initial public offering

•“IRS” means Internal Revenue Service

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

•“IUS” means Investments Under Surveillance

•“K-12 education market” means individuals in the kindergarten, primary and secondary education market

•“LGD” means loss given default

•“LIBOR” means London Interbank Offered Rate

•“LTV” means loan-to-value

•“Manual” means Accounting Practices and Procedures Manual as established by the NAIC

•“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

•“NFA” means National Futures Association

•“NLG” means no-lapse guarantee

•“NYDFS” means New York State Department of Financial Services

•“OCI” means other comprehensive income

•“OTC” means over-the-counter

•“PD” means probability of default

•“Performance Share Plan” means AXA International Performance Shares Plan

•“PFBL” means profits followed by losses

•“R&P” means retirement and protection

•“RBG” means the Retirement Benefits Group, a specialized division of Equitable Advisors

•“REIT” means real estate investment trusts

•“RoU” means right of use

•“RSUs” means restricted stock units

•“RTM” means reversion to the mean

•“SAP” means statutory accounting principles

•“SCB LLC” means Sanford C. Bernstein & Co., LLC, a registered investment adviser and broker-dealer.

•“SCS” means Structured Capital Strategies

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

•“SIO” means structured investment option

•“SPE” means special purpose entity

•“SPLLC” means special purpose limited liability company

•“Stock Option Plan” means AXA Stock Option Plan for AXA Financial Employees and Associates

•“TCJA” or “Tax Reform Act” means the Tax Cuts and Jobs Act, enacted on December 22, 2017

•“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

•“ULSG” means universal life products with secondary guarantee

•“URR” means unearned revenue reserve

•“VIAC” means Venerable Insurance and Annuity Company

•“VIE” means variable interest entity

•“VISL” means variable interest-sensitive life

•“VOE” means voting interest entity

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SIGNATURES

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

Date: August 12, 2024	/s/ Robin M. Raju
	Name: Robin M. Raju
	Title: Chief Financial Officer              (Principal Financial Officer)
Date: August 12, 2024	/s/ William Eckert
	Name: William Eckert
	Title: Chief Accounting Officer              (Principal Accounting Officer)

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