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Form 8-K

sec.gov

8-K — Jackson Financial Inc.

Accession: 0001104659-26-041523

Filed: 2026-04-09

Period: 2026-04-09

CIK: 0001822993

SIC: 6311 (LIFE INSURANCE)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — tm2611239d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2611239d1_ex99-1.htm)

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UNITED STATES

SECURITIES AND

EXCHANGE COMMISSION

Washington, D.C.

20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities

Exchange Act of 1934

Date of Report (Date of earliest event reported): April 9, 2026

Jackson

Financial Inc.

(Exact name of registrant as specified in its

charter)

Delaware

001-40274

98-0486152

(State or other jurisdiction of incorporation or

organization)

(Commission

File

Number)

(I.R.S.

Employer Identification No.)

1 Corporate Way,

Lansing,

Michigan

48951

(Address of principal executive

offices)

(Zip Code)

(517) 381-5500

(Registrant’s telephone number, including

area code)

N/A

(Former name or former address, if changed

since last report)

Check the appropriate box below if the Form 8-K filing is intended

to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities

Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange

Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under

the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under

the Exchange Act (17 CFR 240.13e-4(c))

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

Title of Each Class

Trading

Symbol(s)

Name of Exchange on Which Registered

Common Stock, Par Value $0.01 Per Share

JXN

New

York Stock Exchange

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

JXN PRA

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405

of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check

mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting

standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

Item 5.02. Departure of Directors or Certain Officers; Election

of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 9, 2026, Christopher A. Raub, age 55, became President

and Chief Executive Officer of PPM America, Inc. (“PPM”). PPM is a subsidiary of Jackson Financial Inc. (the “Company”).

Upon Mr. Raub becoming President and Chief Executive Officer of

PPM, Laura L. Prieskorn, President and Chief Executive Officer of the Company, resumed, as well, the role of President of Jackson National

Life Insurance Company, the Company’s main operating subsidiary, and Mr. Raub ceased to hold that position. Mr. Raub continues

to be an Executive Vice President of the Company. There was no change in Ms. Prieskorn’s compensation. For additional information,

see Part I, Item 1. Business, “Information about our Executive Officers” in the Company’s Annual Report on

Form 10-K for the year ended December 31, 2025, as filed with the U.S. Securities and Exchange Commission (“SEC”)

on February 24, 2026, and “Transparency – Certain Relationships and Related Persons Transactions” in the Company’s

Proxy Statement, as filed with the SEC on April 7, 2026.

Item 7.01. Regulation FD Disclosure.

On April 9, 2026, the Company issued a press release regarding

the appointment of Mr. Raub as President and Chief Executive Officer of PPM. A copy of that press release is furnished as Exhibit 99.1.

SAFE HARBOR

The information in this report contains forward-looking statements

about future events and circumstances and their effects upon revenues, expenses, and business opportunities. Generally speaking, any statement

in this report not based upon historical fact is a forward-looking statement. Forward-looking statements can also be identified by the

use of forward-looking or conditional words, such as “could,” “should,” “can,” “continue,”

“estimate,” “forecast,” “intend,” “look,” “may,” “expect,” “believe,”

“anticipate,” “plan,” “predict,” “remain,” “future,” “confident,”

and “commit” or similar expressions. In particular, statements regarding plans, strategies, prospects, targets and expectations

regarding the business and industry are forward-looking statements. They reflect expectations, are not guarantees of performance and speak

only as of the dates the statements are made. We caution investors that these forward-looking statements are subject to known and unknown

risks and uncertainties that may cause actual results to differ materially from those projected, expressed, or implied. Other factors

that could cause actual results to differ materially from those in the forward-looking statements include those reflected in Part I, Item

1A. Risk Factors and Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

in our Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the SEC on February 24, 2026, and

elsewhere in the Company’s reports filed with the SEC. Except as required by law, Jackson Financial Inc. does not undertake to update

such forward-looking statements. You should not rely unduly on forward-looking statements.

We routinely use our investor relations website, at investors.jackson.com,

as a primary channel for disclosing key information to our investors. We may use our website as a means of disclosing material, non-public

information and for complying with our disclosure obligations. Accordingly, investors should monitor our investor relations website,

in addition to following our press releases, filings with the SEC, public conference calls, presentations, and webcasts. We and certain

of our senior executives may also use social media channels to communicate with our investors and the public about our Company and other

matters, and those communications could be deemed to be material information. The information contained on, or that may be accessed through,

our website, our social media channels, or our executives’ social media channels, is not incorporated by reference into and is

not part of this report.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

99.1

Press

Release dated April 9, 2026, regarding Christopher A. Raub becoming President and Chief Executive Officer of PPM America, Inc.

104

Cover

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934,

as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

JACKSON FINANCIAL INC.

Date: April 9, 2026

By:

/s/ Carrie L. Chelko

Name:

Carrie L. Chelko

Title:

Executive Vice President and General Counsel

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2611239d1_ex99-1.htm · Sequence: 2

Exhibit

99.1

FOR IMMEDIATE RELEASE

Chris Raub Named President and CEO of PPM America, Inc.

LANSING,

Mich./CHICAGO, Ill. — April 9, 2026 ¾ Jackson

Financial Inc.1 (NYSE: JXN) (Jackson®)

and PPM America, Inc. (PPM), an indirect, wholly-owned subsidiary of Jackson, announced today that Chris Raub has been

appointed President and Chief Executive Officer of PPM. In this role, Raub will provide oversight for PPM’s executive

leadership team with a continued focus on delivering world-class investment performance and service to all clients, including

management of Jackson’s general account assets and investment mandates for institutional investors globally.

“Chris’ appointment as CEO of PPM is a natural and well-deserved

progression following 27 years of dedicated leadership across PPM and Jackson,” commented Laura Prieskorn, President and Chief

Executive Officer of Jackson. “He has demonstrated steady leadership, strategic clarity and deep commitment to our clients and

their success. I am confident in his ability to position the firm for continued growth in an evolving investment landscape.”

“It is an honor to step into the role of CEO at a firm that

has been such a meaningful part of my professional journey,” added Raub. “I’ve seen firsthand the strength of our people,

our culture and our commitment to clients. I have a deep appreciation for the opportunities ahead, and I’m excited to build on

our momentum, drive innovation and continue our focus on delivering long-term value for our clients and stakeholders.”

Raub has served in various leadership roles during his tenure with

PPM and Jackson including most recently as President of Jackson National Life Insurance Company, and previously as Chief Risk Officer

of Jackson, and Senior Managing Director and Head of Insurance Assets at PPM.

# # # #

1Jackson Financial Inc. is a U.S. holding

company and the direct parent of Jackson Holdings LLC (JHLLC). The wholly-owned direct and indirect subsidiaries of JHLLC include Jackson

National Life Insurance Company, Brooke Life Insurance Company, PPM America, Inc. and Jackson National Asset Management LLC.

ABOUT JACKSON

Jackson®

(NYSE: JXN) is committed to helping clarify the complexity of retirement planning—for financial professionals and their clients.

Through our range of annuity products, financial know-how, history of award-winning service* and streamlined experiences, we strive to

reduce the confusion that complicates retirement planning. We take a balanced, long-term approach to responsibly serving all our stakeholders,

including customers, shareholders, distribution partners, employees, regulators and community partners. We believe by providing clarity

for all today, we can help drive better outcomes for tomorrow. For more information, visit www.jackson.com.

*SQM (Service Quality Measurement Group) Call Center Awards Program

for 2004 and 2006-2025. (Criteria used for Call Center World Class FCR Certification is 80% or higher of customers getting their

contact resolved on the first call to the call center (FCR) for three consecutive months or more.)

Jackson® is the marketing name for Jackson Financial

Inc., Jackson National Life Insurance Company® (Home Office: Lansing, Michigan) and Jackson National Life Insurance Company

of New York® (Home Office: Purchase, New York).

About PPM America

Our mission is to be seen by clients and their advisors as a consistently

reliable partner to help them achieve their long-term value goals.

PPM is a

US-based institutional asset manager with $93.73 billion in assets under management as of December 31, 2025.1 Established

in Chicago in 1990, PPM offers investment capabilities in public fixed income, commercial real estate debt, private and structured

credit, private equity and CLO management. PPM exists to consistently support institutional clients in achieving their long-term value

goals. We offer our mentality of hard work, straight talk, full transparency and humility. Our success is supported by a team-based culture

that encourages debate, collaboration and consistency. At the center of our belief is the fact that our best ideas to date have and can

come from any team member anywhere in our firm. We believe the success of our investment culture is best demonstrated by the strong retention

of our clients and investment professionals. For more information, visit ppmamerica.com.

1

AUM includes committed but unfunded capital for PPM’s private equity and commercial real estate businesses. AUM includes both securities

issued by PPM CLO vehicles held by PPM separately managed account clients and the underlying collateral assets of the CLO vehicles managed

by PPM.

SAFE HARBOR

The information in this press release contains forward-looking statements

about future events and circumstances and their effects upon revenues, expenses and business opportunities. Generally speaking, any statement

in this release not based upon historical fact is a forward-looking statement. Forward-looking statements can also be identified by the

use of forward-looking or conditional words, such as “could,” “should,” “can,” “continue,”

“estimate,” “forecast,” “intend,” “look,” “may,” “expect,” “believe,”

“anticipate,” “plan,” “predict,” “remain,” “future,” “confident”

and “commit” or similar expressions. In particular, statements regarding plans, strategies, prospects, targets and expectations

regarding the business and industry are forward-looking statements. They reflect expectations, are not guarantees of performance and

speak only as of the dates the statements are made. We caution investors that these forward-looking statements are subject to known and

unknown risks and uncertainties that may cause actual results to differ materially from those projected, expressed, or implied. Factors

that could cause actual results to differ materially from those in the forward-looking statements include those reflected in Part I, Item

1A. Risk Factors and Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

in our Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the U.S. Securities and Exchange Commission

(the “SEC”) on February 24, 2026, and elsewhere in the Company’s reports filed with the SEC. Except as required

by law, Jackson Financial Inc. does not undertake to update such forward-looking statements. You should not rely unduly on forward-looking

statements.

WEBSITE INFORMATION

Visit investors.jackson.com to view information regarding Jackson

Financial Inc. We routinely use our investor relations website as a primary channel for disclosing key information to our investors.

We may use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations. Accordingly,

investors should monitor our investor relations website, in addition to following our press releases, filings with the SEC, public conference

calls, presentations, and webcasts. We and certain of our senior executives may also use social media channels to communicate with our

investors and the public about our Company and other matters, and those communications could be deemed to be material information. The

information contained on, or that may be accessed through, our website, our social media channels, or our executives’ social media

channels is not incorporated by reference into and is not part of this release.

# # #

Jackson Media Contact:

Patrick Rich

mediarelations@jackson.com

PPM Media Contact:

Julie Bruzek

media@ppmamerica.com

Investor Relations Contact:

Andrew Campbell

andrew.campbell@jackson.com

PR3788 04/26

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