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Form 8-K

sec.gov

8-K — AMERICAN INTERNATIONAL GROUP, INC.

Accession: 0000005272-26-000042

Filed: 2026-04-27

Period: 2026-04-27

CIK: 0000005272

SIC: 6331 (FIRE, MARINE & CASUALTY INSURANCE)

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

Item: Financial Statements and Exhibits

Documents

8-K — aig-20260427.htm (Primary)

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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 27, 2026

AMERICAN INTERNATIONAL GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware   1-8787   13-2592361

(State or other jurisdiction

of incorporation)   (Commission File Number)   (IRS Employer Identification No.)

1271 Avenue of the Americas

New York, New York 10020

(Address of principal executive offices)

Registrant’s telephone number, including area code: (212) 770-7000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common Stock, Par Value $2.50 Per Share AIG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Section 5 - Corporate Governance and Management

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 27, 2026, the Board of Directors (the “Board”) of American International Group, Inc. (the “Company”) appointed Eric Andersen as President and CEO of the Company and a member of the Board, effective June 1, 2026 (the “Effective Date”). Upon the Effective Date, Peter Zaffino, the Company’s current Chairman and CEO, will assume the position of Executive Chair of the Board.

Mr. Andersen, age 61, joined the Company as President and CEO Elect in February 2026. Prior to joining the Company, Mr. Andersen served as Senior Advisor to the Chief Executive Officer of Aon plc from 2025 to 2026 and as President of Aon plc from 2020 to 2025.

There are no arrangements or understandings between Mr. Andersen and any other person pursuant to which Mr. Andersen was selected to serve as President and CEO and a member of the Board, and there are no family relationships between Mr. Andersen and any other executive officer or director of the Company.

There are no arrangements or understandings between Mr. Zaffino and any other person pursuant to which Mr. Zaffino was selected to serve as Executive Chair of the Board, and there are no family relationships between Mr. Zaffino and any other executive officer or director of the Company.

Neither Mr. Andersen nor Mr. Zaffino has any direct or indirect interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Mr. Andersen’s compensation as President and CEO and Mr. Zaffino’s compensation as Executive Chair were previously disclosed in a Form 8-K filed by the Company on January 6, 2026.

A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Section 9 - Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

(d)   Exhibits.

99.1

Press release of American International Group, Inc., dated April 27, 2026.

104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

EXHIBIT INDEX

Exhibit No.   Description

99.1

Press release of American International Group, Inc., dated April 27, 2026.

104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

AMERICAN INTERNATIONAL GROUP, INC.

(Registrant)

Date: April 27, 2026 By: /s/ Christina Banthin

Name: Christina Banthin

Title: Senior Vice President and Corporate Secretary

EX-99.1

EX-99.1

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Document

Press Release Contacts:

www.aig.com

Andrew Johnson (AIG Media): andrew.r.johnson@aig.com

Quentin McMillan (AIG Investors): quentin.mcmillan@aig.com

AIG Completes Its Planned CEO Transition Plan

Eric Andersen to Become Chief Executive Officer of AIG and join the

Board of Directors on June 1st

Peter Zaffino To Become Executive Chair of the AIG Board of Directors

NEW YORK – April 27, 2026 – The AIG Board of Directors announced today that effective June 1, 2026, Eric Andersen will become President and Chief Executive Officer of AIG and join the AIG Board of Directors and Peter Zaffino will become Executive Chair of the AIG Board of Directors, marking the successful conclusion of the company’s previously announced leadership transition plan.

“I want to express my appreciation and gratitude to Peter Zaffino for his tremendous leadership, tireless commitment and contributions in transforming AIG and restoring the Company to its market leadership position,” said Mr. Andersen. “I am honored to serve as AIG’s next Chief Executive Officer and want to thank Peter and the AIG Board of Directors for the opportunity to lead this iconic company. Since joining AIG in February as President and CEO-Elect, I have had the opportunity to engage with our valued clients and stakeholders around the world. These conversations have further reinforced my excitement in working alongside our talented colleagues to build on AIG’s strong momentum and deliver on the strategic priorities the Company announced at our 2025 Investor Day.”

Mr. Zaffino, Chairman and CEO, AIG, said, “Serving as Chairman and CEO of AIG has been an immense privilege, and I am very proud of the many milestones we achieved as a company during that period. I am incredibly grateful for the dedication and teamwork of our world-class colleagues, whose deep technical expertise, ingenuity and commitment to excellence have positioned AIG as an industry leader recognized globally for its strategic, financial and operational strength. These accomplishments would not have been possible without the tremendous partnership and support of the AIG Board of Directors, to whom I want to again express my gratitude. In my new role as Executive Chair, I look forward to continuing to work with the AIG Board of Directors and Eric to advance AIG’s strategy in the future.”

Mr. Zaffino continued, “I want to congratulate Eric as he becomes CEO of AIG on June 1st. I am very confident that Eric’s extensive insurance expertise, significant industry relationships and strong focus on growth will serve AIG exceptionally well as the Company continues to execute against its strategic priorities.”

John Rice, Lead Independent Director, AIG Board of Directors, added, “On behalf of the AIG Board of Directors, I want to express my deepest appreciation to Peter Zaffino for his extraordinary leadership of AIG. During Peter’s tenure, AIG completed an unprecedented transformation and is now recognized once again as a leading global company with tremendous

momentum and future opportunities. Since joining AIG In February, Eric has immersed himself in the Company’s business and operations, and he is well prepared to assume the role of CEO. The Board and I look forward to continuing to work with Peter in his role as Executive Chair and partnering with Eric in his new role as CEO as he leads AIG into a new era of growth and innovation.”

Mr. Zaffino and Mr. Andersen will provide further commentary on the CEO transition during AIG’s first quarter 2026 earnings conference call this Friday, May 1, 2026, at 8:30 a.m. ET. The live, listen-only webcast is open to the public and can be accessed in the Investors section of https://www.aig.com. A replay will be available after the call at the same location.

# # #

About AIG

American International Group, Inc. (NYSE: AIG) is a leading global insurance organization. AIG provides insurance solutions that help businesses and individuals in more than 200 countries and jurisdictions protect their assets and manage risks through AIG operations, licenses and authorizations as well as network partners. For additional information, visit www.aig.com. This website with additional information about AIG has been provided as a convenience, and the information contained on such website is not incorporated by reference into this press release.

AIG is the marketing name for the worldwide operations of American International Group, Inc. All products and services are written or provided by subsidiaries or affiliates of American International Group, Inc. Products or services may not be available in all countries and jurisdictions, and coverage is subject to underwriting requirements and actual policy language. Non-insurance products and services may be provided by independent third parties. Certain property casualty coverages may be provided by a surplus lines insurer. Surplus lines insurers do not generally participate in state guaranty funds, and insureds are therefore not protected by such funds.

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