Jackson Financial（JXN）8-K：选举前 Voya CFO Don Templin 为新任独立董事

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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):
October 12, 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
October 12, 2026, the Board of Directors (the “Board”) of Jackson Financial Inc. (“JFI” or the “Company”)
elected Donald C. Templin as a new director of the Company for a term to end at the Company’s 2027 Annual Meeting of Shareholders.
Mr. Templin was elected to fill the vacancy relating to Gregory Durant’s resignation earlier this year. At the same time, Mr. Templin
was also appointed to serve as a member of the Board’s Audit Committee and Compensation Committee. He joins Mr. Russell Noles in
qualifying as an audit committee financial expert under the applicable SEC rules. The Board determined that Mr. Templin also qualifies
as an independent director under the New York Stock Exchange listing standards and the heightened independence standards applicable to
audit and compensation committee members.
Mr. Templin is the former Executive Vice President and Chief Financial
Officer of Voya Financial, Inc. Prior to Voya, at Marathon Petroleum Corporation he held senior leadership roles, including Executive
Vice President and Chief Financial Officer. His earlier career includes a long tenure as a certified public accountant at PricewaterhouseCoopers
LLP, culminating in his role as Managing Partner of the Audit Practice in Georgia, Alabama and Tennessee. In the past 13 years, Mr. Templin
has served as an independent director on three public company boards, of which he was an audit committee member for two of those boards.
Mr. Templin holds a B.A. in Accounting from Grove City College.
Mr. Templin, as a non-employee director, will receive director compensation
in accordance with the Company’s non-employee annual director compensation program. The director compensation program consists of
an annual cash retainer of $125,000, an annual equity grant with a value of $185,000, and additional cash compensation for service, if
applicable, as chair of a committee. Mr. Templin’s compensation will be prorated for any partial year of service. There are no arrangements
or understandings between Mr. Templin and any other person pursuant to which he was elected as a director.
The Company and Mr. Templin will enter into an indemnification agreement,
to be dated and effective October 12, 2026, which will provide him with contractual rights to indemnification and expenses. There are
no related person transactions reportable under Item 5.02 of Form 8-K and Item 404(a) of Regulation S-K.
Item 7.01. Regulation FD Disclosure.
A copy of the Company's press release announcing Mr. Templin’s
election as a director is attached hereto as Exhibit 99.1.
The information in Exhibit 99.1 shall not be deemed “filed”
for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section,
nor shall it be deemed incorporated by reference in any filing under the Securities Act, except as shall be expressly set forth in such
a filing.
************
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 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 report.
Item 9.01. Financial Statements
and Exhibits.
(d) Exhibits.
Exhibit No.
Description
99.1
Press Release announcing Mr. Templin’s election, dated October 14, 2026.
104
Cover Page Interactive Data File (the coverage page XBRL tags are embedded within the Inline XBRL Document).
SIGNATURES
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 thereunto duly authorized.
JACKSON FINANCIAL INC.
By:
/s/ Carrie
L. Chelko
Carrie L. Chelko
Executive Vice President and
General Counsel
Date: October 14, 2026

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EX-99.1
2
tm2627496d1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
Don Templin Elected to Jackson’s Board
of Directors
LANSING,
Mich.
¾
October 14, 2026
¾
Jackson Financial Inc.
1
(NYSE: JXN) (Jackson
®
) announced today that its Board of Directors has elected Donald C. (“Don”) Templin as
a new independent director. He was also appointed as a member of the Board’s Audit and Compensation committees.
“I am pleased to welcome Don to Jackson’s Board of Directors,”
said Steve Kandarian, independent chair of the Jackson board. “His experience as a financial leader in the insurance and energy
industries, combined with his extensive audit expertise, gives him a deep understanding of complex, highly regulated businesses and long-term
capital allocation. We are confident Don will bring a valuable perspective to our Board.”
“I am honored to join Jackson’s Board of Directors at such
an exciting time for the company,” Templin said. “Jackson has established a strong position in the retirement industry through
its financial discipline, commitment to its policyholders and focus on long-term value creation. I look forward to working with my fellow
directors to provide thoughtful oversight and support the company’s continued success.”
Templin is the former Executive Vice President and Chief Financial Officer
of Voya Financial. Prior to Voya, he held senior leadership roles at Marathon Petroleum Corporation, including Executive Vice President
and Chief Financial Officer. His earlier career also included a 26-year tenure as a certified public accountant at PricewaterhouseCoopers
LLC, culminating in his role as Managing Partner of the Audit Practice in Georgia, Alabama and Tennessee. In the past 13 years, he also
has served as an independent director on three public company boards, of which he was an audit committee member for two of those boards.
Templin holds a Bachelor of Arts in Accounting from Grove City College.
# # # #
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,
1
Jackson 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.
Michigan) and Jackson National Life Insurance
Company of New York
®
(Home Office: Purchase, New York).
SAFE HARBOR STATEMENT
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,” “will,” “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, 2024, as filed with the U.S. Securities and Exchange Commission (the
“SEC”) on February 26, 2025, 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.
# # #
Media Contact:
Amanda Chaney
mediarelations@jackson.com
Investor Relations Contact:
Andrew Campbell
investorrelations@jackson.com
PR3877 10/26