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 ~~March 31,~~June 30, 2021


☐			Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File No. 001-39369

American National Group, Inc.

(Exact name of registrant as specified in its charter)


Delaware						30-1221711
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

One Moody Plaza

Galveston, Texas 77550-7999

(Address of principal executive offices) (Zip Code)

(409) 763-4661

(Registrant’s telephone number, including area code)

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

Title of Each Class

Trading Symbol

Name of Each Exchange on which Registered

Common Stock, par value $0.01

ANAT

NASDAQ

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 (§229.405 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, smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer

☐

Accelerated filer

☒

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

As of ~~April 29,~~July 30, 2021, there were 26,887,200 shares of the registrant’s voting common stock, $0.01 par value per share, outstanding.

Table of Contents

AMERICAN NATIONAL GROUP, INC.

TABLE OF CONTENTS



	PART I – FINANCIAL INFORMATION

ITEM 1.	FINANCIAL STATEMENTS:

	Condensed Consolidated Statements of Financial Position as of ~~March 31,~~June 30, 2021 and December 31, 2020 (unaudited)	3

	Condensed Consolidated Statements of Operations for the three and six months ended ~~March 31,~~June 30, 2021 and 2020 (unaudited)	4

	Condensed Consolidated Statements of Comprehensive Income ~~(Loss)~~ for the three and six months ended ~~March 31,~~June 30, 2021 and 2020 (unaudited)	5

	Condensed Consolidated Statements of Changes in Equity for the three and six months ended ~~March 31,~~June 30, 2021 and 2020 (unaudited)	6

	Condensed Consolidated Statements of Cash Flows for the ~~three~~six months ended ~~March 31,~~June 30, 2021 and 2020 (unaudited)	78

	Notes to the Condensed Consolidated Financial Statements (unaudited)	910

	Note 1 – Nature of Operations	10

	Note 2 – Summary of Significant Accounting Policies and Practices	10

	Note 3 – Recently Issued Accounting Pronouncements	11

	Note 4 – Investment in Securities	12

	Note 5 – Mortgage Loans	18

	Note 6 - Real Estate and Other Investments	21

	Note 7 – Derivative Instruments	23

	Note 8 – Net Investment Income and Realized Investment Gains (Losses)	25

	Note 9 – Fair Value of Financial Instruments	26

	Note 10 – Deferred Policy Acquisition Costs	34

	Note 11 – Liability for Unpaid Claims and Claim Adjustment Expenses	34

	Note 12 – Federal Income Taxes	35

	Note 13 – Accumulated Other Comprehensive Income (Loss)	35

	Note 14 – Stockholders’ Equity and Noncontrolling Interests	36

	Note 15 – Segment Information	38

	Note 16 – Commitments and Contingencies	41

	Note 17 – Related Party Transactions	42

	Note 18 – Subsequent Event	42



ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	3943

ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	6268

ITEM 4.	CONTROLS AND PROCEDURES	6268

	PART II – OTHER INFORMATION

ITEM 1.	LEGAL PROCEEDINGS	6268

ITEM 1A.	RISK FACTORS	6268









ITEM 6.	EXHIBITS	6369

SIGNATURES		6470

Table of Contents

AMERICAN NATIONAL GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (UNAUDITED)

(In thousands, except share data)


		March 31, 2021		December 31, 2020			June 30, 2021		December 31, 2020
ASSETS	ASSETS					ASSETS
Fixed maturity, bonds held-to-maturity, at amortized cost, net of allowance for credit losses of $18,854 in 2021 and $12,442 in 2020 (Fair value $7,908,767 in 2021 and $7,983,181 in 2020)		$	7,475,862	$	7,354,970
Fixed maturity, bonds available-for-sale, at fair value (Allowance for credit losses of $8,716 in 2021 and $7,482 in 2020) (Amortized cost $7,046,940 in 2021 and $7,073,142 in 2020)		7,397,792		7,597,180
Equity securities, at fair value (Cost $777,796 in 2021 and $754,625 in 2020)		2,164,146		2,070,766
Mortgage loans on real estate, net of allowance for credit losses of $126,588 in 2021 and $125,703 in 2020		5,141,094		5,242,531
Fixed maturity, bonds held-to-maturity, at amortized cost, net of allowance for credit losses of $17,202 in 2021 and $12,442 in 2020 (Fair value $7,998,049 in 2021 and $7,983,181 in 2020)						Fixed maturity, bonds held-to-maturity, at amortized cost, net of allowance for credit losses of $17,202 in 2021 and $12,442 in 2020 (Fair value $7,998,049 in 2021 and $7,983,181 in 2020)	$	7,473,697	$	7,354,970
Fixed maturity, bonds available-for-sale, at fair value (Allowance for credit losses of $5,158 in 2021 and $7,482 in 2020) (Amortized cost $7,630,025 in 2021 and $7,073,142 in 2020)						Fixed maturity, bonds available-for-sale, at fair value (Allowance for credit losses of $5,158 in 2021 and $7,482 in 2020) (Amortized cost $7,630,025 in 2021 and $7,073,142 in 2020)	8,068,795		7,597,180
Equity securities, at fair value (Cost $796,628 in 2021 and $754,625 in 2020)						Equity securities, at fair value (Cost $796,628 in 2021 and $754,625 in 2020)	2,340,508		2,070,766
Mortgage loans on real estate, net of allowance for credit losses of $108,958 in 2021 and $125,703 in 2020						Mortgage loans on real estate, net of allowance for credit losses of $108,958 in 2021 and $125,703 in 2020	5,028,933		5,242,531
Policy loans	Policy loans	369,525		373,014		Policy loans	365,855		373,014
Real estate and real estate partnerships, net of accumulated depreciation of $270,770 in 2021 and $269,626 in 2020		938,189		960,572
Real estate and real estate partnerships, net of accumulated depreciation of $276,880 in 2021 and $269,626 in 2020						Real estate and real estate partnerships, net of accumulated depreciation of $276,880 in 2021 and $269,626 in 2020	926,241		960,572
Investment funds	Investment funds	523,225		477,135		Investment funds	594,166		477,135
Short-term investments	Short-term investments	1,212,342		1,028,379		Short-term investments	917,581		1,028,379
Other invested assets	Other invested assets	94,316		94,415		Other invested assets	102,387		94,415
Total investments	Total investments	25,316,491		25,198,962		Total investments	25,818,163		25,198,962
Cash and cash equivalents	Cash and cash equivalents	459,087		339,947		Cash and cash equivalents	427,149		339,947

Accrued investment income	Accrued investment income	213,760		216,389		Accrued investment income	206,988		216,389
Reinsurance recoverables, net of allowance for credit losses of $14,390 in 2021 and $14,353 in 2020		444,286		414,359
Reinsurance recoverables, net of allowance for credit losses of $14,890 in 2021 and $14,353 in 2020						Reinsurance recoverables, net of allowance for credit losses of $14,890 in 2021 and $14,353 in 2020	403,150		414,359
Prepaid reinsurance premiums	Prepaid reinsurance premiums	40,807		42,804		Prepaid reinsurance premiums	42,203		42,804
Premiums due and other receivables	Premiums due and other receivables	373,136		351,972		Premiums due and other receivables	394,992		351,972
Deferred policy acquisition costs	Deferred policy acquisition costs	1,421,900		1,360,211		Deferred policy acquisition costs	1,429,623		1,360,211
Property and equipment, net of accumulated depreciation of $287,615 in 2021 and $281,738 in 2020		125,810		121,578

Property and equipment, net of accumulated depreciation of $292,969 in 2021 and $281,738 in 2020						Property and equipment, net of accumulated depreciation of $292,969 in 2021 and $281,738 in 2020	129,141		121,578
Current tax receivable						Current tax receivable	10,458		0
Prepaid pension	Prepaid pension	84,089		80,526		Prepaid pension	87,652		80,526
Other assets	Other assets	162,701		155,600		Other assets	156,942		155,600
Separate account assets	Separate account assets	1,207,754		1,185,467		Separate account assets	1,272,247		1,185,467
Total assets	Total assets	$	29,849,821	$	29,467,815	Total assets	$	30,378,708	$	29,467,815
LIABILITIES	LIABILITIES					LIABILITIES
Future policy benefits	Future policy benefits					Future policy benefits
Life	Life	$	3,149,000	$	3,149,067	Life	$	3,171,348	$	3,149,067
Annuity	Annuity	1,621,258		1,617,774		Annuity	1,621,342		1,617,774
Health	Health	48,812		49,658		Health	47,722		49,658
Policyholders’ account balances	Policyholders’ account balances	12,960,532		12,812,155		Policyholders’ account balances	13,372,474		12,812,155
Policy and contract claims	Policy and contract claims	1,637,130		1,575,288		Policy and contract claims	1,589,729		1,575,288
Unearned premium reserve	Unearned premium reserve	979,302		956,343		Unearned premium reserve	1,016,907		956,343
Other policyholder funds	Other policyholder funds	355,898		358,601		Other policyholder funds	363,060		358,601
Liability for retirement benefits	Liability for retirement benefits	65,704		70,254		Liability for retirement benefits	70,953		70,254
Notes payable	Notes payable	152,607		153,703		Notes payable	151,498		153,703
Deferred tax liabilities, net	Deferred tax liabilities, net	478,469		478,347		Deferred tax liabilities, net	528,779		478,347
Current tax payable	Current tax payable	24,499		10,372		Current tax payable	0		10,372
Federal Home Loan Bank advance	Federal Home Loan Bank advance	250,000		250,000		Federal Home Loan Bank advance	0		250,000
Other liabilities	Other liabilities	407,377		335,219		Other liabilities	403,611		335,219
Separate account liabilities	Separate account liabilities	1,207,754		1,185,467		Separate account liabilities	1,272,247		1,185,467
Total liabilities	Total liabilities	23,338,342		23,002,248		Total liabilities	23,609,670		23,002,248
EQUITY	EQUITY					EQUITY
American National Group, Inc. stockholders’ equity:	American National Group, Inc. stockholders’ equity:					American National Group, Inc. stockholders’ equity:
Common stock, $0.01 par value; 50,000,000 shares authorized; 26,887,200 shares issued and outstanding in 2021 and 2020	Common stock, $0.01 par value; 50,000,000 shares authorized; 26,887,200 shares issued and outstanding in 2021 and 2020	269		269		Common stock, $0.01 par value; 50,000,000 shares authorized; 26,887,200 shares issued and outstanding in 2021 and 2020	269		269
Additional paid-in capital	Additional paid-in capital	47,702		47,683		Additional paid-in capital	47,722		47,683
Accumulated other comprehensive income	Accumulated other comprehensive income	119,959		222,170		Accumulated other comprehensive income	171,851		222,170
Retained earnings	Retained earnings	6,336,273		6,188,148		Retained earnings	6,542,202		6,188,148

Total American National stockholders’ equity	Total American National stockholders’ equity	6,504,203		6,458,270		Total American National stockholders’ equity	6,762,044		6,458,270
Noncontrolling interest	Noncontrolling interest	7,276		7,297		Noncontrolling interest	6,994		7,297
Total stockholders' equity	Total stockholders' equity	6,511,479		6,465,567		Total stockholders' equity	6,769,038		6,465,567
Total liabilities and stockholders' equity	Total liabilities and stockholders' equity	$	29,849,821	$	29,467,815	Total liabilities and stockholders' equity	$	30,378,708	$	29,467,815

See accompanying notes to the unaudited condensed consolidated financial statements.

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AMERICAN NATIONAL GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(In thousands, except share and per share data)


		Three months ended March 31,						Three months ended June 30,					Six months ended June 30,
			2021		2020				2021		2020			2021		2020
PREMIUMS AND OTHER REVENUES	PREMIUMS AND OTHER REVENUES						PREMIUMS AND OTHER REVENUES
Premiums	Premiums						Premiums
Life	Life		$	100,779	$	89,516	Life		$	100,784	$	91,670		$	201,563	$	181,186
Annuity	Annuity		24,241		15,509		Annuity		20,497		25,944			44,738		41,453
Health	Health		38,228		43,086		Health		34,485		42,945			72,713		86,031
Property and casualty	Property and casualty		399,405		388,657		Property and casualty		409,486		372,704			808,891		761,361
Other policy revenues	Other policy revenues		86,539		79,605		Other policy revenues		90,523		79,787			177,062		159,392
Net investment income	Net investment income		269,981		130,991		Net investment income		297,399		273,726			567,380		404,717
Net realized investment gains	Net realized investment gains		19,239		4,148		Net realized investment gains		10,602		3,939			29,841		8,087

Change in investment credit loss	Change in investment credit loss		(5,486)		(44,678)		Change in investment credit loss		25,079		(52,310)			19,593		(96,988)
Net gains (losses) on equity securities	Net gains (losses) on equity securities		95,940		(332,575)		Net gains (losses) on equity securities		170,804		298,825			266,744		(33,750)
Other income	Other income		9,752		11,133		Other income		11,035		10,336			20,787		21,469
Total premiums and other revenues	Total premiums and other revenues		1,038,618		385,392		Total premiums and other revenues		1,170,694		1,147,566			2,209,312		1,532,958
BENEFITS, LOSSES AND EXPENSES	BENEFITS, LOSSES AND EXPENSES						BENEFITS, LOSSES AND EXPENSES
Policyholder benefits	Policyholder benefits						Policyholder benefits
Life	Life		146,160		110,466		Life		139,516		124,941			285,676		235,407
Annuity	Annuity		44,717		34,802		Annuity		42,723		44,983			87,440		79,785
Claims incurred	Claims incurred						Claims incurred
Health	Health		24,251		34,885		Health		26,190		26,726			50,441		61,611
Property and casualty	Property and casualty		244,135		229,709		Property and casualty		280,606		280,561			524,741		510,270
Interest credited to policyholders’ account balances	Interest credited to policyholders’ account balances		107,787		(4,323)		Interest credited to policyholders’ account balances		111,236		146,783			219,023		142,460
Commissions for acquiring and servicing policies	Commissions for acquiring and servicing policies		153,685		130,435		Commissions for acquiring and servicing policies		163,913		140,490			317,598		270,925
Other operating expenses	Other operating expenses		133,502		133,926		Other operating expenses		149,907		125,177			283,409		259,103
Change in deferred policy acquisition costs	Change in deferred policy acquisition costs		(28,119)		(1,672)		Change in deferred policy acquisition costs		(28,842)		(4,703)			(56,961)		(6,375)
Total benefits, losses and expenses	Total benefits, losses and expenses		826,118		668,228		Total benefits, losses and expenses		885,249		884,958			1,711,367		1,553,186
Income (loss) before federal income tax and other items	Income (loss) before federal income tax and other items		212,500		(282,836)		Income (loss) before federal income tax and other items		285,445		262,608			497,945		(20,228)
Less: Provision (benefit) for federal income taxes	Less: Provision (benefit) for federal income taxes						Less: Provision (benefit) for federal income taxes
Current	Current		16,130		24,503		Current		22,057		(13,714)			38,187		10,789
Deferred	Deferred		27,041		(86,171)		Deferred		36,272		65,911			63,313		(20,260)
Total provision (benefit) for federal income taxes	Total provision (benefit) for federal income taxes		43,171		(61,668)		Total provision (benefit) for federal income taxes		58,329		52,197			101,500		(9,471)
Income (loss) after federal income tax	Income (loss) after federal income tax		169,329		(221,168)		Income (loss) after federal income tax		227,116		210,411			396,445		(10,757)

Other components of net periodic pension benefit, net of tax	Other components of net periodic pension benefit, net of tax		944		571		Other components of net periodic pension benefit, net of tax		917		357			1,861		928
Net income (loss)	Net income (loss)		170,273		(220,597)		Net income (loss)		228,033		210,768			398,306		(9,829)
Less: Net income (loss) attributable to noncontrolling interest, net of tax			100		(153)
Less: Net income attributable to noncontrolling interest, net of tax							Less: Net income attributable to noncontrolling interest, net of tax		57		223			157		70
Net income (loss) attributable to American National	Net income (loss) attributable to American National		$	170,173	$	(220,444)	Net income (loss) attributable to American National		$	227,976	$	210,545		$	398,149	$	(9,899)
Amounts available to American National common stockholders	Amounts available to American National common stockholders						Amounts available to American National common stockholders
Earnings (losses) per share	Earnings (losses) per share						Earnings (losses) per share
Basic	Basic		$	6.33	$	(8.20)	Basic		$	8.48	$	7.83		$	14.81	$	(0.37)
Diluted	Diluted		6.33		(8.20)		Diluted		8.48		7.83			14.81		(0.37)

Weighted average common shares outstanding	Weighted average common shares outstanding		26,877,200		26,881,700		Weighted average common shares outstanding		26,877,200		26,878,684			26,877,200		26,880,183
Weighted average common shares outstanding and dilutive potential common shares	Weighted average common shares outstanding and dilutive potential common shares		26,884,899		26,891,675		Weighted average common shares outstanding and dilutive potential common shares		26,884,722		26,887,129			26,884,794		26,889,448

See accompanying notes to the unaudited condensed consolidated financial statements.

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AMERICAN NATIONAL GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME ~~(LOSS)~~ (UNAUDITED)

(In thousands)

Three months ended March 31,
2021 2020
Net income (loss) $ 170,273 $ (220,597)
Other comprehensive income (loss), net of tax
  Change in net unrealized losses on securities (106,264) (112,403)
  Foreign currency transaction and translation adjustments 244 (924)
  Defined benefit pension plan adjustment 3,809 1,756
Total other comprehensive loss, net of tax (102,211) (111,571)
Total comprehensive income (loss) 68,062 (332,168)
Less: Comprehensive income (loss) attributable to noncontrolling interest 100 (153)
Total comprehensive income (loss) attributable to American National $ 67,962 $ (332,015)


	Three months ended June 30,				Six months ended June 30,
	2021		2020		2021		2020
Net income (loss)	$	228,033	$	210,768	$	398,306	$	(9,829)
Other comprehensive income (loss), net of tax
Change in net unrealized gains (losses) on securities	49,395		173,776		(56,869)		61,373
Foreign currency transaction and translation adjustments	175		339		419		(585)
Defined benefit pension plan adjustment	2,322		1,849		6,131		3,605
Total other comprehensive income (loss), net of tax	51,892		175,964		(50,319)		64,393
Total comprehensive income	279,925		386,732		347,987		54,564
Less: Comprehensive income attributable to noncontrolling interest	57		223		157		70
Total comprehensive income attributable to American National	$	279,868	$	386,509	$	347,830	$	54,494

See accompanying notes to the unaudited condensed consolidated financial statements.

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AMERICAN NATIONAL GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED)

(In thousands, except per share data)


		Common Stock*		Additional Paid-In Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Noncontrolling Interest		Total Equity			Common Stock*		Additional Paid-In Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Noncontrolling Interest		Total Equity
Balance at January 1, 2021	Balance at January 1, 2021	$	269	$	47,683	$	222,170	$	6,188,148	$	7,297	$	6,465,567	Balance at January 1, 2021	$	269	$	47,683	$	222,170	$	6,188,148	$	7,297	$	6,465,567

Amortization of restricted stock	Amortization of restricted stock	—		19		—		—		—		19		Amortization of restricted stock	—		19		—		—		—		19

Other comprehensive loss	Other comprehensive loss	—		—		(102,211)		—		—		(102,211)		Other comprehensive loss	—		—		(102,211)		—		—		(102,211)
Net income attributable to American National	Net income attributable to American National	—		—		—		170,173		—		170,173		Net income attributable to American National	—		—		—		170,173		—		170,173
Cash dividends to common stockholders (declared per share of $0.82)	Cash dividends to common stockholders (declared per share of $0.82)	—		—		—		(22,048)		—		(22,048)		Cash dividends to common stockholders (declared per share of $0.82)	—		—		—		(22,048)		—		(22,048)
Contributions	Contributions	—		—		—		—		259		259		Contributions	—		—		—		—		259		259
Distributions	Distributions	—		—		—		—		(380)		(380)		Distributions	—		—		—		—		(380)		(380)
Net income attributable to noncontrolling interest	Net income attributable to noncontrolling interest	—		—		—		—		100		100		Net income attributable to noncontrolling interest	—		—		—		—		100		100
Balance at March 31, 2021	Balance at March 31, 2021	$	269	$	47,702	$	119,959	$	6,336,273	$	7,276	$	6,511,479	Balance at March 31, 2021	$	269	$	47,702	$	119,959	$	6,336,273	$	7,276	$	6,511,479

Amortization of restricted stock														Amortization of restricted stock	—		20		—		—		—		20

Other comprehensive income														Other comprehensive income	—		—		51,892		—		—		51,892
Net income attributable to American National														Net income attributable to American National	—		—		—		227,976		—		227,976
Cash dividends to common stockholders (declared per share of $0.82)														Cash dividends to common stockholders (declared per share of $0.82)	—		—		—		(22,047)		—		(22,047)
Contributions														Contributions	—		—		—		—		—		0
Distributions														Distributions	—		—		—		—		(339)		(339)
Net income attributable to noncontrolling interest														Net income attributable to noncontrolling interest	—		—		—		—		57		57
Balance at June 30, 2021														Balance at June 30, 2021	$	269	$	47,722	$	171,851	$	6,542,202	$	6,994	$	6,769,038

*Refer to Note 1, - Nature of Operationsfor more information on changes in Common Stock and Treasury Stock resulting from the Company's reorganization effective July 1, 2020.

Common Stock Additional Paid-In Capital Accumulated Other Comprehensive Income (Loss) Retained Earnings Treasury Stock Noncontrolling Interest Total Equity
Balance at January 1, 2020 $ 30,832 $ 21,011 $ 99,518 $ 5,946,857 $ (108,469) $ 6,014 $ 5,995,763
Amortization of restricted stock — 20 — — — — 20
Cumulative effect of accounting change — — — (34,702) — — (34,702)
Other comprehensive loss — — (111,571) — — — (111,571)
Net loss attributable to American National — — — (220,444) — — (220,444)
Cash dividends to common stockholders (declared per share of $0.82) — — — (22,047) — — (22,047)
Contributions — — — — — 546 546
Distributions — — — — — (323) (323)
Net loss attributable to noncontrolling interest — — — — — (153) (153)
Balance at March 31, 2020 $ 30,832 $ 21,031 $ (12,053) $ 5,669,664 $ (108,469) $ 6,084 $ 5,607,089
See accompanying notes to the unaudited condensed consolidated financial statements.

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AMERICAN NATIONAL GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED)

(In thousands, except per share data)


	Common Stock		Additional Paid-In Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Treasury Stock		Noncontrolling Interest		Total Equity
Balance at January 1, 2020	$	30,832	$	21,011	$	99,518	$	5,946,857	$	(108,469)	$	6,014	$	5,995,763


Amortization of restricted stock	—		20		—		—		—		—		20
Cumulative effect of accounting change	—		—		—		(34,702)		—		—		(34,702)
Other comprehensive loss	—		—		(111,571)		—		—		—		(111,571)
Net loss attributable to American National	—		—		—		(220,444)		—		—		(220,444)
Cash dividends to common stockholders (declared per share of $0.82)	—		—		—		(22,047)		—		—		(22,047)
Contributions	—		—		—		—		—		546		546
Distributions	—		—		—		—		—		(323)		(323)
Net loss attributable to noncontrolling interest	—		—		—		—		—		(153)		(153)
Balance at March 31, 2020	$	30,832	$	21,031	$	(12,053)	$	5,669,664	$	(108,469)	$	6,084	$	5,607,089


Amortization of restricted stock	—		20		—		—		—		—		20
Cumulative effect of accounting change	—		—		—		1,199		—		—		1,199
Other comprehensive income	—		—		175,964		—		—		—		175,964
Net income attributable to American National	—		—		—		210,545		—		—		210,545
Cash dividends to common stockholders (declared per share of $0.82)	—		—		—		(22,047)		—		—		(22,047)
Contributions	—		—		—		—		—		310		310
Distributions	—		—		—		—		—		(362)		(362)
Net income attributable to noncontrolling interest	—		—		—		—		—		223		223
Balance at June 30, 2020	$	30,832	$	21,051	$	163,911	$	5,859,361	$	(108,469)	$	6,255	$	5,972,941

See accompanying notes to the unaudited condensed consolidated financial statements.

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AMERICAN NATIONAL GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(In thousands)

Three months ended March 31,
2021 2020
OPERATING ACTIVITIES
Net income (loss) $ 170,273 $ (220,597)
Adjustments to reconcile net income to net cash provided by operating activities:
Net realized investment gains (19,239) (4,148)
Change in investment credit loss 5,486 44,678
Accretion of premiums, discounts and loan origination fees 2,991 1,845
Net capitalized interest on policy loans and mortgage loans (8,969) (6,351)
Depreciation 12,688 12,614
Fair value of option securities (28,827) 108,095
Fair value of equity securities (95,940) 332,575
Interest credited to policyholders’ account balances 107,787 (4,323)
Charges to policyholders’ account balances (86,539) (79,605)
Deferred federal income tax expense 27,041 (86,171)
Income from equity method investments (23,161) (15,707)
Distributions from unconsolidated affiliates 17,605 27,246
Changes in:
Policyholder liabilities 130,675 (4,203)
Deferred policy acquisition costs (28,119) (1,672)
Reinsurance recoverables (29,927) 6,207
Premiums due and other receivables (21,164) (35,858)
Prepaid reinsurance premiums 1,997 5,862
Accrued investment income 2,629 8,604
Current tax payable 14,127 22,392
Liability for retirement benefits (3,291) (2,879)
Other, net 1,313 3,447
Net cash provided by operating activities 149,436 112,051
INVESTING ACTIVITIES
Proceeds from sale/maturity/prepayment of:
Held-to-maturity securities 446,616 360,849
Available-for-sale securities 249,726 274,697
Equity securities 35,383 27,620
Real estate and real estate partnerships 11,119 964
Mortgage loans 267,290 105,964
Policy loans 15,106 12,414
Other invested assets 38,231 32,609
Disposals of property and equipment 11 0
Distributions from real estate and real estate partnerships 40,846 3,994
Distributions from investment funds 30,557 7,717
Payment for the purchase/origination of:
Held-to-maturity securities (560,406) (345,112)
Available-for-sale securities (210,290) (250,954)
Equity securities (32,845) (34,350)
Real estate and real estate partnerships (2,910) (3,361)
Mortgage loans (157,027) (166,933)
Policy loans (5,090) (6,520)
Other invested assets (22,441) (10,192)
Additions to property and equipment (9,914) (5,354)
Contributions to real estate and real estate partnerships (28,092) (24,933)
Contributions to investment funds (66,589) (57,132)
Change in short-term investments (183,963) 6,439
Change in collateral held for derivatives 13,136 (128,078)
Other, net (2,356) 4,400
Net cash used in investing activities (133,902) (195,252)


	Six months ended June 30,
	2021		2020
OPERATING ACTIVITIES
Net income (loss)	$	398,306	$	(9,829)
Adjustments to reconcile net income to net cash provided by operating activities:
Net realized investment gains	(29,841)		(8,087)

Change in investment credit loss	(19,593)		96,988
Accretion of premiums, discounts and loan origination fees	7,540		3,851
Net capitalized interest on policy loans and mortgage loans	(17,129)		(14,125)
Depreciation	26,100		26,241
Fair value of option securities	(69,069)		40,938
Fair value of equity securities	(266,744)		33,750
Interest credited to policyholders’ account balances	219,023		142,460
Charges to policyholders’ account balances	(177,062)		(159,392)
Deferred federal income tax expense (benefit)	63,313		(20,260)
Income from equity method investments	(64,698)		(2,085)
Distributions from unconsolidated affiliates	54,345		31,413
Changes in:
Policyholder liabilities	158,941		114,562
Deferred policy acquisition costs	(56,961)		(6,375)
Reinsurance recoverables (payables)	11,209		(20,809)
Premiums due and other receivables	(43,020)		(51,632)
Prepaid reinsurance premiums	601		6,031
Accrued investment income	9,401		(10,412)
Current tax payable (receivable)	(20,830)		3,485
Liability for retirement benefits	1,334		(5,632)
Other, net	(46,966)		(74,733)
Net cash provided by operating activities	138,200		116,348
INVESTING ACTIVITIES
Proceeds from sale/maturity/prepayment of:
Held-to-maturity securities	724,514		689,573
Available-for-sale securities	574,150		501,014
Equity securities	62,761		31,750
Real estate and real estate partnerships	11,119		2,395
Mortgage loans	507,993		164,654
Policy loans	28,440		25,956

Other invested assets	111,276		55,008
Disposals of property and equipment	65		16
Distributions from real estate and real estate partnerships	81,191		4,435
Distributions from investment funds	58,403		22,476
Payment for the purchase/origination of:
Held-to-maturity securities	(841,925)		(336,138)
Available-for-sale securities	(1,073,688)		(840,481)
Equity securities	(49,492)		(78,634)
Real estate and real estate partnerships	(5,289)		(7,040)
Mortgage loans	(266,055)		(326,726)
Policy loans	(9,289)		(12,813)
Other invested assets	(69,180)		(46,373)
Additions to property and equipment	(18,858)		(16,151)
Contributions to real estate and real estate partnerships	(58,482)		(43,415)
Contributions to investment funds	(166,918)		(100,423)
Change in short-term investments	110,798		(75,766)
Change in collateral held for derivatives	18,817		(70,424)
Other, net	(2,688)		(4,322)
Net cash used in investing activities	(272,337)		(461,429)

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AMERICAN NATIONAL GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (CONTINUED)

(In thousands)


		Three months ended March 31,					Six months ended June 30,
		2021		2020			2021		2020
FINANCING ACTIVITIES	FINANCING ACTIVITIES					FINANCING ACTIVITIES
Policyholders’ account deposits	Policyholders’ account deposits	450,984		294,297		Policyholders’ account deposits	$	1,158,341	$	562,041
Policyholders’ account withdrawals	Policyholders’ account withdrawals	(323,854)		(310,921)		Policyholders’ account withdrawals	(639,983)		(655,809)

Proceeds from Federal Home Loan Bank borrowings						Proceeds from Federal Home Loan Bank borrowings	0		500,000
Repayment of Federal Home Loan Bank borrowings						Repayment of Federal Home Loan Bank borrowings	(250,000)		0
Change in notes payable	Change in notes payable	(1,096)		(1,054)		Change in notes payable	(2,205)		(2,126)

Dividends to stockholders	Dividends to stockholders	(22,048)		(22,047)		Dividends to stockholders	(44,095)		(44,094)
Payments to noncontrolling interest	Payments to noncontrolling interest	(380)		(323)		Payments to noncontrolling interest	(719)		(685)
Net cash provided by (used in) financing activities		103,606		(40,048)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		119,140		(123,249)
Net cash provided by financing activities						Net cash provided by financing activities	221,339		359,327
NET INCREASE IN CASH AND CASH EQUIVALENTS						NET INCREASE IN CASH AND CASH EQUIVALENTS	87,202		14,246
Cash and cash equivalents at beginning of the period	Cash and cash equivalents at beginning of the period	339,947		452,001		Cash and cash equivalents at beginning of the period	339,947		452,001
Cash and cash equivalents at end of the period	Cash and cash equivalents at end of the period	$	459,087	$	328,752	Cash and cash equivalents at end of the period	$	427,149	$	466,247

Supplemental cash flow information:	Supplemental cash flow information:					Supplemental cash flow information:
Interest paid	Interest paid	$	218	$	21	Interest paid	$	351	$	132
Income taxes paid, net	Income taxes paid, net	18		0		Income taxes paid, net	55,244		3,800

See accompanying notes to the unaudited condensed consolidated financial statements.

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NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1 – Nature of Operations

On July 1, 2020, American National Insurance Company, a Texas insurance company (“ANICO”), completed its previously announced holding company reorganization. As a result of such reorganization, ANICO became a wholly owned subsidiary of American National Group, Inc., a Delaware corporation (“ANAT”), and ANAT replaced ANICO as the publicly held company. Consequently, all filings with the Securities and Exchange Commission (“SEC”) from July 2, 2020 forward will be filed by ANAT under CIK No. 0001801075. Upon the effective date of the holding company reorganization, ANAT retired 3,945,249 shares of common stock that were held in treasury at ANICO prior to the reorganization. The amount of retired treasury stock in excess of par value was charged to retained earnings. Before and after the reorganization, the issuer had 50,000,000 authorized shares of common stock and 26,887,200 common shares outstanding. As a result of the reorganization, each share of ANICO common stock, par value $1.00 per share was automatically converted into one duly issued, fully paid and non-assessable share of ANAT common stock, par value $0.01 per share. As a result of the reorganization, the directors and officers of ANICO became directors and officers of ANAT. There is no change in the ultimate ownership of the organization and business operations will continue from our current office locations and companies. ANAT, through its consolidated subsidiaries (collectively “American National” or the “Company”) offers a broad portfolio of insurance products, including individual and group life insurance, annuities, health insurance, and property and casualty insurance. Business is conducted in all 50 states, the District of Columbia and Puerto Rico.

Note 2 – Summary of Significant Accounting Policies and Practices

The condensed consolidated financial statements and notes thereto have been prepared in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) and are reported in U.S. currency. American National consolidates entities that are wholly-owned and those in which American National owns less than 100% but controls the voting rights, as well as variable interest entities in which American National is the primary beneficiary. Intercompany balances and transactions with consolidated entities have been eliminated. Investments in unconsolidated affiliates, which include real estate partnerships and investment funds, are accounted for using the equity method of accounting. Changes in prior period presentation were made to conform to the current period presentation.

WeDuring the first quarter of 2021, we reclassified the Company's earnings from equity method investments in the condensed consolidated statements of operations from "Equity in earnings (losses) of unconsolidated affiliates" to "Net investment income." For the three and six months ended ~~March 31,~~June 30, 2020, ~~$15.7~~$(13.6) million ~~was~~and $2.1 million were reclassified, with no impact to net income. We also reclassified the related asset balances in the condensed consolidated statements of financial position from "Investments in unconsolidated affiliates" to "Real estate and real estate partnerships" and "Investment ~~funds",~~funds," with no impact to total assets. Management believes these reclassifications result in increased transparency to the users of the financial statements as it relates to the Company's invested assets and the performance of these investments that are tied to the primary operations of the Company.

The interim condensed consolidated financial statements and notes should be read in conjunction with the annual consolidated financial statements and notes thereto included in American National’s Annual Report on Form 10-K as of and for the year ended December 31, 2020. The condensed consolidated results of operations for the interim periods should not be considered indicative of results to be expected for the full year.

The preparation of the condensed consolidated financial statements in conformity with GAAP requires the use of estimates and assumptions that affect the reported consolidated financial statement balances. Actual results could differ from those estimates.

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Note 3 – Recently Issued Accounting Pronouncements

Adoption of New Accounting Standards


Standard	Description	Effective Date and Method of Adoption	Impact on Financial Statements
ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes	The amendments simplify the accounting for income taxes by removing certain exceptions in the existing guidance including those related to intra-period tax allocation when there is a loss from continuing operations and income or a gain from other items. The amendments require that an entity recognize a franchise tax (or similar tax) that is partially based on income as an income-based tax and account for any incremental amount incurred as a non-income-based tax as well as other minor changes.	This standard became effective for the Company for all annual and interim periods beginning January 1, 2021. The new guidance specifies which amendments should be applied prospectively, retrospective to all periods presented or on a modified retrospective basis through a cumulative-effect adjustment to retained earnings as of the beginning of the year of adoption.	The adoption of this standard did not have a material impact to the Company's Condensed Consolidated Financial Statements or Notes to the Condensed Consolidated Financial Statements.

~~0Future~~Future Adoption of New Accounting Standards—The FASB issued the following accounting guidance relevant to American National:


Standard	Description	Effective Date and Method of Adoption	Impact on Financial Statements
ASU 2018-12, Financial Services—Insurance (Topic 944): Targeted Improvements to the Accounting for Long-Duration Contracts	The guidance will improve the timeliness of recognizing changes in the liability for future policy benefits for traditional and limited payment long-duration contracts and will modify the rate used to discount future cash flows. The guidance will also simplify the accounting for certain market-based options or guarantees associated with deposit (or account balance) contracts (market risk benefits), simplify the amortization of deferred acquisition costs and add significant qualitative and quantitative disclosures.	This standard will become effective for the Company for all annual and interim periods beginning January 1, 2023, which was extended from the previous effective date of January 1, 2022 through the issuance of ASU 2020-11. The guidance allows for one of two adoption methods, a modified retrospective transition or a full retrospective transition except for the changes to accounting for market risk benefits which will require a retrospective transition.	We are currently evaluating the impact of the amendment to the Company. Based on the nature of the standard, we expect the impact to be material to our Condensed Consolidated Financial Statements and Notes to the Condensed Consolidated Financial Statements.


ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting	The amendments in this guidance provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The guidance only applies to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform.	The amendments in this guidance are effective for all entities as of March 12, 2020 and will sunset through December 31, 2022, at which time the application of exceptions and optional expedients will no longer be permitted.	The inventory of LIBOR exposures has been completed and is primarily limited to floating rate bonds, alternative investments, and borrowings within joint venture investments. Some of the contracts included in these categories will mature prior to December 31, 2021, the start of LIBOR rates cessations. The transition from LIBOR is expected to result in an immaterial impact to the Company.

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Note 4 – Investment in Securities

The cost or amortized cost and fair value of investments in securities are shown below (in thousands):


		March 31, 2021											June 30, 2021
		Cost or Amortized Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Allowance for Credit Losses		Fair Value			Cost or Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Allowance for Credit Losses		Fair Value
Fixed maturity, bonds held-to-maturity	Fixed maturity, bonds held-to-maturity											Fixed maturity, bonds held-to-maturity
U.S. treasury and government	U.S. treasury and government	$	11,478	$	0	$	(181)	$	0	$	11,297	U.S. treasury and government	$	12,356	$	1	$	(140)	$	0	$	12,217
U.S. states and political subdivisions	U.S. states and political subdivisions	114,154		3,186		(3,669)		0		113,671		U.S. states and political subdivisions	111,374		2,879		(1,362)		0		112,891
Foreign governments	Foreign governments	14,468		313		(296)		0		14,485		Foreign governments	14,436		263		(149)		0		14,550
Corporate debt securities	Corporate debt securities	7,128,893		458,923		(35,626)		(11,793)		7,540,397		Corporate debt securities	7,183,151		528,273		(10,968)		(14,952)		7,685,504
Residential mortgage-backed securities	Residential mortgage-backed securities	81,778		4,546		(836)		(542)		84,946		Residential mortgage-backed securities	62,494		4,049		(436)		(526)		65,581
Collateralized debt securities	Collateralized debt securities	143,945		7,220		(675)		(6,519)		143,971		Collateralized debt securities	107,088		2,181		(239)		(1,724)		107,306
Total bonds held-to-maturity	Total bonds held-to-maturity	7,494,716		474,188		(41,283)		(18,854)		7,908,767		Total bonds held-to-maturity	7,490,899		537,646		(13,294)		(17,202)		7,998,049
Fixed maturity, bonds available-for-sale	Fixed maturity, bonds available-for-sale											Fixed maturity, bonds available-for-sale
U.S. treasury and government	U.S. treasury and government	25,088		298		(30)		(3)		25,353		U.S. treasury and government	23,899		248		(18)		0		24,129
U.S. states and political subdivisions	U.S. states and political subdivisions	1,054,322		58,630		(4,416)		0		1,108,536		U.S. states and political subdivisions	1,033,691		61,658		(1,398)		(8)		1,093,943
Foreign governments	Foreign governments	14,999		1,182		0		0		16,181		Foreign governments	5,000		1,070		0		0		6,070
Corporate debt securities	Corporate debt securities	5,868,891		344,930		(42,162)		(8,008)		6,163,651		Corporate debt securities	6,397,487		391,587		(10,505)		(4,489)		6,774,080
Residential mortgage-backed securities	Residential mortgage-backed securities	19,048		675		(8)		(198)		19,517		Residential mortgage-backed securities	32,366		705		(57)		(205)		32,809
Collateralized debt securities	Collateralized debt securities	64,592		671		(202)		(507)		64,554		Collateralized debt securities	137,582		913		(275)		(456)		137,764
Total bonds available-for-sale	Total bonds available-for-sale	7,046,940		406,386		(46,818)		(8,716)		7,397,792		Total bonds available-for-sale	7,630,025		456,181		(12,253)		(5,158)		8,068,795
Total investments in fixed maturity	Total investments in fixed maturity	$	14,541,656	$	880,574	$	(88,101)	$	(27,570)	$	15,306,559	Total investments in fixed maturity	$	15,120,924	$	993,827	$	(25,547)	$	(22,360)	$	16,066,844


		December 31, 2020											December 31, 2020
		Cost or Amortized Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Allowance for Credit Losses		Fair Value			Cost or Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Allowance for Credit Losses		Fair Value
Fixed maturity, bonds held-to-maturity	Fixed maturity, bonds held-to-maturity											Fixed maturity, bonds held-to-maturity
U.S. treasury and government	U.S. treasury and government	$	7,733	$	11	$	0	$	0	$	7,744	U.S. treasury and government	$	7,733	$	11	$	0	$	0	$	7,744
U.S. states and political subdivisions	U.S. states and political subdivisions	109,445		4,101		(11)		0		113,535		U.S. states and political subdivisions	109,445		4,101		(11)		0		113,535
Foreign governments	Foreign governments	3,851		374		0		0		4,225		Foreign governments	3,851		374		0		0		4,225
Corporate debt securities	Corporate debt securities	6,992,095		623,233		(9,117)		(7,475)		7,598,736		Corporate debt securities	6,992,095		623,233		(9,117)		(7,475)		7,598,736
Residential mortgage-backed securities	Residential mortgage-backed securities	114,579		5,065		(1,464)		(452)		117,728		Residential mortgage-backed securities	114,579		5,065		(1,464)		(452)		117,728
Collateralized debt securities	Collateralized debt securities	139,709		6,864		(845)		(4,515)		141,213		Collateralized debt securities	139,709		6,864		(845)		(4,515)		141,213
Total bonds held-to-maturity	Total bonds held-to-maturity	7,367,412		639,648		(11,437)		(12,442)		7,983,181		Total bonds held-to-maturity	7,367,412		639,648		(11,437)		(12,442)		7,983,181
Fixed maturity, bonds available-for-sale	Fixed maturity, bonds available-for-sale											Fixed maturity, bonds available-for-sale
U.S. treasury and government	U.S. treasury and government	28,766		418		(1)		0		29,183		U.S. treasury and government	28,766		418		(1)		0		29,183
U.S. states and political subdivisions	U.S. states and political subdivisions	1,066,627		73,976		(145)		0		1,140,458		U.S. states and political subdivisions	1,066,627		73,976		(145)		0		1,140,458
Foreign governments	Foreign governments	14,995		1,393		0		0		16,388		Foreign governments	14,995		1,393		0		0		16,388
Corporate debt securities	Corporate debt securities	5,887,756		471,205		(17,207)		(7,275)		6,334,479		Corporate debt securities	5,887,756		471,205		(17,207)		(7,275)		6,334,479
Residential mortgage-backed securities	Residential mortgage-backed securities	20,544		964		(29)		(188)		21,291		Residential mortgage-backed securities	20,544		964		(29)		(188)		21,291
Collateralized debt securities	Collateralized debt securities	54,454		1,040		(94)		(19)		55,381		Collateralized debt securities	54,454		1,040		(94)		(19)		55,381

Total bonds available-for-sale	Total bonds available-for-sale	7,073,142		548,996		(17,476)		(7,482)		7,597,180		Total bonds available-for-sale	7,073,142		548,996		(17,476)		(7,482)		7,597,180
Total investments in fixed maturity	Total investments in fixed maturity	$	14,440,554	$	1,188,644	$	(28,913)	$	(19,924)	$	15,580,361	Total investments in fixed maturity	$	14,440,554	$	1,188,644	$	(28,913)	$	(19,924)	$	15,580,361

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Note 4 – Investment in Securities – (Continued)

The amortized cost and fair value, by contractual maturity, of fixed maturity securities are shown below (in thousands):


		March 31, 2021									June 30, 2021
		Bonds Held-to-Maturity				Bonds Available-for-Sale					Bonds Held-to-Maturity				Bonds Available-for-Sale
		Amortized Cost		Fair Value		Amortized Cost		Fair Value			Amortized Cost		Fair Value		Amortized Cost		Fair Value
Due in one year or less	Due in one year or less	$	553,460	$	561,970	$	371,354	$	374,859	Due in one year or less	$	539,074	$	547,151	$	372,425	$	375,685
Due after one year through five years	Due after one year through five years	2,833,579		3,020,077		3,253,114		3,456,068		Due after one year through five years	2,822,945		3,009,237		3,157,541		3,373,610
Due after five years through ten years	Due after five years through ten years	3,026,464		3,231,420		2,309,455		2,442,852		Due after five years through ten years	3,140,238		3,395,413		2,619,993		2,785,508
Due after ten years	Due after ten years	1,081,213		1,095,300		1,113,017		1,124,013		Due after ten years	988,642		1,046,248		1,480,066		1,533,992
Total	Total	$	7,494,716	$	7,908,767	$	7,046,940	$	7,397,792	Total	$	7,490,899	$	7,998,049	$	7,630,025	$	8,068,795

Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Residential and commercial mortgage-backed securities, which are not due at a single maturity, have been presented based on the year of final contractual maturity.

Proceeds from sales of bonds available-for-sale, with the related gross realized gains and losses, are shown below (in thousands):


		Three months ended March 31,					Three months ended June 30,				Six months ended June 30,
			2021		2020				2021		2020		2021		2020
Proceeds from sales of fixed maturity, bonds available-for-sale	Proceeds from sales of fixed maturity, bonds available-for-sale		$	11,650	$	46,513		Proceeds from sales of fixed maturity, bonds available-for-sale	$	13,523	$	85,000	$	25,173	$	131,513
Gross realized gains	Gross realized gains		0		412			Gross realized gains	59		0		59		412
Gross realized losses	Gross realized losses		0		(4,072)			Gross realized losses	0		0		0		(4,072)

Gains and losses are determined using specific identification of the securities sold. There was no transfer of bonds from held-to-maturity to available-for-sale during the ~~three~~six months ended ~~March 31,~~June 30, 2021 and 2020.

In accordance with various regulations, American National has bonds on deposit with regulating authorities with a carrying value of ~~$47.1~~$47.3 million and $47.7 million at ~~March 31,~~June 30, 2021 and December 31, 2020, respectively. In addition, American National has pledged bonds in connection with agreements and transactions, such as financing and reinsurance agreements. The carrying value of bonds pledged was ~~$97.2~~$89.0 million and $111.0 million at ~~March 31,~~June 30, 2021 and December 31, 2020, respectively.

The components of the change in net unrealized ~~losses~~gains (losses) on debt securities are shown below (in thousands):


		Three months ended March 31,					Six months ended June 30,
		2021		2020			2021		2020
Bonds available-for-sale: change in unrealized losses		$	(171,952)	$	(244,361)
Bonds available-for-sale: change in unrealized gains (losses)						Bonds available-for-sale: change in unrealized gains (losses)	$	(87,592)	$	106,055
Adjustments for	Adjustments for					Adjustments for
Deferred policy acquisition costs	Deferred policy acquisition costs	33,570		89,326		Deferred policy acquisition costs	12,451		(21,240)
Participating policyholders’ interest	Participating policyholders’ interest	4,322		11,151		Participating policyholders’ interest	3,484		(5,052)
Deferred federal income tax benefit		27,796		31,481
Change in net unrealized losses on debt securities, net of tax		$	(106,264)	$	(112,403)
Deferred federal income tax benefit (expense)						Deferred federal income tax benefit (expense)	14,788		(18,390)
Change in net unrealized gains (losses) on debt securities, net of tax						Change in net unrealized gains (losses) on debt securities, net of tax	$	(56,869)	$	61,373

The components of the change in net gains (losses) on equity securities are shown below (in thousands):


		Three months ended March 31,					Three months ended June 30,				Six months ended June 30,
			2021		2020				2021		2020		2021		2020
Unrealized gains (losses) on equity securities	Unrealized gains (losses) on equity securities		$	96,766	$	(333,601)		Unrealized gains (losses) on equity securities	$	172,373	$	298,793	$	269,139	$	(34,808)
Net gains (losses) on equity securities sold	Net gains (losses) on equity securities sold		(826)		1,026			Net gains (losses) on equity securities sold	(1,569)		32		(2,395)		1,058
Net gains (losses) on equity securities	Net gains (losses) on equity securities		$	95,940	$	(332,575)		Net gains (losses) on equity securities	$	170,804	$	298,825	$	266,744	$	(33,750)

1213

Table of Contents

Note 4 – Investment in Securities – (Continued)

The gross unrealized losses and fair value of bonds available-for-sale, aggregated by investment category and length of time individual securities have been in a continuous unrealized loss position due to market factors are shown below (in thousands, except number of issues):


		March 31, 2021																June 30, 2021
		Less than 12 months					12 months or more					Total						Less than 12 months					12 months or more					Total
		Number of Issues	Gross Unrealized (Losses)		Fair Value		Number of Issues	Gross Unrealized (Losses)		Fair Value		Number of Issues	Gross Unrealized (Losses)		Fair Value			Number of Issues	Gross Unrealized Losses		Fair Value		Number of Issues	Gross Unrealized Losses		Fair Value		Number of Issues	Gross Unrealized Losses		Fair Value

Fixed maturity, bonds available-for-sale	Fixed maturity, bonds available-for-sale																Fixed maturity, bonds available-for-sale
U.S. treasury and government	U.S. treasury and government	5	$	(30)	$	12,353	0	$	0	$	0	5	$	(30)	$	12,353	U.S. treasury and government	5	$	(18)	$	11,713	0	$	0	$	0	5	$	(18)	$	11,713
U.S. states and political subdivisions	U.S. states and political subdivisions	19	(4,416)		83,704		0	0		0		19	(4,416)		83,704		U.S. states and political subdivisions	8	(1,398)		43,726		0	0		0		8	(1,398)		43,726
Corporate debt securities	Corporate debt securities	128	(31,727)		738,969		16	(10,435)		54,603		144	(42,162)		793,572		Corporate debt securities	115	(10,280)		637,686		9	(225)		37,955		124	(10,505)		675,641
Residential mortgage-backed securities	Residential mortgage-backed securities	1	(1)		245		3	(7)		566		4	(8)		811		Residential mortgage-backed securities	1	(55)		13,335		3	(2)		552		4	(57)		13,887
Collateralized debt securities	Collateralized debt securities	8	(200)		39,113		1	(2)		156		9	(202)		39,269		Collateralized debt securities	14	(275)		108,502		0	0		0		14	(275)		108,502

Total	Total	161	$	(36,374)	$	874,384	20	$	(10,444)	$	55,325	181	$	(46,818)	$	929,709	Total	143	$	(12,026)	$	814,962	12	$	(227)	$	38,507	155	$	(12,253)	$	853,469


		December 31, 2020																December 31, 2020
		Less than 12 months					12 months or more					Total						Less than 12 months					12 months or more					Total
		Number of Issues	Gross Unrealized (Losses)		Fair Value		Number of Issues	Gross Unrealized (Losses)		Fair Value		Number of Issues	Gross Unrealized (Losses)		Fair Value			Number of Issues	Gross Unrealized Losses		Fair Value		Number of Issues	Gross Unrealized Losses		Fair Value		Number of Issues	Gross Unrealized Losses		Fair Value

Fixed maturity, bonds available-for-sale	Fixed maturity, bonds available-for-sale																Fixed maturity, bonds available-for-sale
U.S. treasury and government	U.S. treasury and government	1	$	(1)	$	2,868	0	$	0	$	0	1	$	(1)	$	2,868	U.S. treasury and government	1	$	(1)	$	2,868	0	$	0	$	0	1	$	(1)	$	2,868
U.S. states and political subdivisions	U.S. states and political subdivisions	2	(145)		10,205		0	0		0		2	(145)		10,205		U.S. states and political subdivisions	2	(145)		10,205		0	0		0		2	(145)		10,205
Corporate debt securities	Corporate debt securities	43	(8,507)		270,249		8	(8,700)		13,270		51	(17,207)		283,519		Corporate debt securities	43	(8,507)		270,249		8	(8,700)		13,270		51	(17,207)		283,519
Residential mortgage-backed securities	Residential mortgage-backed securities	1	(21)		1,391		3	(8)		593		4	(29)		1,984		Residential mortgage-backed securities	1	(21)		1,391		3	(8)		593		4	(29)		1,984
Collateralized debt securities	Collateralized debt securities	3	(93)		12,752		1	(1)		158		4	(94)		12,910		Collateralized debt securities	3	(93)		12,752		1	(1)		158		4	(94)		12,910
Total	Total	50	$	(8,767)	$	297,465	12	$	(8,709)	$	14,021	62	$	(17,476)	$	311,486	Total	50	$	(8,767)	$	297,465	12	$	(8,709)	$	14,021	62	$	(17,476)	$	311,486

~~Unrealized losses on bonds available-for-sale where an allowance for credit loss was not recorded were concentrated in the Company's corporate securities within the oil and gas sectors.~~ A number of assumptions and estimates are inherent in evaluating whether an allowance for credit loss is necessary, which include the financial condition, near term and long-term prospects of the issue or issuer, including relevant industry conditions and trends and implications of rating agency actions and offering prices. Based on this evaluation, unrealized losses on bonds available-for-sale where an allowance for credit loss was not recorded were concentrated in the Company's fixed maturity securities within the electronic equipment sector.

Equity securities by market sector distribution are shown below, based on fair value:


		March 31, 2021		December 31, 2020			June 30, 2021		December 31, 2020
Consumer goods	Consumer goods	18.4	%	19.3	%	Consumer goods	17.6	%	19.3	%
Energy and utilities	Energy and utilities	5.8		5.2		Energy and utilities	5.7		5.2
Finance	Finance	22.9		21.6		Finance	23.2		21.6
Healthcare	Healthcare	14.5		15.0		Healthcare	14.1		15.0
Industrials	Industrials	7.7		7.4		Industrials	7.6		7.4
Information technology	Information technology	26.2		27.1		Information technology	27.1		27.1
Other	Other	4.5		4.4		Other	4.7		4.4
Total	Total	100.0	%	100.0	%	Total	100.0	%	100.0	%

1314

Table of Contents

Note 4 – Investment in Securities – (Continued)

Allowance for Credit Losses

Held-to-Maturity Securities—Management measures expected credit losses on bonds held-to-maturity on a qualitative adjustment basis by major security type: corporate bonds, structured products, municipals, specialty products and treasuries. Accrued interest receivable on ~~held-to maturity~~held-to-maturity debt securities are excluded from the estimate of credit losses. The estimate of expected credit losses considers historical credit loss information that is adjusted for current market conditions and reasonable and supportable economic forecasts based upon a third-party valuation model.

Available-for-Sale Securities—For available-for-sale bonds in an unrealized loss position, the Company first assesses whether it intends to sell the security or will be required to sell the security before recovery of its amortized cost basis. If either of these criteria are met, the security’s amortized cost basis is written down to fair value through income. For bonds available-for-sale that do not meet either indicated criteria, the Company evaluates whether the decline in fair value has resulted from credit events or market factors. In making this assessment, management first calculates the extent to which fair value is less than amortized cost, and then may consider any changes to the rating of the security by a rating agency, and any specific conditions related to the security. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security is compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded through income, limited to the amount fair value is less than amortized cost. Any remaining unrealized loss is recognized in other comprehensive income.

When the discounted cash flow method is used to determine the allowance for credit losses, management's estimates incorporate expected prepayments, if any. Model inputs are considered reasonable and supportable for three years. A mean reversion is applied in years four and five. Credit loss allowance is not measured on accrued interest receivable because the balance is written off to net investment income in a timely manner, within 90 days. Changes in the allowance for credit losses are recognized through the condensed consolidated statement of operations as change in estimated credit loss.

No accrued interest receivables were written off as of ~~March 31,~~June 30, 2021.

The rollforward of the allowance for credit losses for bonds held-to-maturity is shown below (in thousands):


		Three months ended March 31, 2021
		Foreign Governments		Corporate Debt Securities		Collateralized Debt Securities		Residential Mortgage Backed Securities		Total			Corporate Debt Securities		Collateralized Debt Securities		Residential Mortgage Backed Securities		Total
Allowance for credit losses	Allowance for credit losses											Allowance for credit losses
Balance at January 1, 2021	Balance at January 1, 2021	$	0	$	(7,475)	$	(4,515)	$	(452)	$	(12,442)	Balance at January 1, 2021	$	(7,475)	$	(4,515)	$	(452)	$	(12,442)
Purchases	Purchases	0		(228)		0		0		(228)		Purchases	(228)		0		0		(228)
Disposition	Disposition	0		125		0		0		125		Disposition	125		0		0		125
Provision	Provision	0		(4,215)		(2,004)		(90)		(6,309)		Provision	(4,215)		(2,004)		(90)		(6,309)
Balance at March 31, 2021	Balance at March 31, 2021	$	0	$	(11,793)	$	(6,519)	$	(542)	$	(18,854)	Balance at March 31, 2021	$	(11,793)	$	(6,519)	$	(542)	$	(18,854)

Purchases												Purchases	(974)		0		0		(974)
Disposition												Disposition	104		551		0		655
Provision												Provision	(2,289)		4,244		16		1,971

Balance at June 30, 2021												Balance at June 30, 2021	$	(14,952)	$	(1,724)	$	(526)	$	(17,202)

		Three months ended March 31, 2020
		Foreign Governments		Corporate Debt Securities		Collateralized Debt Securities		Residential Mortgage Backed Securities		Total
Allowance for credit losses
Balance at January 1, 2020		$	4	$	(18,563)	$	(2,968)	$	(137)	$	(21,664)
Purchases		0		(622)		(323)		0		(945)
Disposition		0		6,901		106		134		7,141
Provision		1		(6,117)		199		0		(5,917)

Balance at March 31, 2020		$	5	$	(18,401)	$	(2,986)	$	(3)	$	(21,385)


	Foreign Governments		Corporate Debt Securities		Collateralized Debt Securities		Residential Mortgage Backed Securities		Total
Allowance for credit losses
Balance at January 1, 2020	$	4	$	(18,563)	$	(2,968)	$	(137)	$	(21,664)
Purchases	0		(622)		(323)		0		(945)
Disposition	0		6,901		106		134		7,141
Provision	1		(6,117)		199		0		(5,917)

Balance at March 31, 2020	$	5	$	(18,401)	$	(2,986)	$	(3)	$	(21,385)



Purchases	0		(116)		0		0		(116)
Disposition	0		200		0		0		200
Provision	(5)		(1,565)		454		3		(1,113)

Balance at June 30, 2020	$	0	$	(19,882)	$	(2,532)	$	0	$	(22,414)

1415

Table of Contents

Note 4 – Investment in Securities – (Continued)

The rollforward of the allowance for credit losses for available-for-sale debt securities is shown below (in thousands):


		Three months ended March 31, 2021
		U.S. Treasury and Government		Corporate Debt Securities		Collateralized Debt Securities		Residential Mortgage Backed Securities		Total			U.S. Treasury and Government		U.S. State and Political Subdivisions		Corporate Debt Securities		Collateralized Debt Securities		Residential Mortgage Backed Securities		Total
Allowance for credit losses	Allowance for credit losses											Allowance for credit losses
Balance at January 1, 2021	Balance at January 1, 2021	$	0	$	(7,275)	$	(19)	$	(188)	$	(7,482)	Balance at January 1, 2021	$	0	$	0	$	(7,275)	$	(19)	$	(188)	$	(7,482)

Allowance on securities that had an allowance recorded in a previous period	Allowance on securities that had an allowance recorded in a previous period	0		(733)		(488)		(10)		(1,231)		Allowance on securities that had an allowance recorded in a previous period	0		—		(733)		(488)		(10)		(1,231)
Allowance on securities where credit losses were not previously recorded	Allowance on securities where credit losses were not previously recorded	(3)		0		0		0		(3)		Allowance on securities where credit losses were not previously recorded	(3)		—		0		0		0		(3)

Balance at March 31, 2021	Balance at March 31, 2021	$	(3)	$	(8,008)	$	(507)	$	(198)	$	(8,716)	Balance at March 31, 2021	$	(3)	$	0	$	(8,008)	$	(507)	$	(198)	$	(8,716)

Increase in allowance related to purchases												Increase in allowance related to purchases	0		—		(981)		(192)		0		(1,173)
Reduction in allowance related to disposition												Reduction in allowance related to disposition	0		—		4,039		182		0		4,221

Allowance on securities that had an allowance recorded in a previous period												Allowance on securities that had an allowance recorded in a previous period	3		—		1,181		87		(5)		1,266

Allowance on securities where credit losses were not previously recorded												Allowance on securities where credit losses were not previously recorded	0		(8)		(720)		(26)		(2)		(756)

Balance at June 30, 2021												Balance at June 30, 2021	$	0	$	(8)	$	(4,489)	$	(456)	$	(205)	$	(5,158)

		Three months ended March 31, 2020
		U.S. Treasury and Government		Corporate Debt Securities		Collateralized Debt Securities		Residential Mortgage Backed Securities		Total
Allowance for credit losses
Balance at January 1, 2020		$	0	$	0	$	0	$	0	$	0
Allowance on securities that had an allowance recorded in a previous period		0		(12,499)		(236)		(130)		(12,865)
Balance at March 31, 2020		$	0	$	(12,499)	$	(236)	$	(130)	$	(12,865)


	Corporate Debt Securities		Collateralized Debt Securities		Residential Mortgage Backed Securities		Total
Allowance for credit losses
Balance at January 1, 2020	$	0	$	0	$	0	$	0
Allowance on securities that had an allowance recorded in a previous period	(12,499)		(236)		(130)		(12,865)
Balance at March 31, 2020	$	(12,499)	$	(236)	$	(130)	$	(12,865)

Increase in allowance related to purchases	(73)		0		0		(73)
Reduction in allowance related to disposition	7		0		3		10

Allowance on securities that had an allowance recorded in a previous period	10,017		155		(83)		10,089



Allowance on securities where credit losses were not previously recorded	(1,276)		0		0		(1,276)


Balance at June 30, 2020	$	(3,824)	$	(81)	$	(210)	$	(4,115)

Table of Contents

Note 4 – Investment in Securities – (Continued)

Credit Quality Indicators

The Company monitors the credit quality of bonds held-to-maturity through the use of credit ratings, which are updated on a monthly basis. The two traditional metrics for assessing interest rate risks are interest-coverage ratios and capitalization ratios, which can also be used in the assessment of credit risk. These risks are ~~fairly~~ mitigated through the diversification of bond investments. Categories of diversification include credit ratings, geographic locations, maturities, and market sector.

The credit quality indicators for the amortized cost of bonds held-to-maturity are shown below (in thousands):


		March 31, 2021													June 30, 2021
		Amortized cost of bonds held-to-maturity by credit rating													Amortized cost of bonds held-to-maturity by credit rating
Fixed maturity, bonds held-to-maturity	Fixed maturity, bonds held-to-maturity	AAA		AA		A		BBB		BB and below		Total		Fixed maturity, bonds held-to-maturity	AAA		AA		A		BBB		BB and below		Total
U.S. treasury and government	U.S. treasury and government	$	0	$	11,478	$	0	$	0	$	0	$	11,478	U.S. treasury and government	$	0	$	12,356	$	0	$	0	$	0	$	12,356
U.S. state and political subdivisions	U.S. state and political subdivisions	17,828		55,474		34,325		0		6,527		114,154		U.S. state and political subdivisions	16,846		55,316		9,772		22,932		6,508		111,374
Foreign governments	Foreign governments	0		13,441		1,027		0		0		14,468		Foreign governments	0		13,413		1,023		0		0		14,436
Corporate debt securities	Corporate debt securities	25,982		337,853		3,210,816		3,455,649		98,593		7,128,893		Corporate debt securities	31,342		406,543		3,297,317		3,349,258		98,691		7,183,151
Collateralized debt securities	Collateralized debt securities	0		0		105,327		33,580		5,038		143,945		Collateralized debt securities	0		0		68,675		33,445		4,968		107,088
Residential mortgage backed securities	Residential mortgage backed securities	0		80,268		0		0		1,510		81,778		Residential mortgage backed securities	0		61,083		0		0		1,411		62,494
Total	Total	$	43,810	$	498,514	$	3,351,495	$	3,489,229	$	111,668	$	7,494,716	Total	$	48,188	$	548,711	$	3,376,787	$	3,405,635	$	111,578	$	7,490,899


	December 31, 2020
	Amortized cost of bonds held-to-maturity by credit rating
Fixed maturity, bonds held-to-maturity	AAA		AA		A		BBB		BB and below		Total
U.S. treasury and government	$	0	$	7,733	$	0	$	0	$	0	$	7,733
U.S. state and political subdivisions	25,831		43,964		34,893		0		4,757		109,445
Foreign governments	0		2,820		1,031		0		0		3,851
Corporate debt securities	1,956		262,830		2,976,571		3,647,496		103,242		6,992,095
Collateralized debt securities	0		0		107,795		31,914		0		139,709
Residential mortgage backed securities	0		112,995		0		0		1,584		114,579

Total	$	27,787	$	430,342	$	3,120,290	$	3,679,410	$	109,583	$	7,367,412

1517

Table of Contents

Note 5 – Mortgage Loans

Generally, commercial mortgage loans are secured by first liens on income-producing real estate. American National attempts to maintain a diversified portfolio by considering both the location of the underlying collateral as well as the type of mortgage loan. The geographic categories come from the U.S. Census Bureau's "Census Regions and Divisions of the United States." The distribution based on carrying amount of mortgage loans by location is as follows (in thousands, except percentages):


		March 31, 2021				December 31, 2020					June 30, 2021				December 31, 2020
		Amount		Percentage		Amount		Percentage			Amount		Percentage		Amount		Percentage
East North Central	East North Central	$	741,253	14.4	%	$	783,614	14.9	%	East North Central	$	726,988	14.4	%	$	783,614	14.9	%
East South Central	East South Central	140,020		2.7		146,052		2.8		East South Central	133,339		2.6		146,052		2.8
Mountain	Mountain	1,324,391		25.8		1,284,555		24.5		Mountain	1,266,147		25.2		1,284,555		24.5
Pacific	Pacific	785,654		15.3		806,426		15.4		Pacific	802,704		16.0		806,426		15.4
South Atlantic	South Atlantic	574,516		11.2		619,405		11.8		South Atlantic	552,216		11.0		619,405		11.8
West South Central	West South Central	1,278,061		24.9		1,313,848		25.1		West South Central	1,214,926		24.2		1,313,848		25.1
Other	Other	297,199		5.7		288,631		5.5		Other	332,613		6.6		288,631		5.5
Total	Total	$	5,141,094	100.0	%	$	5,242,531	100.0	%	Total	$	5,028,933	100.0	%	$	5,242,531	100.0	%

As of ~~March 31,~~June 30, 2021 and December 31, 2020, loans in foreclosure and loans foreclosed are as follows (in thousands, except number of loans):


		March 31, 2021			December 31, 2020				June 30, 2021			December 31, 2020
Foreclosure and foreclosed	Foreclosure and foreclosed	Number of Loans	Recorded Investment		Number of Loans	Recorded Investment		Foreclosure and foreclosed	Number of Loans	Recorded Investment		Number of Loans	Recorded Investment
In foreclosure	In foreclosure	1	$	5,168	1	$	5,168	In foreclosure	0	$	0	1	$	5,168
Filed for bankruptcy*	Filed for bankruptcy*	1	9,230		1	9,230		Filed for bankruptcy*	0	0		1	9,230
Total in foreclosure	Total in foreclosure	2	$	14,398	2	$	14,398	Total in foreclosure	0	$	0	2	$	14,398

Foreclosed	Foreclosed	0	$	0	2	$	8,603	Foreclosed	1	$	5,168	2	$	8,603

*Borrower filed for bankruptcy after foreclosure proceedings had begun.

The age analysis of past due loans is shown below (in thousands, except percentages):


		30-59 Days Past Due		60-89 Days Past Due				More Than 90 Days Past Due		Total			Current		Total						30-59 Days Past Due			60-89 Days Past Due		More Than 90 Days Past Due			Total			Current			Total
March 31, 2021												Amount			Percentage
June 30, 2021																				June 30, 2021			30-59 Days Past Due					60-89 Days Past Due			More Than 90 Days Past Due			Total			Current			Amount		Percentage
Apartment	Apartment	$	0			$	0			$	0		$	0	$	552,091	$	552,091				10.5		%	Apartment							$	529,136					10.3	%
Hotel	Hotel	101,432		0				0		101,432			791,927		893,359		17.0			Hotel	0			0		0						0			909,010			909,010			17.7
Industrial	Industrial	0		0				5,168		5,168			831,194		836,362		15.9			Industrial	0			2,785		0			2,785			852,210			854,995			16.6
Office	Office	9,803		0				9,230		19,033			1,524,777		1,543,810		29.3			Office	0			0		0			0			1,475,620			1,475,620			28.7
Parking	Parking	0		0				0		0			363,737		363,737		6.9			Parking	0			0		0			0			363,024			363,024			7.1
Retail	Retail	74,004		0				0		74,004			709,392		783,396		14.9			Retail	0			0		0			0			755,827			755,827			14.7
Storage	Storage	0		0				0		0			152,488		152,488		2.9			Storage	0			0		0			0			137,042			137,042			2.7
Other	Other	0		0				0		0			142,439		142,439		2.6			Other	0			0		0			0			113,237			113,237			2.2
Total	Total	$	185,239	$	0			$	14,398	$	199,637		$	5,068,045	$	5,267,682	100.0		%	Total	$	0		$	2,785	$	0		$	2,785		$	5,135,106		$	5,137,891		100.0	%
Allowance for credit losses	Allowance for credit losses														(126,588)					Allowance for credit losses															(108,958)
Total, net of allowance	Total, net of allowance														$	5,141,094				Total, net of allowance															$	5,028,933
December 31, 2020	December 31, 2020																			December 31, 2020
Apartment	Apartment	$	0	$	0			$	0	$	0		$	557,159	$	557,159	10.5		%	Apartment	$	0		$	0	$	0		$	0		$	557,159		$	557,159		10.5	%
Hotel	Hotel	30,315		30,158				0		60,473			853,522		913,995		17.0			Hotel	30,315			30,158		0			60,473			853,522			913,995			17.0
Industrial	Industrial	14,930		0				5,168		20,098			836,105		856,203		15.9			Industrial	14,930			0		5,168			20,098			836,105			856,203			15.9
Office	Office	24,804		0				9,230		34,034			1,522,197		1,556,231		29.0			Office	24,804			0		9,230			34,034			1,522,197			1,556,231			29.0
Parking	Parking	48,825		29,355				0		78,180			286,107		364,287		6.8			Parking	48,825			29,355		0			78,180			286,107			364,287			6.8
Retail	Retail	4,991		0				25,779		30,770			760,907		791,677		14.7			Retail	4,991			0		25,779			30,770			760,907			791,677			14.7
Storage	Storage	0		0				0		0			165,561		165,561		3.1			Storage	0			0		0			0			165,561			165,561			3.1
Other	Other	0		0				0		0			163,121		163,121		3.0			Other	0			0		0			0			163,121			163,121			3.0
Total	Total	$	123,865	$	59,513			$	40,177	$	223,555		$	5,144,679	$	5,368,234	100.0		%	Total	$	123,865		$	59,513	$	40,177		$	223,555		$	5,144,679		$	5,368,234		100.0	%
Allowance for credit losses	Allowance for credit losses														(125,703)					Allowance for credit losses															(125,703)
Total, net of allowance	Total, net of allowance														$	5,242,531				Total, net of allowance															$	5,242,531

1618

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Note 5 – Mortgage Loans – (Continued)

As a result of the economic impact associated with COVID-19, American National ~~originally granted~~modified 93 ~~loan modifications~~loans with a total balance of $1.6 billion during the second and third quarters of ~~2020 with a total balance of $1.6 billion~~2020. These modifications were in the form of forbearance of principal and interest payments for up to six months, extensions of maturity dates, and/or provisions for interest only payments. ~~Modifications~~The modifications were primarily related to our loans to hotels, retail and parking operations. Due to the ongoing economic stress brought on by the pandemic, ~~we made~~ additional modifications ~~in the first quarter of 2021~~ for 2431 of these loans with a total balance of ~~$633.6~~$708.6 million ~~which~~were made in the first and second quarters of 2021. These additional modifications extended the forbearance of principal and interest payments and interest only provisions ~~but also included~~with a requirement for the payment of at least 20% of the total interest due during the extended modification period. The modified loans had an aggregate deferred interest of ~~$17.0~~$13.6 million as of ~~March 31,~~June 30, 2021.

There were 0 unamortized purchase discounts as of ~~March 31,~~June 30, 2021 and December 31, 2020. Total mortgage loans were net of unamortized origination fees of ~~$24.0~~$23.6 million and $26.1 million at ~~March 31,~~June 30, 2021 and December 31, 2020, respectively. No unearned income is included in these amounts.

Troubled Debt Restructurings

American National has granted concessions to certain mortgage loan borrowers. Concessions are generally one of, or a combination of, a delay in payment of principal or interest, a reduction of the contractual interest rate or an extension of the maturity date. Loans that have these concessions could be classified as troubled debt restructurings. The carrying value ~~after the allowance, before and after modification in a troubled debt restructuring, may not~~could change ~~significantly, or may increase if~~based on the expected recovery of the loan, which is ~~higher than the pre-modification recovery assessment.~~evaluated quarterly. Loan modifications executed due to COVID-19 resulting in a total delay of more than six months were evaluated for troubled debt restructured status under current GAAP guidance.

Troubled debt restructuring mortgage loan information is as follows (in thousands, except number of loans):


		Three months ended March 31,											Six months ended June 30,
		2021					2020						2021					2020
		Number of Loans	Recorded Investment Pre-Modification		Recorded Investment Post Modification		Number of Loans	Recorded Investment Pre- Modification		Recorded Investment Post Modification			Number of Loans	Recorded Investment Pre- Modification		Recorded Investment Post- Modification		Number of Loans	Recorded Investment Pre- Modification		Recorded Investment Post- Modification
Office	Office	2	$	14,660	$	14,660	0	$	0	$	0	Office	2	$	14,511	$	14,511	0	$	0	$	0
Retail	Retail	2	28,234		28,234		0	0		0		Retail	3	32,703		32,703		3	22,161		22,161

Hotel												Hotel	0	0		0		11	341,556		341,556
Parking	Parking	1	9,730		9,730		0	0		0		Parking	1	9,735		9,735		0	0		0
Storage	Storage	1	8,937		8,937		0	0		0		Storage	1	8,942		8,942		0	0		0

Other												Other	0	0		0		2	5,776		5,776
Total	Total	6	$	61,561	$	61,561	0	$	0	$	0	Total	7	$	65,891	$	65,891	16	$	369,493	$	369,493

American National considers the amount, timing and extent of concessions in determining credit loss allowances for loan losses recorded in connection with a troubled debt restructuring.

There were 67 loans determined to be a troubled debt restructuring for the ~~three~~six months ended ~~March 31,~~June 30, 2021. There are ~~$2.7 million of~~0 commitments to lend additional funds to debtors whose loans have been modified in a troubled debt restructuring during the periods presented. The increase in loans determined to be a troubled debt restructuring in the ~~three~~six months ended ~~March 31,~~June 30, 2021 is primarily attributable to COVID-19 related loan modifications where the concessions granted were in excess of six-months in duration.

1719

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Note 5 – Mortgage Loans – (Continued)

Allowance for Credit Losses

Mortgage loans on real estate are stated at unpaid principal balance, adjusted for any unamortized discount, deferred expenses and allowances. The allowance for credit losses is based upon the current expected credit loss model. The model considers past loss experience, current economic conditions, and reasonable and supportable forecasts of future conditions. Reversion for the allowance calculation is implicit in the models used to determine the allowance. The methodology uses a discounted cash flow approach based on expected cash flows.

The rollforward of the allowance for credit losses for mortgage loans is shown below (in thousands):


	Commercial Mortgage Loans
Balance at January 1, 2021	$	(125,703)




Provision	(885)

Balance at March 31, 2021	$	(126,588)
Provision	17,630
Balance at June 30, 2021	$	(108,958)







	Commercial Mortgage Loans
Balance at January 1, 2020	$	(19,160)
Cumulative adjustment at January 1, 2020	(11,216)
Provision	(29,069)
Balance at March 31, 2020	$	(59,445)
Provision	(52,035)
Balance at June 30, 2020	$	(111,480)

The change in allowance for the ~~three~~six months ended ~~March 31,~~June 30, 2021 was primarily driven by ~~distress in~~a favorable response of the hospitality industry which has seen a dramatic increase in loss results as the individual markets are now expected to rebound more slowly than previously anticipated. This is partially offset; however, by a more optimistic outlook for the industrial, office and retail ~~sectors as they are expected~~industries to ~~more directly benefit from the general~~ re-opening of the economy ~~access to vaccines~~ and ~~approval of~~resulting increases in travel and brick-and-mortar shopping. This is partially offset by general uncertainty in the ~~"American Rescue Plan Act."~~office sector.

The asset and allowance balances for credit losses for mortgage loans by property-type are shown below (in thousands):


		March 31, 2021				December 31, 2020					June 30, 2021				December 31, 2020
		Asset Balance		Allowance		Asset Balance		Allowance			Asset Balance		Allowance		Asset Balance		Allowance
Apartment	Apartment	$	552,091	$	(6,195)	$	557,159	$	(8,845)	Apartment	$	529,136	$	(2,902)	$	557,159	$	(8,845)
Hotel	Hotel	893,359		(53,075)		913,995		(45,596)		Hotel	909,010		(43,607)		913,995		(45,596)
Industrial	Industrial	836,362		(3,337)		856,203		(2,516)		Industrial	854,995		(3,066)		856,203		(2,516)
Office	Office	1,543,810		(25,753)		1,556,231		(33,373)		Office	1,475,620		(30,321)		1,556,231		(33,373)
Parking	Parking	363,737		(21,583)		364,287		(18,178)		Parking	363,024		(17,414)		364,287		(18,178)
Retail	Retail	783,396		(12,725)		791,677		(10,856)		Retail	755,827		(9,127)		791,677		(10,856)
Storage	Storage	152,488		(1,697)		165,561		(2,509)		Storage	137,042		(752)		165,561		(2,509)
Other	Other	142,439		(2,223)		163,121		(3,830)		Other	113,237		(1,769)		163,121		(3,830)
Total	Total	$	5,267,682	$	(126,588)	$	5,368,234	$	(125,703)	Total	$	5,137,891	$	(108,958)	$	5,368,234	$	(125,703)

1820

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Note 5 – Mortgage Loans – (Continued)

Credit Quality Indicators

Mortgage loans are segregated by property-type and quantitative and qualitative allowance factors are applied. Qualitative factors are developed quarterly based on the pooling of assets with similar risk characteristics and historical loss experience adjusted for the expected trend in the current market environment. Credit losses are pooled by property-type as it represents the most similar and reliable risk characteristics in our portfolio. The amortized cost of mortgage loans by year of origination by property-type are shown below (in thousands):


		Amortized Cost Basis by Origination Year															Amortized Cost Basis by Origination Year
		2021		2020		2019		2018		2017		Prior		Total			2021		2020		2019		2018		2017		Prior		Total
Apartment	Apartment	$	0	$	48,092	$	218,763	$	48,323	$	160,068	$	76,845	$	552,091	Apartment	$	0	$	57,122	$	227,547	$	48,329	$	158,631	$	37,507	$	529,136
Hotel	Hotel	0		20,415		69,492		204,080		219,713		379,659		893,359		Hotel	0		28,304		77,703		204,024		219,384		379,595		909,010
Industrial	Industrial	40,891		251,592		157,235		114,493		46,912		225,239		836,362		Industrial	59,798		268,757		162,251		113,468		38,639		212,082		854,995
Office	Office	2,111		31,803		60,469		199,646		341,820		907,961		1,543,810		Office	2,599		31,701		60,688		199,040		318,829		862,763		1,475,620
Parking	Parking	0		28,672		13,795		27,153		8,600		285,517		363,737		Parking	0		28,665		13,799		27,062		8,549		284,949		363,024
Retail	Retail	2,562		69,245		38,942		96,819		79,723		496,105		783,396		Retail	2,566		69,400		38,900		86,549		78,893		479,519		755,827
Storage	Storage	0		23,156		58,734		44,566		17,095		8,937		152,488		Storage	0		25,161		48,296		37,548		17,095		8,942		137,042
Other	Other	0		0		21,612		69,087		2,236		49,504		142,439		Other	457		0		21,651		45,941		1,650		43,538		113,237
Total	Total	$	45,564	$	472,975	$	639,042	$	804,167	$	876,167	$	2,429,767	$	5,267,682	Total	$	65,420	$	509,110	$	650,835	$	761,961	$	841,670	$	2,308,895	$	5,137,891
Allowance for credit losses	Allowance for credit losses													(126,588)		Allowance for credit losses													(108,958)
Total, net of allowance	Total, net of allowance													$	5,141,094	Total, net of allowance													$	5,028,933

Generally, mortgage loans are secured by first liens on income-producing real estate with a loan-to-value ratio of up to 75%. It is the Company's policy to not accrue interest on loans that are 90 days delinquent and where amounts are determined to be uncollectible. At ~~March 31,~~June 30, 2021, 0 commercial loans ~~of $14.4 million~~ were past due over 90 days ~~and are~~or in non-accrual status.

Off-Balance Sheet Credit Exposures

The Company has off-balance sheet credit exposures related to non-cancellable unfunded commitment amounts on commercial mortgage loans. We estimate the allowance for these exposures by applying the allowance rate we computed for each property type to the related outstanding commitment amounts. As of ~~March 31,~~June 30, 2021, we have included a ~~$8.8~~$6.5 million liability in other liabilities on the condensed consolidated statements of financial position based on unfunded loan commitments of ~~$549.7~~$625.2 million.

Note 6 - Real Estate and Other Investments

The carrying amount of investment real estate, net of accumulated depreciation, and real estate partnerships by property-type and geographic distribution are as follows (in thousands, except percentages):

March 31, 2021 December 31, 2020
Amount Percentage Amount Percentage
Hotel $ 61,415 6.6 % $ 67,857 7.1 %
Industrial 119,122 12.7 132,757 13.8
Land 49,725 5.3 51,220 5.3
Office 297,756 31.7 299,500 31.2
Retail 268,224 28.6 268,588 28.0
Apartments 123,275 13.1 120,847 12.6
Other 18,672 2.0 19,803 2.0
Total $ 938,189 100.0 % $ 960,572 100.0 %


	June 30, 2021				December 31, 2020
	Amount		Percentage		Amount		Percentage
Hotel	$	59,310	6.4	%	$	67,857	7.1	%
Industrial	133,032		14.4		132,757		13.8
Land	37,916		4.1		51,220		5.3
Office	293,263		31.7		299,500		31.2
Retail	274,469		29.6		268,588		28.0
Apartments	114,881		12.4		120,847		12.6
Other	13,370		1.4		19,803		2.0
Total	$	926,241	100.0	%	$	960,572	100.0	%

1921

Table of Contents

Note 6 – Real Estate and Other Investments – (Continued)


		March 31, 2021				December 31, 2020					June 30, 2021				December 31, 2020
		Amount		Percentage		Amount		Percentage			Amount		Percentage		Amount		Percentage
East North Central	East North Central	$	96,423	10.3	%	$	81,310	8.5	%	East North Central	$	97,321	10.5	%	$	81,310	8.5	%
East South Central	East South Central	62,708		6.7		65,302		6.8		East South Central	62,398		6.7		65,302		6.8
Mountain	Mountain	134,988		14.4		133,233		13.9		Mountain	130,115		14.1		133,233		13.9
Pacific	Pacific	113,026		12.0		127,421		13.3		Pacific	114,249		12.3		127,421		13.3
South Atlantic	South Atlantic	90,755		9.7		97,801		10.1		South Atlantic	78,878		8.5		97,801		10.1
West South Central	West South Central	430,015		45.8		434,722		45.3		West South Central	432,707		46.7		434,722		45.3
Other	Other	10,274		1.1		20,783		2.1		Other	10,573		1.2		20,783		2.1
Total	Total	$	938,189	100.0	%	$	960,572	100.0	%	Total	$	926,241	100.0	%	$	960,572	100.0	%

As of ~~March 31,~~June 30, 2021, 0 real estate investments met the criteria as held-for-sale.

American National regularly invests in real estate partnerships and joint ventures. American National frequently participates in the design of these joint venture or partnership entities with the sponsor, but in most cases, our involvement is limited to financing. Through analysis performed by American National, some of these partnerships and joint ventures have been determined to be variable interest entities (“VIEs”). In certain instances, in addition to an economic interest in the entity, American National holds the power to direct the most significant activities of the entity and is deemed the primary beneficiary or consolidator of the entity. The assets of the consolidated VIEs are restricted and must first be used to settle their liabilities. Creditors or beneficial interest holders of these VIEs have no recourse to the general credit of American National, as American National’s obligation is limited to the amount of its committed investment. American National has not provided financial or other support to the VIEs in the form of liquidity arrangements, guarantees, or other commitments to third-parties that may affect the fair value or risk of its variable interest in the VIEs in 2021 or 2020.

The assets and liabilities relating to the VIEs included in the condensed consolidated financial statements are as follows (in thousands):


		March 31, 2021		December 31, 2020			June 30, 2021		December 31, 2020
Real estate and real estate partnerships	Real estate and real estate partnerships	$	130,448	$	131,405	Real estate and real estate partnerships	$	129,415	$	131,405
Short-term investments	Short-term investments	500		500		Short-term investments	500		500
Cash and cash equivalents	Cash and cash equivalents	6,925		8,070		Cash and cash equivalents	8,219		8,070
Premiums due and other receivables	Premiums due and other receivables	3,563		3,484		Premiums due and other receivables	2,773		3,484
Other assets	Other assets	14,128		13,796		Other assets	10,635		13,796
Total assets of consolidated VIEs	Total assets of consolidated VIEs	$	155,564	$	157,255	Total assets of consolidated VIEs	$	151,542	$	157,255
Notes payable	Notes payable	$	152,607	$	153,703	Notes payable	$	151,498	$	153,703
Other liabilities	Other liabilities	8,935		8,490		Other liabilities	5,260		8,490
Total liabilities of consolidated VIEs	Total liabilities of consolidated VIEs	$	161,542	$	162,193	Total liabilities of consolidated VIEs	$	156,758	$	162,193

The notes payable in the condensed consolidated statements of financial position pertain to the borrowings of the consolidated VIEs. The liability of American National relating to notes payable of the consolidated VIEs is limited to the amount of its direct or indirect investment in the respective ventures, which totaled ~~$2.9 million and~~ $3.0 million at ~~March 31,~~June 30, 2021 and December 31, ~~2020, respectively.~~2020.

The total long-term notes payable of the consolidated VIEs consists of the following (in thousands):


Interest rate	Interest rate	Maturity	March 31, 2021		December 31, 2020		Interest rate	Maturity	June 30, 2021		December 31, 2020
LIBOR	LIBOR	2021	$	10,819	$	10,819	LIBOR	2021	$	10,819	$	10,819
4% fixed	4% fixed	2022	77,759		78,565		4% fixed	2022	76,945		78,565
4.18% fixed	4.18% fixed	2024	64,029		64,319		4.18% fixed	2024	63,734		64,319
Total	Total		$	152,607	$	153,703	Total		$	151,498	$	153,703

2022

Table of Contents

Note 6 – Real Estate and Other Investments – (Continued)

For other VIEs in which American National is a partner, it is not the primary beneficiary, and these entities are not consolidated, as the major decisions that most significantly impact the economic activities of the VIE require consent of all partners. The carrying amount and maximum exposure to loss relating to unconsolidated VIEs follows (in thousands):


		March 31, 2021				December 31, 2020					June 30, 2021				December 31, 2020
		Carrying Amount		Maximum Exposure to Loss		Carrying Amount		Maximum Exposure to Loss			Carrying Amount		Maximum Exposure to Loss		Carrying Amount		Maximum Exposure to Loss
Real estate and real estate partnerships	Real estate and real estate partnerships	$	349,073	$	349,073	$	368,588	$	368,588	Real estate and real estate partnerships	$	338,766	$	338,766	$	368,588	$	368,588
Mortgage loans on real estate	Mortgage loans on real estate	691,488		691,488		722,917		722,917		Mortgage loans on real estate	680,100		680,100		722,917		722,917
Accrued investment income	Accrued investment income	4,692		4,692		4,980		4,980		Accrued investment income	4,008		4,008		4,980		4,980

American National’s equity in earnings of real estate partnerships is the Company’s share of operating earnings and realized gains from investments in real estate joint ventures and other limited partnership interests (“joint ventures”) using the equity method of accounting. In 2021 and 2020, certain joint ventures took advantage of market opportunities to generate realized gains on the sale of real estate held or developed by the ventures.

The Company’s income from and investment in each joint venture did not exceed 20% and therefore no separate financial disclosure is required. The Company’s income from, assets held, and investment in each joint venture did not exceed 10% of operating income before tax. Additionally, American National’s investment in joint ventures is less than 3% of the Company’s total assets, and investments in individual joint ventures are not considered to be material to the Company in relation to its financial position or ongoing results of operations. Therefore, summarized financial information of equity method investees has not been included.

The Company’s total investment in investment funds and other partnerships, of which substantially all are ~~LLC’s~~limited liability companies ("LLCs") or limited partnerships, was comprised of ~~$523.2~~$594.2 million and $477.1 million inat June 30, 2021 and December 31, 2020, respectively.

Note 7 – Derivative Instruments

American National purchases over-the-counter equity-indexed options as economic hedges against fluctuations in the equity markets to which equity-indexed products are exposed. These options are not designated as hedging instruments for accounting purposes under GAAP. Equity-indexed contracts include a fixed host universal-life insurance or annuity contract and an equity-indexed embedded derivative. The detail of derivative instruments is shown below (in thousands, except number of instruments):


Derivatives Not Designated as Hedging Instruments	Derivatives Not Designated as Hedging Instruments	Location in the Condensed Consolidated Statements of Financial Position	March 31, 2021					December 31, 2020					Derivatives Not Designated as Hedging Instruments	Location in the Condensed Consolidated Statements of Financial Position	June 30, 2021					December 31, 2020
			Number of Instruments	Notional Amounts		Estimated Fair Value		Number of Instruments	Notional Amounts		Estimated Fair Value				Number of Instruments	Notional Amounts		Estimated Fair Value		Number of Instruments	Notional Amounts		Estimated Fair Value
																									Derivatives Not Designated as Hedging Instruments	Location in the Condensed Consolidated Statements of Financial Position	Number of Instruments	Notional Amounts	Estimated Fair Value	Number of Instruments	Notional Amounts	Estimated Fair Value
Equity-indexed options	Equity-indexed options	Other invested assets	452	$	3,013,400	$	253,363	455	$	2,867,600	$	242,201	Equity-indexed options	Other invested assets	447	$	3,197,700	$	260,053	455	$	2,867,600	$	242,201
Equity-indexed embedded derivative	Equity-indexed embedded derivative	Policyholders’ account balances	115,235	2,909,609		740,514		112,103	2,748,540		705,013		Equity-indexed embedded derivative	Policyholders’ account balances	119,736	3,099,525		776,430		112,103	2,748,540		705,013


Derivatives Not Designated as Hedging Instruments	Derivatives Not Designated as Hedging Instruments	Location in the Condensed Consolidated Statements of Operations				Gains (Losses) Recognized in Income on Derivatives					Derivatives Not Designated as Hedging Instruments			Location in the Condensed Consolidated Statements of Operations		Gains (Losses) Recognized in Income on Derivatives
				Three months ended March 31,		Derivatives Not Designated as Hedging Instruments			Location in the Condensed Consolidated Statements of Operations			Three months ended June 30,				Six months ended June 30,
					2021		2020						2021			2020		2021			2020
Equity-indexed options	Equity-indexed options		Net investment income				$	28,827		$		(108,095)	Equity-indexed options			Net investment income		$	40,242		$	67,157		$	69,069		$	(40,938)
Equity-indexed embedded derivative	Equity-indexed embedded derivative		Interest credited to policyholders’ account balances				(26,689)				89,581		Equity-indexed embedded derivative		Interest credited to policyholders’ account balances		(28,460)			(62,491)			(55,149)			27,090

The Company’s use of derivative instruments exposes it to credit risk in the event of non-performance by the counterparties. The Company has a policy of only dealing with counterparties it believes are creditworthy and obtaining sufficient collateral where appropriate, as a means of mitigating the financial loss from defaults. The Company holds collateral in cash and notes secured by U.S. government-backed assets. The non-performance risk is the net counterparty exposure based on the fair value of the open contracts, less the fair value of collateral held. The Company maintains master netting agreements with its current active trading partners. As such, a right of offset has been applied to collateral that supports credit risk and has been recorded in the condensed consolidated statements of financial position as an offset to “Other invested assets” with an associated payable to “Other liabilities” for excess collateral.

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Note 7 – Derivative Instruments – (Continued)

Information regarding the Company’s exposure to credit loss on the options it holds is presented below (in thousands):


			March 31, 2021																June 30, 2021
Counterparty	Counterparty	Moody/S&P Rating	Options Fair Value		Collateral Held in Cash		Collateral Held in Invested Assets		Total Collateral Held		Collateral Amounts used to Offset Exposure		Excess Collateral		Exposure Net of Collateral		Counterparty	Moody/S&P Rating	Options Fair Value		Collateral Held in Cash		Collateral Held in Invested Assets		Total Collateral Held		Collateral Amounts Used to Offset Exposure		Excess Collateral		Exposure Net of Collateral
Barclays	Barclays	Baa2/BBB	$	54,613	$	36,563	$	18,100	$	54,663	$	54,613	$	50	$	0	Barclays	Baa2/BBB	$	48,677	$	30,693	$	18,100	$	48,793	$	48,677	$	116	$	0
Credit Suisse	Credit Suisse	Baa1/BBB+	13,416		12,580		0		12,580		12,580		0		836		Credit Suisse	Baa1/BBB+	26,276		25,400		0		25,400		25,400		0		876
Goldman-Sachs		A2/BBB+	1,285		1,170		0		1,170		1,170		0		115

ING	ING	Baa1/A-	19,568		9,220		10,300		19,520		19,520		0		48		ING	Baa1/A-	16,825		6,430		10,300		16,730		16,730		0		95
Morgan Stanley	Morgan Stanley	A1/BBB+	50,800		44,526		5,700		50,226		50,226		0		574		Morgan Stanley	A1/BBB+	66,775		59,336		5,700		65,036		65,036		0		1,739
NATIXIS*	NATIXIS*	A1/A+	29,198		29,500		0		29,500		29,198		302		0		NATIXIS*	A1/A	27,343		27,370		0		27,370		27,343		27		0

Truist	Truist	A3/A-	44,698		33,810		11,000		44,810		44,698		112		0		Truist	A3/A-	36,037		25,170		11,000		36,170		36,037		133		0
Wells Fargo	Wells Fargo	A2/BBB+	39,785		29,580		9,900		39,480		39,480		0		305		Wells Fargo	A2/BBB+	38,120		28,060		9,900		37,960		37,944		16		176
Total	Total		$	253,363	$	196,949	$	55,000	$	251,949	$	251,485	$	464	$	1,878	Total		$	260,053	$	202,459	$	55,000	$	257,459	$	257,167	$	292	$	2,886


			December 31, 2020																December 31, 2020
Counterparty	Counterparty	Moody/S&P Rating	Options Fair Value		Collateral Held in Cash		Collateral Held in Invested Assets		Total Collateral Held		Collateral Amounts used to Offset Exposure		Excess Collateral		Exposure Net of Collateral		Counterparty	Moody/S&P Rating	Options Fair Value		Collateral Held in Cash		Collateral Held in Invested Assets		Total Collateral Held		Collateral Amounts Used to Offset Exposure		Excess Collateral		Exposure Net of Collateral
Barclays	Barclays	Baa2/BBB	$	51,489	$	31,513	$	18,100	$	49,613	$	49,613	$	0	$	1,876	Barclays	Baa2/BBB	$	51,489	$	31,513	$	18,100	$	49,613	$	49,613	$	0	$	1,876
Credit Suisse	Credit Suisse	Baa1/BBB+	9,447		8,680		0		8,680		8,680		0		767		Credit Suisse	Baa1/BBB+	9,447		8,680		0		8,680		8,680		0		767
Goldman-Sachs	Goldman-Sachs	A3/BBB+	1,227		1,170		0		1,170		1,170		0		57		Goldman-Sachs	A3/BBB+	1,227		1,170		0		1,170		1,170		0		57
ING	ING	Baa1/A-	20,606		10,450		10,300		20,750		20,606		144		0		ING	Baa1/A-	20,606		10,450		10,300		20,750		20,606		144		0
Morgan Stanley	Morgan Stanley	A2/BBB+	37,406		30,616		5,700		36,316		36,316		0		1,090		Morgan Stanley	A2/BBB+	37,406		30,616		5,700		36,316		36,316		0		1,090
NATIXIS*	NATIXIS*	A1/A+	30,567		30,720		0		30,720		30,567		153		0		NATIXIS*	A1/A+	30,567		30,720		0		30,720		30,567		153		0

Truist	Truist	A3/A-	52,127		43,960		11,000		54,960		52,127		2,833		0		Truist	A3/A-	52,127		43,960		11,000		54,960		52,127		2,833		0
Wells Fargo	Wells Fargo	A2/BBB+	39,332		29,370		9,900		39,270		39,270		0		62		Wells Fargo	A2/BBB+	39,332		29,370		9,900		39,270		39,270		0		62
Total	Total		$	242,201	$	186,479	$	55,000	$	241,479	$	238,349	$	3,130	$	3,852	Total		$	242,201	$	186,479	$	55,000	$	241,479	$	238,349	$	3,130	$	3,852

*Collateral is prohibited from being held in invested assets.

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Note 8 – Net Investment Income and Realized Investment Gains (Losses)

Net investment income (loss) is shown below (in thousands):


		Three months ended March 31,					Three months ended June 30,				Six months ended June 30,
			2021		2020				2021		2020		2021		2020
Bonds	Bonds		$	130,497	$	146,119		Bonds	$	129,616	$	141,762	$	260,113	$	287,881
Equity securities	Equity securities		7,493		7,847			Equity securities	8,307		7,919		15,800		15,766
Mortgage loans	Mortgage loans		70,866		59,328			Mortgage loans	68,322		60,445		139,188		119,773
Real estate and real estate partnerships	Real estate and real estate partnerships		3,485		12,487			Real estate and real estate partnerships	25,444		2,782		28,929		15,269
Investment funds	Investment funds		21,356		4,933			Investment funds	17,632		(14,670)		38,988		(9,737)
Equity-indexed options	Equity-indexed options		28,827		(108,095)			Equity-indexed options	40,242		67,157		69,069		(40,938)
Other invested assets	Other invested assets		7,457		8,372			Other invested assets	7,836		8,331		15,293		16,703
Total	Total		$	269,981	$	130,991		Total	$	297,399	$	273,726	$	567,380	$	404,717

Net investment income from equity method investments, comprised of real estate partnerships and investment funds was $39.7 million and $(13.6) million for the three months ended June 30, 2021 and 2020 and $62.9 million and $2.1 million for the six months ended June 30, 2021 and 2020, respectively.

Net realized investment gains (losses) are shown below (in thousands):


		Three months ended March 31,					Three months ended June 30,				Six months ended June 30,
			2021		2020				2021		2020		2021		2020
Bonds	Bonds		$	7,699	$	5,478		Bonds	$	11,468	$	3,952	$	19,167	$	9,430

Real estate			11,193		(1,307)
Mortgage loans								Mortgage loans	(768)		0		(768)		0
Real estate and real estate partnerships								Real estate and real estate partnerships	(101)		(7)		11,092		(1,314)
Other invested assets	Other invested assets		347		(23)			Other invested assets	3		(6)		350		(29)
Total	Total		$	19,239	$	4,148		Total	$	10,602	$	3,939	$	29,841	$	8,087

Net realized investment gains (losses) by transaction type are shown below (in thousands):


		Three months ended March 31,					Three months ended June 30,				Six months ended June 30,
			2021		2020				2021		2020		2021		2020
Sales	Sales		$	12,898	$	(3,618)		Sales	$	27	$	0	$	12,925	$	(3,618)
Calls and maturities	Calls and maturities		7,260		9,120			Calls and maturities	11,316		4,025		18,576		13,145
Paydowns	Paydowns		439		19			Paydowns	93		(73)		532		(54)
Impairments	Impairments		(1,265)		(1,276)			Impairments	(768)		0		(2,033)		(1,276)

Other	Other		(93)		(97)			Other	(66)		(13)		(159)		(110)
Total	Total		$	19,239	$	4,148		Total	$	10,602	$	3,939	$	29,841	$	8,087

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Note 9 – Fair Value of Financial Instruments

The carrying amount and fair value of financial instruments are shown below (in thousands):


		March 31, 2021				December 31, 2020					June 30, 2021				December 31, 2020
		Carrying Amount		Fair Value		Carrying Amount		Fair Value			Carrying Amount		Fair Value		Carrying Amount		Fair Value
Financial assets	Financial assets									Financial assets
Fixed maturity, bonds held-to-maturity	Fixed maturity, bonds held-to-maturity	$	7,475,862	$	7,908,767	$	7,354,970	$	7,983,181	Fixed maturity, bonds held-to-maturity	$	7,473,697	$	7,998,049	$	7,354,970	$	7,983,181
Fixed maturity, bonds available-for-sale	Fixed maturity, bonds available-for-sale	7,397,792		7,397,792		7,597,180		7,597,180		Fixed maturity, bonds available-for-sale	8,068,795		8,068,795		7,597,180		7,597,180
Equity securities	Equity securities	2,164,146		2,164,146		2,070,766		2,070,766		Equity securities	2,340,508		2,340,508		2,070,766		2,070,766
Equity-indexed options, included in other invested assets	Equity-indexed options, included in other invested assets	253,363		253,363		242,201		242,201		Equity-indexed options, included in other invested assets	260,053		260,053		242,201		242,201
Mortgage loans on real estate, net of allowance	Mortgage loans on real estate, net of allowance	5,141,094		5,264,896		5,242,531		5,451,152		Mortgage loans on real estate, net of allowance	5,028,933		5,310,773		5,242,531		5,451,152
Policy loans	Policy loans	369,525		369,525		373,014		373,014		Policy loans	365,855		365,855		373,014		373,014
Short-term investments	Short-term investments	1,212,342		1,212,342		1,028,379		1,028,379		Short-term investments	917,581		917,581		1,028,379		1,028,379
Separate account assets ($1,175,689 and $1,153,702 included in fair value hierarchy)		1,207,754		1,207,754		1,185,467		1,185,467
Separate account assets ($1,241,265 and $1,153,702 included in fair value hierarchy)										Separate account assets ($1,241,265 and $1,153,702 included in fair value hierarchy)	1,272,247		1,272,247		1,185,467		1,185,467
Separately managed accounts, included in other invested assets	Separately managed accounts, included in other invested assets	66,981		66,981		64,424		64,424		Separately managed accounts, included in other invested assets	77,904		77,904		64,424		64,424
Total financial assets	Total financial assets	$	25,288,859	$	25,845,566	$	25,158,932	$	25,995,764	Total financial assets	$	25,805,573	$	26,611,765	$	25,158,932	$	25,995,764
Financial liabilities	Financial liabilities									Financial liabilities
Investment contracts	Investment contracts	$	10,235,015	$	10,235,015	$	10,101,764	$	10,101,764	Investment contracts	$	10,553,927	$	10,553,927	$	10,101,764	$	10,101,764
Embedded derivative liability for equity-indexed contracts	Embedded derivative liability for equity-indexed contracts	740,514		740,514		705,013		705,013		Embedded derivative liability for equity-indexed contracts	776,430		776,430		705,013		705,013
Notes payable	Notes payable	152,607		152,607		153,703		153,703		Notes payable	151,498		151,498		153,703		153,703
Federal Home Loan Bank advance	Federal Home Loan Bank advance	250,000		250,070		250,000		250,227		Federal Home Loan Bank advance	0		0		250,000		250,227
Separate account liabilities ($1,175,689 and $1,153,702 included in fair value hierarchy)		1,207,754		1,207,754		1,185,467		1,185,467
Separate account liabilities ($1,241,265 and $1,153,702 included in fair value hierarchy)										Separate account liabilities ($1,241,265 and $1,153,702 included in fair value hierarchy)	1,272,247		1,272,247		1,185,467		1,185,467
Total financial liabilities	Total financial liabilities	$	12,585,890	$	12,585,960	$	12,395,947	$	12,396,174	Total financial liabilities	$	12,754,102	$	12,754,102	$	12,395,947	$	12,396,174

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability. A fair value hierarchy is used to determine fair value based on a hypothetical transaction at the measurement date from the perspective of a market participant. American National has evaluated the types of securities in its investment portfolio to determine an appropriate hierarchy level based upon trading activity and the observability of market inputs. The classification of assets or liabilities within the fair value hierarchy is based on the lowest level of significant input to its valuation. The input levels are defined as follows:


Level 1						Unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2						Quoted prices in markets that are not active or inputs that are observable directly or indirectly. Level 2 inputs include quoted prices for similar assets or liabilities other than quoted prices in Level 1; quoted prices in markets that are not active; or other inputs that are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3						Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities. Unobservable inputs reflect American National’s own assumptions about the assumptions that market participants would use in pricing the asset or liability. Level 3 assets and liabilities include financial instruments whose values are determined using pricing models and third-party evaluation, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

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Note 9 – Fair Value of Financial Instruments – (Continued)

Valuation Techniques for Financial Instruments Recorded at Fair Value

Fixed Maturity Securities and Equity Options—American National utilizes a pricing service to estimate fair value measurements. The fair value for fixed maturity securities that are disclosed as Level 1 measurements are based on unadjusted quoted market prices for identical assets that are readily available in an active market. The estimates of fair value for most fixed maturity securities, including municipal bonds, provided by the pricing service are disclosed as Level 2 measurements as the estimates are based on observable market information rather than market quotes. The pricing service utilizes market quotations for fixed maturity securities that have quoted prices in active markets. Since fixed maturity securities generally do not trade on a daily basis, the pricing service prepares estimates of fair value measurements for these securities using its proprietary pricing applications, which include available relevant market information, benchmark curves, benchmarking of like securities, sector groupings and matrix pricing. Additionally, an option adjusted spread model is used to develop prepayment and interest rate scenarios.

The pricing service evaluates each asset class based on relevant market information, credit information, perceived market movements and sector news. The market inputs utilized in the pricing evaluation, listed in the approximate order of priority, include: benchmark yields, reported trades, pricing source quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, reference data, and economic events. The extent of the use of each market input depends on the asset class and the market conditions. Depending on the security, the priority of the use of inputs may change or some market inputs may not be relevant. For some securities, additional inputs may be necessary.

American National has reviewed the inputs and methodology used and the techniques applied by the pricing service to produce quotes that represent the fair value of a specific security. The review confirms that the pricing service is utilizing information from observable transactions or a technique that represents a market participant’s assumptions. American National does not adjust quotes received from the pricing service. The pricing service utilized by American National has indicated that they will only produce an estimate of fair value if there is objectively verifiable information available.

American National holds a small amount of private placement debt and fixed maturity securities that have characteristics that make them unsuitable for matrix pricing. For these securities, a quote from an independent pricing source (typically a market maker) is obtained. Due to the disclaimers on the quotes that indicate the price is indicative only, American National includes these fair value estimates in Level 3.

For securities priced using a quote from an independent pricing source, such as the equity-indexed options and certain fixed maturity securities, American National uses a market-based fair value analysis to validate the reasonableness of prices received. Price variances above a certain threshold are analyzed further to determine if any pricing issue exists. This analysis is performed quarterly.

Equity Securities—For publicly-traded equity securities, prices are received from a nationally recognized pricing service that are based on observable market transactions, and these securities are classified as Level 1 measurements. For certain preferred stock, current market quotes in active markets are unavailable. In these instances, an estimated fair value is received from the pricing service. The service utilizes similar methodologies to price preferred stocks as it does for fixed maturity securities. If applicable, these estimates would be disclosed as Level 2 measurements. American National tests the accuracy of the information provided by reference to other services annually.

Short-Term Investments—Short-term investments are primarily commercial paper rated A2 or P2 or better by Standard & Poor's and Moody's, respectively. Commercial paper is carried at amortized cost which approximates fair value. These investments are classified as Level 2 measurements.

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Note 9 – Fair Value of Financial Instruments – (Continued)

Separate Account Assets and Liabilities—Separate account assets and liabilities are funds that are held separate from the general assets and liabilities of American National. Separate account assets include funds representing the investments of variable insurance product contract holders, who bear the investment risk of such funds. Investment income and investment gains and losses from these separate funds accrue to the benefit of the contract holders. American National reports separately, as assets and liabilities, investments held in such separate accounts and liabilities of the separate accounts if (i) such separate accounts are legally recognized; (ii) assets supporting the contract liabilities are legally insulated from American National’s general account liabilities; (iii) investments are directed by the contract holder; and (iv) all investment performance, net of contract fees and assessments, is passed through to the contract holder. In addition, American National's qualified pension plan assets are included in separate accounts. The assets of these accounts are carried at fair value. Deposits, net investment income and realized investment gains and losses for these accounts are excluded from revenues, and related liability increases are excluded from benefits and expenses in the condensed consolidated statements of operations. Separate accounts are established in conformity with insurance laws and are not chargeable with liabilities that arise from any other business of American National.

The separate account assets included on the quantitative disclosures fair value hierarchy table are comprised of short-term investments, equity securities, and fixed maturity bonds available-for-sale. Equity securities are classified as Level 1 measurements. Short-term investments and fixed maturity securities are classified as Level 2 measurements. These classifications for separate account assets reflect the same fair value level methodologies as listed above as they are derived from the same vendors and follow the same process.

The separate account assets also include cash and cash equivalents, investment funds, accrued investment income, and receivables for securities. These are not financial instruments and are not included in the quantitative disclosures of fair value hierarchy table.

No gains or losses were recognized on assets transferred to separate accounts for the ~~three~~six months ended ~~March 31,~~June 30, 2021 and 2020, respectively.

Embedded Derivative—The amounts reported within policyholder contract deposits include equity linked interest crediting rates based on the S&P 500 within indexed annuities and indexed life. The following unobservable inputs are used for measuring the fair value of the embedded derivatives associated with the policyholder contract liabilities:

•Lapse rate assumptions are determined by company experience. Lapse rates are generally assumed to be lower during a contract’s surrender charge period and then higher once the surrender charge period has ended. Decreases to the assumed lapse rates generally increase the fair value of the liability as more policyholders persist to collect the crediting interest pertaining to the indexed product. Increases to the lapse rate assumption decrease the fair value.

•Mortality rate assumptions vary by age and gender based on company and industry experience. Decreases to the assumed mortality rates increase the fair value of the liabilities as more policyholders earn crediting interest. Increases to the assumed mortality rates decrease the fair value as higher decrements reduce the potential for future interest credits.

•Equity volatility assumptions begin with current market volatilities and grow to long-term values. Increases to the assumed volatility will increase the fair value of liabilities, as future projections will produce higher increases in the linked index. At ~~March 31,~~June 30, 2021 and December 31, 2020, the one year implied volatility used to estimate embedded derivative value was ~~15.0%~~17.5% and 17.6%, respectively.

Fair values of indexed life and annuity liabilities are calculated using the discounted cash flow technique. Shown below are the significant unobservable inputs used to calculate the Level 3 fair value of the embedded derivatives within policyholder contract deposits (in millions, except range percentages):


		Fair Value					Range			Fair Value					Range
		March 31, 2021		December 31, 2020		Unobservable Input	March 31, 2021	December 31, 2020		June 30, 2021		December 31, 2020		Unobservable Input	June 30, 2021	December 31, 2020
Security type									Security type
Embedded derivative									Embedded derivative
Indexed Annuities	Indexed Annuities	$	704.4	$	670.8	Lapse Rate	1-50%	1-50%	Indexed Annuities	$	737.7	$	670.8	Lapse Rate	1-50%	1-50%
						Mortality Multiplier	100%	100%						Mortality Multiplier	100%	100%
						Equity Volatility	15-62%	16-69%						Equity Volatility	14-62%	16-69%
Indexed Life	Indexed Life	36.1		34.2		Equity Volatility	15-62%	16-69%	Indexed Life	38.7		34.2		Equity Volatility	14-62%	16-69%

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Note 9 – Fair Value of Financial Instruments – (Continued)

Quantitative Disclosures

The fair value hierarchy measurements of the financial instruments are shown below (in thousands):


		Assets and Liabilities Carried at Fair Value by Hierarchy Level at March 31, 2021									Assets and Liabilities Carried at Fair Value by Hierarchy Level at June 30, 2021
		Total Fair Value		Level 1		Level 2		Level 3			Total Fair Value		Level 1		Level 2		Level 3
Financial assets	Financial assets									Financial assets
Fixed maturity, bonds available-for-sale	Fixed maturity, bonds available-for-sale									Fixed maturity, bonds available-for-sale
U.S. treasury and government	U.S. treasury and government	$	25,353	$	25,353	$	0	$	0	U.S. treasury and government	$	24,129	$	24,129	$	0	$	0
U.S. states and political subdivisions	U.S. states and political subdivisions	1,108,536		0		1,108,536		0		U.S. states and political subdivisions	1,093,943		0		1,093,943		0
Foreign governments	Foreign governments	16,181		0		16,181		0		Foreign governments	6,070		0		6,070		0
Corporate debt securities	Corporate debt securities	6,163,651		0		6,037,574		126,077		Corporate debt securities	6,774,080		0		6,640,882		133,198
Residential mortgage-backed securities	Residential mortgage-backed securities	19,517		0		19,517		—		Residential mortgage-backed securities	32,809		0		32,809		0
Collateralized debt securities	Collateralized debt securities	64,554		0		64,554		0		Collateralized debt securities	137,764		0		137,764		0
Total bonds available-for-sale	Total bonds available-for-sale	7,397,792		25,353		7,246,362		126,077		Total bonds available-for-sale	8,068,795		24,129		7,911,468		133,198
Equity securities	Equity securities									Equity securities
Common stock	Common stock	2,148,131		2,147,001		0		1,130		Common stock	2,325,845		2,322,722		0		3,123
Preferred stock	Preferred stock	16,015		14,736		0		1,279		Preferred stock	14,663		13,194		0		1,469
Total equity securities	Total equity securities	2,164,146		2,161,737		0		2,409		Total equity securities	2,340,508		2,335,916		0		4,592
Options	Options	253,363		0		0		253,363		Options	260,053		0		0		260,053
Short-term investments	Short-term investments	1,212,342		0		1,212,342		0		Short-term investments	917,581		0		917,581		0
Separate account assets	Separate account assets	1,175,689		324,269		851,420		0		Separate account assets	1,241,265		351,352		889,913		0
Separately managed accounts	Separately managed accounts	66,981		0		0		66,981		Separately managed accounts	77,904		0		0		77,904
Total financial assets	Total financial assets	$	12,270,313	$	2,511,359	$	9,310,124	$	448,830	Total financial assets	$	12,906,106	$	2,711,397	$	9,718,962	$	475,747
Financial liabilities	Financial liabilities									Financial liabilities
Embedded derivative for equity-indexed contracts	Embedded derivative for equity-indexed contracts	$	740,514	$	0	$	0	$	740,514	Embedded derivative for equity-indexed contracts	$	776,430	$	0	$	0	$	776,430
Notes payable	Notes payable	152,607		0		0		152,607		Notes payable	151,498		0		0		151,498
Separate account liabilities	Separate account liabilities	1,175,689		324,269		851,420		0		Separate account liabilities	1,241,265		351,352		889,913		0
Total financial liabilities	Total financial liabilities	$	2,068,810	$	324,269	$	851,420	$	893,121	Total financial liabilities	$	2,169,193	$	351,352	$	889,913	$	927,928


	Assets and Liabilities Carried at Fair Value by Hierarchy Level at December 31, 2020
	Total Fair Value		Level 1		Level 2		Level 3
Financial assets
Fixed maturity, bonds available-for-sale
U.S. treasury and government	$	29,183	$	0	$	29,183	$	0
U.S. states and political subdivisions	1,140,458		0		1,140,458		0
Foreign governments	16,388		0		16,388		0
Corporate debt securities	6,334,479		0		6,224,042		110,437
Residential mortgage-backed securities	21,291		0		21,291		0
Collateralized debt securities	55,381		0		55,381		0
Total bonds available-for-sale	7,597,180		0		7,486,743		110,437
Equity securities
Common stock	2,055,229		2,054,789		0		440
Preferred stock	15,537		14,909		0		628
Total equity securities	2,070,766		2,069,698		0		1,068
Options	242,201		0		0		242,201
Short-term investments	1,028,379		0		1,028,379		0
Separate account assets	1,153,702		309,425		844,277		0
Separately managed accounts	64,424		0		0		64,424
Total financial assets	$	12,156,652	$	2,379,123	$	9,359,399	$	418,130
Financial liabilities
Embedded derivative for equity-indexed contracts	$	705,013	$	0	$	0	$	705,013
Notes payable	153,703		0		0		153,703
Separate account liabilities	1,153,702		309,425		844,277		0
Total financial liabilities	$	2,012,418	$	309,425	$	844,277	$	858,716

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Note 9 – Fair Value of Financial Instruments – (Continued)

For financial instruments measured at fair value on a recurring basis using Level 3 inputs during the period, a reconciliation of the beginning and ending balances is shown below (in thousands):


				Level 3											Level 3
		Three months ended March 31, 2021				Three months ended June 30, 2021											Six months ended June 30, 2021
			Assets				Liability		Assets								Liability		Assets						Liability
				Investment Securities			Equity-Indexed Options			Separately Managed Accounts		Embedded Derivative			Investment Securities		Equity-Indexed Options		Separately Managed Accounts		Embedded Derivative		Investment Securities		Equity-Indexed Options		Separately Managed Accounts		Embedded Derivative
Balance at January 1, 2021				$	111,505		$	242,201		$	64,424	$	705,013
Beginning balance														Beginning balance	$	128,486	$	253,363	$	66,981	$	740,514	$	111,505	$	242,201	$	64,424	$	705,013

Net gain for derivatives included in net investment income	Net gain for derivatives included in net investment income			0			28,827			0		0		Net gain for derivatives included in net investment income	0		40,242		0		0		0		69,069		0		0
Net change included in interest credited	Net change included in interest credited			0			0			0		26,689		Net change included in interest credited	0		0		0		28,460		0		0		0		55,149
Net fair value change included in other comprehensive income	Net fair value change included in other comprehensive income			1,178			0			594		0		Net fair value change included in other comprehensive income	703		0		28		0		1,881		0		622		0
Purchases, sales and settlements or maturities	Purchases, sales and settlements or maturities													Purchases, sales and settlements or maturities
Purchases	Purchases			27,453			20,147			10,072		0		Purchases	18,727		26,283		12,639		0		46,180		46,430		22,711		0
Sales	Sales			(11,650)			0			(8,109)		0		Sales	(11,605)		0		(1,744)		0		(23,255)		0		(9,853)		0
Settlements or maturities	Settlements or maturities			0			(37,812)			0		0		Settlements or maturities	0		(59,835)		0		0		0		(97,647)		0		0
Premiums less benefits	Premiums less benefits			0			0			0		8,812		Premiums less benefits	0		0		0		7,456		0		0		0		16,268

Ending balance at March 31, 2021				$	128,486		$	253,363		$	66,981	$	740,514
Gross transfers into Level 3														Gross transfers into Level 3	1,479		0		0		0		1,479		0		0		0
Ending balance at June 30, 2021														Ending balance at June 30, 2021	$	137,790	$	260,053	$	77,904	$	776,430	$	137,790	$	260,053	$	77,904	$	776,430

				Level 3											Level 3
		Three months ended March 31, 2020				Three months ended June 30, 2020											Six months ended June 30, 2020
			Assets				Liability		Assets								Liability		Assets						Liability
				Investment Securities			Equity-Indexed Options			Separately Managed Accounts		Embedded Derivative			Investment Securities		Equity-Indexed Options		Separately Managed Accounts		Embedded Derivative		Investment Securities		Equity-Indexed Options		Separately Managed Accounts		Embedded Derivative
Balance at January 1, 2020				$	45,307		$	256,005		$	50,503	$	731,552
Beginning balance														Beginning balance	$	53,853	$	125,988	$	50,489	$	630,952	$	45,307	$	256,005	$	50,503	$	731,552

Net loss for derivatives included in net investment income				0			(108,095)			0		0
Net gain (loss) for derivatives included in net investment income														Net gain (loss) for derivatives included in net investment income	0		67,157		0		0		0		(40,938)		0		0
Net change included in interest credited	Net change included in interest credited			0			0			0		(89,581)		Net change included in interest credited	0		0		0		62,491		0		0		0		(27,090)
Net fair value change included in other comprehensive income	Net fair value change included in other comprehensive income			0			0			80		0		Net fair value change included in other comprehensive income	0		0		(4,046)		0		0		0		(4,060)		0
Purchases, sales and settlements or maturities	Purchases, sales and settlements or maturities													Purchases, sales and settlements or maturities
Purchases	Purchases			22,702			14,164			0		0		Purchases	86,467		24,273		9,042		0		109,169		38,438		9,042		0
Sales	Sales			(14,156)			0			0		0		Sales	(36,642)		0		(3,948)		0		(50,798)		0		(3,948)		0
Settlements or maturities	Settlements or maturities			0			(36,086)			0		0		Settlements or maturities	0		(25,932)		0		0		0		(62,019)		0		0
Premiums less benefits	Premiums less benefits			0			0			0		(11,019)		Premiums less benefits	0		0		0		(17,473)		0		0		0		(28,492)

Ending balance at March 31, 2020				$	53,853		$	125,988		$	50,583	$	630,952
Ending balance at June 30, 2020														Ending balance at June 30, 2020	$	103,678	$	191,486	$	51,537	$	675,970	$	103,678	$	191,486	$	51,537	$	675,970

Within the net gain ~~(loss)~~ for derivatives included in net investment income were unrealized gains of ~~$7.9~~$12.3 million and ~~$127.2~~$59.9 million, relating to assets still held at ~~March 31,~~June 30, 2021 and 2020, respectively.

~~Unless information is obtained from~~There were no transfers between Level 1 and Level 2 fair value hierarchies during the pricing sources that indicates observable inputs were used in their pricing, there are not enough observable inputs to enable American National to classify the securities priced by the pricing source as other than Level 3.periods presented. American National’s valuation of ~~these securities involves judgment regarding assumptions~~financial instruments categorized as Level 3 in the fair value hierarchy are based on valuation techniques that use significant inputs that are unobservable or had a decline in market activity that obscured observability. The indicators considered in determining whether a significant decrease in the volume and level of activity for a specific asset has occurred include the level of new issuances in the primary market, trading volume in the secondary market, the level of credit spreads over historical levels, applicable bid-ask spreads, and price consensus among market participants ~~would use including quotes from independent~~and other pricing sources. The inputs used by the pricing sources include recent transactions in the security, similar bonds with same name, ratings, maturity and structure, external dealer quotes in the security, Bloomberg evaluated pricing and prior months pricing. None of these inputs were observable to American National as of March 31, 2021. The transfers ~~out of~~into Level 3 during the three months ended ~~March 31,~~June 30, 2021 were the result of securities not being priced by the third-party service at the end of the ~~period,~~period.

Equity Index Options—Certain over the counter equity options are valued using ~~inputs~~models that ~~were observable or derived from market data, which resulted~~are widely accepted in ~~classification of these assets~~the financial services industry. These are categorized as Level 2.3 as a result of the significance of non-market observable inputs such as volatility and forward price/dividend assumptions. Other primary inputs include interest rate assumptions (risk-free rate assumptions), and underlying equity quoted index prices for identical or similar assets in markets that exhibit less liquidity relative to those markets.

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Note 9 – Fair Value of Financial Instruments – (Continued)

The following summarizes the fair value (in thousands), valuation techniques and unobservable inputs of the Level 3 fair value measurements:

Fair Value at June 30, 2021

Valuation Technique

Unobservable Input

Range/Weighted Average

Security type

Investment securities

Common stock

3,123

Guideline public company method (1)

Recurring Revenue Multiple(2)

LTM EBITDA Multiple(3)

7.6 x

19.3x

Preferred stock

1,469

Guideline public company method

LTM Revenue Multiple
LTM EBITDA Multiple
Term (Years)
Volatility

6.00x

5.00x

2.33

50.00%

Bonds

133,198

Priced at Cost

Coupon Rate

2.70% - 8.00%

Separately managed accounts

77,904

Discounted cash flows (yield analysis)

Market transaction

Discount rate

N/A

6.59% - 101.95%

N/A

Fair Value at December 31, 2020

Valuation Technique

Unobservable Input

Range/Weighted Average

Security type

Investment securities

Common stock

440

Option pricing method

Market transaction

Term (Years)
Volatility

N/A

2.83

45.00%

N/A

Preferred stock

628

Option pricing method

Market transaction

Term (Years)
Volatility

N/A

2.83

45.00%

N/A

Bonds

110,437

Priced at Cost

Coupon Rate

2.72% - 8.00%

Separately managed accounts

64,424

Discounted cash flows (yield analysis)

Market transaction

Discount rate

N/A

7.25% - 14.71%

N/A

(1)Guideline public company method uses price multiples from data on comparable public companies. Multiples are then adjusted to account for differences between what is being valued and comparable firms.

(2)Recurring revenue multiple for the most relevant period of time, measures the value of the equity or a business relative to the revenues it generates.

(3)LTM EBITDA multiple valuation metric shows earnings before interest, taxes, depreciation and amortization adjustments for the past 12 month period.

Investment Securities—These bonds use cost as the best estimate of fair value. They are valued at cost because the value would not change unless there is a fundamental deterioration in the portfolio. There is no observable market valuation price or third-party sources that provide market values for these securities since they are not publicly traded. The common and preferred stock are valued at market transaction, option pricing method, or guideline public company method based on the best available information.

Separately Managed Accounts—The separately managed account manager uses the mid-point of a range from a third-party to price these securities. Discounted cash flows (yield analysis) and market transactions approach are used in the valuation. They use discount rate which is considered an unobservable input.

Table of Contents

Note 9 – Fair Value of Financial Instruments – (Continued)

Fair Value Information About Financial Instruments Not Recorded at Fair Value

Information about fair value estimates for financial instruments not measured at fair value is discussed below:

Fixed Maturity Securities—The fair value of bonds held-to-maturity is determined to be consistent with the disclosure under Valuation Techniques for the Financial Instrument Recorded at Fair Value section.

Mortgage Loans—The fair value of mortgage loans is estimated using discounted cash flow analyses on a loan by loan basis by applying a discount rate to expected cash flows from future installment and balloon payments. The discount rate takes into account general market trends and specific credit risk trends for the individual loan. Factors used to arrive at the discount rate include inputs from spreads based on U.S. Treasury notes and the loan’s credit quality, region, ~~property type,~~property-type, lien priority, payment type and current status.

Policy Loans—The carrying value of policy loans is the outstanding balance plus any accrued interest. Due to the collateralized nature of policy loans such that they cannot be separated from the policy contracts, the unpredictable timing of repayments and the fact that settlement is at outstanding value, American National believes the carrying value of policy loans approximates fair value.

Separately Managed Accounts—The amounts reported in separately managed accounts consist primarily of notes and private equity. These investments are private placements and do not have a readily determinable fair value. The carrying value of the separately managed accounts is cost or market value, if available from the separately managed account manager. Market value is provided by the separately managed account manager in subsequent quarters. American National believes that cost approximates fair value at initial recognition during the quarter of investment.

Investment Contracts—The carrying value of investment contracts is equivalent to the accrued account balance. The accrued account balance consists of deposits, net of withdrawals, net of interest credited, fees and charges assessed and other adjustments. American National believes that the carrying value of investment contracts approximates fair value because the majority of these contracts’ interest rates reset at anniversary.

Notes Payable—Notes payable are carried at outstanding principal balance. The carrying value of the notes payable approximates fair value because the underlying interest rates approximate market rates at the balance sheet date.

Federal Home Loan Bank Advance—The Federal Home Loan Bank advance iswas carried at outstanding principal balance. The fair value of the advance iswas obtained from the Federal Home Loan Bank of Dallas.

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Note 9 – Fair Value of Financial Instruments – (Continued)

The carrying value and estimated fair value of financial instruments not recorded at fair value on a recurring basis are shown below (in thousands):


		March 31, 2021						June 30, 2021
		FV Hierarchy Level	Carrying Amount		Fair Value			FV Hierarchy Level	Carrying Amount		Fair Value
Financial assets	Financial assets						Financial assets
Fixed maturity, bonds held-to-maturity	Fixed maturity, bonds held-to-maturity						Fixed maturity, bonds held-to-maturity
U.S. Treasury and government	U.S. Treasury and government	Level 1	$	11,478	$	11,297	U.S. Treasury and government	Level 1	$	12,356	$	12,217
U.S. states and political subdivisions	U.S. states and political subdivisions	Level 2	114,154		113,671		U.S. states and political subdivisions	Level 2	111,374		112,891
Foreign governments	Foreign governments	Level 2	14,468		14,485		Foreign governments	Level 2	14,436		14,550
Corporate debt securities	Corporate debt securities	Level 2	7,117,100		7,540,397		Corporate debt securities	Level 2	7,168,199		7,685,504
Residential mortgage-backed securities	Residential mortgage-backed securities	Level 2	81,236		84,946		Residential mortgage-backed securities	Level 2	61,969		65,581
Collateralized debt securities	Collateralized debt securities	Level 2	137,426		143,971		Collateralized debt securities	Level 2	105,363		107,306
Total fixed maturity, bonds held-to-maturity	Total fixed maturity, bonds held-to-maturity		7,475,862		7,908,767		Total fixed maturity, bonds held-to-maturity		7,473,697		7,998,049
Mortgage loans on real estate, net of allowance	Mortgage loans on real estate, net of allowance	Level 3	5,141,094		5,264,896		Mortgage loans on real estate, net of allowance	Level 3	5,028,933		5,310,773
Policy loans	Policy loans	Level 3	369,525		369,525		Policy loans	Level 3	365,855		365,855

Total financial assets	Total financial assets		$	12,986,481	$	13,543,188	Total financial assets		$	12,868,485	$	13,674,677
Financial liabilities	Financial liabilities						Financial liabilities
Investment contracts	Investment contracts	Level 3	$	10,235,015	$	10,235,015	Investment contracts	Level 3	$	10,553,927	$	10,553,927
Notes payable	Notes payable	Level 3	152,607		152,607		Notes payable	Level 3	151,498		151,498
Federal Home Loan Bank advance		Level 2	250,000		250,070

Total financial liabilities	Total financial liabilities		$	10,637,622	$	10,637,692	Total financial liabilities		$	10,705,425	$	10,705,425


	December 31, 2020
	FV Hierarchy Level	Carrying Amount		Fair Value
Financial assets
Fixed maturity, bonds held-to-maturity
U.S. treasury and government	Level 2	$	7,732	$	7,744
U.S. states and political subdivisions	Level 2	109,445		113,535
Foreign governments	Level 2	3,851		4,225
Corporate debt securities	Level 2	6,981,597		7,595,712
Corporate debt securities	Level 3	3,024		3,024
Residential mortgage-backed securities	Level 2	114,127		117,728
Collateralized debt securities	Level 2	135,194		141,213
Total fixed maturity, bonds held-to-maturity		7,354,970		7,983,181
Mortgage loans on real estate, net of allowance	Level 3	5,242,531		5,451,152
Policy loans	Level 3	373,014		373,014

Total financial assets		$	12,970,515	$	13,807,347
Financial liabilities
Investment contracts	Level 3	$	10,101,764	$	10,101,764
Notes payable	Level 3	153,703		153,703
Federal Home Loan Bank advance	Level 2	250,000		250,227
Total financial liabilities		$	10,505,467	$	10,505,694

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Note 10 – Deferred Policy Acquisition Costs

Deferred policy acquisition costs (“DAC”) are shown below (in thousands):


		Life		Annuity		Health		Property & Casualty		Total			Life		Annuity		Health		Property & Casualty		Total
Beginning balance at January 1, 2021	Beginning balance at January 1, 2021	$	896,208	$	309,056	$	32,885	$	122,062	$	1,360,211	Beginning balance at January 1, 2021	$	896,208	$	309,056	$	32,885	$	122,062	$	1,360,211
Additions	Additions	43,256		23,488		2,849		86,579		156,172		Additions	80,648		53,911		5,884		178,089		318,532
Amortization	Amortization	(28,787)		(12,417)		(3,703)		(83,146)		(128,053)		Amortization	(52,720)		(31,191)		(8,269)		(169,391)		(261,571)
Effect of change in unrealized gains on available-for-sale debt securities	Effect of change in unrealized gains on available-for-sale debt securities	8,915		24,655		0		0		33,570		Effect of change in unrealized gains on available-for-sale debt securities	5,744		6,707		0		0		12,451
Net change	Net change	23,384		35,726		(854)		3,433		61,689		Net change	33,672		29,427		(2,385)		8,698		69,412
Ending balance at March 31, 2021		$	919,592	$	344,782	$	32,031	$	125,495	$	1,421,900
Ending balance at June 30, 2021												Ending balance at June 30, 2021	$	929,880	$	338,483	$	30,500	$	130,760	$	1,429,623

Commissions comprise the majority of the additions to deferred policy acquisition costs.

Note 11 – Liability for Unpaid Claims and Claim Adjustment Expenses

The liability for unpaid claims and claim adjustment expenses (“claims”) for health and property and casualty insurance is included in “Policy and contract claims” in the condensed consolidated statements of financial position and is the amount estimated for incurred but not reported (“IBNR”) claims and claims that have been reported but not settled. The liability for unpaid claims is estimated based upon American National’s historical experience and actuarial assumptions that consider the effects of current developments, anticipated trends and risk management programs, less anticipated salvage and subrogation. The effects of the changes are included in the condensed consolidated results of operations in the period in which the changes occur. The time value of money is not taken into account for the purposes of calculating the liability for unpaid claims. There have been no significant changes in methodologies or assumptions used to calculate the liability for unpaid claims and claim adjustment expenses.

Information regarding the liability for unpaid claims is shown below (in thousands):

Three months ended March 31,
2021 2020
Unpaid claims balance, beginning $ 1,373,600 $ 1,322,837
Less: Reinsurance recoverables 262,471 246,447
Net beginning balance 1,111,129 1,076,390
Incurred related to
Current 300,176 260,025
Prior years (31,127) 4,172
Total incurred claims 269,049 264,197
Paid claims related to
Current 99,857 95,635
Prior years 160,716 174,986
Total paid claims 260,573 270,621
Net balance 1,119,605 1,069,966
Plus: Reinsurance recoverables 239,160 244,230
Unpaid claims balance, ending $ 1,358,765 $ 1,314,196


	Six months ended June 30,
	2021		2020
Unpaid claims balance, beginning	$	1,354,213	$	1,322,837
Less: Reinsurance recoverables	243,084		246,447
Net beginning balance	1,111,129		1,076,390
Incurred related to
Current	617,901		601,691
Prior years	(46,711)		(33,256)
Total incurred claims	571,190		568,435
Paid claims related to
Current	283,893		268,203
Prior years	258,535		267,282
Total paid claims	542,428		535,485
Net balance	1,139,891		1,109,340
Plus: Reinsurance recoverables	241,223		250,378
Unpaid claims balance, ending	$	1,381,114	$	1,359,718

The net and gross reserve calculations have shown favorable development as a result of favorable loss emergence compared to what was implied by the loss development patterns used in the original estimation of losses in prior years. Estimates for ultimate incurred claims attributable to insured events of prior years decreased by approximately ~~$31.1~~$46.7 million during the first ~~three~~six months of 2021 and ~~increased~~decreased by ~~$4.2~~$33.3 million during the same period in 2020. The favorable development in 2021 was a reflection of ~~lower liability claim~~lower-than-anticipated settlement ~~costs emerging~~of losses arising from commercial automobile, agribusiness, ~~and~~ private passenger automobile, guaranteed asset protection waiver, credit property and collateral protection insurance lines of business. The ~~unfavorable~~favorable development in 2020 was a reflection of ~~higher-than-normal settlements~~lower-than-anticipated settlement of losses in the ~~Managing General Underwriting~~private passenger automobile, agribusiness, and ~~Collateral Protection Insurance lines of business.~~workers compensation.

For short-duration health insurance claims, the total of IBNR plus expected development on reported claims included in the liability for unpaid claims and claim adjustment expenses at ~~March 31,~~June 30, 2021 and December 31, 2020 was ~~$22.2~~$18.2 million and $20.5 million, respectively.

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Note 12 – Federal Income Taxes

A reconciliation of the effective tax rate to the statutory federal tax rate is shown below (in thousands, except percentages):


		Three months ended March 31,				Three months ended June 30,											Six months ended June 30,
			2021	2020					2021						2020				2021				2020
				Amount			Rate			Amount		Rate			Amount		Rate		Amount		Rate		Amount		Rate		Amount		Rate

Total expected income tax expense at the statutory rate				$	44,625		21.0	%		$	(59,396)	21.0	%
Total expected income tax expense (benefit) at the statutory rate														Total expected income tax expense (benefit) at the statutory rate	$	59,943	21.0	%	$	55,148	21.0	%	$	104,568	21.0	%	$	(4,248)	21.0	%
Tax-exempt investment income	Tax-exempt investment income			(1,172)			(0.6)			(1,027)		0.4		Tax-exempt investment income	(1,111)		(0.4)		(1,061)		(0.4)		(2,283)		(0.5)		(2,088)		10.3

Dividend exclusion	Dividend exclusion			(813)			(0.4)			(862)		0.3		Dividend exclusion	(779)		(0.3)		(1,443)		(0.5)		(1,592)		(0.3)		(2,305)		11.4
Tax credits, net	Tax credits, net			(1,618)			(0.8)			(2,395)		0.8		Tax credits, net	(1,347)		(0.5)		(1,534)		(0.6)		(2,965)		(0.6)		(3,929)		19.4
Low income housing tax credit expense	Low income housing tax credit expense			1,513			0.7			1,774		(0.6)		Low income housing tax credit expense	1,375		0.5		982		0.4		2,888		0.6		2,756		(13.6)

Change in valuation allowance	Change in valuation allowance			29			0			112		0		Change in valuation allowance	4		0		12		0		33		0		124		(0.6)

Other items, net	Other items, net			607			0.4			126		(0.1)		Other items, net	244		0.1		93		0		851		0.2		219		(1.1)

Total	Total			$	43,171		20.3	%		$	(61,668)	21.8	%	Total	$	58,329	20.4	%	$	52,197	19.9	%	$	101,500	20.4	%	$	(9,471)	46.8	%

As of ~~March 31,~~June 30, 2021, American National had no material net operating loss or tax credit carryforwards.

American National’s federal income tax returns for tax years 2016 to 2019 are subject to examination by the Internal Revenue Service. In the opinion of management, all prior year deficiencies have been paid or adequate provisions have been made for any tax deficiencies that may be upheld.

As of ~~March 31,~~June 30, 2021, American National had no provision for uncertain tax positions and no provision for penalties or interest. In addition, management does not believe there are any uncertain tax benefits that could be recognized within the next twelve months that would impact American National’s effective tax rate.

Note 13 – Accumulated Other Comprehensive Income (Loss)

The components of and changes in the accumulated other comprehensive income (“AOCI”), and the related tax effects, are shown below (in thousands):

Net Unrealized Gains (Losses) on Securities Defined Benefit Pension Plan Adjustments Foreign Currency Adjustments Accumulated Other Comprehensive Income (Loss)
Beginning balance at January 1, 2021 $ 292,166 $ (67,130) $ (2,866) $ 222,170
Amounts reclassified from AOCI (net of tax benefit $944 and expense $1,013) (3,553) 3,809 — 256
Unrealized holding losses arising during the period (net of tax benefit $35,260) (132,644) — — (132,644)
Unrealized adjustment to DAC (net of tax expense $7,050) 26,519 — — 26,519
Unrealized losses on investments attributable to participating policyholders’ interest (net of tax expense $908) 3,414 — — 3,414
Foreign currency adjustment (net of tax expense $65)
— — 244 244
Ending balance at March 31, 2021 $ 185,902 $ (63,321) $ (2,622) $ 119,959
Net Unrealized Gains (Losses) on Securities Defined Benefit Pension Plan Adjustments Foreign Currency Adjustments Accumulated Other Comprehensive Income (Loss)
Beginning balance at January 1, 2020 $ 157,851 $ (55,232) $ (3,101) $ 99,518
Amounts reclassified from AOCI (net of tax expense $2,554 and $467) 9,606 1,756 — 11,362
Unrealized holding losses arising during the period (net of tax benefit $53,533) (201,385) — — (201,385)
Unrealized adjustment to DAC (net of tax expense $18,759) 70,567 — — 70,567
Unrealized losses on investments attributable to participating policyholders’ interest (net of tax expense $2,342) 8,809 — — 8,809
Foreign currency adjustment (net of tax benefit $246) — — (924) (924)
Ending balance at March 31, 2020 $ 45,448 $ (53,476) $ (4,025) $ (12,053)


	Net Unrealized Gains (Losses) on Securities		Defined Benefit Pension Plan Adjustments		Foreign Currency Adjustments		Accumulated Other Comprehensive Income (Loss)
Beginning balance at January 1, 2021	$	292,166	$	(67,130)	$	(2,866)	$	222,170
Amounts reclassified from AOCI (net of tax benefit $2,724 and expense $1,630)	(10,249)		6,131		—		(4,118)
Unrealized holding losses arising during the period (net of tax benefit $15,739)	(59,208)		—		—		(59,208)
Unrealized adjustment to DAC (net of tax expense $2,615)	9,836		—		—		9,836
Unrealized losses on investments attributable to participating policyholders’ interest (net of tax expense $732)	2,752		—		—		2,752
Foreign currency adjustment (net of tax expense $111)	—		—		419		419
Ending balance at June 30, 2021	$	235,297	$	(60,999)	$	(2,447)	$	171,851

	Net Unrealized Gains (Losses) on Securities		Defined Benefit Pension Plan Adjustments		Foreign Currency Adjustments		Accumulated Other Comprehensive Income (Loss)
Beginning balance at January 1, 2020	$	157,851	$	(55,232)	$	(3,101)	$	99,518
Amounts reclassified from AOCI (net of tax benefit $448 and expense $959)	(1,687)		3,605		—		1,918
Unrealized holding gains arising during the period (net of tax expense $22,284)	83,831		—		—		83,831
Unrealized adjustment to DAC (net of tax benefit $4,460)	(16,780)		—		—		(16,780)
Unrealized gains on investments attributable to participating policyholders’ interest (net of tax benefit $1,061)	(3,991)		—		—		(3,991)
Foreign currency adjustment (net of tax benefit $156)	—		—		(585)		(585)

Ending balance at June 30, 2020	$	219,224	$	(51,627)	$	(3,686)	$	163,911

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Note 14 – Stockholders’ Equity and Noncontrolling Interests

ANAT has one class of common stock with a par value $0.01 per share and 50,000,000 authorized shares. The number of shares outstanding at the dates indicated are shown below:


		March 31, 2021	December 31, 2020		June 30, 2021	December 31, 2020
Common stock	Common stock			Common stock
Shares issued	Shares issued	26,887,200	26,887,200	Shares issued	26,887,200	26,887,200

Restricted shares	Restricted shares	(10,000)	(10,000)	Restricted shares	(10,000)	(10,000)
Unrestricted outstanding shares	Unrestricted outstanding shares	26,877,200	26,877,200	Unrestricted outstanding shares	26,877,200	26,877,200

Stock-based Compensation

American National has made grants of Stock Appreciation Rights (“SAR”), Restricted Stock (“RS”) Awards, and Restricted Stock Units (“RSU”), pursuant to a stock-based compensation plan. The term for granting additional awards under such plan expired in 2019. Pursuant to the plan, grants were made to certain officers meeting established performance objectives, and grants were made to directors as compensation and to align their interests with those of other shareholders. In addition, American National has made grants to directors and advisory directors of RSUs that are cash-settled only, with no provision for conversion to stock. ~~8,250~~10,197 of such cash-settled RSUs were granted during the ~~third~~second quarter of ~~2020~~2021 and ~~remained~~remain outstanding at ~~March 31,~~June 30, 2021 as shown in the table below.

RS and RSU information for the periods indicated are shown below:


		RS Shares		RSUs						RS Shares	RSUs
			Shares	Weighted-Average Grant Date Fair Value		Units	Weighted-Average Grant Date Fair Value				Shares	Weighted-Average Grant Date Fair Value		Units	Weighted-Average Grant Date Fair Value
Outstanding at December 31, 2020	Outstanding at December 31, 2020		10,000	$	80.05	8,250	$	75.35	Outstanding at December 31, 2020		10,000	$	80.05	8,250	$	75.35
Granted	Granted		—	—		0	0		Granted		—	—		10,197	113.35
Exercised	Exercised		—	—		0	0		Exercised		—	—		(8,250)	75.35
Forfeited	Forfeited		—	—		—	—		Forfeited		—	—		0	0
Expired	Expired		—	—		0	0		Expired		—	—		0	0
Outstanding at March 31, 2021			10,000	$	80.05	8,250	$	75.35
Outstanding at June 30, 2021									Outstanding at June 30, 2021		10,000	$	80.05	10,197	$	113.35


		SAR		RS Shares		RSUs			SAR		RS Shares		RSUs
Weighted-average contractual remaining life (in years)	Weighted-average contractual remaining life (in years)	0.00		1.92		0.08		Weighted-average contractual remaining life (in years)	0.00		1.67		0.84
Exercisable shares	Exercisable shares	0		N/A		N/A		Exercisable shares	0		N/A		N/A
Weighted-average exercise price	Weighted-average exercise price	$	0	$	80.05	$	75.35	Weighted-average exercise price	$	0	$	80.05	$	113.35
Weighted-average exercise price exercisable shares	Weighted-average exercise price exercisable shares	0		N/A		N/A		Weighted-average exercise price exercisable shares	0		N/A		N/A
Compensation expense (credit)	Compensation expense (credit)							Compensation expense (credit)

Three months ended March 31, 2021		$	0	$	20,000	$	220,000
Three months ended March 31, 2020		(1,000)		20,000		(171,000)
Three months ended June 30, 2021								Three months ended June 30, 2021	$	0	$	20,000	$	1,131,000
Three months ended June 30, 2020								Three months ended June 30, 2020	0		20,000		(14,000)
Six months ended June 30, 2021								Six months ended June 30, 2021	$	0	$	40,000	$	1,351,000
Six months ended June 30, 2020								Six months ended June 30, 2020	(1,000)		40,000		(184,000)
Fair value of liability award	Fair value of liability award							Fair value of liability award
March 31, 2021		$	0	N/A		$	890,000
June 30, 2021								June 30, 2021	$	0	N/A		$	1,500,000
December 31, 2020	December 31, 2020	0		N/A		793,000		December 31, 2020	0		N/A		793,000

The SARs gave the holder the right to cash compensation based on the difference between the stock price on the grant date and the stock price on the exercise date. The SARs vested at a rate of 20% per year for five years and expired five years after vesting. All remaining SARs expired on May 1, 2020.

RS awards entitle the participant to full dividend and voting rights. Each RS share awarded has the value of one share of restricted stock and vests 10 years from the grant date. Unvested shares are restricted as to disposition, and are subject to forfeiture under certain circumstances. Compensation expense is recognized over the vesting period. The restrictions on these awards lapse after 10 years and feature a graded vesting schedule in the case of the retirement, death or disability of an award holder. Restricted stock awards for 350,334 shares have been granted at an exercise price of 0, of which 10,000 shares are unvested.

RSU awards to our directors and advisory directors are settled in cash based upon the market price of our common stock after one-year or earlier upon death, disability or retirement from service after age 65. During the twelve months ended December 31, 2020, 8,250 RSUs were granted and ~~will vest~~vested on May 1, 2021 and were settled in cash.A new grant of 10,197 RSUs was awarded to directors and advisory directors on May 1, 2021 with one-year cliff vesting which will be settled in cash.

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Note 14 – Stockholders’ Equity and Noncontrolling Interests – (Continued)

Earnings per Share

Basic earnings per share were calculated using a weighted average number of shares outstanding. Diluted earnings per share include RS awards. RSUs may only be settled in cash.


		Three months ended March 31,			Three months ended June 30,						Six months ended June 30,
			2021			2020			2021		2020		2021		2020
Weighted average shares outstanding	Weighted average shares outstanding		26,877,200			26,881,700		Weighted average shares outstanding	26,877,200		26,878,684		26,877,200		26,880,183
Incremental shares from RS awards and RSUs	Incremental shares from RS awards and RSUs		7,699			9,975		Incremental shares from RS awards and RSUs	7,522		8,445		7,594		9,265
Total shares for diluted calculations	Total shares for diluted calculations		26,884,899			26,891,675		Total shares for diluted calculations	26,884,722		26,887,129		26,884,794		26,889,448
Net income (loss) attributable to American National (in thousands)	Net income (loss) attributable to American National (in thousands)		$	170,173		$	(220,444)	Net income (loss) attributable to American National (in thousands)	$	227,976	$	210,545	$	398,149	$	(9,899)
Basic earnings (losses) per share	Basic earnings (losses) per share		$	6.33		$	(8.20)	Basic earnings (losses) per share	$	8.48	$	7.83	$	14.81	$	(0.37)
Diluted earnings (losses) per share	Diluted earnings (losses) per share		$	6.33		$	(8.20)	Diluted earnings (losses) per share	$	8.48	$	7.83	$	14.81	$	(0.37)

Statutory Capital and Surplus

Risk Based Capital (“RBC”) is a measure insurance regulators use to evaluate the capital adequacy of American National's insurance subsidiaries. RBC is calculated using formulas applied to certain financial balances and activities that consider, among other things, investment risks related to the type and quality of investments, insurance risks associated with products and liabilities, interest rate risks and general business risks. Insurance companies that do not maintain capital and surplus at a level at least 200% of the ~~authorized control~~company action level RBC are required to take certain actions. At ~~March 31,~~June 30, 2021 and December 31, 2020, ANICO's statutory capital and surplus was ~~$3.7~~$3.8 billion and $3.6 billion, respectively, which resulted in an RBC level above 200% of the ~~authorized control~~company action level. All of our other insurance subsidiaries had statutory capital and surplus at ~~March 31,~~June 30, 2021 and December 31, 2020, above 200% of the ~~authorized control~~company action level, except for ANPAC Louisiana Insurance Company ("ANPLA"). At ~~March 31,~~June 30, 2021 and December 31, 2020, ANPLA's statutory capital and surplus was ~~$63.5~~$63.4 million and $68.5 million respectively, which resulted in an RBC level of 179% and 194% of the ~~authorized control~~company action level. This decrease in RBC of ANPLA is primarily driven by an increase in homeowners catastrophe losses impacting the operating results in 2021 and 2020. We are actively managing our homeowners exposure of ANPLA, will continue to monitor the surplus levels and will be addressing rate adequacy through future planned underwriting and rate actions.

American National's insurance subsidiaries prepare financial statements in accordance with statutory accounting practices prescribed or permitted by the insurance department of each subsidiary's state of domicile, which include certain components of the National Association of Insurance Commissioners’ Codification of Statutory Accounting Principles (“NAIC Codification”). NAIC Codification is intended to standardize regulatory accounting and reporting to state insurance departments. However, statutory accounting practices continue to be established by individual state laws and permitted practices. Modifications by the various state insurance departments may impact the statutory capital and surplus of our insurance subsidiaries.

Statutory accounting differs from GAAP primarily by charging policy acquisition costs to expense as incurred, establishing future policy benefit liabilities using different actuarial assumptions, and valuing securities on a different basis. In addition, certain assets are not admitted under statutory accounting principles and are charged directly to surplus.

One of American National’s insurance subsidiaries has been granted a permitted practice from the Missouri Department of Insurance to record as the valuation of its investment in a wholly-owned subsidiary that is the attorney-in-fact for a Texas domiciled insurer, the statutory capital and surplus of the Texas domiciled insurer. This permitted practice increases the statutory capital and surplus of both ANICO and American National Lloyds Insurance Company by ~~$65.3~~$61.2 million and $75.3 million at ~~March 31,~~June 30, 2021 and December 31, 2020, respectively. The statutory capital and surplus of both ANICO and American National Lloyds Insurance Company would have remained above the Company action level RBC had it not used the permitted practice.

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Note 14 – Stockholders’ Equity and Noncontrolling Interests – (Continued)

The statutory capital and surplus and net income (loss) of our life and property and casualty insurance entities in accordance with statutory accounting practices are shown below (in thousands):


		March 31, 2021		December 31, 2020			June 30, 2021		December 31, 2020
Statutory capital and surplus	Statutory capital and surplus					Statutory capital and surplus
Life insurance entities	Life insurance entities	$	2,190,618	$	2,188,808	Life insurance entities	$	2,283,191	$	2,188,808
Property and casualty insurance entities	Property and casualty insurance entities	1,514,248		1,463,179		Property and casualty insurance entities	1,559,578		1,463,179


		Three months ended March 31,					Three months ended June 30,				Six months ended June 30,
			2021		2020				2021		2020		2021		2020
Statutory net income (loss)	Statutory net income (loss)							Statutory net income (loss)
Life insurance entities	Life insurance entities		$	(32,217)	$	52,975		Life insurance entities	$	(18,958)	$	(28,301)	$	(51,174)	$	26,674
Property and casualty insurance entities	Property and casualty insurance entities		39,272		48,254			Property and casualty insurance entities	17,879		(12,975)		57,151		35,278

Dividends

Dividends are paid on a quarterly basis. We paid a quarterly dividend of $0.82 per share for each quarter during the ~~three~~six months ended ~~March 31,~~June 30, 2021 and ~~March 31,~~June 30, 2020, and we expect to continue to pay regular cash dividends, although there is no assurance as to future dividends because they depend on future earnings, capital requirements and financial conditions.

The amount of dividends paid by our insurance company subsidiaries is restricted by insurance law. These restrictions are based, in part, on the prior year’s statutory income and surplus. In general, dividends up to specified levels are considered ordinary and may be paid without prior regulatory approval. Dividends in larger amounts, or extraordinary dividends, are subject to approval by the insurance commissioner of the relevant state of domicile. For example, restrictions applicable to Texas-domiciled life insurance companies like ANICO limit the payment of dividends to the greater of the prior year’s statutory net income from operations, or 10% of prior year statutory surplus, in each case determined in accordance with statutory accounting principles. ANICO is permitted without prior approval of the Texas Department of Insurance to pay total dividends of $363.9 million during 2021.

Noncontrolling Interest

American National County Mutual Insurance Company (“County Mutual”) is a mutual insurance company owned by its policyholders. ANICO has a management agreement that effectively gives it control of County Mutual. As a result, County Mutual is included in the condensed consolidated financial statements of American National. Policyholder interests in the financial position of County Mutual are reflected as noncontrolling interest of $6.8 million at ~~March 31,~~June 30, 2021 and December 31, 2020.

American National Group, Inc. and its subsidiaries exercise control or ownership of various joint ventures, resulting in their consolidation into American National’s condensed consolidated financial statements. The interests of the other partners in the consolidated joint ventures are shown as a noncontrolling interest of ~~$0.5~~$0.2 million and a noncontrolling deficit of $0.9 million at ~~March 31,~~June 30, 2021 and December 31, 2020, respectively.

Note 15 – Segment Information

Management organizes the business into 5 operating segments:

•Life—consists of whole, term, universal, indexed and variable life insurance. Products are primarily sold through career, multiple-line, and independent agents as well as direct marketing channels.

•Annuity—consists of fixed, indexed, and variable annuity products. Products are primarily sold through independent agents, brokers, and financial institutions, along with multiple-line and career agents.

•Health—consists of Medicare Supplement, stop-loss, other supplemental health products and credit disability insurance. Products are typically distributed through independent agents and managing general underwriters.

•Property and Casualty—consists of personal, agricultural and targeted commercial coverages and credit-related property insurance. Products are primarily sold through multiple-line and independent agents or managing general agents.

•Corporate and Other—consists of net investment income from investments and certain expenses not allocated to the insurance segments and revenues and related expenses from non-insurance operations.

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Note 15 – Segment Information – (Continued)

The accounting policies of the segments are the same as those described in Note 2, Summary of Significant Accounting Policies and Practices, of American National’s 2020 annual report on Form 10-K filed with the SEC on March 4, 2021. All revenues and expenses specifically attributable to policy transactions are recorded directly to the appropriate operating segment. Revenues and expenses not specifically attributable to policy transactions are allocated to each segment as follows:

•Recurring income from bonds and mortgage loans is allocated based on the assets allocated to each line of business at the average yield available from these assets.

•Net investment income from all other assets is allocated to the insurance segments in accordance with the amount of capital allocated to each segment, with the remainder recorded in the Corporate and Other segment.

•Expenses are charged to segments through direct identification and allocations based upon various factors.

The results of operations measured as the income (loss) before federal income tax and other items by operating segments are summarized below (in thousands):

Three months ended March 31, 2021
Life Annuity Health Property & Casualty Corporate & Other Total
PREMIUMS AND OTHER REVENUES
Premiums $ 100,779 $ 24,241 $ 38,228 $ 399,405 $ 0 $ 562,653
Other policy revenues 81,508 5,031 0 0 0 86,539
Net investment income 67,797 153,864 2,083 15,513 30,724 269,981
Net realized investment gains 0 0 0 0 19,239 19,239
Change in investment credit loss 0 0 0 0 (5,486) (5,486)
Net gains on equity securities 0 0 0 0 95,940 95,940
Other income 458 856 4,094 3,489 855 9,752
Total premiums and other revenues 250,542 183,992 44,405 418,407 141,272 1,038,618
BENEFITS, LOSSES AND EXPENSES
Policyholder benefits 146,160 44,717 0 0 0 190,877
Claims incurred 0 0 24,251 244,135 0 268,386
Interest credited to policyholders’ account balances 19,770 88,017 0 0 0 107,787
Commissions for acquiring and servicing policies 45,420 23,042 5,986 79,237 0 153,685
Other operating expenses 47,041 12,181 10,608 53,886 9,786 133,502
Change in deferred policy acquisition costs (14,469) (11,071) 854 (3,433) — (28,119)
Total benefits, losses and expenses 243,922 156,886 41,699 373,825 9,786 826,118
Income before federal income tax and other items $ 6,620 $ 27,106 $ 2,706 $ 44,582 $ 131,486 $ 212,500


	Three months ended June 30, 2021

	Life		Annuity		Health		Property & Casualty		Corporate & Other		Total
PREMIUMS AND OTHER REVENUES
Premiums	$	100,784	$	20,497	$	34,485	$	409,486	$	0	$	565,252
Other policy revenues	83,527		6,996		0		0		0		90,523
Net investment income	72,225		163,356		2,004		15,725		44,089		297,399
Net realized investment gains	0		0		0		0		10,602		10,602

Change in investment credit loss	0		0		0		0		25,079		25,079
Net gains on equity securities	0		0		0		0		170,804		170,804
Other income	422		932		5,893		2,786		1,002		11,035
Total premiums and other revenues	256,958		191,781		42,382		427,997		251,576		1,170,694
BENEFITS, LOSSES AND EXPENSES
Policyholder benefits	139,516		42,723		0		0		0		182,239
Claims incurred	0		0		26,190		280,606		0		306,796
Interest credited to policyholders’ account balances	23,326		87,910		0		0		0		111,236
Commissions for acquiring and servicing policies	46,397		29,926		6,565		81,025		0		163,913
Other operating expenses	49,226		12,884		9,867		50,676		27,254		149,907
Change in deferred policy acquisition costs	(13,459)		(11,649)		1,531		(5,265)		—		(28,842)
Total benefits, losses and expenses	245,006		161,794		44,153		407,042		27,254		885,249
Income (loss) before federal income tax and other items	$	11,952	$	29,987	$	(1,771)	$	20,955	$	224,322	$	285,445

Three months ended March 31, 2020
Life Annuity Health Property & Casualty Corporate & Other Total
PREMIUMS AND OTHER REVENUES
Premiums $ 89,516 $ 15,509 $ 43,086 $ 388,657 $ 0 $ 536,768
Other policy revenues 75,540 4,065 0 0 0 79,605
Net investment income 45,575 41,541 2,233 16,085 25,557 130,991
Net realized investment gains 0 0 0 0 4,148 4,148
Change in investment credit loss 0 0 0 0 (44,678) (44,678)
Net losses on equity securities 0 0 0 0 (332,575) (332,575)
Other income 736 638 4,527 3,733 1,499 11,133
Total premiums and other revenues 211,367 61,753 49,846 408,475 (346,049) 385,392
BENEFITS, LOSSES AND EXPENSES
Policyholder benefits 110,466 34,802 0 0 0 145,268
Claims incurred 0 0 34,885 229,709 0 264,594
Interest credited to policyholders’ account balances (1,903) (2,420) 0 0 0 (4,323)
Commissions for acquiring and servicing policies 39,467 10,248 8,024 72,696 0 130,435
Other operating expenses 47,480 11,876 10,629 53,004 10,937 133,926
Change in deferred policy acquisition costs (7,838) 7,286 (23) (1,097) 0 (1,672)
Total benefits, losses and expenses 187,672 61,792 53,515 354,312 10,937 668,228
Income (loss) before federal income tax and other items $ 23,695 $ (39) $ (3,669) $ 54,163 $ (356,986) $ (282,836)


	Three months ended June 30, 2020

	Life		Annuity		Health		Property & Casualty		Corporate & Other		Total
PREMIUMS AND OTHER REVENUES
Premiums	$	91,670	$	25,944	$	42,945	$	372,704	$	0	$	533,263
Other policy revenues	76,226		3,561		0		0		0		79,787
Net investment income (loss)	73,645		189,842		2,214		16,037		(8,012)		273,726
Net realized investment gains	0		0		0		0		3,939		3,939

Change in investment credit loss	0		0		0		0		(52,310)		(52,310)
Net gains on equity securities	0		0		0		0		298,825		298,825
Other income	440		795		5,503		2,844		754		10,336
Total premiums and other revenues	241,981		220,142		50,662		391,585		243,196		1,147,566
BENEFITS, LOSSES AND EXPENSES
Policyholder benefits	124,941		44,983		0		0		0		169,924
Claims incurred	0		0		26,726		280,561		0		307,287
Interest credited to policyholders’ account balances	25,201		121,582		0		0		0		146,783
Commissions for acquiring and servicing policies	41,287		11,657		7,160		80,386		0		140,490
Other operating expenses	44,505		11,746		9,476		50,080		9,370		125,177
Change in deferred policy acquisition costs	(11,535)		12,306		(17)		(5,457)		0		(4,703)
Total benefits, losses and expenses	224,399		202,274		43,345		405,570		9,370		884,958
Income (loss) before federal income tax and other items	$	17,582	$	17,868	$	7,317	$	(13,985)	$	233,826	$	262,608

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Note 15 – Segment Information – (Continued)



	Six months ended June 30, 2021

	Life		Annuity		Health		Property & Casualty		Corporate & Other		Total
PREMIUMS AND OTHER REVENUES
Premiums	$	201,563	$	44,738	$	72,713	$	808,891	$	0	$	1,127,905
Other policy revenues	165,035		12,027		0		0		0		177,062
Net investment income	140,022		317,220		4,087		31,238		74,813		567,380
Net realized investment gains	0		0		0		0		29,841		29,841
Change in investment credit loss	0		0		0		0		19,593		19,593
Net gains on equity securities	0		0		0		0		266,744		266,744
Other income	880		1,788		9,987		6,275		1,857		20,787
Total premiums and other revenues	507,500		375,773		86,787		846,404		392,848		2,209,312
BENEFITS, LOSSES AND EXPENSES
Policyholder benefits	285,676		87,440		0		0		0		373,116
Claims incurred	0		0		50,441		524,741		0		575,182
Interest credited to policyholders’ account balances	43,096		175,927		0		0		0		219,023
Commissions for acquiring and servicing policies	91,817		52,968		12,551		160,262		0		317,598
Other operating expenses	96,267		25,065		20,475		104,562		37,040		283,409
Change in deferred policy acquisition costs	(27,928)		(22,720)		2,385		(8,698)		0		(56,961)
Total benefits, losses and expenses	488,928		318,680		85,852		780,867		37,040		1,711,367
Income before federal income tax and other items	$	18,572	$	57,093	$	935	$	65,537	$	355,808	$	497,945



	Six months ended June 30, 2020

	Life		Annuity		Health		Property & Casualty		Corporate & Other		Total
PREMIUMS AND OTHER REVENUES
Premiums	$	181,186	$	41,453	$	86,031	$	761,361	$	0	$	1,070,031
Other policy revenues	151,766		7,626		0		0		0		159,392
Net investment income	119,220		231,383		4,447		32,122		17,545		404,717
Net realized investment gains	0		0		0		0		8,087		8,087
Change in investment credit loss	0		0		0		0		(96,988)		(96,988)
Net losses on equity securities	0		0		0		0		(33,750)		(33,750)
Other income	1,176		1,433		10,030		6,577		2,253		21,469
Total premiums and other revenues	453,348		281,895		100,508		800,060		(102,853)		1,532,958
BENEFITS, LOSSES AND EXPENSES
Policyholder benefits	235,407		79,785		0		0		0		315,192
Claims incurred	0		0		61,611		510,270		0		571,881
Interest credited to policyholders’ account balances	23,298		119,162		0		0		0		142,460
Commissions for acquiring and servicing policies	80,754		21,905		15,184		153,082		0		270,925
Other operating expenses	91,985		23,622		20,105		103,084		20,307		259,103
Change in deferred policy acquisition costs	(19,373)		19,592		(40)		(6,554)		0		(6,375)
Total benefits, losses and expenses	412,071		264,066		96,860		759,882		20,307		1,553,186
Income (loss) before federal income tax and other items	$	41,277	$	17,829	$	3,648	$	40,178	$	(123,160)	$	(20,228)

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Note 16 – Commitments and Contingencies

Commitments

American National and its subsidiaries lease insurance sales office space, technological equipment, and automobiles. The remaining long-term lease commitments at ~~March 31,~~June 30, 2021 were approximately ~~$8.0~~$7.5 million.

American National had aggregate commitments at ~~March 31,~~June 30, 2021 to purchase, expand or improve real estate, to fund fixed interest rate mortgage loans, and to purchase other invested assets of ~~$1.3~~$1.6 billion of which ~~$572.6~~$682.7 million is expected to be funded in 2021 with the remainder funded in 2022 and beyond.

American National had outstanding letters of credit in the amount of $3.5 million as of ~~March 31,~~June 30, 2021 and December 31, 2020.

Federal Home Loan Bank (FHLB) Agreements

In May 2018, the Company became a member of the Federal Home Loan Bank of Dallas ~~(“FHLB”)~~ to augment its liquidity resources. The Company initially purchased $7.0 million of stock to meet the FHLB’s membership requirement. The FHLB member stock is recorded in other invested assets on the Company’s condensed consolidated statements of financial position. Through its membership, the Company has access to the FHLB’s financial services including advances that provide an attractive funding source for short-term borrowing and for access to other funding agreements. As of ~~March 31,~~June 30, 2021, certain municipal bonds and collateralized mortgage obligations with a fair value of approximately ~~$60.3~~$50.0 million and commercial mortgage loans of approximately $1.5 billion were on deposit with the FHLB as collateral for borrowing. As of ~~March 31,~~June 30, 2021, the collateral provided borrowing capacity ~~for the $250.0 million in outstanding advances as well as~~of approximately ~~$740.7 million in additional borrowing capacity.~~$1.1 billion. The deposited securities and commercial mortgage loans are included in the Company’s condensed consolidated statements of financial position within fixed maturity securities and mortgage loans on real estate, net of allowance, respectively.

~~FHLB outstanding advances as of March 31, 2021 are shown below (in thousands, except percentages):~~

Principal Amount Interest Rate Maturity Date
At March 31, 2021
FHLB advance, fixed rate $ 250,000 0.38 % 4/28/2021

Guarantees

ANICO has guaranteed bank loans for customers of a third-party marketing operation. The bank loans are used to fund premium payments on life insurance policies issued by ANICO. The loans are secured by the cash values of the life insurance policies. If the customer were to default on a bank loan, ANICO would be obligated to pay off the loan. As the cash values of the life insurance policies always equal or exceed the balance of the loans, management does not foresee any loss on these guarantees. The total amount of the guarantees outstanding as of ~~March 31,~~June 30, 2021, was approximately $121.4 million, while the total cash value of the related life insurance policies was approximately ~~$143.8~~$141.2 million.

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~~Note 16 – Commitments and Contingencies – (Continued)~~

Litigation

American National and certain subsidiaries are defendants in various lawsuits concerning alleged breaches of contracts, various employment matters, allegedly deceptive insurance sales and marketing practices, and miscellaneous other causes of action arising in the ordinary course of operations. Certain of these lawsuits include claims for compensatory and punitive damages. We provide accruals for these items to the extent we deem the losses probable and reasonably estimable. After reviewing these matters with legal counsel, based upon information presently available, management is of the opinion that the ultimate resultant liability, if any, would not have a material adverse effect on American National’s condensed consolidated financial position, liquidity or results of operations; however, assessing the eventual outcome of litigation necessarily involves forward-looking speculation as to judgments to be made by judges, juries and appellate courts in the future.

Such speculation warrants caution, as the frequency of large damage awards, which bear little or no relation to the economic damages incurred by plaintiffs in some jurisdictions, continues to create the potential for an unpredictable judgment in any given lawsuit. These lawsuits are in various stages of development, and future facts and circumstances could result in management changing its conclusions. It is possible that, if the defenses in these lawsuits are not successful, and the judgments are greater than management can anticipate, the resulting liability could have a material impact on our condensed consolidated financial position, liquidity, or results of operations. With respect to the existing litigation, management currently believes that the possibility of a material judgment adverse to American National is remote and no estimate of range can be made for loss contingencies that are at least reasonably possible but not accrued.

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Note 17 – Related Party Transactions

American National has entered into recurring transactions and agreements with certain related parties. These include mortgage loans, management contracts, agency commission contracts, marketing agreements, health insurance contracts, and legal services. The impact on the condensed consolidated financial statements of significant related party transactions is shown below (in thousands):


						Dollar Amount of Transactions															Dollar Amount of Transactions
		Financial Statement Line Impacted		Three months ended March 31,					Amount due from American National					Financial Statement Line Impacted				Three months ended June 30,					Six months ended June 30,						Amount due from American National
Related Party	Related Party				2021		2020			March 31, 2021		December 31, 2020					Financial Statement Line Impacted			2021		2020			2021			2020			June 30, 2021			December 31, 2020

Greer, Herz & Adams, LLP	Greer, Herz & Adams, LLP		Other operating expenses				$	3,713		$	3,843	$	(617)		$	(441)			Greer, Herz & Adams, LLP		Other operating expenses		$	3,379		$	3,251		$	7,092		$	7,094		$	(652)	$	(441)

Transactions with Greer, Herz & Adams, LLP: Irwin M. Herz, Jr. is a member of the Board of Directors of American National Group, Inc. and certain of its subsidiaries, and a Partner with Greer, Herz & Adams, LLP, which serves as American National’s General Counsel.

Note 18 – Subsequent ~~Events~~Event

On August 6, 2021, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Brookfield Asset Management Reinsurance Partners Ltd. (“Brookfield Reinsurance”) and Freestone Merger Sub Inc. (“Merger Sub”).On the terms and subject to the conditions of the Merger Agreement, at the closing, Merger Sub will merge with and into the Company (the “Merger”), with the Company continuing as the surviving entity, which will become an indirect, wholly-owned subsidiary of Brookfield Reinsurance.

On ~~April 28, 2020,~~ the ~~Company borrowed from~~terms and subject to the ~~Federal Home Loan Bank of Dallas' COVID-19 Relief Advance Program. The net amount~~conditions of the ~~advance was approximately $245.0 million after a required capital~~Merger Agreement, at the time the Merger becomes effective (the “Effective Time”), each issued and outstanding share of the Company's common stock ~~purchase~~will be converted into the right to receive $190.00 in cash without interest (the “Merger Consideration”), for total Merger Consideration of approximately ~~$5.0 million. The loan had an interest rate~~$5.1 billion. On the terms and subject to the conditions of ~~0.38% with a final maturity date of April 28, 2021. The Company paid this advance in full on its maturity date of April 28, 2021. The capital stock purchased for~~ the ~~advance was not sold and is now considered excess stock~~Merger Agreement, at the ~~Federal Home Loan Bank~~Effective Time, each outstanding and unvested restricted share award and restricted stock unit award will vest and be converted into the right to receive a cash payment equal to the Merger Consideration multiplied by the total number of ~~Dallas, and will be available~~shares of common stock subject to ~~use~~such award prior to the Effective Time. The Merger is expected to close in the ~~event~~first half of ~~future advances.~~

2022, subject to regulatory approvals and other customary closing conditions.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following pages provide management’s discussion and analysis (“MD&A”) of financial condition and results of operations for the three and six months ended ~~March 31,~~June 30, 2021 and 2020 of American National Group, Inc. and its subsidiaries (referred to in this document as “we,” “our,” “us,” or the “Company”). This information should be read in conjunction with our condensed consolidated financial statements included in Item 1, Financial Statements, of this Form 10-Q.

Introductory Note Regarding Pending Merger

On August 6, 2021, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Brookfield Reinsurance Asset Management Reinsurance Partners Ltd. (“Brookfield Reinsurance”), an exempted company limited by shares existing under the laws of Bermuda, and Freestone Merger Sub Inc., a Delaware corporation and an indirect wholly-owned subsidiary of Brookfield Reinsurance (“Merger Sub”). On the terms and subject to the conditions of the Merger Agreement, at the closing, Merger Sub will merge with and into the Company (the “Merger”), with the Company continuing as the surviving entity, which will become an indirect, wholly-owned subsidiary of Brookfield Reinsurance. The Merger was unanimously approved by the Company’s board of directors.

On the terms and subject to the conditions of the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each issued and outstanding share of the Company's common stock will be converted into the right to receive $190.00 in cash without interest (the “Merger Consideration”), for total Merger Consideration of approximately $5.1 billion. On the terms and subject to the conditions of the Merger Agreement, at the Effective Time, each outstanding and unvested restricted share award and restricted stock unit award will vest and be converted into the right to receive a cash payment equal to the Merger Consideration multiplied by the total number of shares of common stock subject to such award prior to the Effective Time.

Closing Conditions. The completion of the Merger is subject to satisfaction or waiver of certain closing conditions, including: (i) there being no law or injunction prohibiting consummation of the Merger; (ii) subject to specified materiality standards, the accuracy of the representations and warranties of the other party; and (iii) compliance by the other party in all material respects with its covenants. Brookfield Reinsurance’s and Merger Sub’s obligations are also conditioned upon the absence of a material adverse effect on the Company and the absence of any burdensome condition (as defined in the Merger Agreement) imposed by any regulators as part of the regulatory approval process.

Financing. Brookfield Reinsurance has received an equity commitment letter from Brookfield Asset Management Inc., the aggregate proceeds of which will provide Brookfield Reinsurance with the funds needed to consummate the Merger, including to pay the aggregate Merger Consideration pursuant to the Merger Agreement. The equity commitment will be reduced by the amount of any debt actually funded at closing if and to the extent that such debt financing is used to fund the payment of Merger Consideration. The completion of the Merger is not conditioned on receipt of financing by Brookfield Reinsurance.

Stockholder Approval. The Merger Agreement has already received the requisite stockholder approval required under Delaware law. Under the Company’s certificate of incorporation, stockholders are permitted to take action by majority written consent in lieu of a stockholder meeting. Under the Merger Agreement, the Company agreed to take all actions necessary, immediately after the execution of the Merger Agreement, to seek and obtain stockholder written consents from certain stockholders holding a majority of the outstanding shares of our common stock. These stockholder written consents, representing a majority of the outstanding shares of our common stock, were timely delivered to the Company. No further approval of the stockholders of the Company is required to adopt and approve the Merger Agreement.

Termination Rights and Termination Date. The Merger Agreement contains certain termination rights for both the Company and Brookfield Reinsurance and further provides that, upon termination of the Merger Agreement, under certain circumstances, the Company may be required to pay Brookfield Reinsurance a termination fee equal to $178.5 million. If the Merger has not closed by May 6, 2022 (“Outside Date”), either the Company or Brookfield Reinsurance may terminate the Merger Agreement.However, if the closing has not occurred because (a) any applicable waiting period under any antitrust law relating to the Merger has not expired or been terminated or (b) certain governmental approvals or prior written non-disapprovals have not been obtained, and all other conditions to closing have been satisfied (other than those conditions that by their terms are to be satisfied at the closing, each of which is capable of being satisfied at the closing) or waived, the Outside Date will be August 6, 2022.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Interim Operating Covenants. The Company has agreed to certain covenants in the Merger Agreement restricting the conduct of its business between the date of the Merger Agreement and the earlier of the Effective Time and the termination of the Merger Agreement. The general effect of these covenants is that, during such interim period, the Company will be limited in its ability to pursue strategic and operational matters outside the ordinary course of business. The Company has agreed that it and its Subsidiaries will conduct their business in the ordinary course consistent with past practice in all material respects and use reasonable best efforts to preserve their business organizations, goodwill and assets, keep available the services of their current key officers and employees, and preserve their present relationships with governmental entities and other key third parties, including customers, reinsurers, distributors, suppliers and other persons with whom the Company and its subsidiaries have business relationships.

In addition, the Company has agreed to specific restrictions relating to the conduct of its business between the date of the Merger Agreement and the earlier of the Effective Time and the termination of the Merger Agreement, including, but not limited to, not to take (or permit any of its subsidiaries to take) the following actions (subject, in each case, to exceptions specified below and in the Merger Agreement or previously disclosed in writing to Brookfield Reinsurance as provided in the Merger Agreement or as consented to in writing in advance by Brookfield Reinsurance (which consent shall not be unreasonably withheld, delayed or conditioned) or as required by law:

•subject to certain limited exceptions, offer, issue, sell, transfer, pledge, dispose of or encumber any shares of, or securities convertible into or exchangeable for, or options, warrants, calls, commitments or rights of any kind to acquire, any shares of capital stock or other voting or equity interests of any class or series of the Company or its subsidiaries;

•amend or propose to amend the Company’s or its subsidiaries’ certificate of incorporation, bylaws or other comparable organizational documents, in each case, whether by merger, consolidation or otherwise;

•authorize, recommend, propose, enter into or adopt a plan or agreement of complete or partial liquidation, dissolution, merger, consolidation, restructuring, recapitalization or other reorganization of the Company or any of its subsidiaries;

•subject to certain limited exceptions (including permitting the Company to execute investment portfolio transactions in the ordinary course of business consistent with past practice and in accordance with its existing investment plan and investment guidelines), acquire or agree to acquire any business or any corporation, partnership, association or other business organization or division thereof;

•make or authorize capital expenditures that are, on an individual basis, in excess of 110% of the Company’s capital expenditure budget or in excess of 105% of the aggregate capital expenditure budget, except for (i) planned capital expenditures disclosed to Brookfield Reinsurance at signing of the Merger Agreement and (ii) reasonable emergency capital expenditures (after consultation with Brookfield Reinsurance) necessary to maintain its ability to operate its businesses in the ordinary course or for the safety of individuals, assets or the environment;

•subject to certain limited exceptions, sell, lease, license, transfer, pledge, subject to any encumbrance or otherwise dispose of any of its or their assets or properties;

•incur, guarantee or assume any indebtedness, subject to certain limited exceptions, including investment portfolio transactions in the ordinary course of business consistent with past practice and other incurrences of indebtedness not to exceed $10,000,000 in the aggregate;

•enter into any material contract or reinsurance contract other than in the ordinary course of business consistent with past practice; and

•terminate, amend, modify, assign or waive any material right under any material contract or reinsurance contract except in the ordinary course of business consistent with past practice.

The Merger Agreement permits the Company to continue to pay regular quarterly cash dividends not to exceed $0.82 per share of common stock prior to completion of the Merger.

Anticipated Timing; No Assurance that Closing will Occur. The Merger is expected to close in the first half of 2022. However, the consummation of the Merger is subject to regulatory approval in certain jurisdictions, including Texas, Missouri, New York, Louisiana and California, as well as other conditions set forth in the Merger Agreement, including antitrust clearance (or termination of the applicable waiting period) from the U.S. Department of Justice or Federal Trade Commission. Accordingly, the Company cannot provide assurance the Merger will be completed on the terms or timeline currently contemplated, or at all.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

The above is a summary of certain material terms of the Merger Agreement and is qualified in its entirety by the terms and conditions of the Merger Agreement, which was filed as an exhibit to the Company’s current report on Form 8-K filed on August 9, 2021.

Caution Regarding Forward-Looking Statements

Certain statements made in this report, including but not limited to the accompanying condensed consolidated financial statements, and the notes thereto appearing in Item 1 herein, Management's Discussion and Analysis of Financial Condition and Results of Operations in this Item 2 ("MD&A"), and the exhibits and financial statement schedules filed as a part hereof or incorporated by reference herein, may contain or incorporate by reference information that includes or is based upon forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are indicated by words such as “expects,” “intends,” “anticipates,” “plans,” “believes,” “estimates,” “will” or words of similar meaning, and include, without limitation, statements regarding the outlook of our business and expected financial performance, and statements relating to the COVID-19 pandemic and its effects on the Company. These forward-looking statements are subject to changes and uncertainties which are, in many instances, beyond our control and have been made based upon our assumptions, expectations and beliefs concerning future developments and their potential effect upon us. There can be no assurance that future developments will be in accordance with our expectations, that the effect of future developments on us will be as anticipated, or that our risk management policies and procedures will be effective, particularly given the uncertainty relating to the COVID-19 pandemic. We do not make public specific projections relating to future earnings, and we do not endorse any projections regarding future performance made by others. Additionally, we do not publicly update or revise forward-looking statements based on the outcome of various foreseeable or unforeseeable events. Forward-looking statements are not guarantees of future performance and involve various risks and uncertainties. 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 without limitation risks, uncertainties and other factors discussed in Item 1A of our 2020 Form 10-K filed with the SEC on March 4, 2021 and elsewhere in this report.

~~Many of these risks and uncertainties have been exacerbated~~These forward-looking statements relate to the transaction contemplated by the ~~COVID-19 pandemic, particularly~~Merger Agreement (the "Proposed Transaction"), as well as to the Company’s financial and operating performance on a stand-alone basis prior to the consummation of the Merger or if the Merger is not consummated. Important factors that could cause actual results and outcomes to differ materially from those ~~described~~ in the ~~Economic and Investment Risk~~ forward-looking statements include, but are not limited to those summarized below:

•Factors ~~Litigation and Regulation Risk Factors, and~~Relating to the Proposed Transaction with Brookfield Reinsurance ~~and Counterparty Risk Factors~~

•conditions to the closing of the Proposed Transaction may not be satisfied;

•regulatory approvals required for the Proposed Transaction may not be obtained, or required regulatory approvals may delay the Proposed Transaction or result in the ~~Company's~~imposition of conditions that could have a material adverse effect on the Company or Brookfield Reinsurance or cause certain conditions to closing not to be satisfied, which could result in the termination of the Merger Agreement;

•the timing of completion of the Proposed Transaction is uncertain;

•the business of the Company or Brookfield Reinsurance could suffer as a result of uncertainty surrounding the Proposed Transaction;

•events, changes or other circumstances could occur that could give rise to the termination of the Merger Agreement;

•there are risks related to disruption of management’s attention from the ongoing business operations of the Company or Brookfield Reinsurance due to the Proposed Transaction;

•the announcement or pendency of the Proposed Transaction could affect the relationships of the Company or Brookfield Reinsurance with its clients, operating results and business generally, including on our ability to retain employees;

•the outcome of any legal proceedings initiated against the Company or Brookfield Reinsurance following the announcement of the Proposed Transaction could adversely affect the Company or Brookfield Reinsurance, including their ability to consummate the Proposed Transaction; and

•the Company or Brookfield Reinsurance may be adversely affected by other economic, business, and/or competitive factors as well as management’s response to any of the aforementioned factors.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

The foregoing review of important factors related to the Proposed Transaction should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included herein and elsewhere, including the risk factors included in Brookfield Reinsurance’s Registration Statement on Form F-1 and the Company’s most recent Annual Report on Form 10-K ~~filed~~and other documents of the Company and Brookfield Reinsurance on file with the ~~SEC~~SEC.Neither the Company nor Brookfield Reinsurance undertakes any obligation to update, correct or otherwise revise any forward-looking statements.All subsequent written and oral forward-looking statements attributable to the Company or Brookfield Reinsurance and/or any person acting on ~~March 4, 2021. Risks and uncertainties include the following:~~behalf of either of them are expressly qualified in their entirety by this paragraph.The information contained on any websites referenced in this Quarterly Report on Form 10-Q is not incorporated by reference into this Quarterly Report on Form 10-Q.

•Economic & Investment ~~Risk~~ Factors

•~~potential for~~ difficult conditions in the economy, which may not improve in the near future, and risks related to persistently low or unpredictable interest rates;

•fluctuations in the markets for fixed maturity securities, equity securities, and commercial real estate, which could adversely affect the valuation of our investment portfolio, our net investment income, our retirement expense, and sales of or fees from certain of our products;

•lack of liquidity for certain of our investments;

•risk of investment losses and defaults;

•~~Risk~~ Factors Relating to Our Business and Industry

•the impact of major public health issues, like COVID-19;

•differences between actual experience regarding mortality, morbidity, persistency, expense, surrenders and investment returns, and our assumptions for product pricing, establishing liabilities and reserves or for other purposes;

•changes in our experience related to deferred policy acquisition costs;

•advances in medical technology and testing, which may increase our adverse selection risk;

•potentially adverse rating agency actions;

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~~ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)~~

•Information Technology ~~Risk~~ Factors

•failures or limitations of our computer, information security and administration systems;

•failure to complete and implement technology initiatives in a timely manner;

•Catastrophic Event ~~Risk~~ Factors

•natural or man-made catastrophes resulting in increased claims activity from catastrophic loss of life or property;

•the effects of global climate change;

•Marketplace ~~Risk~~ Factors

•the highly competitive nature of the insurance and annuity business;

•~~potential~~ difficulty in attraction and retention of qualified employees and agents;

•the introduction of alternative healthcare solutions or changes in federal healthcare policy, both of which could impact our supplemental healthcare business;

•Litigation and Regulation ~~Risk~~ Factors

•adverse determinations in litigation or regulatory proceedings which may result in significant financial losses and harm to our reputation;

•significant changes in government regulation;

•changes in tax law;

•changes in statutory or U.S. Generally Accepted Accounting Principles ~~(“GAAP”~~("GAAP"), practices or policies;

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

•Reinsurance and Counterparty ~~Risk~~ Factors

•potential changes in the availability, affordability, adequacy and collectability of reinsurance protection;

•potential default or failure to perform by the counterparties to our reinsurance arrangements and derivative instruments;

•~~Risk~~ Factors Relating to Our Corporate Structure and Ownership of Our Common Stock

•state law limitations on the payment of dividends by our subsidiaries, which could limit the amount of dividends we pay;

•control of our Company by a small number of stockholders;

•anti-takeover provisions in our governing documents;

•the designation in our governing documents of the Delaware Court of Chancery as the exclusive forum for substantially all disputes between our stockholders and us;

•General ~~Risk~~ Factors

•potential employee error or misconduct, which may result in fraud or adversely affect the execution and administration of our policies and claims;

•potential ineffectiveness of our risk management policies and procedures;

•the effects of unanticipated events on our disaster recovery and business continuity planning; and

•potential ineffectiveness of our internal controls over financial reporting.

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~~ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)~~

COVID-19 Response

A summary of actions the company has taken in response to COVID-19 through December 31, 2020 is disclosed in our 2020 Annual Report on form 10-K filed with the SEC on March 4, 2021. Below is a summary of subsequent developments in our COVID-19 response:

•We ~~have taken~~continue to take steps to protect employees with the goals of maintaining their health and sustaining an adequate workforce, including ~~directing as many~~ employees ~~as possible to work~~working from home and offering flexibility for employees negotiating scheduling conflicts due to the impacts of COVID-19, such as caring for family, alternative arrangements and shutdowns for business and schools, self-isolation or personal illness, including granting additional paid time off ~~to get~~for vaccinations and to address these hardships.

•We suspended our summer Internship Program for 2020, and in 2021 are piloting a program which combines both virtual and in-person elements for a small group of interns.

•We have developed and ~~continue to refine~~are continually refining our return-to-office ~~programs as we transition through the different reopening situations at~~plans for our locations. ~~During the first quarter of 2021, viral infections~~Beginning in ~~the general population have begun to increase again resulting in resumption of restrictions in certain areas in which~~June, we ~~operate. As a result, we have temporarily paused further return-to-office plans at our locations until June 2021. At that time, we will potentially be~~ gradually ~~re-introducing~~re-introduced more employees to our office locations and are ~~exploring~~in the process of implementing longer-term plans to offer employees hybrid work schedules, where possible.

No assurance can be given that these actions will be successful, nor can we predict the level of disruption that will occur should the COVID-19 pandemic and its related macroeconomic risks continue for an extended period of time. Given this uncertainty, we are unable to quantify with reasonable confidence the expected impact of the COVID-19 pandemic on our future operations, financial condition, liquidity and results of operations. The wide-ranging social, economic and financial consequences of the COVID-19 pandemic and the possible effects of ongoing and future governmental action in response to COVID-19 compound this uncertainty. Additional information regarding risks and uncertainties related to the COVID-19 pandemic are set forth in Part II, Item 1A, Risk Factors of our 2020 Form 10-K filed with the SEC on March 4, 2021. For additional information regarding the direct and indirect impact to mortality refer to Part I, Item 2.2, MD&A, Life.

This MD&A should be read in conjunction with our condensed consolidated financial statements and related notes included in Part I, - Financial Information, - Item 1, Financial Statements.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Overview

American National Group, Inc. ("ANAT") is a family of companies that has, on a consolidated GAAP basis, $30.4 billion in assets, $23.6 billion in liabilities and $6.8 billion in stockholders’ equity as of June 30, 2021. American National Insurance Company ("ANICO"), founded in 1905 and headquartered in Galveston, Texas, and other ~~American National ("ANAT")~~ANAT subsidiaries offer a broad spectrum of products and services, which include life insurance, annuities, property and casualty insurance, health insurance, credit insurance, and pension products. The American National companies operate in all 50 states, the District of Columbia and Puerto Rico. In addition to ANICO, major subsidiaries include American National Life Insurance Company of Texas, American National Life Insurance Company of New York, American National Property and Casualty Company, Garden State Life Insurance Company, Standard Life and Accident Insurance Company, Farm Family Casualty Insurance Company and United Farm Family Insurance Company.

General Trends

During the ~~first~~second quarter of 2021, American National had no material changes to the general trends discussed in the MD&A included in our 2020 Annual Report on Form 10-K filed with the SEC on March 4, 2021. However, please see the "COVID-19 Response and Update" discussion above for general information about the pandemic's impact on ~~us.~~us, as well as "Introductory Note Regarding Pending Merger" above for general information about the pending merger transaction with Brookfield Reinsurance.

Critical Accounting Estimates

The unaudited interim condensed consolidated financial statements have been prepared in conformity with GAAP. In addition to GAAP, insurance companies apply specific SEC regulations when preparing the condensed consolidated financial statements. The preparation of the condensed consolidated financial statements and notes requires us to make estimates and assumptions that affect the amounts reported. Actual results could differ from results reported using those estimates and assumptions. Our accounting policies inherently require the use of judgment relating to a variety of assumptions and estimates, particularly expectations of current and future mortality, morbidity, persistency, expenses, interest rates, and property and casualty loss frequency, severity, claim reporting and settlement patterns. Due to the inherent uncertainty when using the assumptions and estimates, the effect of certain accounting policies under different conditions or assumptions could vary from those reported in the condensed consolidated financial statements.

For a discussion of our critical accounting estimates, see the MD&A in our 2020 Annual Report on Form 10-K filed with the SEC on March 4, 2021.

Recently Issued Accounting Pronouncements

Refer to Note 3, Recently Issued Accounting Pronouncements, of the Notes to the Unaudited Condensed Consolidated Financial Statements in Item 1.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Condensed Consolidated Results of Operations

The following sets forth the condensed consolidated results of operations (in thousands):


		Three months ended March 31,					Three months ended June 30,								Six months ended June 30,
			2021		2020			Change			2021		2020		Change		2021		2020		Change
PREMIUMS AND OTHER REVENUES	PREMIUMS AND OTHER REVENUES									PREMIUMS AND OTHER REVENUES
Premiums	Premiums		$	562,653	$	536,768		$	25,885	Premiums	$	565,252	$	533,263	$	31,989	$	1,127,905	$	1,070,031	$	57,874
Other policy revenues	Other policy revenues		86,539		79,605			6,934		Other policy revenues	90,523		79,787		10,736		177,062		159,392		17,670
Net investment income	Net investment income		269,981		130,991			138,990		Net investment income	297,399		273,726		23,673		567,380		404,717		162,663
Net realized investments gains	Net realized investments gains		19,239		4,148			15,091		Net realized investments gains	10,602		3,939		6,663		29,841		8,087		21,754

Change in investment credit loss	Change in investment credit loss		(5,486)		(44,678)			39,192		Change in investment credit loss	25,079		(52,310)		77,389		19,593		(96,988)		116,581
Net gains (losses) on equity securities	Net gains (losses) on equity securities		95,940		(332,575)			428,515		Net gains (losses) on equity securities	170,804		298,825		(128,021)		266,744		(33,750)		300,494
Other income	Other income		9,752		11,133			(1,381)		Other income	11,035		10,336		699		20,787		21,469		(682)
Total premiums and other revenues	Total premiums and other revenues		1,038,618		385,392			653,226		Total premiums and other revenues	1,170,694		1,147,566		23,128		2,209,312		1,532,958		676,354
BENEFITS, LOSSES AND EXPENSES	BENEFITS, LOSSES AND EXPENSES									BENEFITS, LOSSES AND EXPENSES
Policyholder benefits	Policyholder benefits		190,877		145,268			45,609		Policyholder benefits	182,239		169,924		12,315		373,116		315,192		57,924
Claims incurred	Claims incurred		268,386		264,594			3,792		Claims incurred	306,796		307,287		(491)		575,182		571,881		3,301
Interest credited to policyholders’ account balances	Interest credited to policyholders’ account balances		107,787		(4,323)			112,110		Interest credited to policyholders’ account balances	111,236		146,783		(35,547)		219,023		142,460		76,563
Commissions for acquiring and servicing policies	Commissions for acquiring and servicing policies		153,685		130,435			23,250		Commissions for acquiring and servicing policies	163,913		140,490		23,423		317,598		270,925		46,673
Other operating expenses	Other operating expenses		133,502		133,926			(424)		Other operating expenses	149,907		125,177		24,730		283,409		259,103		24,306
Change in deferred policy acquisition costs (1)	Change in deferred policy acquisition costs (1)		(28,119)		(1,672)			(26,447)		Change in deferred policy acquisition costs (1)	(28,842)		(4,703)		(24,139)		(56,961)		(6,375)		(50,586)
Total benefits, losses and expenses	Total benefits, losses and expenses		826,118		668,228			157,890		Total benefits, losses and expenses	885,249		884,958		291		1,711,367		1,553,186		158,181
Income (loss) before federal income taxes and other items	Income (loss) before federal income taxes and other items		$	212,500	$	(282,836)		$	495,336	Income (loss) before federal income taxes and other items	$	285,445	$	262,608	$	22,837	$	497,945	$	(20,228)	$	518,173

(1) A negative amount of change indicates more expense was deferred than amortized and represents a decrease to expenses in the period indicated.

Comparison of the three months ended ~~March 31,~~June 30, 2021 to 2020

Earnings increased primarily due to the following:

•An increase in earnings in our Property and Casualty segment due to a reduction in catastrophe losses for our homeowners and agricultural business products

•An increase in earnings in our Annuity segment driven by favorable mark-to-market impact to equity-indexed annuity reserves and lower DAC amortization for fixed deferred products due to interest rates

•Favorable change in expected investment credit loss due to improvements in our commercial mortgage loans driven by economic forecast regarding GDP growth and positive economic outlook

The increase in earnings was partially offset due to the following:

•A decrease in net gains on equity securities due to the financial markets rebounding from the pandemic onset in the first quarter of 2020

•An increase in the combined ratio for our personal auto products due to an increase in claims as policyholders drove more miles due to the lessening impact of COVID-19

Comparison of the six months ended June 30, 2021 to 2020

Earnings increased primarily due to the following:

•An increase in net gains on equity securities ~~resulting from~~due to favorable market conditions ~~in the three months ended March 31, 2021 compared to a net loss on equity securities in the same period in 2020 driven by unfavorable market conditions as a result of the COVID-19 pandemic~~

•~~An increase in earnings in our Annuity segment driven by our equity indexed annuity products~~

•An increase in net investment income due to higher option gains resulting from favorable market conditions

~~The increase~~•Favorable change in ~~earnings was partially offset~~expected investment credit loss due to ~~the following:~~

•~~Increase~~improvements in ~~claims which reduced the earnings from~~ our ~~Life segment~~commercial mortgage loans driven by economic forecast regarding GDP growth and positive economic outlook

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Life

Life segment financial results for the periods indicated were as follows (in thousands):


		Three months ended March 31,					Three months ended June 30,								Six months ended June 30,
			2021		2020			Change			2021		2020		Change		2021		2020		Change
PREMIUMS AND OTHER REVENUES	PREMIUMS AND OTHER REVENUES									PREMIUMS AND OTHER REVENUES
Premiums	Premiums		$	100,779	$	89,516		$	11,263	Premiums	$	100,784	$	91,670	$	9,114	$	201,563	$	181,186	$	20,377
Other policy revenues	Other policy revenues		81,508		75,540			5,968		Other policy revenues	83,527		76,226		7,301		165,035		151,766		13,269
Net investment income	Net investment income		67,797		45,575			22,222		Net investment income	72,225		73,645		(1,420)		140,022		119,220		20,802
Other income	Other income		458		736			(278)		Other income	422		440		(18)		880		1,176		(296)
Total premiums and other revenues	Total premiums and other revenues		250,542		211,367			39,175		Total premiums and other revenues	256,958		241,981		14,977		507,500		453,348		54,152
BENEFITS, LOSSES AND EXPENSES	BENEFITS, LOSSES AND EXPENSES									BENEFITS, LOSSES AND EXPENSES
Policyholder benefits	Policyholder benefits		146,160		110,466			35,694		Policyholder benefits	139,516		124,941		14,575		285,676		235,407		50,269
Interest credited to policyholders’ account balances	Interest credited to policyholders’ account balances		19,770		(1,903)			21,673		Interest credited to policyholders’ account balances	23,326		25,201		(1,875)		43,096		23,298		19,798
Commissions for acquiring and servicing policies	Commissions for acquiring and servicing policies		45,420		39,467			5,953		Commissions for acquiring and servicing policies	46,397		41,287		5,110		91,817		80,754		11,063
Other operating expenses	Other operating expenses		47,041		47,480			(439)		Other operating expenses	49,226		44,505		4,721		96,267		91,985		4,282
Change in deferred policy acquisition costs (1)	Change in deferred policy acquisition costs (1)		(14,469)		(7,838)			(6,631)		Change in deferred policy acquisition costs (1)	(13,459)		(11,535)		(1,924)		(27,928)		(19,373)		(8,555)
Total benefits, losses and expenses	Total benefits, losses and expenses		243,922		187,672			56,250		Total benefits, losses and expenses	245,006		224,399		20,607		488,928		412,071		76,857
Income before federal income taxes and other items	Income before federal income taxes and other items		$	6,620	$	23,695		$	(17,075)	Income before federal income taxes and other items	$	11,952	$	17,582	$	(5,630)	$	18,572	$	41,277	$	(22,705)

(1)A negative amount of change indicates more expense was deferred than amortized and represents a decrease to expenses in the period indicated.

Comparison of the three months ended ~~March 31,~~June 30, 2021 to 2020

Earnings for our Life segment decreased primarily due to the following:

•Increase in reserves due to improvement in the participating policyholder share of change in credit loss, primarily associated with mortgage loans

•Increase in expenses due to growth in the business and the lower activity related to COVID-19 in 2020

The decrease in earnings was partially offset by the following:

•Improved persistency and an increase in sales, resulting in an increase in premiums and other policy revenues

•Improved mortality

Comparison of the six months ended June 30, 2021 to 2020

Earnings for our Life segment decreased primarily due to the following:

•An overall increase in mortality which includes claims directly and indirectly attributable to COVID-19

The decrease in earnings was partially offset by the following:

•Improved persistency and an increase in sales, resulting in an increase in premiums and other policy revenues

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Life Insurance Sales

The following table presents life insurance sales as measured by annualized premium, a statistical measure used by the insurance industry, which allows a comparison of new policies sold by an insurance company during the period (in thousands):


		Three months ended March 31,							Three months ended June 30,						Six months ended June 30,
			2021		2020		Change				2021		2020		Change		2021		2020		Change
Traditional life	Traditional life		$	15,757	$	14,974	$	783		Traditional life	$	17,339	$	15,009	$	2,330	$	33,096	$	29,983	$	3,113
Universal life	Universal life		8,376		6,150		2,226			Universal life	7,877		6,604		1,273		16,253		12,754		3,499
Indexed UL	Indexed UL		8,370		6,802		1,568			Indexed UL	8,322		6,842		1,480		16,692		13,644		3,048
Total recurring	Total recurring		32,503		27,926		4,577			Total recurring	33,538		28,455		5,083		66,041		56,381		9,660
Single and excess (1)	Single and excess (1)		378		202		176			Single and excess (1)	467		263		204		845		465		380
Credit life (1)	Credit life (1)		1,657		2,184		(527)			Credit life (1)	2,064		1,865		199		3,721		4,048		(327)
Total annualized premium	Total annualized premium		$	34,538	$	30,312	$	4,226		Total annualized premium	$	36,069	$	30,583	$	5,486	$	70,607	$	60,894	$	9,713

(1)~~These are weighted~~Weighted amounts ~~representing 10% of~~with single and excess ~~premiums.~~premiums counted at 10%.

Life insurance sales are based on the total yearly premium that insurance companies would expect to receive if all recurring premium policies ~~would~~ remain in-force, plus 10% of single and excess premiums. Life insurance sales measure activity associated with gaining new insurance business in the current period, and includes deposits received related to interest sensitive life and universal life-type products. Whereas GAAP premium revenues are associated with policies sold in current and prior periods, and deposits received related to interest sensitive life and universal life-type products are recorded in a policyholder account which is reflected as a liability. Therefore, a reconciliation of premium revenues and insurance sales is not meaningful.

Total Recurring Life sales increased during the three and six months ended ~~March 31,~~June 30, 2021 compared to 2020. Life sales were impacted in 2020 ~~primarily due~~by stay-at-home orders and economic uncertainty related to ~~higher Universal Life and Indexed Universal Life sales.~~COVID-19.

Policy In-force Information

The following table summarizes changes in the Life segment’s in-force amounts (in thousands):


		March 31, 2021		December 31, 2020		Change			June 30, 2021		December 31, 2020		Change
Life insurance in-force	Life insurance in-force							Life insurance in-force
Traditional life	Traditional life	$	93,497,659	$	91,920,577	$	1,577,082	Traditional life	$	95,609,870	$	91,920,577	$	3,689,293
Interest-sensitive life	Interest-sensitive life	36,920,337		36,326,621		593,716		Interest-sensitive life	37,626,264		36,326,621		1,299,643
Total life insurance in-force	Total life insurance in-force	$	130,417,996	$	128,247,198	$	2,170,798	Total life insurance in-force	$	133,236,134	$	128,247,198	$	4,988,936

The following table summarizes changes in the Life segment’s number of policies in-force:


		March 31, 2021	December 31, 2020	Change		June 30, 2021	December 31, 2020	Change
Number of policies in-force	Number of policies in-force				Number of policies in-force
Traditional life	Traditional life	1,792,484	1,832,536	(40,052)	Traditional life	1,747,064	1,832,536	(85,472)
Interest-sensitive life	Interest-sensitive life	272,377	269,668	2,709	Interest-sensitive life	276,588	269,668	6,920
Total number of policies in-force	Total number of policies in-force	2,064,861	2,102,204	(37,343)	Total number of policies in-force	2,023,652	2,102,204	(78,552)

Life insurance in-force increased during the ~~three~~six months ended ~~March 31,~~June 30, 2021 compared to December 31, 2020 despite a reduction of policies in-force due to an increase in sales of higher face amount policies.

Change in Deferred Policy Acquisition Costs

The change in DAC represents acquisition costs capitalized less the amortization of existing DAC. The following shows the components of the change in DAC (in thousands):

Three months ended March 31,
2021 2020 Change
Acquisition cost capitalized $ (43,256) $ (33,353) $ (9,903)
Amortization of DAC 28,787 25,515 3,272
Change in DAC $ (14,469) $ (7,838) $ (6,631)


	Three months ended June 30,						Six months ended June 30,
	2021		2020		Change		2021		2020		Change
Acquisition cost capitalized	$	(37,392)	$	(32,359)	$	(5,033)	$	(80,648)	$	(65,712)	$	(14,936)
Amortization of DAC	23,933		20,824		3,109		52,720		46,339		6,381
Change in DAC	$	(13,459)	$	(11,535)	$	(1,924)	$	(27,928)	$	(19,373)	$	(8,555)

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Annuity

Annuity segment financial results for the periods indicated were as follows (in thousands):


		Three months ended March 31,					Three months ended June 30,								Six months ended June 30,
			2021		2020			Change			2021		2020		Change		2021		2020		Change
PREMIUMS AND OTHER REVENUES	PREMIUMS AND OTHER REVENUES									PREMIUMS AND OTHER REVENUES
Premiums	Premiums		$	24,241	$	15,509		$	8,732	Premiums	$	20,497	$	25,944	$	(5,447)	$	44,738	$	41,453	$	3,285
Other policy revenues	Other policy revenues		5,031		4,065			966		Other policy revenues	6,996		3,561		3,435		12,027		7,626		4,401
Net investment income	Net investment income		153,864		41,541			112,323		Net investment income	163,356		189,842		(26,486)		317,220		231,383		85,837
Other income	Other income		856		638			218		Other income	932		795		137		1,788		1,433		355
Total premiums and other revenues	Total premiums and other revenues		183,992		61,753			122,239		Total premiums and other revenues	191,781		220,142		(28,361)		375,773		281,895		93,878
BENEFITS, LOSSES AND EXPENSES	BENEFITS, LOSSES AND EXPENSES									BENEFITS, LOSSES AND EXPENSES
Policyholder benefits	Policyholder benefits		44,717		34,802			9,915		Policyholder benefits	42,723		44,983		(2,260)		87,440		79,785		7,655
Interest credited to policyholders’ account balances	Interest credited to policyholders’ account balances		88,017		(2,420)			90,437		Interest credited to policyholders’ account balances	87,910		121,582		(33,672)		175,927		119,162		56,765
Commissions for acquiring and servicing policies	Commissions for acquiring and servicing policies		23,042		10,248			12,794		Commissions for acquiring and servicing policies	29,926		11,657		18,269		52,968		21,905		31,063
Other operating expenses	Other operating expenses		12,181		11,876			305		Other operating expenses	12,884		11,746		1,138		25,065		23,622		1,443
Change in deferred policy acquisition costs (1)	Change in deferred policy acquisition costs (1)		(11,071)		7,286			(18,357)		Change in deferred policy acquisition costs (1)	(11,649)		12,306		(23,955)		(22,720)		19,592		(42,312)
Total benefits, losses and expenses	Total benefits, losses and expenses		156,886		61,792			95,094		Total benefits, losses and expenses	161,794		202,274		(40,480)		318,680		264,066		54,614
Income (loss) before federal income taxes and other items			$	27,106	$	(39)		$	27,145
Income before federal income taxes and other items										Income before federal income taxes and other items	$	29,987	$	17,868	$	12,119	$	57,093	$	17,829	$	39,264

(1)A negative amount of change indicates more expense was deferred than amortized and represents a decrease to expenses in the period indicated.

Comparison of the three months ended ~~March 31,~~June 30, 2021 to 2020

Earnings for our Annuity segment increased primarily due to the following:

•Favorable mark-to-market impact to equity-indexed annuity reserves due to interest rates

•Lower DAC amortization for fixed deferred products due to an increase in estimated gross profits driven by higher projected future interest rates compared to previous expectations

Comparison of the six months ended June 30, 2021 to 2020

Earnings for our Annuity segment increased primarily due to the following:

•An increase in net investment income due to higher option gains resulting from favorable market conditions

•Favorable mark-to-market impact ~~for equity indexed~~to equity-indexed annuity ~~products~~reserves due to ~~favorable~~ interest rates

•Lower DAC amortization for fixed deferred products due to an increase in estimated gross profits driven by higher projected future interest rates compared to ~~our~~ previous expectations

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Annuity premium and deposit amounts received are shown below (in thousands):


		Three months ended March 31,							Three months ended June 30,						Six months ended June 30,
			2021		2020		Change				2021		2020		Change		2021		2020		Change
Fixed deferred annuity	Fixed deferred annuity		$	123,752	$	118,410	$	5,342		Fixed deferred annuity	$	351,171	$	73,399	$	277,772	$	474,923	$	191,809	$	283,114
Single premium immediate annuity	Single premium immediate annuity		28,530		22,758		5,772			Single premium immediate annuity	24,452		33,352		(8,900)		52,982		56,110		(3,128)
Equity-indexed deferred annuity	Equity-indexed deferred annuity		202,856		57,976		144,880			Equity-indexed deferred annuity	229,141		77,404		151,737		431,997		135,380		296,617
Variable deferred annuity	Variable deferred annuity		14,187		15,681		(1,494)			Variable deferred annuity	15,647		14,176		1,471		29,834		29,857		(23)
Total premium and deposits	Total premium and deposits		369,325		214,825		154,500			Total premium and deposits	620,411		198,331		422,080		989,736		413,156		576,580
Less: Policy deposits	Less: Policy deposits		345,084		199,316		145,768			Less: Policy deposits	599,914		172,387		427,527		944,998		371,703		573,295
Total earned premiums	Total earned premiums		$	24,241	$	15,509	$	8,732		Total earned premiums	$	20,497	$	25,944	$	(5,447)	$	44,738	$	41,453	$	3,285

Annuity premium and deposits increased primarily for ~~equity indexed~~equity-indexed and fixed deferred products during the three and six months ended ~~March 31,~~June 30, 2021 compared to 2020 reflecting the competitiveness of the product.

Change in Deferred Policy Acquisition Costs

The change in DAC represents acquisition costs capitalized less the amortization of existing DAC, which is calculated in proportion to expected gross profits. The following shows the components of the change in DAC (in thousands):


		Three months ended March 31,							Three months ended June 30,						Six months ended June 30,
			2021		2020		Change				2021		2020		Change		2021		2020		Change
Acquisition cost capitalized	Acquisition cost capitalized		$	(23,488)	$	(11,525)	$	(11,963)		Acquisition cost capitalized	$	(30,423)	$	(10,793)	$	(19,630)	$	(53,911)	$	(22,318)	$	(31,593)
Amortization of DAC	Amortization of DAC		12,417		18,811		(6,394)			Amortization of DAC	18,774		23,099		(4,325)		31,191		41,910		(10,719)
Change in DAC	Change in DAC		$	(11,071)	$	7,286	$	(18,357)		Change in DAC	$	(11,649)	$	12,306	$	(23,955)	$	(22,720)	$	19,592	$	(42,312)

The change in acquisition costs capitalized for the ~~three~~six months ended ~~March 31,~~June 30, 2021 strongly correlates with the change in commissions, which increased due to higher sales. The amortization of DAC was lower for the three and six months ended ~~March 31,~~June 30, 2021 due to an increase in estimated gross profits driven by higher projected future interest rates.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Shown below are the changes in ~~account values~~reserve (in thousands):


		Three months ended March 31,					Six months ended June 30,
		2021		2020			2021		2020
Fixed deferred annuity	Fixed deferred annuity					Fixed deferred annuity
Reserve, beginning of period	Reserve, beginning of period	$	6,635,203	$	6,893,174	Reserve, beginning of period	$	6,635,203	$	6,893,174
Premiums	Premiums	123,752		118,410		Premiums	474,923		191,809
Death and other benefits	Death and other benefits	(64,071)		(45,937)		Death and other benefits	(119,239)		(104,787)
Surrenders	Surrenders	(128,156)		(127,941)		Surrenders	(253,242)		(240,051)
Fees	Fees	(405)		(463)		Fees	(873)		(533)
Interest and mortality	Interest and mortality	44,621		47,912		Interest and mortality	90,124		94,357
Reserve, end of period	Reserve, end of period	6,610,944		6,885,155		Reserve, end of period	6,826,896		6,833,969
Equity-indexed annuity	Equity-indexed annuity					Equity-indexed annuity
Reserve, beginning of period	Reserve, beginning of period	4,097,013		3,985,166		Reserve, beginning of period	4,097,013		3,985,166
Premiums	Premiums	202,856		57,976		Premiums	431,997		135,380
Death and other benefits	Death and other benefits	(11,912)		(11,811)		Death and other benefits	(28,961)		(23,292)
Surrenders	Surrenders	(75,147)		(73,332)		Surrenders	(150,192)		(182,778)
Fees	Fees	(747)		(915)		Fees	(1,590)		(1,767)
Interest and mortality	Interest and mortality	45,932		(52,018)		Interest and mortality	90,762		21,865
Reserve, end of period	Reserve, end of period	4,257,995		3,905,066		Reserve, end of period	4,439,029		3,934,574
Single premium immediate annuity	Single premium immediate annuity					Single premium immediate annuity
Reserve, beginning of period	Reserve, beginning of period	1,851,955		1,874,942		Reserve, beginning of period	1,851,955		1,874,942
Premiums	Premiums	28,530		22,758		Premiums	52,982		56,110
Payments	Payments	(49,601)		(54,249)		Payments	(100,266)		(108,815)
Interest and mortality	Interest and mortality	14,701		18,216		Interest and mortality	28,669		36,643
Reserve, end of period	Reserve, end of period	1,845,585		1,861,667		Reserve, end of period	1,833,340		1,858,880
Variable deferred annuity	Variable deferred annuity					Variable deferred annuity
Account value, beginning of period		418,510		385,736
Reserve, beginning of period						Reserve, beginning of period	418,510		385,736
Premiums	Premiums	14,187		15,681		Premiums	29,834		29,857
Other flows	Other flows	120		959		Other flows	663		765
Surrenders	Surrenders	(21,325)		(30,486)		Surrenders	(41,680)		(44,491)
Fees	Fees	(1,256)		(1,063)		Fees	(2,617)		(2,128)
Change in market value and other	Change in market value and other	13,665		(54,898)		Change in market value and other	39,986		(3,546)
Reserve, end of period	Reserve, end of period	423,901		315,929		Reserve, end of period	444,696		366,193
Total reserve, end of period	Total reserve, end of period	$	13,138,425	$	12,967,817	Total reserve, end of period	$	13,543,961	$	12,993,616

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Interest and Mortality Margin

Margins increased during the three and six months ended ~~March 31,~~June 30, 2021 compared to 2020 due to favorable changes in mark-to-market reserves for indexed annuities. The following table summarizes the interest margin due to the impact of the investment performance, interest credited to policyholder’s account balances, and the end of period assets measured by account balance (in thousands):


		Three months ended March 31,							Three months ended June 30,						Six months ended June 30,
			2021		2020		Change				2021		2020		Change		2021		2020		Change
Fixed annuity	Fixed annuity									Fixed annuity
Fixed investment income	Fixed investment income		$	88,462	$	93,620	$	(5,158)		Fixed investment income	$	87,881	$	93,535	$	(5,654)	$	176,343	$	187,155	$	(10,812)
Interest credited and mortality	Interest credited and mortality		(59,322)		(66,128)		6,806			Interest credited and mortality	(59,471)		(64,872)		5,401		(118,793)		(131,000)		12,207
Interest and mortality margin	Interest and mortality margin		29,140		27,492		1,648			Interest and mortality margin	28,410		28,663		(253)		57,550		56,155		1,395
Equity-indexed annuity	Equity-indexed annuity									Equity-indexed annuity
Fixed investment income	Fixed investment income		41,719		39,699		2,020			Fixed investment income	42,919		40,352		2,567		84,638		80,051		4,587
Option return	Option return		23,683		(91,778)		115,461			Option return	32,555		55,955		(23,400)		56,238		(35,823)		92,061
Interest credited and mortality	Interest credited and mortality		(45,932)		52,018		(97,950)			Interest credited and mortality	(44,830)		(73,883)		29,053		(90,762)		(21,865)		(68,897)
Interest and mortality margin	Interest and mortality margin		19,470		(61)		19,531			Interest and mortality margin	30,644		22,424		8,220		50,114		22,363		27,751

Variable annuity	Variable annuity									Variable annuity
Separate account management fees	Separate account management fees		1,247		940		307			Separate account management fees	1,290		1,003		287		2,537		1,943		594
Interest and mortality margin	Interest and mortality margin		1,247		940		307			Interest and mortality margin	1,290		1,003		287		2,537		1,943		594
Total interest and mortality margin	Total interest and mortality margin		$	49,857	$	28,371	$	21,486		Total interest and mortality margin	$	60,344	$	52,090	$	8,254	$	110,201	$	80,461	$	29,740

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Health

Health segment financial results for the periods indicated were as follows (in thousands):


		Three months ended March 31,						Three months ended June 30,						Six months ended June 30,
		2021		2020		Change				2021		2020		Change		2021		2020		Change
PREMIUMS AND OTHER REVENUES	PREMIUMS AND OTHER REVENUES								PREMIUMS AND OTHER REVENUES
Premiums	Premiums	$	38,228	$	43,086	$	(4,858)		Premiums	$	34,485	$	42,945	$	(8,460)	$	72,713	$	86,031	$	(13,318)
Net investment income	Net investment income	2,083		2,233		(150)			Net investment income	2,004		2,214		(210)		4,087		4,447		(360)
Other income	Other income	4,094		4,527		(433)			Other income	5,893		5,503		390		9,987		10,030		(43)
Total premiums and other revenues	Total premiums and other revenues	44,405		49,846		(5,441)			Total premiums and other revenues	42,382		50,662		(8,280)		86,787		100,508		(13,721)
BENEFITS, LOSSES AND EXPENSES	BENEFITS, LOSSES AND EXPENSES								BENEFITS, LOSSES AND EXPENSES
Claims incurred	Claims incurred	24,251		34,885		(10,634)			Claims incurred	26,190		26,726		(536)		50,441		61,611		(11,170)
Commissions for acquiring and servicing policies	Commissions for acquiring and servicing policies	5,986		8,024		(2,038)			Commissions for acquiring and servicing policies	6,565		7,160		(595)		12,551		15,184		(2,633)
Other operating expenses	Other operating expenses	10,608		10,629		(21)			Other operating expenses	9,867		9,476		391		20,475		20,105		370
Change in deferred policy acquisition costs (1)	Change in deferred policy acquisition costs (1)	854		(23)		877			Change in deferred policy acquisition costs (1)	1,531		(17)		1,548		2,385		(40)		2,425
Total benefits, losses and expenses	Total benefits, losses and expenses	41,699		53,515		(11,816)			Total benefits, losses and expenses	44,153		43,345		808		85,852		96,860		(11,008)
Income (loss) before federal income taxes and other items	Income (loss) before federal income taxes and other items	$	2,706	$	(3,669)	$	6,375		Income (loss) before federal income taxes and other items	$	(1,771)	$	7,317	$	(9,088)	$	935	$	3,648	$	(2,713)

(1) A positive amount of change indicates less expense was deferred than amortized and represents an increase to expenses in the period indicated.

Comparison of the three months ended ~~March 31,~~June 30, 2021 to 2020

Earnings for our Health segment ~~increased~~decreased primarily due to the following:

•~~A reduction~~An increase in ~~claims for Medical Expense. There was a single large claim in 2020~~

•~~Lower loss~~the benefit ratio for Medicare Supplement in 2021 as ~~rate increases are approved and implemented~~COVID-19 shelter-in-place protocols drove lower 2020 claim utilization

•~~Lower claims~~Revisions to policy processing in our Worksite line of business. The end result was a $3.4 million decrease in due premium assets and the immediate recognition of $0.5 million deferred policy acquisition costs, resulting in a $3.9 million loss

Comparison of the six months ended June 30, 2021 to 2020

Earnings for our Health segment decreased primarily due to the following:

•Revisions to policy processing in our Worksite line of business. The end result was a $3.4 million decrease in due premium assets and the immediate recognition of $0.5 million deferred policy acquisition costs, resulting in a $3.9 million loss

The decrease in earnings was partially offset by the following:

•Favorable claim experience in the Medical Expense and Supplemental health lines of business

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Health earned premiums for the periods indicated were as follows (in thousands):


		Three months ended March 31,						Three months ended June 30,						Six months ended June 30,
		2021		2020		Change				2021		2020		Change		2021		2020		Change
Medicare Supplement	Medicare Supplement	$	18,824	$	21,576	$	(2,752)		Medicare Supplement	$	18,433	$	21,624	$	(3,191)	$	37,257	$	43,202	$	(5,945)
MGU	MGU	5,185		5,471		(286)			MGU	5,753		6,132		(379)		10,938		11,603		(665)
Supplemental insurance	Supplemental insurance	3,889		4,981		(1,092)			Supplemental insurance	3,256		4,754		(1,498)		7,145		9,735		(2,590)
Credit Health	Credit Health	3,255		4,174		(919)			Credit Health	3,288		3,562		(274)		6,543		7,736		(1,193)
Medical expense	Medical expense	1,956		2,197		(241)			Medical expense	1,851		2,195		(344)		3,807		4,393		(586)
Worksite	Worksite	4,018		3,555		463			Worksite	607		3,438		(2,831)		4,625		6,992		(2,367)
Group health	Group health	349		369		(20)			Group health	510		429		81		859		797		62
All other	All other	752		763		(11)			All other	787		811		(24)		1,539		1,573		(34)
Total	Total	$	38,228	$	43,086	$	(4,858)		Total	$	34,485	$	42,945	$	(8,460)	$	72,713	$	86,031	$	(13,318)

Policy lapses as a result of rate increases drove a decrease in premiums for Medicare Supplement in 2021. Worksite premiums decreased as a result of revisions to policy processing. Supplemental insurance premiums decreased due to a reduction in sales across all product lines, primarily in Short Term Medical. ~~Premiums for Credit Health decreased as a result of contract terminations.~~

Health claims incurred for the periods indicated were as follows (in thousands):


		Three months ended March 31,						Three months ended June 30,						Six months ended June 30,
		2021		2020		Change				2021		2020		Change		2021		2020		Change
Medicare Supplement	Medicare Supplement	$	14,226	$	19,704	$	(5,478)		Medicare Supplement	$	14,874	$	15,023	$	(149)	$	29,100	$	34,727	$	(5,627)
MGU	MGU	3,302		4,643		(1,341)			MGU	5,905		4,966		939		9,207		9,609		(402)
Supplemental insurance	Supplemental insurance	1,675		3,158		(1,483)			Supplemental insurance	1,549		2,645		(1,096)		3,224		5,803		(2,579)
Credit Health	Credit Health	825		728		97			Credit Health	715		528		187		1,540		1,256		284
Medical expense	Medical expense	2,280		4,025		(1,745)			Medical expense	964		1,085		(121)		3,244		5,110		(1,866)
Worksite	Worksite	2,133		1,442		691			Worksite	1,599		1,312		287		3,732		2,754		978
Group health	Group health	(73)		550		(623)			Group health	27		326		(299)		(46)		876		(922)
All other	All other	(117)		635		(752)			All other	557		841		(284)		440		1,476		(1,036)
Total	Total	$	24,251	$	34,885	$	(10,634)		Total	$	26,190	$	26,726	$	(536)	$	50,441	$	61,611	$	(11,170)

Favorable claim experience for the ~~three~~six months ended ~~March 31,~~June 30, 2021 is driven by ~~improved benefit ratios resulting from~~Medicare Supplement rate increases ~~impacting Medicare Supplement policies.~~and policy lapses. In addition, ~~Supplemental insurance~~ claim ~~severity for~~experience improved in the ~~legacy master cancer plan has lessened in 2021. Similarly,~~ Medical Expense ~~claims decreased driven by the aforementioned single large claim~~and Supplemental health lines of business. These favorable developments helped offset an increase in ~~early 2020.~~ MGU ~~claims decreased as a result of large ceded paid claims for one MGU program in 2021.~~reserves.

Change in Deferred Policy Acquisition Costs

The following table presents the components of the change in DAC (in thousands):


		Three months ended March 31,						Three months ended June 30,						Six months ended June 30,
		2021		2020		Change				2021		2020		Change		2021		2020		Change
Acquisition cost capitalized	Acquisition cost capitalized	$	(2,849)	$	(5,378)	$	2,529		Acquisition cost capitalized	$	(3,035)	$	(2,205)	$	(830)	$	(5,884)	$	(7,583)	$	1,699
Amortization of DAC	Amortization of DAC	3,703		5,355		(1,652)			Amortization of DAC	4,566		2,188		2,378		8,269		7,543		726
Change in DAC	Change in DAC	$	854	$	(23)	$	877		Change in DAC	$	1,531	$	(17)	$	1,548	$	2,385	$	(40)	$	2,425

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Property and Casualty

Property and Casualty segment financial results for the periods indicated were as follows (in thousands, except percentages):


		Three months ended March 31,							Three months ended June 30,											Six months ended June 30,
			2021			2020				Change				2021			2020			Change			2021			2020			Change
PREMIUMS AND OTHER REVENUES	PREMIUMS AND OTHER REVENUES												PREMIUMS AND OTHER REVENUES
Net premiums written	Net premiums written		$	425,366		$	407,588			$	17,778		Net premiums written	$	446,458		$	406,076		$	40,382		$	871,824		$	813,663		$	58,161
Net premiums earned	Net premiums earned		$	399,405		$	388,657			$	10,748		Net premiums earned	$	409,486		$	372,704		$	36,782		$	808,891		$	761,361		$	47,530
Net investment income	Net investment income		15,513			16,085				(572)			Net investment income	15,725			16,037			(312)			31,238			32,122			(884)
Other income	Other income		3,489			3,733				(244)			Other income	2,786			2,844			(58)			6,275			6,577			(302)
Total premiums and other revenues	Total premiums and other revenues		418,407			408,475				9,932			Total premiums and other revenues	427,997			391,585			36,412			846,404			800,060			46,344
BENEFITS, LOSSES AND EXPENSES	BENEFITS, LOSSES AND EXPENSES												BENEFITS, LOSSES AND EXPENSES
Claims incurred	Claims incurred		244,135			229,709				14,426			Claims incurred	280,606			280,561			45			524,741			510,270			14,471
Commissions for acquiring and servicing policies	Commissions for acquiring and servicing policies		79,237			72,696				6,541			Commissions for acquiring and servicing policies	81,025			80,386			639			160,262			153,082			7,180
Other operating expenses	Other operating expenses		53,886			53,004				882			Other operating expenses	50,676			50,080			596			104,562			103,084			1,478
Change in deferred policy acquisition costs (1)	Change in deferred policy acquisition costs (1)		(3,433)			(1,097)				(2,336)			Change in deferred policy acquisition costs (1)	(5,265)			(5,457)			192			(8,698)			(6,554)			(2,144)
Total benefits, losses and expenses	Total benefits, losses and expenses		373,825			354,312				19,513			Total benefits, losses and expenses	407,042			405,570			1,472			780,867			759,882			20,985
Income before federal income taxes and other items			$	44,582		$	54,163			$	(9,581)
Income (loss) before federal income taxes and other items													Income (loss) before federal income taxes and other items	$	20,955		$	(13,985)		$	34,940		$	65,537		$	40,178		$	25,359
Loss and loss adjustment expense ratio	Loss and loss adjustment expense ratio		61.1		%	59.1		%		2.0		%	Loss and loss adjustment expense ratio	68.6		%	75.3		%	(6.7)		%	64.8		%	67.0		%	(2.2)		%
Underwriting expense ratio	Underwriting expense ratio		32.5			32.1				0.4			Underwriting expense ratio	30.9			33.5			(2.6)			31.7			32.8			(1.1)
Combined ratio	Combined ratio		93.6		%	91.2		%		2.4		%	Combined ratio	99.5		%	108.8		%	(9.3)		%	96.5		%	99.8		%	(3.3)		%
Impact of catastrophe events on combined ratio	Impact of catastrophe events on combined ratio		9.0			3.0				6.0			Impact of catastrophe events on combined ratio	6.8			23.8			(17.0)			7.9			13.1			(5.2)
Combined ratio without impact of catastrophe events	Combined ratio without impact of catastrophe events		84.6		%	88.2		%		(3.6)		%	Combined ratio without impact of catastrophe events	92.7		%	85.0		%	7.7		%	88.6		%	86.7		%	1.9		%
Gross catastrophe losses	Gross catastrophe losses		$	36,932		$	12,566			$	24,366		Gross catastrophe losses	$	30,068		$	87,790		$	(57,722)		$	67,000		$	100,356		$	(33,356)
Net catastrophe losses	Net catastrophe losses		$	35,966		$	11,479			$	24,487		Net catastrophe losses	$	27,560		$	88,559		$	(60,999)		$	63,526		$	100,038		$	(36,512)

(1) A negative amount of change indicates more expense was deferred than amortized and represents a decrease to expenses in the period indicated.

Comparison of the three and six months ended ~~March 31,~~June 30, 2021 to 2020

Earnings for our Property and Casualty segment ~~decreased~~increased primarily due to the following:

•~~Earnings from~~An improvement in the combined ratio for our ~~personal~~homeowners and agricultural business products ~~decreased. The decrease was~~ primarily due to ~~significantly higher~~a decrease in catastrophe losses ~~caused by freezing conditions in the south and mid-west, which had the greatest impact on our homeowners' loss ratio~~

The ~~decrease~~increase in earnings was partially offset by the following:

•~~Earnings from~~An increase in the combined ratio for our ~~commercial~~personal auto products ~~increased. The increase was driven by lower loss and loss adjustment expense ratios on our automobile and business owner products~~as policyholders drove more miles due to the lessening impact of COVID-19

Additional ~~Information:~~Information

•~~The increase in commissions expense was primarily attributable to our Specialty Markets Group products, which had increases in direct commissions due to an increase in~~Net premiums written and ~~contingent commissions tied to improvements~~earned in the ~~loss ratio.~~second quarter were reduced by COVID-19 relief policy credits for auto policyholders totaling $1.4 million (personal auto policies) in 2021 and $17.0 million ($16.1 million for personal auto policies and $0.9 million for commercial auto policies) in 2020.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Products

Our Property and Casualty segment consists of: (i) Personal products, marketed primarily to individuals, representing ~~52%~~51% of net premiums written; (ii) Commercial products, focused primarily on agricultural and other business related markets, representing 33% of net premiums written; and (iii) Specialty Markets Group products, marketed through independent managing general agents and managing general underwriters, representing ~~15%~~16% of net premiums written.

Personal Products

Personal Products results for the periods indicated were as follows (in thousands, except percentages):


		Three months ended March 31,									Three months ended June 30,								Six months ended June 30,
			2021			2020			Change				2021			2020			Change			2021			2020			Change
Net premiums written	Net premiums written											Net premiums written
Automobile	Automobile		$	141,425		$	145,011		$	(3,586)		Automobile	$	131,238		$	120,796		$	10,442		$	272,663		$	265,806		$	6,857
Homeowner	Homeowner		65,691			61,250			4,441			Homeowner	81,491			77,337			4,154			147,181			138,587			8,594
Other Personal	Other Personal		14,078			12,986			1,092			Other Personal	13,584			13,378			206			27,662			26,364			1,298
Total net premiums written	Total net premiums written		$	221,194		$	219,247		$	1,947		Total net premiums written	$	226,313		$	211,511		$	14,802		$	447,506		$	430,757		$	16,749
Net premiums earned	Net premiums earned											Net premiums earned
Automobile	Automobile		$	134,110		$	137,483		$	(3,373)		Automobile	$	134,320		$	120,450		$	13,870		$	268,430		$	257,933		$	10,497
Homeowner	Homeowner		70,195			66,699			3,496			Homeowner	72,321			67,184			5,137			142,516			133,882			8,634
Other Personal	Other Personal		12,752			12,454			298			Other Personal	13,073			12,326			747			25,825			24,780			1,045
Total net premiums earned	Total net premiums earned		$	217,057		$	216,636		$	421		Total net premiums earned	$	219,714		$	199,960		$	19,754		$	436,771		$	416,595		$	20,176
Loss and loss adjustment expense ratio	Loss and loss adjustment expense ratio											Loss and loss adjustment expense ratio
Automobile	Automobile		63.2		%	62.1		%	1.1		%	Automobile	71.4		%	55.5		%	15.9		%	67.3		%	59.0		%	8.3		%
Homeowner	Homeowner		86.4		%	65.5		%	20.9		%	Homeowner	86.4		%	138.9		%	(52.5)		%	86.4		%	102.3		%	(15.9)		%
Other Personal	Other Personal		48.5		%	55.2		%	(6.7)		%	Other Personal	67.5		%	83.2		%	(15.7)		%	58.1		%	69.1		%	(11.0)		%
Personal line loss and loss adjustment expense ratio	Personal line loss and loss adjustment expense ratio		69.8		%	62.7		%	7.1		%	Personal line loss and loss adjustment expense ratio	76.1		%	85.2		%	(9.1)		%	73.0		%	73.5		%	(0.5)		%
Combined Ratio	Combined Ratio											Combined Ratio
Automobile	Automobile		87.5		%	86.2		%	1.3		%	Automobile	95.5		%	83.3		%	12.2		%	91.5		%	84.9		%	6.6		%
Homeowner	Homeowner		115.5		%	98.3		%	17.2		%	Homeowner	116.5		%	169.1		%	(52.6)		%	116.0		%	133.8		%	(17.8)		%
Other Personal	Other Personal		78.4		%	89.5		%	(11.1)		%	Other Personal	97.6		%	117.7		%	(20.1)		%	88.1		%	103.5		%	(15.4)		%
Personal line combined ratio	Personal line combined ratio		96.0		%	90.1		%	5.9		%	Personal line combined ratio	102.5		%	114.3		%	(11.8)		%	99.3		%	101.7		%	(2.4)		%

Comparison of 2021 to 2020

Automobile: Net premiums written and earned ~~decreased~~increased for the second quarter and first ~~quarter~~six months primarily due to ~~a decrease~~COVID-19 relief policy credits of $1.4 million in ~~policies in-force.~~2021 compared to $16.1 million in 2020. The loss and loss adjustment expense and combined ratios increased for the second quarter and first six months primarily due to an increase in claims compared to the prior year as policyholders drove more miles due to the lessening impact of COVID-19.

Homeowners: Net premiums written and earned increased for the second quarter and first ~~quarter~~six months primarily due to rate increases. The loss and loss adjustment expense and combined ratios ~~increased~~decreased for the second quarter and first six months due to ~~higher~~lower catastrophe ~~losses caused by winter storms.~~losses. Catastrophe losses, net of reinsurance, ~~increased~~decreased by ~~$16.0~~$39.1 million, to ~~$23.0~~$18.6 million in the ~~first~~second quarter compared to ~~$7.0~~$57.7 million in 2020, and decreased by $23.1 million, to $41.6 million for the first six months compared to $64.7 million in 2020.

Other Personal: These products include coverages for individuals seeking to protect their personal property and liability not covered within their home and auto policies, such as coverages for watercraft, personal umbrella, and rental owners. Net premiums written and earned increased for the second quarter and first ~~quarter~~six months due to rate increases in the rental owners product. The loss and loss adjustment expense and combined ratios improved for the second quarter and first ~~quarter~~six months due to fewer non-catastrophe losses.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Commercial Products

Commercial Products results for the periods indicated were as follows (in thousands, except percentages):


		Three months ended March 31,							Three months ended June 30,											Six months ended June 30,
			2021			2020				Change				2021			2020			Change			2021			2020			Change
Net premiums written	Net premiums written												Net premiums written
Agricultural Business	Agricultural Business		$	44,773		$	40,982			$	3,791		Agricultural Business	$	49,974		$	46,496		$	3,478		$	94,747		$	87,478		$	7,269
Automobile	Automobile		40,066			37,712				2,354			Automobile	40,397			36,666			3,731			80,463			74,378			6,085
Business Owner	Business Owner		23,087			21,378				1,709			Business Owner	25,155			23,403			1,752			48,242			44,782			3,460
Workers Compensation	Workers Compensation		20,918			21,012				(94)			Workers Compensation	22,121			22,254			(133)			43,039			43,267			(228)
Other Commercial	Other Commercial		10,075			9,339				736			Other Commercial	10,464			9,404			1,060			20,538			18,743			1,795
Total net premiums written	Total net premiums written		$	138,919		$	130,423			$	8,496		Total net premiums written	$	148,111		$	138,223		$	9,888		$	287,029		$	268,648		$	18,381
Net premiums earned	Net premiums earned												Net premiums earned
Agricultural Business	Agricultural Business		$	41,323		$	39,073			$	2,250		Agricultural Business	$	43,176		$	40,387		$	2,789		$	84,499		$	79,460		$	5,039
Automobile	Automobile		32,366			30,464				1,902			Automobile	33,272			30,832			2,440			65,638			61,297			4,341
Business Owner	Business Owner		19,814			18,413				1,401			Business Owner	20,560			19,024			1,536			40,374			37,438			2,936
Workers Compensation	Workers Compensation		17,239			17,596				(357)			Workers Compensation	17,106			17,479			(373)			34,345			35,075			(730)
Other Commercial	Other Commercial		8,847			8,090				757			Other Commercial	9,061			8,304			757			17,908			16,393			1,515
Total net premiums earned	Total net premiums earned		$	119,589		$	113,636			$	5,953		Total net premiums earned	$	123,175		$	116,026		$	7,149		$	242,764		$	229,663		$	13,101
Loss and loss adjustment expense ratio	Loss and loss adjustment expense ratio												Loss and loss adjustment expense ratio
Agricultural Business	Agricultural Business		52.0		%	39.7		%		12.3		%	Agricultural Business	53.5		%	80.9		%	(27.4)		%	52.7		%	60.7		%	(8.0)		%
Automobile	Automobile		50.6		%	63.5		%		(12.9)		%	Automobile	76.7		%	70.1		%	6.6		%	63.8		%	66.8		%	(3.0)		%
Business Owner	Business Owner		76.8		%	94.6		%		(17.8)		%	Business Owner	78.8		%	81.9		%	(3.1)		%	77.8		%	88.1		%	(10.3)		%
Workers Compensation	Workers Compensation		57.1		%	52.9		%		4.2		%	Workers Compensation	65.0		%	65.2		%	(0.2)		%	61.1		%	59.0		%	2.1		%
Other Commercial	Other Commercial		34.3		%	68.8		%		(34.5)		%	Other Commercial	53.8		%	52.3		%	1.5		%	44.2		%	60.4		%	(16.2)		%
Commercial line loss and loss adjustment expense ratio	Commercial line loss and loss adjustment expense ratio		55.2		%	59.1		%		(3.9)		%	Commercial line loss and loss adjustment expense ratio	65.6		%	73.8		%	(8.2)		%	60.5		%	66.5		%	(6.0)		%
Combined ratio	Combined ratio												Combined ratio
Agricultural Business	Agricultural Business		89.3		%	77.2		%		12.1		%	Agricultural Business	87.2		%	117.9		%	(30.7)		%	88.3		%	97.9		%	(9.6)		%
Automobile	Automobile		73.5		%	86.8		%		(13.3)		%	Automobile	97.6		%	94.0		%	3.6		%	85.7		%	90.4		%	(4.7)		%
Business Owner	Business Owner		111.8		%	130.1		%		(18.3)		%	Business Owner	110.7		%	116.7		%	(6.0)		%	111.2		%	123.3		%	(12.1)		%
Workers Compensation	Workers Compensation		75.0		%	71.1		%		3.9		%	Workers Compensation	77.9		%	82.4		%	(4.5)		%	76.5		%	76.7		%	(0.2)		%
Other Commercial	Other Commercial		78.2		%	111.4		%		(33.2)		%	Other Commercial	91.5		%	90.4		%	1.1		%	84.9		%	100.8		%	(15.9)		%
Commercial line combined ratio	Commercial line combined ratio		85.9		%	89.8		%		(3.9)		%	Commercial line combined ratio	93.0		%	104.0		%	(11.0)		%	89.5		%	97.0		%	(7.5)		%

Comparison of 2021 to 2020

Agricultural Business: Our agricultural business product allows policyholders to customize and cover their agriculture exposure using a package policy, which includes coverage for residences and household contents, farm and ranch buildings and building contents, personal and commercial liability and personal property. Net premiums written and earned increased for the second quarter and first ~~quarter~~six months primarily due to increases in policies in-force and rate increases. The loss and loss adjustment expense and combined ratios ~~increased~~improved for the second quarter and first six months primarily due to ~~higher~~a decrease in catastrophe losses. Catastrophe losses, net of reinsurance, ~~increased~~decreased by ~~$4.5~~$12.1 million, to ~~$6.7~~$1.4 million in the ~~first~~second quarter compared to ~~$2.2~~$13.5 million in 2020, and decreased by $7.5 million, to $8.2 million for the first six months compared to $15.7 million in 2020.

Commercial Automobile: Net premiums written and earned increased for the second quarter and first ~~quarter~~six months primarily due to rate increases. The loss and loss adjustment expense ratio and combined ratio increased for the second quarter primarily due to an increase in claims compared to the prior year as policyholders drove more miles compared to the prior year due to the lessening impact of COVID-19, and improved for the first ~~quarter~~six months primarily due to favorable prior year claim development and a decrease in claim frequency as policyholders drove fewer miles in the first quarter of 2021 compared to 2020 due to the impact of COVID-19.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Business Owner: Our business owner product allows policyholders to customize and cover their property and liability exposures using a package policy. Net premiums written and earned increased for the second quarter and first ~~quarter~~six months primarily due to increases in policies in-force and rate increases. The loss and loss adjustment expense and combined ratios improved for the second quarter and first ~~quarter~~six months primarily due to ~~favorable prior year claim development and~~ a decrease in claim frequency.

~~Table of Contents~~

~~ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)~~

Workers Compensation: The ~~loss and loss adjustment expense and~~ combined ~~ratios increased~~ratio improved for the ~~first~~second quarter primarily due to ~~less favorable prior year claim development and~~ an ~~increase~~improvement in ~~claim severity~~.the expense ratio.

Other Commercial: Other commercial products primarily provide umbrella and other liability coverages. Net premiums written and earned increased for the second quarter and first ~~quarter~~six months primarily due to an increase in premium for umbrella products. The loss and loss adjustment expense and combined ratios for the first six months improved primarily due to favorable prior year claim development.

Specialty Markets Products

Specialty Markets product results for the periods indicated were as follows (in thousands, except percentages):

Three months ended March 31,
2021 2020 Change
Net premiums written $ 65,254 $ 57,916 $ 7,338
Net premiums earned 62,758 58,383 4,375
Loss and loss adjustment expense ratio (1)
42.5 % 45.6 % (3.1) %
Combined ratio (1)
100.0 % 97.6 % 2.4 %

~~(1)Ratio does not include fee income.~~


	Three months ended June 30,									Six months ended June 30,
	2021			2020			Change			2021			2020			Change
Net premiums written	$	72,034		$	56,342		$	15,692		$	137,287		$	114,258		$	23,029
Net premiums earned	66,596			56,719			9,877			129,354			115,102			14,252

Loss and loss adjustment expense ratio	48.9		%	43.3		%	5.6		%	45.8		%	44.5		%	1.3		%
Combined ratio	101.0		%	99.4		%	1.6		%	100.5		%	98.5		%	2.0		%

Specialty Markets products provide protection to borrowers and the creditors that extend credit to them. Products offer coverage against unpaid indebtedness as a result of death, disability, involuntary unemployment or untimely loss to the collateral securing a personal or mortgage loan. Specialty Markets products also include renters, mortgage security, aviation, and private flood insurance.

Comparison of 2021 to 2020

Net written and earned premiums increased for the second quarter and first ~~quarter~~six months primarily due to higher production on renters products and the addition of new accounts related to the investor property protection ~~product.~~("IPP") products. The loss and loss adjustment expense ~~ratio decreased~~and combined ratios increased for the second quarter and first ~~quarter~~six months primarily due to ~~the improvement of loss ratios on~~higher losses for renters products ~~that provide collateral protection related to automobiles, also known as auto GAP business,~~ and collateral protection insurance. The combined ratio increased for the first quarter primarily due to increases in direct commissions as a result of an increase in premiums written and contingent commissions tied to improvements in the loss ratio.IPP.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Corporate and Other

Corporate and Other segment financial results for the periods indicated were as follows (in thousands):


		Three months ended March 31,						Three months ended June 30,						Six months ended June 30,
		2021		2020		Change				2021		2020		Change		2021		2020		Change
OTHER REVENUES	OTHER REVENUES								OTHER REVENUES
Net investment income	Net investment income	$	30,724	$	25,557	$	5,167		Net investment income	$	44,089	$	(8,012)	$	52,101	$	74,813	$	17,545	$	57,268
Realized investment gains	Realized investment gains	19,239		4,148		15,091			Realized investment gains	10,602		3,939		6,663		29,841		8,087		21,754

Change in investment credit loss	Change in investment credit loss	(5,486)		(44,678)		39,192			Change in investment credit loss	25,079		(52,310)		77,389		19,593		(96,988)		116,581
Net gains (losses) on equity securities	Net gains (losses) on equity securities	95,940		(332,575)		428,515			Net gains (losses) on equity securities	170,804		298,825		(128,021)		266,744		(33,750)		300,494
Other income	Other income	855		1,499		(644)			Other income	1,002		754		248		1,857		2,253		(396)
Total other revenues	Total other revenues	141,272		(346,049)		487,321			Total other revenues	251,576		243,196		8,380		392,848		(102,853)		495,701
BENEFITS, LOSSES AND EXPENSES	BENEFITS, LOSSES AND EXPENSES								BENEFITS, LOSSES AND EXPENSES
Other operating expenses	Other operating expenses	9,786		10,937		(1,151)			Other operating expenses	27,254		9,370		17,884		37,040		20,307		16,733
Total benefits, losses and expenses	Total benefits, losses and expenses	9,786		10,937		(1,151)			Total benefits, losses and expenses	27,254		9,370		17,884		37,040		20,307		16,733
Income (loss) before federal income taxes and other items	Income (loss) before federal income taxes and other items	$	131,486	$	(356,986)	$	488,472		Income (loss) before federal income taxes and other items	$	224,322	$	233,826	$	(9,504)	$	355,808	$	(123,160)	$	478,968

Comparison of the three months ended ~~March 31,~~June 30, 2021 to 2020

Earnings for our Corporate and Other segment decreased primarily due to the following:

•A decrease in net gains on equity securities due to the financial markets rebounding from the pandemic onset in the first quarter of 2020

The decrease in earnings is partially offset by the following:

•An increase in net investment income driven by increases in investment income from mortgage loan profit participation and prepayment income and investment funds

•Favorable change in expected investment credit loss due to improvements in our commercial mortgage loans driven by economic forecast regarding GDP growth and positive economic outlook

Comparison of the six months ended June 30, 2021 to 2020

Earnings for our Corporate and Other segment increased primarily due to the following:

•An increase in net gains on equity securities due to an increase in the S&P 500 of 5.8% for the three months ended March 31, 2021 compared to a 20.0% decrease for the same period in 2020, which reflects the impact from the declaration of a pandemic in March of 2020favorable market conditions

•~~Expense for~~Favorable change in expected investment credit ~~losses decreased; the expense for credit losses in the previous year was~~loss due to improvements in our commercial mortgage loans driven by economic ~~disruptions caused by the COVID-19 pandemic~~forecast regarding GDP growth and positive economic outlook

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Investments

We manage our investment portfolio to optimize the rate of return commensurate with sound and prudent asset selection and to maintain a well-diversified portfolio in support of our products and capital. Our investment operations are regulated primarily by the state insurance departments where our insurance companies are domiciled. Investment activities, including setting investment policies and defining acceptable risk levels, are subject to oversight by our Board of Directors, which is assisted by our Finance Committee, ALM Committee and Enterprise Risk Management Committee.

Our insurance and annuity products are generally supported by investment-grade bonds and commercial mortgage loans. We also invest in equity options as a hedge for our indexed products. We purchase fixed maturity securities and designate them as either held-to-maturity or available-for-sale considering our estimated future cash flow needs. We also monitor the composition of our fixed maturity securities classified as held-to-maturity and available-for-sale and adjust the mix within the portfolio as investments mature or new investments are purchased.

We invest in commercial mortgage loans when the yield and credit risk compare favorably with fixed maturity securities. Individual residential mortgage loans including sub-prime or Alt-A mortgage loans have not been and are not expected to be part of our investment portfolio. We purchase real estate and equity investments based on a risk and reward analysis where we believe there are opportunities for enhanced returns.

The following summarizes the carrying values of our invested assets by asset class (in thousands, except percentages):


		March 31, 2021				December 31, 2020					June 30, 2021				December 31, 2020
Fixed maturity, bond held-to-maturity, at amortized cost	Fixed maturity, bond held-to-maturity, at amortized cost	$	7,475,862	29.5	%	$	7,354,970	29.2	%	Fixed maturity, bond held-to-maturity, at amortized cost	$	7,473,697	28.9	%	$	7,354,970	29.2	%
Fixed maturity, bond available-for-sale, at fair value	Fixed maturity, bond available-for-sale, at fair value	7,397,792		29.2		7,597,180		30.1		Fixed maturity, bond available-for-sale, at fair value	8,068,795		31.3		7,597,180		30.1
Equity securities, at fair value	Equity securities, at fair value	2,164,146		8.5		2,070,766		8.2		Equity securities, at fair value	2,340,508		9.1		2,070,766		8.2
Mortgage loans on real estate, net of allowance	Mortgage loans on real estate, net of allowance	5,141,094		20.3		5,242,531		20.8		Mortgage loans on real estate, net of allowance	5,028,933		19.4		5,242,531		20.8
Policy loans	Policy loans	369,525		1.5		373,014		1.5		Policy loans	365,855		1.4		373,014		1.5
Real estate and real estate partnerships, net of accumulated depreciation	Real estate and real estate partnerships, net of accumulated depreciation	938,189		3.7		960,572		3.8		Real estate and real estate partnerships, net of accumulated depreciation	926,241		3.6		960,572		3.8
Investment funds	Investment funds	523,225		2.1		477,135		1.9		Investment funds	594,166		2.3		477,135		1.9
Short-term investments	Short-term investments	1,212,342		4.8		1,028,379		4.1		Short-term investments	917,581		3.6		1,028,379		4.1
Other invested assets	Other invested assets	94,316		0.4		94,415		0.4		Other invested assets	102,387		0.4		94,415		0.4
Total investments	Total investments	$	25,316,491	100.0	%	$	25,198,962	100.0	%	Total investments	$	25,818,163	100.0	%	$	25,198,962	100.0	%

The increase in our total investments at ~~March 31,~~June 30, 2021 compared to year-end 2020 was primarily the result of an increase in ~~short-term investments.~~held-to-maturity bonds, available-for-sale bonds and equity securities.

Bonds—We allocate most of our fixed maturity securities to support our insurance business. At ~~March 31,~~June 30, 2021, our fixed maturity securities had an estimated fair value of ~~$15.3~~$16.1 billion, which was ~~$0.8~~$1.0 billion, or ~~5.4%~~6.4%, above amortized cost. At December 31, 2020, our fixed maturity securities had an estimated fair value of $15.6 billion, which was $1.2 billion, or 8.0%, above amortized cost. The estimated fair value for securities due in one year or less was $0.9 billion and $1.1 billion as of ~~March 31,~~June 30, 2021 and December 31, 2020, respectively. For additional information regarding total bonds by credit quality ~~rating. Refer~~rating, refer to Note 4, Investments in Securities, of the Notes to the Unaudited Condensed Consolidated Financial Statements.

Equity Securities—We invest in the equity securities of companies traded on national U.S. stock exchanges. See Note 4, Investments in Securities, of the Notes to the Unaudited Condensed Consolidated Financial Statements for the unrealized and realized gains and losses of equity securities.

Mortgage Loans—We invest in commercial mortgage loans that are diversified by property-type and geography. Generally, mortgage loans are secured by first liens on income-producing real estate with a loan-to-value ratio of up to 75%. Mortgage loans are generally carried at outstanding principal balances, adjusted for any unamortized premium or discount, deferred fees or expenses, and net of allowances. The weighted average coupon yield on the principal funded for mortgage loans was 4.7% and 4.8% at ~~March 31,~~June 30, 2021 and December 31, 2020, respectively. For additional information regarding mortgage loans refer to Note 5, Mortgage Loans, of the Notes to the Unaudited Condensed Consolidated Financial Statements.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Policy Loans—For certain life insurance products, policyholders may borrow funds using the policy’s cash value as collateral. The maximum amount of the policy loan depends upon the policy’s surrender value. As of ~~March 31,~~June 30, 2021, we had ~~$369.5~~$365.9 million in policy loans with a loan to surrender value of ~~55%~~54%, and at December 31, 2020, we had $373.0 million in policy loans with a loan to surrender value of approximately 56%. Interest rates on policy loans primarily range from 3.0% to 12.0% per annum. Policy loans may be repaid at any time by the policyholder and have priority to any claims on the policy. If the policyholder fails to repay the policy loan, funds are withdrawn from the policy’s benefits.

Real Estate and Real Estate Partnerships—We invest in commercial real estate where positive cash flows and/or appreciation in value is expected. Real estate may be owned directly by our insurance companies or non-insurance affiliates or indirectly in joint ventures with real estate developers or investors we determine share our perspective regarding risk and return relationships. The carrying value of real estate is stated at cost, less accumulated depreciation and impairments, if any. Depreciation is provided over the estimated useful lives of the properties. The carrying value of our real estate partnerships is determined by using the equity method of accounting.

Investment Funds—Our investment funds are primarily comprised of senior secured and second lien private loans that are secured by assets, revenues and credit/balance sheet lending. We recognize our share of the fund’s earnings in net investment income on a one-quarter lag under the equity method of accounting. Cash distributions are received from the earnings and from liquidation of underlying investments.

~~Short-Term~~Short-term Investments—Short-term investments are primarily commercial paper rated A2 or P2 or better by Standard & Poor’s and Moody’s, respectively. The amount fluctuates depending on our view of the desirability of investing in the available long-term investment opportunities and our liquidity needs, including mortgage investment-funding commitments.

Other Invested Assets—Other invested assets are comprised primarily of pooled loans to mid-sized businesses which are initiated and administered by third-party managers. These loans are carried at fair value. Other invested assets also include equity-indexed options, carried at fair value, net of collateral provided by counterparties; such collateral is restricted to the Company’s use. Additionally, other invested assets include FHLB capital stock, mineral rights, mezzanine loans and lease financing arrangements, all of which are carried at cost.

Net Investment Income and Net Realized Gains (Losses)

Net investment income increased ~~$139.0~~$162.7 million during the ~~three~~six months ended ~~March 31,~~June 30, 2021 compared to 2020 primarily due to higher gains on options from an improvement in the S&P 500 ~~Index.~~Index, and an increase in income from mortgage loan profit participation and prepayment income, real estate joint ventures and investment funds.

Interest income on mortgage loans is accrued on the principal amount of the loan at the contractual interest rate. Accretion of discounts is recorded using the effective yield method. Interest income, accretion of discounts and prepayment fees are reported in net investment income. Interest is not accrued on loans generally more than 90 days past due or when the collection of interest is not considered probable. Loans in foreclosure are placed on non-accrual status. Interest received on non-accrual status mortgage loans is included in net investment income in the period received.

Net realized investment gains increased ~~$15.1~~$21.8 million during the ~~three~~six months ended ~~March 31,~~June 30, 2021 compared to 2020 primarily attributable to an increase in sales of real estate partnership ~~interests.~~interests and call of bonds. Net realized investment gains (losses) are shown below (in thousands):


		Three months ended March 31,					Three months ended June 30,				Six months ended June 30,
			2021		2020				2021		2020		2021		2020
Bonds	Bonds		$	7,699	$	5,478		Bonds	$	11,468	$	3,952	$	19,167	$	9,430

Real estate			11,193		(1,307)
Mortgage loans								Mortgage loans	(768)		—		(768)		—
Real estate and real estate partnerships								Real estate and real estate partnerships	(101)		(7)		11,092		(1,314)
Other invested assets	Other invested assets		347		(23)			Other invested assets	3		(6)		350		(29)
Total	Total		$	19,239	$	4,148		Total	$	10,602	$	3,939	$	29,841	$	8,087

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Net Unrealized Gains ~~and Losses~~(Losses)

The unrealized gains and losses of our fixed maturity securities investment portfolio are shown below (in thousands):


		March 31, 2021		December 31, 2020		Change			June 30, 2021		December 31, 2020		Change
Held-to-Maturity	Held-to-Maturity							Held-to-Maturity
Gains	Gains	$	474,188	$	639,648	$	(165,460)	Gains	$	537,646	$	639,648	$	(102,002)
Losses	Losses	(41,283)		(11,437)		(29,846)		Losses	(13,294)		(11,437)		(1,857)
Net gains	Net gains	432,905		628,211		(195,306)		Net gains	524,352		628,211		(103,859)
Available-for-Sale	Available-for-Sale							Available-for-Sale
Gains	Gains	406,386		548,996		(142,610)		Gains	456,181		548,996		(92,815)
Losses	Losses	(46,818)		(17,476)		(29,342)		Losses	(12,253)		(17,476)		5,223
Net gains	Net gains	359,568		531,520		(171,952)		Net gains	443,928		531,520		(87,592)

Total	Total	$	792,473	$	1,159,731	$	(367,258)	Total	$	968,280	$	1,159,731	$	(191,451)

The net change in the unrealized gains on fixed maturity securities between ~~March 31,~~June 30, 2021 and December 31, 2020 is primarily attributable to the increase in benchmark ten-year interest rates, which were ~~1.8%~~1.4% and 0.9%, respectively. The Company does not currently intend to sell nor does it expect to be required to sell any of the securities in an unrealized loss position.

Liquidity

As a result of the holding company reorganization, ANICO became a wholly owned subsidiary of ANAT. ANAT's source of liquidity is solely derived from dividends received from ANICO.

~~We are monitoring our liquidity needs closely.~~ In April 2020, the Company borrowed $500.0 million from the Federal Home Loan Bank of Dallas' COVID-19 Relief Advance Program. As of ~~March 31,~~June 30, 2021, ~~one~~there are no advances outstanding; the final advance ~~totaling $250.0 million was outstanding and~~ was repaid on its maturity date of April 28, 2021. The available liquidity ~~immediately following~~through the ~~repayment~~FHLB at June 30, 2021 was approximately $1.1 billion.

As a result of the impacts of COVID-19, state insurance departments across the country issued regulations that required us not to cancel policies for non-payment for varying amounts of time but generally for at least 90-day periods which began in March and early April 2020. The cancellation and grace periods have been lifted in ~~most~~all states.

The primary use of cash has been and is expected to continue to be payment of policyholder benefits and claims incurred. Current and expected patterns of claim frequency and severity may change from period to period but continue to be within historical norms. Management ~~currently~~ considers our current liquidity position to be sufficient to meet anticipated demands over the next twelve months. Our contractual obligations are not expected to have a significant negative impact to cash flows from operations.

Our defined benefit plans are frozen and currently adequately funded; however, low interest rates, increased longevity of participants, and rising Pension Benefit Guaranty Corporation (“PBGC”) premiums may cause us to increase our funding of the plans.

We are currently evaluating the renovation and modernization of our home office facilities. This could result in capital expenditures that could aggregate to approximately ~~$100~~$100.0 million over a three year period beginning in ~~2021;~~2022; however, current uncertainties relating to the COVID-19 pandemic ~~could cause~~have caused us to ~~lower or~~ delay ~~anticipated spending on capital investment projects.~~this project at this time. There are no other unusually large capital expenditures expected in the next 12-24 months.

We have consistently paid dividends to our stockholders and expect to continue this tradition. There are no other known trends or uncertainties regarding product pricing, changes in product lines or rising costs that are expected to have a significant impact to cash flows from operations, although uncertainties relating to the COVID-19 pandemic could still significantly impact one or more of these items.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Funds received as premium payments and deposits that are not used for liquidity requirements are generally invested in bonds and commercial mortgages. Funds are invested with the intent that income from the investments and proceeds from the maturities will meet our ongoing cash flow needs. We historically have not had to liquidate invested assets in order to cover cash flow needs. Our investment portfolio ~~was~~has been significantly impacted by volatility associated with ~~COVID-19 during 2020.~~COVID-19. We believe our portfolio of highly liquid bonds, available-for-sale investment securities, and equity securities, coupled with our ability to borrow funds through the FHLB, are sufficient to meet future liquidity needs as necessary.

The Company holds collateral of ~~$251.9~~$257.5 million at ~~March 31,~~June 30, 2021 to offset exposure from its derivative counterparties. Cash flows associated with collateral received from counterparties change as the market value of the underlying derivative contract changes.

Our cash and cash equivalents and short-term investment position ~~increased~~decreased from $1.4 billion at December 31, 2020 to ~~$1.7~~$1.3 billion at ~~March 31,~~June 30, 2021. The ~~increase~~decrease primarily relates to a decrease in ~~cash is a result of reduced investment in long-term securities due to market uncertainty.~~commercial paper.

A downgrade or a potential downgrade in our financial strength ratings could result in a loss of business and could adversely affect our cash flows from operations.

Further information regarding additional sources or uses of cash is described in Note 16, Commitments and Contingencies, of the Notes to the Unaudited Condensed Consolidated Financial Statements.

Capital Resources

Our capital resources are summarized below (in thousands):


		March 31, 2021		December 31, 2020			June 30, 2021		December 31, 2020
American National stockholders’ equity, excluding accumulated other comprehensive income (“AOCI”), net of tax	American National stockholders’ equity, excluding accumulated other comprehensive income (“AOCI”), net of tax	$	6,384,244	$	6,236,100	American National stockholders’ equity, excluding accumulated other comprehensive income (“AOCI”), net of tax	$	6,590,193	$	6,236,100
Accumulated other comprehensive income	Accumulated other comprehensive income	119,959		222,170		Accumulated other comprehensive income	171,851		222,170
Total American National stockholders’ equity	Total American National stockholders’ equity	$	6,504,203	$	6,458,270	Total American National stockholders’ equity	$	6,762,044	$	6,458,270

We have notes payable relating to borrowings by real estate joint ventures that we consolidate into our financial statements that are not part of our capital resources. The lenders for the notes payable generally have no recourse against us in the event of default by the joint ventures. Therefore, the liability ~~we have for these~~of American National relating to notes payable of the consolidated VIEs is limited to ~~our~~the amount of its direct or indirect investment in the respective ventures, which totaled ~~$2.9 million and~~ $3.0 million at ~~March 31,~~June 30, 2021 and December 31, ~~2020, respectively.~~2020.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

The changes in our capital resources are summarized below (in thousands):


		March 31, 2021						December 31, 2020							June 30, 2021						December 31, 2020
		Capital and Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total		Capital and Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total			Capital and Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total		Capital and Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total
Net income attributable to American National	Net income attributable to American National	$	170,173	$	—	$	170,173	$	467,505	$	—	$	467,505	Net income attributable to American National	$	398,149	$	—	$	398,149	$	467,505	$	—	$	467,505
Dividends to shareholders	Dividends to shareholders	(22,048)		—		(22,048)		(88,190)		—		(88,190)		Dividends to shareholders	(44,095)		—		(44,095)		(88,190)		—		(88,190)
Change in net unrealized gains on debt securities	Change in net unrealized gains on debt securities	—		(106,264)		(106,264)		—		134,315		134,315		Change in net unrealized gains on debt securities	—		(56,869)		(56,869)		—		134,315		134,315
Foreign currency transaction and translation adjustment	Foreign currency transaction and translation adjustment	—		244		244		—		235		235		Foreign currency transaction and translation adjustment	—		419		419		—		235		235
Defined benefit pension plan adjustment	Defined benefit pension plan adjustment	—		3,809		3,809		—		(11,898)		(11,898)		Defined benefit pension plan adjustment	—		6,131		6,131		—		(11,898)		(11,898)
Cumulative effect of accounting change (1)	Cumulative effect of accounting change (1)	—		—		—		(33,500)		—		(33,500)		Cumulative effect of accounting change (1)	—		—		—		(33,500)		—		(33,500)
Other	Other	—		—		—		54		—		54		Other	39		—		39		54		—		54
Total	Total	$	148,125	$	(102,211)	$	45,914	$	345,869	$	122,652	$	468,521	Total	$	354,093	$	(50,319)	$	303,774	$	345,869	$	122,652	$	468,521

(1) Result of adoption of ASU-2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.

Statutory Capital and Surplus and Risk-based Capital

Statutory capital and surplus is the capital of our insurance companies reported in accordance with accounting practices prescribed or permitted by the applicable state insurance departments. RBC is calculated using formulas applied to certain financial balances and activities that consider, among other things, investment risks related to the type and quality of investments, insurance risks associated with products and liabilities, interest rate risks and general business risks. Insurance companies that do not maintain capital and surplus at a level of at least 200% of the authorized control level RBC are required to take certain actions. At ~~March 31,~~June 30, 2021 and December 31, 2020, ANICO’s statutory capital and surplus was ~~$3.7~~$3.8 billion and $3.6 billion, respectively. ANICO and each of our other insurance subsidiaries had statutory capital and surplus at ~~March 31,~~June 30, 2021 and December 31, 2020 above 200% of the authorized control level, except for ANPAC Louisiana Insurance Company ("ANPLA").

At ~~March 31,~~June 30, 2021 and December 31, 2020, ANPLA's statutory capital and surplus was ~~$63.5~~$63.4 million and $68.5 million respectively, which resulted in an RBC level of 179% and 194% of the ~~authorized control level, respectively.~~company action level. This decrease in RBC of ANPLA is primarily driven by an increase in homeowners catastrophe losses ~~during~~impacting the operating results in 2021 and ~~2020, respectively.~~2020. We are actively managing our homeowners exposure of ANPLA, will continue to monitor the surplus levels and will be addressing rate adequacy through future planned ~~rate~~underwriting and ~~underwriting~~rate actions.

The achievement of long-term growth will require growth in our insurance subsidiaries’ statutory capital and surplus. Our subsidiaries may obtain additional statutory capital through various sources, such as retained statutory earnings or equity contributions from us.

Contractual Obligations

Our future cash payments associated with claims and claims adjustment expenses, life, annuity and disability obligations, contractual obligations pursuant to operating leases for office space and equipment, and notes payable have not materially changed since December 31, 2020. We expect to have the capacity to pay our obligations as they come due.

~~At March 31,~~On April 28, 2021, the Company ~~had a $250 million~~paid in full an advance outstanding with Federal Home Loan Bank. ~~On April 28, 2021, the advance was paid in full.~~ It is expected that the Company will have sufficient cash flow to meet its current lending commitments. For additional details see Note 16, Commitments and Contingencies ~~and Note 18, Subsequent Events,~~ of the Notes to the Unaudited Condensed Consolidated Financial Statements.

Off-Balance Sheet Arrangements

We have off-balance sheet arrangements relating to third-party marketing operation bank loans as discussed in Note 16, Commitments and Contingencies, of the Notes to the Unaudited Condensed Consolidated Financial Statements. We could be exposed to a liability for these loans, which are supported by the cash value of the underlying insurance contracts. The cash value of the life insurance policies is designed to always equal or exceed the balance of the loans. Accordingly, management does not foresee any material loss related to these arrangements.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — (Continued)

Related-Party Transactions

We have various agency, consulting and service arrangements with individuals and entities considered to be related parties. Each of these arrangements has been reviewed and approved by our Audit Committee, which retains final decision-making authority for these transactions. The amounts involved, both individually and in the aggregate, with these arrangements are not material to any segment or to our overall operations. For additional details regarding significant related party transactions, see Note 17, Related Party Transactions, of the Notes to the Unaudited Condensed Consolidated Financial Statements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our market risk has not changed materially from those disclosed in our 2020 Annual Report on form 10-K filed with the SEC on March 4, 2021, although the recent economic disruptions caused by the COVID-19 pandemic has added greater uncertainty to the credit risk and equity risk that we face.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that are designed to provide reasonable assurance that information required to be disclosed in the Company’s reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief

Financial Officer, as appropriate, to allow timely decisions regarding required disclosures.

The Company’s management, with the participation of the Company’s 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 of ~~March 31,~~June 30, 2021. Based upon that evaluation and subject to the foregoing, the Company’s Chief Executive Officer and Chief Financial Officer concluded that, as of ~~March 31,~~June 30, 2021, the design and operation of the Company’s disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

Management has monitored the internal controls over financial reporting, including any material changes to the internal control over financial reporting. There were no changes in the Company’s internal control over financial reporting (as that term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the three months ended ~~March 31,~~June 30, 2021 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Information required for Item 1 is incorporated by reference to the discussion under the heading “Litigation” in Note 16, Commitments and Contingencies, of the Notes to the Unaudited Condensed Consolidated Financial Statements.

ITEM 1A. RISK FACTORS

There have been no material changes to the "Risk Factors" discussion in Item 1A of our 2020 Form 10-K filed with the SEC on March 4, 2021.

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ITEM 6.						EXHIBITS


Exhibit Number						Description

2.1						Agreement and Plan of Merger, dated February 11, 2020, among American National Insurance Company, a Texas insurance company ("ANICO"), American National Group, Inc., a Delaware corporation ("ANAT"), and AN MergerCo., Inc., a Texas corporation (incorporated by reference to Annex I to the Proxy Statement/Prospectus filed on March 25, 2020).

2.2						Agreement and Plan of Merger, dated as of August 6, 2021, by and among Brookfield Asset Management Reinsurance Partners Ltd., Freestone Merger Sub Inc. and American National Group, Inc. (incorporated by reference to Exhibit 2.1 of the registrant's Current Report on Form 8-K filed on August 9, 2021).

3.1						Amended and Restated Certificate of Incorporation of ANAT (incorporated by reference to Annex II of the Proxy Statement/Prospectus filed with the SEC on March 25, 2020).

3.2						Restated Articles of Incorporation, as amended, of ANICO (incorporated by reference to Exhibit No. 3.1 to the registrant's Registration Statement on Form 10-12B filed April 10, 2009).

3.3						Amended and Restated Bylaws of ANAT (incorporated by reference to Annex III of the Proxy Statement/Prospectus filed with the SEC on March 25, 2020)

3.4						Amended and Restated Bylaws of ANICO (incorporated by reference to Exhibit No. 3.2 to the registrant's Current Report on Form 8-K filed February 23, 2018).

10.1*						Form of ~~Restricted Stock Unit~~Letter Agreement ~~for Directors (filed herewith)~~amending outstanding book value units granted to certain employees of American National Group, Inc. (incorporated by reference to Exhibit 99.2 of the registrant's Current Report on Form 8-K filed on August 9, 2021).



31.1						Certification of the principal executive officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

31.2						Certification of the principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

32.1						Certification of the principal executive officer and principal financial officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).

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						XBRL Taxonomy Extension Schema Document.

101.CAL						XBRL Taxonomy Extension Calculation Linkbase Document.

101.LAB						XBRL Taxonomy Extension Label Linkbase Document.

101.PRE						XBRL Taxonomy Extension Presentation Linkbase Document.

101.DEF						XBRL Taxonomy Extension Definition Linkbase Document.

104						Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101).

*Management contract or compensatory plan or ~~arrangement~~arrangement.

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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 thereunto duly authorized.


By:						/s/ James E. Pozzi
Name:						James E. Pozzi
Title:						President and Chief Executive Officer

By:						/s/ Brody J. Merrill
Name:						Brody J. Merrill
Title:						Senior Vice President, Chief Financial Officer and Treasurer

Date: ~~May 6,~~August 9, 2021

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	Principal Amount		Interest Rate		Maturity Date
At March 31, 2021

FHLB advance, fixed rate	$	250,000	0.38	%	4/28/2021