0000045947us-gaap:UniversalLifeMembertl:SecondaryGuaranteesMember2020-01-012020-12-310000045947tl:PolicyholderAccountBalanceGuaranteedMinimumCreditRateRangeFrom0100To0199Memberus-gaap:PolicyholderAccountBalanceAboveGuaranteedMinimumCreditingRateRangeFrom0151AndGreaterMemberus-gaap:DeferredFixedAnnuityMember2023-12-31

FILE NO. 333-255245333-
United States
Securities and Exchange Commission
Washington, DC 20549
PRE-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-1
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Talcott Resolution Life Insurance CompanyTALCOTT RESOLUTION LIFE INSURANCE COMPANY
(Exact name of registrant as specified in its charter) 
Connecticut
(State or other jurisdiction of incorporation or organization) 

6311
(Primary Standard Industrial Identification Code Number)
06-0974148
(I.R.S. Employer Identification Number) 
1 Griffin Road North, Windsor, Connecticut 06095-1512AMERICAN ROW, HARTFORD, CT 06103
(860) 791-0750
(Address, including zip code, and telephone number,
including area code, of registrant’s principal executive offices)
Lisa ProchCHRISTOPHER M. GRINNELL
Talcott Resolution Life Insurance CompanyTALCOTT RESOLUTION LIFE INSURANCE COMPANY
1 Griffin Road NorthAMERICAN ROW
Windsor, Connecticut 06095-1512HARTFORD, CT 06103
(860) 791-0286791-0750
(Name, address, including zip code, and telephone
number, including area code, of agent for service)

Approximate date of commencement of proposed sale to the public:
fromFrom time to time after this registration statementRegistration Statement becomes effective.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. x
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o
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 the definitions of "large accelerated filer," "accelerated filer," a "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.
    Large Accelerated filer ( )                        Accelerated Filer ( )        
    Non-Accelerated Filer (x)                        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 7(a)(2)(B) of the Securities Act.






Calculation of Registration Fee
Title of each class of
Securities to be
Registered
Amount
to be registered
Proposed Maximum Offering
Price Per Unit
Proposed Maximum Aggregate Offering
Price
Amount of
Registration Fee
Deferred Annuity Contracts & Participating Interests Therein$5,700,000**N/A*$2,000,000$218.20**
* The proposed maximum offering price per unit are not applicable in that these contracts are not issued in predetermined amounts or units.
**Pursuant to Rule 415(a)(6) under the Securities Act, this registration statement carries forward $3,700,000 of unsold securities, all of which are included under "Amount to be Registered" above, that were previously registered on the Form S-1 registration statement (File No. 333-227930) filed on July 10, 2019 by Talcott Resolution Life Insurance Company. Because a filing fee of $622.50 was previously paid for the securities being carried forward to this registration statement, no filing fee is due in connection with those securities. With respect to the newly-registered securities in the amount of $2,000,000, which are also included under "Amount to be registered" above, a filing fee of $218.20 has been paid in connection with this registration statement. The offering of securities on the earlier registration statement will be deemed terminated as of the date of effectiveness of this registration statement.
Pursuant to Rule 429(b) under the Securities Act of 1933, the combined prospectus contained herein also relates to Registration Statement No. 333-227930. Upon effectiveness, this Registration Statement, which is a new Registration Statement, will also act as a post-effective amendment to such earlier Registration Statement.
The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the registration statement shall become effective on such date as the Commission, acting pursuant to Section 8(a), may determine.






The Securities and Exchange Commission has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.




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CRC SELECT IIIII
GROUP MODIFIED GUARANTEED ANNUITY CONTRACT
TALCOTT RESOLUTION LIFE INSURANCE COMPANY
P O BOXBOX 14293
LEXINGTON,LEXINGTON, KY 40512-4293
1-800-862-6668 (Owners)
1-800-862-7155 (Investment Professionals)
www.talcottresolution.com
On January 18, 2021, the owners of Hopmeadow Holdings LP (“HHLP”), a parent of Talcott Resolution Life Insurance Company ("Talcott Resolution"), signed a definitive agreement to sell all of the equity interests in HHLP and its subsidiaries, including Talcott Resolution, to Sixth Street Partners, a global investment firm. The sale is subject to regulatory approval and the satisfaction of other closing conditions.
Talcott Resolution will continue to administer your annuity contract and remains responsible for paying all contractual guarantees and General Account liabilities under your annuity contract subject to its financial strength and claims paying ability. The terms, features and benefits of your insurance contract will NOT change as a result of the sale.
**********
This Contract is no longer available for sale.purchase.
This is a fixed, single premium, tax-deferred, modified guaranteed annuity. This annuity also includes a Market Value Adjustment ("MVA") that may decrease or increase the amount you receive (for more information, see the sub-section titled, "Market Value Adjustment"). Talcott Resolution Distribution Company ("TDC") serves as the principal underwriter of the Contract and entered into selling agreements with registered broker-dealers to sell the Contract. The offering of the Contract is intended to be continuous. The contract may not have been available for sale in all states.
This document reviews important points about this annuity. Please read this document carefully and keep it for your records and for future reference. This documentprospectus is filed with the Securities and Exchange Commission ("SEC" or "Commission"). Although we file this document withNeither the SEC the SEC doesn't approvenor any state securities commission has approved or disapprovedisapproved these securities or determinedetermined if the information in this documentprospectus is truthful or complete. Anyone who represents that the SEC does these thingsotherwise may be guilty of a criminal offense.
This documentprospectus can also be obtained from us or the SEC's websitewebsite: (www.sec.gov).
This annuity may not be suitable for everyone. IS NOT:
t  A bank deposit or obligation
t  Federally insured
t  Endorsed by any bank or governmental agency
See "Highlights and Risk Factors" on page 3.
This annuity may not be appropriatehave been available for people who do not have a long investment time horizon. You will get sale in all states.
no additional tax advantage from this annuity if you are investing through a tax-advantaged retirement plan (such as a 401(k) plan or Individual Retirement Account ("IRA")). Pursuant to IRS Circular 230, you are hereby notified of the following: The information contained in this document is not intended to (and cannot) be used by anyone to avoid IRS penalties. This document supports the promotion and marketing of insurance products. You should seek advice based on your particular circumstances from an independent tax advisor. This prospectus is not intended to provide tax, accounting or legal advice. Please consult with your tax accountant or attorney prior to finalizing or implementing any tax or legal strategy or for any tax, accounting or legal advice concerning your situation. If you have questions about this annuity, please ask your agent, broker, advisor, or contact a company representative at the telephone number above.
NOT INSURED BY FDIC OR ANY FEDERAL GOVERNMENT AGENCYMAY LOSE VALUENOT A DEPOSIT OF OR GUARANTEED BY ANY BANK OR ANY BANK AFFILIATE
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PROSPECTUS DATED: May 1, 2024





Table of Contents
DescriptionPage
Highlights and Risk Factors
The Contract
  A. Charges and Fees
  B. Surrenders
  C. Death Benefit
  D. Annuity Payouts
  E. Miscellaneous
Legal Opinion
Cybersecurity and Disruptions to Business Operations
Status Pursuant to Securities Exchange Act of 1934
Federal Tax Considerations
Information About Talcott Resolution Life Insurance Company and Financial Statements
Appendix A - ExamplesAPP A - 1
THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH SUCH OFFERING MAY NOT LAWFULLY BE MADE. NO DEALER, SALES PERSON, OR OTHER PERSON IS AUTHORIZED TO GIVE ANY INFORMATION OR MAKE ANY REPRESENTATION IN CONNECTION WITH THIS OFFERING OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS, AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATION MUST NOT BE RELIED ON.
This prospectus is filed with the Securities and Exchange Commission ("SEC"). Neither the SEC nor any state securities commission has approved or disapproved these securities or determined if the information in this prospectus is truthful or complete. Anyone who represents otherwise may be guilty of a criminal offense.
See "Highlights and Risk Factors" on page 3.
NOT INSURED BY FDIC OR ANY FEDERAL GOVERNMENT AGENCYMAY LOSE VALUENOT A DEPOSIT OF OR GUARANTEED BY ANY BANK OR ANY BANK AFFILIATE
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PROSPECTUS DATED: MAY 3, 2021


Table of Contents
DescriptionPage
APP A - 1
APP B - 1
12




Highlights and Risk Factors
THE ANNUITY CONTRACT
What are the benefits of my annuity?
This Contract is no longer available for purchase.
This annuity is a contract between you and our company. We agreed to make payoutspayments to you starting some time in the future. At the conclusion of eachYou can invest your money in either a Guaranteed Interest Account or an Access Account during time periods between Guarantee Period, your Contract Value will automatically be reallocated to the Default Guarantee Period and will remain in the Default Guarantee Period unless and until you select another Guarantee Period from among those then made available to you.Periods. This annuity includes a death benefit if you die before we start to pay you annuity payouts.income from your annuity. You also have choices about how we pay you Annuity Payouts.income from the annuity.
This annuity is:
Single premium - you buybought it with one Premium Payment.
Fixed - it earns an interest rate that remains constant during the applicable Guarantee Period or if invested in the Default Guarantee Period.Access Account.
Tax-deferred - you generally do not pay taxes on interest earned until you take money out or we start to make Annuity Payouts.
How can the value of my annuity grow?
Your annuity earns tax-deferred interest at a guaranteed, fixed annual interest rate during eacha then available Guarantee Period (called the "Guaranteed Interest Rate").Period. When you bought your annuity, you chose a then available Guarantee Period from those we made available to you at that time. Different Guaranteed Interest Rates were offeredPeriod. The Guarantee Rate varies based on the then available Guarantee Period you choose. Guaranteed Interest Rates offered may also vary based on the amount of your Premium Payment or Contract Value. Interest compounds daily and is credited daily. As used throughout this prospectus, an "available" Guarantee Period is a Guarantee Periodguarantee period of a duration that then we offer to you for investment during the relevant duration.time period. Unless specifically provided below, an available Guarantee Period may not be of the same duration offered in the initial Guarantee Period or any subsequent Guarantee Period. We reserve the right to add, delete, modify or otherwise restrict the availability of Guarantee Periods to any or all classes of contract holders.
AtWithin thirty (30) days after the end of each Guarantee Period, you can choose to:
do nothing, in which event your Contract Value will be automatically transferred to the Default Guarantee Period,
transferrollover your Contract Value to another then available Guarantee Period or to the Access Account,
begin Annuity Payouts,
replace your Contract with another permissible product offered by us; or
surrender your Contract.
Your Contract Value cannot go down if no surrenders are taken during a Guarantee Period.
BENEFITS
How do I get income from my annuity?
When you applied for your annuity, you chose an Annuity Commencement Date - theannuity commencement date when you start to get Annuity Payouts.income from your annuity. You also chose how to get Annuity Payouts -income — the annuity payout option.
Your choices now are: (1) Life Annuity, (2) Life Annuity with a Cash Refund, (3) Life Annuity with Payments for a Period Certain, (4) Joint and Last Survivor Life Annuity, (5) Joint and Last Survivor Life Annuity with Payments for a Period Certain, (6) Payments for a Period Certain, and (7) Annuity Proceeds Annuity Option. We may make other annuity payout optionsAnnuity Payout Options available at any time.
If you did not choose an Annuity Commencement Date, we set your Annuity Commencement Date to the later of i) your 10th Contract Anniversary, or ii) the date the Annuitant reaches age 90. You may change both the Annuity Commencement Datestart date and the annuity payout option up until when Annuity Payouts begin.payout begins. After that, you cannot make any changes.
What happens after I die?
If you die before we start to pay you Annuity Payouts,income from your annuity, we pay the value of your Contract Valueannuity to your Beneficiary.beneficiary. If you die after Annuity Payoutsthe payouts start, depending on the type of payout you chose, we pay the remaining Contract Value,value in the annuity, if any, to your Beneficiary.beneficiary.
RISKS
What are some of the risks?
This annuity has several risks such as:
•  Surrender Charges (see section "The Contract")
•  MVA (see section "The Contract")
•  Your tax liability (see section "Federal Tax Considerations")
3



•  Our operations (see(See section "Cybersecurity and Disruptions to Business Operations" in section "Miscellaneous")
• Our claims paying ability (see subsection "Investments by Talcott Resolution" in subsection "E. Miscellaneous" in section "Miscellaneous""The Contract" and see "Risk Factors" in Appendix A)
2




"Information About Talcott Resolution Life Insurance Company and Financial Statements")
FEES, EXPENSES AND OTHER CHARGES
What happens if I take out some or all of the money from my annuity?
You cannot take any of your Contract Valuethe money out of your annuity after Annuity Payouts begin.the payout begins. Before Annuity Payouts begin,it begins, you can take out all of your Contract Valueannuity's value (Full Surrender) or part of it (partial surrender). There is a $500 minimum Contract Valuebalance required after a partial surrender. We will terminate your Contract if your surrender causes your Contract Value to be less than this amount.
If you make a surrender, you may:
•  have to pay a Surrender Charge,surrender charge,
•  incur a MVA; and/oran MVA and
•  have to pay income tax on the amount you take out and, if you surrender before you are age 59½59½, you may have to pay an income tax penalty.
Here is how the Surrender Chargesurrender charge is calculated (subject to state variations):calculated:
Guarantee Period Year123456-10
• Initial Guarantee Period6%6%5%4%3%2%
• Subsequent Guarantee Period4%3%2%2%2%2%
The MVA is intended to compensate us formake up certain losses infor having to prematurely sell the investments that support your Guaranteed InterestGuarantee Rate. The MVA reflects the interest rates prevailing at the time of your early withdrawal. The MVA may reduce or add to the amount you receive upon surrender as summarized below:
If the interest rate goes:
Then, the amount
you receive may:
Down (i)
Increase (h)
Up (h)
Decrease (i)
Exceptions:In some cases, we may waive the Surrender Charge and/surrender charge or the MVA (whether positive or negative).MVA. For example, there is no Surrender Chargesurrender charge or MVA if we pay the remaining Contract Value in one lump sumvalue of your annuity to your Beneficiarya beneficiary after your death. See section 2(B)Section 2 for more information.
Do I pay any other fees or charges?
No. There aren't any other fees or charges on this annuity.
TAXES
How will payouts and withdrawals from my annuity be taxed?
This annuity is tax-deferred, which means you do not pay taxes on the interest it earns until the money is paid to you or deemed to be paid to you. When you take Annuity Payoutspayouts or make a surrender, you pay ordinary income taxes on the earned interest. You also pay a 10% federal income tax penalty on earnings you withdraw before age 59½59½.
If your state imposes a premium tax, on us, this taxit will be deducted from the money you receive.receive upon annuitization or surrender.
You maycan exchange one tax-deferred annuity for another without paying taxes on the earnings when you make the exchange. Before you do, compare the benefits, features and costs of the two annuities. You may pay a Surrender Chargesurrender charge and MVA if you make the exchange during a Guarantee Period. Also, you may pay a Surrender Charge.surrender charge if you make withdrawals from the new annuity during the first years you own it.
Does buying an annuity in a retirement plan provide extra tax benefits?
No. Buying an annuity within an IRA, 401(k) or other tax deferred retirement plan does not give you any extra tax benefits. Choose your annuity based on its other features and benefits as well as its risks and costs, not its tax benefits.
OTHER INFORMATION
How do I buy this annuity?
This Contract is no longer available for purchase.
4



What else do I need to know?
The Relevant Index used to compute your MVA may change at the beginning of each new Guarantee Period. The difference between the Relevant Index from the commencement of each new Guarantee Period to any surrender date(s) will impact the amount of your MVA.
Many states have laws that givegave you a set number of days to look at an annuity after you buybought it. If you decidedecided during that time that you dodid not want it, you can returncould have returned the annuity and sometimes getusually received all your money back.
Purchasing a modified guarantee annuity in an increasing interest rate environment will result in the imposition of a negative MVA if you prematurely surrender your contract. As of the date of this prospectus, interest rates were low relative to historical levels in the United States.
We paypaid a commission at the time of sale to broker-dealers, financial institutions and other affiliated broker-dealers ("Financial Intermediaries") that your investment professional is associated with. Commission arrangements vary by
3




Financial Intermediary and generally increase based on the length of the Guarantee Period you choose. These arrangements create a potential conflict of interest.
We also pay promotional fees to certain Financial Intermediaries to encourage the sale of this annuity. These additional payments could create an incentive for your Financial Intermediary or investment professional to recommend products that pay them more than others do.
Once you start to receive your Annuity Payouts,payouts, you cannot surrender this Contract.your annuity.
If you do not choose an annuity payout option, we start payouts on the starting date you chose and continue them for at least ten (10) years.
Ask Questions
When you decided to buy any annuity, you should have considered the following questions, among others:
Was the annuity purchased primarily to save for retirement or a similar long-term goal?
Were you willing to take the risk that your Contract Value would go down if you incurred an MVA because you needed your money before the end of a Guarantee Period?
Did you intend to hold this annuity long enough to avoid paying any surrender charges?
If you were exchanging one annuity for another one, did the benefits of the exchange outweigh the costs, such as any MVA or surrender charges that you might have had to pay if you withdrew your money before the end of the surrender charge period for the new annuity?
The Contract
Who couldcan buy this Contract?
This Contract is no longer available for purchase.
The Contract is an individual, tax-deferred, modified guaranteed annuity contract designed for long-termretirement planning purposes. Any individual or trust that was able to purchase it, including IRAs adopted according to Section 408 of the Code (known as "Qualified Contracts" as defined by the Code). In addition, individuals and trusts were able to also purchase Contracts that were not part of a tax qualified retirement plan (known as "Non-Qualified Contracts"). If you purchased the Contract for use in an IRA or qualified retirement plan, you should considerhave considered other features of the Contract besides tax deferral, since any investment vehicle used within an IRA or qualified plan already receives tax-deferred treatment under the Code.
How do I purchase a Contract?
This Contract is no longer available for purchase.
When you purchased a Contract you completed and submitted an application or an order request along with your Premium Payment. The minimum Premium Payment was:
$5,000 — Non-Qualified Contracts; or
$2,000 — Qualified Contracts.
Prior approval was required for a Premium Payment of $1,000,000 or more.
Contracts were only available for purchase through a Financial Intermediary. An investment professional worked with you to complete and submit an application or an order request form. Part of this process included an assessment whether this annuity was suitable for you. Prior to recommending the purchase or exchange of an annuity, your investment professional made reasonable efforts to obtain certain information about you and your investment needs. This recommendation was independently reviewed by a principal within your Financial Intermediary before the application or order was sent to us. Your Premium Payment was not be invested during this period.
To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify and record information that identifies each person who purchases a Contract. When you purchased a Contract, your Financial Intermediary asked for your name, address, date of birth and other information that will allowed us to identify you. They may also have asked to see your driver's license or other identifying documents.
5



A Premium Payment must be payable in U.S. dollars and checks must be drawn on U.S. banks. We do not accept cash, third party checks or double endorsed checks. We reserve the right to cease new saleslimit the number of this Contractchecks processed at one time. If your check does not clear, your purchase will be cancelled and you could be liable for any time without notice.losses or fees incurred. A check must clear our account through our Administrative Office to be considered in good order.
How wasMultiple Premium Payments will be permitted only in respect of tax-free exchanges. In these circumstances, Premium Payments will be deposited into an interest-free suspense account until the Contract purchased?
You were only able to purchase this Contract through a Financial Intermediary.exchange process is completed.
Neither you nor your Annuitant must have had your 86th birthday on the date that your Contract was issued. If a non-natural person owns the Contract, the Annuitant must not behave been older than age 85 as of the Contract issuance date. You musthad to be of legal age in the state where the Contract was purchased or a guardian must acthave acted on your behalf.
How is the Premium Payment applied to my Contract?
Your Contract was issued after we received your Premium Payment and your application or order request was in good order. If the application/order request or other information accompanying the Purchase Payment was incomplete when we received it, we held the money in a non-interest bearing account for up to fifteen (15) business days while we tried to obtain complete information. If we could not obtain the information within that time, we returned your Purchase Payment unless you requested us to hold your Purchase Payment until you provided the necessary information. We sent you a confirmation after we applied your Premium Payment.
Description of Right to Cancel provision you had when you purchased your Contract.Can I cancel my Contract after I purchase it?
Yes. If for any reason you are not satisfied with your Contract, simply return it within ten days after you receive it with a written request for cancellation that indicates your tax-withholding instructions. In some states, you may be allowed more time to cancel your Contract. We will not deduct any Surrender Chargesurrender charge during this time; however, an MVA may be applied.apply. We may require additional information, including a signature guarantee, before we can cancel your Contract.
The amount we pay you upon cancellation depends on the requirements of the state where you purchased your Contract, the method of purchase, the type of Contract you purchased and your age.
What is a Guarantee Period?
A Guarantee Period is the length of time you select from those time periods or durations that we make available to you at that time.time for your Guaranteed Interest Account. We offerdeclare different annual interest rates for different Guarantee Periods (these rates are called "Guaranteed Interest"Guarantee Rates"). Guaranteed Interest Rates may vary based on the amount of your Premium Payment or Contract Value. Guaranteed InterestGuarantee Rates are fixed for the lengthduration of youra Guarantee Period. You can contact us to find out what Guarantee Periods and current Guaranteed InterestGuarantee Rates that we are then offering based on the amount of your Premium Payment or Contract Value.offering.
We reserve the right to add, delete or eliminate Guarantee Periods, or offer some or all Guarantee Periods to select distribution channels, or any class of contract holders.
When you purchased your Contract, you chose the length of your Guarantee Period. This iswas your initial Guarantee Period.
A subsequent Your initial Guarantee Period may commence atwas used to determine your initial Guarantee Rate.
If you transferred to a new then available Guarantee Period or reach the conclusionend of yourthe initial Guarantee Period and each followingallowed this Contract to "rollover" or renew to another Guarantee Period, if you have selectedthis is a newsubsequent Guarantee Period. Any Guarantee Period from among those then offered to you. If you havethat is not chosenan initial Guarantee Period is a subsequent Guarantee Period. During a subsequent Guarantee Period, your Contract Value will automatically be reallocatedearns interest at the subsequent Guarantee Rate corresponding to the Default Guarantee Period at the conclusion of the then expiringsubsequent Guarantee Period.
We, in our sole discretion, reserve the right to determine the Guaranteed InterestGuarantee Rates credited to each Guarantee Period; provided; however, that Guaranteed InterestGuarantee Rates will never be less than the greater of 1%, or the non-forfeiture interest rate applicable in your state, or result in a cash surrender value that is less than your state's minimum non-forfeiture amount.state. Annual interest credits are determined at the beginning of each applicable Guarantee Period and are compounded daily. We, or our agents, cannot predict nor guarantee our future Guaranteed InterestGuarantee Rates.
4




Certain Guarantee Periods may not be currently available to different classes of contract holders.
Can I transfer into a different Guarantee Period?
aInterim Guarantee Period Transfers
You may not transfer yourOnce each Contract Value to another Guarantee Period once you have chosen a Guarantee Period. If you are invested inYear, beginning after the Default Guarantee Period; however,first Contract Year, you may transfer Contract Valuefrom one Guarantee Period to another then available Guarantee Period, at any time, provided that the duration of the new Guarantee Period is (i) at least five (5) years or longer (subject to availability), and (ii) does not extend beyond your Annuity Commencement Date (or option end dateOption End Date for Beneficiarybeneficiary continued contracts).
No surrender charge will be taken for permissible interim Guarantee Period transfers. The surrender charge schedule will reset after transfer and credit will not be given for the time spent in the previous Guarantee Period. An MVA will be applied to your Contract Value at the time of transfer. The amount transferred into the new Guarantee Period is equal to the Contract Value on the date of the transfer after reflecting the MVA.
6

a

Post Guarantee Period Transfers
At the end of eachyour Guarantee Period, you currently have the following options:
Do nothing, in which eventVoluntarily or automatically rollover your Contract Value will automatically transfer to the Default Guarantee Period;
Elect a subsequent Guarantee Period from those durations we offer to you at that time; provided that the duration of the newsame length of time, if then available;
Transfer to a Guarantee Period does not extend beyondof a different then available duration if any;
Transfer your Annuity Commencement Date (or option end date for Beneficiary continued contracts);Contract Value to the Access Account;
Begin takingmaking Annuity Payouts; or
Fully surrender your Contract.
Unless we receive written instructions from you selecting a different option, and you meet all other prerequisites, we will automatically roll your Contract Value into a subsequent Guarantee Period of the same length of time. Prerequisites to transferring into a subsequent Guarantee Period are that the subsequent then available Guarantee Period cannot extend beyond your Annuity Commencement Date. We reserve the right to direct reinvestment of Contract Value into the longest then available Guarantee Period duration provided that such renewal Guarantee Period duration does not extend beyond your Annuity Commencement Date. After you transfer from an expired Guarantee Period, your Contract Value will automatically be movedthen receive the Guarantee Rate that we have then established for that new Guarantee Period.
Can I transfer into the Access Account?
Yes. You have the option to the Default Guarantee Period and will remain in the Default Guarantee Period until you select a subsequent Guarantee Period from among those durations then made availableelect to you. If you transfer all of your Contract Value directly to the Access Account during certain time periods. This is a short-term account that will earn a fixed annual rate of interest that is compounded daily. We periodically declare new interest rates for the Access Account. Interest rates will never be less than 1%.
You may elect to have your Contract Value transferred into the Access Account prior to the expiration of the Guarantee Period then you will haveor during the 30-day renewal window following the expiration of a thirty (30) day grace period to decide whether you would like to switch into another then availableGuarantee Period. Requests made before the expiration of a Guarantee Period will be effective on the next business day after the expiration of the Guarantee Period. Requests made after the expiration of a Guarantee Period will be effective on the Business Day that we receive your request.
You may keep your Contract Value in which event wethe Access Account for up to six (6) months during each Guarantee Period transition. Once this time period expires, your Contract Value will not apply a Surrender Charge or MVA. The amountbe automatically transferred into a new Guarantee Period is equalwith a duration equivalent to the shortest of:
the duration of the Guarantee Period immediately preceding transfer into the Access Account;
if the same Guarantee Period duration is not available, the Contract will be renewed into the next higher available Guarantee Period; or
the longest Guarantee Period duration that will expire prior to the Annuity Commencement Date (or Option End Date for beneficiary continued contracts).
We may also transfer your Contract Value on the dateout of the transfer.
When willAccess Account upon spousal Contract Value move intocontinuation, in which event, the Default Guarantee Period?
Contract Value will automatically be moved to the Defaultpreceding Guarantee Period at the end of each Guarantee Period andduration selection process will remain in the Default Guarantee Period until you select a subsequent Guarantee Period from among those durations then made available to you. You can only invest in the Default Guarantee Period at the end of any Guarantee Period.take place.
You may transfer Contract Value into a then available Guarantee Period at any time while invested in the Default Guarantee Period. We will periodically declare new annual interest rates for the Default Guarantee Period. We may reset the rate of interest paid on Contract Value invested in the Default Guarantee Period annually or less frequently based on the duration of your Default Guarantee Period. In no event will interest rates for the Default Guarantee Period be less than 1%, the non-forfeiture interest rate applicable in your state, or result in a cash surrender value that is less than your state's minimum non-forfeiture amount.
While invested in the Default Guarantee Period, you may make a partialFull Surrender Full Surrenderfrom the Access Account or annuitize your Contract without incurring surrender charges or an MVA. Refer to Appendix A for an illustration of the Full Surrender ChargesValue when Contract Value is in the Access Account.
You may not take partial surrenders while invested in the Access Account except under the following circumstances:
required minimum distribution and 72(t)/(q) withdrawal programs, as defined by applicable tax law, that existed in the preceding Guarantee Period will continue uninterrupted upon transfer to the Access Account; or
new required minimum distribution programs may be set up while in the Access Account, new 72(t)/(q) programs may not.
Participation in systematic withdrawal programs such as the Automatic Income Program where the above circumstances do not apply, will automatically terminate the program upon transfer to the Access Account.
If the Contract Owner or Annuitant dies while the Contract Value is allocated to the Access Account, and we do not receive a MVA.payment election as provided in the settlement of Death Benefit provision of the Contract prior to the expiration date of the Access Account, we will automatically establish a renewal Guarantee Period. The effective date of the renewal Guarantee Period will be the transfer date from the Access Account to the renewal Guarantee Period. Unless otherwise specified, the duration of the renewal Guarantee Period will be the same as the Guarantee Period immediately before transferring your Contract Value to the Access Account. This Guarantee Period will remain in effect until the earlier of the settlement of the Death Benefit as provided by the Contract or the Guarantee Period expiration date.
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How is the value of my Contract calculated before the Annuity Commencement Date?
Your initial Premium Payment was your Contract Value when you selected your initial Guarantee Period. We calculatedcalculate your Contract Value by deducting any applicable premium tax.tax from your Premium Payment, or your rollover or renewed Contract Value if you are in a subsequent Guarantee Period. We then credit your Contract Value on a daily basis with the applicable annualized Guaranteed Interest Ratean amount that is equivalent to your Guarantee Period's interest rate on an annual basis and deduct any partial surrenders (including Surrender Chargessurrender charges and any MVA). Please refer to the example provided in Appendix A for more information.
What other features are available?
You may enroll in the following features (sometimes called a "Program") for no additional fee.
Automatic Income Program
This systematic withdrawal feature allows you to make partial surrenders up to your Annual Free Withdrawal Amount each Contract Year. You can choose the frequency of partial surrenders from:
monthly
quarterly
semiannually
annually
The minimum surrender amount is $100. If at the end of a Guaranteed Period you elect to transfer your Contract Value to the Access Account, your enrollment in this Program will automatically discontinue.
Extended Withdrawal Privilege Rider
OnceWhen the Annuitant reaches age 72, the annual Extended Withdrawal Privilege on the Contract is the greater of:
the Annual Free Withdrawal Amount; or
the amount based on multiplying the Contract Value on December 31st of the previous calendar year by a percentage taken from the IRS tables currently in use, less surrenders made during the current Contract Year.
Any surrender greater than either of the two amounts described above will be subject to any applicable Surrender Chargessurrender charges and aan MVA.
5




Reinstatement
The Owner has the option to request a reinstatement within thirty (30) days after a surrender (partial or full) upon return of the check with a written letter of instruction to us. Surrender Chargescharges from the surrender will be credited back to the Contract Value.
A. Charges and Fees
What happens if I request a surrender before the end of the Guarantee Period?
If you take money out of the Contract before the end of your Guarantee Period, the following charges may apply:
Surrender Charges
Surrender Chargescharges cover some of the expenses relating to the sale renewal and distribution of the Contract, including commissions paid to Financial Intermediaries and the cost of preparing sales literature and other promotional activities. We may offer other versions of this Contract that do not include Surrender Charges. Surrender Charges do not apply to Surrenders made while your Contract Value is invested in the Default Guarantee Period.
Full surrenders can be made at any time prior to your Annuity Commencement Date. Except as discussed below, we assess a Surrender Chargesurrender charge when you request a full or partial surrender. Surrender Chargescharges vary according to the following schedule (subject to state variations).
Surrender Charge
Guarantee
Period Year(1)
Initial Guarantee
Period
Subsequent Guarantee
Period
Guarantee
Period
Year(1)
Period
Year(1)
Period
Year(1)
1
1
116%4%
226%3%
2
2
3
3
335%2%
444%2%
4
4
5
5
553%2%
6-106-102%2%
6-10
6-10
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When you request a surrender, we deduct the dollar amount you request (called "Gross Surrender Value") from your Contract Value. WeThen we subtract the Annual Free Withdrawal Amount from the Gross Surrender Value.funds then assigned to a Guarantee Period. This difference is then the amount subject to a Surrender Charge and other deductions.surrender charge. We then determine the appropriate percentage of Surrender Chargesurrender charge to be deducted by reference to the applicable Surrender Charge Guarantee Period. We deduct the Surrender Charge and any premium taxsurrender charge from the Grossamount to be surrendered, and, provided there is no MVA, pay you that amount. Surrender Value, this value is then adjusted by any applicable MVA, and then we pay to you the remaining portion. Surrender Chargescharges are applied prior to assessing an MVA.
The following situations are NOT subject to a surrender charge:
Surrenders made at the end of a Guarantee Period or within the first thirty (30)30 days after electing a subsequent Guarantee Period;
Partial surrender of not more than the Annual Free Withdrawal Amount;
Upon death of the Annuitant, joint Owner or Owner;
Admission to a nursing facility after satisfying certain conditions discussed below;
Upon annuitization of your Contract (Annuity Commencement Date);
Permissible duration exchanges;
Upon cancellation during the right to examine period;
Full Surrenders when Contract Value is invested in the Default Guarantee Period;Access Account; and/or
Required Minimum Distributions from IRAs.
We will waive any surrender charge applicable to a partial or full Surrender if you, the joint owner or the Annuitant, is confined, at the recommendation of a physician for medically necessary reasons, for at least 180 calendar days to a:
(a)��  hospital recognized as a general hospital by the proper authority of the state in which it is located;
(b)  hospital recognized as a general hospital by the Joint Commission on the Accreditation of Hospitals;
(c)  facility certified by Medicare as a hospital or long-term care facility; or
(d)  nursing home licensed by the state in which it is located and offers the services of a registered nurse 24 hours a day.
____________
(1)  A Guarantee Period Year is measured from the Contract Issue Date, Guarantee Periodissue date, renewal date or Guarantee Period transfer date, from the Default Guarantee Period into another then available Guarantee Period, as applicable untilto the surrender date. The Surrender Chargesurrender charge schedule will reset at the commencement of each new Guarantee Period. Guarantee Period Years are non-cumulative which means that you will not be given credit for the time spent in a previous Guarantee Period.
6




renewal or transfer.
For the waiver to apply, you must:
(a)  have owned the Contract continuously since it was issued;
(b)  provide written proof of confinement satisfactory to us; and
(c)  request the surrender within ninety-one (91)91 calendar days of the last day of confinement.
This waiver is not available if you, the joint Owner or the Annuitant is confined to any of the foregoing facilities when you purchased the Contract. AAn MVA may still be applicable. This waiver may not be available in all states.
Market Value Adjustment
The MVA is designed to compensate us for potential lost investment opportunities associated with premature surrenders. We assume that you will keep your Premium Payments invested for the duration of the Guarantee Period selected. We invest in various fixed income investments and hedging strategies to support Guarantee Rates. We may lose money if we are required to prematurely liquidate these investments at a discount. The MVA formula is intended to neutrally assess the charge you must pay to make up for certain losses. There is no minimum percentage of Contract Value that is exempt from an MVA. In the event that you make an early surrender. Thea surrender at a time when interest rates have declined, you may receive the benefit of positive market action. On the other hand, we could realize a loss when we sell the investments that support Guarantee Rates. In that situation, the MVA canformula may result in a negative adjustment to your receiving an increase or a decrease in your Net Surrender Value depending how your Relevant Index performs. There is no limit to how much the MVA can affect the amount of your Net Surrender Value.surrender.
The formula that will be used to determine the MVA is [(1 + i)/(1 + j)]n/12, where,
i =  The applicable Relevant IndexU.S. Constant Maturity Treasury(2) rate (expressed as a decimal, e.g., 1% = .01) with maturity years equal to the length of the then current Guarantee Period plus the HCRCIIa Composite Option Adjusted Spread Index(3) rate as of three business days prior to the Guarantee Period effective date;
j =  The applicable Relevant IndexU.S. Constant Maturity Treasury(2) rate (expressed as a decimal, e.g., 1% = .01) with maturity years equal to the remainder of the then current Guarantee Period (this will be interpolated as necessary) plus the HCRCIIa Composite Option Adjusted Spread Index(3) rate as of three business days prior to the date the MVA is applied; and
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n = The number of complete months from the surrender date to the end of the then current Guarantee Period.
Generally speaking,In the event that any index (or sub-indices) or rate is no longer available, we will use a substantially similar index (or sub-indices) or rate for determining the MVA. If a discontinued index or rate is not available for a Guarantee Period Renewal, we will use a substantially similar index (or sub-indices) or rate, as applicable. We will notify you will incur a negative MVA ifof any changes in the rate expressed in this formula as the letter "i" is less than the rate expressed in this formula as the letter "j". Please refer to the examples in Appendix B for illustrations how this formula may affect your Net Surrender Value.
The Relevant Index is a customized, aggregation of several publicly-available option adjusted spread sub-indices produced and provided by Barclays Capital, Inc., an unaffiliated third party.(2)
BARCLAYS CAPITAL DOES NOT GUARANTEE THE QUALITY, ACCURACY AND/OR THE COMPLETENESS OF THE BARCLAYS CAPITAL SUB-INDICES, OR ANY DATA INCLUDED THEREIN, OR OTHERWISE OBTAINED BY US, OWNERS OF THIS CONTRACT OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE BARCLAYS CAPITAL SUB-INDICES, INCLUDING WITHOUT LIMITATION, ANY RELEVANT INDEX, IN CONNECTION WITH THE RIGHTS LICENSED HEREUNDER OR FOR ANY OTHER USE. BARCLAYS CAPITAL MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE BARCLAYS SUB-INDICES, INCLUDING WITHOUT LIMITATION, ANY RELEVANT INDEX, OR ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL BARCLAYS CAPITAL HAVE ANY LIABILITY FOR ANY SPECIAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS), EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.
Asavailability of the date of this prospectus,index or rate, and the following sub-indices or index segmentsapplicable substitute we will beuse. You may contact us for more information regarding the data used in varying proportions to establish a Relevant Index: Investment Grade: Intermediate-Industrial, Intermediate-Utility, Investment Grade: Financial Institutions - Intermediate, Intermediate - Noncorporate, Asset Backed Securities, Investment Grade CMBS, U.S. Mortgage Backed Securities, Intermediate U.S. High Yield, and U.S Government: Intermediate. Barclays Capital Live calculates index values for these sub-indices. The service is available to anyone who purchases access to Barclays Capital Live.the MVA formula.
We may periodically change the sub-indices and relative weightings of such sub-indices when constructing a Relevant Index. The criteria used to establish a Relevant Index may be inconsistent with your interests in mitigating the potentially negative economic consequences of making a premature surrender. There is no intended correlation between Guaranteed Interest Rates and a Relevant Index rate.
The Relevant Index may vary depending on the effective date of each new Guarantee Period. In other words, even if you elect to renew your Contract Value into the exact same Guarantee Period, you should not assume that the previous Relevant Index will necessarily be the same as the Relevant Index used for that or any subsequent Guarantee Period.

____________
(2)  This ContractCRC Select II is not sponsored, endorsed, sold or promoted by Barclays Capital, Inc. Barclays CapitalBloomberg. Bloomberg makes no representation or warranty, express or implied, to the owners of this ContractCRC Select II or any member of the public regarding the advisability of investing in securities generally or in this ContractCRC Select II particularly or the ability of the Barclays Capital sub-indices,Bloomberg Indices, including without limitation, any Relevantthe HCRCIIa Option Adjusted Spread Index, to track general bond market performance. Barclays Capital'sBloomberg's only relationship to usTalcott Resolution is the licensing of a Relevantthe HCRCIIa Option Adjusted Spread Index which is determined, composed and calculated by Barclays CapitalBloomberg without regard to usTalcott Resolution or this Contract. Barclays CapitalCRC Select II. Bloomberg has no obligation to take ourthe needs of Talcott Resolution or contract owners' needsthe owners of CRC Select II into consideration in determining, composing or calculating a Relevantthe HCRCIIa Option Adjusted Spread Index. Barclays CapitalBloomberg is not responsible for and has not participated in the determination of the timing of, prices at, or quantities of this ContractCRC Select II to be issued or in the determination or calculation of the equation by which this Contract mayCRC Select II is to be converted into cash. Barclays CapitalBloomberg has no obligation or liability in connection with the administration, marketing or trading of this Contract. Barclays CapitalCRC Select II. Bloomberg and the Barclays CapitalBloomberg Indices are trademarks of Barclays Capital Inc.Bloomberg Finance L.P.
7BLOOMBERG DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE BLOOMBERG INDICES OR ANY DATA RELATED THERETO AND SHALL HAVE NO LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS THEREIN. BLOOMBERG DOES NOT MAKE ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY TALCOTT RESOLUTION, OWNERS OF THE CRC SELECT II PRODUCT OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE BLOOMBERG INDICES OR ANY DATA RELATED THERETO.




_________________
Except as noted(2)  "Constant Maturity Treasury" rates are yields interpolated by the U.S. Department of the Treasury from the daily yield curve. This curve, which relates the yield on a security to its time to maturity is based on the closing market bid yields on actively traded Treasury securities in the next sentence,over-the-counter market. These market yields are calculated from composites of quotations obtained by the RelevantFederal Reserve Bank and are available at http://www.federalreserve.gov.
(3)  The HCRCIIa Composite Option Adjusted Spread Index is a customized composite index based on the option adjusted spreads of eight indices produced by Barclays Capital Inc. from time to time. These indices consist of: U.S. Corporate Investment Grade: Industrial - Intermediate, U.S. Corporate Investment Grade: Industrial - Utility - Intermediate, U.S. Corporate Investment Grade: Industrial - Financial Institutions - Intermediate, U.S. Asset Backed Securities (Fixed), U.S. CMBS Investment Grade, U.S. Securitized: MBS: Agency MBS, U.S. Corporate High Yield Intermediate and U.S Government Intermediate. We may change the relative weightings and sub-indices from time to time on a prospective basis; provided, however, the allocations established at initiation of a Guarantee Period will remain in effect until maturity of such Guarantee Period. During any Guarantee Period, if any Relevant Index is no longer available, or

BLOOMBERG DOES NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE BLOOMBERG INDICES OR ANY DATA RELATED THERETO. WITHOUT LIMITING ANY OF THE FOREGOING, TO THE MAXIMUM EXTENT ALLOWED BY LAW, BLOOMBERG, ITS LICENSORS, AND ITS AND THEIR RESPECTIVE EMPLOYEES, CONTRACTORS, AGENTS, SUPPLIERS, AND VENDORS SHALL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER FOR ANY INJURY OR DAMAGES—WHETHER DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR OTHERWISE—ARISING IN CONNECTION WITH THE CRC SELECT II PRODUCT OR HCRCIIA OPTION ADJUSTED SPREAD INDEX OR ANY DATA OR VALUES RELATING THERETO—WHETHER ARISING FROM THEIR NEGLIGENCE OR OTHERWISE, EVEN IF NOTIFIED OF THE POSSIBILITY THEREOF.
Refer to Appendix A for illustrations of the calculation of such Relevant Index (or any sub-indices) has substantially changed, we will use a substantially similar index for determining the MVA. We will notify you of any changes in the Relevant Index and the substitute we will use. Prior approval by your state's insurance superintendent may be required before we can substitute a Relevant Index.
The Relevant Index applied to your Contract will be listed on your contract specifications page. You will be issued a new contract specifications page upon commencement of each new Guarantee Period.
MVAs and Surrender Chargessurrender charges can cause the amount you would receive upon a Full Surrender to be less than your original Premium Payment. MVA volatility may vary by Guaranteed Period duration and the Relevant Index applied as of contract issuance.
We will waive yourapply an MVA in the following circumstances:unless you:
Surrenders made:
transfer to a new Guarantee Period at the end of an existing Guarantee Period;
while invested in the Default Guarantee Period; or
within the thirty (30) day window at the beginning of a new Guarantee Period if renewed directly into a newyour current Guarantee Period;
Partialtransfer to the Access Account;
request distributions due to death;
have a Required Minimum Distribution from an IRA;
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request a partial surrender of amounts up tonot more than the Annual Free Withdrawal Amount; or
Upon death of the Annuitant, joint Owner or Owner if paid as a lump sum;
Upon annuitization ofannuitize your Contract at(Annuity Commencement Date) on a date that coincides with the end of a Guarantee Period or the Maximum Annuity Commencement Date;Period.
Upon cancellation during the right to examine period (if required by applicable state law); and/or
Required Minimum Distributions.
In the event that we waive your MVA, you will not receive the benefit of positive market action. On the other hand, you will also not be affected by a reduction to your Gross Surrender Value.
Premium Taxes
A deduction is also made for premium taxes, if any, imposed on us by a state, municipality, or other governmental entity. The tax, currently ranging from 0% to 3.5%, is assessed at the time purchase payments are made or when annuity payments begin. We will pay premium taxes at the time imposed under applicable law. Talcott Resolution, atWe, in our sole discretion, may deduct premium taxes at the time we pay such taxes to the applicable taxing authorities, upon surrender, or when annuity payments commence.
Other Charges
We may offer reduced fees and charges for certain Contracts that may result in decreased costs and expenses.
B. Surrenders
Are there any restrictions on partial surrenders?
Yes. If you request a partial surrender before we begin to make Annuity Payouts, there are two restrictions:
The amount you want to surrender must be at least equal to $500 - our current minimum for partial surrenders, and
The Contract must equal or exceed the Minimum Contract Value after the surrender.
The above restrictions do not apply to the Annual Free Withdrawal Amount.
We reserve the right to terminate your Contract and pay you the Net SurrenderContract Value minus any applicable charges or adjustments if your Contract Value is under the Minimum Contract Value after the surrender. Full surrenders of Contract Value are not permitted after your Annuity Commencement Date.
How do I request a surrender?
Requests for surrenders must be in writing. To request a full or partial surrender, complete a surrender form or send us a letter, signed by you, stating:
the dollar amount that you want to receive, either before or after we withhold taxes and deduct for any applicable charges;
your tax withholding amount or percentage, if any; and
your mailing address.
If there are joint Owners, both must authorize all surrenders.
We may defer payment of any partial or Full Surrender for a period not exceeding six months from the date of our receipt of your notice of surrender or the period permitted by state insurance law, if less. We mayIf we defer a surrender payment more than 1030 days, and, if we do, we will pay interest per annum of at least 1% per annumthe statutory required minimum interest rate then in effect on the amount deferred.
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What tax consequences are associated with surrenders?
Prior to age 59½ -If you make a surrender prior to age 59½59½, there may be adverse tax consequences including a 10% federal income tax penalty on the taxable portion of the surrender payment. Surrendering before age 59½ 59½ may also affect the continuing tax-qualified status of some Contracts.
More than one Contract issued in the same calendar year - If you own more than one Contract issued by us or our affiliates in the same calendar year, then these Contracts willmay be treated as one Contract for the purpose of determining the taxation of distributions prior to the Annuity Commencement Date.
C. Death Benefit
What is the Death Benefit and how is it calculated?
Before we begin to make Annuity Payouts, we will pay a Death Benefit upon the first death of the Owner, joint Owner or Annuitant, provided there is no surviving Contingent Annuitant. The Death Benefit is calculated as of the date we receive a certified death certificate or other legal document acceptable to us at our Administrative Office. The Death Benefit we pay is equal to the Contract Value on the date we receive the requisite documents. No Surrender Charges will apply to the Death Benefit. No MVA will apply to the Death Benefit if taken in one lump sum.
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How is the Death Benefit paid?
The Death Benefit may be taken in one lump sum or under any of the Annuity Payout Options then being offered by us. There is no Surrender Charge or MVA applied to a single lump sum Death Benefit. However, depending on the settlement option elected, a MVA may be applied to any Surrender. An Owner may designate the manner in which the Beneficiary will receive the Death Benefit. The Death Benefit amount remains invested in the current Guarantee Period duration and is subject to the Guaranteed Interest Rate applicable to that duration. The Death Benefit amount remains invested until complete settlement instructions are received from each Beneficiary. On the date we receive complete instructions from the Beneficiary, we will compute the Death Benefit amount to be paid out or applied to a selected Annuity Payout Option. When there is more than one Beneficiary, we will calculate the Death Benefit amount for each Beneficiary's portion of the proceeds and then pay it out or apply it to a selected Annuity Payout Option according to each Beneficiary's instructions. If we receive complete instructions on a non-Valuation Day, computations will take place on the next Valuation Day.
Unless we are otherwise instructed, we may in our discretion, issue the Beneficiary a draft book if your Beneficiary elects to receive the Death Benefit amount as a lump sum payment. The Beneficiary can write one draft for total payment of the Death Benefit, or write drafts as needed. We will credit interest at a rate determined periodically in our sole discretion. For federal income tax purposes, the Beneficiary will be deemed to have received the lump sum payment. Interest will be taxable to the Beneficiary in the tax year that it is credited. We may issue a check to the Beneficiary if the Beneficiary resides, or the Contract was purchased, in a state that imposes restrictions on this method of payment.
The Beneficiary may elect under the Annuity Proceeds Settlement Option "Death Benefit Remaining with the Company" to leave proceeds from the Death Benefit invested with us for up to five (5) years from the date of death if death occurred before the Annuity Commencement Date (this date is sometimes referred to as the "option end date"). During the selected distribution period the amounts otherwise payable as a Death Benefit will remain in the same Guarantee Period and continue to earn the same Guaranteed Interest Rate as at the time of death. If the Guarantee Period ends before the end of the applicable option end date the Beneficiary may elect a new Guarantee Period with a duration closest to, but not to exceed the time remaining in the applicable Guarantee Period, if available. If a new Guarantee Period is not elected, the Contract Value shall be automatically converted into the Default Guarantee Period. In the event of any surrender, the remaining Contract Value will equal the Death Benefit, minus any Gross Surrender Values, plus any Guaranteed Interest Rate earned.Date. The Beneficiary can take surrenders without paying Surrender Charges. A MVA will apply if surrenders are taken on a Business Day other thansurrender charges.
We reserve the option end date.
Ifright to inform the Guarantee Period effective on the date of the death benefit option was elected ends before the end of the five (5) year period, the Beneficiary may elect a new Guarantee Period with a then available duration closest to, but not to exceed the time remainingIRS in the five year period. If a new Guarantee Period is not elected, the Default Guarantee Period will automatically commence.
event that we believe that any Beneficiary has intentionally delayed delivering proper proof of death in order to circumvent applicable Code proceeds payment duties. We shall endeavor to fully discharge the last instructions from the Owner wherever possible or practical.
The Beneficiary of a non-qualified Contract or IRA may also elect the Single Life Expectancy Only option. This option allows the Beneficiary to take the Death Benefit in a series of payments spread over a period equal to the Beneficiary's remaining life expectancy. Distributions are calculated based on IRS life expectancy tables. This option is subject to different limitations and conditions depending on whether the Contract is non-qualified or an IRA. The Beneficiary can take surrenders without paying Surrender Charges. A MVA will apply if surrenders are taken on a Business Day other than the option end date. For details on specific limitations pertaining to IRAs and other Tax-Qualified contracts please see "Federal Tax Considerations" Section I “Information Regarding Tax-Qualified Retirement Plans.”
9




Required Distributions - if the Owner dies before the Annuity Commencement Date, the Death Benefit must be distributed within five (5) years after death. The Beneficiary can choose any Annuity Payout Option that results in complete Annuity Payout within five (5) years.
If the Owner dies on or after the Annuity Commencement Date under an Annuity Payout Option with a payout upon Death Benefit, any remaining value must be distributed at least as rapidly as under the Annuity Payout Option being used as of the Owner's death.
If the Owner is not an individual (e.g. a trust), then the primaryoriginal Annuitant will be treated as the Owner in the situations described above and any change in the primaryoriginal Annuitant will be treated as the death of the Owner.
Additional limitations and requirements for distributions apply to Tax Qualified contracts. Please see "Federal Tax Considerations" Section I "Information“Information Regarding Tax-Qualified Plan."Retirement Plans.”
What should the Beneficiary consider?
Alternatives to the Required Distributions — the selection of an Annuity Payout Option and the timing of the selection will have an impact on the tax treatment of the Death Benefit. To receive favorable tax treatment, the Annuity Payout Option selected: (a) cannot extend beyond the Beneficiary's life or life expectancy, and (b) must begin within one (1) year of the date of death.
If these conditions are not met, the Death Benefit will be treated as a lump sum payment for tax purposes. This sum will be taxable in the year in which it is considered received.
Spousal contract continuation -subject to state variations, if the Owner dies, the Owner's spouse (if allowed under applicable federal tax law), if named as sole Beneficiary, may elect to continue the Contract as the new Owner. This spousal continuation is available only once for each Contract. The spouse may alternatively elect to receive the Death Benefit in one lump sum payment or have the Death Benefit paid under one of the Annuity Payout Options.
In the event of the death of the Owner when there is no joint Owner, the Annuitant (Contingent Annuitant if applicable) is alive and the spouse is the sole Beneficiary,beneficiary, unless the spouse elects to be paid through another death benefit option, the Contract maywill continue with the spouse as the Owner and all rights of the original Owner shall become the spouse's.
Death Benefit while in the Default Guarantee Period -Access Account — if the Contract Owner or Annuitant dies while the Contract Value is allocated to the Default Guarantee Period,Access Account, and we do not receive a payment election as provided in the Settlement of Death Benefit
12



provision of the Contract prior to the expiration date of the Access Account, we will automatically establish a renewal Guarantee Period. The renewal will be effective as of the date of transfer from the prior Guarantee Period Access Account expiration date, and will be established using the same duration, allocation and account(s), as applicable, previously selected by the Contract Value shallOwner associated with the prior Guarantee Period. This will remain in effect until the Default Guarantee Period untilearlier of the Settlement of the Death Benefit as provided by the Contract is received by us.or the Guarantee Period Expiration Date.
Who will receive the Death Benefit?
The distribution of the Death Benefit is based on whether death is before, on or after the Annuity Commencement Date. The following tables describe common scenarios. Under certain circumstances; however, a Death Benefit may not be payable.
If death occurs before the Annuity Commencement Date:
If the deceased is the . . .and . . .and . . .then the . . .
OwnerThere is a surviving joint OwnerThe Annuitant is living or deceasedJoint Owner receives the Death Benefit.
OwnerThere is no surviving joint OwnerThe Annuitant is living or deceasedDesignated Beneficiary receives the Death Benefit.
OwnerThere is no surviving joint Owner or surviving BeneficiaryThe Annuitant is living or deceasedOwner's estate receives the Death Benefit.
AnnuitantThe Annuitant is also the OwnerThere is no named Contingent Annuitant or there is no Contingent AnnuitantDesignated Beneficiary receives the Death Benefit.
AnnuitantThe Owner is a trust or other non-natural personThere may be no named Contingent AnnuitantThe Owner receives the Death Benefit.
AnnuitantThe Owner is livingThere is no named Contingent AnnuitantThe Owner is presumed to be the Contingent Annuitant and the Contract continues. The Owner may waive this presumption and receive the Death Benefit.
AnnuitantThe Owner is livingThe Contingent Annuitant is livingContingent Annuitant becomes the Annuitant, the designated Beneficiary remains the Beneficiary and the Contract continues.
If death occurs on or after the Annuity Commencement Date:
If the deceased is the . . .and . . .and . . .then the . . .
OwnerThere is a surviving OwnerThe Annuitant is livingThe surviving OwnerDesignated Beneficiary becomes the sole Owner
OwnerThere is a surviving OwnerAll Annuitants are livingThe surviving Owner receives the death benefit
10




OwnerThere is no surviving OwnerAn Annuitant is livingThe designated beneficiary(ies) become the Owner(s) and payments continue
OwnerThere is no surviving AnnuitantAll Annuitants are deceasedThe designated beneficiary(ies) receive(s) the death benefit, if anyPayments continue.
AnnuitantThe Owner is livingThere is a surviving OwnerThere is a living AnnuitantAnnuity payments continue toOwner receives the surviving Owner(s) as applicableDeath Benefit.
AnnuitantThereThe Annuitant is a survivingalso the OwnerAll Annuitants are deceasedThe surviving Owner(s)Designated Beneficiary receives the death benefit, if any
AnnuitantThere is no surviving OwnerThere is a living AnnuitantThe designated beneficiary(ies) become the Owner(s) and payments continue
AnnuitantThere is no surviving OwnerAll Annuitants are deceasedThe designated beneficiary(ies) become the Owner(s) and the period certain payments continueDeath Benefit.

D. Annuity Payouts
1. When do you want Annuity Payouts to begin?
You selectedselect an Annuity Commencement Date when you purchasedpurchase your Contract.Contract or at any time before we begin making Annuity Payouts. You may change the Annuity Commencement Date by notifying us at any time before we begin to make Annuity Payouts.
The Annuity Commencement Date cannot be deferred beyond the end of the Guarantee Period immediately following the Annuitant's 90th birthday or the end of the Guarantee Period immediately following the end of the 10th Contract Year, whichever is later. You may elect a later (the "Maximum ACD").date to begin receiving payments, subject to the laws and regulations then in effect, your broker-dealer's protocols, if any and our prior approval. Unless you elect an Annuity Payout Option before the Annuity Commencement Date, we will begin to make Annuity Payouts under the Life Annuity with a 10-Year Period Certain Annuity Payout Option.
If the Annuity Commencement Date does not coincide with the end of a Guarantee Period, aan MVA will apply. In that case, we will determine the amount available for Annuity Payouts by taking your Contract Value, deducting any applicable
13



premium taxes and then multiplying that amount by the MVA. No MVA will apply if the Annuity Commencement Date coincides with the end of your Guarantee Period.
If you rollover into a subsequent Guarantee Period or the Maximum ACD.
Youtransfer to a Guarantee Period of a different duration, you cannot rollover or transfer into a Guarantee Period with a duration that will take you past your Annuity Commencement Date. That means thatFor example, if you elected to begin Annuity Payouts on your Annuitant's 90th birthday and theyour Annuitant is 87 years old, you would not be able to rollover or transfer into a new Guarantee Period with a duration longer than three (3) years unless you extended your Annuity Commencement Date (assuming that this Guarantee Period was then available).Date.
All Annuity Payouts, regardless of frequency, will occur on the same day of the month as the Annuity Commencement Date.
2. Which Annuity Payout Option do you want to use?
Your Contract contains the Annuity Payout Options described below. We may at times offer other Annuity Payout Options. Once Annuity Payouts begin, you cannot change the Annuity Payout Option.
Life Annuity - We make Annuity Payouts as long as the Annuitant is living. When the Annuitant dies, we stop making Annuity Payouts. A Payee would receive only one Annuity Payout if the Annuitant dies after the first Payout, two Annuity Payouts if the Annuitant dies after the second Payout, and so forth.
Life Annuity with a Cash Refund - We make Annuity Payouts as long as the Annuitant is living. When the Annuitant dies, we stop making Annuity Payouts. At the death of the Annuitant, if the Contract Value on the Annuity Commencement Date minus any premium tax is greater than the sum of all Annuity Payouts already made, any difference will be paid to the Beneficiary.
Life Annuity with Payments for a Period Certain - We make Annuity Payouts during the lifetime of the Annuitant but Annuity Payouts are at least guaranteed for a period of time you select between five (5) years and 100 years minus the age of the Annuitant. If, at the death of the Annuitant, Annuity Payouts have been made for less than the minimum elected number of years, then the Beneficiary may elect to (a) continue Annuity Payouts for the remainder of the minimum elected number of years or (b) receive the commuted value in one sum. If the Contract is a qualified contract, the annuity payments may need to be modified after the death of the individual or designated beneficiary, as necessary to comply with IRS rules and regulations.
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Joint and Last Survivor Life Annuity - We will make Annuity Payouts as long as either the Annuitant or Joint Annuitant are living. When one Annuitant dies, we continue to make Annuity Payouts to the other Annuitant until that second Annuitant dies. When choosing this option, you must decide what will happen to the Annuity Payouts after the first Annuitant dies. You must select Annuity Payouts that:
Remain the same at 100%, or
Decrease to 66.67%, or
Decrease to 50%.
The percentages represent actual dollar amounts. The percentage will also affect the Annuity Payout amount we pay while both Annuitants are living. If you pick a lower percentage, your original Annuity Payouts will be higher while both Annuitants are alive.
Joint and Last Survivor Life Annuity with Payments for a Period Certain - We make Annuity Payouts for a fixed number of years and during the lifetimes ofso long as either the Annuitant and theor Joint Annuitant and thereafter during the remaining lifetime of the Beneficiary.is living, but Annuity Payouts are at least guaranteed for a period of time you select between five (5) years and 100 years minus the age of the Annuitant. If at the death of the last surviving Annuitant, Annuity Payoutspayments have been made for less than the minimum elected number of years, thenperiod selected, the remaining payments will be made to the Beneficiary mayor the Beneficiary can elect to (a) continue Annuity Payouts forreceive the remainderpresent value of the minimum elected number of years or (b) receive the commuted valueremaining payments in a single lumpone sum. We will use an interest rate we determine in our sole discretion when calculating commuted value. If the Contract is a qualified contract, the annuity payments may need to be modified after the death of the individual or designated beneficiary, as necessary to comply with IRS rules and regulations.
To calculate the present value we will use an interest rate determined in our discretion. When choosing this option, you must decide what will happen to the Annuity PayoutsPayments after the last survivingfirst Annuitant dies. You must select Annuity Payouts that:
Remain the same at 100%, or
Decrease to 66.67%, or
Decrease to 50%.
The percentages representreflect actual dollar amounts. The percentage will also affect the Annuity Payout amount we pay while both Annuitants are living. If you pick a lower percentage, your original Annuity Payouts will be higher while both Annuitants are alive.
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Payments For a Period Certain - We will make Annuity Payouts for the number of years that you select. During the first Contract Year, you can select any period between ten (10) years and 100 years minus the Annuitant's age. After the first Contract Year, you can select any period between five (5) and 100 years minus the Annuitant's age. If, at the death of the Annuitant, Annuity Payouts have been made for less than the period certain, then the Beneficiary may elect to (a) continue Annuity Payouts for the remainder of the minimum elected number of years or (b) receive the commuted value in one sum. If the Contract is a qualified contract, the annuity payments may need to be modified after the death of the individual or designated beneficiary, as necessary to comply with IRS rules and regulations.
You cannot surrender your Contract once Annuity Payouts begin.
Qualified Contracts - if you elect an Annuity Payout Option with a Period Certain, the guaranteed number of years must be less thatthan the life expectancy of the Annuitant at the time the Annuity Payouts begin. We compute life expectancy using the IRS mortality tables.
Automatic Annuity Payments - if you do not elect an Annuity Payout Option, Annuity Payouts will automatically begin on the Annuity Commencement Date under the Life Annuity with Payments for a Period Certain Annuity Payout Option with a ten-year period certain.
Annuity Proceeds Annuity Option — Amounts otherwise payable as a death benefit left in the Contract for a period not to exceed five (5) years from the date of any Contract Owner or Annuitant's death prior to the Annuity Commencement Date will remain in the same Guarantee Period and continue to earn the same interest rate as at the time of death. If the Guarantee Period ends before the end of the five (5) year period, the beneficiary may elect a new Guarantee Period with a duration closest to, but not to exceed the time remaining in the period of five (5) years from the date of the Contract Owner's or Annuitant's death. Full or partial surrenders may be made at any time. In the event of any surrender; however, the remaining value will equal the death benefit, minus any Gross Surrender Values, plus any interest earned.
3. How often do you want the Payee to receive Annuity Payouts?
In addition to selecting an Annuity Commencement Date and an Annuity Payout Option, you must also decide how often you want the Payee to receive Annuity Payouts. You may choose to receive Annuity Payouts:
monthly
quarterly
semiannually
annually
Once you select a frequency, it cannot be changed after the Annuity Commencement Date. If you do not make a selection, the Payee will receive monthly Annuity Payouts. The first payment must be at least equal to the minimum payment amount according to our rules then in effect. If at any time, payments become less than the minimum payment amount, we have the right to change the payment frequency to meet the minimum payment requirements. If any payment amount is less than the minimum annual payment amount, we may make an alternative arrangement with you.
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4. How are Annuity Payouts calculated?
The Tables in the Contract provide for guaranteed dollar amounts of monthly payments for each $1,000 applied under the Annuity Payout Options. Under the Life Annuity, Life Annuity with Cash Refund and Life Annuity with Payments for a Period Certain, the amount of each Annuity Payout will depend upon the age and gender of the Annuitant at the time the first Annuity Payout is due. Under the Joint and Last Survivor Life Annuity and Joint and Last Survivor Life Annuity with Payments for a Period Certain, the amount of the first Annuity Payout will depend upon the gender of both Annuitants and their ages at the time the Annuity Payout is due.
Gender will not be used to determine the amount of the Annuity Payouts if the Contract is issued to qualify under certain sections of the Code. If gender is used to determine the amount of Annuity Payouts, the Annuity tables in the Contract will provide guaranteed minimum rates of payment for male Annuitants and female Annuitants.
The fixed payment Annuity tables for the Annuity Payout Options, except for Payments for a Period Certain Annuity Payout Option are based on the 1983a Individual Annuity 2000 Mortality Table projected forwardto the year 2000 using Projection Scale AAG and an interest rate of 1.5%2.5%. The table for the Payments for a Period Certain Annuity Payout Option is based on an interest rate of 1.5%2.5% per annum.
The Annuity tables for the Annuity Payout Options, except for Payments for a Period Certain Annuity Payout Option are age dependent. The amount of the paymentsfirst payment will be based on an age a specified number of years younger than the Annuitant's then attained age. The age setback is as follows:
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Date of First PaymentAge Setback
Prior to 20252009 - 20142 years
2years
20252015 - 20193 years
2020 - 20294 years
3years
2030 - 20395 years
4years
2040 - 2049
5years
2050or later
6 years
6years

E. Miscellaneous
1. Definitions
The following terms are capitalized throughout this prospectus.
Access Account — An account where the Contract Value may be temporarily invested at the end of any Guaranteed Period.
Administrative Office: Effective July 1, 2021, ourOur overnight mailing address will be changed from Talcott Resolution - Annuity Service Operations, 1338 Indian Mound Drive, Mt. Sterling, KY 40353 ("Sterling Address") tois Talcott Resolution - Annuity Service Operations, 6716 Grade Lane, Building 9, Louisville, KY 40213 ("Louisville Address") Any overnight mail received from July 1, 2021 through September 30, 2021 will be forwarded to our new Louisville Address. Overnight mail received at the Sterling Address after September 30, 2021, will not be processed and will be returned to sender.40213. Our standard mailing address is Talcott Resolution - Annuity Service Operations, PO Box 14293, Lexington, KY 40512-4293.
Annuitant — The person on whose life this Contract is issued.
Annuity Commencement Date — The date we start to make Annuity Payouts.
Annual Free Withdrawal Amount - This amount equals any interest credited to the Contract Value during the 12 months prior to the Surrender Date that was not previously withdrawn.
Annuitant -Beneficiary — The person on whose life this Contract is issued.
Annuity Commencement Date -The date we start to make Annuity Payouts.
Beneficiary -The person(s) entitled to receive benefits pursuant to the Contract following the death of the Owner(s) or Annuitant, as applicable.
Business or Valuation Day - Any day that we, and for so long as, the New York Stock Exchange areis open.
Code - The Internal Revenue Code of 1986, as amended.
Contingent Annuitant - The person you may designate to become the Annuitant if the Annuitant dies prior to the Annuity Commencement Date.
Contract - The individual annuity contract and any endorsements or riders. The terms "Contract" and "annuity" are used synonymously throughout this Prospectus.prospectus.
Contract Anniversary - The annual anniversary of the date that a Contract is issued. If the Contract Anniversary Date falls on a non-Business Day, then the Contract Anniversary will be the preceding Business Day.
Contract Value - The sum of your Premium Payment and all interest earned minus any Full or Partial Surrenders (including applicable Surrender Charges, premium taxes and MVAs previously applied).
Contract Year - The twelve (12) month period between Contract Anniversaries, beginning on the date that the Contract is issued.
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Death Benefit - The amount that we will pay upon the death of the Owner(s) or the Annuitant, as applicable.
Default Guarantee Period -The duration that is automatically established by us as a default in the event that you do not elect a renewal Guarantee Period upon the expiration of a Guarantee Period.
Full Surrender - The full liquidation of your Contract upon which you will receive the net Surrender Value.
Gross Surrender Value - The amount deducted from your Contract Value as of the Valuation Day coinciding with a partial or Full Surrender; prior to the deduction of(including applicable Surrender Charges, Premium Taxes and MVA, as applicable.MVA).
Guaranteed Interest Rate -Account or Account — During the initial Guarantee Period and any subsequent Guarantee Periods, the Contract Value is allocated to this account and earns interest that is guaranteed at a rate that we determine for such Guarantee Period duration as then offered by us. This account is not part of any separate account of the Company. Instead, it is a notional account for purposes of tracking the values in your Contract.
Guarantee Rate:The then current interest rate for available Guarantee Periods quoted by us from time to time.
Guarantee Period(s) - The period offered by us and elected by you for which either an initial or renewal interest rate will be credited.
Joint Annuitant - The person on whose life Annuity Payouts are based if the Annuitant dies after the Annuity Calculation Date. You may name a Joint Annuitant only if your Annuity Payout Option provides for a survivor. The Joint Annuitant may not be changed.
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Market Value Adjustment (MVA) - A positive or negative adjustment applied in the determination of your Gross Surrender Value after the Annual Free Withdrawal Amount is taken into consideration, if applicable, and after Surrender Charges are deducted, if applicable.
Minimum Contract Value - The lowest Contract Value needed to sustain a Contract.
Net Surrender Value - The amount payable upon a partial or Full Surrender or commutations after any applicable Surrender Charges, Premium Taxes and MVA as applicable, have been applied.
Owner or you - The owner or holder of this Contract.
Relevant Index -A composite index corresponding with each Guarantee Period.
Talcott Resolution, we, us or our - Talcott Resolution Life Insurance Company.
2. Ownership Changes
We reserve the right to approve all ownership changes, including any assignment of your Contract (or any benefits) to others or the pledging of your Contract as collateral.
3. Assignment
A non-qualified Contract may be assigned. We must be properly notified in writing of an assignment. We reserve the right to reject any assignment which we determine to be intended to effect a secondary market for this product. Any Annuity Payouts or surrenders requested or scheduled before we record an assignment will be made according to the instructions we have on record. We are not responsible for determining the validity of an assignment. Assigning a non-qualified Contract may require the payment of income taxes and certain penalty taxes. A qualified Contract may not be transferred or otherwise assigned (whether directly or used as collateral for a loan), unless allowed by applicable law.law and approved by us in writing. We can withhold our consent for any reason. We are not obligated to process any request for approval within any particular time frame. Please consult a qualified tax adviser before assigning your Contract.
4. Speculative Investing
Do not purchase this Contract if you plan to use it, or any of its riders, for speculation, arbitrage, viatication or any other type of collective investment scheme. By purchasing this Contract you represent and warrant that you are not using this product, or any of its riders, for speculation, arbitrage, viatication or any other type of collective investment scheme.
5. Amendment of Contracts
We may modify the Contract, but no modification will affect the amount or term of any Contract unless a modification is required in order to conform the Contract to applicable law. No modification will affect the method by which Contract Values are determined. We will notify you in writing of any Contract amendments.
6. State Variations
Your Contract may be subject to variations required by various State insurance departments. Variations are subject to change without notice.
California, Connecticut and New Jersey - In addition to a surviving spouse who is the designated beneficiary, contract continuation is available for a designated beneficiary who is a registered domestic partner or civil union partner pursuant to, or otherwise recognized by, state law, subject to the provisions of section 72(s)(3) of the Internal Revenue Code. In the event the designated beneficiary seeks to continue the contract, and the designated beneficiary is not treated as the "holder" under section 72(s)(3) of the Internal Revenue Code (which is the case under current federal law for a civil union or domestic partner), the distribution requirements of Internal Revenue Code section 72(s)(1) and (2) (which require
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distributions to begin within five (5) years of the death of holder or at least as rapidly as the distribution method previously commenced by the holder) shall apply. Contract continuation may be elected once with respect to this contract.
Florida - This— The Annuity Commencement Date may be changed by you to a date not earlier than one (1) year after the Contract issue date and not beyond the end of the Guarantee Period immediately following the later of the Annuitant's 90th birthday or the 10th Contract Year unless the Contract Owner elects a later Annuity Commencement Date in writing, subject to laws and regulations then in effect and our approval. If the Annuity Commencement Date does not coincide with the end of a Guarantee Period, we will apply your Contract Value, less any applicable premium taxes, to purchase the modal income payments under the Life Annuity Payout Option without applying an MVA. If the Annuity Commencement Date coincides with the end of any Guarantee Period, no MVA will be applied in the determination of the monthly income payments for any of the Annuity Options. No Surrender Charge will be applied upon annuitization at any time. We may offer additional Annuity Options in addition to those described above.
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The contingent deferred sales charge schedule is not available.as follows:
Guarantee
Period Year
Initial
Guarantee Period
Subsequent
Guarantee Period
16%4%
26%3%
35%2%
44%2%
53%2%
62%2%
72%2%
82%2%
91%1%
100%0%
Maryland - No full or partial surrenders at the end of a Guarantee Period shall be subject to a Surrender Charge or MVA for Charitable Remainder Trusts only.
Massachusetts - Nursing home waiver of Surrender Chargesurrender charge rider is not permitted.
New York - The contingent deferred sales charge schedule is as follows:
GuaranteeGuaranteeInitialSubsequent
Guarantee Period
GuaranteeInitialSubsequent
Guarantee Period
Period
Year
Period
Year
Guarantee
Period
Five years
or longer
Four yearsThree yearsPeriod
Year
Guarantee
Period
Five years
or longer
Four yearsThree yearsTwo yearsOne year
117%5%4%3%17%5%4%3%2%1%
226%4%3%2%26%4%3%2%1%0%
335%3%2%1%35%3%2%1%0%
444%2%1%0%44%2%1%0%
553%1%0%0%53%1%0%
662%0%0%0%62%0%
771%0%0%0%71%0%
880%0%0%0%80%
990%0%0%0%90%
10100%0%0%0%100%

Pennsylvania - The eligible confinement requirement under the nursing home sales charge waiver is reduced from 180 to 90 days.
Utah- The contingent deferred sales charge schedule is as follows:
Guarantee
Period Year
Initial
Guarantee Period
Subsequent
Guarantee Period
16%4%
26%3%
35%2%
44%2%
53%2%
62%2%
72%2%
82%2%
91%1%
100%0%

7. The Company
Talcott Resolution (formerly Hartford Life Insurance Company) is a stock life insurance company. Talcott Resolution is authorized to do business in all states of the United States and the District of Columbia. Talcott Resolution was originally incorporated under the laws of Massachusetts on June 5, 1902, and subsequently redomiciled to Connecticut. Our corporate offices are located at 1 Griffin Road North, Windsor, Connecticut 06095.American Row, Hartford, CT 06103. For additional information about Talcott Resolution, please see Appendix A."Information About Talcott Resolution Life Insurance Company and Financial Statements."
Insofar as indemnification for liability arising under the Securities Act of 1933 (the "Act") may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable.
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8. Investments by Talcott Resolution
Our assets must be invested in accordance with the requirements established by applicable state laws regarding the nature and quality of investments that may be made by life insurance companies and the percentage of assets that may be committed to any particular type of investment within a separate account designated for these purposes ("Separate Account").investment. In general, these laws permit investments, within specified limits and subject
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to certain qualifications, in federal, state and municipal obligations, (including U.S. Treasury and government agency and instrumentality obligations), investment grade and high-yield (junk) corporate bonds, preferred and common stocks, asset-backed securities, mortgage-backed securitiesreal estate and commercial mortgages, real estate and certain other investments.
Contract reserves will be accounted for in the Separate Account. The Separate Account is a non-unitized, non-insulated separate account. Separate Accountaccount assets may be commingled with investments from this and other modified guaranty annuity contracts. Owners have no priority claims on assets accounted for in this Separate Account.separate account. All our assets, including those accounted for in this Separate Account,separate account, are available to meet the guarantees under the Contracts and other modified guaranty annuities we issue in additionare available to meet our general obligations. Subject to state insurance department approvals, we may transfer assets between the separate account and our general account from time to time.
In establishing Guaranteed InterestGuarantee Rates, we intend to take into account among other things, the yields available on the types of debt instruments in which we intend to invest the proceeds from the Contracts. Our investment strategy with respect to the proceeds attributable to the Contract. We may also consider yields for other existing Separate Account investments when setting Guaranteed Interest Rates. We may, as part of our crediting rate strategy, consider the anticipated yields associated with debt investments assuming that they were held to maturity. Under certain market conditions, this approach may result in Guaranteed Interest Rates that are higher or lower than interest rates for seemingly comparable instruments. The Guaranteed Interest Rates offered to existing Owners may have no relationship to rates offered to prospective investors - or even other modified guarantee contract owners whose assets have been invested in this same Separate Account.
Our overall investment strategyContracts will generally be to invest in investment-grade (or comparable investment quality) debt instruments as determined on or about the date of acquisition. We have no obligation to dispose of debt instruments that have been downgraded or are no longer considered to be of investment grade. While we will seek to acquire debt instruments having durations tending to match the applicable Guarantee Periods, we reserve the right to use other available Separate Account assets to meet any of our contractual obligations. Subject to state law,Periods. The foregoing notwithstanding, we may transfer Separate Account assetsalso invest in other securities; including but not limited to, our general accountU.S. Treasury obligations, U.S. Government agency and vice versa.
instrumentality obligations, mortgage-backed securities and high-yield (junk) bonds. We reserveare not obligated to invest the right to alter investment strategies without notice. We may make a profitproceeds attributable to the extent that we are ableContract according to garner investment yields on Separate Account portfolio assets that are superior to those instruments representedany particular strategy, except as may be required by your then applicable Relevant Index.law. The investment strategy applied to Separate Accountseparate account investments from your Contractthese contracts may not necessarily be consistent with investment strategies applied with respect to investments from other modified guaranty annuity contract investments now or hereafter held within this Separateseparate account.
Assets and reserves associated with the Access Account will be held in our General Account.
Owners have no priority claims on assets accounted for in this account. All our assets are available to meet the guarantees under the Contracts and are available to meet our general obligations.
9. Experts
The consolidated financial statements and the related financial statement schedules of Talcott Resolution Life Insurance Company as of December 31, 2023 and 2022 (Successor Company), and for the years ended December 31, 2023 and December 31, 2022 (Successor Company), the period of July 1, 2021 to December 31, 2021 (Successor Company) and the six months ended June 30, 2021 (Predecessor Company), included in this Registration Statement,registration statement, have been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their reports appearing herein.reports. Such consolidated financial statements and financial statement schedules are included in reliance upon the reports of such firm given upon their authority as experts in accounting and auditing.
The principal business address of Deloitte & Touche LLP is City Place I, 33rd Floor, 185 Asylum Street, Hartford, Connecticut 06103-3402.
10. Legal Opinion
Lisa Proch, General Counsel for Talcott Resolution has passed upon the validity of the interests in the Contracts described in this prospectus.
12. Cybersecurity and Disruptions to Business Operations
We rely heavily on interconnected computer systems and digital data to conduct our annuity products business. Because our business is highly dependent upon the effective operation of our computer systems and those of our business partners, our business is vulnerable to disruptions from utility outages, and susceptible to operational and information security risks resulting from information systems failure (e.g., hardware and software malfunctions), and cyber-attacks. These risks include, among other things, the theft, misuse, corruption and destruction of data maintained online or digitally, interference with or denial of service, attacks on websites and other operational disruption and unauthorized release of confidential customer information. Such systems failures and cyber-attacks affecting us, any third-party administrator, intermediary and other affiliated or third-party service provider may adversely affect us and your Contract Value. For instance, systems failures and cyber-attacks may interfere with our processing of contract transactions, including the processing of orders from our website, impact our ability to calculate Contract Value, cause the release and possible destruction of confidential customer or business information, impede order processing, subject us and/or our service providers and intermediaries to
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regulatory fines and financial losses and/or cause reputational damage. There can be no assurance that we or our service providers will avoid losses affecting your Contract due to cyber-attacks or information security breaches in the future.
We are also exposed to risks related to natural and man-made disasters, including public health crises (such as COVID-19), terrorist acts, and other severe events that could adversely affect our ability to conduct our business operations. While we have adopted a business continuity plan and taken precautions, we cannot assure you that such events will not result in short- or long-term interruptions to our business operations, particularly if such events affect our computer systems or result in a significant number of our employees becoming unavailable. Interruptions to our business operations may interfere with our ability to effectively administer the Contract, including our ability to process orders and calculate Contract Value. Our third-party service providers and other third-parties related to our business (such as financial intermediaries or, in the case of our variable products, underlying funds) are subject to similar risks, risks of political instability, and disruptions to their business operations may cause interruptions to our own business operations. Even if our employees and the employees of our service providers are able to work remotely, those remote work arrangements could result in our business operations being less efficient than under normal circumstances and could lead to delays in our processing of Contract-related transactions, including orders from Contract owners.
Status Pursuant to Securities Exchange Act of 1934
Talcott Resolution relies on the exemption provided by Rule 12h-7 under the Securities Exchange Act of 1934 from the requirement to file reports pursuant to Section 15(d) of that Act.
13. How Contracts are sold
This Contract is no longer available for purchase.
We have entered into a distribution agreement with our affiliate TDC under which TDC serves as the principal underwriter for the Contracts. TDC is registered with the SEC under the Securities Exchange Act of 1934 as a broker-dealer and is a member of the Financial Industry Regulatory Authority (FINRA). The principal business address of TDC is the same as ours.
TDC has entered into selling agreements with affiliated and unaffiliated broker-dealers, and financial institutions ("Financial Intermediaries") for the sale of the Contracts. We pay compensation to TDC for sales of the Contracts by Financial Intermediaries. TDC, in its role as principal underwriter, did not retain any underwriting commissions for the fiscal year ended December 31, 2020.2023. Contracts were sold by individuals who were appointed by us as insurance agents and who were investment professionals of Financial Intermediaries.
Financial Intermediaries receive commissions. Certain selected Financial Intermediaries also receive additional compensation. All or a portion of the payments we make to Financial Intermediaries may be passed on to investment professionals according to Financial Intermediaries' internal compensation practices.
Up front commissions paid to Financial Intermediaries generally range from 0.25% to up to 3% of each Purchase Payment depending on the length of the initial Guarantee Period selected.
Commission arrangements may vary from one Financial Intermediary to another. Under certain circumstances, your investment professional may be required to return all or a portion of the commissions paid.
14.11. Telephone and Internet TransactionsTransfers
You may maketransfer your Contract Value to the Access Account or effect a variety of financial transactions by telephone or though our website.telephone. We will use reasonable procedures to confirm that your instructions are genuine. We require verification of account information and will record telephone instructions on tape. You will receive written confirmation of all financial transactions.
We may be liable for following unauthorized instructions if we fail to follow our established security procedures. However, you will bear the risk of a loss resulting from instructions entered by an unauthorized third party that we reasonably believe to be genuine.
We may modify or terminate these privileges at any time. You may find it difficult to exercise these privileges during times of extreme market volatility or due to circumstances beyond our control. We are not responsible for lost investment
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opportunities associated with your failure to transact business with us through the Internet, Interactive Voice Response or over the telephone.
Legal Opinion
Christopher Grinnell, Associate General Counsel for Talcott Resolution has passed upon the validity of the interests in the Contracts described in this prospectus.
Cybersecurity and Disruptions to Business Operations
Our business is highly dependent upon the effective operation of our computer systems and those of our business partners and service providers. Our business is therefore vulnerable to disruptions from utility outages and susceptible to operational and information security risks resulting from system failures and cybersecurity incidents. These risks include, among other things, the theft, misuse, corruption and destruction of electronic data, interference with or denial of service, attacks on systems or websites and other operational disruptions that could severely impede our ability to conduct our business and administer the Contract. Financial services companies and their third-party service providers are increasingly the targets of cyber-attacks involving the encryption of data (e.g., ransomware), disruptions in communications (e.g., denial of service), or unauthorized access to or release of personal or confidential information. In 2023, we were notified of a data security incident involving the MOVEit file transfer system used by numerous financial services companies. A third-party vendor uses that software on our behalf to, among other things, identify the deaths of insured persons and annuitants under life insurance policies and annuity contracts. We notified affected customers as required by law, and we continue to assess and investigate the overall impact of the incident. The techniques used to attack systems and networks change frequently, are becoming more sophisticated, and can originate from a wide variety of sources. The use of remote or flexible work arrangements, remote access tools, and mobile technology has expanded potential targets for cyber-attack.
System failures and cybersecurity incidents may adversely affect you and/or your Contract. For instance, a cyber-attack may interfere with our ability to process Contract transactions or calculate Contract values, or could result in the release of confidential customer information. Such events could also adversely affect us, as they may result in regulatory fines, financial losses and reputational damage. Although we take efforts to protect our systems from cybersecurity incidents, there can be no assurance that we or our service providers will be able to avoid cybersecurity incidents affecting Contract owners in the future. It is possible that a cybersecurity incident could persist for an extended period of time without detection.
We are also exposed to risks related to natural and man-made disasters, and other severe events, such as storms, public health crises, terrorist acts, and military actions, any of which could adversely affect our business operations. While we have a business continuity plan and have taken precautions, we cannot assure you that severe events will not result in interruptions to our business operations, particularly if such events affect our computer systems or result in a significant number of our employees becoming unavailable. Interruptions to our business operations may impair our ability to effectively administer the Contract, including our ability to process orders and calculate Contract values. Additionally, our third-party service providers and other third-parties related to our business (such as financial intermediaries) are subject to similar risks. Successful implementation and execution of their business continuity policies and procedures are largely beyond our control. Disruptions to their business operations may impair our own business operations.
Status Pursuant to Securities Exchange Act of 1934
Talcott Resolution relies on the exemption provided by Rule 12h-7 under the Securities Exchange Act of 1934 from the requirement to file reports pursuant to Section 15(d) of that Act.
Federal Tax Considerations
A. Introduction
The following summary of tax rules does not provide or constitute any tax advice. It provides only a general discussion of certain of the expected federal income tax consequences with respect to amounts contributed to, invested in or received from a Contract, based on our understanding of the existing provisions of the Internal Revenue Code ("Code"), Treasury Regulations thereunder, and public interpretations thereof by the IRSInternal Revenue Service ("IRS") (e.g., Revenue Rulings, Revenue Procedures or Notices) or by published court decisions. This summary discusses only certain federal income tax consequences to United States Persons, and does not
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discuss state, local or foreign tax consequences.
The term United States Persons means citizens or residents of the United States, domestic corporations, domestic partnerships, trusts or estates that are subject to United States federal income tax, regardless of the source of their income. See "Non-Resident Aliens and Foreign Entities" below regarding annuity purchases by, or payments to, non-U.S. persons.
We have preparedPursuant to IRS Circular 230, you are hereby notified of the following: The information contained in this summary after consultationdocument is not intended to (and cannot) be used by anyone to avoid IRS penalties. This document supports the promotion and marketing of
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insurance products. You should seek advice based on your particular circumstances from an independent tax advisor. This prospectus is not intended to provide tax, accounting or legal advice. Please consult with your tax counsel, but no opinion ofaccountant or attorney prior to finalizing or implementing any tax counsel has been obtained. or legal strategy or for any tax, accounting or legal advice concerning your situation.
We do not make any guarantee or representation regarding any tax status (e.g., federal, state, local or foreign) of any Contract or any transaction involving a Contract. In addition, there is always a possibility that the tax treatment of an annuity contract could change by legislation or other means (such as regulations, rulings or judicial decisions). Moreover, it is always possible that any such change in tax treatment could be made retroactive (that is, made effective prior to the date of the change). Accordingly, you should consult a qualified tax adviser for complete information and advice before purchasing a Contract.
In addition, although this discussion addresses certain tax consequences if you use the Contract in various arrangements, including Charitable Remainder Trusts, tax-qualified retirement arrangements, deferred compensation plans, split-dollar insurance arrangements or other employee benefit arrangements, this discussion is not exhaustive. The tax consequences of any such arrangement may vary depending on the particular facts and circumstances of each individual arrangement and whether the arrangement satisfies certain tax qualification or classification requirements. In addition, the tax rules affecting such an arrangement may have changed recently, e.g., by legislation or regulations that affect compensatory or employee benefit arrangements. Therefore, if you are contemplating the use of a Contract in any arrangement the value of which to you depends in part on its tax consequences, you should consult a qualified tax adviser regarding the tax treatment of the proposed arrangement and of any Contract used in it.
As used in the following sections addressing "Federal Tax Considerations," the term "spouse" means the person to whom you are legally married, as determined under federal tax law. This may include opposite or same-sex spouses, but does not include those in domestic partnerships or civil unions which are not recognized as married for federal tax purposes. You are encouraged to consult with an accountant, lawyer or other qualified tax advisor about your own situation.
The federal, as well as state and local, tax laws and regulations require us to report certain transactions with respect to your Contract (such as an exchange of or a distribution from the Contract) to the IRS and state and local tax authorities, and generally to provide you with a copy of what was reported. This copy is not intended to supplant your own records. It is your responsibility to ensure that what you report to the IRS and other relevant taxing authorities on your income tax returns is accurate based on your books and records. You should review whatever is reported to the taxing authorities by us against your own records, and in consultation with your own tax advisor, and should notify us if you find any discrepancies in case corrections have to be made.
THE DISCUSSION SET FORTH BELOW IS INCLUDED FOR GENERAL PURPOSES ONLY. SPECIAL TAX RULES MAY APPLY WITH RESPECT TO CERTAIN SITUATIONS THAT ARE NOT DISCUSSED HEREIN. EACH POTENTIAL PURCHASER OF A CONTRACT IS ADVISED TO CONSULT WITH A QUALIFIED TAX ADVISER AS TO THE CONSEQUENCES OF ANY AMOUNTS INVESTED IN A CONTRACT UNDER APPLICABLE FEDERAL, STATE, LOCAL OR FOREIGN TAX LAW.
B. Taxation of Talcott Resolution and the Separate Account
We are taxed as a life insurance company under Subchapter L of Chapter 1 of the Code. We will own the assets underlying the Contracts. The income earned on such assets will be our income.income.
C. Taxation of Annuities - General Provisions Affecting Contracts Not Held in Tax-Qualified Retirement Plans
Section 72 of the Code governs the taxation of annuities in general.
1.  Non-Natural Persons as Owners
Pursuant to Code Section 72(u), an annuity contract held by a taxpayer other than a natural person generally is not treated as an annuity contract under the Code. Instead, such a non-natural owner is generally required to currently include in gross income for each taxable year the excess of (a) the sum of the net surrender value of the contract as of the end of the taxable year plus all distributions under the contract received during the taxable year or any prior taxable year, over (b) the sum of the amount of net premiums under the contract for the taxable year and prior taxable years and amounts includible in gross income for prior taxable years with respect to such contract under Section 72(u). However, Section 72(u) does not apply to:
A contract the nominal owner of which is a non-natural person but the beneficial owner of which is a natural person (e.g., where the non-natural owner holds the contract as an agent for the natural person);
A contract acquired by the estate of a decedent by reason of such decedent's death;
Certain contracts acquired with respect to tax-qualified retirement arrangements;
Certain contracts held in structured settlement arrangements that may qualify under Code Section 130; or
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A single premium immediate annuity contract under Code Section 72(u)(4), which provides for substantially equal periodic payments and an annuity starting date that is no later than 1 year from the date of the contract's purchase.
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A non-natural owner that is a tax-exempt entity for federal tax purposes (e.g., a tax-qualified retirement trust or a Charitable Remainder Trust) generally would not be subject to federal income tax as a result of such current gross income under Code Section 72(u). However, such a tax-exempt entity, or any annuity contract that it holds, may need to satisfy certain tax requirements in order to maintain its qualification for such favorable tax treatment. See, e.g., IRS Tech. Adv. Memo. 9825001 for certain Charitable Remainder Trusts.
Pursuant to Code Section 72(s), if the owner is a non-natural person, the primary annuitant is treated as the "holder" in applying the required distribution rules described below. These rules require that certain distributions be made upon the death of a "holder." In addition, for a non-natural owner, a change in the primary annuitant is treated as the death of the "holder." However, the provisions of Code Section 72(s) do not apply to certain contracts held in tax-qualified retirement arrangements or structured settlement arrangements.
For tax years beginning after December 31, 2012, estates and trusts with gross income from annuities may be subject to an additional tax (Unearned Income Medicare Contribution) of 3.8%, depending upon the amount of the estate or trust's adjusted gross income for the taxable year.
2.  Other Contract Owners (Natural Persons).
An owner is not taxed on increases in the value of the Contract until an amount is received or deemed received, e.g., in the form of a lump sum payment (full or partial value of a Contract) or as Annuity payments under the settlement option elected.
The provisions of Section 72 of the Code concerning distributions are summarized briefly below. Also summarized are special rules affecting distributions from Contracts obtained in a tax-free exchange for other annuity contracts or life insurance contracts, which were purchased prior to August 14, 1982. For tax years beginning after December 31, 2012, individuals with gross income from annuities may be subject to an additional tax (Unearned Income Medicare Contribution) of 3.8%, depending upon exceeding of certain income thresholds.
a.  Distributions PriorAmounts Received as an Annuity.
Contract payments made periodically at regular intervals over a period of more than one full year, such that the total amount payable is determinable from the start (“amounts received as an annuity”) are includable in gross income to the Annuity Commencement Date.
i.extent the payments exceed the amount determined by the application of the ratio of the allocable “investment in the contract” to the total amount of the payments to be made after the start of the payments (the “exclusion ratio”) under Section 72 of the Code. Total premium payments less amounts received which were not includable in gross income equal the "investment“investment in the contract" under Section 72contract.”
i.When the total of amounts excluded from income by application of the Code.exclusion ratio is equal to the allocated investment in the contract for the Annuity Payout, any additional payments (including surrenders) will be entirely includable in gross income.
ii.To the extent that the value of the Contract (ignoring any surrender charges except on a full surrender) exceeds the "investment in the contract," such excess constitutes the "income on the contract". It is unclear what value should be used in determining the "income on the contract." We believe that the "income on the contract" does not include some measure of the value of certain future cash-value type benefits, but the IRS could take a contrary position and include such value in determining the "income on the contract".
iii.b.  Amounts Not Received as an Annuity.
i.To the extent that the “cash value” of the Contract (ignoring any surrender charges except on a full surrender) exceeds the “investment in the contract,” such excess constitutes the “income on the contract.”
ii. Any amount received or deemed received prior to the Annuity Commencement Date (e.g., upon a withdrawal or partial surrender), which is non-periodic and not part of a partial annuitization, is deemed to come first from any such "income“income on the contract"contract” and then from "investment“investment in the contract," and for these purposes such "income“income on the contract" shall becontract” is computed by reference to anythe aggregation rule described in subparagraph 2.c. below. As a result, any such amount received or deemed received (1) shall be includable in gross income to the extent that such amount does not exceed any such "income“income on the contract," and (2) shall not be includable in gross income to the extent that such amount does exceed any such "income“income on the contract." If at the time that any amount is received or deemed received there is no "income“income on the contract"contract” (e.g., because the gross value of the Contract does not exceed the "investment“investment in the contract"contract,” and no aggregation rule applies), then such amount received or deemed received will not be includable in gross income, and will simply reduce the "investment“investment in the contract."
iii. Generally, non-periodic amounts received or deemed received after the Annuity Commencement Date (or after the assigned annuity starting date for a partial annuitization) are not entitled to any exclusion ratio and shall be fully
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includable in gross income. However, upon a full surrender after such date, only the excess of the amount received (after any surrender charge) over the remaining “investment in the contract” shall be includable in gross income (except to the extent that the aggregation rule referred to in the next subparagraph 2.c. may apply).
iv. The receipt of any amount as a loan under the Contract or the assignment or pledge of any portion of the value of the Contract shall be treated as an amount received for purposes of this subparagraph a.2.b. and the nextprevious subparagraph b.2.a.
v. In general, the transfer of the Contract, without full and adequate consideration, will be treated as an amount received for purposes of this subparagraph a.2.b. and the nextprevious subparagraph b.2.a. This transfer rule does not apply, however, to certain transfers of property between spousesSpouses or incident to divorce.
b.  Distributions after Annuity Commencement Date.
Annuity payments made periodically after the Annuity Commencement Date are includable in gross income to the extent the payments exceed thevi. In general, any amount determined by the application of the ratio of the "investment in the contract" to the total amount of the payments to be made after the Annuity Commencement Date (the "exclusion ratio").
i.      When the total of amounts excluded from income by application of the exclusion ratio is equal to the investment in the contract as of the Annuity Commencement Date, any additional payments (including surrenders) will be entirely includable in gross income.
ii.      If the annuity payments cease by reason of the death of the Annuitant and, as of the date of death, the amount of annuity payments excluded from gross income by the exclusion ratio does not exceed the investment inactually received under the Contract as of the Annuity Commencement Date, then the remaining portion of unrecovered investment shalla Death Benefit, including an optional Death Benefit, if any, will be allowedtreated as a deduction for the last taxable year of the Annuitant.
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iii.      Generally, non-periodic amounts received or deemed received after the Annuity Commencement Date are not entitled to any exclusion ratio and shall be fully includable in gross income. However, upon a full surrender after such date, only the excess of thean amount received (afterfor purposes of this subparagraph 2.b. and the previous subparagraph 2.a.
vii. If you receive services for your Contract from a third-party financial intermediary who charges an advisory fee for their services and you elect to pay the advisory fee by taking withdrawals from your Contract Value, any surrender charge) overamounts paid may be treated as an amount received for purposes of this subparagraph 2.b. and the remaining "investmentprevious subparagraph 2.a. and in the contract" shallgeneral may be includable in grosssubject to federal and state income (except to the extent that the aggregation rule referred to in the next subparagraph c. may apply).taxes and a 10% federal penalty tax.
c.  Aggregation of Two or More Annuity Contracts.
Contracts issued after October 21, 1988 by the same insurer (or affiliated insurer) to the same owner within the same calendar year (other than certain contracts held in connection with tax-qualified retirement arrangements) will be aggregated and treated as one annuity contract for the purpose of determining the taxation of distributions prior to the Annuity Commencement Date. An annuity contract received in a tax-free exchange for another annuity contract or life insurance contract may be treated as a new contract for this purpose. We believe that for any Contracts subject to such aggregation, the values under the Contracts and the investment in the contracts will be added together to determine the taxation under subparagraph 2.a.2.b., above, of amounts received or deemed received prior to the Annuity Commencement Date. Withdrawals will be treated first as withdrawals of income until all of the income from all such Contracts is withdrawn. In addition, the Treasury Department has specific authority under the aggregation rules in Code Section 72(e)(12) to issue regulations to prevent the avoidance of the income-out-first rules for non-periodic distributions through the serial purchase of annuity contracts or otherwise. As of the date of this prospectus, there are no regulations interpreting these aggregation provisions.
d.  10% Penalty Tax - Applicable to Certain Withdrawals and Annuity Payments.
i.  If any amount is received or deemed received on the Contract (before or after the Annuity Commencement Date), the Code applies a penalty tax equal to ten percent of the portion of the amount includable in gross income, unless an exception applies.
ii.  The 10% penalty tax will not apply to the following distributions:
1.  Distributions made on or after the date the taxpayer has attained the age of 59½.
2.  Distributions made on or after the death of the holder or, where the holder is not an individual, the death of the primary annuitant.
3.  Distributions attributable to a taxpayer becoming disabled.
4.  A distribution that is part of a scheduled series of substantially equal periodic payments (not less frequently than annually) for the life (or life expectancy) of the taxpayer (or the joint lives or life expectancies of the taxpayer and the taxpayer's designated Beneficiary).
5.  Distributions made under certain annuities issued in connection with structured settlement agreements.
6.  Distributions of amounts which are allocable to the "investment in the contract" prior to August 14, 1982 (see next subparagraph e.).
7.  Distributions purchased by an employer upon termination of certain qualified plans and held by the employer until the employee separates from service.
If the taxpayer avoids this 10% penalty tax by qualifying for the substantially equal periodic payments exception and later such series of payments is modified (other than by death or disability), the 10% penalty tax will be applied retroactively to all the prior periodic payments (i.e., penalty tax plus interest thereon), unless such modification is made after both (a) the taxpayer has reached age 59½ and (b) 5 years have elapsed since the first of these periodic payments.
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e.  Special Provisions Affecting Contracts Obtained Through a Tax-Free Exchange of Other Annuity or Life Insurance Contracts Purchased Prior to August 14, 1982.
If the Contract was obtained by a tax-free exchange of a life insurance or annuity Contract purchased prior to August 14, 1982, then any amount received or deemed received prior to the Annuity Commencement Date shall be deemed to come (1) first from the amount of the "investment in the contract" prior to August 14, 1982 ("pre-8/14/82 investment") carried over from the prior Contract, (2) then from the portion of the "income on the contract" (carried over to, as well as accumulating in, the successor Contract) that is attributable to such pre-8/14/82 investment, (3) then from the remaining "income on the contract" and (4) last from the remaining "investment in the contract." As a result, to the extent, that such amount received or deemed received does not exceed such pre-8/14/82 investment; such amount is not includable in gross income. In addition, to the extent that such amount received or deemed received does not exceed the sum of (a) such pre-8/14/82 investment and (b) the "income on the contract" attributable thereto, such amount is not subject to the 10% penalty tax. In all other respects, amounts received or deemed received from such post-exchange Contracts are generally subject to the rules described in this subparagraph e.
f.  Required Distributions.
i.  Death of owner or primary Annuitant
Subject to the alternative election or spouse beneficiary provisions in ii or iii below:
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1.  If any owner dies on or after the Annuity Commencement Date and before the entire interest in the Contract has been distributed, the remaining portion of such interest shall be distributed at least as rapidly as under the method of distribution being used as of the date of such death;
2.  If any owner dies before the Annuity Commencement Date, the entire interest in the Contract shall be distributed within 5 years after such death; and
3.  If the owner is not an individual, then for purposes of 1 or 2 above, the primary annuitant under the Contract shall be treated as the owner, and any change in the primary annuitant shall be treated as the death of the owner. The primary Annuitant is the individual, the events in the life of whom are of primary importance in affecting the timing or amount of the payout under the Contract.
ii.  Alternative Election to Satisfy Distribution Requirements
If any portion of the interest of an owner described in i. above is payable to or for the benefit of a designated beneficiary, such beneficiary may elect to have the portion distributed over a period that does not extend beyond the life or life expectancy of the beneficiary. Such distributions must begin within a year of the owner's death.
iii.  Spouse Beneficiary
If any portion of the interest of an owner is payable to or for the benefit of his or her spouse, and the Annuitant or Contingent Annuitant is living, such spouse shall be treated as the owner of such portion for purposes of section i. above. This spousal contract continuation shall apply only once for this Contract.
iv.  Civil Union or Domestic Partner
Upon the death of the Contract owner prior to the Annuity Commencement Date, if the designated beneficiary is the surviving civil union or domestic partner of the Contract owner, rather than the spouse of the Contract owner, then such designated beneficiary is not permitted to continue the Contract as the succeeding Contract owner. A designated beneficiary who is a same sex spouse will be permitted to continue the Contract as the succeeding Contract owner.
g.  Addition of Rider or Material Change
The addition of a rider to the Contract, or a material change in the Contract's provisions, could cause it to be considered newly issued or entered into for tax purposes, and thus could cause the Contract to lose certain grandfathered tax status. Please contact your tax adviser for more information.
h.  Partial Exchanges
The owner of an annuity contract can direct its insurer to transfer a portion of the contract's cash value directly to another annuity contract (issued by the same insurer or by a different insurer), and such a direct transfer can qualify for tax-free exchange treatment under Code Section 1035 (a "partial exchange"). The IRS in Revenue Procedure 2011-38, indicated that a partial exchange made on or after October 24, 2011 will be treated as a tax-free exchange under Code Section 1035 if there is no distribution from or surrender of, either contract involved in the exchange within 180 days of such exchange. Amounts received as annuity payments for a period of at least 10 years on one or more lives will not be treated as distributions for this purpose. If a transfer does not meet the 180-day test, the IRS will apply general tax rules to determine the substance and treatment of the transfer.
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We advise you to consult with a qualified tax adviser as to the potential tax consequences before attempting any partial exchanges.
D. Federal Income Tax Withholding
The portion of an amount received under a Contract that is taxable gross income to the recipient is also subject to federal income tax withholding, pursuant to Code Section 3405, which requires the following:
1.  Non-Periodic Distributions. The portion of a non-periodic distribution that is includable in gross income is subject to federal income tax withholding unless the recipient elects not to have such tax withheld ("election out"). We will provide such an "election out" form at the time such a distribution is requested. If the necessary "election out" forms are not submitted to us in a timely manner, we are required to withhold 10 percent of the includable amount of distribution and remit it to the IRS.
2.  Periodic Distributions (payable over a period greater than one year). The portion of a periodic distribution that is includable in gross income is generally subject to federal income tax withholding as if the recipient were married claiming three exemptions,according to current default methodology, unless the recipient elects otherwise. A recipient may elect out of such withholding, or elect to have income tax withheld at a different rate, by providing a completed election form. We will provide such an election form at the time such a distribution is requested. If the necessary "election out" forms are not submitted to us in a timely manner, we are required towill withhold tax as if the recipient were marriedsingle claiming threezero exemptions, and remit the tax to the IRS.
Generally, no "election out" is permitted if the distribution is delivered outside the United States and any possession of the United States. Regardless of any "election out" (or any amount of tax actually withheld) on an amount received from a Contract, the recipient is generally liable for any failure to pay the full amount of tax due on the includable portion of such amount received. You also may be required to pay penalties under the estimated income tax rules, if your withholding and estimated tax payments are insufficient to satisfy your total tax liability.
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E. General Provisions Affecting Qualified Retirement Plans
The Contract may be used for a number of qualified retirement plans. If the Contract is being purchased with respect to some form of qualified retirement plan, please refer to the section entitled "Information Regarding Tax-Qualified Retirement Plans" below for information relative to the types of plans for which it may be used and the general explanation of the tax features of such plans.
F. Nonresident Aliens and Foreign Entities
The discussion above provides general information regarding U.S. federal income tax consequences to annuity purchasers that are U.S. persons (such as U.S. citizens or U.S. resident aliens). Purchasers (and payees such as a purchaser's beneficiary) that are not U.S. persons (such as a Nonresident Alien) will generally be subject to U.S. federal income tax and withholding on taxable annuity distributions at a 30% rate, unless a lower treaty rate applies and any required information and IRS tax forms (such as IRS Form W-8BEN) are submitted to us. If withholding tax applies, we are generally required to withhold tax at a 30% rate, or a lower treaty rate if applicable, and remit it to the IRS. Foreign entities (such as foreign corporations, foreign partnerships, or foreign trusts) must provide the appropriate IRS tax forms (such as IRS Form W-8BEN-E or other appropriate Form W-8). If required by law, we may withhold 30% from any taxable payment in accordance with applicable requirements such as The Foreign Account Tax Compliance Act (FATCA) and applicable regulations. An updated Form W-8 is generally required to be submitted every three years. Purchasers may also be subject to state premium tax, other state and/or municipal taxes, and taxes that may be imposed by the purchaser's country of citizenship or residence.
G. Estate, Gift and Generation-Skipping Tax and Related Tax Considerations
Any amount payable upon an owner's death, whether before or after the Annuity Commencement Date, is generally includable in the owner's estate for federal estate tax purposes. Similarly, prior to the owner's death, the payment of any amount from the Contract, or the transfer of any interest in the Contract, to a beneficiary or other person for less than adequate consideration may have federal gift tax consequences. In addition, any transfer to, or designation of, a non-spouse beneficiary who either is (1) 37½ or more years younger than an owner or (2) a grandchild (or more remote further descendent) of an owner may have federal generation-skipping-transfer ("GST") tax consequences under Code Section 2601. Regulations under Code Section 2662 may require us to deduct any such GST tax from your Contract, or from any applicable payment, and pay it directly to the IRS.
However, any federal estate, gift or GST tax payment with respect to a Contract could produce an offsetting income tax deduction for a beneficiary or transferee under Code Section 691(c) (partially offsetting such federal estate or GST tax) or a basis increase for a beneficiary or transferee under Code Section 691(c) or Section 1015(d). In addition, as indicated above in "Distributions Prior to the Annuity Commencement Date," the transfer of a Contract for less than adequate consideration during the Contract Owner's lifetime generally is treated as producing an amount received by such Contract Owner that is subject to both income tax and the 10% penalty tax. To the extent that such an amount deemed received causes an amount to be includable currently in such Contract Owner's gross income, this same income amount could produce a corresponding increase in such Contract Owner's tax basis for such Contract that is carried over to the transferee's tax basis for such Contract under Code Section 72(e)(4)(C)(iii) and Section 1015.
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H. Tax Disclosure Obligations
In some instances certain transactions must be disclosed to the IRS or penalties could apply. See, for example, IRS Notice 2009-59. The Code also requires certain "material advisers" to maintain a list of persons participating in such "reportable transactions," which list must be furnished to the IRS upon request. It is possible that such disclosures could be required by us, the owner(s) or other persons involved in transactions involving annuity contracts. It is the responsibility of each party, in consultation with their tax and legal advisers, to determine whether the particular facts and circumstances warrant such disclosures.
I. Information Regarding Tax-Qualified Retirement Plans
IMPORTANT INFORMATION REGARDING 2020 REQUIRED MINIMUM DISTRIBUTIONS:  On March 27, 2020 The Coronavirus Aid Relief and Economic Security (CARES) Act (the “Act”) became law.  The Act suspends, for 2020, Required Minimum Distribution (“RMD”) rules for most tax qualified retirement plans.  A more detailed discussion of the general RMD rules can be found below, but those rules are generally suspended for 2020.  The act also suspends RMDs for beneficiaries in 2020.
If you are enrolled in the automatic RMD program, we will continue to calculate your RMD for 2020 and will make that payment to you, unless you instruct us to do otherwise.
We recommend that you discuss the Act and your options with your investment advisor or tax professional.
This summary does not attempt to provide more than general information about the federal income tax rules associated with use of a Contract by a tax-qualified retirement plan. State income tax rules applicable to tax-qualified retirement plans often differ from federal income tax rules, and this summary does not describe any of these differences. Because of the
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complexity of the tax rules, owners, participants and beneficiaries are encouraged to consult their own tax advisors as to specific tax consequences.
The Contracts are available to a variety of tax-qualified retirement plans and arrangements (a "Qualified Plan" or "Plan"). Tax restrictions and consequences for Contracts, accounts under each type of Qualified Plan differ from each other and from those for Non-Qualified Contracts. In addition, individual Qualified Plans may have terms and conditions that impose additional rules. Therefore, no attempt is made herein to provide more than general information about the use of the Contract with the various types of Qualified Plans. Participants under such Qualified Plans, as well as Contract owners, annuitants and beneficiaries, are cautioned that the rights of any person to any benefits under such Qualified Plans may be subject to terms and conditions of the Plans themselves or limited by applicable law, regardless of the terms and conditions of the Contract issued in connection therewith. Qualified Plans generally provide for the tax deferral of income regardless of whether the Qualified Plan invests in an annuity or other investment. You should consider if the Contract is a suitable investment if you are investing through a Qualified Plan.
The following is only a general discussion about types of Qualified Plans for which the Contracts may be available. We are not the plan administrator for any Qualified Plan. The plan administrator or custodian, whichever is applicable, (but not us) is responsible for all Plan administrative duties including, but not limited to, notification of distribution options, disbursement of Plan benefits, handling any processing and administration of Qualified Plan loans, compliance regulatory requirements and federal and state tax reporting of income/distributions from the Plan to Plan participants and, if applicable, beneficiaries of Plan participants and IRA contributions from Plan participants. Our administrative duties are limited to administration of the Contract and any disbursements of any Contract benefits to the owner, annuitant or beneficiary of the Contract, as applicable. Our tax reporting responsibility is limited to federal and state tax reporting of income/distributions to the applicable payee and IRA contributions from the owner of a Contract, as recorded on our books and records. If you are purchasing a Qualified Contract, you should consult with your Plan administrator and/or a qualified tax adviser. You also should consult with a qualified tax adviser and/or Plan administrator before you withdraw any portion of your Account Value.
The tax rules applicable to Qualified Contracts and Qualified Plans, including restrictions on contributions and distributions, taxation of distributions and tax penalties, vary according to the type of Qualified Plan, as well as the terms and conditions of the Plan itself. Various tax penalties may apply to contributions in excess of specified limits, plan distributions (including loans) that do not comply with specified limits, or other restrictions and certain other transactions relating to such Plans. Accordingly, this summary provides only general information about the tax rules associated with use of a Qualified Contract in such a Qualified Plan. In addition, some Qualified Plans are subject to distribution and other requirements that are not incorporated into our administrative procedures. Owners, participants and beneficiaries are responsible for determining that contributions, distributions and other transactions comply with applicable tax (and non-tax) law. Because of the complexity of these rules, owners, participants and beneficiaries are advised to consult with a qualified tax adviser as to specific tax consequences.
We do not currently offer the Contracts in connection with all of the types of Qualified Plans discussed below, and may not offer the Contracts for all types of Qualified Plans in the future.
1. Individual Retirement Annuities ("IRAs").
In addition to "traditional" IRAs governed by Code Sections 408(a) and (b) ("Traditional IRAs"), there are Roth IRAs governed by Code Section 408A, SEP IRAs governed by Code Section 408(k), and SIMPLE IRAs governed by Code Section 408(p). Also, Qualified Plans under Code Section 401, 403(b) or 457(b) may elect to provide for a separate account or annuity contract that accepts after-tax employee contributions and is treated as a "Deemed IRA" under Code Section 408(q), which is generally subject to the same rules and limitations as Traditional IRAs. Contributions to each of these types of IRAs are subject to differing limitations. The following is a very general description of each type of IRA for which a Contract is available.
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a.  Traditional IRAs
Traditional IRAs are subject to limits on the amounts that may be contributed each year, the persons who may be eligible to make contributions, and the time when minimum distributions must begin. Depending upon the circumstances of the individual, contributions to a Traditional IRA may be made on a deductible or non-deductible basis. Failure to maketake required minimum distributions ("RMDs") when the owner reaches agetheir required beginning date (age 70½, 72, 73, or 75 depending on their date of birth) or dies, as described below, may result in imposition of a 25% (after 2022) or 50% (before 2023) additional tax on any excess of the RMD amount over the amount actually distributed. In addition, any amount received before the owner reaches age 59½ or dies is subject to a 10% additional tax on premature distributions, unless a specialan exception applies, as described below. Under Code Section 408(e), an IRA may not be used for borrowing (or as security for any loan) or in certain prohibited transactions, and such a transaction could lead to the complete tax disqualification of an IRA.
You (or your surviving spouse if you die) may rollover funds tax-free from certain existing Qualified Plans (such as proceeds from existing insurance contracts, annuity contracts or securities) into your Traditional IRA under certain circumstances, as indicated below. However, mandatory tax withholding of 20% may apply to any eligible rollover distribution from certain types of Qualified Plans if the distribution is not transferred directly to your Traditional IRA or another Qualified Plan. In
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addition, under Code Section 402(c)(11), a non-spouse "designated beneficiary" of a deceased Plan participant may make a tax-free "direct rollover" (in the form of a direct transfer between Plan fiduciaries, as described below in "Rollover Distributions") from certain Qualified Plans to a Traditional IRA for such beneficiary, but such Traditional IRA must be designated and treated as an "inherited IRA" that remains subject to applicable RMD rules (as if such IRA had been inherited from the deceased Plan participant).
b.  SEP IRAs
Code Section 408(k) provides for a Traditional IRA in the form of an employer-sponsored defined contribution plan known as a Simplified Employee Pension ("SEP") or a SEP IRA. A SEP IRA can have employer contributions, employee and salary reduction contributions, as well as higher overall contribution limits than a Traditional IRA, but a SEP is also subject to special tax-qualification requirements (e.g., on participation, nondiscrimination and withdrawals) and sanctions. Otherwise, a SEP IRA is generally subject to the same tax rules as for a Traditional IRA, which are described above. Please note that the IRA rider for the Contract has provisions that are designed to maintain the Contract's tax qualification as an IRA, and therefore could limit certain benefits under the Contract (including endorsement, rider or option benefits) to maintain the Contract's tax qualification.
c.  SIMPLE IRAs
The Savings Incentive Match Plan for Employees of Small Employers ("SIMPLE Plan") is a form of an employer-sponsored Qualified Plan that provides IRA benefits for the participating employees ("SIMPLE IRAs"). Depending upon the SIMPLE Plan, employers may make plan contributions into a SIMPLE IRA established by each eligible participant. Like a Traditional IRA, a SIMPLE IRA is subject to the 25% or 50% additional tax for failure to make a full RMD, and to the 10% additional tax on premature distributions, as described below. In addition, the 10% additional tax is increased to 25% for amounts received during the 2-year period beginning on the date you first participated in a qualified salary reduction arrangement pursuant to a SIMPLE Plan maintained by your employer under Code Section 408(p)(2). Contributions to a SIMPLE IRA may be either salary deferral contributions or employer contributions, and these are subject to different tax limits from those for a Traditional IRA. Please note that the SIMPLE IRA rider for the Contract has provisions that are designed to maintain the Contract's tax qualification as an SIMPLE IRA, and therefore could limit certain benefits under the Contract (including endorsement, rider or option benefits) to maintain the Contract's tax qualification.
A SIMPLE Plan may designate a single financial institution (a Designated Financial Institution) as the initial trustee, custodian or issuer (in the case of an annuity contract) of the SIMPLE IRA set up for each eligible participant. However, any such Plan also must allow each eligible participant to have the balance in his SIMPLE IRA held by the Designated Financial Institution transferred without cost or penalty to a SIMPLE IRA maintained by a different financial institution. Absent a Designated Financial Institution, each eligible participant must select the financial institution to hold his SIMPLE IRA, and notify his employer of this selection.
If we do not serve as the Designated Financial Institution for your employer's SIMPLE Plan, for you to use one of our Contracts as a SIMPLE IRA, you need to provide your employer with appropriate notification of such a selection under the SIMPLE Plan. If you choose, you may arrange for a qualifying transfer of any amounts currently held in another SIMPLE IRA for your benefit to your SIMPLE IRA with us.
d.  Roth IRAs
Code Section 408A permits eligible individuals to establish a Roth IRA. Contributions to a Roth IRA are not deductible, but withdrawals of amounts contributed and the earnings thereon that meet certain requirements are not subject to federal income tax. In general, Roth IRAs are subject to limitations on the amounts that may be contributed by the persons who may be eligible to contribute, certain Traditional IRA restrictions, and certain RMD rules on the death of the Contract owner. Unlike a Traditional IRA, Roth IRAs are not subject to RMD rules during the Contract owner's lifetime. Generally, however,
27



upon the owner's death the amount remaining in a Roth IRA must be distributed in accordance with the rules similar to those of a traditional IRA. Prior to January 1, 2018, the owner of a Traditional IRA or other qualified plan assets could recharacterize a Traditional IRA into a Roth IRA under certain circumstances. Effective January 1, 2018, a Traditional IRA or other qualified plan cannot be recharacterized as a Roth IRA. Tax-free rollovers from a Roth IRA can be made only to another Roth IRA under limited circumstances, as indicated below. After 2007, distributions from eligible Qualified Plans can be "rolled over" directly (subject to tax) into a Roth IRA under certain circumstances. Anyone considering the purchase of a Qualified Contract as a Roth IRA or a "conversion" Roth IRA should consult with a qualified tax adviser. Please note that the Roth IRA rider for the Contract has provisions that are designed to maintain the Contract's tax qualification as a Roth IRA, and therefore could limit certain benefits under the Contract (including endorsement, rider or option benefits) to maintain the Contract's tax qualification.
2. Qualified Pension or Profit-Sharing Plan or Section 401(k) Plan
Provisions of the Code permit eligible employers to establish a tax-qualified pension or profit sharing plan (described in Section 401(a), and Section 401(k) if applicable, and exempt from taxation under Section 501(a)). Such a Plan is subject to limitations on the amounts that may be contributed, the persons who may be eligible to participate, the amounts of "incidental" death benefits, and the time when RMDs must commence. In addition, a Plan's provision of incidental benefits
24




may result in currently taxable income to the participant for some or all of such benefits. Amounts may be rolled over tax-free from a Qualified Plan to another Qualified Plan under certain circumstances, as described below. Anyone considering the use of a Qualified Contract in connection with such a Qualified Plan should seek competent tax and other legal advice.
In particular, please note that these tax rules provide for limits on death benefits provided by a Qualified Plan (to keep such death benefits "incidental" to qualified retirement benefits), and a Qualified Plan (or a Qualified Contract) often contains provisions that effectively limit such death benefits to preserve the tax qualification of the Qualified Plan (or Qualified Contract). In addition, various tax-qualification rules for Qualified Plans specifically limit increases in benefits once RMDs begin, and Qualified Contracts are subject to such limits. As a result, the amounts of certain benefits that can be provided by any option under a Qualified Contract may be limited by the provisions of the Qualified Contract or governing Qualified Plan that are designed to preserve its tax qualification.
3. Deferred Compensation Plans under Section 457 ("Section 457 Plans")
Certain governmental employers, or tax-exempt employers other than a governmental entity, can establish a Deferred Compensation Plan under Code Section 457. For these purposes, a "governmental employer"“governmental employer” is a State, a political subdivision of a State, or an agency or an instrumentality of a State or political subdivision of a State. A Deferred Compensation Plan that meets the requirements of Code Section 457(b) is called an "Eligible“Eligible Deferred Compensation Plan"Plan” or "Section“Section 457(b) Plan." Code Section 457(b) limits the amount of contributions that can be made to an Eligible Deferred Compensation Plan on behalf of a participant. Generally, the limitation on contributions is the lesser of (1) 100% of a participant'sparticipant’s includible compensation or (2) the applicable dollar amount equal to $19,500($23,000 for 2021.2024). The Plan may provide for additional "catch-up" contributions during the three taxable years ending before the year in which certain participants attain normal retirement age. In addition, with an eligible Deferred Compensation Plan for a governmental employer, the contribution limitation may be increased under Code Section 457(e)(18) to allow certain "catch-up" contributions for individuals who have attained age 50, but only one "catch-up" may be used in a particular year.“catch-up” contributions. In addition, under Code Section 457(d) a Section 457(b) Plan may not make amounts available for distribution to participants or beneficiaries before (1) the calendar year in which the participant attains age 70½,701⁄2, (2) the participant has a severance from employment (including death), or (3) the participant is faced with an unforeseeable emergency (as determined in accordance with regulations), or (4) distributions made after 12/31/2025 for qualified long term care distributions as described in Code Section 401(a)(39).
Under Code Section 457(g) all of the assets and income of an Eligible Deferred Compensation Plan for a governmental employer must be held in trust for the exclusive benefit of participants and their beneficiaries. For this purpose, annuity contracts and custodial accounts described in Code Section 401(f) are treated as trusts. This trust requirement does not apply to amounts under an Eligible Deferred Compensation Plan of a tax-exempt (non-governmental) employer. In addition, this trust requirement does not apply to amounts held under a Deferred Compensation Plan of a governmental employer that is not a Section 457(b) Plan. Where the trust requirement does not apply, amounts held under a Section 457 Plan must remain subject to the claims of the employer's general creditors under Code Section 457(b)(6).
4. Taxation of Amounts Received from Qualified Plans
Except under certain circumstances in the case of Roth IRAs, amounts received from Qualified Contracts or Plans generally are taxed as ordinary income under Code Section 72, to the extent that they are not treated as a tax-free recovery of after-tax contributions or other "investment in the contract." For annuity payments and other amounts received after the Annuity Commencement Date from a Qualified Contract or Plan, the tax rules for determining what portion of each amount received represents a tax-free recovery of "investment in the contract" are generally the same as for Non-Qualified Contracts, as described above.
For non-periodic amounts from certain Qualified Contracts or Plans, Code Section 72(e)(8) provides special rules that generally treat a portion of each amount received as a tax-free recovery of the "investment in the contract," based on the ratio of the "investment in the contract" over the Account Value at the time of distribution. However, in determining such a ratio, certain aggregation rules may apply and may vary, depending on the type of Qualified Contract or Plan. For instance,
28



all Traditional IRAs owned by the same individual are generally aggregated for these purposes, but such an aggregation does not include any IRA inherited by such individual or any Roth IRA owned by such individual.
In addition, additional taxes, mandatory tax withholding or rollover rules may apply to amounts received from a Qualified Contract or Plan, as indicated below, and certain exclusions may apply to certain distributions (e.g., distributions from an eligible Government Plan to pay qualified health insurance premiums of an eligible retired public safety officer or, during 2011, certain distributions from an IRA for charitable purposes). Accordingly, you are advised to consult with a qualified tax adviser before taking or receiving any amount (including a loan) from a Qualified Contract or Plan.
5. Additional Taxes for Qualified Plans
Unlike Non-Qualified Contracts, Qualified Contracts are subject to federal additional taxes not just on premature distributions, but also on excess contributions and failures to take required minimum distributions ("RMDs"). Additional taxes on excess contributions can vary by type of Qualified Plan and which person made the excess contribution (e.g., employer or an employee). The additional taxes on premature distributions and failures to make timely RMDs are more uniform, and are described in more detail below.
25




a.  Additional Taxes on Premature Distributions
Code Section 72(t) imposes an additional income tax equal to 10% of the taxable portion of a distribution from certain types of Qualified Plans that is made before the employee reaches age 59½. However, this 10% additional tax does not apply to a distribution that is either:
(i)  made to a beneficiary (or to the employee's estate) on or after the employee's death;
(ii)  attributable to the employee's becoming disabled under Code Section 72(m)(7);
(iii)  part of a series of substantially equal periodic payments (not less frequently than annually - "SEPPs") made for the life (or life expectancy) of the employee or the joint lives (or joint life expectancies) of such employee and a designated beneficiary ("SEPP Exception"), and for certain Qualified Plans (other than IRAs) such a series must begin after the employee separates from service;
(iv)  (except for IRAs) made to an employee after separation from service after reaching age 55 (or made after age 50 in the case of a qualified public safety employee separated from certain government plans);
(v)  (except for IRAs) made to an alternate payee pursuant to a qualified domestic relations order under Code Section 414(p) (a similar exception for IRAs in Code Section 408(d)(6) covers certain transfers for the benefit of a spouse or ex-spouse);
(vi)  not greater than the amount allowable as a deduction to the employee for eligible medical expenses during the taxable year;
(vii)  certain qualified reservist distributions under Code Section 72(t)(2)(G) upon a call to active duty, or
(viii) for the birth or adoption of a child under Code Section 72(t)(2)(H).
(ix) made an account of an IRS levy on the Qualified Plan under Code Section 72(t)(2)(A)(vii); or
(x) made as a "direct rollover" or other timely rollover to an Eligible Retirement Plan, as described below.
In addition, the 10% additional tax does not apply to a distribution from an IRA that is either:
(ix)(xi)  made after separation from employment to an unemployed IRA owner for health insurance premiums, if certain conditions are met;
(x)(xii)  not in excess of the amount of certain qualifying higher education expenses, as defined by Code Section 72(t)(7); or
(xi)(xiii)  for a qualified first-time homebuyer and meets the requirements of Code Section 72(t)(8);
(xiv) made after 12/31/2023 for certain emergency expenses pursuant to Code Section 72(t)(2)(I);
(xv) made after 12/31/2023 for domestic abuse cases pursuant to Code Section 72(t)(2)(K);
(xvi) for a terminally ill individual pursuant to Code Section 72(t)(2)(L);
(xvii) in connection with federally declared disasters pursuant to Code Section 72(t)(2)(M); or
(xviii) made after 12/29/2025 for qualified long term case distributions pursuant to Code Section 72(t)(2)(N).
If the taxpayer avoids this 10% additional tax by qualifying for the SEPP Exception and later such series of payments is modified (other than by death, disability or a method change allowed by Rev. Rul. 2002-62), the 10% additional tax will be applied retroactively to all the prior periodic payments (i.e., additional tax plus interest thereon), unless such modification is
29



made after both (a) the employee has reached age 59½ and (b) 5 years have elapsed since the first of these periodic payments.
For any premature distribution from a SIMPLE IRA during the first 2 years that an individual participates in a salary reduction arrangement maintained by that individual's employer under a SIMPLE Plan, the 10% additional tax rate is increased to 25%.
b.  RMDs and 25% to 50% Additional Tax
If the amount distributed from a Qualified Contract or Plan is less than the amount of the required minimum distribution ("RMD") for the year, the participant is subject to a 25% (after 2022) or 50% (before 2023) additional tax on the amount that has not been timely distributed.
An individual's interest in a Qualified Plan generally must be distributed, or begin to be distributed, not later than the Required Beginning Date. Generally, the Required Beginning Date is April 1 of the calendar year following the later of:
(i)  the calendar year in which the individual attains:
(a) Age 70-1/2 for participants born before July 1, 1949;tax years through 2019;
(b) Age 72 for participants born on ortax years 2020 through 2022;
(c) Age 73 for tax years 2023 through 2032;
(d) Age 75 for tax years after July 1, 1949,2032; or
(ii)  (exceptExcept in the case of an IRA or a 5% owner, as defined in the Code) the calendar year in which a participant retires from service with the employer sponsoring a Qualified Plan that allows such a later Required Beginning Date.
The entire interest of the individual must be distributed beginning no later than the Required Beginning Date over -
(a)  the life of the individual or the lives of the individual and a designated beneficiary (as specified in the Code), or
(b)  over a period not extending beyond the life expectancy of the individual or the joint life expectancy of the individual and a designated beneficiary.
Different rules apply to beneficiaries if an individual died prior to 2020 or in 2020 and subsequent years.
(i)    Individuals who died prior to 2020
(a)    If an individual dies before reaching the Required Beginning Date, the individual’s entire interest generally must be distributed within 5 years after the individual’s death. However, this RMD rule will be deemed satisfied if distributions begin before the close of the calendar year following the individual’s death to a designated beneficiary and distribution is over the life of such designated beneficiary (or over a period not extending beyond the life expectancy of such beneficiary). If the individual’s surviving spouse is the sole designated beneficiary, distributions may be delayed until the deceased individual would have attained age 70-1/2.
26




(b)    If an individual dies after RMDs have begun for such individual, any remainder of the individual’s interest generally must be distributed at least as rapidly as under the method of distribution in effect at the time of the individual’s death.
(ii)    Individuals who die in 2020 and subsequent years
(a)    For eligible designated beneficiaries as defined in Code Section 401(a)(9)(E)(ii), the RMD rule will be deemed satisfied if distributions begin before the close of the calendar year following the individual’s death to a designated beneficiary and distribution is over the life of such designated beneficiary (or over a period not extending beyond the life expectancy of such beneficiary). If the individual’s surviving spouse is the sole designated beneficiary, distributions may be delayed until the deceased individual would have attained age 72.
(b)    For all other designated beneficiaries the individual’s entire interest generally must be distributed by the end of the calendar year containing the tenth anniversary of the individual’s death.
The RMD rules that apply while the Contract owner is alive do not apply with respect to Roth IRAs. The RMD rules applicable after the death of the owner apply to all Qualified Plans, including Roth IRAs. In addition, if the owner of a Traditional or Roth IRA dies and the owner's surviving spouse is the sole designated beneficiary, this surviving spouse may elect to treat the Traditional or Roth IRA as his or her own.
The RMD amount for each year is determined generally by dividing the account balance by the applicable life expectancy. This account balance is generally based upon the account value as of the close of business on the last day of the previous calendar year. RMD incidental benefit rules also may require a larger annual RMD amount, particularly when distributions
30



are made over the joint lives of the owner and an individual other than his or her spouse. RMDs also can be made in the form of annuity payments that satisfy the rules set forth in Regulations under the Code relating to RMDs.
In addition, in computing any RMD amount based on a contract's account value, such account value must include the actuarial value of certain additional benefits provided by the contract. As a result, electing an optional benefit under a Qualified Contract may require the RMD amount for such Qualified Contract to be increased each year, and expose such additional RMD amount to the 50% additional tax for RMDs if such additional RMD amount is not timely distributed.
6. Tax Withholding for Qualified Plans
Distributions from a Qualified Contract or Qualified Plan generally are subject to federal income tax withholding requirements. These federal income tax withholding requirements, including any "elections out" and the rate at which withholding applies, generally are the same as for periodic and non-periodic distributions from a Non-Qualified Contract, as described above, except where the distribution is an "eligible rollover distribution" (described below in "Rollover Distributions"). In the latter case, tax withholding is mandatory at a rate of 20% of the taxable portion of the "eligible rollover distribution," to the extent it is not directly rolled over to an IRA or other Eligible Retirement Plan (described below in "Rollover Distributions"). Payees cannot elect out of this mandatory 20% withholding in the case of such an "eligible rollover distribution."
Also, special withholding rules apply with respect to distributions from non-governmental Section 457(b) Plans, and to distributions made to individuals who are neither citizens nor resident aliens of the United States.
Regardless of any "election out" (or any actual amount of tax actually withheld) on an amount received from a Qualified Contract or Plan, the payee is generally liable for any failure to pay the full amount of tax due on the includable portion of such amount received. A payee also may be required to pay penalties under-estimated income tax rules, if the withholding and estimated tax payments are insufficient to satisfy the payee's total tax liability.
7. Rollover Distributions
The current tax rules and limits for tax-free rollovers and transfers between Qualified Plans vary according to (1) the type of transferor Plan and transferee Plan, (2) whether the amount involved is transferred directly between Plan fiduciaries (a "direct transfer" or a "direct rollover") or is distributed first to a participant or beneficiary who then transfers that amount back into another eligible Plan within 60 days (a "60-day rollover"), and (3) whether the distribution is made to a participant, spouse or other beneficiary. Accordingly, we advise you to consult with a qualified tax adviser before receiving any amount from a Qualified Contract or Plan or attempting some form of rollover or transfer with a Qualified Contract or Plan.
For instance, generally any amount can be transferred directly from one type of Qualified Plan to the same type of Plan for the benefit of the same individual, without limit (or federal income tax), if the transferee Plan is subject to the same kinds of restrictions as the transfer or Plan and certain other conditions to maintain the applicable tax qualification are satisfied. Such a "direct transfer" between the same kinds of Plan is generally not treated as any form of "distribution" out of such a Plan for federal income tax purposes.
By contrast, an amount distributed from one type of Plan into a different type of Plan generally is treated as a "distribution" out of the first Plan for federal income tax purposes, and therefore to avoid being subject to federal income tax, such a distribution must qualify either as a "direct rollover" (made directly to another Plan fiduciary) or as a "60-day rollover." The tax restrictions and other rules for a "direct rollover" and a "60-day rollover" are similar in many ways, but if any "eligible rollover distribution" made from certain types of Qualified Plan is not transferred directly to another Plan fiduciary by a "direct
27




rollover," then it is subject to mandatory 20% withholding, even if it is later contributed to that same Plan or other Qualified Plan in a "60-day rollover" by the recipient. If any amount less than 100% of such a distribution (e.g., the net amount after the 20% withholding) is transferred to another Plan in a "60-day rollover," the missing amount that is not rolled over remains subject to normal income tax plus any applicable additional tax (e.g., 10% additional tax on early distributions).
Under Code Sections 402(f)(2)(A) and 3405(c)(3) an "eligible rollover distribution" (which is both eligible for rollover treatment and subject to 20% mandatory withholding absent a "direct rollover") is generally any distribution to an employee of any portion (or all) of the balance to the employee's credit in any of the following types of "Eligible Retirement Plan": (1) a Qualified Plan under Code Section 401(a) ("Qualified 401(a) Plan"), (2) a qualified annuity plan under Code Section 403(a) ("Qualified Annuity Plan"), (3) a governmental Section 457(b) Plan. However, an "eligible rollover distribution" does not include any distribution that is either:
a.    an RMD amount;
b.    one of a series of substantially equal periodic payments (not less frequently than annually) made either (i) for the life (or life expectancy) of the employee or the joint lives (or joint life expectancies) of the employee and a designated beneficiary, or (ii) for a specified period of 10 years or more; or
31



c.    any distribution made upon hardship of the employee.
Before making an "eligible rollover distribution," a Plan administrator generally is required under Code Section 402(f) to provide the recipient with advance written notice of the "direct rollover" and "60-day rollover" rules and the distribution's exposure to the 20% mandatory withholding if it is not made by "direct rollover." Generally, under Code Sections 402(c) and 457(e)(16), a "direct rollover" or a "60-day rollover" of an "eligible rollover distribution" can be made to a Traditional IRA or to another Eligible Retirement Plan that agrees to accept such a rollover. However, the maximum amount of an "eligible rollover distribution" that can qualify for a tax-free "60-day rollover" is limited to the amount that otherwise would be includable in gross income. By contrast, a "direct rollover" of an "eligible rollover distribution" can include after-tax contributions as well, if the direct rollover is made either to a Traditional IRA or to another form of Eligible Retirement Plan that agrees to account separately for such a rollover, including accounting for such after-tax amounts separately from the otherwise taxable portion of this rollover. Separate accounting also is required for all amounts (taxable or not) that are rolled into a governmental Section 457(b) Plan from either a Qualified Section 401(a) Plan, Qualified Annuity Plan, TSA or IRA. These amounts, when later distributed from the governmental Section 457(b) Plan, are subject to any premature distribution additional tax applicable to distributions from such a "predecessor" Qualified Plan.
Rollover rules for distributions from IRAs under Code Sections 408(d)(3) and 408A(d)(3) also vary according to the type of transferor IRA and type of transferee IRA or other Plan. For instance, generally no tax-free "direct rollover" or "60-day rollover" can be made between a "NonRoth IRA" (Traditional, SEP or SIMPLE IRA) and a Roth IRA, and a transfer from NonRoth IRA to a Roth IRA, or a "conversion" of a NonRoth IRA to a Roth IRA, is subject to special rules. In addition, generally no tax-free "direct rollover" or "60-day rollover" can be made between an "inherited IRA" (NonRoth or Roth) for a beneficiary and an IRA set up by that same individual as the original owner. Generally, any amount other than an RMD distributed from a Traditional or SEP IRA is eligible for a "direct rollover" or a "60-day rollover" to another Traditional IRA for the same individual. Similarly, any amount other than an RMD distributed from a Roth IRA is generally eligible for a "direct rollover" or a "60-day rollover" to another Roth IRA for the same individual. However, in either case such a tax-free 60-day rollover is limited to one per year (365-day period); whereas no 1-year limit applies to any such "direct rollover." Similar rules apply to a "direct rollover" or a "60-day rollover" of a distribution from a SIMPLE IRA to another SIMPLE IRA or a Traditional IRA, except that any distribution of employer contributions from a SIMPLE IRA during the initial 2-year period in which the individual participates in the employer's SIMPLE Plan is generally disqualified (and subject to the 25% additional tax on premature distributions) if it is not rolled into another SIMPLE IRA for that individual. Amounts other than RMDs distributed from a Traditional or SEP IRA (or SIMPLE IRA after the initial 2-year period) also are eligible for a "direct rollover" or a "60-day rollover" to an Eligible Retirement Plan (e.g., a TSA) that accepts such a rollover, but any such rollover is limited to the amount of the distribution that otherwise would be includable in gross income (i.e., after-tax contributions are not eligible).
Special rules also apply to transfers or rollovers for the benefit of a spouse (or ex-spouse) or a non-spouse designated beneficiary, Plan distributions of property, and obtaining a waiver of the 60-day limit for a tax-free rollover from the IRS.
Other rules and exceptions may apply, so please consult with a qualified tax adviser.
2832




Appendix A — Information About Talcott Resolution Life Insurance Company and Financial Statements
33



FORWARD-LOOKING STATEMENTSForward-Looking Statements
Certain of the statements contained herein are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “projects,” and similar references to future periods.
Forward-looking statements are based on management's current expectations and assumptions regarding future economic, competitive, legislative and other developments and their potential effect upon Talcott Resolution Life Insurance Company and its subsidiaries (collectively, the “Company”). Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Actual results could differ materially from expectations, depending on the evolution of various factors, including the risks and uncertainties identified below, as well as factors described in such forward-looking statements or in the Risk Factors section, in Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A"), and those identified from time to time in our other filings with the Securities and Exchange Commission ("SEC").
Risks Relating to Economic, Political and Global Market Conditions:
challenges related to the Company's current operating environment, including global, political, economic and market conditions, and the effect of financial market disruptions, economic downturns or other potentially adverse macroeconomic developments on our products, the returns in our investment portfolios and the hedging costs associated with our annuity block;
financial risk related to the continued reinvestment of our investment portfolios and performance of our hedge program for our declining annuity block;
market risks associated with our business, including changes in credit spreads, equity prices, interest rates, market volatility and foreign exchange rates;
Insurance Industry and Product-Related Risks:
volatility in our statutory earnings and earnings calculated in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and potential material changes to our results resulting from our risk management program emphasizing protection of economic value;
the possibility of a public health crisis, terrorist attack, or other natural or man-made disaster that may increase the Company’s mortality exposure and adversely affect its businesses;
the possibility of losses from increased life expectancy trends among policyholders receiving long-term life contingent benefit payments;
the possibility that the liability reserves for our payout annuities may be inadequate if there are medical improvements or other technological improvements that change our mortality assumptions;
the possibility of policyholders utilizing benefits within their fixed or variable annuity contracts in a manner or to a degree different than Company expectations, particularly during adverse market conditions;
Financial Strength, Credit and Counterparty Risks:
risks to our business, financial position, prospects and results associated with negative rating actions or downgrades in the Company's financial strength and credit ratings or negative rating actions or downgrades relating to our investments;
the impact on our statutory capital of various factors, including many that are outside the Company’s control, which can in turn affect our credit and financial strength ratings, cost of capital, regulatory compliance and other aspects of our business and results;
losses due to nonperformance or defaults by others, including sourcing partners, derivative counterparties and other third parties;
APP A - 1




the potential that the allowance for credit losses ("ACL") on reinsurance is inadequate for losses due to our reinsurers' unwillingness or inability to meet their obligations under reinsurance contracts;
regulatory limitations on the ability of the Company and certain of its subsidiaries to declare and pay dividends;
Risks Relating to Estimates, Assumptions and Valuations:
risk associated with the use of analytical models in making decisions in key areas such as capital management, hedging and reserving;
34



the potential for differing interpretations of the methodologies, estimations and assumptions that underlie the Company’s fair value estimates for its investments and the evaluation of credit losses on fixed maturities, available-for-sale ("AFS") securities;
the potential for further acceleration in amortization of the value of the business acquired ("VOBA") and an increase in reserve for certain guaranteed benefits in our variable annuities and fixed indexed annuities;
the potential for impairment on goodwill balances;
the potential for valuation allowances against deferred tax assets;
Strategic and Operational Risks:
the Company’s ability to effectively administer its products without disruption, maintain the availability of its systems and safeguard the security of its data in the event of a public health crisis or other disaster, cyber or other information security incident or other unanticipated event;
the potential for difficulties arising from outsourcing and similar third-party relationships;
the ability of the Company's assumed reinsurance counterparties to effectively administer its ceded and assumed reinsured products and provide timely and accurate reporting under the reinsurance agreement;
the risks, challenges and uncertainties associated with the Company's initiatives and other actions, which may include acquisitions and divestitures;
Regulatory and Legal Risks:
the cost and other potential effects of increased regulatory and legislative developments, including those that could adversely impact the Company’s operating costs and required capital levels;
unfavorable judicial or legislative developments; and
the impact of potential changes in accounting and financial reporting requirements of the liability for future policy benefits, including how we account for our long-duration insurance contracts, including the discounting of life contingent fixed annuities.annuities; and
the impact of potential legislative changes relating to the taxation of the Company.
Any forward-looking statement made by the Company in this document speaks only as of the date of this report. Factors or events that could cause the Company’s actual results to differ may emerge from time to time, and it is not possible for the Company to predict all of them. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise.
APP A - 235





DESCRIPTION OF BUSINESS
(Dollar amounts in millions unless otherwise stated)
General
Talcott Resolution Life Insurance Company, formerly Hartford Life Insurance Company, (togethertogether with its consolidated subsidiaries, “TL,” “Company,” “we”(collectively, "TL," the "Company," "we" or “our”"our") is a provider oflife insurance and investment productsannuity company and comprehensive risk solutions-provider in the United States (“("U.S.") and. The Company is a wholly-owned subsidiary of TR Re, Ltd. ("TR Re"), a Bermuda based entity. Talcott Resolution Life, Inc. ("TLI"), a Delaware corporation ("TLI"). Hopmeadowand Talcott Holdings, LP (“Hopmeadow Holdings", or "HHLP”L.P. ("THLP") is aare indirect parents of the Company and the Company has an ultimate parent of the Company.
On May 31, 2018 ("Talcott Acquisition Date"), the Company's former indirect parent, Hartford Holding, Inc. ("HHI") completed the sale of the Company's parent to a group of investors led by Cornell Capital LLC, Atlas Merchant Capital LLC, TRB Advisors LP, Global Atlantic Financial Group, Ltd. ("Global Atlantic"), Pine Brook and J. Safra Group. Although Talcott Resolution Life Insurance Company is no longer affiliated with The Hartford Financial Services Group, Inc. ("The Hartford") or any of its subsidiaries, The Hartford retained a 9.7 percent ownership interest in HHLP ("Talcott Resolution Sale Transaction"TFG").
On June 1, 2018, TL executed reinsurance agreements to reinsure certain fixed immediate and deferred annuity contracts, variable payout separate account annuity contracts, standard mortality structured settlements, and period certain structured settlement annuity contracts ("Commonwealth Annuity Reinsurance Agreement") to Commonwealth Annuity and Life Insurance Company ("Commonwealth"), a subsidiary of Global Atlantic which is a member of the acquiring investment group. TL reinsured an 85% quota share, except 75% for standard mortality structured settlements, in exchange for a $357 ceding commission that was fixed based on reinsuring approximately $9.3 billion of reserves as of December 31, 2016, plus annuitizations through closing and annuitizations from market value adjusted annuities post-close. The reinsurance agreement was executed after the Talcott Acquisition Date and as such, the accounting for the agreement was recorded after the TL balance sheet was adjusted to fair value in purchase and pushdown accounting. A deferred gain of approximately $1 billion was recorded in Other liabilities on the Consolidated Balance Sheet related to this reinsurance agreement and will be amortized over the life of the underlying policies reinsured.
At close, In 2021, the Company had no continuing involvement in the pension and other post-employment benefits plans of The Hartford.
Subsequent to the closing, the Company will continue to write and cede to Hartford Life and Accident Insurance Company ("HLA") certain group and individual benefits business. Additionally, the Company will provide administrative services for structured settlements and terminal funding agreements writtenwas acquired by HLA that will be retained by The Hartford.
In conjunction with the sale, the Company entered into a transition services agreement with The Hartford for a period up to three years to provide general ledger, cash management and information technology infrastructure services. In 2020, the transition services agreement was completed as all supported services have fully transitioned to the Company. In March, 2019, a five year administrative service agreement was entered into for investment accounting services which replaced services previously provided under the transition services agreement. In addition, the Company will continue to collect revenue sharing fees from The Hartford’s mutual funds business related to Hartford HLS funds held in the Company’s separate accounts.
Subsequent Events
On January 18, 2021 the Company's indirect owners, Hopmeadow Holdings GP LLC and Hopmeadow Holdings LP, entered into a definitive agreement to merge Hopmeadow Holdings LP with a subsidiaryan affiliate of Sixth Street, a leading global investment firm. The merger is subject to regulatory approvals and other customary closing conditions and is expected to close in the second quarter of 2021. If consummated, the merger would result in a change of ownership andThrough that acquisition (“Sixth Street Acquisition”), TFG indirectly obtained 100% control of the CompanyCompany’s indirect parent and its life and annuity operating subsidiaries. For further information, please see Note 15 - Subsequent Event of Notes to Consolidated Financial Statements.

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subsidiaries, including the Company.
Organization
The Company's missionvision is to profitably growbe an innovative thought-leader and efficiently managesolutions-provider for the businesslife insurance industry while honoring the Company's obligations to its contractholders. Upon the Company's acquisition by Sixth Street, the Company's strategy changed to be one of a life insurance aggregator through reinsurance. Since the Sixth Street Acquisition, the Company has participated in multiple assumed reinsurance transactions that have positioned the Company, as part of the Talcott Financial Group, as a leading participant in this area of the life insurance marketplace.
In addition to engaging in assumed insurance from external life insurance companies, the Company also reinsures various insurance reserves to its direct parent, TR Re. In 2021, pursuant to a reorganization approved by the Connecticut Department of Insurance ("CTDOI"), the Company’s indirect parent contributed the Company to TR Re and TR Re subsequently became the Company's direct parent. TR Re was formed on June 28, 2021 and is an approved Class E insurer under the Bermuda Monetary Authority. The Company manageshas engaged in several reinsurance transactions with TR Re since 2021, including reinsuring reserves that existed prior to the Sixth Street Acquisition, as well as retroceding assumed reinsurance from external life insurance companies.
As of December 31, 2023, the Company managed approximately 572446 thousand annuity contracts with an account value of approximately $44$38 billion gross of reinsurance, and private placement life insurance with an account value of approximately $43 billion$42 billion. Since the Sixth Street Acquisition and as of December 31, 2020.2023, the Company has assumed fixed indexed annuities ("FIA") of approximately $7 billion and variable annuities ("VA") of approximately $6 billion.
The Company’s results of operations are primarily influenced by the financial results of the variable annuity, fixed and payout annuity, and private placement products as well as the capital gain and loss activity associated with the Company’s variable annuity hedging program. Totaltotal assets and total stockholder’s equity were $158.9approximately $152 billion and $3.2$1.1 billion, respectively, as of December 31, 2020.2023.
PriorProducts
The Company’s principal products, either offered directly to thecustomers or via assumed reinsurance, include VA, fixed and payout annuities, FIA and private placement products. The Company ceasingceased new sales in 2012, the2012. The Company previously sold fixed annuities and variable annuities,VA, individual life insurance, retirement plans, payout annuity products, private placement life insurance and group life and group and individual disability benefits. In 2013, the Company sold its retirement plans business and substantially all of its individual life business via reinsurance transactions.
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The individual annuity business includes both variablefollowing summarizes the retained account value, by product:
Retained_Account_Values_as_of___December_31,_2023__(in_billions).jpg
Variable Annuities
The Company offered and fixed annuitiesassumes VA contracts with many contracts in an asset accumulation phase before theadditional contract reaches the payout or annuitization phase. Most of the Company's variable annuity contracts sold to individuals provide afeatures including guaranteed minimum death benefitbenefits ("GMDB") and guaranteed minimum withdrawal benefits ("GMWB"). GMDB riders on VA provide a death benefit during the accumulation periodphase that is generally equal to the greater of (a) the contract value at death or (b) premium payments less any prior withdrawals and may include adjustments that increase the benefit, such as for maximum anniversary value ("MAV"). In addition, some ofFor the variable annuity contracts provide a guaranteed minimumCompany's products with life-contingent GMWB riders, the withdrawal benefit ("GMWB") whereby ifcan exceed the account value is reduced to a specified level through a combination of market declines and withdrawals, the contractholder is entitled to a guaranteed remaining balance ("GRB"), which is generally equal to premiums less withdrawals. Many policyholders withPayments of the GRB can also be non-life contingent.
The Company reinsures a majority of its directly written GMDB alsoand GMWB business.
Fixed Indexed Annuities
FIA represent annuity contracts issued by another insurance company under which the Company assumes a quota share of the liabilities through reinsurance. These annuity contracts have a GMWB.cash value that appreciates based on a minimum guaranteed credited rate, or the performance of market indices, such as the S&P 500. FIA generally protect the contract owner against loss of principal and may include living withdrawal benefits or enhanced annuitization benefits. FIAs allow the policyholder to elect a fixed interest rate return or an equity market component for which interest credited is based on the performance of certain equity market indices.
Guaranteed lifetime withdrawal benefits ("GLWB") on FIA contracts allow guaranteed lifetime withdrawals even if account value is otherwise insufficient. Certain FIA contracts contain a second notional account value which provides additional annuitization benefits.
The Company reinsures the majority of its assumed FIA.
Fixed and Payout Annuities
Fixed annuities represent fixed insurance contracts entered into between the Company and an individual policyholder or assumed through reinsurance with other insurers. These benefitsproducts guarantee a minimum rate of interest and fixed amount of periodic payments.
Payout annuities are not additive. Policyholdersprimarily in the form of structured settlements and terminal funding agreements. Structured settlements are contracts that haveprovide periodic payments to claimants in settlement of a product with both guarantees can receive, atclaim, a portion of which is related to the Company's settlement of property and casualty insurance claims from other insurance companies. Terminal funding agreements are single premium group annuities, most the greater of the GMDB or GMWB.
tl-20210429_g3.jpgtypically purchased by companies to fund pension plan liabilities. These also include single premium immediate payouts, deferred and matured contracts.
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Principal Products and Services
Variable AnnuityRepresentsPrivate Placement Life Insurance
Private placement life insurance represents variable life insurance policies that have a cash value, which appreciates based on investment performance of funds held and includes individual high net worth and corporate owned life insurance.
Investment Contracts & Other Reserves
Investment contracts include non-life contingent payout annuities, institutional and governmental deposits and fixed annuities. In addition, the Company’s other reserves include policyholder account balances associated with our life insurance businesses, primarily whole life and guaranteed term life insurance contracts entered into between the Company and an individual policyholder. Products provide a current or future income stream based on the value of the individual's contract at annuitization, and can include a variety of guaranteed minimum death and withdrawal benefits.
Fixed and Payout AnnuityFixed Annuities represent fixed insurance contracts entered into between the Company and an individual policyholder. These products guarantee a minimum rate of interest and fixed amount of periodic payments. Payout Annuities are primarily in the form of structured settlements and terminal funding agreements. Structured settlements are contracts that provide periodic payments to claimants in settlement of a claim, a portion of which is related to the Company's settlement of property and casualty insurance claims from The Hartford. Terminal funding agreements are single premium group annuities, most typically purchased by companies to fund pension plan liabilities. These also include single premium immediate payouts, deferred and matured contracts.
Private Placement Life InsuranceRepresents variable life insurance policies that have a cash value which appreciates based on investment performance of funds held and includes individual high net worth and Corporate Owned Life Insurance ("COLI")
Reserves
The Company and its insurance subsidiaries establish and carry as liabilities, reserves for their insurance products to estimate the following:
liabilities for future policy benefits, representing reserve amounts associated with non-participating traditional life insurance contracts and limited payment life-contingent annuity contracts that are calculated to meet the various policy and contract obligations;
market benefit reserve contracts or contract features that provide protection to the policyholder from other-than-nominal capital market risk and expose the Company to an other-than-nominal capital market risk upon the occurrence of a specific event or circumstance, such as death, annuitization or periodic withdrawals. Market risk benefits are recorded at fair value;
non-variable account value is a liabilityvalues, representing the reserve amounts equal to a contract's deposits, less withdrawals and adjusted by investment performance net of fees and charges;
a liabilityreserves for future policy benefits,FIA, including the host contract, which is the non-variable guaranteed minimum contract value and the fair value of an embedded derivative guarantee, representing the present value of future benefitscash flows attributable to be paidthe indexed strategies.
Refer to or on behalfNote 1 – Basis of policyholders less the present valuePresentation and Significant Accounting Policies of future estimated net premiums;
fair value reserves for living benefits embedded derivative guarantees; and
death and living benefit reserves which are computed based on a percentage of revenues less actual claim costs.
The reserve for future policy benefits is calculated based on actuarially recognized methods using mortality tables, which are modifiedNotes to reflect the Company’s actual experience when appropriate. LiabilitiesConsolidated Financial Statements and the MD&A – Critical Accounting Estimates for future policy benefits, less the present value of future estimated net premiums and with interest thereon at certain assumed rates, are calculated at amounts that are expected to be sufficient to meetadditional information on the Company’s policy obligations at their maturities or in the eventreserving methodologies.
Reinsurance
As part of the death or survival of an insured. OtherCompany’s strategy as a life insurance liabilities include those for unearned premiums and benefits in excess of account value. Reserves for assumedaggregator through reinsurance, are computed in a manner that is comparable to direct insurance reserves.
Reinsurance
Thethe Company cedes insurance to affiliated and unaffiliated insurers to enable the Company to manage capital and risk exposure. Such arrangements do not relieve the Company of its primary liability to policyholders.policyholders or cedants whom we engage. Failure of reinsurers to honor their obligations could result in losses to the Company. The Company regularly monitors the financial condition and ratings of its reinsurers and structures agreements to provide collateral funds where necessary. Reinsurance accounting is followed for ceded transactions that provide indemnification against loss or liability relating to insurance risk (i.e. risk transfer). If the ceded transactions do not provide risk transfer, the Company accounts for these transactions as financing transactions.
APP A - 5The Company also assumes and reinsures in-force blocks and flow reinsurance. The Company assumes reinsurance from unaffiliated insurers in order to provide additional diversification of earnings and insurance exposures. The Company currently relies on the policy issuing company for administration of certain reinsured business and the Company maintains assets in trusts supporting the assumed reserve for the benefit of the issuing company. Reinsurance accounting is followed for assumed contracts that provide for risk transfer.




Investment Operations
The majority of the Company’sCompany's investment portfolios supporting its direct insurance business are managed by Hartford Investment Management Company (“HIMCO”). HIMCO manages for its general investments, as well as Pacific Investment Management Company ("PIMCO") related to the assets supporting certain assumed reserves. Both companies manage the Company's portfolios to maximize economic value, and generate the returns necessary to support the Company’s various product and reinsurance obligations, within internally established objectives, guidelines and risk tolerances. In addition, the Company has an agreement with Sixth Street for investment management services, in order to diversify the Company’s investment management capabilities and to leverage the specialty knowledge of Sixth Street with respect to certain asset classes. The portfolio objectives and guidelines are developed based upon the asset/liability profile, including duration, convexity and other characteristics within specified risk tolerances. The risk tolerances considered include, but are not limited to, asset sector, credit issuer allocation limits and maximum portfolio limits for below investment grade holdings. The Company attempts to minimize adverse impacts to the portfolio and the Company’s results of operations
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from changes in economic conditions through asset diversification, asset allocation limits, asset/liability duration matching and through the use of derivatives. For further discussion of HIMCO’son HIMCO's and PIMCO's investment portfolio management approach,approaches, see the MD&A – Enterprise Risk Management. Following the Talcott Resolution Sale Transaction, HIMCO will continue to manage invested assets of the Company for an initial term of five years.&A".
Enterprise Risk Management
The Company has insurance, operational and financial risks. For discussion on how the Company manages these risks, see MD&A - Enterprise Risk Management.
RegulationCompetition
We compete with other providers of retirement savings and accumulation products. Although the Company is not actively selling new policies, we believe our existing product features and customer service capabilities, and our risk management strategies, provide an attractive value for the retention of existing customers.
Regulations
State Insurance Department Regulation. State insurance laws are intended to supervise and regulate insurers with the goal of protecting policyholders and ensuring the solvency of the insurers. As such, the insurance laws and regulations grant broad authority to state insurance departments (the “Departments”) to oversee and regulate the business of insurance. The Departments monitor the financial stability of an insurer by requiring insurers to maintain certain solvency standards and minimum capital and surplus requirements; invested asset requirements; state deposits of securities; guaranty fund premiums and assessments to cover certain obligations of insolvent insurance companies; restrictions on the size of risks which may be insured under a single policy; and adequate reserves and other necessary provisions for unearned premiums, benefits losses and loss adjustment expenseslosses and other liabilities, both reported and unreported. In addition, the Departments perform periodic market and financial examinations of insurers and require insurers to file annual and other reports on the financial condition of the companies. Policyholder protection is also regulated by the Departments through licensing of insurers, agents and brokers and others; approval of premium rates and policy forms; claims administration requirements; and maintenance of minimum rates for accumulation of surrender values.
Many states also have laws regulating insurance holding company systems. These laws require insurance companies, which are formed and chartered in the state (referred to as “domestic insurers”), to register with the state department of insurance (referred to as their “domestic state or regulator”) and file information concerning the operations of companies within the holding company system that may materially affect the operations, management or financial condition of the insurers within the system. Insurance holding company regulations principally relate to (i) state insurance approval of the acquisition of domestic insurers, (ii) prior review or approval of certain transactions between the domestic insurer and its affiliates, and (iii) regulation of dividends made by the domestic insurer. All transactions within a holding company system affecting domestic insurers must be determined to be fair and equitable.
The National Association of Insurance Commissioners (“NAIC”), the organization that works to promote standardization of best practices and assists state insurance regulatory authorities and insurers, conducted the “Solvency Modernization Initiative” (the “Solvency Initiative”). The effort focused on reviewing the U.S. financial regulatory system and financial regulation affecting insurance companies including: (1) capital requirements; (2) corporate governance and risk management; (3) group supervision; (4) statutory accounting and financial reporting; and (5) reinsurance. As a result of the Solvency Initiative, among other items, the NAIC adopted the Corporate Governance Annual Disclosure Model Act, which was enacted by the Company’s lead domestic state of Connecticut. The model law requires insurers to make an annual confidential filing regarding their corporate governance policies. In addition, the NAIC adopted the Risk Management and Own Risk and Solvency Assessment Model Act (“ORSA”), which also has been adopted by Connecticut. ORSA requires insurers to maintain a risk management framework and conduct an internal risk and solvency assessment of the insurer’s material risks in normal and stressed environments. Many state insurance holding company laws, including those of Connecticut, have also been amended to require insurers to file an annual confidential enterprise risk report with their lead domestic regulator, disclosing material risks within the entire holding company system that could pose an enterprise risk to the insurer.
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Federal Securities Regulation. Prior to the Company ceasing new sales in 2012, the Company sold variable life insurance, variable annuity, and some fixed guaranteed products that are “securities” registered with the SEC under the Securities Act of 1933, as amended. Some of thethese products also have associated separate accounts that are registered with the SEC as investment companies under the Investment Company Act of 1940, as amended (the “1940 Act”), and/or are regulated by state law. Separate account investmentamended. Our SEC-registered products are alsoand separate accounts remain subject to state insurance regulation. Moreover, each registered separate account is divided into sub-accounts, each of which invests in an underlying mutual fund that isthe federal securities laws, regulation by the SEC, and regulation by the Financial Industry Regulatory Authority (“FINRA”). Federal securities regulation also registered as anaffects investment company under the 1940 Act.advice, sales, and related activities with respect to these products. The SEC and FINRA may from time to time make inquiries and conduct examinations regarding our compliance with applicable law. We cooperate with such inquiries and examinations and take corrective action when warranted.
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Privacy and Cybersecurity Regulation. Moreover, federalFederal law and the laws of many states require financial institutions to protect the security and confidentiality of customer information and to notify customers about their policies and practices relating to collection and disclosure of customer information and their policies relating to protecting the security and confidentiality of that information. Federal law and the laws of many states also regulate disclosures and disposal of customer information. Congress, state legislatures, and regulatory authorities have begun to adoptbeen increasingly adopting additional regulation relating to privacy, cybersecurity, and other aspects of customer information;information, and more proposed regulation is expected in the coming years. For example, the SEC has recently proposed and/or adopted several new regulations related to cybersecurity and privacy.
Insurance regulatory activity related to privacy, data protection, and cybersecurity also continues to increase. In October 2017, the NAIC adopted the Insurance Data Security Model Law. The model law requires that insurance companies establish a cybersecurity program and includes specific technical safeguards as well as requirements regarding governance, incident planning, data management, system testing, vendor oversight and regulator notification. Several states have either implemented the model law or are anticipated to implement it in the near future, or have otherwise adopted similar laws. The NAIC is also considering a new Consumer Privacy Protection Model Law (to replace the corresponding existing model law) that would include stronger provisions related to consumer rights, consent, and notification as well as third-party service agreements, data retention and deletion policies, and data sharing agreements.
The Company actively monitors regulatory developments in these areas. Failure to comply with federal and state laws and regulations may result in fines, private litigation, reputational damage, the issuance of cease-and-desist orders or suspension, termination or limitation of the activities of our operations and/or employees.
Intellectual Property
The Company relies on a combination of contractual rights and copyright, trademark, patent and trade secret laws to establish and protect our intellectual property.
The Company has a trademark portfolio that we consider important in the marketing of our products and services, including, among others, the trademarks of the Talcott name. The duration of trademark registrations may be renewed indefinitely subject to country-specific use and registration requirements. We regard our trademarks as extremely valuable assets in marketing our products and services and vigorously seek to protect them against infringement. In addition, we own a number of patents and patent applications, some of which may be important to our business operations. Patents are of varying duration depending on filing date, and will typically expire at the end of their natural term.
EmployeesHuman Resources Capital
At December 31, 2020,2023, the Company had no direct employees. The Company's operations are managed by employees of its indirect parent, TLI, and the costs of these services are allocated to the Company through an intercompany services and cost allocation agreement.agreement on a cost-plus basis.
Available Information
The Company's Internet address is www.talcottresolution.com. References in this prospectus to our website address are provided only as a convenience and do not constitute, and should not be viewed as, an incorporation by reference of the information contained on, or available through, the website. Therefore, such information should not be considered part of this prospectus. The SEC maintains an Internet site that contains reports, proxy and information statements,Prospectus and other information regarding issuers that file electronicallyfiled with the SEC (www.sec.gov). The Company filed reports with the SEC until July 15, 2019. The Company currently relies on an exemption provided by Rule 12h-7 under the Securities Exchange Act of 1934 from the requirement to file reports with the SEC.may be viewed at www.sec.gov.
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RISK FACTORS
You should carefully consider the following risks, any of which could have a material adverse effect on our business, financial condition, results of operation, or liquidity of the Company. These risks are not exclusive, and additional risks to which we are subject include, but are not limited to, the factors mentioned under “Forward-Looking Statements”"Forward-Looking Statements" above and the risks of our businesses described elsewhere in this document.
The following risk factors have been organized by category for ease of use, however many of the risks may have impacts in more than one category. The occurrence of certain of them may, in turn, cause the emergence or exacerbate the effect of others. Such a combination could materially increase the severity of the impact of these risks on our business, results of operations, financial condition or liquidity.
Macroeconomic Risks
The COVID-19 pandemic could have a material adverse effect on our business operations, results of operations, cash flows and financial position.
Global health concerns relating to the ongoing COVID-19 pandemic and related government actions taken to reduce the spread of the virus have had a dramatic impact on the macroeconomic environment and the outbreak continues to materially increase economic uncertainty and reduce economic activity.
The outbreak has resulted in authorities implementing numerous measures to try to contain the virus, such as travel bans and restrictions, quarantines, shelter in place or total lock-down orders and business limitations and shutdowns. Governments have taken steps to mitigate some of the more severe anticipated economic effects of the virus, but there can be no assurance that such steps will be effective or achieve their desired results in a timely fashion.
The outbreak has impacted and is likely to further impact our workforce and operations and the operations of third-party vendors and business partners. The spread of COVID-19 has caused us to modify our business practices (including transitioning substantially all employees to a remote work environment, restricting travel and cancelling physical participation in meetings, events and conferences), and we may take further actions as may be required by government authorities or as we determine are in the best interests of our employees, policy and contract holders and business partners. There is no certainty how long such policies will remain in effect or that such measures will be sufficient to mitigate the risks posed by the virus or will otherwise be satisfactory to government authorities.
The ongoing impacts of COVID-19 may affect our overall level of profitability and cash flow, and our liquidity due to a number of macroeconomic and operational factors. Such factors may include:
the impact of disruption in the credit and financial markets,
the impact of financial market volatility,
change in behavior of policy and contract holders, e.g., that related to lapses,
increased mortality exposure,
the timeliness and ultimate collectability of our receivables,
failure of third parties upon which we rely to meet their obligations to us, or significant disruptions in their ability to meet those obligations in a timely manner, which may be caused by their own financial or operational difficulties,
the impact on key personnel,
the impact of the continuation of remote work arrangements on our business continuity plans, and our ability to continue to provide services to our policy and contract holders,
increased risk of phishing and other cybersecurity attacks or unauthorized dissemination of personal, confidential, proprietary or sensitive data caused by remote work arrangements, and
the potential effects on our internal controls including over financial reporting as a result of long-term continuing remote work arrangements that are applicable to employees and business partners.
These factors may remain prevalent for a significant period of time and may adversely affect our business, results of operations and financial condition even after the COVID-19 pandemic subsides.
For the year ended December 31, 2020 (Successor Company), the COVID-19 pandemic did have varying impacts on components of revenue, however, there was no overall impact as revenues were flat year over year. The impacts from COVID -19 in 2020 may not be representative of future conditions. The extent to which the COVID-19 outbreak continues to impact our business, results of operations and financial condition will depend on future developments, which remain highly
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uncertain and are difficult to predict, including the duration and spread of the outbreak, its severity and strain mutations, the actions to contain the virus and the development and availability of effective treatments and vaccines, and how quickly and to what extent normal economic and operating conditions can resume. Even after the COVID-19 outbreak subsides, we may experience materially adverse impacts to our business as a result of the virus’ macroeconomic impact, including adverse impacts on our liquidity and any recession that has occurred or may occur in the future.
There are no comparable recent events that provide guidance as to the effect the spread of COVID-19 as a global pandemic may have, and, as a result, the ultimate impact of the outbreak is highly uncertain and subject to change. We do not yet know the full extent of the impacts on our business, our operations or the economy overall. However, the effects could have a material impact on our results of operations and heighten many of our known risks in this section.
Risks Relating to Economic, Political and Global Market Conditions
Unfavorable economic, political and global market conditions may adversely impact our business and results of operations.
The Company’s investment portfolio and insurance liabilities are sensitive to changes in economic, political and global capital market conditions, such as the effect of a weak economy and changes in credit spreads, equity prices, inflation, and interest rates. Weak economic conditions, such as high unemployment, low labor force participation, lower family income, a weak real estate market, lower business investment and lower consumer spending, may impact the Company's profitability and may affect policyholder behavior in a manner that results in increased full and partial surrender rates.rates or fewer income premiums. In addition, the Company’s investment portfolio includes limited partnerships and other alternative investmentsinvestment funds for which changes in value are reported in earnings. These investments may be adversely impacted by political turmoil and economic volatility, including real estate market deterioration, which could impact our net investment returns and result in an adverse impact on operating results.
In recent years, the financial markets have experienced periods of significant volatility and negative returns, contributing to an uncertain and evolving economic environment. The performance of the markets in recent years has been impacted by several interrelating factors such as, but not limited to, the COVID-19 pandemic, rising inflation, changes in interest rates, geopolitical turmoil, and actions by governmental authorities. In addition, multiple bank failures in 2023 resulted in periods of market disruption and volatility and reduced confidence in depository institutions. While such bank failures did not significantly impact our business, if banks or other financial institutions with whom we do business were to enter into receivership or become insolvent in the future, there could be an adverse effect on our business and financial condition. It is not possible to predict the future performance of the markets with any certainty. The uncertain and evolving economic environment could increase the risk of loss on our investments.
Below are several key factors impacted by changes in economic, political, and global market conditions and their potential effect on the Company’s business and results of operation:
Credit Spread Risk - Credit spread exposure is reflected in the market prices of fixed income instruments where lower rated securities generally trade at a higher credit spread. If issuer credit spreads increase or widen, the market value of our investment portfolio may decline. If the credit spread widening is significant and occurs over an extended period of time, the Company may recognize credit losses, resulting in decreased earnings. If credit spreads tighten, the Company’s net investment income associated with new purchases of fixed maturities may be reduced. In addition, the value of credit derivatives under which the Company assumes exposure or purchases protection are impacted by changes in credit spreads, with losses occurring when credit spreads widen for assumed exposure or when credit spreads tighten if credit protection has been purchased.
Our statutory surplus is also affected by widening credit spreads as a result of the accounting for the assets and liabilities on our fixed market value adjusted (“MVA”("MVA") annuities and in certain of our terminal funding contracts. Statutory separate account assets supporting the fixed MVA annuities are recorded at fair value. In determining the statutory reserve for the fixed MVA annuity payments we owe contract holders,contractholders, we are required to use current crediting rates. In many capital market scenarios, current crediting rates are highly correlated with market rates implicit in the fair value of statutory separate account assets. As a result, the change in the statutory reserve from period to period will likely substantially offset the change in the fair value of the statutory separate account assets. However, in periods of volatile credit markets, actual credit spreads on investment assets may increase sharply for certain sub-sectors of the overall credit market, resulting in statutory separate account asset market value losses. As actual credit spreads are not fully reflected in current crediting rates, the calculation of statutory reserves may not substantially offset the change in fair value of the statutory separate account assets, resulting in reductions in statutory surplus. This may result in the need to devote additional capital to support the fixed MVA product.
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Equity Markets Risk - A decline in equity markets may result in lower earnings from our operations where fee income is earned based upon the fair value of the assets under management. A decline in equity markets may also decrease the value of equity securities and limited partnerships and other alternative investmentsinvestment funds held in the Company’s general account portfolio, thereby negatively impacting our financial condition or reported earnings. In addition, certain of our annuity products have GMDBs or GMWBs. Expected claims related to these guarantees increase when equity markets decline, requiring us to hold more statutory capital. Our hedging assets seek to reduce the statutory surplus impact and net economic sensitivity of our potential guaranteed benefit obligations due to market fluctuations. Because of the accounting
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asymmetries between our hedging targets and statutory and GAAP accounting principles for our guaranteed benefits, rising equity markets and/or rising interest rates may result in statutory or GAAP losses.
Interest Rate Risk - Global economic conditions may result in the persistence of a low interest rate environment which would continue to pressure our net investment income and could result in lower margins on certain products. Due to the long-term nature of the Company's liabilities, such as structured settlements and guaranteed benefits on variable annuities,VA, low interest rates over an extended period of time would result in lower reinvestment yields, increased hedging costs, reduced spreads on our annuity products and greater capital volatility. On the other hand, a rise in interest rates, in the absence of other countervailing changes, would reduce the market value of our investment portfolio and, if long-term interest rates were to rise dramatically, certain of our products might be exposed to disintermediation risk. Disintermediation risk refers to the risk that our policyholders may surrender their contracts in a rising interest rate environment, requiring us to liquidate assets in an unrealized loss position.
The elimination of London Inter-Bank Offered Rate (“LIBOR”) may adversely affect In an attempt to curb rising inflation, the Federal Reserve and other central banks raised interest rates on,multiple times in 2022 and 2023. It is unclear whether and how interest rates will change in future periods. Although we take measures to manage economic risks associated with different interest rate environments, we may not be able to fully mitigate those risks.
Real Estate Risk - A portion of our investment portfolio consists of real estate-related investments. The value of derivativesour real estate investments may be negatively impacted by general, regional, and floatinglocal economic conditions in the real estate sector, such as supply and demand, market volatility, interest rate securities we hold,fluctuations, vacancy rates, and any other assets or liabilities whose value is tied to LIBOR.
As a result of concerns about the accuracy of the calculation of LIBOR, regulators, law enforcement agencies, or the ICE Benchmark Association (the current administrator of LIBOR) may take actions resulting in changes to the way LIBOR is determined, the discontinuance of the reliance on LIBOR as a benchmark rategeographic and the establishment of alternative reference rates. On July 27, 2017, the United Kingdom ("U.K.") Financial Conduct Authority announced that it intends to stop persuading or compelling banks to submit LIBOR rates after 2021, which is expected to result in these widely used reference rates no longer being available. The U.S. Federal Reserve, based upon the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee, has begun publishing a Secured Overnight Financing Rate (“SOFR”) which is intended to replace U.S. dollar LIBOR. Potential changes to LIBOR,extreme weather risks, as well as uncertainty related to such potential changes and the establishmentcreditworthiness of any alternative reference rates, may adversely affect the market for LIBOR-based securities and could adversely impact outstanding contracts with interest rates tied to LIBOR if those contracts either do not provide for a replacement rate such as SOFR or convert to another less favorable reference rate. Outstanding contracts and securities that could be affected include certain derivative contracts used to hedge our insurance liabilities, floating rate securities we hold, and any other assets or liabilities whose value is tied to LIBOR.obligors.
Insurance Industry and Product Related Risks
We are vulnerable to losses from increased mortality exposure.
Claims arising from increased mortality due to natural and man-made catastrophes associated with public health crises (such as COVID-19), terrorist attacks andor other suchsevere events could have a material adverse effect on our results of operations and liquidity, either directly or as a result of their effect on our reinsurers or other counterparties. Additionally, fundamental changes in the life expectancies of our annuitants due to significant medical breakthroughs could result in increased liability reserves for our payout annuities especially with respect to our terminal funding, single premiumspremium immediate annuities and structured settlements books of business.
Our program to manage interest rate and equity risk related to our variable annuity guaranteed benefits may be ineffective which could result in statutory and GAAP volatility in our earnings and potentially material charges to net income.
Some of our in-force business, including FIAs and especially variable annuities, offer guaranteed benefits, including GMDBs and GMWBs. These GMDBs and GMWBs expose the Company to interest rate risk and significant equity risk. A decline in equity markets would not only result in lower fee income, but would also increase our exposure to liability for benefit claims. We use reinsurance and benefit designs, such as caps, to mitigate the exposure associated with GMDBs. We also use reinsurance in combination with product management actions, such as rider fee increases, investment restrictions and buyout offers, as well as derivative instruments to attempt to minimize the claim exposure and to reduce the volatility of net income associated with the GMWB liability. We remain liable for the guaranteed benefits in the event that reinsurers or derivative counterparties are unable or unwilling to pay, which could result in a need for additional capital to support in-force business.
From time to time, we may adjust our risk management program based on contracts in force, market conditions, or other factors. While we believe that these actions improve the efficiency of our risk management related to these benefits, changes to the risk management program may result in greater statutory and GAAP earnings volatility and, based upon the types of hedging instruments used, can result in potentially material charges to net income (loss) in periods of rising equity market pricing levels, higher interest rates and declines in volatility. We are also subject to the risk that these management actions prove ineffective or that unanticipated policyholder behavior, combined with adverse market events, produces
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economic losses beyond the scope of the risk management techniques employed, which individually or collectively may have a material adverse effect on our business, financial condition, results of operations and liquidity.


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Unanticipated policyholder behavior, combined with adverse market events, may have a material adverse effect on our business, financial condition, results of operations and liquidity.
In general, policyholder behavior risk can be thought of as how efficiently policyholders utilize the options embedded within their contracts, especially during adverse market conditions when benefit guarantees are more likely to be more valuable. These options may include but are not limited to lapses, the timing and/or amount of partial withdrawals, utilization of features available through withdrawal benefit riders, and utilization of investment options. Unanticipated policyholder behavior, combined with adverse market events, may have a material adverse effect on our business, financial condition, results of operations and liquidity.
We face competition, which could limit our ability to achieve our growth strategies and could materially and adversely affect our business, financial condition, results of operations and liquidity.
Even though we no longer sell new policies, we operate in highly competitive markets and compete with large and small industry participants. We compete based on a number of factors including financial strength ratings, credit ratings, brand recognition, reputation, quality of service, performance of our products, product features, and pricing. Our ability to compete across these factors depends on effective implementation of our business plan, actions taken by our competitors, the availability of suitable acquisition or block reinsurance opportunities at attractive valuations under acceptable terms, and the overall economic environment. A decline in our competitive position as to one or more of these factors could adversely affect our business. We may experience increased surrenders, fewer incoming premiums, and/or an inability to consummate reinsurance transactions, which may have a material and adverse effect on our growth, business, financial condition, results of operations and liquidity.
Financial Strength, Credit and Counterparty Risks
The amount of statutory capital that we must hold to maintain our financial strength and credit ratings and meet other requirements can vary significantly from time to time and is sensitive to a number of factors outside of our control.
As licensed insurance companies, we are subject to statutory accounting standards and statutory capital and reserve requirements prescribed by insurance regulators and the National Association of Insurance Commissioners (“NAIC”). The minimum capital we must hold is based on risk-based capital (“RBC”) formulas for life companies. The RBC formula for life companies establishes capital requirements relating to insurance, business, asset and interest rate risks, including equity, interest rate and expense recovery risks.
In any particular year, statutory surplus amounts and RBC ratios may increase or decrease depending on a variety of factors, including:
the amount of statutory income or losses we generate,
changes to statutory liabilities,
changes in future cash flows,
the amount of additional capital we must hold,
the amount of dividends made to our parent company,
changes in equity market levels,
the value and ratings of certain fixed-income securities,
the value of equity securities in our investment portfolio,
the value of certain derivative instruments,
changes in interest rates,
changes to federal tax laws,
admissibility of deferred tax assets, and
changes to the NAIC RBC formulas.
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Most of these factors are outside of the Company's control. The Company's financial strength and credit ratings are significantly influenced by our statutory surplus amounts and RBC ratios. In addition, rating agencies may implement changes to their internal models that have the effect of increasing the amount of statutory capital we must hold in order to maintain our current ratings. Also, in extreme scenarios of equity market declines and other capital market volatility, the amount of additional statutory reserves that we are required to hold for our variable annuity guarantees increases at a greater than linear rate. This reduces the statutory surplus used in calculating our RBC ratios. When equity markets increase, surplus levels and RBC ratios would generally be expected to increase. However, as a result of a number of factors and market conditions, including the level of hedging costs and other risk transfer activities, statutory reserve requirements for death and withdrawal benefit guarantees and increases in RBC requirements, surplus and RBC ratios may not increase when equity markets increase.
BecauseAlthough the Company has not added new business in several years it isrecently begun operating as a run-off aggregator through reinsurance, the Company continues to be rated as a run-off operation, which translates into a lower rating than a similarly capitalized company that has been adding new business.operation. If our statutory capital resources are insufficient to maintain a particular rating and if we did not raise additional capital, either at our discretion or because we were unable to do so, our financial strength and credit ratings might be downgraded by one or more rating agencies. Downgrades below certain thresholds could trigger counterparty rights to require us to assign certain of our products to other carriers or to terminate reinsurance treaties. Downgrades in the Company's RBC ratio or downgrades in our financial strength or credit ratings below certain contractual thresholds could also result in additional collateral requirements on
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certain of our derivative instruments and counterparty rights to terminate derivative relationships, both of which could limit our ability to purchase additional derivative instruments. The occurrence of certain of these downgrade events could have an adverse material impact on the Company's results of operations, financial condition or liquidity.
Losses due to nonperformance or defaults by counterparties can have a material adverse effect on the value of our investments, reducing our profitability or sources of liquidity.
We have credit risk with counterparties on investments, derivatives, and premiums receivable. Among others, our counterparties include issuers of fixed maturity and equity securities we hold, borrowers of mortgage loans we hold, customers, trading counterparties, counterparties under swaps and other derivative contracts, reinsurers, clearing agents, exchanges, clearing houses and other financial intermediaries and guarantors. These counterparties may default on their obligations to us due to bankruptcy, insolvency, lack of liquidity, adverse economic conditions, operational failure, fraud, government intervention or other reasons. In addition, for exchange-traded derivatives, such as futures, options and "cleared" over-the-counter derivatives, the Company is generally exposed to the credit risk of the relevant central counterparty clearing house. Defaults by these counterparties on their obligations to us could have a material adverse effect on the value of our investments, business, financial condition, results of operations and liquidity. Additionally, if the underlying assets supporting the structured securities we invest in default on their payment obligations, our securities will incur losses.
Nonperformance or defaults by reinsurance counterparties can have a material adverse effect on our financial condition.
As an insurer, we frequently use reinsurance to reduce the effect of losses from businesses that can cause unfavorable results of operations. Under these reinsurance arrangements, other insurers assume a portion of our losses and related expenses; however, we remain liable as the direct insurer on all risks reinsured. Consequently, ceded reinsurance arrangements do not eliminate our obligation to pay claims, and we are subject to our reinsurers' credit risk with respect to our ability to recover amounts due from them. The inability or unwillingness of any reinsurer to meet its financial obligations to us, including the impact of any insolvency or rehabilitation proceedings involving a reinsurer that could affect the Company's access to collateral held in trust, could have a material adverse effect on our financial condition, results of operations and liquidity. This risk may be magnified by a concentration of reinsurance-related credit risk resulting from the sale of the Company’s Individual Life and Retirement Products businesses and the Commonwealth Annuity Reinsurance Agreement.annuity reinsurance agreement. Further details of such concentration can be found in MD&A - Enterprise Risk Management - Reinsurance Risk.
Further, due to the inherent uncertainties as to collection and the length of time before reinsurance recoverables will be due, it is possible that future adjustments to the Company’s reinsurance recoverables, net of ACL could be required which could have a material adverse effect on the Company’s consolidated results of operations or cash flows in a particular quarterly or annual period.
Our credit agreements may restrict our current and future operations and impede our ability to respond to changes or to take certain actions.
We have entered into certain credit agreements that impose various operating and financial restrictions, including restrictive covenants and limitations. As a result of these restrictions, covenants and limitations, we may be limited in how we conduct our business operations. The terms of any future credit agreements we may enter into may contain additional restrictive covenants. Our failure to comply with the restrictive covenants in existing or future debt instruments could result in an event of default, which, if not cured or waived, could result in our being required to repay outstanding indebtedness before the due date. If we are forced to refinance indebtedness on less favorable terms or are unable to refinance at all, our results of operations and financial condition could be materially adversely affected.
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Our ability to declare and pay dividends is subject to limitations.
Connecticut state laws limit the payment of dividends and require notice to and approval by the state insurance commissioner for the declaration orof payment of dividends above certain levels.
Dividends paid from our operations and that of our insurance subsidiaries are further dependent on each insurer’sinsurer's cash requirements. In addition, in the event of our liquidation or reorganization or that of a subsidiary, prior creditor claims may take precedence over our parent’sparent's right to a dividend or distribution except to the extent that our parent may be a creditor of ours or of one of our subsidiaries.
Risks Relating to Estimates, Assumptions and Valuations
Actual results could materially differ from the analytical models we use to assist our decision making in key areas such as capital management, hedging and reserving.
We use models to help make decisions related to, among other things, capital management, reserving, investments, hedging, reinsurance and pricing of strategic acquisitions. Both proprietary and third-party models we use incorporate numerous assumptions and forecasts about the future level and variability of interest rates, capital requirements, currency exchange rates, policyholder behavior, mortality/longevity, equity markets and inflation, among others. The models are subject to the inherent limitations of any statistical analysis as the historical internal and industry data and assumptions used in the models may not be indicative of what will happen in the future. Consequently, actual results may differ materially from our modeled results. The profitability and financial condition of the Company substantially depends on the extent to which our actual experience is consistent with assumptions we use in our models and ultimate model outputs. If, based upon these
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models or other factors, our estimates of capital adequacy or the risks we are exposed to prove to be materially inaccurate, our business, financial condition, results of operations or liquidity may be adversely affected.
The valuation of our securities and investments and the determination of allowances and impairments are highly subjective and based on methodologies, estimations and assumptions that are subject to differing interpretations and market conditions.
Estimated fair values of the Company’s investments are based on available market information and judgments about financial instruments, including estimates of the timing and amounts of expected future cash flows and the credit standing of the issuer or counterparty. During periods of market disruption, it may be difficult to value certain of our securities if trading becomes less frequent and/or market data becomes less observable. There may be certain asset classes that were in active markets with significant observable data that become illiquid due to the financial environment. In addition, there may be certain securities whose fair value is based on one or more unobservable inputs, even during normal market conditions. As a result, the determination of the fair values of these securities may include inputs and assumptions that require more estimation and management judgment and the use of complex valuation methodologies. These fair values may differ materially from the value at which the investments may be ultimately sold. Further, rapidly changing or unprecedented credit and equity market conditions could materially impact the valuation of securities and the period-to-period changes in value could vary significantly. Decreases in value could have a material adverse effect on our business, results of operations, financial condition and liquidity.
Similarly, management’s decision on whether to record a credit loss is subject to significant judgments and assumptions regarding changes in general economic conditions, the issuer's financial condition or future recovery prospects, estimated future cash flows, the effects of changes in interest rates or credit spreads, the expected recovery period and the accuracy of third party information used in internal assessments. As a result, management’s evaluations and assessments are highly judgmental and its projections of future cash flows over the life of certain securities may ultimately prove incorrect as facts and circumstances change.
If assumptions used in estimating future gross profits differ from actual experience, we may bethe Company is required to acceleratewrite down goodwill, the amortizationCompany’s financial condition and results would be negatively affected.
Goodwill is an intangible asset that amounts to the excess of the purchase price of an acquired business over the fair value of the identifiable net assets, including other intangibles. We perform testing on goodwill for impairment at least annually, based on the fair value of the business acquired (VOBA) and increase reserves for GMDB and GMWB on variable annuities,compared to its carrying value. The fair value of the business could decrease if, among other events or circumstances, business conditions, profitability or other drivers of performance are different than our expectations. We may need to perform impairment tests more frequently if events occur or circumstances indicate that the carrying amount of goodwill may not be recoverable. If it is determined that the goodwill has been impaired, the Company must write down the asset by the amount of the impairment, which could adversely affecthave a material adverse effect on our results of operation.
The Company has established VOBA based on the actuarially estimated present value of future cash flows from the acquired insuranceoperations and investment contracts as of the Talcott Acquisition Date. We amortize VOBA based on the ratio of actual gross profits in the period to the present value of current and future estimated gross profits (“EGPs”). The Company evaluates the EGPs compared to the VOBA asset to determine if an impairment exists. The Company also establishes reserves for GMDB and the life contingent portion of GMWB using components of EGPs. The projection of EGPs, or components of EGPs, requires the use of certain assumptions that may not prove accurate, including those related to the separate account fund returns, full or partial surrender rates, mortality, withdrawal benefit utilization, withdrawal rates, annuitization, policy maintenance expenses, and hedging costs.
In addition, if our assumptions about policyholder behavior (e.g., full or partial surrenders, benefit utilization and annuitization) and costs related to mitigating risks, including hedging costs, prove to be inaccurate or if significant or sustained equity market declines occur, we could be required to accelerate the amortization of VOBA related to variable annuity contracts, and increase reserves for GMDB and life-contingent GMWB which would result in a charge to net income.financial condition.
If our businesses do not perform well, we may not be able to realize our deferred tax asset and therefore may be required to establish a valuation allowance against the deferred income tax asset.
Our income tax expense may include deferred income taxes arising from temporary differences between the financial reporting and tax bases of assets and liabilities and carry-forwards for foreign tax credits, capitalinvestment related losses, and net
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operating losses. Deferred tax assets are assessed quarterly by management to determine if it is more likely than not that the deferred income tax assets will be realized. Factors in management's determination include the performance of the business, including the ability to generate, from a variety of sources and tax planning strategies, sufficient future taxable income and capitalinvestment related gains before net operating loss and capital loss carry-forwards expire. If based on available information, it is more likely than not that we will be unable to recognize a full tax benefit on deferred tax assets, then a valuation allowance will be established with a corresponding charge to net income (loss). Charges to increase our valuation allowance could have a material adverse effect on our results of operations and financial condition.
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Strategic and Operational Risks
Our businesses may suffer and we may incur substantial costs if we are unable to effectively conduct our business operations, access our systems and safeguard the security of our data in the event of a disaster, cyber breaches or other information security incident.
We use technology to process, store, retrieve, evaluate and utilize customer and company data and information. Our information technology and telecommunications systems, in turn, interface with and rely upon third-party systems. We and our third party vendors must be able to access our systems to process premium payments, make changes to existing policies, file and pay claims and administer life and annuity products, provide customer support, manage our investment portfolios and hedge programs, report on financial results and perform other necessary business functions.
Systems failures or outages could compromise our ability to perform these business functions in a timely manner, which could harm our ability to conduct business and hurt our relationships with our business partners and customers. In the event of a disaster such as a natural catastrophe, a public health crisis (such as COVID-19), an industrial accident, a cyber-attack, a blackout, a terrorist attack (including conventional, nuclear, biological, chemical or radiological) or war, systems upon which we rely may be inaccessible to our employees, customers or business partners for an extended period of time. In addition, such events may cause a significant number of our employees, or employees of our service providers, to be unable or unwilling to report to work, which may disrupt our product administration and core business functions. Even if our employees and business partners are able to report to work, they may be unable to perform their duties for an extended period of time if our data or systems used to conduct our business are disabled or destroyed.
Our systems have been, and will likely continue to be, subject to viruses or other malicious code, unauthorized access, cyber-attacks or other computer related penetrations. The frequency and sophistication of such threats continue to increase as well. While, to date, the Company is not aware of having experienced a material breach of our cyber security systems,Our administrative and technical controls as well as other preventive actions may be insufficient to prevent physical and electronic break-ins, denial of service, cyber-attacks or other security breaches to our systems or those of third parties with whom we do business. Such an event could compromise our confidential information as well as that of our clients and third parties, impede or interrupt our business operations and result in other negative consequences, including remediation costs, loss of revenue, additional regulatory scrutiny and litigation and reputational damage. In addition, we routinely transmit to third parties personal, confidential and proprietary information, which may be related to employees and customers, by email and other electronic means, along with receiving and storing such information on our systems. Although we attempt to protect privileged and confidential information, we may be unable to secure the information in all events, especially with clients, vendors, service providers, counterparties and other third parties who may not have appropriate controls to protect confidential information.
Our businesses must comply with regulations to control the privacy of customer, employee and third-party data, and state and federal regulations regarding data privacy are becoming increasingly more complex. A misuse or mishandling of confidential or proprietary information could result in legal liability, regulatory action and reputational harm. We could also suffer harm to our business and reputation if attempted cyber-attacks are publicized. The regulatory trend toward broad consumer and general public notification of such incidents could exacerbate the harm.
Third parties, including third party administrators, are also subject to cyber-breaches of confidential information, along with the other risks outlined above, any one of which may result in our incurring substantial costs and other negative consequences, including a material adverse effect on our business, reputation, financial condition, results of operations and liquidity. While we maintain cyber liability insurance that provides both third party liability and first party insurance coverages, our insurance may not be sufficient to protect against all losses.
Performance problems due to outsourcing and other third-party relationships may compromise our ability to conduct business.
We outsource certain business and administrative functions and rely on third-party vendors to perform certain functions or provide certain services on our behalf and have a significant number of information technology and business processes outsourced with a single vendor. If we are unable to reach agreement in the negotiation of contracts or renewals with certain third-party providers, or if such third-party providers experience disruptions or do not perform as anticipated, we may be unable to meet our obligations to customers and claimants, and incur higher costs which may have a material adverse effect on our business and results of operations. For other risks associated withThe Company could fail to meet legal, regulatory, financial or customer obligations in the event that our outsourcing of certain functions, seethird-party vendors fail to deliver contracted services, or that the immediately preceding risk factor.Company may be exposed
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to reputational damage due to actions or inactions of our third-party vendors. We monitor the performance of our third-party vendors, but there is no guarantee that our monitoring activities will always prevent or detect failures by our vendors.
The Company may pursue one or more transactions or take other actions, which may include pursuing strategic acquisitions or divestitures or other strategic initiatives, any of which could subject the Company to a number of challenges, uncertainties and risks or negatively impact the Company’s business, financial condition, results of operations or liquidity.
We may pursue one or more transactions or take other actions, which may include pursuing strategic acquisitions or divestitures or other strategic transactions. Because these transactions involve a number of challenges, uncertainties and risks, we may not be able to consummate any such transaction or, if concluded, achieve some or all of the benefits that we expected to derive from it. Pursuit of these initiatives may also, among other things, result in a loss of employees or clients, negatively affect policyholder behavior or result in potentially adverse capital, ratings or tax consequences. In addition, the completion of an acquisition may require use of our capital and may involve difficulty integrating acquired businesses into our existing operations. Moreover, completion of an acquisition, divestiture or other strategic initiative may require regulatory approvals or other third-party approvals, and such approvals may not be able to be obtained or may involve significant additional cost, time, regulatory capital commitments and other regulatory conditions and obligations. There can be no assurances that we will manage acquisitions and dispositions or other strategic initiatives successfully, that strategic opportunities will be available to us on acceptable terms or at all, or that we will be able to consummate desired transactions. As a result of any of the foregoing, our business, financial condition, results of operations and liquidity could be negatively impacted.
Regulatory and Legal Risks
Regulatory and legislative developments could have a material adverse impact on our business, financial condition, results of operations and liquidity.
In the U.S., state and federal regulatory initiatives and legislative developments may significantly affect our operations in ways that we cannot predict.
The Company and its insurance subsidiaries are regulated by the insurance departments of the states in which we are domiciled, licensed or authorized to conduct business. As a result, we are subject to extensive laws and regulations that are complex, subject to change and often conflicting in their approach or intended outcomes. Compliance with these laws and regulations can increase costs. State regulations generally seek to protect the interests of policyholders rather than an insurer or the insurer’s shareholders and other investors. U.S. state laws grant insurance regulatory authorities broad administrative powers with respect to, among other things, licensing and authorizing lines of business, approving policy forms and premium rates, setting statutory capital and reserve requirements and limiting the types and amounts of certain investments. State insurance departments also set constraints on domestic insurer transactions with affiliates and dividends and, in many cases, must approve affiliate transactions and extraordinary dividends as well as strategic transactions such as acquisitions and divestitures.
In addition, future regulatory initiatives could be adopted at the federal or state level that could impact the profitability of our businesses. For example, the NAIC and state insurance regulators are continually reexamining existing laws and regulations, specifically focusing on modifications to statutory accounting principles, interpretations of existing laws and the development of new laws and regulations. The NAIC continues to enhance the U.S. system of insurance solvency regulation, with a particular focus on group supervision, risk-based capital, accounting and financial reporting, enterprise risk management and reinsurance. AnyMultiple regulatory bodies are involved in revising current requirements and any proposed or future legislation or NAIC initiatives, if adopted, may be more restrictive on our ability to conduct business than current regulatory requirements or may result in higher costs or increased statutory capital and reserve requirements. In addition, the Federal Reserve Board and the International Association of Insurance Supervisors ("IAIS") each have initiatives underway to develop insurance group capital standards. While the Company would not currently be subject to either of these capital standard regimes, it is possible that in the future standards similar to what is being contemplated by the Federal Reserve Board or the IAIS could apply to the Company, with unclear implications. The NAIC is in the process of developing a U.S. group capital calculation that will employ a methodology based on aggregated risk-based capital with unclear implications.
Modifications of the Dodd-Frank Act and related regulations could have unanticipated consequences for the companyCompany and its subsidiaries, including the amount of collateral we may be required to pledge with respect to derivative transactions. This could increase our costs and could adversely affect the liquidity of our investments and the composition of our investment portfolio. It is unclear whether and to what extent such changes might impact us or our business, financial conditions, results of operations and liquidity.
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In recent years, there has been a proliferation of state and federal legislative proposals to protectLegislative activity aimed at protecting consumer privacy and augmentaugmenting cybersecurity protections.protections continues to increase. In January 2020,addition to the groundbreaking CaliforniaNAIC proposed Consumer Privacy Act (“CCPA”) went into effect, and whileProtection Model Law, there are three Federal proposals amending the Company can leverageGramm-Leach-Bliley Act. These proposals would all require changes to the law's Gramm-Leach-Bliley Act exemption in part, the Company also implemented a CCPA compliance program. Additionally, in November 2020, California residents voted to approve another privacy law, the California Privacy Rights Act ("CPRA"). The Company will be updating its compliance program throughout 2021 to reflect the expansions inCompany's current consumer privacy rights that the CPRA provides.protections with varying degrees of complexity.
Cybersecurity legislation continues to be a growing area of priority. For example, in November 2023 the New York’s Department of Financial Services enactedadopted amendments to their Cybersecurity Regulation in February 2017.that move beyond administrative and technical safeguards and are focused on cybersecurity governance and risk management. The regulation places cybersecurity requirements upon all covered financial institutions,amendments require certain technologies, increased board involvement and each institution is required to sign aan annual certificate of compliance annually.compliance. In addition, approximately a dozen other states have adopted similar cybersecurity requirements that apply to the Company. New regulations regarding cybersecurity disclosures is also on the rise. As of 2018, all 50 states and the District of Columbia have their own data breach notification laws and, in February 2018, the SEC has issued an interpretative Commission Statement and Guidance on Public Company Cybersecurity Disclosuresa rule requiring registered investment companies, including the Company’s registered separate accounts, to provide companies guidance on meeting their cybersecurity disclosure requirements.adopt and
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implement comprehensive cybersecurity policies and procedures and disclose significant cybersecurity incidents in the prospectuses for variable annuities and variable life insurance policies.
Compliance with the ever-increasing number of privacy and cybersecurity regulations involves a significant number of resources and can be costly to implement. Further, a particular regulator or enforcement authority may interpret a legal, accounting or reserving issue differently than we have, exposing us to different or additional regulatory risks. The application of these regulations and guidelines by insurers involves interpretations and judgments that may be challenged by state insurance departments. The result of those potential challenges could require us to increase levels of statutory capital and reserves or incur higher operating and/or tax costs.
The evolving landscape of environmental, social and governance standards could adversely affect our reputation or business results and could lead to litigation or regulatory proceedings that harm our financial condition.
Customers, regulators, and other market participants may evaluate our business or other practices according to a variety of environmental, social and governance ("ESG") standards, expectations, or metrics, all of which may evolve, may be subjective or underdeveloped in nature, and may reflect contrasting or conflicting values. Standard-setting organizations and regulators including, but not limited to, the NAIC, SEC, and state insurance regulators, have proposed or adopted, or may propose or adopt, ESG rules or standards applicable to us. For example, the NAIC has generally modified the Insurer Climate Risk Disclosure survey to align with aspects of the Financial Stability Board’s Task Force on Climate-Related Financial Disclosures (“TCFD”) framework, a recognized framework of recommendations that were developed to enhance climate-related disclosures. The SEC has also adopted new disclosure rules that generally require a wide range of registered companies to provide extensive disclosures and financial information on climate-related risk in their registration statements and periodic reports filed with the SEC. In October 2023, the Governor of California signed two bills into law that will require significant climate-related disclosures (in some cases beyond the disclosures required by the SEC’s new rules) by large entities doing business in that state. In addition, certain organizations that provide information to investors have developed ratings for evaluating companies on their approach to different ESG matters. Due to the sometimes conflicting, uncertain, and subjective ESG regulatory and market environment, we may be seen as acting inconsistently with ESG standards or values from the perspective of certain customers, regulators, or other constituents. As a result, we may face adverse regulatory, customer, media, or public scrutiny related to ESG that potentially could have a negative impact on our business or reputation or lead to legal challenges.
Advancements in Artificial Intelligence, Machine Learning, and Large Language Models pose risks and challenges.
State regulators and the NAIC are evaluating existing regulatory frameworks for insurance industry wide use of artificial intelligence, machine learning, and large language models (“AI”). Regulators are concerned about the privacy and protection of individual consumer data and about bias and discrimination resulting from the use of AI in algorithms and predictive models that are used by insurance companies, either directly or indirectly through third party service providers. Our ability to adopt new technologies may be inhibited by the emergence of industry-wide standards, a changing legislative and regulatory environment, an inability to develop appropriate governance and controls, a lack of internal product and engineering expertise, resistance to change from consumers, or lack of appropriate change management processes or the complexity of our systems. In addition, our adoption of new technologies and our introduction of new products and services may expose us to new or enhanced risks, particularly in areas where we have less experience or our existing governance and control systems may be insufficient, which could require us to make substantial expenditures or subject us to legal liability, heightened regulatory scrutiny and brand or reputational harm.
Our potential uses of AI or the use of AI by our third party service providers may be subject to various risks including flaws or limitations in the large language models or training datasets that may result in biased or inaccurate results, ethical considerations, and the ability to safely deploy and implement governance and controls for such systems. Laws and regulations related to AI are evolving, and there is uncertainty as to potential adoption of new laws and regulations and the application of existing laws and regulations to use of artificial intelligence, which may restrict or impose burdensome and costly requirements on the use of AI. In addition, there has been considerable patent and other intellectual property development activity in the AI industry, which has resulted in litigation based on allegations of infringement or other violations of intellectual property rights. We may receive claims from third parties, including our competitors, alleging that our use of AI technology infringes on or violates such third party's intellectual property rights. Adverse consequences of these risks related to AI could undermine the decisions, predictions or analysis such technologies produce and subject us to competitive harm, legal liability, heightened regulatory scrutiny and brand or reputational harm.
Unfavorable judicial or legislative developments in claim litigation could adversely affect our results of operations or financial condition.
The Company is involved in litigation arising in the ordinary course of business related to products previously sold and, at times, is also involved in legal actions outside of the ordinary course, some of which assert claims for substantial amounts. Significant changes in the legal environment could cause our ultimate liabilities to change from our current expectations. Such changes could be judicial in nature, like trends in the size of jury awards and developments in the law relating to contractual rights and obligations of insurers. Legislative developments, like changes in federal or state laws relating to the rights and obligations or insurers, could have a similar effect. It is impossible to forecast such changes reliably, much less to
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predict how they might affect our loss reserves. Thus, significant judicial or legislative developments could adversely affect the Company’s business, financial condition, results of operations and liquidity.
Changes in accounting principles and financial reporting requirements could adversely affect our results of operations or financial condition.
As an SEC filer, we are currently required to prepare our financial statements in accordance with U.S. GAAP, as promulgated by the Financial Accounting Standards Board ("FASB"). Accordingly, we are required to adopt new guidance or interpretations which may have a material effect on our results of operations and financial condition that is either unexpected or has a greater impact than expected. For a description of changes in accounting standards that are currently pending and, if known, our estimates of their expected impact, see Note 1 of the consolidatedConsolidated Financial Statements.
Material weaknesses in the Company’s internal controls over financial statements.reporting may increase the risk of financial statement errors.
As previously disclosed, management determined that there was a material weakness in the Company’s controls over the financial accounting and reporting for intercompany reinsurance, which was identified in connection with the restatement of the Company’s audited financial statements for the fiscal year ended December 31, 2022.The restatement corrected an error related to the accounting associated with affiliated reinsurance agreements entered into between the Company and its parent TR Re, Ltd., in which certain of the Company’s liabilities were reinsured to TR Re. During 2023,in the course of management’s continued assessment of internal controls, management has also determined there to be a material weakness in the implementation of control activities designed to reduce risks associated with changes to the Company’s control environment, stemming from significant changes in our business, regulatory requirements, or operations. The Company has taken steps to remediate these matters, including to enhance its processes and procedures related to the appropriate accounting for intercompany reinsurance, and to improve its overall control activities aimed at reducing risks associated with changes to its control environment. The Company believes these changes will remediate the material weaknesses but if the Company's enhancements in internal controls fail to remediate the material weaknesses, or if the Company experiences additional internal control weaknesses, there could be a greater risk that current or future financial statements may not be accurate.
Changes in tax legislation or policies may have a material impact on our financial position.
The Company and its subsidiaries are currently subject to tax in the United States. The Inflation Reduction Act was signed into law in August 2022, and included, among other provisions, a 15% minimum tax (“CAMT”) on the on the adjusted financial statement income ("AFSI") of certain large corporations. The CAMT is effective for taxable years beginning after December 31, 2022 and generally applies to taxpayers with average annual financial statement income exceeding $1 billion over a three-year period. The impact of the new law was not material to the Company for the year ended December 31, 2023, though it is possible that the CAMT may have a material impact on our financial position in future years.
U.S. federal tax law generally permits tax deferral on the inside build-up of investment value of certain retirement savings, annuities and life insurance products until there is a contract distribution and, in general, excludes from taxation the death benefit paid under a life insurance contract. Congress from time to time may enact changes to the tax law that could make our products less attractive to our consumers, including legislation that would modify the tax favored treatment of retirement savings, life insurance and annuities products. For example, there is a risk that Congress could modify or remove the tax favored treatment for private placement variable annuity and/or life insurance contracts sold to high net worth individuals.
The products we sold have different tax characteristics and, in some cases, generate tax deductions and credits for the Company. Changes in either the U.S. or foreign tax laws may negatively impact the deductions and credits available to the Company, including the ability of the Company to claim foreign tax credits with respect to taxes withheld on our investments supporting separate account products. These changes would increase the Company’s actual tax expense and reduce its net income.
The profitability of certain products is significantly dependent on these characteristics and our ability to continue to generate taxable income, which is taken into consideration when pricing products and is a component of our capital management strategies. Accordingly, changes in tax law, our ability to generate taxable income, or other factors impacting the availability or value of the tax characteristics generated by our products, could impact product pricing, increase our tax expense or require us to implement other actions that could be disruptive to our businesses.
Additionally, the Organization for Economic Co-operation and Development (“OECD”) has published model rules which provide guidance on the implementation of a 15% global minimum tax (“GMT”). In July of 2023 the United Kingdom enacted legislation which would be effective in 2024. The Company has certain affiliates which are tax residents in the United Kingdom. The impact of GMT and the potential future actions by governments, including the U.S., in response are uncertain and may negatively impact the Company’s financial position.



49

DESCRIPTION OF


PROPERTIES
The Company's principal executive offices are located in Windsor,Hartford, Connecticut. In connection with the Talcott Resolution Sale Transaction, the Company sold its Windsor, Connecticut facility to The Hartford Financial Services Group, Inc. and leases approximately 65,000 square feet of office space. The Company believes its properties and facilities are suitable and adequate for current operations. For further discussion of this transaction, see Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements.
LEGAL PROCEEDINGS
Litigation
The Company is involved in claims litigation arising in the ordinary course of business with respect to group and individual life insurance products and annuity contracts. The Company accounts for such activity through the establishment of reserves for future policy benefits. Management expects that the ultimate liability, if any, with respect to such ordinary-course claims litigation, after consideration of provisions made for potential losses and costs of defense, will not be material to the consolidated financial condition, results of operations or cash flows of the Company.
APP A - 16




The Company is, from time to time, also involved in other kinds of legal actions, some of which assert claims for substantial amounts. Such actions have alleged, for example, bad faith in the handling of insurance claims and improper sales practices in connection with the sale of insurance and investment products. Some of these actions also seek punitive damages. Management expects that the ultimate liability, if any, with respect to such lawsuits, after consideration of provisions made for estimated losses, will not be material to the consolidated financial condition of the Company. Nonetheless, given the large or indeterminate amounts sought in certain of these actions, and the inherent unpredictability of litigation, it is possible that an adverse outcome in certain matters could, from time to time, have a material adverse effect on the Company’s consolidated financial condition, results of operations or cash flows in particular quarterly or annual periods.
SELECTED FINANCIAL DATA
The following table sets forth the Company's selected consolidated financial data at the dates and for the periods indicated below. The selected financial data should be read in conjunction with MD&A presented.
Successor CompanyPredecessor Company
For the Year Ended
December 31,
June 1, 2018 to December 31, 2018January 1, 2018 to
May 31, 2018
For the Years Ended December 31,
($ In millions)2020201920172016
Income Statement Data
Total revenues [1]$1,571 $1,571 $1,222 $836 $2,232 $2,382 
Net income (loss) [2]$399 $359 $409 $94 $(46)$282 
[1]    Total revenues were flat in 2020 compared to 2019 primarily due to lower net realized capital losses, partially offset by lower fee income. The overall decline in Total revenues is primarily driven by lower fee income and lower net investment income due to the continued decline of the book of business and realized capital losses associated with the macro hedge program.
[2]    Net income (loss) is driven by the impacts to Total revenues as well as impacts from deferred policy acquisition costs ("DAC")/VOBA unlocks and Tax Reform in 2017.
Successor CompanyPredecessor Company
As of December 31,As of December 31,
($ In millions)20202019201820172016
Balance Sheet Data
Total assets [3]$158,888 $154,713 $150,146 $168,732 $170,346 
Total stockholder's equity [4]$3,185 $2,552 $2,005 $6,680 $7,821 
[3]    The increase in Total Assets for 2020 and 2019 was primarily due to higher Separate account asset values due to strong equity markets. The overall decrease in Total assets in 2016 to 2019 was primarily driven by the continued decline of the book of business and the Commonwealth Annuity Reinsurance Agreement entered into on June 1, 2018.
[4]    The increase in Total stockholder's equity in 2020 and 2019 was primarily related to increased accumulated other comprehensive income due to favorable market conditions, partially offset by dividends paid of $319 and $700 in 2020 and 2019, respectively. The overall decline of Total stockholder's equity from 2016 to 2018 was primarily due to the application of pushdown accounting related to the Talcott Resolution Sale Transaction in 2018 and the continued decline of the book of business.
QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
For additional information, please see MD&A - Enterprise Risk Management.
APP A - 1750





MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(Dollar amounts in millions, unless otherwise stated)
The MD&A addresses the financial condition of Talcott Resolution Life Insurance Company and its subsidiaries (“TL”("TL" or the “Company”"Company") as of and for the years ended December 31, 20202023 and 20192022 (Successor Company), along with the reporting periods of Juneperiod ended July 1, 20182021 through December 31, 20182021 (Successor Company) and January 1, 2018 through May 31, 2018the six months ended June 30, 2021 (Predecessor Company). This discussion should be read in conjunction with the Consolidated Financial Statementsconsolidated financial statements and related Notesnotes to the consolidated financial statements which appear elsewhere in this document. Certain reclassifications have been made to prior year financial information to conform
On January 1, 2023, the Company adopted Financial Accounting Standards Board Accounting Standards Update 2018-12, Targeted Improvements to the current year presentation.
The impactAccounting for Long-Duration Contracts. We applied the retrospective method as of July 1, 2021, the outbreak and continuing spread of COVID-19 and the related disruption to the worldwide economy continue to affect companies across all industries. For the year ended December 31, 2020 (Successor Company), the COVID-19 pandemic did have varying impacts on components of revenue, however, there was no overall impact as revenues were flat year over year. The duration and impact of the COVID-19 public health crisis on financial markets, overall economy and our operations remain uncertain. As such,date that the Company continueswas acquired. For more information, see Note 2 - Adoption of Long-Duration Targeted Improvements of Notes to monitor and address potential impacts as discussed throughout this document but remains unable to quantify its impact on the financial results, liquidity and capital resources of the company and its operations in future periods.Consolidated Financial Statements.

INDEX
DescriptionPage
APP A - 1952
Investment Results
APP A - 2154
Critical Accounting Estimates
APP A - 2558
Enterprise Risk Management
APP A - 3061
Capital Resources and Liquidity
APP A - 5180
Impact of New Accounting Standards
APP A - 5986
APP A - 1851




CONSOLIDATED RESULTS OF OPERATIONS
Operating Summary
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
20202019
Fee income and other$741 $821 $502 381 
Earned premiums35 42 31 42 
Net investment income816 924 509 520 
Net realized capital gains (losses)(74)(275)142 (107)
Amortization of deferred reinsurance gain53 59 38 — 
Total revenues1,571 1,571 1,222 836 
Benefits, losses and loss adjustment expenses626 760 415 534 
Amortization of deferred policy acquisition costs ("DAC") and value of business acquired ("VOBA")50 (25)98 16 
Insurance operating costs and other expenses364 423 235 183 
Other intangible asset amortization— 
Dividends to policyholders60 
Total benefits, losses and expenses1,106 1,168 754 735 
Income before income taxes465 403 468 101 
Income tax expense [1]66 44 59 
Net income$399 $359 $409 $94 
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
(In millions)20232022
Revenues
Policy charges and fee income$646 $509 $434 $438 
Premiums88 99 26 24 
Net investment income590 778 498 534 
Investment and derivative related losses, net(929)(76)(50)(242)
Total revenues395 1,310 908 754 
Benefits, Losses and Expenses
Benefits and losses307 521 161 349 
Change in market risk benefits(305)(295)— 
Amortization of value of business acquired and deferred acquisition costs55 61 24 (43)
Insurance operating costs and other expenses334 301 212 232 
Total benefits, losses and expenses391 588 399 538 
Income before income taxes4 722 509 216 
Income tax expense (benefit) [1]
(39)107 88 30 
Net income$43 $615 $421 $186 
[1]    The effective tax rate differs from the U.S. Federal statutory rate of 21% primarily due to the separate account dividends received deduction ("DRD").deduction. For a reconciliation of the income tax provision at the U.S. Federal statutory rate to the provision for income taxes, see Note 1014 - Income Taxes of Notes to Consolidated Financial Statements.
For theThe year the ended December 31, 20202023 compared to the year ended December 31, 2022 (Successor Company)
FeeThe decrease in net income decreased primarilyof $572 was due to higher investment and derivative related losses, net of $853 and lower COLI feesnet investment income of $188, partially offset by higher policy charges and fee income of $137 and lower benefits and losses of $214. Other changes amounted to an increase of $118.
The increase in policy charges and fee income was primarily driven by additional policy charges and fee income of $181 related to the Guardian reinsurance assumption due to favorable mortality on experience rated business and the continued declinetiming of the variable annuity block of business. Lower COLI fees aretransaction, partially offset by favorable benefits, losseslower policy charges and loss adjustment expenses.fee income associated with affiliate reinsurance of $29. Other changes amounted to a decrease of $15.
Total netNet investment income decreased primarily to higher host accretion associated with modified coinsurance embedded derivatives of $235, partially offset by an increase in net investment income due to lower yields on fixed maturity investments resulting from lower reinvestment ratesmaturities, policy loans and lower yields on floating rate securities,mortgage loans of $89. Other decreases amounted to $42.
Investment and derivative related losses, net increased primarily due to a lesser extent, holding lower asset levels and fewer non-routine items. Also contributing to the decrease was lower income from limited partnerships and other alternative investments in the second quartervalue of 2020 which was a resultfreestanding derivatives of unfavorable impact on valuations from$896 (mainly, the economic impacts of the COVID-19 pandemic. For further discussion, see MD&A - Investments Results, Net Investment Income.VA hedge program). Other net increases amounted to $43.
Lower net realized capitalBenefits and losses were primarily driven by lower changes in the reserve for life contingent payout annuities, variable annuity blocks of business and COLI, partially offset by higher interest credited..
Insurance operating costs and other expenses increased due to operating costs associated with the reinsured blocks from Guardian of $19 and administration fees associated with the reinsured blocks from Allianz of $8. Other net increases amounted to $6.
The period of July 1, 2021 to December 31, 2021 (Successor Company)
Policy charges and fee income was primarily driven by fees from the VA block of business and COLI.
Total net investment income was primarily driven by strong investment funds, as well as fixed maturities income.
Investment and derivative related losses, net were primarily driven by macro hedge program losses as well as higher interest rate derivatives gains and trading gains. For further information, see MD&A - Investment Results, Net Realized Capital Gains (Losses).losses.
The deferred reinsurance gain is amortized into income over the life of the underlying policies reinsured.
52



Benefits and losses and loss adjustment expenses were due to lower death benefits and changeprimarily driven by changes in the reserve for life reserves primarily due to lower death claims on the COLI business, release of a mortality contingency reserve and the continued decline of the variable annuity blockcontingent payout annuities, VA blocks of business, partially offset by an unlock charge. The unlock charge was primarily related to variable annuity assumptions updates, partially offset by updates to projected risk-based capital requirements, which affected the products' underlying additional reserves established through the purchase accounting fair value allocation process. Amortization of VOBA increased primarily due to an unlock charge.COLI and interest credited.
Insurance operating costs and other expenses were lower primarily duedriven by operating costs. In addition, there were transaction costs related to the continued decline ofSixth Street and Allianz transactions.
The six months ended June 30, 2021 (Predecessor Company)
Fee Income was primarily driven by fees from the variable annuityVA block of business and lower stand up costs.
APP A - 19




Dividends to Policyholders increased due to surrenders of participating COLI policies. This is offset by the release of mortality contingency reserves.
For the year the ended December 31, 2019 (Successor Company)
Fee income, earned premiums, and insurance operating costs and other expenses decreased primarily due to the continued decline of the variable annuity block of business.COLI.
Total net investment income decreasedwas primarily due to lower income fromdriven by fixed maturities driven by lower asset levels, partially offset by an increase in income from limited partnerships and other alternative investments. For further discussion, see MD&A - Investments Results, Net strong investment funds.
Investment Income.
Net realized capitaland derivative related losses, net were primarily driven by macro hedge program losses which were driven by improvements in the market. For further information, see MD&A - Investment Results, Net Realized Capital Gains (Losses).
The deferred reinsurance gain is amortized into income over the life of the underlying policies reinsured.
Benefits, losses and loss adjustment expenses decreased due to lower death benefits and interest credited primarily due to the continued decline of the variable annuity block of business partially offset by an unlock charge. The unlock charge isinvestment related to products' underlying additional reserves established through the purchase accounting fair value allocation process. Amortization of VOBA decreased primarily due to macro hedge losses.gains on sales.
For the period of June 1, 2018 to December 31, 2018 (Successor Company)
Net income was primarily driven by fee incomeBenefits and other as well as net investment income and net realized capital gains due to macro hedge program gains partially offset by benefits, losses and loss adjustment expenses, amortization of VOBA and insurance operating costs and other expenses.
Fee income and other for the period continued to decrease due to the decline of the variable annuity block of business. Net investment income was primarily impacted by lower income from fixed maturities driven by lower asset levels due to the reinsurance agreement that the Company entered into with Commonwealth as well as the continued decline of the Company's business, partially offset by an increase in income from limited partnerships and other alternative investments. Amortization of VOBA increased due to macro hedge program gains. Insurance operating costs and other expenses include separation, stand-up and reinsurance related costs which were partially offset by the amortization of the deferred gain on the Commonwealth Annuity Reinsurance Agreement.
For the period of January 1, 2018 to May 31, 2018 (Predecessor Company)
Net income was primarily driven by net investment income and fee income and other, partially offset by benefits, losses and loss adjustment expenses and insurance operating costs and other expenses and net realized capital losses.
Fee income and insurance operating costs and other expenses for the period continued to decline due to the decline of the variable annuity block of business. Net investment income was primarily impacted by lower income from fixed maturities driven by lower asset levels, partially offset by an increase in income from limited partnerships and other alternative investments. Net realized capital losses were primarily driven by losses on sales including the transfer of property recognized in connection with the May 31, 2018 sale of the Company as well as hedge program losses.operating costs.
APP A - 2053





INVESTMENT RESULTS
Composition of Invested AssetsComposition of Invested AssetsComposition of Invested Assets
Successor CompanySuccessor Company
Successor Company December 31, 2023December 31, 2022
December 31, 2020December 31, 2019 AmountPercentAmountPercent
AmountPercentAmountPercent
Fixed maturities, available-for-sale ("AFS"), at fair value$14,875 73.2 %$13,988 72.6 %
Fixed maturities, at fair valueFixed maturities, at fair value$15,106 70.3 %$15,714 69.0 %
Equity securities, at fair valueEquity securities, at fair value65 0.3 %45 0.2 %Equity securities, at fair value182 0.8 0.8 %179 0.8 0.8 %
Mortgage loans (net of allowance for credit losses ("ACL") of $17 and $0)2,092 10.3 %2,241 11.6 %
Mortgage loans, net of allowance for credit lossesMortgage loans, net of allowance for credit losses2,019 9.4 %2,520 11.1 %
Policy loans, at outstanding balancePolicy loans, at outstanding balance1,452 7.2 %1,467 7.6 %Policy loans, at outstanding balance1,528 7.1 7.1 %1,495 6.6 6.6 %
Limited partnerships and other alternative investments999 4.9 %939 4.9 %
Investment fundsInvestment funds1,428 6.7 %1,300 5.7 %
Other investments [1]Other investments [1]24 0.1 %40 0.2 %Other investments [1]35 0.2 0.2 %95 0.3 0.3 %
Short-term investments802 4.0 %550 2.9 %
Short-term investments, at fair valueShort-term investments, at fair value1,181 5.5 %1,489 6.5 %
Total investmentsTotal investments$20,309 100 %$19,270 100 %Total investments$21,479 100.0 100.0 %$22,792 100.0 100.0 %
[1]Primarily includes derivative instruments and as of December 31, 2022 (Successor Company) includes real estate acquired in satisfaction of debt.
Total investments increaseddecreased since December 31, 20192022 (Successor Company), primarily due to an increase in fixed maturities, AFSsales of mortgage loans, short-term investments and short-term investments. Fixed maturities, AFS increased primarilyavailable for sale securities, partially offsetting this were increases from investments due to anlower interest rates during the period and additional affiliate loans issued by the Company, which increase in valuations as a result of a decline in interest rates. Short-term investments increased as a result of the Company's liquidity management.short-term investments.
Net Investment IncomeNet Investment IncomeNet Investment Income
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
20202019
Successor CompanySuccessor CompanyPredecessor Company
For the Years Ended December 31,For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
202320232022
(Before-tax)(Before-tax)AmountYield [1]AmountYield [1]AmountYield [1]AmountYield [1](Before-tax)Amount
Yield [1]
Amount
Yield [1]
Amount
Yield [1]
Amount
Yield [1]
Fixed maturities [2]Fixed maturities [2]$518 3.7 %$586 4.1 %$343 4.0 %$395 4.6 %
Fixed maturities [2]
$695 3.8 3.8 %$620 3.2 3.2 %$174 2.5 2.5 %$243 3.6 3.6 %
Equity securitiesEquity securities16.1 %4.7 %7.7 %4.3 %Equity securities11 5.3 5.3 %10 5.1 5.1 %10 14.8 14.8 %5.3 5.3 %
Mortgage loansMortgage loans92 4.2 %92 4.4 %49 4.1 %54 4.5 %Mortgage loans80 3.5 3.5 %74 3.1 3.1 %32 2.9 2.9 %45 4.2 4.2 %
Policy loansPolicy loans82 5.7 %84 5.8 %48 5.7 %32 5.3 %Policy loans90 5.9 5.9 %82 3.9 3.9 %36 4.9 4.9 %40 5.4 5.4 %
Limited partnerships and other alternative investments130 14.3 %161 19.2 %67 13.7 %41 10.4 %
Investment fundsInvestment funds116 10.6 %168 15.6 %259 50.9 %216 45.7 %
Other [3]Other [3]13 19 11 13 
Investment expenseInvestment expense(26)(24)(18)(19)
Investment expense
Investment expense
Total net investment incomeTotal net investment income$816 4.4 %$924 4.9 %$509 4.5 %$520 4.7 %
Total net investment income excluding limited partnerships and other alternative investments$686 3.9 %$763 4.3 %$442 4.1 %$479 4.5 %
Total net investment income
Total net investment income$590 2.5 %$778 3.6 %$498 5.3 %$534 5.9 %
Total net investment income, excluding investment fundsTotal net investment income, excluding investment funds$474 3.8 %$610 3.1 %$239 2.7 %$318 3.7 %
[1]Yields calculated using annualized net investment income divided by the monthly average value of invested assets, at amortized cost as applicable, excluding repurchase agreement and securities lending collateral, if any, and derivatives book value. The yield calculation for the year ended December 31, 2023 (Successor Company) excludes the impact of the host accretion recorded within other net investment income. The yield calculation for the period of July 1, 2021 to December 31, 2021 (Successor Company) excludes assets acquired from the Allianz reinsurance agreement entered into on December 30, 2021.
[2]Includes net investment income on short-term investments.investments and for periods prior to 2023, excludes certain amounts related to fixed maturities where the FVO was elected.
[3]The year ended December 31, 2020 (Successor Company) was primarily driven by net    Includes the accretion using a risk-free rate on the book value of investment income on assets from the COLI blockportfolios of business. For the year ended December 31, 2019 (Successor Company) and the period of June 1, 2018 to December 31, 2018 (Successor Company), includes dividends received from seed money investments in Hartford funds and other business which is reinsured. The period of January 1, 2018 to May 31, 2018 (Predecessor Company), primarily includes income from derivatives that qualify for hedge accounting and hedge fixed maturities.

modified coinsurance arrangements.
APP A - 2154




YearThe year ended December 31, 20202023 (Successor Company) compared to the year ended December 31, 2022 (Successor Company)
Total net investment income for the yearyears ended December 31, 20202023 and 2022 (Successor Company) was $816.$590 and $778, respectively. Total net investment income decreased in 2023 primarily due to lower yields onhigher host accretion associated with modified coinsurance embedded derivatives, partially offset by higher fixed maturitymaturities income due to reinvesting in higher yielding investments resulting from lower reinvestment rates and lower yields on floating rate securities, and to a lesser extent, holding lower asset levels and fewer non-routine items. Also contributing toduring the decrease was lower income from limited partnerships and other alternative investments in the second quarter of 2020, which was a result of unfavorable impact on valuations from the economic impacts of the COVID-19 pandemic.year.
The annualized net investment income yield, excluding limited partnershipsinvestment funds, increased in 2023 to 3.8% compared to 3.1% in 2022. The increase was primarily driven by higher yield on fixed maturities.
The new money yield, excluding certain U.S. Treasury securities and other alternative investments, and non-routine items, which primarily include mortgage loan pre-paymentscash equivalent securities, was 3.9%4.1% for the year ended ended December 31, 2020.2023, which was above the average yield of sales and maturities of 2.5% for the same period.
The period of July 1 to December 31, 2021 (Successor Company)
Total net investment income for the period of July 1, 2021 to December 31, 2021 was $498. Total net investment income was primarily impacted by greater income from investment funds primarily driven by higher valuations and cash distributions within private equity funds, partially offset by a decrease in fixed maturities income due to greater amortization of premium due to book value being written up to market value as a result of pushdown accounting for the Sixth Street transaction, and continued lower yield on fixed maturities resulting from reinvesting at lower rates.
The annualized net investment income yield, excluding investment funds and the Allianz coinsurance assets, was 2.7% for the period of July 1, 2021 to December 31, 2021. Excluding investment funds and non-routine items, the annualized investment income yield was 2.6% for the same period.
The new money yield for the year endedperiod of July 1, 2021 to December 31 2020,, 2021, excluding certain U.S. Treasury securities and cash equivalent securities, was approximately 3.2%2.8%, which was above the average yield of sales and maturities of 2.1% for the same period.
The six months ended June 30, 2021 (Predecessor Company)
Total net investment income for the six months ended June 30, 2021 was $534. Total net investment income was primarily impacted by greater income from investment funds primarily driven by higher valuations and sales of underlying investments within private equity funds, partially offset by a lower yield on fixed maturities resulting from reinvesting at lower rates and a lower yield on floating rate investments.
The annualized net investment income yield, excluding investment funds, was 3.7% for the six months ended June 30, 2021. Excluding investment funds and non-routine items, the annualized investment income yield was 3.6% for the same period.
The new money yield for the six months ended June 30, 2021, excluding certain U.S. Treasury securities and cash equivalent securities, was approximately 2.5%, which was below the average yield of sales and maturities of 3.7%3.2% for the same period.
Year ended December 31, 2019 (Successor Company)
Total net investment income for the year ended December 31, 2019 was $924. Total net investment income was primarily
impacted by lower income from fixed maturities driven by lower asset levels, partially offset by an increase in income from
limited partnerships and other alternative investments.
The annualized net investment income yield, excluding limited partnerships and other alternative investments, was 4.3% for
the year ended ended December 31, 2019. Excluding limited partnerships other alternative investments and non-routine
items, which primarily include make-whole payment income of fixed maturities and mortgage loan pre-payments, the
annualized investment income yield was 4.2% for the same period.
The new money yield for the year ended December 31, 2019, excluding certain U.S. Treasury securities and cash
equivalent securities, was approximately 4.0%, which was above the average yield of sales and maturities of 3.8% for the
same period primarily due to purchasing of slightly longer duration and lower credit quality assets in the earlier part of 2019
as well as the sale of previously impaired securities.
For the period June 1, 2018 to December 31, 2018 (Successor Company)
Total net investment income for the period of June 1, 2018 to December 31, 2018 was $509. Total net investment income was primarily impacted by lower income from fixed maturities driven by lower asset levels due to the Commonwealth Annuity Reinsurance Agreement that the Company entered into as well as the continued decline of the Company's book of business.
The annualized net investment income yield, excluding limited partnerships and other alternative investments, was 4.1% for the period of June 1, 2018 to December 31, 2018. Excluding make-whole payments on fixed maturities and mortgage loan pre-payments, the annualized investment income yield, excluding limited partnerships and other alternative investments, was 4.1% for the same period.
The new money yield for the period of June 1, 2018 to December 31, 2018, excluding certain U.S. Treasury securities and cash equivalent securities, was approximately 4.3%, which was above the average yield of sales and maturities of 3.9% for the same period due to higher interest rates.
For the period January 1, 2018 to May 31, 2018 (Predecessor Company)
Total net investment income for the period of January 1, 2018 to May 31, 2018 was $520. Total net investment income was primarily impacted by lower income from fixed maturities driven by lower asset levels, partially offset by an increase in income from limited partnerships and other alternative investments.
The annualized net investment income yield, excluding limited partnerships and other alternative investments, was 4.5% for the period. Excluding non-routine items, which primarily include make-whole payments on fixed maturities and mortgage loan pre-payments, the annualized investment income yield, excluding limited partnerships and other alternative investments, was 4.4%.
The new money yield for the period, excluding certain U.S. Treasury securities and cash equivalent securities, was approximately 4.3%, which was above the average yield of sales and maturities of 3.9% for the same period due to higher interest rates.
APP A - 2255




Net Realized Capital Gains (Losses)
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
(Before-tax)20202019
Gross gains on sales$166 $67 $12 $49 
Gross losses on sales(32)(18)(38)(112)
Equity securities [1](21)
Net credit losses on fixed maturities, AFS [2](1)
Change in ACL on mortgage loans [3](8)
Intent-to-sell impairments [4](6)— (1)— 
Net other-than-temporary impairments ("OTTI") losses recognized in earnings(4)(6)— 
Valuation allowances on mortgage loans— (5)— 
Results of variable annuity hedge program
GMWB derivatives, net82 53 12 12 
Macro hedge program(414)(418)153 (36)
Total results of variable annuity hedge program(332)(365)165 (24)
Transactional foreign currency revaluation(4)(6)
Non-qualifying foreign currency derivatives(7)(4)(10)
Other, net [5]142 51 37 (23)
Net realized capital gains (losses)$(74)$(275)$142 $(107)
Investment and Derivative Related Gains (Losses)
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
20232022
Available-for-sale debt securities
Gross gains on sales$$$14 $55 
Gross losses on sales(194)(532)(20)(8)
Net realized gain/loss on other disposals(12)— — — 
Net realized investment related losses on available-for-sale debt securities(205)(530)(6)47 
Provision for credit losses on fixed maturities, available-for-sale(16)(1)— 
Net recognized investment related losses on fair value option fixed maturities(11)(21)— — 
Net realized investment related gains (losses) on equity securities12 (24)(2)— 
Net unrealized investment related gains (losses) on equity securities still held at the end of the period(8)16 — 
Provision for credit losses on mortgage loans(11)(3)(1)
Net recognized investment related gains on fair value option investment funds41 16 — — 
Embedded derivatives [1]
198 1,014 15 80 
Freestanding derivatives [1]
(926)(297)(73)(379)
Fixed indexed annuities hedge program22 (247)— — 
Other, net(25)12 (5)
Investment and derivative related losses, net$(929)$(76)$(50)$(242)
[1]The net unrealized gains (losses) on equity securities included in net realized capital gains (losses) related to equity securities still held as of December 31, 2020 (Successor Company), were $4 for the year-ended December 31, 2020 (Successor Company).The net unrealized gains (losses) on equity securities included in net realized capital gains (losses) related to equity securities still held as of December 31, 2019 (Successor Company), were $(2) for the year-ended December 31, 2019 (Successor Company).The net unrealized gains (losses) on equity securities included in net realized capital gains (losses) related to equity securities were $(14) for the period of June 1, 2018 to December 31, 2018 (Successor Company), and $(3) for the period of January 1, 2018 to May 31, 2018 (Predecessor Company).
[2]Due Refer to the adoptionNon-Qualifying Derivatives section of accounting guidanceNote 4 - Derivatives for creditadditional information.
Investment and derivative related losses, net increased from 2022, primarily due to losses on January 1, 2020,the VA hedge program and gross realized capital losses previously reported as OTTI are now presented as credit losses which are net of any recoveries. For further information, refer to Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements. In addition, see Credit Losses on Fixed Maturities, AFS and Intent-to-Sell Impairments section within the Investment Portfolio Risks section of the MD&A.
[3]Represents the change in ACL recorded during the period following the adoption of accounting guidance for credit losses on January 1, 2020. For further information, refer to Note 1 - Basissale on available-for-sale securities, partially offset by lower losses ceded as part of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements. In addition, see ACL on Mortgage Loans within the Investment Portfolio Risks section of the MD&A.affiliated modified coinsurance reinsurance embedded derivatives.
[4]See Credit Losses on Fixed Maturities, AFS and Intent-to-Sell Impairments within the Investment Portfolio Risks section of the MD&A.Freestanding Derivatives
[5]Includes gains (losses) on non-qualifying derivatives, excluding foreign currency derivatives, of $149 for the year ended December 31, 2020 (Successor Company), $54 for the year ended December 31, 2019 (Successor Company), $35 for the period of June 1, 2018 to December 31, 2018 (Successor Company), and $(10) for the period of January 1, 2018 to May 31, 2018 (Predecessor Company).
Gross Gains and Losses on Sales
Gross gains and losses on sales for the year ended December 31, 2020 (Successor Company) were primarily driven by issuer-specific sales and tenders of corporate securities and sales of U.S. treasury securities for duration and/or liquidity management.
Gross gains and losses on sales for the year ended December 31, 2019 (Successor Company) resulted from duration, liquidity and credit management within corporate securities and U.S Treasury securities.
Gross gains and losses on sales for the period of June 1, 2018 to December 31, 2018 (Successor Company) resulted from duration, liquidity and credit management within corporate and U.S. Treasury securities.
APP A - 23




Gross gains and losses on sales for the period of January 1, 2018 to May 31, 2018 (Predecessor Company) were primarily the result of sales of fixed maturities, AFS executed in order to fund the Commonwealth Annuity Reinsurance Agreement. Gross gains and losses on sales also resulted from duration, liquidity and credit management within corporate and U.S. Treasury securities. In addition, gross losses on sales include the transfer of property recognized in connection with the May 31, 2018 sale of the Company.
Variable Annuity Hedge Program
For the year ended December 31, 20202023 (Successor Company), losses on the variable annuitymacro hedge program were $897 and were primarily driven by higher interest rates and equity indices, which decreased the value of interest rate swaps and put options.
For the year ended December 31, 2022 (Successor Company), losses on the macro hedge program were $1.
For the period of July 1, 2021 to December 31, 2021 (Successor Company), losses on the macro hedge program were primarily due to losses of $564$50 driven by improvements in the equity markets, and $69$46 driven by time decay of options and $32 driven by improvements in interest rates, partially offset by $117$27 due to equity volatility.
For the transfer of derivatives from GMWB derivatives, net and $99 due to a decline in interest rates. Thesesix months ended June 30, 2021 (Predecessor Company), losses were partially offset by gains on the combined GMWB derivatives, net, which include the GMWB product derivatives and GMWB reinsurance contracts,macro hedge program were primarily due to gainslosses of $172$98 driven by improvements in the equity markets, $28$62 driven by equity volatility, $19 driven by a declineimprovements in interest rates and $11 due$67 driven by time decay of options.
Gross Gains and Losses on Sales of Available-for-Sale Securities
Gross gains and losses on sales for the year ended December 31, 2023 (Successor Company) were primarily driven by issuer specific selling within investment grade corporate securities for duration and/or liquidity management.
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Gross gains and losses on sales for the year ended December 31, 2022 (Successor Company) were primarily driven by issuer specific selling within investment grade corporates and sales of U.S. Treasury securities for duration and/or liquidity management.
Gross gains and losses on sales for the period of July 1, 2021 to assumption updates, partially offsetDecember 31, 2021 (Successor Company) were primarily driven by $117 dueissuer specific selling within investment grade corporates and sales of U.S. Treasury securities for duration and/or liquidity management.
Gross gains and losses on sales for the six months ended June 30, 2021 (Predecessor Company) were primarily driven by sales of investment grade corporate securities, CMBS, and sales of U.S. Treasury securities for duration and/or liquidity management.
Embedded Derivatives
Modified coinsurance reinsurance derivative contracts
For the year ended December 31, 2023 (Successor Company), the Company's general account portfolio recorded net unrealized gains, which were then transferred to an affiliate as part of modified coinsurance reinsurance contracts. Modified coinsurance reinsurance contracts contain embedded derivatives and transfer to the transfer of derivativesreinsurer the investment experience related to the macro hedge program and $24 due toassets supporting the correlation effect of market variables.reinsured policies.
For the year ended December 31, 20192022 (Successor Company), losses on the variable annuity hedge program included losses related to the macro hedge program primarily due to losses of $345 driven by improvements in the equity markets, $45 driven by equity market volatility, and $92 driven by time decay of options, partially offset by $70 due to a decline in interest rates . These losses were partially offset bynet realized capital gains on modified coinsurance reinsurance derivative contracts, where the combined GMWB derivatives, net, which includeCompany is the GMWB product, reinsurance, and hedging derivatives, primarily due to gains of $24 driven by assumption updates, $21 driven by time decay of options, and $13 driven by equity market volatility.
For the period of June 1, 2018 to December 31, 2018 (Successor Company), gains on the variable annuity hedge program included gains related to the macro hedge program of $134 driven by declines in the domestic equity markets, gains of $35 driven by an increase in equity market volatility, and gains of $34 due to a decrease in interest rates, partially offset by losses of $52 driven by time decay of options. The gains on the combined GMWB derivatives, net, which include the GMWB product, reinsurance, and hedging derivatives, are primarily due to non-market factors.
For the period of January 1, 2018 to May 31, 2018 (Predecessor Company), losses on the variable annuity hedge program included losses related to the macro hedge program primarily due to losses of $33 driven by time decay on options and losses of $8 driven by an increase in domestic equity markets, partially offset by gains of $7 related to an increase in equity market volatility. These losses were partially offset by gains on the combined GMWB derivative, net which include the GMWB product, reinsurance and hedging derivatives was primarily due to a increase in volatility of $3 and policy holder behavior of $3, as well as an increase in interest rates of $2.
Other, net
Other, net gains for the year ended December 31, 2020 (Successor Company),ceding entity, were primarily due to gains onhigher interest rate derivatives partially offset by losses associated with modified coinsurance reinsurance contracts, both driven by a decrease in interest rates.rates, which lowered the value of the underlying investments withheld from reinsurers. Modified coinsurance reinsurance contracts are accounted for as embedded derivatives and transfer to the reinsurer the investment experience related to the assets supporting the reinsured policies.
Other, net gains for the year ended December 31, 2019 (Successor Company), were primarily due to gains on interest rate derivatives partially offset by losses associated with modified coinsurance reinsurance contracts, both driven by an increase in interest rates.
Other, net gains for the period of June 1, 2018 to December 31, 2018 (Successor Company), were primarily due to gains on interest rate derivatives due to a decrease in interest rates.

Other, net losses for the period of January 1, 2018 to May 31, 2018 (Predecessor Company), were primarily due to losses on interest rate derivatives partially offset by gains associated with modified coinsurance reinsurance contracts, both driven by an increase in interest rates.



APP A - 2457




CRITICAL ACCOUNTING ESTIMATES
The preparation of financial statements, in conformity with accounting principles generally accepted in the United States of America (“("U.S. GAAP”GAAP"), requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In applying these estimates and assumptions, on a regular basis management makes subjective and complex judgments that are uncertain and subject to change. Actual results could differ materially from these estimates.
For a detailed discussion of our significant accounting policies and inaccounting pronouncements, see Note 1 to the past have differed, from those estimates.Consolidated Financial Statements.
The Company has identified the following estimates as critical in that they involve a higher degree of judgment and are subject to a significant degree of variability:
estimated gross profits used in the valuation of investments and amortization of assets (including VOBA) and liabilities associated with variable annuity and other universal life-type contracts;
amortization of deferred gain on reinsurance;
living benefits required to be fair valued (in other policyholder funds and benefits payable);freestanding derivative instruments;
valuation of investmentsmarket risk benefits and derivative instruments, including embedded derivatives on indexed annuities;
reserve for future policy benefits;
evaluation of credit losses on AFS fixed maturities, AFS and ACL on mortgage loans;
evaluation of goodwill and other intangible assets for impairment; and
valuation allowance on deferred tax assets; and
contingencies relating to corporate litigation and regulatory matters.assets.
Certain of these estimates are particularly sensitive to market conditions, and deterioration and/or volatility in the worldwide debt or equity markets could have a material impact on the Consolidated Financial Statements. In developing these estimates management makes subjective and complex judgments that are inherently uncertain and subject to material change as facts and circumstances develop. Although variability is inherent in these estimates, management believes the amounts provided are appropriate based upon the facts available upon compilation of the financial statements.
Estimated Gross Profits
Estimated gross profits (“EGPs”) are used in the valuation and amortization of the VOBA (Successor Company) asset. Portions of EGPs are also used in the valuation of reserves for death and other insurance benefit features on variable annuity and other universal life-type contracts.
Significant EGP-based Balances
Successor Company
As of December 31,
 20202019
VOBA [1]$586 $696 
Death and Other Insurance Benefit Reserves, net of reinsurance [2]$206 $181 
[1]For additional information on VOBA, see Note 6 - Deferred Policy Acquisition Costs and Value of Business Acquired of Notes to Consolidated Financial Statements.
[2]For additional information on death and other insurance benefit reserves, see Note 7 - Reserves for Future Policy Benefits and Separate Account Liabilities of Notes to Consolidated Financial Statements.
APP A - 25




Benefit (Charge) to Income, Net of Tax, as a Result of Unlock [1]
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
20202019
DAC$— $— $— $(3)
VOBA(64)— (19)— 
Death and other insurance benefit reserves(25)— — 
Change in reserves18 (46)— — 
Total (before tax)(71)(46)(12)(3)
Income tax effect(15)(10)(3)(1)
Total (after-tax)$(56)$(36)$(9)$(2)
[1]For further information, see Note 1 - Basis of Presentation and Significant Accounting Policies and Note 6 - Deferred Policy Acquisition Costs and Value of Business Acquired of Notes to Consolidated Financial Statements.
The Unlock benefits (charges) in the table above includes both assumption unlocks and market unlocks.
Successor Company
The Unlock charge, after-tax, for the year ended December 31, 2020 was primarily associated with updates to projected hedging costs and updates to variable annuity partial withdrawal assumptions, partially offset by separate account returns being above our aggregated estimated returns largely due to an increase in equity markets.
The Unlock charge, after-tax, for the year ended December 31, 2019 was primarily associated with the update of surrender rate assumptions on products' underlying additional reserves established through the purchase accounting fair value allocation process.
The Unlock charge, after-tax, for the period of June 1, 2018 to December 31, 2018 was primarily related to modifying the reversion-to-mean ("RTM") separate account return assumption to consider returns since May 31, 2018, rather than March 31, 2009 as well as the annual assumption updates associated with the macro hedge program and expense assumptions. For further discussion on RTM assumptions, please see the Market Unlocks section below. For further information regarding the elimination of DAC and the establishment of VOBA during pushdown accounting, see Note 1 - Basis of Presentation and Significant Accounting Policies and Note 6 - Deferred Policy Acquisition Costs and Value of Business Acquired of Notes to Consolidated Financial Statements.
Predecessor Company
The Unlock charge, after-tax, for the period of January 1, 2018 to May 31, 2018 was primarily due to separate account returns being below our aggregated estimated returns during the period largely due to a decrease in equity markets.
Use of Estimated Gross Profits in Amortization and Reserving
For variable annuity contracts, the Company estimates gross profits over 20 years as EGPs emerging subsequent to that time frame are immaterial. Future gross profits are projected over the estimated lives of the underlying contracts, based on future account value projections for variable annuity products. The projection of future account values requires the use of certain assumptions including: separate account returns; separate account fund mix; fees assessed against the contract holder’s account balance; full and partial surrender rates; interest credited; mortality; and annuitization rates. Changes in these assumptions and changes to other assumptions such as expenses and hedging costs cause EGPs to fluctuate, which impacts earnings.
The Company determines EGPs using a set of stochastic RTM separate account return projections which is an estimation technique commonly used by insurance entities to project future separate account returns. Through this estimation technique, the Company’s model is adjusted to reflect actual market performance at the end of each quarter. Through consideration of recent market returns, the Company will unlock, or adjust, projected returns over a future period so that the account value returns to the long-term expected rate of return, providing that those projected returns do not exceed certain caps.
APP A - 26




Annual Unlock of Assumptions
In the fourth quarter of 2020, the Company completed a comprehensive policyholder behavior assumption study which includes assumptions related to VOBA, death and other insurance benefit reserves, and additional liability values established in the purchase fair value allocation process ("PGAAP"). This study resulted in a non-market related after-tax charge of $76 to VOBA and death and other insurance benefit reserves and an after-tax benefit of $14 to the additional reserves established through PGAAP. The adjustment to reserves was primarily associated with an update to projected risk-based capital requirements. The results of these studies have been incorporated into the projection of future gross profits. Additionally, throughout the year, the Company evaluates various aspects of policyholder behavior and will revise its policyholder assumptions if credible emerging data indicates that changes are warranted. Upon completion of an annual assumption study or evaluation of credible new information, the Company will revise its assumptions to reflect its current best estimate. These assumption revisions will change the projected account values and the related EGPs in the VOBA amortization models, the death and other insurance benefit reserving model and the additional reserves established through PGAAP.
All assumption changes that affect the estimate of future EGPs (including the update of current account values, the use of the RTM estimation technique and policyholder behavior assumptions) are considered an Unlock in the period of revision. An Unlock adjusts VOBA and death and other insurance benefit reserve balances on the Consolidated Balance Sheets with an offsetting benefit or charge on the Consolidated Statements of Operations in the period of the revision. An Unlock that results in an after-tax benefit generally occurs as a result of actual experience or future expectations of product profitability being favorable compared to previous estimates. An Unlock that results in an after-tax charge generally occurs as a result of actual experience or future expectations of product profitability being unfavorable compared to previous estimates.
EGPs are also used to determine the expected excess benefits and assessments included in the measurement of death and other insurance benefit reserves. The determination of death and other insurance benefit reserves is also impacted by discount rates, lapses, volatilities, mortality assumptions and benefit utilization, including assumptions around annuitization rates.
Market Unlocks
In addition to updating assumptions in the fourth quarter of each year, an Unlock revises EGPs, on a quarterly basis, to reflect the Company’s current best estimate assumptions and market updates of policyholder account value. The Unlock for future separate account returns is determined each quarter. Under RTM, the expected long term rate of return is 8.3%. The annual return assumed over the next five years of approximately 5.3% was calculated based on the return needed over that period to produce an 8.3% return since the date VOBA was established in pushdown accounting, May 31, 2018. Based on the expected trend of policy lapses and annuitizations, the Company expects approximately 45% of its block of variable annuities to terminate in the next 5 years.
Aggregate Recoverability
After each quarterly Unlock, the Company also tests the aggregate recoverability of VOBA by comparing the VOBA balance to the present value of future EGPs. The margin between the VOBA balance and the present value of future EGPs for variable annuities was 48% as of December 31, 2020 (Successor Company). If the margin between the VOBA asset and the present value of future EGPs is exhausted, then further reductions in EGPs would cause portions of VOBA to be unrecoverable and the VOBA asset would be written down to equal future EGPs.
Accounting for Amortization of Deferred Gain on Reinsurance Contracts
A deferred gain was recorded in Other liabilities on the Consolidated Balance Sheet related to the Commonwealth Annuity Reinsurance Agreement. This gain was calculated based on the underlying contract values adjusted to fair value in pushdown accounting. The deferred gain will be amortized into income over the life of the underlying policies reinsured.
APP A - 27




Living Benefits Required to be Fair Valued
Fair values for GMWBs classified as embedded derivatives and included in other policyholder funds and benefits payable, are calculated using the income approach based upon internally developed models, because active, observable markets do not exist for those items. The fair value of these GMWBs and the related reinsurance and customized freestanding derivatives are calculated as an aggregation of the following components: Best Estimate Claim Payments; Fees; Credit Standing Adjustment; and Margins. The resulting aggregation is reconciled or calibrated, if necessary, to market information that is, or may be, available to the Company, but may not be observable by other market participants, including reinsurance discussions and transactions. The Company believes the aggregation of these components, as calibrated to the market information, results in an amount that the Company would be required to transfer to or receive from market participants in an active liquid market, if one existed, for those market participants to assume the risks associated with the guaranteed minimum benefits and the related reinsurance and customized derivatives. The fair value is likely to materially diverge from the ultimate settlement of the liability as the Company believes settlement will be based on our best estimate assumptions rather than those best estimate assumptions plus risk margins. In the absence of any transfer of the guaranteed benefit liability to a third party, the release of risk margins is likely to be reflected as realized gains in future periods’ net income.
A multidisciplinary group of finance, actuarial and risk management professionals reviews and approves changes to the Company's valuation model as well as associated controls.
For further discussion on the impact of fair value changes from living benefits see Note 2 - Fair Value Measurements of Notes to the Consolidated Financial Statements, and for a discussion on the sensitivities of certain living benefits due to capital market factors see MD&A - Managing Equity Risk on Variable Annuity Products.
Valuation of Investments and Freestanding Derivative Instruments
Fixed Maturities, Equity Securities, Short-term Investments,The valuation of investments involves judgment and, Free-standing Derivatives
Theas additional information becomes available, can be subject to considerable variability which could significantly affect our Consolidated Financial Statements. For investment funds, the Company typically measures investments using net asset value information provided by the general partner. Otherwise, for fixed maturities, equity securities, mortgage loans, derivatives, and short-term investments, the Company generally determines fair values using valuation techniques that use prices, rates, and other relevant information evident from market transactions involving identical or similar instruments. Valuation techniques also include, where appropriate, estimates of future cash flows that are converted into a single discounted amount using current market expectations. The Company uses a "waterfall" approach comprised of the following pricing sources which are listed in priority order: quoted prices, prices from third-party pricing services, internal matrix pricing,regularly evaluates valuation techniques, including assumptions and independent broker quotes. The fair value of free-standing derivative instruments is determined primarily using a discounted cash flow model or option model technique and incorporates counterparty credit risk. In some cases, quoted market prices for exchange-traded transactions and transactions cleared through central clearing houses ("OTC-cleared") may beinputs used and in other cases independent broker quotes may be used. within such techniques.
For further discussion see the Fixed Maturities, Equity Securities, Short-term Investmentsregarding fair value methodologies, assumptions, and Free-standing Derivatives section inpricing hierarchies used for significant asset classes, refer to Note 2 - Fair Value Measurements of Notes to Consolidated Financial Statements. For further discussion on the GMWB customized derivative valuation methodology, see the GMWB Embedded, Customized and Reinsurance Derivatives section in Note 2 -5 – Fair Value Measurements of Notes to Consolidated Financial Statements.
Valuation of Market Risk Benefits and Embedded Derivatives on Indexed Annuities
Market risk benefits (MRBs) represent contracts or contract features that both provide protection to the contractholder from, and exposes the insurance entity to, other-than-nominal capital market risk. The Company historically offered and assumes certain guarantees and product features on VA and FIA products which meet the criteria for and are classified as MRBs. These include guaranteed minimum death benefits (“GMDB”), guaranteed minimum withdrawal benefits (“GMWB”) and guaranteed minimum income benefits (“GMIB”) for VA products and guaranteed lifetime withdrawal benefits (“GLWB”) and expected annuitization benefits for FIA products.
At contract inception, the Company assesses the fees and assessments collectible from the policyholder and allocates them to the extent they are attributable to the MRB. If attributed fees are sufficient to cover the projected benefits, a non-option valuation model is used. If attributed fees are insufficient to cover the projected benefits (or there are no explicit fees collectible from the policyholder), an option-based valuation model is used. Under either model, MRBs are measured at fair value and may be recorded as a liability or an asset, based on the present value of expected future benefits payments to contractholder, less the present value of expected fees attributable to the MRB, if applicable.
The significant inputs to the valuation models for these MRB cash flows include actuarially determined assumptions for contractholder behavior, including lapse rates, benefit utilization rates, surrender rates, and mortality rates. In addition, significant inputs include capital market assumptions, such as interest rate levels and market volatility assumptions. For FIA contracts, assumptions also include projected equity returns which impact cash flows attributable to indexed strategies, implied equity volatilities, expected index credits and future equity option costs.
The models are based on a risk neutral valuation framework and incorporate risk premiums inherent in valuation techniques, inputs, and the general uncertainty around the timing and amount of future cash flows. A risk margin is incorporated within
58



the discount rate to reflect uncertainty in the projected cash flows, as well as credit spreads to reflect nonperformance risk, for both the Company and the assuming company for the Company’s ceded reinsurance transactions.
The Company reinsures products, primarily indexed annuities, that contain embedded derivatives. Indexed annuities allow the contractholder to elect a fixed interest rate credit or an indexed credit based on the performance of equity market indices, such as the S&P 500. The equity market option is an embedded derivative which has economic characteristics not clearly and closely related to the economic characteristics of the host contract. Accordingly, the Company bifurcates the embedded derivative from the host annuity contract and separately measures an embedded derivative. The embedded derivative is measured at fair value, based on the present value of cash flows attributable to the indexed strategies, and is derived using assumptions to estimate future account values, including index credits on the next policy anniversary date, equity option costs, volatility, interest rates and contractholder behavior such as lapses and benefit utilization. The embedded derivative cash flows are discounted using a rate adjusted to reflect the Company’s nonperformance risk.
The Company receives credits from ceding counterparties that hedge the equity market options on an economic basis, but generally the change in the fair value of the hedging instrument will not directly correspond to the change in fair value of the embedded derivatives. The hedging instruments are designed to hedge the equity market indexed credits expected at the end of the current period, whereas measurement of the embedded derivative represents the expected rights of the contractholder to receive index credits over the entire contract period. Economically, the Company hedges for the current period because contractholder account balances receive indexed credits at the end of each index term. Because the embedded derivative has a longer-dated duration relative to the shorter-dated economic hedge, there is a mismatch which may lead to differences in earning recognition patterns for accounting purposes.
A multidisciplinary group of finance, actuarial and risk management professionals review and approve changes to the Company's valuation model as well as associated controls.
For further discussion on the MRB valuation methodology, see Note 12 - Market Risk Benefits of Notes to the Consolidated Financial Statements, and for a discussion on the sensitivities of market risk benefits due to capital market factors see MD&A - Managing Equity Risk on Variable Annuity Products. For further discussion on the FIA embedded derivative valuation methodology, see the FIA Embedded Derivative section in Note 5 – Fair Value Measurements of Notes to Consolidated Financial Statements.
Reserve for Future Policy Benefits
The reserve for future policy benefits primarily consists of liabilities related to long duration contracts which include life-contingent contract annuitizations and traditional life insurance contracts for products such as whole life and guaranteed term life. This is referred to as the liability for future policy benefits (LFPB), and is calculated using standard actuarial methods, which consider the present value of future benefits and related expenses to be paid less the present value of the portion of future premiums required. Such calculations are measured using updated cash flow assumptions related to policyholder mortality, policyholder behavior, or expenses, as well as updated discount rate assumptions.
The reserve also includes deferred profit liabilities for limited-payment contracts (DPL), which represents the profit margin in premiums paid over a shorter duration than the claim payment period, and liabilities for other insurance benefits related to universal life contracts with secondary guarantees (ULSG), which represent additional protections of death benefits in the event the contract has insufficient account value to cover the cost of insurance.
The Company updates all reserves at least quarterly for actual experience and future cash flow assumptions are evaluated at least annually. Cash flow assumptions include, among others, mortality and lapse rates, and are reviewed and updated, as needed, following the Company’s assumption review in the third quarter. Cash flow assumptions may be updated more frequently, if necessary, based on trending experience and future expectations. Cash flows are discounted using an upper-medium grade (or low credit risk), fixed-income instrument yield (the equivalent of a Single A corporate bond rate). All reserves are carried at amounts that, with additions from interest on such reserves compounded annually at assumed rates, are expected to be sufficient to meet the Company’s policy obligations at their maturities or in the event of an insured’s death.
Finally, the reserve includes negative VOBA that was established for certain transactions when the fair value of obligations related to acquired insurance and investment contracts exceed the book value of policy liabilities, resulting in additional reserves.
For further discussion, see Note 10 – Reserve for Future Policy Benefits of Notes to Consolidated Financial Statements.
Evaluation of Credit Losses on AFS Fixed Maturities AFS, Intent-to-Sell Impairments and ACL on Mortgage Loans
Each quarter, a group of investment and accounting professionals evaluates investments to determine if a credit loss is present for AFS fixed maturities AFS or an ACL is required for mortgage loans. These evaluations are quantitative and qualitative processes, which are subject to risks and uncertainties. For further discussion of the accounting policies, see Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements. For a discussion of
59



impairments recorded, see the Credit Losses on Fixed Maturities, AFS and Intent-to-Sell Impairments and ACL on Mortgage Loans sections within the Investment Portfolio Risks section of the MD&A.
APP A - 28
Evaluation of Goodwill and Other Intangible Assets for Impairment
Goodwill and other intangible assets include the excess of the fair value of the net identifiable assets recorded in connection with acquisitions that have been pushed down to the Company, as well as indefinite lived assets that are not amortized. These non-amortizing intangible assets are reviewed for impairment at least annually, or more frequently if events occur or circumstances change that would indicate that a triggering event for a potential impairment has occurred. Intangible assets that do not have indefinite lives are amortized over their estimated useful lives. Each year, an annual goodwill and intangible asset impairment test is performed in the third quarter and as a result of the test the fair value of the reporting unit significantly exceeded its carrying value.




Valuation Allowance on Deferred Tax Assets
Deferred tax assets represent the tax benefit of future deductible temporary differences and tax credit carryforwards. Deferred tax assets are measured using the enacted tax rates expected to be in effect when such benefits are realized if there is no change in tax law. Under U.S. GAAP, we test the value of deferred tax assets for impairment on a quarterly basis at the entity level within each tax jurisdiction, consistent with our filed tax returns. Deferred tax assets are reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. The determination of the valuation allowance for our deferred tax assets requires management to make certain judgments and assumptions. In evaluating the ability to recover deferred tax assets, we have considered all available evidence as of December 31, 20202023 (Successor Company) including past operating results, forecasted earnings, future taxable income, and prudent and feasible tax planning strategies. In the event we determine it is more likely than not that we will not be able to realize all or part of our deferred tax assets in the future, an increase to the valuation allowance would be charged to earnings in the period such determination is made. Likewise, if it is later determined that it is more likely than not that those deferred tax assets would be realized, the previously provided valuation allowance would be reversed. Our judgments and assumptions are subject to change given the inherent uncertainty in predicting future performance and specific industry and investment market conditions.
As of December 31, 20202023 and 20192022 (Successor Company), the Company had no valuation allowance. In assessing the need for a valuation allowance, management considered future taxable temporary difference reversals, future taxable income exclusive of reversing temporary differences and carryovers, taxable income in open carry back years and other tax planning strategies. From time to time, tax planning strategies could include holding a portion of debt securities with market value losses until recovery, making investments which have specific tax characteristics, and business considerations such as asset-liability matching. Management views such tax planning strategies as prudent and feasible and would implement them, if necessary, to realize the deferred tax assets.
Amortization of VOBA and Other Deferred Reinsurance Amounts
Contingencies Relating to Corporate LitigationAmortization of VOBA and Regulatory Matters
Management evaluates each contingent matter separately. A lossother deferred reinsurance amounts is recorded if probable and reasonably estimable. Management establishes reserves for these contingencies at its “bestno longer considered a critical accounting estimate” or, if no one number within the range of possible losses is more probable than any other, the Company records an estimated reserve at the low end as a result of the rangeadoption of losses.
The Company has a quarterly monitoring process involving legal and accounting professionals. Legal personnel first identify outstanding corporate litigation and regulatory matters posing a reasonable possibilityLDTI as of loss. These matters are then jointly reviewed by accounting and legal personnel to evaluate the facts and changes since the last review in order to determine if a provision for loss should be recorded or adjusted, the amount that should be recorded, and the appropriate disclosure. The outcomes of certain contingencies currently being evaluated by the Company, which relate to corporate litigation and regulatory matters, are inherently difficult to predict, and the reserves that have been established for the estimated settlement amounts are subject to significant changes. Management expects that the ultimate liability, if any, with respect to such lawsuits, after consideration of provisions made for estimated losses, will not be material to the consolidated financial condition of the Company. In view of the uncertainties regarding the outcome of these matters, as well as the tax-deductibility of payments, it is possible that the ultimate cost to the Company of these matters could exceed the reserve by an amount that would have a material adverse effect on the Company’s consolidated results of operations and liquidity in a particular quarterly or annual period.January 1, 2023.
APP A - 2960





ENTERPRISE RISK MANAGEMENT
The Company’sEnterprise Risk Committee of the Talcott Financial Group Investments, LLC Board (“ERC”) is responsible for oversight of risk of Talcott Financial Group, Investments, LLC and its direct and indirect subsidiaries. The ERC is responsible for setting the enterprise risk appetite framework and limits and dictates the risk appetite guidelines for its indirect subsidiaries including Talcott Resolution Life Insurance Company. While the ERC maintains risk oversight at the aggregate level and ensures compliance with the risk management framework for all of Talcott Financial Group subsidiaries, the Talcott Resolution Life Insurance Company (“TL”) Board of Directors (“the Board”) has ultimate responsibilityprovides direct oversight of all risk exposures for risk oversight while managementTL and its subsidiaries. Management is tasked with the day-to-day management of the Company’s risks. The Board executes risk oversight through Hopmeadow Holdings GP, LLC's Finance, Investment and Enterprise Risk Committee ("FIRMCo").
The Company manages and monitors risk through risk policies, controls and limits.
At Talcott Resolution's risk profile, risk management practices, and adherence to risk limits are monitored and reported to the seniorBoard. The enterprise management level, anrisk committee and working groups provide oversight of specific risk areas and consist of TL participants and participants from the other operating insurance companies. The Enterprise Management Risk and Capital Committee (“ERCC”EMRCC”) overseesreports up to ERC and reports out to the risk profile and risk management practices of the Company. ERCC reports to FIRMCo on Talcott's overall risk profile and adherence to risk limits. As illustrated below, a number of functional committees sit underneath the ERCC, providing oversight of specific risk areas.Board.
Talcott Financial Group Investments, LLC Enterprise
Board Risk Committee
TL BoardEnterprise Management Risk and Capital Committee - "ERCC"("EMRCC")
Enterprise Finance, Investment and Capital Working Group ("EFICWG")Enterprise Insurance Risk Working Group ("EIRWG")Enterprise Risk Governance Working Group ("ERGWG")
Insurance
Liquidity Risk
Committee
Finance & Investment CommitteeRisk
Governance Committee
Policyholder Behavior RiskLiquidity RiskEmerging Risk
Market and
Credit Risk
Operational Risk
Mortality Risk
Longevity Risk
Model Oversight
ERCC MembersIn the first quarter of 2024, Talcott Resolution has performed an assessment of its internal Risk Committee structure to streamline its risk management activities and better align the risk committees with the business objectives. Effective April 1, 2024, the Company is updating its committee structure to better align the sub-committees with the risk taxonomy and streamline committee membership.
Changes to the internal risk committee structure include:
1.Renaming the Enterprise Finance, Investment, and Capital Working Group to the Enterprise Financial Risk Committee
a.The responsibilities of the Enterprise Liquidity Risk Working Group and Enterprise Derivatives Working Group will be absorbed by the Enterprise Financial Risk Committee
2.Enterprise Insurance Risk Working Group will be renamed to the Enterprise Assumption Review Committee
3.Enterprise Model Oversight Committee will become a direct sub-committee of the EMRCC instead of reporting up through the Enterprise Insurance Risk Working Group
4.Enterprise Risk Governance Working Group will be renamed to the Enterprise Operational Risk Committee
President (Chair)
Chief Actuary
Chief Auditor
Chief Communications Officer
General Counsel
Chief Financial Officer
Chief Human Resource Officer
Chief Information Officer
Chief Investment Officer
Chief Risk Officer
Head of Corporate Strategy & Business Development
Head of Pricing
Others as deemed necessary by the Committee Chair
The Company's enterprise risk management ("ERM") function, led by the Group Chief Risk Officer ("CRO"), supports the ERCCERC, Board of operating companies, and functionalenterprise risk committees and working groups. The ERM leadership team consists of the Head of Insurance Risk, Head of Operational Risk, Head of Market Risk, Head of Policy and Risk Reporting, US CRO and offshore CRO.
ERM is tasked with, among other things:
risk identification and assessment;
the development of risk appetites, tolerances, and limits;
risk monitoring; and
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internal and external risk reporting.
The Company categorizes its main risks as financial risk, operational risk, and insurance risk, each of which are described in more detail below.
APP A - 30




Financial Risk Management
Financial risks include direct and indirect risks to the Company's financial objectives coming from events that impact market conditions or prices. Some events may cause correlated movement in multiple risk factors. The primary sources of financial risks are the Company's general account and separate account assets and the liabilities and the guarantees which the companyCompany has written over various liability products, particularly its fixed annuities and variable annuities.VA. Consistent with its risk appetite, the Company establishes financial risk limits to control potential loss on a U.S. statutory and economic basis. Exposures are actively monitored and mitigated where appropriate. The Company uses various risk management strategies, including reinsurance and over-the-counter and exchange traded derivatives with counterparties meeting the appropriate regulatory and due diligence requirements. Derivatives are utilized to achieve one of four Company-approved objectives: hedging risk arising from interest rate, equity market, commodity market, credit spread and issuer default, price or currency exchange rate riskexposures or volatility; managing liquidity; controlling transaction costs; or entering into synthetic replication transactions.volatility. Derivative activities are monitored and evaluated by the Company’s compliance and risk management teams and reviewed by senior management.
The Company identifies different categories of financial risk, including liquidity, credit, interest rate equity and foreign exchangeequity as described below.
Liquidity Risk
Liquidity risk is the risk to current or prospective earnings or capital arising from the Company's inability or perceived inability to meet its contractual funding obligations when they come due.
Sources of Liquidity Risk
Sources of Liquidity Riskliquidity risk include funding risk, company-specific liquidity risk and market liquidity risk resulting from differences in the amount and timing of sources and uses of cash as well as company-specific and general market conditions. Stressed market conditions may impact the ability to sell assets or otherwise transact business and may result in a significant loss in value.
Impact
Inadequate capital resources and liquidity could negatively affect the Company’s overall financial strength and its ability to generate cash flows from its businesses, borrow funds at competitive rates, and raise new capital to meet operating and growth needs.
Management
The Company has defined ongoing monitoring and reporting requirements to assess liquidity across the enterprise under both current and stressed market conditions. The Company measures and manages liquidity risk exposures and funding needs within prescribed limits across legal entities, taking into account legal, regulatory and operational limitations to the transferability of liquidity. The Company also monitors internal and external conditions and identifies material risk changes and emerging risks that may impact liquidity. The Company's Treasurer has primary responsibility for liquidity risk.
For further discussion on liquidity, see the Liquidity Requirements and Sources of Capital section onwithin Capital Resources and Liquidity.
Credit Risk
Credit risk is the risk to earnings or capital due to uncertainty of an obligor’s or counterparty’s ability or willingness to meet its obligations in accordance with contractually agreed upon terms. Credit risk is comprised of three major factors: the risk of change in credit quality, or credit migration risk; the risk of default; and the risk of a change in value due to changes in credit spread.
Sources of Credit Risk
The majority of the Company’s credit risk is concentrated in its investment holdings, but it is also present in the Company's derivative counterparty exposure, reinsurance transactions, and to a lesser extent variable annuityVA fund assets under management.
Impact
A decline in creditworthiness is typically associated with an increase in an investment’s credit spread, potentially resulting in an increase in credit losses and an increased probability of a realized loss upon sale. Derivative exposure and reinsurance recoverables are also subject to credit risk based on the counterparty’s unwillingness or inability to pay. The value of
APP A - 31




variable annuity VA fund assets under management can also be affected by an increase in investment credit spreads or defaults on underlying investments.
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Management
The objective of the Company’s enterprise credit risk management strategy is to identify, quantify, and manage credit risk on an aggregate portfolio basis and to limit potential losses in accordance with an established credit risk management policy. The Company primarily manages its credit risk by holding a diversified mix of investment grade issuers and counterparties across its investment, reinsurance, and insurance portfolios. Potential losses are also limited within portfolios by diversifying across geographic regions, asset types and sectors.
The Company manages credit risk on an on-going basis through the use of various processes and analyses. Both the investment and reinsurance areas have formulated procedures for counterparty approvals and authorizations, which establish minimum levels of creditworthiness and financial stability. Credits considered for investment are subjected to underwriting reviews. Within the investment portfolio, private securities are subject to management approval. Mitigation strategies vary across the three sources of credit risk, but may include:
Investing in a portfolio of high-quality and diverse securities;
Selling investments subject to credit risk;
Hedging through use of single name or basket credit default swaps;
Clearing transactions through central clearing houses that require daily variation margin;
Entering into contracts only with strong creditworthy institutionsinstitutions; and
Requiring collateral.
The Company has developed credit exposure thresholds which are based upon counterparty ratings. Aggregate counterparty credit quality and exposure is monitored on a monthly basis utilizing an enterprise-wide credit exposure information system that contains data on issuers, ratings, exposures, and credit limits. Exposures are tracked on a current and potential basis and aggregated by the ultimate parent across investments, reinsurance receivables, insurance products with credit risk, and derivative counterparties.
As of December 31, 20202023 and 20192022 (Successor Company), the Company had no investment exposure to anyassociated with credit concentration risk of a single issuer, or derivative counterparty greater than 10% of the Company's stockholder's equity, other than the U.S. government and certain U.S. government securities. For further discussion of concentration of credit risk in the investment portfolio, see the Concentration of Credit Risk section in Note 3 - Investments of Notes to Consolidated Financial Statements. The Company had no investment exposure to a derivative counterparty greater than 10% of the Company's stockholder's equity.
Credit Risk of Derivatives
The Company uses various derivative counterparties in executing its derivative transactions. The use of counterparties creates credit risk that the counterparty may not perform in accordance with the terms of the derivative transaction. A reduction in the financial strength ratings as set by nationally recognized statistical agencies or a decline in the RBC ratio of the Company’s insurance operating companies may have adverse implications for its use of derivatives including those used to hedge benefit guarantees of variable annuities.VA. Derivative counterparties for over-the-counter ("OTC") derivatives and clearing brokers for OTC-cleared derivatives have the right to cancel and settle outstanding derivative trades or require additional collateral to be posted if the Company's financial strength falls below certain thresholds. In addition, if the Company does not meet these thresholds, counterparties and clearing brokers may becoming unwilling to engage in or clear additional derivatives or may require collateralization before entering into any new trades. This would restrict the supply of derivative instruments commonly used to hedge variable annuityVA guarantees, particularly long-dated equity derivatives and interest rate swaps.
Managing the Credit Risk of Counterparties to Derivative Instruments
The Company has derivative counterparty exposure policies which limit the Company’s exposure to credit risk. The Company monitors counterparty exposure on a monthly basis to ensure compliance with Company policies and statutory limitations. The Company’s policies with respect to derivative counterparty exposure establishes market-based credit limits, favors long-term financial stability and creditworthiness of the counterparty and typically requires credit enhancement/credit risk reducing agreements, which are monitored and evaluated by the Company’s risk management team and reviewed by senior management.
The Company minimizes the credit risk of derivative instruments by entering into transactions with high quality counterparties primarily rated A or better. The Company also generally requires that OTC derivative contracts be governed
APP A - 32




by an International Swaps and Derivatives Association ("ISDA") Master Agreement, which is structured by legal entity and by counterparty and permits right of offset. The Company enters into credit support annexes in conjunction with the ISDA agreements, which require daily collateral settlement based upon agreed upon thresholds.
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The Company has developed credit exposure thresholds which are based upon counterparty ratings. Credit exposures are measured using the market value of the derivatives, resulting in amounts owed to the Company by its counterparties or potential payment obligations from the Company to its counterparties. The notional amounts of derivative contracts represent the basis upon which pay or receive amounts are calculated and are not reflective of credit risk. For purposes of daily derivative collateral maintenance, credit exposures are generally quantified based on the prior business day’s market value and collateral is pledged to and held by, or on behalf of, the Company to the extent the current value of the derivatives exceed the contractual thresholds. In accordance with industry standard and the contractual agreements, collateral is typically settled on same business day. The Company has exposure to credit risk for amounts below the exposure thresholds which are uncollateralized, as well as for market fluctuations that may occur between contractual settlement periods of collateral movements.
Most of the Company's derivative counterparty relationships have a zero uncollateralized threshold. Currently, the Company only transacts OTC derivatives with three counterpartiesone counterparty and in twoone legal entitiesentity where the collateralized thresholds to the Company is greater than zero. The maximum combined threshold in those relationships is $10. Based on the contractual terms of the collateral agreements, these thresholds may be immediately reduced due to a downgrade in the counterparty's credit rating. For further discussion, see the Derivative Commitments section of Note 1115 - Commitments and Contingencies of Notes to Consolidated Financial Statements.
For the year ended December 31, 20202023 (Successor Company), the Company incurred no losses on derivative instruments due to counterparty default.
Use of Credit Derivatives
The Company may also use credit default swaps to manage credit exposure or to assume credit risk to enhance yield. The Company uses credit derivatives to purchase credit protection with respect to a single entity, referenced index, or asset pool. The Company purchases credit protection through credit default swaps to economically hedge and manage credit risk of certain fixed maturity investments across multiple sectors of the investment portfolio. As of December 31, 20202023 and 20192022 (Successor Company), the notional amount related to credit derivatives that purchase credit protection was $40,$0 and $0, respectively, while the fair value was $0 and $(1),$0, respectively. These amounts do not include positions that are in offsetting relationships.
The Company may also enter into credit default swaps that assume credit risk as part of replication transactions. Replication transactions are used as an economical means to synthetically replicate the characteristics and performance of assets that are permissible investments under the Company’s investment policies. These swaps reference investment grade single corporate issuers and baskets, which include customized diversified portfolios of corporate issuers. These baskets are established within sector concentration limits and may be divided into tranches which possess different credit ratings. As of December 31, 20202023 and 20192022 (Successor Company), the notional amount and fair value related to credit derivatives that assume credit risk was $0 for both years.$500 and $500, respectively, while the fair value was $10 and $4, respectively. These amounts do not include positions that are in offsetting relationships.
For further information on credit derivatives, see Note 4- Derivative Instruments4 - Derivatives of Notes to Consolidated Financial Statements.
Interest Rate Risk
Interest rate risk is the risk of financial loss due to adverse changes in the value of assets and liabilities arising from movements in interest rates. Interest rate risk encompasses exposures with respect to changes in the level of interest rates, the shape of the term structure of rates and the volatility of interest rates. Interest rate risk does not include exposure to changes in credit spreads.
Sources of Interest Rate Risk
The Company has exposure to interest rates arising from its fixed maturity securities and interest sensitive liabilities. In addition, certain product liabilities, including those containing GMWB or GMDB, expose the Company to interest rate risk but also have significant equity risk. These liabilities are discussed as part of the Managing Equity Risk on Variable Annuity Products section. Management also evaluates performance of certain products based on net investment spread which is, in part, influenced by changes in interest rates.
APP A - 33




Impact
Changes in interest rates from current levels can have both favorable and unfavorable effects for the Company.
64



Change in Interest RatesFavorable EffectsUnfavorable Effects
ñAdditional investment incomeDecrease in the fair value of the fixed maturity investment portfolio
Lower cost of the variable annuity hedge programPotential increase in policyholder surrenders, requiring the Company to liquidate assets in an unrealized loss position to fund liability surrender value
Lower margin erosion associated with minimum guaranteed crediting rates on certain productsPotential impact on the Company's tax planning strategies
Higher interest expense
òIncrease in the fair value of the fixed maturity investment portfolioLower net investment income due to reinvesting at lower investment yields
Lower interest expenseLower interest income on variable rate investments
Acceleration in paydowns and prepayments or calls of certain mortgage-backed and municipal bonds
Increased cost of variable annuity hedge program
Potential margin erosion associated with minimum guaranteed crediting rates on certain products
Management
The Company primarily manages its exposure to interest rate risk by constructing investment portfolios that maintain asset allocation limits and asset/liability duration matching targets which may include the use of derivatives. The Company analyzes interest rate risk using various models including parametric models and cash flows simulation under various market scenarios of the liabilities and their supporting investment portfolios. Key metrics that the Company uses to quantify its exposure to interest rate risk inherent in its invested assets and interest rate sensitive liabilities include duration, convexity and key rate duration.
The Company may also utilize a variety of derivative instruments to mitigate interest rate risk associated with its investment portfolio or to hedge liabilities. Interest rate caps, floors, swaps, swaptions and futures may be used to manage portfolio duration. Interest rate swaps are primarily used to convert interest receipts or payments to a fixed or variable rate. The use of such swaps enables the Company to customize contract terms and conditions to desired objectives and manage the duration profile within established tolerances. Interest rate swaps are also used to hedge the variability in the cash flow of a forecasted purchase or sale of fixed rate securities due to changes in interest rates.
As of December 31, 20202023 and 20192022 (Successor Company), notional amounts pertaining to derivatives utilized to manage the interest rate risk of investments, including offsetting positions, totaled $3.4$1.3 billion and $3.1$1.6 billion, respectively. The fair value of these derivatives was $(13)$(217) and $(39)$(1) as of December 31, 20202023 and 20192022 (Successor Company), respectively. These amounts do not include derivatives associated with the Variable Annuity Hedging Program.
Assets and Liabilities subjectSubject to Interest Rate Risk
Fixed Income Investments
The fair value of fixed income investments, which include fixed maturities, commercial mortgage loans and short-term investments, was $17.8 billion and $16.8$18.1 billion at December 31, 20202023 (Successor Company) and 2019$19.7 billion at December 31, 2022 (Successor Company), respectively. The weighted average duration of the portfolio, including derivative instruments, was approximately 8.8 years and 8.57.0 years as of December 31, 20202023 (Successor Company) and 20196.7 years as of December 31, 2022 (Successor Company), respectively.
APP A - 34




.
Liabilities
The Company’s issued investment contracts and certain insurance product liabilities, other than non-guaranteed separate accounts, include asset accumulation vehicles such as fixed annuities, guaranteed investment products, and other investment and universal life-type contracts. The primary risk associated with these products is that, despite the use of market value adjustment features and surrender charges, the spread between investment return and credited rate may not be sufficient to earn targeted returns.
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Asset accumulation vehicles primarily require a fixed rate payment, often for a specified period of time, and fixed rate annuities contain surrender values that are based upon a market value adjusted formula if held for shorter periods. As of December 31, 20202023 and 20192022 (Successor Company), the Company had $3.3$3.0 billion and $3.5 billion, respectively, of liabilities for fixed annuities predominantly with 3% minimum interest guarantees and $94 of liabilities for guaranteed investment products for both periods.
Inguarantees.In addition, certain products such as COLI contracts and the general account portion of variable annuityVA products credit interest to policyholders subject to market conditions and minimum interest rate guarantees. As of both December 31, 20202023 and 20192022 (Successor Company), the Company had $1.7$2.0 billion and $1.8 billion, respectively, of general account COLI account value, with minimum interest guarantees on unloaned account value ranging from 4.0% to 4.5%. As of December 31, 20202023 and 20192022 (Successor Company), the general account portion of the variable annuityVA contracts was $2.7$2.5 billion and $2.8$2.9 billion, respectively, with minimum guarantees ranging from 1.5% to 4.0%.
The Company's issued non-investment type contracts include structured settlement contracts, terminal funding agreements and on-benefit payout annuities (i.e., the annuitant is currently receiving benefits). The cash outflows associated with these policy liabilities are not interest rate sensitive but do vary based on actual to expected mortality experience. Similar to investment-type products, the aggregate cash flow payment streams are relatively predictable. Products in this category may rely upon actuarial pricing assumptions (including mortality and morbidity) and have an element of cash flow uncertainty. Additionally, due to the long duration of these liabilities, these products are subject to reinvestment risk. As of December 31, 20202023 and 20192022 (Successor Company), the Company had $10.7$8.7 billion and $10.9$8.6 billion, respectively, of liabilities for structured settlements and terminal funding agreements and $1.5 billion and $1.6 billion, respectively, of liabilities for on-benefitlife-contingent payout annuities.
Interest Rate Sensitivity
Fixed Liabilities and the Invested Assets Supporting Them
Included in the following table is the before-tax change in the net economic value of investment contracts including structured settlements, fixed annuity contracts and terminal funding agreements for which the payment rates are fixed at contract issuance and/or the investment experience is substantially absorbed by the Company’s operations, along with the corresponding invested assets. Also included in this analysis are the interest rate sensitive derivatives used by the Company to hedge its exposure to interest rate risk in the investment portfolios supporting these contracts. Note that for purposes of the sensitivities outlined below, the net economic value is shown, which is net of reinsurance and is the difference between the change in the market value of the assets, and the change in the market value of the liabilities utilizing the Company's internal methodology for calculating economic value.
The calculation of the estimated hypothetical change in net economic value below assumes a 100 basis point upward and downward parallel shift in the yield curve.
Change in Net Economic Value as of December 31,
Successor Company
Interest Rate Sensitivity of Fixed Liabilities and Invested Assets Supporting Them20202019
Basis point shift-100+100-100+100
 (Decrease) increase in economic value, before tax$(271)$175 $(324)$212 
APP A - 35




Successor Company
Interest Rate Sensitivity of Fixed Liabilities and Invested Assets Supporting ThemAs of December 31, 2023As of December 31, 2022
Basis point shift-100+100-100+100
Increase (decrease) in economic value, before tax$(156)$122 $(9)$(7)
The carrying value of fixed maturities, commercial mortgage loans and short-term investments related to the businesses included in the table above was $13.1$15.0 billion and $12.7$19.6 billion, as of December 31, 20202023 and 20192022 (Successor Company), respectively. The assets supporting the fixed liabilities are monitored and managed within set duration guidelines, and are evaluated on a daily basis, as well as annually using scenario simulation techniques in compliance with regulatory requirements. For further discussion on the reinsurance agreements with Commonwealth and the impact to invested assets, please see MD&A - Investment Results, Composition of Invested Assets.
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Invested Assets Not Supporting Fixed Liabilities
The following table provides an analysis showing the estimated before-tax change in the fair value of the Company’s investments and related derivatives, excluding assets supporting fixed liabilities which are included in the table above, assuming 100 basis point upward and downward parallel shifts in the yield curve as of December 31, 20202023 and 20192022 (Successor Company).
Change in Fair Value as of December 31,
Successor Company
Successor Company
Successor Company
Successor Company
Successor Company
Successor Company
Successor Company
Successor Company
Successor Company
Successor Company
Successor Company
Successor Company
Successor Company
Successor Company
Successor Company
Successor Company
Interest Rate Sensitivity of Invested Assets Not Supporting Fixed LiabilitiesInterest Rate Sensitivity of Invested Assets Not Supporting Fixed Liabilities20202019Interest Rate Sensitivity of Invested Assets Not Supporting Fixed LiabilitiesAs of December 31, 2023As of December 31, 2022
Basis point shiftBasis point shift-100+100-100+100Basis point shift-100+100-100+100
Increase (decrease) in fair value, before tax Increase (decrease) in fair value, before tax$326 $(248)$323 $(252)
The carrying value of fixed maturities, commercial mortgage loans and short-term investments related to the businesses included in the table above was $3.4$1.7 billion and $3.0$2.0 billion, as of December 31, 20202023 and 20192022 (Successor Company), respectively.
The selection of the 100 basis point parallel shift in the yield curve was made only as an illustration of the potential hypothetical impact of such an event and should not be construed as a prediction of future market events. Actual results could differ materially from those illustrated above due to the nature of the estimates and assumptions used in the above analysis. The Company’s sensitivity analysis calculation assumes that the composition of invested assets and liabilities remain materially consistent throughout the year and that the current relationship between short-term and long-term interest rates will remain constant over time. As a result, these calculations may not fully capture the impact of portfolio re-allocations, significant product sales or non-parallel changes in interest rates.
Equity Risk
Equity risk is the risk of financial loss due to changes in the value of global equities or equity indices, alternative investment models, private equities and hedge funds.
Sources of Equity Risk
The Company has exposure to equity risk from general account assets, variable annuityVA fund assets under management, and embedded derivatives within the Company’s variable annuity products.VA products and the Company's FIA and VA reinsurance treaties. The Company’s variable products are significantly influenced by the U.S. and other equity markets, as discussed below.
Impact of Equity Risk on General Account Products
Declines in equity markets may result in losses due to sales or reductions in market value that are recorded within reported earnings. Declines in equity markets may also decrease the value of limited partnerships and other alternative investmentsinvestment funds or result in losses on derivatives, including on embedded product derivatives, thereby negatively impacting our reported earnings.
Managing Equity Risk on Fixed Indexed Annuity Products
The Company has reinsurance treaties in place with Allianz on blocks of FIA. In these contracts, interest is credited based on the performance of an index, generally equity-related. As part of the treaties, the Company has a contractual agreement with Allianz whereby the Company pays Allianz an option budget and Allianz provides corresponding index credits based on actual market performance. Allianz bears the primary risk of slippage to the extent that the hedges they purchase with the option budget do not provide sufficient index credits. A portion of this business has been retroceded to our parent company TR Re.
Impact
The Company retains some equity risk from the fixed indexed annuity block. Generally, declines in equity markets will:
Reduce the value of the index credits that Allianz will provide, while also reducing the potential index credits to be credited to the annuity block;
Reduce the carrying value of the index credit receivable from the Allianz hedging agreement, potentially resulting in a need to increase funding of the reinsurance trust; and
Increase the Company’s liability for guaranteed payouts, as future payouts will be offset by lower account value.
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Managing Equity Risk on Variable Annuity Products
Most of the Company’s variable annuitiesVA, including the VA contracts reinsured from external counterparties, include GMDB and certain contracts with GMDB also include GMWB features. The Company also has a reinsurance treaty in place in which it reinsures a block of riders on Lincoln VA contracts.
Impact
The Company’s variable annuityVA contracts are significantly influenced by the U.S. and other equity markets. Generally, declines in equity markets will:
reduce the value of assets under management and the amount of fee income generated from those assets;
APP A - 36




increase the value of derivative assets used to hedge product guarantees and fee income resulting in realized capitalinvestment related gains;
increase the costs of the hedging instruments we use in our hedging program;
increase the Company’s net amount at risk ("NAR"), described below, for GMDB and GMWB;
increase the amount of required assets to be held backing variable annuityVA guarantees to maintain required regulatory reserve levels and targeted risk-based capital ratios; and
decrease the Company’s estimated future gross profits, resulting in a VOBA unlock charge.
Increases in equity markets will generally have the inverse impact of those listed in the preceding discussion.
Declines in the equity markets will increase the Company’s liability for these benefits. Many contracts with a GMDB include a MAV, which in rising markets resets the guarantee on the anniversary to be "at the money". As the MAV increases, it can increase the NAR for subsequent declines in account value. Generally, a GMWB contract is "in the money" if the contractholder’s GRB becomes greater than the account value.
The NAR is generally defined as the guaranteed minimum benefit amount in excess of the contractholder’s current account value. Variable annuityVA account values with guarantee features were $34.0$32.7 billion and $33.4$32.9 billion as of December 31, 20202023 and 20192022 (Successor Company), respectively.
The following tables summarize the account values of the Company’s variable annuitiesVA with guarantee features and the NAR split between various guarantee features (retained net amount at risk is net of reinsurance, but does not take into consideration the effects of the variable annuityVA hedge programs currently in place as of each balance sheet date).
Total Variable Annuity Guarantees as of December 31, 2020
Total Variable Annuity Guarantees as of December 31, 2023Total Variable Annuity Guarantees as of December 31, 2023
Successor CompanySuccessor CompanySuccessor Company
($ in billions)($ in billions)Account ValueGross Net Amount at RiskRetained Net Amount at Risk% of Contracts In the Money [2]% In the Money
[2][3]
($ in billions)Account
Value
Gross Net
Amount at Risk
Retained Net Amount at RiskWeighted Average Attained Age
Variable Annuity [1]Variable Annuity [1]
GMDB [4]$34.0 $2.4 $0.4 13 %31 %
GMDB [2]
GMDB [2]
GMDB [2]
GMWBGMWB14.7 0.1 0.1 %27 %
Total Variable Annuity Guarantees as of December 31, 2019
Total Variable Annuity Guarantees as of December 31, 2022Total Variable Annuity Guarantees as of December 31, 2022
Successor CompanySuccessor CompanySuccessor Company
($ in billions)($ in billions)Account ValueGross Net Amount at RiskRetained Net Amount at Risk% of Contracts In the Money [2]% In the Money
[2][3]
($ in billions)Account
Value
Gross Net
Amount at Risk
Retained Net Amount at RiskWeighted Average Attained Age
Variable Annuity [1]Variable Annuity [1]
GMDB [4]$33.4 $2.5 $0.5 13 %29 %
GMDB [2]
GMDB [2]
GMDB [2]
GMWBGMWB14.6 0.2 0.1 %25 %
[1]Contracts with a guaranteed living benefit also have a guaranteed death benefit. The NAR for each benefit is shown; however these benefits are not additive.
[2]    Excludes contracts that are fully reinsured.
[3]    For all contracts that are “in the money”, this represents the percentage by which the average contract was "in the money".
[4]    Excludes contracts without a GMDB due to certain elections made by policyholders or their beneficiaries. Such contracts had $2.6$2.9 billion and $2.3$2.6 billion of account value as of December 31, 20202023 and 20192022 (Successor Company), respectively.

Many policyholders with a GMDB also have a GMWB. These benefits are not additive. Policyholders that have a product with both guarantees can receive, at most, the greater of the GMDB or GMWB. The GMDB NAR disclosed in the preceding tables is a point in time measurement and assumes that all participants utilize the GMDB on that measurement date.
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The Company expects to incur GMDB payments in the future only if the policyholder has an “in"in the money”money" GMDB at their death. For policies with a GMWB rider, the companyCompany expects to incur GMWB payments in the future only if the account value is reduced over time to a specified level through a combination of market performance and periodic withdrawals, at which point the contractholder will receive an annuity with total payments equal to the GRB which is generally equal to premiums less withdrawals. For the Company’s “lifetime” GMWB products, this annuity can have total payments exceeding the GRB. As the account value fluctuates with equity market returns on a daily basis and the “lifetime” GMWB payments may exceed the GRB, the ultimate amount to be paid by the Company, if any, is uncertain and could be significantly more or
APP A - 37




less than the Company’s current carried liability. For additional information on the Company’s GMWB liability, see Note 25 - Fair Value Measurements of Notes to Consolidated Financial Statements. For additional information on the Company's GMDB liability, see Note 710 - Reserves for Future Policy Benefits and Separate Account Liabilities of Notes to Consolidated Financial Statements.
Variable Annuity Market Risk Exposures
The following table summarizes the broad Variable Annuity GuaranteesVA guarantees offered by the Company and the market risks to which the guarantee is most exposed from a U.S. GAAP accounting perspective.
Variable Annuity Guarantees [1][1]
U.S. GAAP Treatment [1][1]
Primary Market Risk Exposures [1][1]
GMDB and life-contingent component of the GMWBAccumulation of the portion of fees required to cover expected claims, less accumulation of actual claims paidFair valueEquity Market Levels / Implied Volatility / Interest Rates
GMWB (excluding life-contingent portions)Fair ValuevalueEquity Market Levels / Implied Volatility / Interest Rates
[1]Each of these guarantees and the related U.S. GAAP accounting volatility will also be influenced by actual and estimated policyholder behavior.
Risk Hedging
Variable Annuity Hedging Program
Through the use of reinsurance, capital market derivatives and other derivative instruments, the Company’s variable annuityVA hedging program is primarily focused on reducing the economic exposure to market risks associated with guaranteed benefits that are embedded in our variable annuity contracts.the VA contracts that we have written directly or acquired via reinsurance. The variable annuityVA hedging program also considers the potential impacts on statutory capital.
Reinsurance
The Company uses reinsurance for a portion of contracts with GMWB riders issued prior to the second quarter of 2006.risks. The Company also uses reinsurance for a majorityportion of the GMDB ridersrisks, where the GMDB is higher than a return of premium death benefit or account value benefit.
Macro Hedge Program
The Company’s macro hedging program is designed to hedge risk pertaining to variable annuityVA exposures, including GMWB and GMDB liabilities, protect expected fee revenue to be received on variable annuityVA contracts, and reduce statutory reserve and capital volatility. The macro hedge program uses interest rate swaps, swaptions, and futures, and equity swaps, options, forwards, and futures on certain indices including the S&P 500 index, EAFE index, NASDAQ 100 index and Russell 2000 index. Additionally, the Company holds customized capital market derivative contracts to provide protection from certain capital market risks for the remaining term of specified blocks of non-reinsured GMWB riders. These customized derivative contracts are based on policyholder behavior assumptions specified at the inception of the derivative contracts. The Company retains the risk for differences between assumed and actual policyholder behavior and between the performance of the actively managed funds underlying the separate accounts and their respective indices.
Management assesses the risks under various deterministic and stochastic scenarios in designing and executing the macro hedge program. The increased U.S. GAAP earnings volatility may result from factors including, but not limited to: policyholder behavior, capital markets, divergence between the performance of the underlying funds and the hedging indices, changes in hedging positions and the relative emphasis placed on various risk management objectives. Additionally, the hedge program will result in U.S. GAAP earnings volatility as changes in the value of the macro hedge derivatives may not be closely aligned to changes in U.S. GAAP liabilities.
Variable Annuity Hedging Program Sensitivities
The underlying guaranteed withdrawal benefit liabilities (excluding the life contingent portion of GMWB contracts) and hedge assets within the GMWB hedge and macro hedge programsprogram are carried at fair value.
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The following table presents our estimates of the potential instantaneous impacts from sudden market stresses related to equity market prices, interest rates and implied market volatilities. The following sensitivities represent: (1) the net estimated difference between the change in the fair value of GMWB liabilities and the underlying hedge instruments and (2) the estimated change in fair value of the hedge instruments for the macro program, before the impacts of amortization of VOBA and taxes. As noted in the preceding discussion, certain hedge assets are used to hedge liabilities that are not carried at fair value and will not have a liability offset in the U.S. GAAP sensitivity analysis. All sensitivities are measured as of December 31, 20202023 (Successor Company) and are related to the fair value of liabilities and hedge instruments in place at
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that date for the Company’s variable annuityVA hedge programs. The impacts presented in the table that follows are estimated individually and measured without consideration of any correlation among market risk factors.
Sensitivity Analysis (before tax and VOBA) as of December 31, 2020 [1]
Variable Annuity Macro Hedge Program
Sensitivity Analysis (before tax and VOBA) as of December 31, 2023 (Successor Company) [1]Sensitivity Analysis (before tax and VOBA) as of December 31, 2023 (Successor Company) [1]
Variable Annuity Macro Hedge ProgramVariable Annuity Macro Hedge Program
Equity market returnEquity market return-20 %-10 %10 %Equity market return-20 %-10 %10 %
Potential net fair value impactPotential net fair value impact$468 $202 $(122)
Interest ratesInterest rates-50bps-25bps+25bpsInterest rates-50bps-25bps+25bps
Potential net fair value impactPotential net fair value impact$97 $48 $(46)
Implied volatilitiesImplied volatilities10 %2 %-10 %Implied volatilities10 %2 %-10 %
Potential net fair value impactPotential net fair value impact$259 $53 $(265)
[1]    These sensitivities are based on the following key market levels as of December 31, 2020:2023 (Successor Company): 1) S&P of 3,756;$4,770; 2) 10yr US10 year U.S. swap rate of 0.94%3.8%; and 3) S&P 10yr10 year volatility of 22.24%22.5%.
The preceding sensitivity analysis is an estimate and should not be used to predict the future financial performance of the Company's variable annuityVA hedge programs. The actual net changes in the fair value liability and the hedging assets illustrated in the preceding table may vary materially depending on a variety of factors which include but are not limited to:
The sensitivity analysis is only valid as of the measurement date and assumes instantaneous changes in the capital market factors and no ability to re-balance hedge positions prior to the market changes;
Changes to the underlying hedging program, policyholder behavior, and variation in underlying fund performance relative to the hedged index, which could materially impact the liability; and
The impact of elapsed time on liabilities or hedge assets, any non-parallel shifts in capital market factors, or correlated moves across the sensitivities.
Foreign Currency Exchange Risk
Foreign currency exchange risk is the risk of financial loss due to changes in the relative value between currencies.
Sources of Currency Risk
The Company has foreign currency exchange risk in non-U.S. dollar denominated investments which primarily consist of fixed maturity and equity investments.
Impact
Changes in relative values between currencies can create variability in cash flows and realized or unrealized gains and losses on changes in the fair value of assets and liabilities. Based on the fair values of the Company’s non-U.S. dollar denominated securities and derivative instruments as of December 31, 2020 and 2019 (Successor Company), management estimates that a hypothetical 10% unfavorable change in exchange rates would decrease the fair values by an immaterial amount.
Management
The open foreign currency exposure of non-U.S. dollar denominated investments will most commonly be reduced through the sale of the assets or through hedges using currency futures/forwards/swaps. In order to manage the currency risk related to any non-U.S. dollar denominated liability contracts, the Company enters into foreign currency swaps or holds non-U.S. dollar denominated investments.
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Assets and Liabilities Subject to Foreign Currency Exchange Risk
Non-U.S. dollar denominated fixed maturities, equities and cash
The fair values of the non-U.S. dollar denominated fixed maturities and equities at December 31, 2020 and 2019 (Successor Company) were approximately $110 and $93, respectively. The currency risk of the remaining non-U.S. dollar denominated fixed maturities and equities are hedged with foreign currency swaps.
Non-U.S. dollar denominated funding agreement liability contracts
The Company hedged the foreign currency risk associated with these liability contracts with currency rate swaps. As of December 31, 2020 and 2019 (Successor Company), the derivatives used to hedge foreign currency exchange risk related to foreign denominated liability contracts had a total notional amount of $94, and a total fair value of $(5) and $(15), respectively.
Operational Risk
Operational risk is the risk of loss resulting from inadequate or failed internal processes, people, and systems, or from external events.
The Company has classified operational risk into the following risk categories:
• Corporate Development
• Insurance and Reinsurance/Actuarial
• Business Resiliency
Claims
• Corporate Governance
• Cyber
Accounting and Information Protection
Financial Operations
Reporting
Model
• Fraud
Human ResourcesInformation Security
• Technology Operations
• Legal and Compliance
Regulatory
Business Processes/Transactions
Model Risk
Vendor/Third Party
Operations
People
Product Risk (In-force and New Business)
Governance
Technology
Strategic
Third-Party (Vendor)Reputational
Sources of Operational Risk
Operational risk is inherent in all aspects of the Company's business and functional areas.
Impact
Operational risk can result in financial loss, disruption of the Company's business, regulatory actions or damage to the Company's reputation.
Management
Responsibility for day-to-day management of operational risk lies within each functional area. ERM is responsible for establishing, maintaining and communicating the framework, principles and guidelines of the Company's operational risk management program. In addition, ERM, as a second line of defense, provides an independent enterprise view and assessment of operational risks that the Company faces. Operational risk mitigation strategies include the following:
Establishing policies and monitoring risk tolerances and exceptions;
Conducting business self risk assessmentsself-assessments and implementing action plans where necessary;
Validating existing crisis management protocols;
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Identifying and monitoring emerging operational risks; and
Purchasing insurance coverage.
Business Resiliency
The Company has a developed business resiliency program that is consistent with industry best practices that provides reasonable assurance that the Company is prepared for, and can recover from, emergencies and disasters. Foundational elements of the Company’s business resiliency strategy consist of a lead Business Resiliency Officer,Office (“BRO”), a business resilience program, business continuity plans, IT disaster recovery plans, a Pandemic Response Plan, an Emergency Response Plan, a Crisis Management Team ("CMT"), and a Crisis Management Plan.
The Company's Business Resiliency Office proactively monitors events at the local, regional, national, and nationalinternational levels and when necessary will be responsible for executing a response to a potential significant business disruption.
To provide resiliency against an event, the Company uses a portfolio of resiliency plans to safeguard the Company’s business functions, information systems, personnel, data, and facilities. The Business Continuity Plans ("BCP") are updated annually and are maintained across business units in accordance with established organizational policies and standards to
APP A - 40




ensure a constant state of readiness as well as to ensure that services can be recovered within reasonable timeframes and to acceptable levels in the event of a disruption or catastrophe.
Cybersecurity Risk
Talcott Resolution’s Chief Information Security Officer ("CISO") has overall responsibility for Talcott Resolution’s Information Protection Program.
The Company has implemented information protection and privacy programs with established governance routines that promote an adaptive approach for assessing and managing risks. The Company has invested to build a ‘defense-in-depth’ strategy that uses multiple security measures to protect the integrity of the Company's information assets. This ‘defense-in-depth’ strategy aligns to the National Institute of Standards and Technology ("NIST") Cyber Security Framework and provides preventative, detective and responsive measures that collectively protects the Company. Various cyber assurance methods, including security metrics, third party security assessments, external penetration testing, red team exercisesvulnerability scanning, and cyber war game exercises are used to test the effectiveness of the overall cybersecurity control environment.

Members of Talcott Resolution’s ERM, Legal and Compliance, and Internal Audit teams work with the CISO and members of the Talcott Resolution’s Information Protection team to ensure that required policies exist and are tested as necessary.
Talcott Resolution’s current operating model retains some security services in-house, uses industry leading third parties to provide certain managed security capabilities and other third parties for consulting services, as shown in the chart below.
Information Protection Governance
Internal ServicesManaged ServicesThird-party Services
Regulatory ComplianceNetwork Security (Firewalls)Incident Response Forensics
Security PoliciesEndpoint Detection & ResponsePenetration Testing
Third-party Security Cyber RiskNetwork Detection & ResponseIndependent Risk Assessments
Data ClassificationThreat Hunting
Incident ResponsePatching
Email SecurityData Loss Prevention
Application SecurityDDoS Protection
Security TrainingWeb Application Firewall
Security ConsultingEmail Phish Testing
Access Management
Audit Log Management ("SIEM")
Vulnerability Scanning & Remediation
The Company, like many other large financial services companies, blocks attempted cyber intrusions on a daily basis. In the event of a cyber intrusion, the companyCompany invokes its Cyber Incident Response Program commensurate with the nature of the intrusion. While the actual methods employed differ based on the event, the approach employs internal teams and outside advisors with specialized skills to support the response and recovery efforts and requires elevation of issues, as necessary, to senior management.
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From a governance perspective, senior members of our Enterprise Risk Management, Information Protection and Internal Audit functions provide detailed reports on cybersecurity matters to the Company's Board, including the Audit Committee, which has principal responsibility for oversight of cybersecurity risk, and/or the FIRMCo,Board, which oversees controls for the Company's major risk exposures. The topics to be covered by these updates include the Company's activities, policies and procedures to prevent, detect and respond to cybersecurity incidents, as well as lessons learned from cybersecurity incidents and internal and external testing of our protection measures. The Audit Committee will meet at each regular Board meeting and will be briefed on cyber risks at least annually.
COVID-19 Response
The Company's ERM area started to actively monitor the COVID-19 situation on January 21, 2020. The Company leveraged its existing CMT to assess the Company’s exposure to the event as well as potential mitigation plans. The CMT led the management and monitoring of the COVID-19 pandemic and developed the Company’s strategy to mitigate this risk from an operational perspective in a timely and effective manner.
The CMT addressed the need to ensure continued operations of critical services with the help of BCP owners by successfully performing an individual and all-employee remote testing by March 13, 2020, prior to the State of Connecticut's work from home recommendations implemented on March 16, 2020.
Effective March 16, all non-essential employees were required to work remotely until further notice. The CMT continues to actively monitor the situation, leveraging guidance from the Center for Disease Control and Prevention and the states of Connecticut and Minnesota and promptly communicated new information to the Company’s executive leadership team and BCP owners. This active monitoring and adjustment of the Company’s strategy will continue throughout the pandemic.
The CMT continues to monitor the Company’s critical vendors and works closely with the Third-Party Oversight team and vendor relationship managers to develop disruption plans as needed to maintain critical business functionality.
Vendor Risk Management
The purpose of thisTalcott Resolution maintains a Vendor Oversight Program (“the Program”) is to:
Define a risk based due diligence process in selecting a third party;
Set minimum requirements during contract structuring, execution, and maintenance;
Perform regular assessment of third-party risks with supporting documentation; and
Establish ongoing third-party oversight, monitoring and performance management.
The ProgramPolicy that provides an end-to-end control structure for Talcott’sTalcott Resolution’s vendor relationships andrelationships. The Policy is designed to:
Establish processes and controls during the contracting process to provide for reasonable information protection standards and Talcott’sTalcott Resolution’s right to monitor those standards;standards.
Define roles and requirements within the Company’sTalcott Resolution’s business units to ensure effective ongoing management of third-party relationships and performance;performance.
Describe the process for regular risk-based reviews of third parties;parties.
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Establish a governing oversight framework to ensure all phases of the third-party oversight are followed and functioning effectively;effectively.
Provide a clear process for escalation and review of significant risks or performance issues.
To accomplish this, the ProgramPolicy has classifiedassigned all of the Company’sTalcott Resolution’s vendors and third parties into a risk classification.ratings. A vendor’s risk classification (High, Medium, Low)rating is determined based on the following criteria: access to the Company’sTalcott Resolution’s network and systems, process reliance, data sensitivity and business criticality. Talcott Resolution has three vendor tier levels.
High RiskMedium RiskLow Risk
Provides the most critical services or productsProvides essential, but not critical, services or productsProvides necessary services or products
Has the highest risk factors (e.g. access to PII, offshore network access/data storage, etc.)Has medium risk factors (e.g. access to company confidential data, domestic network access/data storage etc.)Has the lowest risk factors (e.g. no data access, no network connectivity, etc.)
Robust control environmentEnhanced control environment (e.g. regular reports, assessments at engagement and reevaluated every 3 years, etc.)Control environment equal to risk (e.g. reporting as needed, risk evaluation at engagement and contract renewal, etc.)
Vendors are assessed on a biennial schedule
New vendors are assigned risk ratings at the time of engagement based on a risk rating questionnaire completed by designated risk assessors.
The Program establishes defined roles and responsibilities for each phase of the vendor life cycle. These roles include:
Head of Vendor Management: Day-to-day management of the Program. They ensure adherence and effective execution of the program for all phases and makes regular status reports to leadership.
Procurement: Solicits RFP’s from the market upon identification of a need by the business. Procurement negotiates and drafts initial contract terms and any subsequent renewals or expansions of work.
Talcott Resolution Information Protection and Business Resiliency Governance: Assesses the respective information security and resiliency capability of third parties.
Vendor Managers: Monitor and manage the day-to-day performance of a third party or vendor.





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Below is the typical life cycle for Talcott Resolution’s vendors.
Picture1.jpg

Insurance Risks - Policyholder Behavior, Mortality and Longevity Risk Management
Insurance risks exist in the form of adverse policyholder behavior, mortality, and longevity risks that can affect value within our underlying annuity products.
Policyholder behavior risk is the risk of policyholders utilizing benefits/options within their fixed and variable annuity contractcontracts in a manner or to a degree different than the Company's current expectations.
Additional insurance risks that exist within the annuity products offeredcovered by the Company include mortality and longevity risk. Mortality and longevity risk are contingent risks on variable annuityVA products. The impact of higher or lower mortality only impacts these products to the extent the equity markets perform below longer term market growth expectations, thus increasing the guaranteed benefit amounts and exposing the Company to withdrawal benefit or death benefit guarantees that exceed the variable annuityVA account value during the payout phase or at death.
Longevity risk also exists across the Company's payout annuity blocks of business, which includes structured settlements, terminal funding, and single premium immediate annuities.annuities, and FIA with GLWB riders. Longevity risks for these businesses include medical advances that would specifically impact the life expectancy of annuitants for substandard structured settlements as well as mortality improvement at a greater rate than the Company's current expectations.
Management
The Company’s procedures for managing these risks include periodic experience exposure monitoring and reporting, risk modeling, risk transfer and capital management strategies.
Reinsurance as a Risk Management Strategy
The Company cedes insurance to affiliated and unaffiliated insurers to enable the Company to manage capital and risk exposure. Such arrangements do not relieve the Company of its primary liability to policyholders.
Impact
Failure of reinsurers to honor their obligations could result in losses to the Company.
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Management
Reinsurance is a centralized function across the Company to support a consistent strategy and to ensure that the reinsurance activities are fully integrated into the organization's risk management processes.
The Company uses reinsurance for its life insurance, retirement and a portion of its fixed and payout annuity businesses. In addition, in 2022 and 2021 the Company uses reinsurance onreinsured a portion of contracts withassumed FIA and its VA GMDB and GMWB riders issued priorrisks, respectively, to the second quarter of 2006 and for a majority of the GMDB where the GMDB is higher than a return of premium death benefit or account value benefit.its parent, TR Re.
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The components of the gross and net reinsurance recoverables are summarized as follows:
Reinsurance Recoverables, net
Successor Company
As of December 31,
20202019
Reserve for future policy benefits and other policyholder funds and benefits payable
Gross reinsurance recoverables$27,462 $28,824 
Less: ACL [1]— 
Reinsurance recoverables, net [2]$27,455 $28,824 
[1]    As of December 31, 2020 (Successor Company), the ACL increased to $7 from $5 at January 1, 2020 upon adoption of ASU 2016-13. The Company closely monitors the financial condition, ratings and current market information of all its counterparty reinsurers and records an ACL considering the credit quality of the reinsurer, the invested assets in trust, and the period over which the recoverable balances are expected to be collected.
[2]    As of December 31, 2019 (Successor Company), no allowance for uncollectible reinsurance was required.
As of December 31, 2020 (Successor Company),The following summarizes the Company hadCompany's reinsurance recoverables from Commonwealth, Massachusetts Mutual Life Insurance Company ("MassMutual") and Prudential Financial, Inc. ("Prudential") of $7.6 billion, $7.0 billion and $11.8 billion, respectively. As of December 31, 2019 (Successor Company),by reinsurer for the Company had reinsurance recoverables from Commonwealth, MassMutual and Prudential of $8.1 billion, $8.0 billion and $11.5 billion, respectively. Successor Company:
As of December 31,
20232022
Prudential Financial, Inc. [1]
$14,383 $14,313 
Massachusetts Mutual Life Insurance Company [1]
5,967 6,672 
Commonwealth Annuity and Life Insurance Company [1]
6,531 7,243 
TR Re [2]
9,468 9,613 
Other reinsurers1,375 1,403 
Gross reinsurance recoverables37,724 39,244 
Allowance for credit losses(18)(21)
Reinsurance recoverables, net$37,706 $39,223 
[1]The Company's obligations to its direct policyholders that have been reinsured to Commonwealth, MassMutual and Prudential are primarily secured by invested assets held in trust.
APP A - 43



[2]
The Company's obligations to its direct policyholders reinsured to TR Re are secured by invested assets held by the Company in segregated portfolios.

Financial Risk on Statutory Capital
Statutory surplus amounts and RBC ratios may increase or decrease in any period depending upon a variety of factors and may be compounded in extreme scenarios or if multiple factors occur at the same time. In general, as equity market levels and interest rates decline, the amount and volatility of both our actual or potential obligation, as well as the related statutory surplus and capital margin can be materially negatively affected, sometimes at a greater than linear rate. At times the impact of changes in certain market factors or a combination of multiple factors on RBC ratios can be counterintuitive. Factors include:
Differences in performance of variable sub-accounts relative to indices and/or realized equity and interest rate volatilities may affect RBC ratios.
In times of significant market volatility, the ability to estimate statutory surplus and RBC ratios is inherently difficult as these factors are heavily influenced by both the liability dynamics and the nature of the Company's hedge program and its effectiveness. Additionally, reserve requirements for variable annuityVA death and living benefit guarantees and RBC requirements could increase with rising equity markets or rising interest rates, resulting in lower RBC ratios. The Company has reinsured approximately 52%a portion of its risk associated with GMWB and 82% of its risk associated with the aggregate GMDB exposure. These reinsurance agreements reduce the Company’s exposure to changes in the statutory reserves and the related capital and RBC ratios associated with changes in the capital markets.
A decrease in the value of certain fixed-income, alternative investments, and equity securities in our investment portfolio, due in part to credit spreads widening and/or equity markets declining, may result in a decrease in statutory surplus and RBC ratios.
Credit spreads on invested assets may increase sharply for certain sub-sectors of the overall credit market, resulting in statutory separate account asset market value losses. As actual credit spreads are not fully reflected in the current crediting rates, the calculation of statutory reserves may not substantially offset the change in fair value of the statutory separate account assets, resulting in reductions in statutory surplus. This may result in the need to devote additional capital to support the fixed MVA product and certain of our terminal funding contracts.
Decreases in the value of certain derivative instruments that do not getqualify for hedge accounting, may reduce statutory surplus and RBC ratios.
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Sustained low interest rates with respect to the fixed annuity business may result in a reduction in statutory surplus and an increase in NAIC required capital.
Non-market factors, which can also impact the amount and volatility of both our actual potential obligation, as well as the related statutory surplus and capital margin, include actual and estimated policyholder behavior experience as it pertains to lapsation, partial withdrawals and mortality.
Most of these factors are outside of the Company’s control. The Company’s financial strength and credit ratings are significantly influenced by its statutory surplus amounts and RBC ratios of its insurance company subsidiaries. In addition, rating agencies may implement changes to their internal models that have the effect of increasing or decreasing the amount of statutory capital we must hold in order to maintain our current ratings.
Investment Portfolio Risk
Investment Portfolio Composition
The following table presents the Company’s fixed maturities, AFS, by credit quality. The credit ratings referenced throughout this section are based on availability, and are generally the midpoint of the available ratings among Moody’s, S&P, and Fitch. If no rating is available from a rating agency, then an internally developed rating is used. Accrued interest receivable related to fixed maturities, AFS is recorded in other assets on the Consolidated Balance Sheetsconsolidated balance sheets and is not included in the amortized cost or fair value of the fixed maturities. For further information, see Note 3 - Investments of Notes to Consolidated Financial Statements.
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Fixed Maturities, AFS by Credit QualityFixed Maturities, AFS by Credit QualityFixed Maturities, AFS by Credit Quality
Successor CompanySuccessor Company
Successor Company December 31, 2023December 31, 2022
December 31, 2020December 31, 2019 Amortized CostFair
Value
Percent of Total Fair ValueAmortized CostFair
Value
Percent of Total Fair Value
Amortized CostFair
Value
Percent of Total Fair ValueAmortized CostFair
Value
Percent of Total Fair Value
United States Government/Government agencies$1,559 $1,765 11.9 %$1,494 $1,602 11.5 %
U.S. Government/Government AgenciesU.S. Government/Government Agencies$1,296 $972 6.5 %$1,395 $1,070 7.0 %
AAAAAA1,262 1,358 9.1 %1,208 1,251 8.9 %AAA1,217 1,120 1,120 7.5 7.5 %1,305 1,160 1,160 7.5 7.5 %
AAAA1,717 1,881 12.7 %1,707 1,793 12.8 %AA2,031 1,727 1,727 11.6 11.6 %1,665 1,342 1,342 8.7 8.7 %
AA4,110 4,777 32.1 %4,024 4,404 31.5 %A6,297 5,476 5,476 37.0 37.0 %6,131 5,088 5,088 33.1 33.1 %
BBBBBB3,991 4,595 30.9 %4,140 4,480 32.0 %BBB6,123 5,233 5,233 35.2 35.2 %7,614 6,199 6,199 40.3 40.3 %
BB & belowBB & below498 499 3.3 %447 458 3.3 %BB & below371 326 326 2.2 2.2 %579 524 524 3.4 3.4 %
Total fixed maturities, AFSTotal fixed maturities, AFS$13,137 $14,875 100 %$13,020 $13,988 100 %Total fixed maturities, AFS$17,335 $14,854 100.0 100.0 %$18,689 $15,383 100.0 100.0 %
The fair value of fixed maturities, AFS increased,decreased as compared with December 31, 20192022 (Successor Company), primarily due to sales of AFS securities, partially offset by an increase in valuations as a result of a decline invaluation due to lower interest rates.
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The following table presents the Company’s fixed maturities, AFS by type, and equity securities, at fair value.
Fixed Maturities, AFS by Type
Successor Company
 December 31, 2020December 31, 2019
 Cost or Amortized Cost [1]ACL [2]Gross Unrealized GainsGross Unrealized LossesFair ValuePercent of Total Fair ValueCost or Amortized Cost [1]Gross Unrealized GainsGross Unrealized LossesFair ValuePercent of Total Fair Value
Asset backed securities ("ABS")
Consumer loans$371 $— $$— $377 2.5 %$245 $$— $248 1.7 %
Other65 — — 67 0.5 %46 — 47 0.3 %
Collateralized loan obligations ("CLOs")1,425 — (4)1,428 9.6 %1,150 (6)1,150 8.2 %
Commercial mortgage-backed securities ("CMBS")
Agency backed [3]171 — (1)178 1.2 %334 12 (1)345 2.5 %
Bonds898 — 66 (9)952 6.4 %906 49 (1)952 6.8 %
Interest only (“IOs”)83 — (1)85 0.6 %91 (1)94 0.7 %
Corporate
Basic industry309 — 56 — 366 2.5 %304 25 — 330 2.4 %
Capital goods635 — 110 — 747 5.0 %612 48 (2)660 4.7 %
Consumer cyclical278 — 48 — 328 2.2 %321 33 — 356 2.5 %
Consumer non-cyclical911 — 191 — 1,105 7.4 %981 105 — 1,089 7.8 %
Energy746 (1)96 (5)842 5.7 %868 72 (1)945 6.8 %
Financial services1,445 — 253 (1)1,701 11.4 %1,292 130 (1)1,425 10.2 %
Tech./comm.1,129 — 266 (1)1,401 9.4 %1,220 153 — 1,380 9.9 %
Transportation279 — 43 (3)319 2.1 %284 19 (1)302 2.2 %
Utilities1,325 — 213 (2)1,540 10.3 %1,370 100 (2)1,472 10.5 %
Other183 — 20 — 203 1.4 %151 11 — 162 1.2 %
Foreign govt./govt. agencies236 — 32 — 266 1.8 %382 30 (1)409 2.9 %
Municipal bonds
Taxable761 — 115 (1)875 5.9 %705 56 — 761 5.4 %
Residential mortgage-backed securities ("RMBS")
Agency246 — 16 (1)261 1.8 %255 — 264 1.9 %
Non-agency330 — 10 — 340 2.3 %330 — 336 2.4 %
Alt-A14 — — — 14 0.1 %20 — — 20 0.1 %
Sub-prime155 — — (1)154 1.0 %248 (1)$248 1.8 %
U.S. Treasuries1,142 — 192 (8)1,326 8.9 %905 88 — 993 7.1 %
Total AFS securities$13,137 $(1)$1,753 $(38)$14,875 100 %$13,020 $961 $(18)$13,988 100 %
value:
Fixed Maturities, AFS by Type
Successor Company
 December 31, 2023December 31, 2022
 Cost or Amortized CostACLGross Unrealized GainsGross Unrealized LossesFair ValuePercent of Total Fair ValueCost or Amortized CostACLGross Unrealized GainsGross Unrealized LossesFair ValuePercent of Total Fair Value
ABS
Consumer loans$98 $— $— $(4)$94 0.6 %$116 $— $— $(8)$108 1.2 %
Small business— — — — — — %— — — — — — %
Other278 — (12)269 1.8 %160 — — (14)146 1.5 %
CLOs970 (2)(5)966 6.5 %703 — — (27)676 7.1 %
CMBS
Agency backed [1]
101 (1)— (10)90 0.6 %113 — (13)101 1.1 %
Bonds1,492 (6)— (166)1,320 8.9 %1,555 — — (191)1,364 8.4 %
Interest only (“IOs”)46 — — (10)36 0.2 %56 — — (7)49 0.5 %
Corporate
Basic industry335 — (47)290 2.0 %420 — — (77)343 5.3 %
Capital goods380 — — (62)318 2.1 %518 — — (92)426 3.0 %
Consumer cyclical396 — (58)339 2.3 %787 — — (145)642 2.5 %
Consumer non-cyclical1,173 (7)(205)964 6.5 %844 — — (178)666 5.3 %
Energy1,049 — (165)885 6.0 %1,228 — — (234)994 6.1 %
Financial services3,345 — (413)2,936 19.7 %4,216 — (658)3,559 15.7 %
Technology/communications1,686 — (311)1,379 9.3 %1,627 — — (374)1,253 8.4 %
Transportation278 — — (48)230 1.6 %251 — — (53)198 2.1 %
Utilities1,599 — (271)1,331 9.0 %1,771 — (349)1,423 10.0 %
Other1,004 — (135)873 5.9 %903 — — (166)737 1.2 %
Foreign gov't442 — 10 (48)404 2.7 %377 — — (62)315 1.8 %
Municipal bonds
Taxable958 — — (157)801 5.4 %1,309 — — (269)1,040 4.9 %
Tax-exempt— — (1)— %— — — — — — %
RMBS
Agency45 — — (7)38 0.3 %50 — — (7)43 0.3 %
Non-agency455 — — (56)399 2.7 %437 — — (79)358 3.7 %
Alt-A— — — — %— — — — %
Sub-prime— — — — %14 — — — 14 0.1 %
U.S. Treasuries1,194 — — (312)882 5.9 %1,232 — — (306)926 9.8 %
Fixed maturities, AFS$17,335 $(16)$38 $(2,503)$14,854 100.0 %$18,689 $ $3 $(3,309)$15,383 100.0 %
[1]The cost or amortized cost of assets that supports modified coinsurance reinsurance contracts were not adjusted as part of the application of pushdown accounting. As a result, gross unrealized gains (losses) only include subsequent changes in value recorded in Accumulated Other Comprehensive Income ("AOCI") beginning June 1, 2018. Prior changes in value have been recorded in additional paid-in capital.
[2]Represents the ACL recorded following the adoption of accounting guidance for credit losses on January 1, 2020. For further information refer to Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements.
[3]Includes securities with pools of loans issued by the U.S. Small Business Administration, which are backed by the full faith and credit of the U.S. government.Government.
The increase in the fair value of fixed maturities, AFS as compared to December 31, 2019 (Successor Company), was driven primarily due to an increase in valuations as a result of a decline in interest rates.


APP A - 4676




European Exposure
While the European economy is expected to stabilize once COVID-19 vaccines are widely available and distributed, structural challenges including elevated sovereign debt levels and demographic headwinds are expected to suppress economic growth in the region. EU and U.K. officials successfully negotiated an agreement to prevent the U.K. from exiting the Eurozone without a trade deal on December 31, 2020. While this outcome avoided the threat of a “hard Brexit”, political risk will likely remain elevated in Europe during 2021 due to uncertainty surrounding the COVID-19 crisis and the potential risk presented by an uneven economic recovery. The Company manages the credit risk associated with its European securities within the investment portfolio on an on-going basis using several processes which are supported by macroeconomic analysis and issuer credit analysis. For additional details regarding the Company’s management of credit risk, see the Credit Risk section of this MD&A.
As of December 31, 2020 (Successor Company), the Company’s European investment exposure had an amortized cost and fair value of $753 and $872, respectively, or 4% of total invested assets; as of December 31, 2019 (Successor Company), amortized cost and fair value totaled $753 and $817, respectively, or 4% of total invested assets. The investment exposure largely relates to corporate entities which are domiciled in or generate a significant portion of their revenue within the U.K., Germany, the Netherlands, Belgium, and Denmark. As of December 31, 2020 and 2019 (Successor Company), the weighted average credit quality of European investments was A- and BBB+, respectively. Entities domiciled in the U.K. comprise the Company's largest exposure; as of December 31, 2020 and 2019 (Successor Company), the U.K. exposure totals less than 2% of total invested assets and largely relates to industrial and financial services securities and has an average credit rating of BBB+. The majority of the European investments are U.S. dollar-denominated, and those securities that are British pound or euro-denominated are hedged to U.S. dollars. For a discussion of foreign currency risks, see the Foreign Currency Exchange Risk section of this MD&A.
COVID-19 Pandemic
While governments have responded with unprecedented stimulus efforts and vaccine rollout is underway, the COVID-19 pandemic continues to depress economic activity. The effects of stimulus efforts and the impact of vaccine distribution efforts remain uncertain. Given the uncertainty of the future path of the virus and its impact on the global economy, it is not possible to estimate the impact on Talcott's investment portfolio. However, a prolonged COVID-19 pandemic scenario may result in losses and negative ratings migration of Talcott's investment portfolio, specifically certain Corporate sectors and Non-Agency CMBS. The sectors in our fixed maturities, AFS Corporate portfolio most impacted by COVID-19 are: consumer cyclical, energy and transportation, which collectively represent 10% of the Company's Fixed Maturities, AFS securities. These securities are high quality with 87% investment grade rated. The Company's Non-Agency CMBS portfolio represents 7% of the Company's Fixed Maturity, AFS securities and are generally composed of senior tranches which benefit from credit enhancement to protect against collateral deterioration or loss. The portfolio is high quality with 79% NAIC 1 rated. All portfolios are monitored according to enterprise risk management practices and policies discussed previously.

APP A - 47




Commercial and Residential Real Estate
The following tables present the Company's exposure to CMBS and RMBS by current credit quality included in the preceding SecuritiesFixed Maturities, AFS by Type table.
Exposure to CMBS and RMBS as of December 31, 2020 (Successor Company)
Exposure to CMBS and RMBS as of December 31, 2023 (Successor Company)Exposure to CMBS and RMBS as of December 31, 2023 (Successor Company)
AAAAAABBBBB and BelowTotal AAAAAABBBBB and BelowTotal
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
CMBSCMBS
Agency Agency$171 $178 $— $— $— $— $— $— $— $— $171 $178 
Agency
Agency
Bonds Bonds208 227 213 231 203 208 226 241 48 45 898 952 
Interest Only60 62 19 19 — — 83 85 
IOs
Total CMBSTotal CMBS439 467 232 250 204 209 229 244 48 45 1,152 1,215 
RMBSRMBS
Agency Agency246 261 — — — — — — — — 246 261 
Non-Agency61 63 111 117 99 100 59 60 — — 330 340 
Agency
Agency
Non-agency
Alt-A Alt-A— — — — 12 12 14 14 
Sub-Prime— — 30 30 59 59 58 57 155 154 
Sub-prime
Total RMBSTotal RMBS307 324 120 126 129 130 119 120 70 69 745 769 
Total CMBS & RMBSTotal CMBS & RMBS$746 $791 $352 $376 $333 $339 $348 $364 $118 $114 $1,897 $1,984 
Exposure to CMBS and RMBS as of December 31, 2019 (Successor Company)
Exposure to CMBS and RMBS as of December 31, 2022 (Successor Company)Exposure to CMBS and RMBS as of December 31, 2022 (Successor Company)
AAAAAABBBBB and BelowTotal AAAAAABBBBB and BelowTotal
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
CMBSCMBS
Agency Agency$334 $345 $— $— $— $— $— $— $— $— $334 $345 
Agency
Agency
Bonds Bonds218 228 238 251 202 214 213 223 35 36 906 952 
Interest Only69 71 18 18 — 91 94 
IOs
Total CMBSTotal CMBS621 644 256 269 203 215 216 226 35 37 1,331 1,391 
RMBSRMBS
Agency
Agency
Agency Agency255 264 — — — — — — — — 255 264 
Non-Agency Non-Agency108 109 98 102 60 61 64 64 — — 330 336 
Alt-A Alt-A— — — — 13 14 20 20 
Sub-Prime Sub-Prime13 13 73 72 82 83 77 77 248 248 
Total RMBSTotal RMBS366 376 115 118 133 133 149 150 90 91 853 868 
Total CMBS & RMBSTotal CMBS & RMBS$987 $1,020 $371 $387 $336 $348 $365 $376 $125 $128 $2,184 $2,259 
The Company also has exposure to commercial mortgage loans. These loans are collateralized by real estate properties that are diversified both geographically throughout the United StatesU.S. and by property type. These loans are primarily in the form of whole loans and may include participations. A loan participation interest represents a pro-rata share in interest and principal payments generated by the participated loan pursuant to the terms of the participation agreement.
As of December 31, 20202023 (Successor Company), there were no loans within the Company’s mortgage loan portfolio that have had extensions or restructurings other than what is allowable under the original terms of the contract. As of December 31, 20202023 (Successor Company), mortgage loans had an amortized cost and carrying value of $2.1$2.0 billion, with an ACL of $17.$26. As of December 31, 20192022 (Successor Company), mortgage loans had an amortized cost and carrying value of $2.2$2.5 billion, with no valuation allowance.an ACL of $15. Amortized cost represents carrying value prior to valuation allowances, if any. The increase in the allowance iswas primarily attributable to both the recognition ofchanges in market conditions and an ACLupdate in connection with the adoption of accountingassumptions.

APP A - 4877




guidance for credit losses on January 1, 2020 and the result of the COVID-19 pandemic and its impacts on the economic forecasts, as well as lower estimated property values and operating income as compared to the prior year. For further information, refer to Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements.
The Company purchased $141$75 of commercial whole loans with a weighted average loan-to-value (“LTV”) ratio of 60%39% and a weighted average yield of 3.4%6.6% for the year ended December 31, 20202022 (Successor Company). The Company continues to invest in commercial mortgage loans in high growth markets across the country focusing primarily on institutional-quality industrialmulti-family and multi-family propertiesindustrial with strong LTV ratios. ratios. There were no mortgage loans held for sale as of December 31, 20202023 or 2022 (Successor Company) or December 31, 2019 (Successor Company).
Limited Partnerships and Other Alternative InvestmentsInvestment Funds
The following table presentstables present the Company’s investmentsnet investment income and investment composition in limited partnerships and other alternative investmentsinvestment funds, which include hedge funds, real estate funds and private equity funds.
Real estate funds consist of investments primarily in real estate joint ventures and, to a lesser extent, equity funds. Private equity funds primarily consist of investments in funds whose assets typically consist of a diversified pool of investments in small to mid-sized non-public businesses with high growth potential and strong owner sponsorship, as well as limited exposure to public markets. Income or losses on investments in limited partnerships and alternative investmentsinvestment funds are recognized on a lag as results from private equity investments and other funds are generally reported on a three-month delay.
Limited Partnerships and Other Alternative Investments Investment Income
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
20202019
AmountYieldAmountYieldAmountYieldAmountYield
Hedge funds$2.8 %$7.8 %$9.0 %$2.0 %
Real estate funds11 25.3 %19 35.7 %17 38.7 %3.3 %
Private equity and other funds116 15.3 %135 19.4 %46 11.5 %38 13.3 %
Total$130 14.3 %$161 19.2 %$67 13.7 %$41 10.4 %
Investments in Limited Partnerships and Other Alternative Investments
Successor Company
December 31, 2020December 31, 2019
AmountPercentAmountPercent
Hedge funds$104 10.4 %$101 10.8 %
Real estate funds48 4.8 %48 5.1 %
Private equity and other funds847 84.8 %790 84.1 %
Total$999 100 %$939 100 %
The Company has elected to report certain rated feeder investment funds under the Fair Value Option ("FVO"), allowing the better alignment of the valuation of the equity and debt components of the investment. Investment funds accounted under the FVO totaled $238 and $58 at December 31, 2023 and 2022 (Successor Company), respectively.
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
20232022
AmountYieldAmountYieldAmountYieldAmountYield
Hedge funds$0.9 %$8.0 %$11 21.9 %$12 22.8 %
Real estate funds7.3 %39 606.0 %15 131.8 %25.2 %
Private equity and other funds112 10.1 %121 12.6 %233 52.2 %199 49.7 %
Net investment income from investment funds$116 9.0 %$168 15.6 %$259 50.9 %$216 45.7 %
Successor Company
December 31, 2023December 31, 2022
AmountPercentAmountPercent
Hedge funds$83 5.8 %$99 7.6 %
Real estate funds40 2.8 %42 3.2 %
Private equity and other funds1,305 91.4 %1,159 89.2 %
Total$1,428 100.0 %$1,300 100.0 %
Fixed Maturities, AFS — Unrealized Loss Aging
TotalThe total gross unrealized losses were $38$2,503 as of December 31, 20202023 (Successor Company), and have increased $20, or 111%,decreased $806, from December 31, 20192022 (Successor Company), primarily due to wider credit spreads within higher yielding corporates and CMBS anda decline in valuations due to higher interest rates on U.S. Treasuries purchased earlier in the year.and wider credit spreads. As of December 31, 2020, $372023 (Successor Company), $1,060 of the gross unrealized losses were associated with fixed maturities, AFS depressed less than 20% of amortized cost. The remaining $1 of grossGross unrealized losses were associated with fixed maturities, AFS depressed greater than 20%, primarily related to one commercial real estate security that was purchased at tighter credit spreads. were $1,443.
As part of the Company’s ongoing investment monitoring process, the Company has reviewed its fixed maturities, AFS securities in an unrealized loss position and concluded that these fixed maturities are temporarily depressed and are expected to recover in value as the investments approach maturity or as market spreads tighten. For these fixed maturities in an unrealized loss position where an ACL has not been recorded, the Company’s best estimate of expected future cash flows are sufficient to recover the amortized cost basis of the investment. Furthermore, the Company neither has an
APP A - 49




intention to sell nor does it expect to be required to sell these securities.investments. For further information regarding the Company’s ACL analysis, see the Credit Losses on Fixed Maturities, AFS and Intent-to-Sell Impairments section below.
78



The following tables presenttable presents the Company’s unrealized loss aging for fixed maturities, AFS by length of time that the securities were in a continuous unrealized loss position.
Successor Company
December 31, 2020December 31, 2019
Consecutive MonthsItemsCost or
Amortized
Cost [1]
Fair
Value
Unrealized
Loss
ItemsCost or
Amortized
Cost [1]
Fair
Value
Unrealized
Loss
Three months or less46 $202 $200 $(2)135 $492 $488 $(4)
Greater than three to six months21 237 227 (10)24 75 74 (1)
Greater than six to nine months(1)11 36 36 — 
Greater than nine to eleven months185 746 728 (18)17 28 27 (1)
Twelve months or more122 537 531 (7)169 970 958 (12)
Total377 $1,726 $1,689 $(38)356 $1,601 $1,583 $(18)
[1]    The cost or amortized cost of assets that support modified coinsurance reinsurance contracts were not adjusted as part of the application of pushdown accounting. As a result, gross unrealized gains (losses) only include subsequent changes in value recorded in AOCI beginning June 1, 2018. Prior changes in value have been recorded in additional paid-in capital.
Successor Company
December 31, 2023December 31, 2022
Consecutive MonthsItemsCost or
Amortized
Cost
Fair
Value
Unrealized
Loss
ItemsCost or
Amortized
Cost
Fair
Value
Unrealized
Loss
Three months or less119 $371 $347 $(24)48 $327 $315 $(12)
Greater than three to six months22 169 156 (13)112 946 839 (107)
Greater than six to nine months37 175 171 (4)141 1,158 1,001 (157)
Greater than nine to eleven months23 76 73 (3)2,827 10,069 8,094 (1,975)
Twelve months or more3,442 14,970 12,511 (2,459)1,298 5,989 4,931 (1,058)
Total3,643 $15,761 $13,258 $(2,503)4,426 $18,489 $15,180 $(3,309)
Credit Losses on Fixed Maturities, AFS and Intent-to-Sell Impairments
ForThe year ended December 31, 2023 compared to the year ended December 31, 20202022 (Successor Company)
The Company recorded net credit losses on fixed maturities, AFS of $1. The$16 in 2023 compared to net credit losses were attributable to corporate fixed maturitiesof $0 in 2022 and were identified through security specific reviews and resulted from changes in the financial condition of the issuers. Unrealized losses on securities with ACL recognized in other comprehensive income were $1. For further information, refer to Note 3 - Investments of Notes to Consolidated Financial Statements.
Intent-to-sell impairments of $6 were primarilywas related to an increase in credit losses associated with corporate issuers in the energy sectorbonds, commercial mortgage-backed securities and one corporate cruise line issuer.collateralized loan obligations. There were no intent-to-sell impairments.
The Company incorporates its best estimate of future performance using internal assumptions and judgments that are informed by economic and industry specific trends, as well as our expectations with respect to security specific developments.
Future intent-to-sell impairments or credit losses may develop as the result of changes in our intent to sell specific securities that are in an unrealized loss position or if modeling assumptions, such as macroeconomic factors or security specific developments, change unfavorably from our current modeling assumptions, resulting in lower cash flow expectations.
For the year endedperiod of July 1, 2021 to December 31, 20192021 (Successor Company)
For the year endedperiod of July 1, 2021 to December 31, 2019, impairments recognized in earnings2021, there were compromised of credit impairments of
$4. The credit impairments were primarily relatedno additions to one corporate security experiencing issuer-specific financial difficulties.the ACL and no intent-to-sell impairments.
For the same periodsix months ended June 30, 2021 (Predecessor Company)
For the six months ended June 30, 2021, there were no non-credit impairmentsnew additions to the ACL or improvements on issuers that had an ACL in prior period periods. Unrealized losses on securities with an ACL recognized in other comprehensive income.

Forincome were less than $1 for the period of June 1, 2018 to December 31, 2018 (Successor Company)
Impairments recognized in earnings were compromised of credit impairments of $6 and intent-to-sell impairments of $1, both of which related to corporate securities. Credit impairments were related to two corporate securities and were identified through security specific reviews and resulted from changes in the financial condition of the issuer. In addition, non-credit impairments of $1 were recognized in other comprehensive income.
For the period of January 1, 2018 to May 31, 2018 (Predecessor Company)period.
There were no intent-to-sell impairments recognized in earnings and no non-credit impairments recognized in other comprehensive income.the six months ended June 30, 2021.
APP A - 50




ACL on Mortgage Loans
The Company reviews mortgage loans on a quarterly basis to estimate the ACL with changes in the ACL recorded in net realized capital gainsinvestment and losses.derivative related loss, net. Apart from an ACL recorded on individual mortgage loans where the borrower is experiencing financial difficulties, the Company records an ACL on the pool of mortgage loans based on lifetime expected credit losses. For further information, refer to Note 3 - Investments of Notes to Consolidated Financial Statements.Statements.
For the year ended December 31, 2020 (Successor Company),2023, the Company recorded an increase inincreased the ACL on mortgage loans of $8.by $11 from the prior year. The increase was primarily attributable to changes in the allowance was due to the effects of the COVID-19 pandemicmarket conditions and its impacts on the economic forecasts, as well as lower estimated property values and operating income as compared to the prior year.an update in assumptions. The Company did not record an ACL on any individual mortgage loans.
For the year ended December 31, 20192022, the Company increased the ACL on mortgage loans by $3. The increase was primarily attributable to the deteriorating economic conditions and the potential impact on real estate property valuations, and to a lesser extent, net additions of new loans. The Company did not record an ACL on any individual mortgage loans.
For the period of July 1, 2021 to December 31, 2021 (Successor Company), there was no change in the valuation allowanceACL on mortgage loans. The Company did not record an ACL on any individual mortgage loans for the same period.
For the six months ended June 30, 2021 (Predecessor Company), the Company recorded a decrease in the ACL on mortgage loans decreased $5, driven by a deed-in-lieu of foreclosure$6. The decrease in the allowance was the result of improved economic scenarios. The Company did not record an ACL on any individual property. Followingmortgage loans for the conclusion of the deed-in-lieu foreclosure process, the property transferred at its carrying value, net of the valuation allowance, to a real-estate owned investment during 2019.same period.

79



CAPITAL RESOURCES AND LIQUIDITY
Capital resources and liquidity represent the financial resources of Talcott Resolution Life Insurance Company and its ability to generate strong cash flows and to borrow funds at competitive rates to meet operating needs over the next twelve months.
Liquidity Requirements and Sources of CapitalCapital
TL has an intercompany liquidity agreement that allows for short-term advances of funds to its subsidiaries of up to $1.0 billion for liquidity and other general corporate purposes. The Connecticut Insurance Department ("CTDOI")CTDOI granted approval for certain affiliated insurance companies that are parties to the agreement to treat receivables from a subsidiary, including Talcott Resolution Life and Annuity Insurance Company ("TLA"), as admitted assets for statutory accounting purposes. As of December 31, 2020,2023 (Successor Company), there were no amounts outstanding between TL and its subsidiaries.
TL and TLI also have an intercompany liquidity agreement that allows for short-term advances of funds between the two entities of up to $25 for liquidity and general corporate purposes. As of December 31, 2020,2023 (Successor Company), there were no amounts outstanding between these two entities.
In 2022, the Company entered into several short-term affiliated intercompany liquidity agreements, permitting the Company to borrow a maximum of $1.5 billion and lend a maximum of $500 and the Company's subsidiary to borrow a maximum of $600 and lend a maximum of $200. As of December 31, 2023 and 2022 (Successor Company), the Company did not borrow any amounts under the intercompany liquidity agreements. As of December 31, 2023 (Successor Company), the Company’s affiliate had outstanding amounts borrowed of $440 from the Company.
Derivative Commitments
Certain of the Company’s derivative agreements contain provisions that are tied to the financial strength ratings, as set by nationally recognized statistical agencies or RBC tests, of the individual legal entity that entered into the derivative agreement. If the legal entity’s financial strength were to fall below certain thresholds, the counterparties to the derivative agreements could demand immediate and ongoing full collateralization and in certain instances enable the counterparties to terminate the agreements and demand immediate settlement of all outstanding derivative positions traded under each impacted bilateral agreement. The settlement amount is determined by netting the derivative positions transacted under each agreement. If the termination rights were to be exercised by the counterparties, it could impact the legal entity’s ability to conduct hedging activities by increasing the associated costs and decreasing the willingness of counterparties to transact with the legal entity. The aggregate fair value of all derivative instruments with credit-risk-related contingent features that are in a net liability position as of December 31, 20202023 (Successor Company) is $539.$294. Of this $539,$294, the legal entities have posted collateral of $572, which is inclusive of initial margin requirements,$461 in the normal course of business. In addition, the Company has posted collateral of $23 associated with a customized GMWB derivative. These collateral amounts could change as derivative market values change, as a result of changes in our hedging activities or to the extent changes in contractual terms are negotiated. The nature of the collateral that we would post, if required, would be primarily in the form of U.S. Treasury bills, U.S. Treasury notes and government agency securities.
APP A - 51




Insurance Operations
Total general account contractholder obligations are supported by $20$22 billion (Successor Company) of cash and total general account invested assets, which includes the following fixed maturity securitiesmaturities, AFS and short-term investments to meet liquidity needs.
As of December 31, 20202023 (Successor Company)
Fixed maturities, available-for-sale, at fair value$14,87515,106 
Short-term investments8021,181 
Cash40421 
Less: Derivativederivative collateral823147 
Total$14,89416,561 
Capital resources available to fund liquidity upon contractholder surrender or termination are a function of the legal entity in which the liquidity requirement resides. Obligations related to life and annuity insurance products will be generally funded by both TL and TLA; obligations related to retirement and institutional investment products will be generally funded by TL.

80



The Company is a member of the Federal Home Loan Bank of Boston (“FHLBB”("FHLBB"). Membership allows the Company access to collateralized advances, which may be used to support various spread-based business and enhance liquidity management. FHLBB membership requires the companyCompany to own member stock and advances require the purchase of activity stock. The amount of advances that can be taken are dependent on the asset types pledged to secure the advances. The CTDOI will permit the Company to pledge approximately $940$769 in qualifying assets to secure FHLBB advances for 2021.2024. The pledge limit is recalculated annually based on statutory admitted assets and surplus of TL and TLA. The Company would need to seek the prior approval of the CTDOI in order to exceed these limits. As of December 31, 2020,2023 (Successor Company), TL and TLA had no advances outstanding under the FHLBB facility.
APP A - 52




Contractholder ObligationsAs of December 31, 20202023
Total Contractholder obligationsreserves on the balance sheet$153,557139,469 
Less: Separatenon-contractholder reserves3,027 
Less: separate account assets [1][1]
89,514 
General account contractholder obligations$109,62546,928 
Composition of General Account Contractholder Obligations
Contracts with fixed payout dates and/or without a surrender provision [2]
$22,100 
Fixed MVA annuities [3]
2,163 
Fixed indexed annuities [4]
6,971 
Other [5]
15,694 
General account contractholder obligations$43,93246,928 
Composition of General Account Contractholder Obligations
Contracts without a surrender provision and/or fixed payout dates [2]$22,944 
Fixed MVA annuities [3]3,200 
Other [4]17,788 
General account contractholder obligations$43,932
[1]In the event customers elect to surrender separate account assets, the Company will use the proceeds from the sale of the assets to fund the surrender, and the Company’s liquidity position will not be impacted. In some instances the Company will receive a percentage of the surrender amount as compensation for early surrender (surrender charge), increasing the Company’s liquidity position. In addition, a surrender of variable annuityVA separate account or general account assets (see the following) will decrease the Company’s obligation for payments on guaranteed living and death benefits.
[2]Relates to contracts such as payout annuities, institutional notes, term life, group benefit contracts, secondary guarantees or death and living benefit reserves and certain annuitization benefits for FIA, which cannot be surrendered for cash.
[3]Relates to annuities that are recorded in the general account under U.S. GAAP as the contractholders are subject to the Company's credit risk, although these annuities are held in a statutory separate account. In the statutory separate account, the Company is required to maintain invested assets with a fair value greater than or equal to the MVA surrender value of the Fixed MVA contract. In the event assets decline in value at a greater rate than the MVA surrender value of the Fixed MVA contract, the Company is required to contribute additional capital to the statutory separate account. The Company will fund these required contributions with operating cash flows or short-term investments. In the event that operating cash flows or short-term investments are not sufficient to fund required contributions that are not covered by reinsurance, the Company may have to sell other invested assets at a loss, potentially resulting in a decrease in statutory surplus. As the fair value of invested assets in the statutory separate account are at least equal to the MVA surrender value of the Fixed MVA contract, surrender of Fixed MVA annuities will have an insignificant impact on the liquidity requirements of the Company.
[4]Relates to reserves associated with FIA, with the exception of certain payout reserves, which are included in footnote [2] above.
[5]Surrenders of, or policy loans taken from, as applicable, these general account liabilities, may be funded through operating cash flows of the Company, available short-term investments, or the Company may be required to sell fixed maturity investments to fund the surrender payment. These obligations include the general account option for individual variable annuitiesVA and the variable life contracts of the former Individual Life business, the general account option for annuities of the former Retirement Plans business and universal life contracts sold by the former Individual Life business. Sales of fixed maturity investments could result in the recognition of significant realized losses and insufficient proceeds to fully fund the surrender amount. In this circumstance, the Company may need to take other actions, including enforcing certain contract provisions which could restrict surrenders and/or slow or defer payouts. The Company has ceded reinsurance in connection with the sales of its Retirement Plans and Individual Life businesses to MassMutual and Prudential, respectively. The Company has also ceded a significant portion of its VA and payout annuity liabilities to its parent, TR Re. The reinsurance transactions do not extinguish the Company's primary liability on the insurance policies issued under these businesses.
APP A - 5381




Off-Balance Sheet Arrangements and Aggregate Contractual Obligations
The Company does not have any off-balance sheet arrangements that are reasonably likely to have a material effect on the financial condition, results of operations, liquidity, or capital resources of the Company, except for unfunded commitments to purchase investments in limited partnerships and other alternative investments, private placements, andinvestment funds, mortgage loans and private debt of $567$1,055, as disclosed in Note 1115 - Commitments and Contingencies of Notes to Consolidated Financial Statements.
The following table summarizes the Company’s contractual obligations as of December 31, 20202023 (Successor Company):
Payments Due by Period
TotalLess Than
1 Year
1-3
years
3-5
years
More
Than
5 Years
Payments Due by PeriodPayments Due by Period
TotalTotal
Less
Than
1 Year
1-3
years
3-5
years
More
Than
5 Years
Life and annuity obligations [1]Life and annuity obligations [1]$234,207 $18,141 $27,177 $23,709 $165,180 
Purchase obligations [2]580 579 — — 
Purchase obligations
Purchase obligations
Purchase obligations
Other liabilities reflected on the balance sheetOther liabilities reflected on the balance sheet558 558 — — — 
TotalTotal$235,345 $19,278 $27,178 $23,709 $165,180 
[1]Estimated life and annuity obligations include death claims, other charges associated with policyholder reserves, policy surrenders and policyholder dividends, offset by expected future deposits on in-force contracts. Estimated life and annuity obligations are based on mortality, morbidity and lapse assumptions comparable with the Company’s historical experience, modified for recent observed trends. The Company has also assumed market growth and interest crediting consistent with other assumptions. In contrast to this table, the majority of the Company’s obligations are recorded on the balance sheet at the current account values and do not incorporate an expectation of future market growth, interest crediting, or future deposits. Therefore, the estimated obligations presented in this table significantly exceed the liabilities recorded in reserve for future policy benefits, other policyholder funds and benefits payable, and separate account liabilities. Due to the significance of the assumptions used, the amounts presented could materially differ from actual results.
[2]Included in purchase obligations is $5 relating to contractual commitments to purchase various goods and services such as information technology in the normal course of business. Purchase obligations exclude contracts that are cancellable without penalty, or contracts that do not specify minimum levels of goods or services to be purchased.
Dividends
Dividends to the Company from its insurance subsidiaries and dividends from the Company to its parent are restricted by insurance regulation. The payment of dividends by Connecticut-domiciled insurers is limited under the insurance holding company laws of Connecticut. These laws require notice to and approval by the state insurance commissioner for the declaration or payment of any dividend, which, together with other dividends or distributions made within the preceding twelve months, exceeds the greater of (i) 10% of the insurer’s policyholder surplus as of December 31 of the preceding year or (ii) net income (or net gain from operations, if such company is a life insurance company) for the twelve-month period ending on the thirty-first day of December last preceding, in each case determined under statutory insurance accounting principles. In addition, if any dividend of a domiciled insurer exceeds the insurer’s earned surplus or certain other thresholds as calculated under applicable state insurance law, the dividend requires the prior approval of the domestic regulator. In addition to statutory limitations on paying dividends, the Company also takes other items into consideration when determining dividends from subsidiaries. These considerations include, but are not limited to, expected earnings and capitalization of the subsidiary, regulatory capital requirements and liquidity requirements of the individual operating company.
On September 18, 2020, TL received a $400 dividend from its subsidiary, Talcott Resolution Life and Annuity Insurance Company ("TLA"). On the same date, TL subsequently declared and paid a $319 dividend to its parent, Talcott Resolution Life, Inc. ("TLI").
After September 18, 2021, theThe Company is permitted to pay up to a maximum of $597$571 in dividends and the Company's subsidiaries are permitted to pay up to a maximum of $335$429 in dividends, without prior approval fromas determined by the stateabove mentioned insurance commissioner.regulations.
On January 18, 2021 the Company's indirect owners, Hopmeadow Holdings GP LLC and Hopmeadow Holdings LP, entered into a definitive agreement to merge Hopmeadow Holdings LP with a subsidiary of Sixth Street, a leading global investment firm. The merger is subject to regulatory approvals and other customary closing conditions and is expected to close in the second quarter of 2021. On February 1, 2021, the Company requested approval from the CTDOI to pay a $500 dividend that is contingent upon, and would be distributed prior to, the close of the merger.
APP A - 5482




Cash Flows
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
20202019
Successor CompanySuccessor CompanyPredecessor Company
For the Years Ended December 31,For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
202320232022
Net cash provided by (used for) operating activitiesNet cash provided by (used for) operating activities$866 $557 $(741)$603 
Net cash provided by (used for) investing activitiesNet cash provided by (used for) investing activities$(89)$956 $1,580 $463 
Net cash used for financing activitiesNet cash used for financing activities$(865)$(1,608)$(865)$(1,356)
Cash - end of year$40 $128 $221 $247 
Cash — end of year
For the year ended December 31, 20202023 (Successor Company)
Net cash provided by operating activities included net income adjusted for non-cash items, including investment and derivative related losses, net of $929 and interest credited on investment and universal life-type contracts of $370, partially offset by host accretion adjustments related to ceded modified coinsurance funds withheld of $381.
Net cash provided by investing activities was primarily duerelated to net proceeds from fixed maturity securities of $982, net proceeds from mortgage loans and short-term investments of $456 and $287, respectively, partially offset by net payments for derivatives of $913.
Net cash used for financing activities was primarily driven by net payments for deposits, transfers and withdrawals for investment and universal life-type contracts of $1.1 billion and a $575 dividend paid to the Company's parent, TR Re.
For the year ended December 31, 2022 (Successor Company)
Net cash provided by operating activities included net income adjusted for non-cash items, including interest credited on investment and universal life-type contracts of $481 and VOBA and DAC amortization of $61, partially offset by a decrease in market risk benefits of $295 and other decreases of $103. In addition, cash provided by operating activities included cash received from the Guardian reinsurance transaction of $121.
Net cash provided by investing activities was primarily related to net proceeds from available-for-sale securities of $1.9 billion, partially offset by net payments for derivatives and mortgage loans of $559 and $409, respectively.
Net cash used for financing activities was driven by net payments for deposits, transfers and withdrawals for investment and universal life-type contracts of $936 and net decrease from securities loaned or sold under agreements to repurchase of $99.
For the period of July 1, 2021 to December 31, 2021 (Successor Company)
Net cash provided by operating activities primarily represents cash outflows associated with the Allianz and TR Re reinsurance transactions was $877, partially offset by positive adjustments to net income of $83.
Net cash provided by investing activities was related to net proceeds from available-for-sale securities of $1 billion, partially offset by net payments for short-term investments of $314, as a result of the Company's liquidity management, and net payments for derivatives of $161.
Net cash used for financing activities was primarily related to net payments for deposits, transfers and withdrawals for investment and universal life-type contracts of $296, partially offset by net increase in securities loaned or sold under agreements to repurchase of $131.
For the period of January 1, 2021 to June 30, 2021 (Predecessor Company)
Net cash provided by operating activities included net income adjusted for non-cash net realized capitalinvestment related losses of $74,$242, mainly driven by losses associated with the macro hedge program and other non-cash items, partially offset by cash paid for claims and losses.
Net cash used for investing activities was primarily related to net payments for short-term investmentsderivatives of $234 as a result of the Company's liquidity management,$539, partially offset by net proceeds from mortgage loansavailable-for-sale securities of $131.$425.
Net cash used for financing activities was primarily related to dividends paid of $319 to the Company's parent, TLI, and net payments for deposits, transfers and withdrawals for investment and universal life-type contracts of $539.
For the year ended December 31, 2019 (Successor Company)
Net cash provided by operating activities was primarily due to net income adjusted for non-cash net realized capital losses of $275, mainly driven by losses associated with the macro hedge program and a decrease in deferred tax assets, primarily due to the change in net unrealized gains on investments of $246, partially offset by cash paid for claims and losses.
Net cash provided by investing activities was primarily related to net proceeds from available-for-sale securities of $909 and net proceeds from short-term investments driven by liquidation of the Company's securities lending agreements in the fourth quarter, partially offset by net payments for derivatives and mortgage loans of $272 and $156, respectively.
Net cash used for financing activities was primarily related to dividends paid of $700 to the Company's parent, TLI, and net payments for deposits, transfers and withdrawals for investment and universal life-type contracts of $704.
For the period of June 1, 2018 to December 31, 2018 (Successor Company)
Net cash used for operating activities was primarily due to an increase in reinsurance recoverables driven by cash paid of approximately $1.5 billion to fund the Commonwealth Annuity Reinsurance Agreement.
Net cash provided by investing activities was primarily related to net proceeds from sales of short-term investments of $1.8 billion, mostly used to fund the Commonwealth Annuity Reinsurance Agreement, partially offset by net payment for derivatives of $303.
Net cash used for financing activities was related to net payments for deposits, transfers and withdrawals for investment and universal life-type contracts of $854.
For the period$202 and a pre-close dividend paid of January 1, 2018 to May 31, 2018 (Predecessor Company)
Net cash provided by operating activities was primarily driven by cash from income tax refunds received.
Net cash provided by investing activities was primarily$500 related to net proceeds from available-for-sale securities of $2.0 billion, partially offset by net payments for short-term investments of $1.5 billion and net payments for derivatives of $200.
Net cash used for financing activities was primarily due to dividends paid of $517, including capital contributions to the parent company of $619, partially offset by a return of capital from parent of $102. Also contributing to cash used in the period was net payments for deposits, transfers and withdrawals for investment and universal life-type contracts of $425 and a net decrease in securities loaned or sold under agreements to repurchase of $406.Sixth Street Acquisition on June 30, 2021.
APP A - 5583




Ratings
Ratings can have an impact on the Company's reinsurance and derivative contracts. There can be no assurance that the Company’s ratings will continue for any given period of time or that they will not be changed. In the event the Company’s ratings are downgraded, reinsurance contracts may be adversely impacted and the Company may be required to post additional collateral on certain derivative contracts. Additionally, there are limited COLI and Bank Owned Life Insurance ("BOLI") contracts which have ratings triggers that could allow the insured to require the Company to attempt to reinsure those contracts with a higher rated insurer.
The following table summarizes Talcott Resolution Life Insurance Company’s significant member companies’ financial ratings from the major independent rating organizations as of February 19, 2021:April 24, 2024:
Insurance Financial Strength Ratings:A.M. BestStandard & Poor’sS&PMoody’sFitch
Talcott Resolution Life Insurance CompanyB++A-BBBBBB+Baa3Baa2A-
Talcott Resolution Life and Annuity Insurance CompanyB++A-BBBBBB+Baa3Baa2A-
These ratings are not a recommendation to buy or hold any of the Company’s securities and they may be revised or revoked at any time at the sole discretion of the rating organization.
The agencies consider many factors in determining the final rating of an insurance company. One consideration is the relative level of statutory capital and surplus, (referred to collectively as "statutory capital") necessary to support the business written and is reported in accordance with accounting practices prescribed by the applicable state insurance department.
APP A - 56




Statutory Capital
The Company’s stockholder's equity, as prepared using U.S. GAAP, was $3.2$1.1 billion as of December 31, 20202023 (Successor Company). The Company’s estimated aggregate statutory capital and surplus as prepared in accordance with the Accounting Practices Prescribedaccounting practices prescribed or Permittedpermitted by the State of Connecticut Department of Insurance ("CT STAT")CTDOI was $3.1$2.2 billion as of December 31, 20202023 (Successor Company).
Below is a reconciliation of estimated aggregate statutory capital and surplus to U.S. GAAP stockholder's equity as of December 31, 20202023 (Successor Company).:
U.S. statutory capital atas of December 31, 2020 [1]2023 [1]
$3,1422,188 
U.S. GAAP adjustments:
VOBA and DAC586457 
Non-admitted deferred tax assets105143 
Deferred income taxes181546 
OtherGoodwill and other intangible assets40149 
Non-admitted assets other than deferred tax assets35 
Asset valuation reserve and interest maintenance reserve610673 
Benefit reserves(2,788)(154)
Unrealized gainloss on investments2,177 (1,706)
Deferred gain on reinsurance(944)(1,136)
SSAP 108(68)
Other, net41 (65)
U.S. GAAP stockholder's equity atas of December 31, 20202023$3,1851,062 
[1] The Company relies upon a prescribed practice allowed by Connecticut state laws that allow the Company to receive a reinsurance reserve credit for reinsurance treaties that provide for a limited right of unilateral cancellation by the reinsurer. The benefit from this prescribed practice was approximately $51$27 as of December 31, 20202023 (Successor Company).
Significant differences between U.S. GAAP stockholder’s equity and aggregate statutory capital prepared in accordance with the National Association of Insurance Commissioners' Accounting Practices and Procedures Manual ("U.S. STAT") include the following:
Temporary differences between the book and tax basis of an asset or liabilityliability. which are recorded as deferred tax assets are evaluated for recoverability under U.S. GAAP while those amounts deferred are subject to limitations under U.S. STAT.
84



The assumptions used in the determination of benefit reserves are prescribed under U.S. STAT, while the assumptions used under U.S. GAAP are generally the Company’s best estimatesestimate assumptions, which are locked inupdated at issuance date. However, the Company reset assumptions effective June 1, 2018 with the election of pushdown accounting.least annually or recorded at fair value for certain insurance guarantees. The sensitivity of life insurance reserves to changes in equity markets, as applicable, will be different between U.S. GAAP and U.S. STAT.
The difference between the amortized cost and fair value of fixed maturity and other investments, net of tax, is recorded as an increase or decrease to the carrying value of the related asset and to equity under U.S. GAAP, while U.S. STAT only records certain securities at fair value, such as equity securities and certain lower rated bonds required by the NAIC to be recorded at the lower of amortized cost or fair value.
The pushdown of purchase accounting for U.S. GAAP results in the Company reflecting goodwill in its U.S. GAAP financial statements. while pushdown of purchase accounting is not an accounting concept under U.S. STAT.
U.S. STAT for life insurance companies establishes a formula reserve for realized and unrealized losses due to default and equity risks associated with certain invested assets (the Asset Valuation Reserve), while U.S. GAAP does not. Also, for those realized gains and losses caused by changes in interest rates, U.S. STAT for life insurance companies defers and amortizes the gains and losses, caused by changes in interest rates, into income over the original life to maturity of the asset sold (the Interest Maintenance Reserve) while U.S. GAAP does not.
Deferred gains on reinsurance transactions are a restricted component of surplus on a U.S. STAT basis, while in U.S. GAAP it is included in liabilities and amortized into income over the life of the underlying policies reinsured.
Certain derivative gains and losses are deferred in accordance with SSAP 108 upon an election and approval by the CTDOI, however, are reflected immediately into earnings on a U.S. GAAP basis.
In addition, certain assets, including a portion of premiums receivable and fixed assets, are non-admitted (recorded at zero value and charged against surplus) under U.S. STAT. U.S. GAAP generally evaluates assets based on their recoverability.
APP A - 57




Risk-basedRisk-Based Capital
The Company's U.S. insurance companies' states of domicile impose RBC requirements. The requirements provide a means of measuring the minimum amount of statutory capital appropriate for an insurance company to support its overall business operations, based on its size and risk profile. Regulatory compliance is determined by a ratio of a company's total adjusted capital (“TAC”("TAC") to its authorized control level RBC (“("ACL RBC”RBC"). Companies below specific trigger points or ratios are classified within certain levels, each of which requires specified corrective action. The minimum level of TAC before corrective action commences (“("Company Action Level”Level") is two times the ACL RBC. The adequacy of a company's capital is determined by the ratio of a company's TAC to its Company Action Level, known as the "RBC ratio". The Company and all of its operating insurance subsidiaries had RBC ratios in excess of the minimum levels required by the applicable insurance regulations. The RBC ratios for the Company and its principal life insurance operating subsidiaries were all in excess of 300% of their Company Action Levels as of December 31, 20202023 and 20192022 (Successor Company). The.The reporting of RBC ratios is not intended for the purpose of ranking any insurance company, or for use in connection with any marketing, advertising or promotional activities.
Contingencies
Legal Proceedings
For further information on other contingencies, see Note 1115 - Commitments and Contingencies of Notes to Consolidated Financial Statements.
Legislative and Regulatory Developments
Insurance Business Transfer and Corporate Division Statutes
States have been considering and adopting various types of insurance insurance specific restructuring mechanisms. For example, the Connecticut General Assembly passed legislation in 2017 authorizing an insurer specific corporate division statute that allows a domestic insurance company to divide into two or more domestic insurance companies. Under this act, an insurer undergoes a corporate level transaction like a merger or consolidation and divides into two or more insurers with assets and liabilities, including insurance policies, allocated among the resulting insurers. The statute could be used to realign an existing block of insurance business for sale to a third party in a transaction that, without the statute, had limited ability to be accomplished. The statute could also be used to divide continuing blocks of insurance business from insurance business that is no longer marketed, or otherwise has been discontinued, into separate companies with separate capital. Before a plan of division can be implemented, it must be approved according to the organizational documents of the dividing insurer and submitted for approval by the Connecticut Insurance Department. To date, similar legislation has been passed in 7 states and several other states are considering adopting corporate division laws. In addition, states adopted, and continue to consider adopting, various insurance business transfer acts. The Company considers the availability of Corporate Division Statutes as part of their capital planning process.
Privacy and Cybersecurity
In recent years, there has been a proliferation of state and federal legislative proposals to protectLegislative activity aimed at protecting consumer privacy and augmentaugmenting cybersecurity protections.protections continues to increase. In January 2020,addition to the groundbreaking CaliforniaNAIC proposed Consumer Privacy Act (“CCPA”) went into effect, and whileProtection Model Law, there are three Federal proposals amending the Gramm-Leach-Bliley Act. These proposals would all require changes to the Company's current consumer privacy protections with varying degrees of complexity. The Company can leverage the law's Gramm-Leach-Bliley Act exemption in part, the Company also implemented a CCPA compliance program. Additionally, in November 2020, California residents votedcontinues to approve another privacy law,implement the California Privacy Rights Act ("CPRA"). The Company will be updating and subsequent regulations which increased its compliance program throughout 2021scope to reflect the expansions ininclude business to business transaction and employee consumer privacy rights that the CPRA provides.protections.
Cybersecurity legislation continues to be a growing area of priority. For example, the New York’s Department of Financial Services enactedhas proposed amendments to their Cybersecurity Regulation which was enacted in February 2017. The regulation placesproposed amendments move beyond administrative and technical safeguards and are focused on cybersecurity requirements upon all covered financial institutions,governance and each institution is required to sign a certificate of compliance annually. In addition, approximately a dozen other states have adopted similar cybersecurity requirements that apply to the Company. New regulations regarding cybersecurity disclosures is also on the rise. As of 2018, all 50 statesrisk management. The proposed amendments will require certain technologies, and the District of Columbia have their own data breach notification laws and, in February 2018, the SEC issued an interpretative Commission Statement and Guidance on Public Company Cybersecurity Disclosures to provide companies guidance on meeting their cybersecurity disclosure requirements.increased board involvement.
Compliance with the ever increasing number of privacy and cybersecurity regulations involves a significant amount of resources and can be costly to implement.
APP A - 5885




Guaranty Fund and Other Insurance-related Assessments
For a discussion regarding Guaranty Fund and Other Insurance-related Assessments, see Note 1115 - Commitments and Contingencies of Notes to Consolidated Financial Statements.
IMPACT OF NEW ACCOUNTING STANDARDS
For a discussion of new accounting standards, see Note 1 - Basis of Presentation and Significant Accounting Policies and Note 2 - Adoption of Long-Duration Targeted Improvements of Notes to Consolidated Financial Statements.
STATUS PURSUANT TO SECURITIES EXCHANGE ACT OF 1934
We do not file reports under the 1934 Act in reliance on Rule 12h-7 under the 1934 Act, which provides an exemption from the reporting requirements of Sections 13 and 15 of the 1934 Act.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE OF TALCOTT RESOLUTION LIFE INSURANCE COMPANY
Identification of Directors
All of our Directors are elected to serve for a period of one year.
Set forth below are the names, ages, date of election and present principal occupations of our Directors for the past five years as of December 31, 2020.April 24, 2024. The table also sets forth the various committees each of the Company's Directors serves on with respect to the Company's Board of Directors.
NameAgeYear First Became a DirectorPrincipal Occupation and Employment for the Past Five Years
Richard J. Carbone [1]732018Corporate Director since May 2013
Henry Cornell642018Founder and Senior Partner of Cornell Capital since 2013
W. Dana LaForge [3] [4]662020Managing Director, Financial Services Investment Team of PBRA, LLC since July 2020; Founder and Managing Partner of Colonnade Financial Group, Inc. from June 2002 to June 2020
Brion S. Johnson [5]602018Executive Vice President and Chief Investment Officer of The Hartford Financial Services Group, Inc. from May 2012 to July 2020 and President of Hartford Investment Management Company (HIMCO) from May 2011 to December 2020; President of the Company from July 2014 to May 2018
Emily R. Pollack [1] [2] [3] [4]422018Partner of Cornell Capital LLC since November 2020; Managing Director of Cornell Capital LLC from January 2017 to November 2020; Vice President of Harron Communications from June 2010 to January 2017
Michael S. Rubinoff [1]582018Head of Private Equity of J. Safra Group since May 2012
Peter F. Sannizzaro542018President and Chief Executive Officer of the Company since November 2018; President and Chief Operating Officer from June 2018 to November 2018; Chief Financial Officer and Chief Accounting Officer of the Company from September 2012 to May 2018; and Senior Vice President of the Company from June 2011 to May 2018
Manu Sareen [2]442019President of Institutional Markets and Chief Executive Officer of Global Atlantic Re. Limited since May 2013.
David I. Schamis [2] [4]472018Founding Partner and Chief Investment Officer of Atlas Merchant Capital LLC since January 2014
Robert W. Stein [1] [2]712018Corporate Director since October 2011
Heath L. Watkin [2] [3]472018President and Chief Investment Officer of TRB Advisors LP since January 2010
NameAgeYear First Became a DirectorPrincipal Occupation and Employment for the Past Five Years
Robert W. Stein [1] [2]
732018Corporate Director since October 2011
Ronald K. Tanemura [1] [2]
602021Corporate Director since March 2011
Lisa M. Proch [2]
542021Interim Co-President, Chief Legal Officer, and Chief Compliance Officer of the Company since July 2022; Senior Vice President, General Counsel and Chief Compliance Officer of the Company from June 2018 to July 2022
Christopher Abreu [3]
582022Vice President and Chief Risk Officer from January 2020 to December 31, 2023; Vice President and Actuary of the Company from April 2013 to December 2019
Robert R. Siracusa [3]
592022Chief Financial Officer of the Company from November 2023 to December 31, 2023, Interim Co-President and Chief Financial Officer of the Company from July 2022 to November 2023; Vice President and Chief Financial Officer of the Company from June 2018 to July 2022
Peter F. Sannizzaro [4]
562018Former President and Chief Executive Officer of the Company from November 2018 to July 2022
Federico Bonini [5]
342022Principal in the Insurance Team of Sixth Street since March 2016
Oliver Jakob522024Group Chief Risk Officer of Talcott Financial Group since December 2023; Chief Risk Officer of SoftBank Investment Advisers from January 2022 to December 2023; Chief Risk Officer of MUFG Securities America from April 2013 to October 2021
James O’Grady402024Executive Vice President and Chief Investment Officer of the Company as of April 1, 2024; Deputy Chief Investment Officer of Talcott from March 2023 to March 2024; Managing Director of Sixth Street from 2021 to March 2023; Head of Business Unit Portfolio Implementation of Swiss Re from 2011 to 2021
Matthew J. Poznar [6]
652021Senior Vice President and Chief Investment Officer of the Company since June 2018
Samir Srivastava582021Vice President and Chief Information Officer of the Company since August 2018
[1]    Member of the Audit Committee of the CompanyCompany.
[2]    Member of the Finance, Investment and Risk Management Committee of the Company
[3]    Member of the Compensation Committee of the Company
[4]    Member of the Corporate Governance Committee of the CompanyCompany.
[5]    Mr. Johnson has been a3]    Resigned as Director of the Company since 2018 and retired from The Hartford as of year endeffective December 31, 2020. As of January 1, 2021, Amy M. Stepnowski replaced Mr. Johnson on the Board of Directors2023.
[4]    Resigned as Director of the Company. Ms. Stepnowski's age is 52 years old and her principal occupation and employment forCompany effective January 24, 2024.
[5] Resigned as Director of the past five years includes Chief Investment Officer and Executive Vice PresidentCompany effective March 8, 2024.
[6]    Resigned as Director of The Hartford Financial Services Group, Inc. as well as President of Hartford Investment Managementthe Company ("HIMCO") since August, 2020; Managing Director and Head of Public Credit Research fromeffective March 2018 to August 2020; Executive Vice President and Head of Public Credit Research from September 2015 to March 2018.31, 2024.
APP A - 5986




The following is a list of directorships currently held, or formerly held within the five previous years, by the Directors of the Company on companies whose securities are traded publicly in the United States or that are investment companies registered under the Investment Company Act of 1940.
DirectorDirectorships
Richard J. CarboneE*TRADE Financial Corporation (August 2013 to September 2020)
Henry CornellMRC Global Inc. (June 2018 to Present);
Cypress Energy Partners GP, LLC (January 2014 to April 2020)
Robert W. SteinAssurant, Inc. (October 2011 to Present);
Aviva PLC (January 2013
Ronald K. TanemuraSixth Street Specialty Lending (March 2011 to May 2017)Present)
Ice Clear Credit LLC (August 2009 to April 2019)
The Corporate Governance Committee of the Company is charged with recommending to the Board of Directors the qualifications for Directors, including among other things, the competencies, skills, experience and level of commitment required to fulfill Board responsibilities and the personal qualities that should be sought in candidates for Board membership.
The Company’s Directors are identified below along with an indication of their experience, qualifications, attributes and skills, which leads the Company to believe that they are qualified to serve on the Board of Directors.
Richard J. Carbone
Mr. Carbone was formerly Chief Financial Officer of Prudential Financial, Inc. from 1997 through 2013, and served as Executive Vice President until retiring from that position in February 2014. Mr. Carbone brings nearly four decades of experience in financial services, having held senior finance office positions in the banking, securities and insurance industries, including Managing Director and Controller of Salomon Brothers and Senior Vice President and Controller of Bankers Trust Company. He began his career at Price Waterhouse & Co. and is a Certified Public Accountant. He was an officer in the United States Marine Corps from 1969 to 1972. Mr. Carbone is currently a Trustee of Catholic Charities of Staten Island. He served on the Board of Directors of E*TRADE Financial Corporation and E*TRADE Bank and was Chair of its Audit Committee and designated an audit committee financial expert and was a member of its Compensation Committee until September 2020. Until December 2019, he was a director of Resolution Life Holdings (USA) and its indirect subsidiary, Lincoln Benefit Life where he was Chair of the Risk and Investment Committee and a member of the Audit Committee; he is also an advisor to Hudson Structured Capital Management and Cornell Capital LLC. He is Chairman of the Board of Directors and a member of the Audit Committee of the Company and Hopmeadow Holdings GP LLC ("HHGP"), the Company’s indirect parent.
Henry Cornell
Mr. Cornell is the Founder and Senior Partner of Cornell Capital, where he is personally involved in the sourcing, evaluation, execution and ownership of each investment. Prior to founding Cornell Capital, Mr. Cornell was the Vice Chairman of the Merchant Banking Division of Goldman Sachs. Mr. Cornell has over 30 years of experience across all aspects of private equity investing in a broad array of industries. He began his career as an attorney with Davis Polk & Wardwell before joining Goldman Sachs in 1984 in the Investment Banking Division. He moved to Tokyo in 1988 to head Goldman Sachs’s real estate efforts in Asia. In 1992, he moved to Hong Kong to found Goldman Sachs’ principal investment business in Asia. Under his leadership, Goldman Sachs made numerous landmark investments in Asia, including in Ping An Insurance Company of China, Sanyo Corporation, Hana Bank and Industrial and Commercial Bank of China (ICBC). He returned to New York in 2000, where he played a key role in the success of the Goldman Sachs Capital Partners funds GSCP 2000, GSCP V and GSCP VI as a leader in the division, member of the global investment committee and active investor. Mr. Cornell was active across the US and Asia, and his notable investments include Allied World, Barrett Energy, Kinder Morgan, USI, MRC Global and Cobalt. He currently serves a board member of HHGP, the Company, MRC Global Inc., is a member of the Board of Trustees of Mt. Sinai, the Whitney Museum, The Asia Society and the Navy SEAL Foundation and is a member of the Council on Foreign Relations.
Brion S. Johnson
Mr. Johnson served as Executive Vice President, Chief Investment Officer of The Hartford Financial Services Group, Inc. ("The Hartford") from May 2012 to July 2020 and President of Hartford Investment Management Company ("HIMCO"), The Hartford’s institutional asset management business from May 2011 to July 2020. Prior to being named President, he served as a Managing Director, Chief Financial Officer and Head of Strategy and Development of HIMCO. Mr. Johnson also served
APP A - 60




as president of Talcott Resolution, the business segment comprising The Hartford’s former annuity business from July 2014 to May 2018. Prior to joining HIMCO, Mr. Johnson worked at Prudential, plc, North American Operations, rising through the ranks while working at the company’s affiliates, PPM America, Inc. and Jackson National Life Insurance Company. His most recent role was serving as Executive Vice President and Head of Portfolio Management of PPM America, leading a team of investment professionals responsible for client relationships, portfolio management, and quantitative and risk management, as well as trade execution for clients in the U.S., England and Asia. He currently serves as a board member of HHGP and the Company.
W. Dana LaForge
Mr. LaForge is a Managing Director on the financial services investment team at Pine Brook, where he also serves as a member of the Investment Committee. Mr. LaForge has over 20 years of private equity investments and management experience. Prior to joining Pine Brook, Mr. LaForge was a Founder and Managing Partner of Colonnade Financial Group, Inc. from June 2002 to June 2020. He was a managing director and head of the North American financial institution investment banking groups at Bankers Trust, Alex. Brown, and Deutsche Bank from September 1985 to June 2002. He also served as a partner of an entrepreneurial investment businesses and private equity funds focused in financial services where he was a member of the investment committee, invested capital and worked closely with portfolio companies was with Brera Capital Partners. Mr. LaForge currently is Chairman of the Board of Myeloma Investments Fund and a Director of Multiple Myeloma Research Foundation, HHGP and the Company.
Emily R. Pollack
Ms. Pollack is a Partner of Cornell Capital LLC, a private investment firm. She previously served as Managing Director of Cornell Capital from January 2017 until November 2020. Prior to joining Cornell Capital in January 2017, she was Vice President of Harron Communications, LP, a cable company, where she was employed from June 2010 until January 2017. She began her career at Davis Polk & Wardwell LLP in the Mergers & Acquisitions group, and also previously worked at American International Group, Inc. (AIG). Ms. Pollack currently serves as a board member of HHGP, the Company, as well as Spectrum Automotive and PureStar, portfolio companies of Cornell Capital.
Michael S. Rubinoff
Mr. Rubinoff is the Head of Private Equity at J. Safra Group since May 2012. Prior to joining the J. Safra Group, Mr. Rubinoff was a senior executive at Bank of America and at Merrill Lynch, where he held positions including Co-Head of the Global Corporate and Investment Bank, Global Head of Financial Institutions Investment Banking and Head of Financial Institutions Investing. Before joining Bank of America and Merrill Lynch, Mr. Rubinoff founded Infinity Point, an investment firm focused on financial institutions, where Mr. Rubinoff partnered in the acquisition of and management of the control stake of Israel Discount Bank, Israel’s third largest bank. Prior to founding Infinity Point, Mr. Rubinoff was a Partner at Goldman Sachs and Co-head of the Financial Institutions Group within the Investment Banking Division responsible for the Americas. He specialized in providing strategic advice and capital markets services for financial institutions and globally. During his investment banking career, Mr. Rubinoff advised on over $100 billion in mergers, restructurings and capital raises. He currently serves as a director on the Boards of Chiquita Brands International Inc., Allied Universal Corporation, Worldwide Flight Services Inc., Q-Park N.V., HHGP and the Company. Mr. Rubinoff also serves as an observer to the Board of Directors of USI, Inc. and LifeTime Fitness Inc., as a member of the Board of Directors of the Andy Warhol Museum, a member of the Board of Governors of Hillel International, and as a Trustee of The Jewish Museum.
Peter F. Sannizzaro
Mr. Sannizzaro is President and Chief Executive Officer of the Company. He assumed this role in November 2018, where he is highly engaged in the day-to-day management of the business and the establishment of its overall strategy. He has 30 years of experience in the financial services industry, including serving as President and Chief Operating Officer of the Company from June 2018 to November 2018. Prior to 2018, he served as Senior Vice President and Chief Financial Officer for the Company where he had responsibility for Finance, Actuarial and Risk, as well as Chief Financial Officer of Hartford Investment Management Company. He is a Chartered Financial Analyst and a Certified Public Accountant. He is a director of HHGP and the Company and also serves as a director of Foodshare, Inc., Chair of its Finance Committee and a member of its Executive Committee and Retirement Committee.
Manu Sareen
Mr. Sareen is President of Institutional and Chief Executive Officer at Global Atlantic Re. Limited. He is responsible for mergers and acquisitions, as well as driving company growth through reinsurance and block acquisitions. During Mr.
APP A - 61




Sareen’s time leading the reinsurance effort for Global Atlantic, the company has completed more than $50 billion in reinsurance and M&A deals. Prior to joining to the spin out of Global Atlantic, he was a Managing Director in the Goldman Sachs Reinsurance Group. Mr. Sareen currently serves as a board member of HHGP and the Company.
David I. Schamis
Mr. Schamis is the Founding Partner and Chief Investment Officer at Atlas Merchant Capital since January 2014. Prior to joining Atlas, Mr. Schamis worked at J.C. Flowers from 2000 to January 2014, most recently as a Managing Director and member of the Management Committee. Mr. Schamis joined J.C. Flowers at its inception and has had significant experience investing in North America, South America, Europe and Asia. His day-to-day responsibilities included transaction and sourcing execution, portfolio company monitoring and firm operations. Prior to J.C. Flowers, Mr. Schamis worked in the financial institutions investment banking group at Salomon Smith Barney LLC from 1995 to 2000. He was previously Chairman of the Board of Directors of Fox-Pitt Kelton and Ascensus Retirement Services (formerly Crump Group, Inc.). He also served on the Board of Directors for Affirmative Insurance Holdings, Inc., Symetra Financial Corporation and MF Global Ltd. Mr. Schamis is currently a member of the Board of Directors of HHGP, South Street Securities Holdings Inc., Somerset Reinsurance Ltd., Praxia Bank, the Company, and Panmure Gordon & Co. PLC.
Robert W. Stein
Mr. Stein is a retired Global Managing Partner of Actuarial Services of Ernst & Young where he spent over 40 years in various leadership roles advising many of the world’s leading insurance companies on financial and operating matters. Mr. Stein currently serves as a director and Chair of the Audit Committee of each of Assurant, Inc., HHGP and the Company and serves as an advisor to the Board of Directors of Global Synergy Holdings. He served as a director of Worldwide Reinsurance, Ltd. from December 2018 to November 2019 and Resolution Life Holdings (USA) from March 2014 to December 2019. Mr. Stein is a Trustee Emeritus of the Actuarial Foundation. He is a member of both the AICPA and the American Academy of Actuaries, as well as a Fellow of the Society of Actuaries. Mr. Stein is a Certified Public Accountant.
AmyRonald K. Tanemura
Mr. Tanemura is a retired Partner and former Advisor Director for Goldman, Sachs & Co. from 2000 to 2006. He was also a Managing Director at Deutsche Bank from 1996 to 2000 and at Salomon Brothers from 1985 to 1996. During his 20 years in banking, he managed a variety of fixed income sales and trading businesses in London, New York and Tokyo.
In March 2011, Mr. Tanemura was elected a director of Sixth Street Specialty Lending, Inc. and currently serves as a director of post-reorganization Lehman Brothers Holdings Inc. and Sixth Street Lending Partners. From 2012 to 2019, he served as a non-executive director of ICE Clear Credit in Chicago and, from 2009 to 2019, he served as a non-executive director of ICE Clear Europe in London, both wholly owned subsidiaries of Intercontinental Exchange, Inc. Mr. Tanemura’s extensive experience in the financial markets, his deep understanding of risk and his prior board experience including service at highly regulated financial companies, makes Mr. Tanemura an excellent addition to the Company's Board, Audit Committee, and Corporate Governance Committee.
Lisa M. StepnowskiProch
Ms. StepnowskiProch is the Chief InvestmentLegal Officer and Chief Compliance Officer of The Hartford Financial Services Group, Inc. and Presidentthe Company. She also served as Interim Co-President of Hartford Investment Managementthe Company (“HIMCO”). She joined The Hartford in September 2008, and has worked at HIMCO throughout her tenure. She currently leads the development and execution of The Hartford’s investment strategy, which ensures the company’s investment assets are positioned in a wayfrom July 15, 2022 to support the firm’s earnings and claims paying ability. Prior toNovember 15, 2023. In her current role, Ms. Stepnowski worked within HIMCO’s Public Credit Research as a Senior Research Analyst,she is responsible for overseeing all aspects of the law and most recently as the Head of Public Credit Research.compliance group. She has also been actively involved inover 20 years of experience within the Professional Women’s Network duringindustry, and prior to her tenure atrole with the firm, servingCompany, was the Chief Legal Officer and Chief Compliance Officer for the wealth management businesses of The Hartford. She is a director of the Company as well as a member of its Corporate Governance Committee.
Christopher Abreu
Mr. Abreu was Vice President, Chief Risk Officer, and Director of the leadership teamCompany until his resignation, effective December 31, 2023, where he was responsible for Enterprise Risk Management, including governance, monitoring, and reporting of financial and operational enterprise risks. Chris has more than 30 years of experience within the industry, and prior to joining Talcott Resolution, held various senior enterprise risk management, variable annuity hedging, and traditional actuarial roles at The Hartford and Travelers. Chris is a Fellow of the Society of Actuaries and a Member of the American Academy of Actuaries.
Robert R. Siracusa
Mr. Siracusa was Chief Financial Officer and Director of the Company until his resignation, effective December 31, 2023, where he was responsible for the Company’s GAAP, statutory and management accounting and reporting, treasury and banking, capital management, expense management, and financial planning and analysis, including the development and implementation of financial strategic initiatives, financial modeling, and governance. He also served as Interim Co-President of the Company from July 15, 2022 to November 15, 2023. Mr. Siracusa has over 30 years of experience within the past four years.industry. Prior to joininghis role with the Company, he was with PricewaterhouseCoopers and then held several leadership positions at The Hartford, she spent twelve years at JP Morgan and its heritage institutions, where her work focused on Latin American Corporate and Project Finance. SheHartford. He is also a board member of HHGP and the Company.

Heath L. Watkin
Mr. Watkin is the President and Chief Investment Officer at TRB Advisors LP, a role he has held since January 2010. Prior to joining TRB Advisors, Mr. Watkin was a Managing Director at Atticus Capital, where he focused on special situations and deep value investments. Mr. Watkin is a member of the Board of Directors of Castleton Commodities International LLC., HHGP, and the Company. He was previously a member of the Board of Directors of Goji Insurance and GreyCastle Holdings, Ltd.Certified Public Accountant.
APP A - 6287



Peter F. Sannizzaro
Mr. Sannizzaro is the former President and Chief Executive Officer of the Company, a role he assumed in November 2018 and held until July 2022. He has 30 years of experience in the financial services industry, including serving as President and Chief Operating Officer of the Company from June 2018 to November 2018. Prior to 2018, he served as Senior Vice President and Chief Financial Officer for the Company where he had responsibility for Finance, Actuarial and Risk, as well as Chief Financial Officer of Hartford Investment Management Company. He is a Chartered Financial Analyst and a Certified Public Accountant. He is a director of Foodshare, Inc., Chair of its Finance Committee and a member of its Executive Committee and Retirement Committee. Effective January 15, 2024, Mr. Sannizzaro resigned as Director of the Company.
Federico Bonini
Mr. Bonini is a Principal in the Insurance team of Sixth Street. He joined Sixth Street in 2016 and since then he’s been involved on several transactions including the $1.8 billion acquisition of Talcott Resolution, $20 billion FIA reinsurance from Allianz to Talcott Resolution, $26 billion reinsurance from Principal to Talcott, $1 billion reinsurance from Allianz to Lifetri, $400 acquisition of Klaverblad, $100 acquisition of Lifetri, set up of UK pension consolidator Clara, $350 acquisition of an Italian portfolio of CRE real estate assets, $90 holding company financing of UK portfolio of reversion products. Before joining Sixth Street, Federico worked in the M&A Media & Comms team of Morgan Stanley, where he advised Altice on its $7.5 billion acquisition of Portugal Telecom and Vodafone on its $10 billion JV with Ziggo. Mr. Bonini served as a Director of the Company until his resignation, effective March 8, 2024.
Oliver Jakob
Mr. Jakob has served as Group Chief Risk Officer of Talcott Financial Group since January 2024 where he is responsible for the Enterprise Risk Management, including governance, monitoring, and reporting financial and operational enterprise risks. Oliver holds over 25 years of experience in banking, financial services, and global risk management, as well as over a decade of experience in leadership and building successful risk teams globally. Prior to joining Talcott, Mr. Jakob served as Partner and Chief Risk Officer at Softbank Investment Advisors where he oversaw all proposed transactions for multiple funds. Prior to his role at Softbank, Mr. Jakob also served as a Managing Director and International Chief Risk Officer at Mitsubishi UFJ Securities and was the Global Head of Market Risk at UBS AG. Mr. Jakob attended Karlsruhe Institute of Technology (KIT), a university located in Karlsruhe, Germany, where he received his Diploma in Industrial Engineering with a major in Finance and Statistics/Econometrics. Mr. Jakob holds an MBA from Vanderbilt University, with a focus on corporate finance and PhD-level Financial Economics.
James O'Grady
Mr. O’Grady was appointed Executive Vice President, Chief Investment Officer, and Director of the Company effective April 1, 2024. In this role he will be responsible for the oversight of Talcott’s strategic asset allocation and asset liability management functions. Prior to assuming the role of Chief Investment Officer, he served as Deputy Chief Investment Officer where he worked with the Chief Investment Officer on overall investment portfolio strategy. James has more than 18 years of financial services experience, and prior to joining Talcott, was a Managing Director at Sixth Street and Head of Business Unit Portfolio Implementation at Swiss Re Asset Management. James holds a Bachelor of Science in Mathematics and Computer Science from McGill University. He also holds the Chartered Financial Analyst designation and is an Associate of the Society of Actuaries.
Matthew J. Poznar
Mr. Poznar served as Senior Vice President, Chief Investment Officer, and Director of the Company until his resignation, effective March 31, 2024, where he was responsible for the investment portfolios and strategies that support financial commitments to our contractholders and contribute to overall enterprise returns. He has over 36 years of experience within the industry, and prior to joining Talcott Resolution, was responsible for managing Talcott Resolution’s investment portfolios at Hartford Investment Management Company and running its Variable Insurance Trust platform. Matt holds the Chartered Financial Analyst designation.
Samir Srivastava
Mr. Srivastava is Vice President and Chief Information Officer of the Company. He assumed this role in August 2018, where he is responsible for the company’s technology function, including developing and executing on the strategic information technology roadmap, day-to-day production support, maintenance, information security and infrastructure. Prior to 2018, he spent 17 years at The Hartford. where he held various titles, most recently Vice President. He is director of the Company.

88



Identification of Executive Officers
NameAgePosition with the Company and Business Experience for the Past Five Years
Christopher Abreu[1]
5854Vice President and Chief Risk Officer sincefrom January 2020;2020 to December 31, 2023; Vice President and Actuary of the Company from April 2013 to December 2019
Ellen T. Below5955Executive Vice President, and Chief Communications Officer, and Head of Community Involvement since November 2023. Vice President and Chief Communications Officer of the Company from since June 2018; Vice President of Project Management Office of the Company from April 20132018 to May 2018November 2023
Matthew C. Bjorkman4339Vice President and Chief Auditor of the Company since June 2018; Director of Risk & Regulatory Consulting LLC from October 2015 to May 2018; and Senior Manager of Deloitte & Touche LLP from September 2003 to September 20152018
John B. Brady5450Vice President and Chief Actuary of the Company since June 2018; Vice President and Actuary of the Company from April 2007 to May 2018
Christopher B. Cramer5248Senior Vice President, Corporate Secretary, Head ofChief Tax Officer, and Deputy General Counsel of the Company since November 2019; Vice President, Head of Tax and Deputy General Counsel of the Company from June 2018 to October 2018; Head of Tax Law and Deputy General Counsel of The Hartford prior to May 20182019
Diane KrajewskiGeorge E. Eknaian6260Senior Vice President and Head of Pricing since January 2020; Senior Vice President and Chief Risk Officer of the Company from June 2018 to December 2019; previously a Consultant from November 2014 to May 2018
Diane Krajewski58Vice President and Chief Human Resources Officer of the Company since June 2018 Head of Operations
James O'Grady40Executive Vice President and Chief Investment Officer of the Company since August 2018; Vice President,as of April 1, 2024; Deputy Chief Investment Officer of Talcott from March 2023 to March 2024; Managing Director of Sixth Street from 2021 to March 2023; Head of Operations and Business Unit Portfolio Implementation of Swiss Re from 2011 to 2021
Robert R. Siracusa [2]
59Chief InformationFinancial Officer of the Company from July 2014November 2023 to May 2018
Peter Manley42Head of Corporate DevelopmentDecember 31, 2023, Interim Co-President and StrategyChief Financial Officer of the Company since May 2020; Managing Director in JPMorgan Chase's Insurance Investment Banking Group from May 2013July 2022 to May 2020November 2023; Vice President and Chief Financial Officer of the Company from June 2018 to July 2022
Matthew J. Poznar[3]
6561Senior Vice President and Chief Investment Officer of the Company since June 2018; previously Senior Vice President and Director of the Company from May 2015 to May 2018; previously President of HIMCO Variable Insurance Trust from 2014 to 2018; and Chief Executive Officer of HIMCO Distribution Services Company from 2014 to 2018
Lisa M. Proch5054Chief Legal Officer, and Chief Compliance Officer of the Company since July 2022November 2023; Interim Co-President, Chief Legal Officer and Chief Compliance Officer of the Company from July 2022 to November 2023; Senior Vice President, General Counsel and Chief Compliance Officer of the Company since June 2018; previously Vice President, Deputy General Counsel and Chief Compliance Officer of the Company from October 2016 to May 2018; previously Vice President, Assistant General Counsel, and Chief Compliance Officer of the Company from October 2012 to October 2016
Peter F. Sannizzaro54President and Chief Executive Officer of the Company since November 2018; previously, President, Chief Operating Officer of the Company from June 2018 to October 2018; previously Chief Financial Officer and Chief Accounting Officer of the Company from September 2012 to May 2018; and Senior Vice President of the Company from June 2011 to May 2018
Robert R. Siracusa55Vice President and Chief Financial Officer of the Company since June 2018; previously Vice President of The Hartford from June 2009 to May 2018July 2022
Samir Srivastava5458Vice President and Chief Information Officer of the Company since August 2018 Vice President and Chief Technology Officer of the Company from June 2018 to August 2018; previously Vice President of The Hartford from August 2001 to May 2018
[1] Effective December 31, 2023, Mr. Abreu resigned as Vice President and Chief Risk Officer of the Company.
[2] Effective December 31, 2023, Mr. Siracusa resigned as Chief Financial Officer of the Company.
[3] Effective March 31, 2024, Mr. Poznar resigned as Senior Vice President and Chief Investment Officer of the Company.
Certain of these executive officers also serve as executive officers and/or directors of various Company subsidiaries.
Director Independence
Although not subject to the independence standards of the New York Stock Exchange, the Company has applied the independence standards required for listed companies of the New York Stock Exchange to the Board of Directors. Applying these standards, the Company has determined that it has at least two independent directors, Richard CarboneRobert W. Stein and Robert Stein.Ronald K. Tanemura.



APP A - 6389




EXECUTIVE COMPENSATION
Executive Officers
The Company has no employees, as we are managed by Talcott Resolution Life, Inc. ("TLI"), the Company's indirect parent, pursuant to an Intercompany Services and Cost Allocation Agreement effective as of June 1, 2018 (the “Management Agreement”"Management Agreement") between the Company, TLI and other Company affiliates. Pursuant to the Management Agreement, the parties provide a variety of operating services to each other to conduct their day to dayday-to-day business, including employee management services. Expenses incurred by TLI in providing these services are reimbursed by the Company based on TLI’s actual cost incurred.incurred plus a nominal mark-up as appropriate per the July 1, 2021 amendment to the Management Agreement.
Directors
Except as set forth below, directors designated by Company investors to serveare not compensated for their service on the Company's Board are compensated by the investor that designated them in the ordinary course of business as employees of the investor firm.Company’s Board. Any compensation paid to a director by their employing firm is not specifically for service as a director of the Company.
In 2020,2023, the Company compensated two independent directors, Richard CarboneRobert W. Stein and Robert Stein.Ronald K. Tanemura. None of the other Directorsdirectors of the Company received compensation for their board service. The following sets out compensation paid in 20202023 to these directors for the Company’s board service from January 1, 20202023 through December 31, 2020.2023.
NameFees Earned or Paid in CashNon-Equity Incentive Plan Compensation
[1], [2], [3]
Total
R. Carbone$250,000 $894,412 $1,144,412 
R. Stein$100,000 $178,758 $278,758 
Director Compensation
NameFees Earned or Paid in Cash
R. Stein$100,000 
R. Tanemura$100,000 
Director Phantom Unit Awards
Director Management Incentive Plan Awards ("MIP") [1]
Director Management Incentive Plan Awards ("MIP") [1]
NameNamePhantom Unit Grant DateNumber of Units VestedNumber of Units Not Vested
[1]
Total Phantom UnitsNameMIP Grant DateTotal MIP PercentagePercent
Vested
Percent
Not Vested
R. Carbone07/17/20182,334 1,166 3,500 
R. SteinR. Stein07/17/2018467 233 700 R. Stein07/28/20210.0329 %20 %80 %
03/01/202303/01/20230.0247 %— %100 %
R. TanemuraR. Tanemura07/28/20210.0329 %20 %80 %
[1]    Phantom units    Mssrs. Stein and Tanemura were awarded pursuanta MIP award on July 28, 2021. This award entitles a participant to share in the Hopmeadow Holdings, LP Phantom Unit Incentive Plan (“Phantom Plan”). Each phantom unit representedfuture profits earned by investors upon a notional value of $1,000 at the time of the grant.realization event. The phantom unitsawards are subject to five-year time-based vesting over a three-year period commencing on June 1, 2018 and will entitle the holder to receive cash distributions if certain distributions are made to the investors of the Company.
[2]    In June 2020, the Company made a distribution to Mssrs. Carbone and Stein for $468,247 and $93,489, respectively, associated with the second tranche of units that vested June 1, 2020.
[3]    In September 2020, the Company made a distribution to its investors entitling Mssrs. Carbone and Stein to an award under the Phantom Plan. The payment of the award isadditional performance vesting based on vested units through Junethe achievement of certain investment hurdles. The estimated market value at date of grant was $0.
[2]    Mssr. Stein was awarded an additional MIP grant on March 1, 2020 such that $426,1652023. The terms and $85,270conditions for this award are the same as with his prior grant awarded on July 28, 2021. The estimated market value at date of grant was paid to Mssrs. Carbone and Stein, respectively, with the remainder payable in 2021, subject to continued service (other than cessation of service due to death or disability).$0.

90



SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
Security Ownership of Certain Beneficial Owners
The Company is wholly-owned subsidiary of Talcott Resolution Life, Inc.TR Re, Ltd.
Security Ownership of Management
Interests owned in the Company by its investors may be deemed to be beneficially owned by those Company directors employed by the investors. Except for Mssrs. Cornell and Schamis, these directors disclaim beneficial ownership of any interest in the Company owned by their employing investor.None
Mr. Cornell and Mr. Schamis may be deemed to beneficially own 39% and 8% of the Company, respectively. Except for Mssrs. Cornell and Schamis, no director or executive officer beneficially owns any equity security of the Company or any of its parents or subsidiaries.
APP A - 64




CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Review and Approval of Related Party Transactions
We review all relationships and transactions in which we and our investors, Directors, executive officers, and their immediate family members ("related parties") participate to determine if any related party has a direct or indirect material interest. Our General Counsel's office is primarily responsible for developing and implementing processes to obtain the necessary information and for determining, based on the facts and circumstances, whether a direct or indirect material interest exists.
If the General Counsel's Office determines that a transaction may require disclosure under SEC rules, the General Counsel's Office will notify the Board of Directors. The Board will approve or ratify the transaction only if certain criteria is met. Among other criteria, the Board considers whether such transactions were on terms that are no less favorable, in the aggregate, to the Company and its affiliates than those that could reasonably be obtained in a comparable arms’-length transaction with a person other than the related party. Such review also considers established conflict of interest guidelines with respect to the Company and its affiliates.
As described under Executive Compensation, the Company has entered into the Management Agreement between the Company, TLI, and other Company affiliates. Pursuant to the Management Agreement, the parties provide a variety of operating services to each other to conduct their day to day business, including employee management services. Expenses incurred by TLI in providing these services are reimbursed by the Company based on TLI's actual cost incurred.incurred through June 30, 2021 and on an actual cost incurred plus a nominal mark-up as appropriate per the July 1, 2021 revised cost plus expense reimbursement agreement.
On December 28, 2021, the Company and its insurance subsidiaries entered into an Investment Management Agreement with Sixth Street Insurance Solutions, L.P. (“SSIS”) in order to diversify the Company’s investment management capabilities and to leverage the specialty knowledge of SSIS with respect to certain asset classes. Pursuant to the agreement, fees and expenses payable by the Company and the legal terms of the Investment Management Agreement, are consistent with such financial elements and terms for similar investment management agreements covering similar asset classes among unaffiliated parties including, SSIS and unaffiliated third parties.
On October 1, 2021 TL’s indirect parent, Talcott Resolution Life, Inc., acquired Talcott Administration Services Company, LLC (“TASC”). TASC performs policy administration and other services for TL under the Administrative Services Agreement dated July 14, 2012 as amended. As of October 1, 2023, TR Re became TASC's direct parent.
On December 29, 2023 the Company received approval from the Department to transfer ownership of American Maturity Life Insurance Company ("AML") to TLI. In an agreement effective January 1, 2024, TL sold AML to TLI for a value of approximately $16.
Otherwise, based on the information available to the Company's General Counsel's Office and to the Board, there have been no transactions between the Company and any related party, nor are any currently proposed, for which disclosure is required under the SEC rules.

APP A - 65
91














Talcott Resolution Life Insurance Company and Subsidiaries
Audited Financial Statements
As of December 31, 2020 and December 31, 2019 (Successor Company)
For the years ended December 31, 2020 and 2019 (Successor Company), the period of June 1, 2018 to December 31, 2018 (Successor Company) and the period of January 1, 2018 to May 31, 2018 (Predecessor Company)

F-1




TALCOTT RESOLUTION LIFE INSURANCE COMPANY
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULES
DescriptionPage
Consolidated Statements of Operations — For the Years Ended December 31, 2020 and 2019 (Successor Company), For the Period of June 1, 2018 to December 31, 2018 (Successor Company) and For the Period of January 1, 2018 to May 31, 2018 (Predecessor Company)
Consolidated Statements of Comprehensive Income (Loss) — For the Years Ended December 31, 2020 and 2019 (Successor Company), For the Period of June 1, 2018 to December 31, 2018 (Successor Company) and For the Period of January 1, 2018 to May 31, 2018 (Predecessor Company)
Consolidated Statements of Changes in Stockholder's Equity — For the Years Ended December 31, 2020 and 2019 (Successor Company), For the Period of June 1, 2018 to December 31, 2018 (Successor Company) and For the Period of January 1, 2018 to May 31, 2018 (Predecessor Company)
Consolidated Statements of Cash Flows — For the Years Ended December 31, 2020 and 2019 (Successor Company), For the Period of June 1, 2018 to December 31, 2018 (Successor Company) and For the Period of January 1, 2018 to May 31, 2018 (Predecessor Company)
Report of Independent Registered Public Accounting Firm
F-2




REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholder of
Talcott Resolution Life Insurance Company
Audited ConsolidatedFinancial Statements
As of December 31, 2023 and 2022 (Successor Company)
For years ended December 31, 2023 and 2022 (Successor Company), the period of July 1, 2021 to December 31, 2021 (Successor Company) and the six months ended June 30, 2021 (Predecessor Company)

F-1


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULES

DescriptionPage
F-3
Consolidated Statements of Operations — For years ended December 31, 2023 and 2022 (Successor Company), the period of July 1, 2021 to December 31, 2021 (Successor Company) and the six months ended June 30, 2021 (Predecessor Company)
Consolidated Statements of Comprehensive Income (Loss) — For years ended December 31, 2023 and 2022 (Successor Company), the period of July 1, 2021 to December 31, 2021 (Successor Company) and the six months ended June 30, 2021 (Predecessor Company)
Consolidated Statements of Changes in Stockholder's Equity — For years ended December 31, 2023 and 2022 (Successor Company), the period of July 1, 2021 to December 31, 2021 (Successor Company) and the six months ended June 30, 2021 (Predecessor Company)
Consolidated Statements of Cash Flows — For years ended December 31, 2023 and 2022 (Successor Company), the period of July 1, 2021 to December 31, 2021 (Successor Company) and the six months ended June 30, 2021 (Predecessor Company)
F-12
Report of Independent Registered Public Accounting Firm
F-2


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Stockholder and the Board of Directors of Talcott Resolution Life Insurance Company:
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Talcott Resolution Life Insurance Company and subsidiaries (the "Company") as of December 31, 20202023 and 2019,2022 (Successor Company), the related consolidated statements of operations, comprehensive income (loss), changes in stockholder'sstockholder’s equity, and cash flows, for the years ended December 31, 20202023 and December 31, 2019 and2022 (Successor Company), the period of JuneJuly 1, 20182021 to December 31, 20182021 (Successor Company) and the period of January 1, 2018 to May 31, 2018six months ended June 30, 2021 (Predecessor Company), and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20202023 and 2019,2022 (Successor Company), and the results of its operations and its cash flows for the years ended December 31, 20202023 and December 31, 2019 and2022 (Successor Company), the period of JuneJuly 1, 20182021 to December 31, 20182021 (Successor Company) and the period of January 1, 2018 to May 31, 2018six months ended June 30, 2021 (Predecessor Company), in conformity with accounting principles generally accepted in the United States of America.
Emphasis of MattersChange in Accounting Principle
As discussed in NoteNotes 1 and 2 to the financial statements, the Company's direct parent, Talcott Resolution Life, Inc., was acquired by Hopmeadow Holdings, LP on May 31, 2018. The Company elected to apply pushdownhas changed its method of accounting by applying the guidance permitted under Accounting Standards Codification Topic 805, Business Combinations.
As discussed in Note 15for long-duration contracts due to the financial statements, onadoption of ASU 2018-12, Targeted Improvements to the Accounting for Long-Duration Contracts ("ASU 2018-12"), effective January 18, 2021, the Company's indirect owners, Hopmeadow Holdings GP LLC and Hopmeadow Holdings LP, entered into a definitive agreement to merge Hopmeadow Holdings LP1, 2023, with a subsidiarytransition date of Sixth Street. The merger is subject to regulatory approvals and other customary closing conditions. If consummated, the merger would result in a change of ownership and control of the Company and its life and annuity operating subsidiaries.July 1, 2021.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB.PCAOB and in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Certain Assumptions Used in the Valuation of Market Risk Benefits – Refer to Notes 1, 2, 5 and 12 to the financial statements
Critical Audit Matter Description
The Company has historically issued and assumes via reinsurance certain guarantees and product features on Variable Annuity (VA) and Fixed Indexed Annuity (FIA) products which protect the contract holder from, and expose the Company to, other-than-nominal- capital market risk. The Company recognizes these features as Market Risk Benefits (MRBs). MRBs
F-3




Future Policy Benefits, Embedded Derivativesare measured at the individual contract level and Amortization of Value of Business Acquired— Refer to Notes 1, 2, 4, 6multiple MRBs within a single contract are measured and 7 to the Consolidated Financial Statements
Critical Audit Matter Description
The Company’s products include universal life-type annuity contracts with guarantees that result in death and other insurance benefit liabilities to the Company. These liabilities are reportedrecognized as a component of Reserves for Future Policy Benefits.
Certain annuity contracts offered riders with guaranteed minimum withdrawal benefits, the non-life contingent portion of whichsingle, compound MRB. MRBs are accounted forcarried at fair value and may be recognized as embedded derivativesa liability or an asset and are reported separately as a componentMRB liabilities or assets on the consolidated balance sheet as there is not legal right of Other Policyholder Funds and Benefits Payable.offset between contracts.
ValueThe fair value of business acquired (VOBA)MRBs is an intangible asset, and represents an estimatedmeasured as the present value assignedof expected future benefits payments to contract holders, less the present value of expected fees attributable to the right to receive future gross profits fromMRB, if applicable. The Company estimates these cash flows using significant judgment including discount rate assumptions, nonperformance risk, and earningsactuarially determined assumptions about policyholder behavior, such as: withdrawal utilization, withdrawal rates, and lapses.
Given the sensitivity of acquired insurance and investment contracts. VOBA is amortized over the estimated gross profits of those acquired contracts.
The valuation of the reserves for such future policycertain market risk benefits valuation of embedded derivatives included within other policyholder funds,to changes in these assumptions and the amortizationsignificant uncertainty inherent in estimating the market risk benefits, we identified management’s evaluation of VOBA are measured based on actuarial methodologies and underlying economic and future policyholder behavior assumptions. Significant judgment is involved in the selection of thethese assumptions used to determine the valuation of the reserves for such future policy benefits, in the methods and assumptions used in the valuation of embedded derivatives, and the estimated gross profits used in the valuation of the amortization of VOBA. The principal assumptions include mortality, lapse, withdrawal, persistency, expenses, and interest rates.
Given the high level of estimation uncertainty of management’s actuarial assumptions, performingcertain market risk benefits as a critical audit procedures to evaluate these assumptionsmatter. This required a high degree of auditor judgment and an increased extent of effort, including the needinvolvement of our actuarial and fair value specialists.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to involvetesting assumptions used by management to estimate the valuation ofMRBs, specifically discount rates, nonperformance risk, and actuarially determined assumptions about policyholder behavior, included the following, among others:
With the involvement of our valuation and actuarial specialists, we:
Evaluated the results of the underlying experience studies, capital market inputs, and judgments applied by management in setting the principal assumptions.
Developed an independent estimate, on a sample basis, of the market risk benefits and evaluated differences.
We tested the completeness and accuracy of the underlying data that served as the basis for the actuarial analysis to test that the inputs to the actuarial estimate were reasonable.
Evaluated the methods and assumptions used by management to identify potential bias in the determination of the MRBs.
Certain Assumptions Used in the Valuation of Embedded Derivatives for Fixed Indexed Annuities – Refer to Notes 1, 3, 4, and 5 to the financial statements
Critical Audit Matter Description
The Company assumes via reinsurance fixed indexed annuity contracts (FIA) contracts. FIA contract balances appreciate based on a minimum guaranteed credited rate or on the performance of market indices. For FIA contracts where an equity market index is elected, the account value attributable to the equity performance, which is not clearly and closely related to the insurance contract, is recognized as an embedded derivative liability. The liability reported on the consolidated balance sheets is equal to the sum of the fair value of the embedded derivative and the host contract and is reported in other policyholder funds. The fair value of the embedded derivative is measured as the present value of cash flows attributable to the indexed strategies and is derived using assumptions to estimate future account values.
Given the sensitivity of these embedded derivatives to changes in these assumptions, specifically around policyholder lapse and partial withdrawals, as well as discount rates, and the significant uncertainty inherent in estimating them, we identified management’s evaluation of these assumptions as a critical audit matter. This required a high degree of auditor judgment and an increased extent of effort, including the involvement of our actuarial and fair value specialists.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to testing assumptions used by management to estimate the valuation of future policy benefits, valuation of embedded derivatives recorded within other policyholder funds, specifically lapses, partial withdrawals, and amortization of VOBAdiscount rates, included the following, among others:
We testedWith the effectivenessinvolvement of management’s controls overour valuation and actuarial specialists, we:
F-4


Evaluated the assumptionresults of the underlying experience studies, capital market inputs, and judgments applied by management in setting process.the principal assumptions.
Developed an independent estimate, on a sample basis, of the embedded derivative and evaluated differences.
We tested the completeness and accuracy of the underlying data that served as the basis for the assumptions.actuarial analysis to test that the inputs to the actuarial estimate were reasonable.
WithTested the assistance of our actuarial specialists, we evaluated the appropriatenesscompleteness and accuracy of the assumptions and methodologies used by management.underlying data that served as the basis for the actuarial analysis to test that the inputs of the actuarial estimate were reasonable.
WithEvaluated the assistance of our actuarial specialists, on a sample basis, we developed independent estimates of the valuations derived from thosemethods and assumptions and methodologies and compared our estimates to management’s estimates.
Investments in Fixed Maturities Classified as Available-for-Sale and Freestanding Derivatives — Refer to Notes 2, 3 and 4 to the consolidated financial statements
Critical Audit Matter Description
Investments in fixed maturities classified as available-for-sale are reported at fair value in the consolidated financial statements. Freestanding derivatives, which are reported in other investments or other liabilities, as appropriate, after considering the impact of master netting agreements, are also reported at fair value in the consolidated financial statements. Where fair values cannot be determined based on observable inputs, management uses unobservable inputs, such as credit spreads, equity volatility and interest rates beyond the observable curve, requiring judgmentused by management to determine the estimated fair value.
We identified investmentsidentify potential bias in fixed maturities classified as available-for-sale and freestanding derivatives as a critical audit matter because of the unobservable inputs management uses to estimate fair value. Auditing these unobservable inputs used by management required a high degree of auditor judgment, and an increased extent of effort, including the need to involve our fair value specialists.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to testing the valuation of fixed maturities classified as available-for-sale and freestanding derivatives included the following, among others:
We tested the effectiveness of management’s controls over the determination of fair value.the embedded derivatives.
We evaluated management’s valuation methodology and the reasonableness of the unobservable inputs.
F-4




With assistance of our fair value specialists, on a sample basis, we developed independent fair value estimates and compared our estimates to management’s estimates.

/s/ DELOITTE & TOUCHE LLP

Hartford, CT
February 25, 2021

April 24, 2024
We have served as the Company’s auditor since 2002.

F-5


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
Consolidated Balance Sheets
Successor Company
As of December 31,
(In millions, except share data)20232022
Assets
Investments
Fixed maturities, available-for-sale, at fair value (related party: $9 and $4) (net of allowance for credit losses: $16 and $—; amortized cost: $17,335 and $18,689)$14,854 $15,383 
Fixed maturities, at fair value using the fair value option (related party: $27 and $—)252 331 
Equity securities, at fair value182 179 
Mortgage loans (net of allowance for credit losses: $26 and $15)2,019 2,520 
Policy loans (related party: $(6) and $—)1,528 1,495 
Investment funds (related party: $51 and $8) (portion at fair value: $238 and $58)1,428 1,300 
Other investments (portion at fair value: $35 and $83)35 95 
Short-term investments, at fair value (related party: $440 and $100)1,181 1,489 
Total investments21,479 22,792 
Cash421 173 
Reinsurance recoverables (related party: $9,468 and $9,613) (net of allowance for credit losses: $18 and $21) (portion at fair value: $1,242 and $1,286)37,706 39,223 
Market risk benefits578 325 
Value of business acquired and deferred acquisition costs (related party: $114 and $176)457 496 
Deferred income taxes828 879 
Goodwill and other intangible assets, net149 155 
Other assets420 441 
Separate account assets89,514 87,255 
Total assets$151,552 $151,739 
Liabilities and Stockholder's Equity
Liabilities
Reserve for future policy benefits$19,379 $18,738 
Other policyholder funds and benefits payable (related party: $526 and $582) (portion at fair value: $536 and $295)29,502 31,827 
Market risk benefits1,074 1,204 
Funds withheld liability (related party: $9,148 and $9,248 (portion at fair value: $(157) and $(560))10,210 10,474 
Other liabilities (related party: $33 and $(1)) (portion at fair value: $57 and $105)811 981 
Separate account liabilities89,514 87,255 
Total liabilities150,490 150,479 
Commitments and Contingencies (Note 15)
Stockholder’s Equity
Common stock (1,000 shares authorized, issued, and outstanding; par value: $5,690 per share)
Additional paid-in capital1,877 1,877 
Accumulated other comprehensive loss (related party: $(580) and $(762))(1,325)(1,659)
Retained earnings504 1,036 
Total stockholder’s equity1,062 1,260 
Total liabilities and stockholder’s equity$151,552 $151,739 
See Notes to Consolidated Financial Statements.
F-6


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
Consolidated Statements of Operations

Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
(In millions)20202019
Revenues
Fee income and other$741 $821 $502 $381 
Earned premiums35 42 31 42 
Net investment income816 924 509 520 
Net realized capital gains (losses)(74)(275)142 (107)
Amortization of deferred reinsurance gain53 59 38 
Total revenues1,571 1,571 1,222 836 
Benefits, losses and expenses
Benefits, loss and loss adjustment expenses626 760 415 534 
Amortization of deferred policy acquisition costs ("DAC") and value of business acquired ("VOBA")50 (25)98 16 
Insurance operating costs and other expenses364 423 235 183 
Other intangible asset amortization
Dividends to policyholders60 
Total benefits, losses and expenses1,106��1,168 754 735 
Income before income taxes465 403 468 101 
Income tax expense66 44 59 
Net income$399 $359 $409 $94 
See Notes to Consolidated Financial Statements.
F-6


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income (Loss)

 Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
(In millions)20202019
Net income$399 $359 $409 $94 
Other comprehensive income (loss):
Change in net unrealized gain on fixed maturities565 890 (173)(430)
Change in unrealized losses on fixed maturities, AFS for which an allowance for credit losses ("ACL") has been recorded— 
Change in net gain on cash-flow hedging instruments(1)(18)
Change in foreign currency translation adjustments— (2)
OCI, net of tax564 888 (171)(447)
Comprehensive income (loss)$963 $1,247 $238 $(353)
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
(In millions)20232022
Revenues
Premiums (related party: $(56), $(27), $— , and $—)$88 $99 $26 $24 
Policy charges and fee income (related party: $(304), $(320), $— , and $—)646 509 434 438 
Net investment income (related party: $(380), $(136), $—, and $—)590 778 498 534 
Investment and derivative related losses, net (related party: $361, $696, $— , and $—)(929)(76)(50)(242)
Total revenues395 1,310 908 754 
Benefits, Losses and Expenses
Benefits and losses (remeasurement loss (gain): $(17), $10, $14, and $—) (related party: $(276), $(117), $— , and $— )307 521 161 349 
Change in market risk benefits (related party: $77, $4,$—, and $—)(305)(295)— 
Amortization of value of business acquired and deferred acquisition costs (related party: $14, $19, $—, and $—)55 61 24 (43)
Insurance operating costs and other expenses (related party: $(136), $(119), $—, and $—)334 301 212 232 
Total benefits, losses and expenses391 588 399 538 
Income before income taxes4 722 509 216 
Income tax expense (benefit)(39)107 88 30 
Net income$43 $615 $421 $186 

See Notes to Consolidated Financial Statements.
F-7


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
Consolidated Balance SheetsStatements of Comprehensive Income (Loss)

Successor Company
 As of December 31,
(In millions, except for share data)20202019
Assets
Investments:
Fixed maturities, available-for-sale, at fair value (net of ACL of $1 and $0, respectively) (amortized cost of $13,137 and $13,020, respectively)$14,875 $13,988 
Equity securities, at fair value65 45 
Mortgage loans (net of ACL of $17 and $0, respectively)2,092 2,241 
Policy loans, at outstanding balance1,452 1,467 
Limited partnerships and other alternative investments999 939 
Other investments24 40 
Short-term investments802 550 
Total investments20,309 19,270 
Cash40 128 
Premiums receivable and agents’ balances, net10 12 
Reinsurance recoverables (net of ACL of $7 and $0, respectively)27,455 28,824 
VOBA586 696 
Deferred income taxes, net478 681 
Other intangible assets40 46 
Other assets345 481 
Separate account assets109,625 104,575 
Total assets$158,888 $154,713 
Liabilities
Reserve for future policy benefits$18,625 $18,465 
Other policyholder funds and benefits payable25,307 27,161 
Other liabilities2,146 1,960 
Separate account liabilities109,625 104,575 
Total liabilities155,703 152,161 
Commitments and Contingencies (Note 11)00
Stockholder’s Equity
Common stock—1,000 shares authorized, issued and outstanding, par value $5,690
Additional paid-in capital1,761 1,761 
Accumulated other comprehensive income ("AOCI"), net of tax1,281 717 
Retained earnings137 68 
Total stockholder’s equity3,185 2,552 
Total liabilities and stockholder’s equity$158,888 $154,713 

 Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
(In millions)20232022
Net income$43 $615 $421 $186 
Other comprehensive income (loss)
Unrealized gain (loss) on available-for-sale securities675 (2,606)(16)(275)
Unrealized gain (loss) on cash flow hedging instruments(27)— 
Gain (loss) related to discount rate for reserve for future policy benefits (related party: $182, $(762), $—, and $— )(212)873 (14)— 
Gain (loss) related to credit risk for market benefits(133)96 35 — 
Other comprehensive income (loss)334 (1,664)5 (274)
Comprehensive income (loss)$377 $(1,049)$426 $(88)

See Notes to Consolidated Financial Statements.
F-8


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
Consolidated Statements of Changes in Stockholder's Equity

For the Year Ended December 31, 2020 (Successor Company)
(In millions)Common StockAdditional Paid-In CapitalAccumulated Other Comprehensive IncomeRetained EarningsTotal
Equity
Balance, beginning of period$6 $1,761 $717 $68 $2,552 
Cumulative effect of accounting changes, net of tax— — — (11)(11)
Adjusted balance, beginning of period6 1,761 717 57 2,541 
Net income— — — 399 399 
Total other comprehensive income— — 564 — 564 
Dividends paid— — — (319)(319)
Balance, end of period$6 $1,761 $1,281 $137 $3,185 

For the Year Ended December 31, 2019 (Successor Company)
(In millions)Common StockAdditional Paid-In CapitalAccumulated Other Comprehensive Income (Loss)Retained EarningsTotal
Equity
Balance, beginning of period$6 $1,761 $(171)$409 $2,005 
Net income— — — 359 359 
Total other comprehensive income— — 888 — 888 
Dividends paid— — — (700)(700)
Balance, end of period$6 $1,761 $717 $68 $2,552 
(In millions)
Common
Stock
Additional
Paid-In
 Capital
Accumulated Other Comprehensive Income (Loss)Retained EarningsTotal
Stockholder's
Equity
Predecessor Company
Balance at January 1, 2021$6 $1,761 $1,281 $137 $3,185 
Net income— — — 186 186 
Total other comprehensive loss— — (274)— (274)
Capital contributions to parent— (235)— — (235)
Dividends paid— — — (265)(265)
Balance at June 30, 2021$6 $1,526 $1,007 $58 $2,597 
Successor Company
Balance at July 1, 2021$6 $1,877 $ $ $1,883 
Net income— — — 421 421 
Other comprehensive loss— — — 
Capital contribution to parent— — — — — 
Dividends paid— — — — — 
Balance at December 31, 20216 1,877 5 421 2,309 
Balance at January 1, 20226 1,877 5 421 2,309 
Net income— — — 615 615 
Other comprehensive loss— — (1,664)— (1,664)
Capital contribution to parent— — — — — 
Dividends paid— — — — — 
Balance at December 31, 20226 1,877 (1,659)1,036 1,260 
Balance at January 1, 20236 1,877 (1,659)1,036 1,260 
Net income— — — 43 43 
Other comprehensive income— — 334 — 334 
Capital contribution to parent— — — — — 
Dividends paid— — — (575)(575)
Balance at December 31, 2023$6 $1,877 $(1,325)$504 $1,062 
For the Period of June 1, 2018 to December 31, 2018 (Successor Company)
(In millions)Common StockAdditional Paid-In CapitalAccumulated Other Comprehensive LossRetained EarningsTotal
Equity
Balance, beginning of period$6 $1,761 $0 $0 $1,767 
Net income— — — 409 409 
Total other comprehensive loss— — (171)— (171)
Balance, end of period$6 $1,761 $(171)$409 $2,005 
For the Period of January 1, 2018 to May 31, 2018 (Predecessor Company)
(In millions)Common StockAdditional Paid-In CapitalAccumulated Other Comprehensive IncomeRetained EarningsTotal
Equity
Balance, beginning of period$6 $3,539 $1,023 $2,112 $6,680 
Cumulative effect of accounting changes, net of tax— — 182 (182)— 
Adjusted balance, beginning of period6 3,539 1,205 1,930 6,680 
Net income— — — 94 94 
Total other comprehensive loss— — (447)— (447)
Capital contributions to parent— (619)— — (619)
Capital contributions from parent— 102 — — 102 
Balance, end of period$6 $3,022 $758 $2,024 $5,810 

See Notes to Consolidated Financial Statements.
F-9


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
(In millions)20202019
Operating Activities
Net income$399 $359 $409 $94 
Adjustments to reconcile net income to net cash provided by (used for) operating activities
Net realized capital (gains) losses74 275 (142)107 
Amortization of deferred reinsurance gain(53)(59)(38)
Amortization of DAC and VOBA50 (25)98 16 
Additions to DAC and VOBA(1)
Depreciation and (accretion) amortization69 51 31 (1)
Other operating activities, net259 205 63 131 
Change in assets and liabilities:
Increase in reinsurance recoverables(331)(272)(990)(2)
Decrease in accrued and deferred income taxes54 51 29 274 
Increase (decrease) in reserve for future policy benefits and unearned premiums160 141 (503)45 
Net changes in other assets and other liabilities185 (169)302 (60)
Net cash provided by (used for) operating activities866 557 (741)603 
Investing Activities
Proceeds from the sale/maturity/prepayment of:
Fixed maturities, available-for-sale2,824 3,498 3,303 4,397 
Equity securities, at fair value213 68 49 
Mortgage loans373 257 101 116 
Partnerships77 134 83 188 
Payments for the purchase of:
Fixed maturities, available-for-sale(2,866)(2,589)(3,024)(2,447)
Equity securities, at fair value(26)(5)(10)(25)
Mortgage loans(242)(413)(323)(86)
Partnerships(134)(156)(97)(80)
Net proceeds from (payments for) repurchase agreements program(16)19 (22)
Net proceeds from (payments for) derivatives143 (272)(303)(200)
Net increase (decrease) in policy loans15 (26)18 (26)
Net sales of property and equipment44 
Net proceeds from (payments for) short-term investments(234)288 1,770 (1,494)
Other investing activities, net(10)16 27 
Net cash provided by (used for) investing activities(89)956 1,580 463 
Financing Activities
Deposits and other additions to investment and universal life-type contracts1,971 2,168 1,959 1,782 
Withdrawals and other deductions from investment and universal life-type contracts(9,627)(11,074)(10,173)(9,206)
Net transfers from separate accounts related to investment and universal life-type contracts7,117 8,202 7,360 6,999 
Decrease in securities loaned or sold under agreements to repurchase(7)(204)(11)(406)
Dividends paid(319)(700)— 
Return of capital to parent— — — (517)
Net repayments at maturity or settlement of consumer notes(8)
Net cash used for financing activities(865)(1,608)(865)(1,356)
Foreign exchange rate effect on cash
Net decrease in cash(88)(93)(26)(290)
Cash — beginning of year128 221 247 537 
Cash — end of year$40 $128 $221 $247 
Supplemental Disclosure of Cash Flow Information
Income taxes received$$25 $17 $271 

Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
(In millions)20232022
Operating Activities
Net income$43 $615 $421 $186 
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Investment and derivative related losses, net (related party: $(361), $(696), $—, and $—)929 76 50 242 
Amortization of unearned revenue reserve (related party: $(56), $(5) , $—, and $—)(118)(68)— (26)
Amortization of value of business acquired and deferred acquisition costs (related party: $14, $19, $—, and $—)55 61 24 (43)
Depreciation and amortization167 227 102 38 
Deferred income taxes(37)124 174 29 
Interest credited on investment and universal life-type contracts370 481 314 152 
Change in market risk benefits (related party: $77, $4, $—, and $—)(305)(295)— 
Other operating activities, net (related party: $382, $136, $—, and $—)(571)(40)(273)(114)
Changes in operating assets and liabilities:
Reinsurance recoverables (related party: $(510), $198, $—, and $—)178 (741)(29)(134)
Reserve for future policy benefits92 228 (153)63 
Other assets and liabilities (related party: $447, $—, $—, $—)328 91 (131)51 
Net proceeds from (payments for) reinsurance transactions— 121 (877)— 
Net cash provided by (used for) operating activities1,131 880 (376)444 
Investing Activities
Proceeds from sales, maturities, and payments of:
Fixed maturities2,182 6,185 2,976 1,622 
Equity securities26 47 
Mortgage loans588 258 294 158 
Investment funds (related party: $1, $—, $—, and $—)
295 64 102 71 
Other investments— — — 
Payments for purchases of:
Fixed maturities (related party: $(32), $—, $—, and $—)(1,200)(4,607)(1,974)(1,197)
Equity securities(2)(22)(121)(45)
Mortgage loans(132)(667)(207)(177)
Investment funds (related party: $(44), $—, $—, and $—)
(126)(158)(100)(74)
Net proceeds from (payments for):
Repurchase agreements program— 25 (11)
Policy loans(33)(11)(32)
F-10


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
Consolidated Statements of Cash Flows
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
(In millions)20232022
Derivatives(913)(559)(161)(539)
Short-term investments (related party: $(340), $(100), $—, and $—)287 (255)(314)200 
Net cash provided by (used for) investing activities958 279 540 (2)
Financing Activities
Investment and universal life-type contracts:
Deposits and other additions2,693 2,033 872 1,001 
Withdrawals and other deductions(10,635)(8,109)(4,766)(4,862)
Net transfers from separate accounts6,799 5,140 3,598 3,659 
Net change in securities loaned or sold under agreements to repurchase(123)(99)131 270 
Dividends to parent(575)— — (265)
Distributions to parent— — — (235)
Net cash used for financing activities(1,841)(1,035)(165)(432)
Net increase (decrease) in cash248 124 (1)10 
Cash at beginning of year173 49 50 40 
Cash at end of year$421 $173 $49 $50 
Supplemental Disclosure of Cash Flow Information:
Income taxes received (paid)$(74)$142 $(13)$

See Notes to Consolidated Financial Statements.

F-10
F-11

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollar amounts in millions, unless otherwise stated)


1. Basis of Presentation and Significant Accounting Policies
Basis of Presentation
Talcott Resolution Life Insurance Company, formerly Hartford Life Insurance Company, (togethertogether with its subsidiaries, “TL,” “Company,” “we”(collectively, "TL," the "Company," "we" or “our”"our") is a provider oflife insurance and investment productsannuity company and comprehensive risk solutions-provider in the United States (“("U.S.") and is a wholly-owned subsidiary of TR Re, Ltd. ("TR Re"), a Bermuda based entity. Talcott Resolution Life, Inc. ("TLI"), a Delaware corporation ("TLI"). Hopmeadowand Talcott Holdings, LP (“Hopmeadow Holdings", or "HHLP ”) isL.P. ("THLP") are indirect parents of the Company and the Company has an ultimate parent of the Company.Talcott Financial Group, Ltd. ("TFG" or "Talcott Financial Group").
The Consolidated Financial Statementsfinancial statements have been prepared in accordance with accounting principles generally accepted in the United States of AmericaU.S. (“U.S. GAAP”), which differ materially from the accounting practices prescribed by various insurance regulatory authorities. Certain reclassifications were made to prior year balances for the presentation of unearned premiums and deferred gains on reinsurance to be consistent with current year presentation.
Description of Business
As of December 31, 2023, the Company managed approximately 446 thousand annuity contracts with an account value of approximately $38 billion, gross of reinsurance, and private placement life insurance with an account value of approximately $41.7 billion. Upon the Company's acquisition by Sixth Street, the Company's strategy changed to be one of a life insurance aggregator through reinsurance. Since the Sixth Street acquisition, the Company has participated in multiple assumed reinsurance transactions that have positioned the Company, as part of the Talcott Financial Group, as a leading participant in this area of the life insurance marketplace. As part of the Company's growth strategy, the Company assumes life insurance blocks of business, providing external insurers with solutions to create capital flexibility and risk management efficiencies. Since the Sixth Street Acquisition and as of December 31, 2023, the Company has assumed fixed indexed annuities ("FIA") of $7.3 billion and variable annuities ("VA") of $6.4 billion.
On May 31, 2018June 30, 2021, the Company'sCompany’s previous indirect parent, Hartford Holding, Inc. ("HHI")owner, Hopmeadow Holdings GP LLC, completed the sale of the Company's parentCompany (the "Sixth Street Acquisition") through the merger of an affiliate of Sixth Street, a global investment firm, with and into THLP pursuant to a groupan Agreement and Plan of investors led by Cornell Capital LLC, Atlas Merchant Capital LLC, TRB Advisors LP, Global Atlantic Financial Group ("Global Atlantic"Merger (the “Agreement"), Pine Brook. Through the Agreement, TFG indirectly obtained 100% control of THLP and J. Safra Group. Although Talcott Resolution Life Insurance Company is no longer affiliated with The Hartford Financial Services Group, Inc. ("The Hartford") or any of its life and annuity operating subsidiaries The Hartford retained a 9.7 percent ownership interest in HHLP ("Talcott Resolution Sale Transaction").
In conjunction with the sale, the Company entered into a transition services agreement with The Hartford for a period up to three years to provide general ledger,total purchase price of approximately $2.2 billion, comprised of a $500 pre-closing dividend and cash management, and information technology infrastructure services. In 2020, the transition services agreement was completed as all supported services have fully transitioned to the Company. In March, 2019, a five year administrative services agreement was entered into for investment accounting services which replaced the services previously provided under the transition services agreement.
HHLP’s May 31, 2018 acquisition of TLI$1.7 billion. The merger was accounted for by HHLP using business combination accounting, together with an election to apply pushdown accounting. Under this method, the purchase price paid by the investor group was assigned to the identifiable assets acquired and liabilities assumed as of the acquisition date based on their fair value. The Company elected to apply "pushdown" accounting by applying the guidance permitted under Accounting Standards Codification (“ASC”) Topic 805 Business Combinations. By the application of pushdown accounting, the Company’s assets, liabilities and equity were accordingly adjusted to fair value on May 31, 2018 which generated both intangible assets and Value of Business Acquired (“VOBA”). Determining the fair value of certain assets acquired and liabilities assumed is judgmental in nature and often involves the use of significant estimates and assumptions. Due to the application of pushdown accounting, TL’sThe Company’s consolidated financial statements and footnote disclosures are presented ininto two distinct periods to indicate the application of two different bases of accounting.periods. The periods prior to June 1, 2018the consummation of the agreement are identified herein as “Predecessor,” whilelabeled ("Predecessor Company") and the periods subsequent to HHLP’s acquisitionthat date are labeled ("Successor Company") to distinguish between the different basis of TLI are identified as “Successor.”accounting between the periods presented. As a result of the change inapplication of purchase accounting, the basis of accounting from historical GAAP to reflect HHLP’s purchase cost, theconsolidated financial statements for the Predecessoryears ended December 31, 2023 and 2022 and period of July 1, 2021 to December 31, 2021 (Successor Company), are not comparable to the Successor periods.
On June 1, 2018, TL executed reinsurance agreements to reinsure certain fixed immediate and deferred annuity contracts, variable payout separate account annuity contracts, standard mortality structured settlements, and period certain structured settlement annuity contracts ("Commonwealth Annuity Reinsurance Agreement") to Commonwealth Annuity and Life Insurance Company ("Commonwealth"), a subsidiary of Global Atlantic which is a member of the acquiring investment group. TL reinsured an 85% quota share, except 75% for standard mortality structured settlements, in exchange for a $357 ceding commission that was fixed based on reinsuring approximately $9.3 billion of reserves as of December 31, 2016, plus annuitizations through closing and annuitizations from market value adjusted annuities post-close. The reinsurance agreement was executed after the Talcott Resolution Sale Transaction, and as such, the accounting for the agreement was recorded after the TL balance sheet was adjusted to fair value in purchase and pushdown accounting. A deferred gain, net of amortization, of $878 is recorded in Other liabilities on the Consolidated Balance Sheet related to this reinsurance agreement and will be amortized over the life of the underlying policies reinsured.
F-11

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)

COVID 19 Update
The impact of the outbreak and continuing spread of the novel coronavirus (“COVID-19”) and the related disruption to the worldwide economy continues to affect companies across all industries. For the year ended December 31, 2020 (Successor Company), the COVID-19 pandemic did have varying impacts on components of revenue, however, there was no overall impact as revenues were flat year over year. The duration and impact of the COVID-19 public health crisis on financial markets, overall economy and our operations remain uncertain, as is the efficacy of government and central bank interventions. The Company successfully transitioned to a fully remote work environment in March of 2020 and remains fully remote with minimal disruption to our operations. As further discussed in this document, the Company’s financial performance is dependent on financial market conditions and potential newly emergent trends in mortality and policyholder behaviorprior periods presented. In addition, as a result of the COVID-19 public health crisis. As such,acquisition the Company continuesconformed to be unable to quantifyTFG’s accounting policies and modified its impact on the financial results and operations in future periods.presentation for certain transactions.
Consolidation
The Consolidated Financial Statementsfinancial statements include the accounts of TLthe Company and entities the Company directly or indirectly has a controlling financial interest in which the Company is required to consolidate. All intercompany transactions and balances between the Company and its subsidiaries have been eliminated. Entities in which TLthe Company has significant influence over the operating and financing decisions but is not required to consolidate are reported using the equity method. All intercompany transactions and balances between TL and its subsidiaries have been eliminated.
Use of Estimates
The preparation of financial statements in conformity with U.S.US GAAP requires management to make estimates and assumptions that affectaffecting the reported amountsamount of assets and liabilities and the disclosureas of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses duringfor the reporting period. In applying these estimates and assumptions, management makes subjective and complex judgments that are uncertain and subject to change. Many of these policies, estimates, and related judgments are common in the insurance and financial services industries; others are specific to the Company’s business and operations. Actual results could differ materially from thosethese estimates.
The most significantOur principal estimates include those used in determining estimated gross profits used inand assumptions impact the valuationfollowing reported amounts and amortizationdisclosures:
Fair value of assets (including VOBA) and liabilities associated with variable annuity and other universal life-type contracts; evaluation of credit losses on fixed maturities, AFS and ACL on mortgage loans; living benefits required to be fair valued; valuationinvestments;
Impairment of investments and derivative instruments;allowance for credit losses (“ACL”);
Derivatives valuation, allowanceincluding embedded derivatives;
F-12


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
Market risk benefits (“MRB”);
Reserve for future policy benefits;
Valuation allowances on deferred tax assets; amortizationassets (“DTA”);
Evaluation of the deferred gain on reinsurance; and contingencies relating to corporate litigation and regulatory matters. goodwill for impairment.
Certain of these estimates are particularly sensitive to market conditions, and deterioration and/or volatility in the worldwide debt or equity markets could have a material impact on the Consolidated Financial Statements. annual financial statements. Additional details regarding these estimates and assumptions are discussed in the following significant accounting policies and the related footnote disclosures.
Significant Accounting Policies
The ultimate extent to whichCompany’s significant accounting policies are as follows:
Segment Information
The Company has one reportable segment and its principal products and services are comprised of variable, fixed and payout annuities, FIAs, and private-placement life insurance. The Company's determination that it has one reportable segment is based on the COVID-19 pandemic will directly impactfact that the Company's business, resultschief operating decision maker reviews the Company's financial performance at an aggregate level.
Investments
Fixed Maturities
Fixed maturities consist of operationsdebt securities including bonds, structured securities, redeemable preferred stock and financial condition will dependcommercial paper. Structured securities include asset-backed securities (“ABS”), collateralized loan obligations (“CLO”), commercial mortgage-backed securities (“CMBS”), and residential mortgage-backed securities (“RMBS”). Most of these investments are classified as available-for-sale (“AFS”) and are carried at fair value, net of ACL. Unrealized gains and losses (i.e., after-tax difference between fair value and cost or amortized cost) not attributable to ACL are reflected in equity as a component of accumulated other comprehensive loss ("AOCI").
Equity Securities
Equity securities are carried at fair value with any changes in fair value recorded in investment and derivative related losses, net in the statement of operations.
Mortgage Loans
Mortgage loans are carried at the outstanding principal balance adjusted for amortization of premiums and accretion of discounts, net of ACL. Interest income is accrued on future developments thatthe principal balance of the loan based on the loan’s contractual interest rate.
Policy Loans
Policy loans are highly uncertain. Actual results may differcarried at outstanding principal balance, which approximates fair value. Interest income is recognized as earned using the contractual interest rate. Generally, accrued interest is capitalized on the policy’s anniversary date. Valuation allowances are not established for policy loans, as they are fully collateralized by the cash surrender value of the underlying insurance policies. Any unpaid principal and accrued interest are deducted from these estimates.the cash surrender value or the death benefit prior to settlement of the insurance policy.
ReclassificationsInvestment Funds
Certain reclassifications have been madeInvestment funds principally represent LPs and other similar legal entity structures accounted for under the equity method. Under the equity method, investments are generally carried based on the Company’s pro rata ownership percentage in the net assets of the investee, and the Company’s share of earnings is included in net investment income.
Recognition of income related to prior yearinvestment funds is often delayed due to the availability of the related financial information, which may be reported on a lag of up to conformthree months. Accordingly, income for the years ended December 31, 2023 and 2022 (Successor Company), the period of July 1, 2021 to December 31, 2021 (Successor Company) and the period of January 1, 2021 to June 30, 2021 (Predecessor Company) may not include the full impact of current year presentation.
Adoptionchanges in valuations of New Accounting Standards
Reclassification of Effect of Tax Rate Change from AOCI to Retained Earnings
In February 2018, the FASB issued new accounting guidance for the effect on deferred taxunderlying assets and liabilities related to items recorded in AOCI resulting from legislated tax reform enacted on December 22, 2017. The tax reform reduced the federal tax rate applied to the Company’s deferred tax balances from 35% to 21% on enactment. Under U.S. GAAP, the Company recorded the total effect of the change in enacted tax rates on deferred tax balances as a charge to income tax expense within net income, includingfunds for that same calendar year, which are generally obtained from the change in deferred tax balances related to components of AOCI. The new accounting guidance permitted the Company to reclassify the “stranded” tax effects out of AOCI and into retained earnings that resulted from recording the tax effects of unrealized investment gains at a 35% tax rate because the 14 point reduction in tax rate was recognized in net income instead of other comprehensive income. On January 1, 2018, the Company (Predecessor Company) adopted the new guidance and recorded a reclassification of $193 which increased AOCI and reduced retained earnings.entity’s managers, general partners, or managing members.
F-12F-13


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
Other Investments
Other investments consist of derivative instruments carried at fair value and real estate held directly, which is recorded at amortized cost.
Cash and Cash Equivalents
Cash is carried at cost and includes cash on hand, demand deposits with banks or other financial institutions, money market funds, and all highly liquid debt instruments purchased with an original maturity of three months or less.
Short-Term Investments
Short-term investments include financial instruments with remaining maturities less than twelve months when purchased. Short-term investments include financial instruments that would otherwise qualify as cash equivalents but are acquired with the primary objective of earning investment income, and make up $714 and $1,272 of the carrying amount as of December 31, 2023 and 2022, respectively. Short-term loans and short-term investments that would otherwise qualify as cash equivalents are carried at fair value, where amortized cost approximates fair value. Short-term debt securities are generally classified as AFS and accounted for consistent with our policies for fixed maturities described above.
Funds Withheld Liability
The Company records a funds withheld liability under ceded coinsurance with funds withheld or modified coinsurance arrangements, which represents the fair value of segregated invested assets. The funds withheld liability is comprised of a host contract and an embedded derivative. The funds withheld liability is measured as the total of the host contract, which the Company has assessed as the book value of assets, and the embedded derivative, which the Company has assessed as the net unrealized gains (losses) on the underlying assets as the Company is obligated to pay the total return on the underlying investments. The Company records the total return of the funds withheld within net income (inclusive of the return on both the host contract and the embedded derivative). The Company allocates the total return between net investment income, measured as a risk-free rate on the host contract, and net investment and derivative related losses, net, measured as the difference between the total return and host accretion.
Fair Value Option ("FVO")
The Company has elected the fair value option (“FVO”) for certain corporate bonds included in fixed maturities, and investment funds. Where elected, changes in fair value of investments are recorded as investment and derivative related losses, net.
Impairment of Investments and the Allowance for Credit Losses
We review our fixed maturities for declines in fair value that could be impairment related, or attributable to credit risk factors that may require an ACL. If we intend to sell a debt security where amortized cost exceeds fair value, or we determine it is more likely than not that we will be required to sell a debt security before recovery of amortized cost, we determine an impairment has occurred and amortized cost is written down to fair value with a corresponding charge recorded as a component of investment and derivative related losses, net.
If amortized cost exceeds fair value, but we do not intend to sell a security and we determine it is not more likely than not that we will be required to sell before recovery of amortized cost, we evaluate the security for indicators of a credit loss that may require an ACL. We evaluate a number of factors to determine whether a decline in fair value is attributable to a credit loss, including but not limited to: market interest rates and issuer credit ratings and outlooks. The significance of the decline in fair value is a factor in our analysis, but is generally not determinative in whether we record a credit loss, as other factors are often more relevant in our evaluation of a security. If we determine a credit loss has occurred, we record as an ACL with a corresponding charge recorded as component of investment and derivative related losses, net. The remaining change in fair value is recorded in equity as a component of AOCI.
We also evaluate other financial instruments for credit losses, such as mortgage loans, reinsurance recoverables, and off-balance sheet credit exposures that the Company cannot unconditionally cancel. The measurement of the expected credit loss is based on historical loss data, current conditions, and reasonable and supportable forecasts and recorded as an ACL, consistent with treatment for fixed maturity debt securities.
Subsequent recoveries of credit losses are recognized as reversals of the ACL with a corresponding reversal recorded as a component of investment and derivative related losses, net. Additionally, for any purchased financial assets with a more-than-insignificant amount of credit deterioration since original issuance, we establish an ACL at acquisition, which is recorded with the purchase price to establish the initial amortized cost of the investment.
F-14


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
Financial Instruments - RecognitionNOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and MeasurementSignificant Accounting Policies (continued)
On January 1, 2018,Net Investment Income
The components of net investment income include:
Interest income from AFS debt securities and mortgage loans, which is recognized when earned on the constant effective yield method based on estimated timing of cash flows. The amortization of premium and accretion of discount for fixed maturities also takes into consideration call and maturity dates that produce the lowest yield. For securitized financial assets subject to prepayment risk, yields are recalculated and adjusted periodically to reflect historical and/or estimated future prepayments;
Prepayment fees and make-whole payments on AFS debt securities and mortgage loans, which are recognized when earned;
Dividends for equity securities, which are recognized on the ex-dividend date;
Share of earnings for the Company's interests in investment funds, which is recognized when reported in the investee’s financial statements;
A portion of the change in funds withheld, measured as the risk-free return on the host contract;
A reduction for investment expenses.
Investment and Derivative Related Losses, Net
The components of investment and derivative related losses, net include:
Realized gains and losses on the sale of investments, determined on a specific identification basis;
Fair value changes in equity securities;
Fair value changes in derivative contracts (both freestanding and embedded, including the embedded derivative within the funds withheld) that do not qualify, or are not designated, as a hedge for accounting purposes;
Fair value changes for investments where the FVO has been elected;
Impairments and changes in the ACL on AFS debt securities; mortgage loans; and reinsurance recoverables;
Foreign currency transaction remeasurements.
Accrued Interest Receivable
Accrued interest receivable on AFS debt securities and mortgage loans are recorded in other assets on the balance sheets and are not included in the carrying value of the investment. The Company does not include the current accrued interest receivable balance when estimating the ACL. The Company has a policy to write-off accrued interest receivable balances that are more than 90 days past due. Write-offs of accrued interest receivable are recorded as a credit loss component of investment and derivative related losses, net.
Interest income on AFS debt securities and mortgage loans is accrued unless it is past due over 90 days or management deems the interest uncollectible.
Variable Interest Entities
The Company is engaged with various special purpose entities and other entities that are deemed to be variable interest entities ("VIE") primarily as an investor through normal investment activities.
A VIE is an entity that either has investors that lack certain essential characteristics of a controlling financial interest, such as simple majority kick-out rights, or lacks sufficient funds to finance its own activities without financial support provided by other entities. The Company performs ongoing qualitative assessments of its VIE exposures to determine whether the Company (Predecessor Company) adopted updated guidancehas a controlling financial interest in the VIE and therefore is the primary beneficiary. The Company is deemed to have a controlling financial interest when it has both the ability to direct the activities that most significantly impact the economic performance of the VIE and the obligation to absorb losses or right to receive benefits from the VIE that could potentially be significant to the VIE. Based on the Company’s assessment, if it determines it is the primary beneficiary, the Company consolidates the VIE on the Company’s Financial Statements.
Non-Consolidated Variable Interest Entities
The Company, through normal investment activities, makes passive investments in LP and similar legal entity structures which are reported in investment funds on the Company’s balance sheets. For these non-consolidated VIEs, the Company has determined it is not the primary beneficiary as it has no ability to direct activities that could significantly affect the economic performance of the investments.
F-15


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
In addition, the Company makes passive investments in structured securities issued by VIEs for which the Company is not the manager. These investments are reported in fixed maturities, on the Company’s balance sheets. The Company has not provided financial or other support with respect to these investments other than its original investment. For these investments, the Company determined it is not the primary beneficiary due to the relative size of the Company’s investment in comparison to the principal amount of the structured securities issued by the FASB forVIE, the recognitionCompany’s inability to direct the activities that most significantly impact the economic performance of the VIE, and, measurementwhere applicable, the level of credit subordination which reduces the Company’s obligation to absorb losses or right to receive benefits. The Company’s maximum exposure to loss on these investments is limited to the amount of the Company’s investment.
Derivative Instruments
Accounting and Financial Statement Presentation of Derivative Instruments and Hedging Activities
Derivatives are financial instruments through a cumulative effect adjustmentwhose values are derived from interest rates, foreign exchange rates, financial indices or other underlying notional amounts. We regularly invest in derivatives to hedge the opening balances of retained earnings and AOCI. The new guidance requires investmentsrisks inherent in our business, such as interest rate, equity securitiesmarket, issuer credit, currency exchange, or market volatility. We may also invest in derivatives to be measuredmanage liquidity or engage in synthetic replication transactions. Derivatives are carried on the balance sheets at fair value and are reported in other investments and other liabilities. We have master netting agreements with anycertain of our counterparties that provide the legal right of offset and allow for the netting of our derivative asset and liability positions by counterparty. Where applicable, the Company has elected to offset the fair value amounts, income accruals, and related cash collateral receivables and payables of derivatives executed in a legal entity and with the same counterparty or under a master netting agreement.
On the date the derivative contract is entered into, the Company designates the derivative as (1) a hedge of the variability in cash flows of a forecasted transaction or of amounts to be received or paid related to a recognized asset or liability (“cash flow hedge”) or (2) held for other investment and/or risk management purposes, which primarily involve managing asset or liability related risks and do not qualify for hedge accounting.
We formally document all relationships between hedging instruments and hedged items, as well as the risk-management objective and strategy for undertaking each hedge transaction. The documentation identifies how the hedging instrument (i.e., the derivative) is expected to hedge the designated risk (i.e., the specific forecasted transactions) and the method that will be used to assess the hedging instrument’s effectiveness.
To qualify for hedge accounting, the hedging instrument must be assessed as highly effective in offsetting the designated risk. We formally assess hedge effectiveness at both at the hedge’s inception and on a quarterly basis. This assessment is primarily performed using quantitative methods as well as using qualitative methods. Quantitative methods include regression or other statistical analysis of changes in valuation reportedfair value or cash flows associated with the hedge relationship. Qualitative methods may include comparison of critical terms of the derivative to the hedged item.
For derivatives that are designated and qualify as cash flow hedges, including foreign-currency cash flow hedges, the gain or loss on the derivatives are recorded in OCI and are reclassified into net income except for investmentsin the same period during which the hedged transaction impacts net income. Gains and losses on derivatives that are consolidated or are accounted for under the equity method of accounting. The new guidance also requires a deferred tax asset resultingreclassified from net unrealized losses on available-for-sale fixed maturities that are recognized in AOCI to be evaluatednet income, as well as periodic net coupon settlements, are included in the line item within the statements of operations in which the cash flows of the hedged transaction are reported. Cash flows from cash flow hedge are presented in the same category as the cash flows from the hedged transaction on the statements of cash flows.
Investments in derivatives for recoverability in combination with the Company’s other investment or risk management activities do not receive hedge accounting treatment, and primarily relate to strategies used to reduce economic risk or replicate permitted investments. Gains and losses on such derivatives, including periodic net coupon settlements, are reported as a component of investment and derivative related losses, net in the statements of operations.
We discontinue hedge accounting prospectively if: (1) it is determined that the qualifying criteria are no longer met; (2) the derivative is no longer designated as a hedging instrument; or (3) the derivative expires or is sold, terminated or exercised. When cash flow hedge accounting is discontinued because we become aware that it is not probable that the forecasted transaction will occur, the derivative continues to be carried at fair value on the balance sheets, and gains and losses previously recorded in OCI and reported in AOCI are immediately reclassified in net income. In other situations where hedge accounting is discontinued, including those where the derivative is sold, terminated or exercised, amounts previously deferred tax assets. Under prior guidance,in AOCI are reclassified into earnings when earnings are impacted by the hedged transaction.
Embedded Derivatives
The Company reported equity securities, available for sale ("AFS"),purchases and historically issued and assumed financial instruments and products that contain embedded derivative instruments that we record with the associated host contract. For measurement purposes, we bifurcate the embedded derivative from the host contract when we determine that (1) the embedded derivative possesses economic
F-16


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
characteristics that are not clearly and closely related to the economic characteristics of the host contract and (2) a separate instrument with the same terms would qualify as a derivative instrument. The embedded derivative is presented on the same financial statement line item as the host contract, and is carried at fair value with changes in fair value reportedrecorded as a component of investment and derivative related losses.
Credit Risk
Credit risk is defined as the risk of financial loss due to uncertainty of an obligors’ or counterparty’s ability or willingness to meet its obligations in accordance with agreed upon terms. The Company minimizes the credit risk of derivative instruments by entering into transactions with high quality counterparties primarily rated A or better, which are monitored and evaluated by the Company’s risk management team and reviewed by senior management. The Company monitors counterparty credit exposure on a monthly basis to ensure compliance with Company policies and statutory limitations. Credit exposures are measured using the market value of the derivatives, resulting in amounts owed to the Company by its counterparties or potential payment obligations from the Company to its counterparties.
The Company generally requires that over-the-counter (“OTC”) derivative contracts, other than certain forward contracts, be governed by International Swaps and Derivatives Association agreements which are structured by legal entity and by counterparty, and permit right of offset. OTC-cleared derivatives are governed by clearing house rules. Transactions cleared through a central clearing house reduce risk due to their ability to require daily variation margin and act as an independent valuation source. Some agreements require daily collateral settlement based upon agreed upon thresholds. For purposes of daily derivative collateral maintenance, credit exposures are generally quantified based on the prior business day’s market value and collateral is pledged to and held by, or on behalf of, the Company to the extent the current value of the derivatives exceed the contractual thresholds. For the Company’s domestic derivative programs, the maximum uncollateralized threshold for a derivative counterparty for a single legal entity is $7.
Reinsurance
The Company enters into reinsurance transactions with unaffiliated and affiliate insurer counterparties for a variety of reasons, including strategic business growth opportunities (for assumed transactions) and capital and risk management (for ceded transactions). Reinsurance is placed with reinsurers that meet strict financial criteria established by the Company, and the Company regularly evaluates the financial condition of its reinsurers and concentrations of credit risk. Failure of counterparties to honor their obligations could result in losses to the Company. Ceded reinsurance arrangements do not discharge the Company’s liability as the primary insurer.
We assume insurance from and cede insurance to our counterparties using a variety of structures, including: coinsurance, coinsurance with funds withheld, modified coinsurance, and yearly renewable term. For an agreement to qualify for reinsurance accounting, it must include insurance risk (inclusive of underwriting, investment, and timing risk) and satisfy risk transfer conditions that include a reasonable possibility of a significant loss for the assuming entity. If an arrangement does not meet risk transfer requirements, the Company accounts for the arrangement using deposit accounting (i.e., as a financing transaction).
Reinsurance recoverables are generally recognized and measured consistent with the liabilities of the underlying contracts. Reinsurance recoverables include balances due from counterparties for paid and unpaid losses and are presented net of an ACL, which is based on the expectation of potential lifetime credit loss from the counterparty. Premiums and benefits and losses reflect the net effects of assumed and ceded reinsurance transactions. Included in other comprehensive income. Asassets are prepaid reinsurance premiums, which represent the portion of January 1, 2018,premiums ceded to reinsurers applicable to the unexpired terms of the reinsurance agreements. For assumed reinsurance of existing in-force blocks, a net loss on reinsurance is recorded as deferred acquisition costs (“DAC”) and a net gain on reinsurance is recorded as unearned revenue reserves (“URR”). Certain MRBs have also been reinsured, and these are reflected within reinsurance recoverables on the balance sheets.
Under coinsurance arrangements, reserves and invested assets are transferred from the ceding insurer to the reinsurer. In certain arrangements, the reinsurer holds the assets supporting the reserves in a trust for the benefit of the ceding insurer. Refer to Note 6 - Reinsurance for additional information related to the various trusts the Company (Predecessor Company) reclassifiedmaintains.
Under coinsurance with funds withheld arrangements, ceded reserves are transferred to the reinsurer; however, invested assets that support the reserves are retained by the ceding insurer, and the counterparties periodically settle profit and loss with respect to the investment returns. Under modified coinsurance arrangements, both the ceded reserves and the invested assets that support the reserves are retained by the ceding insurer, and the counterparties periodically net settle profit and loss with respect to both the investment returns and the underlying insurance obligations.
Both modified coinsurance and coinsurance with funds withheld arrangements require the ceding insurer to establish a mechanism which legally segregates the invested assets. The Company maintains the right of offset on general account assets and liabilities reinsured on both a coinsurance with funds withheld and modified coinsurance basis, but we have elected to present balances due from AOCIand due to retainedreinsurance counterparties on a gross basis, as reinsurance recoverables
F-17


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
and funds withheld liability for ceded reinsurance or funds withheld at interest for assumed reinsurance on the balance sheets. Separate account assets and liabilities assumed on a modified coinsurance basis are reported on a net basis on the balance sheets. Revenue, however, is recorded from the reinsurance of separate accounts as premiums or policy charges and fee income on the statements of operations.
Value of Business Acquired, Deferred Acquisition Costs, Unearned Revenue Reserves, and Other Balances
Value of Business Acquired
Value of business acquired (“VOBA”) is an intangible asset that represents the portion of a purchase price allocated to the estimated value assigned to the right to receive future gross profits from cash flows and earnings net unrealized gains of $11, after tax,acquired insurance and investment contracts as of the date of the acquisition. It is based on the actuarially estimated present value of future cash flows of the acquired contracts in-force as of the date of the acquisition. The principal assumptions used in estimating VOBA include equity market returns, mortality, persistency, expenses, and discount rates, in addition to other factors that the Company expects to experience in future years. Actual experience on the acquired contracts may vary from these projections and the recovery of VOBA is dependent upon the future profitability of the related to equity securities having abusiness.
For certain transactions, the fair value of $154. Beginningobligations related to acquired insurance and investment contracts exceed the book value of policy liabilities, resulting in 2018,additional reserves (“negative VOBA”). Negative VOBA is presented separately from VOBA as an additional reserve included either in the reserve for future policy benefits or other policyholder funds and benefits payable on the balance sheets, depending on the presentation for the underlying contracts generating the amount.
The Company tests the aggregate recoverability of positive VOBA by comparing the existing balance to the present value of future profitability.
Deferred Acquisition Costs
As noted in the Reinsurance section above, specific to assumed block reinsurance, the excess of reserves and ceding commission over assets received is recorded as DAC. In addition, costs such as commissions are capitalized when incurred if directly related to the successful acquisition of new or existing insurance contracts.
Unearned Revenue Reserve
As noted in the Reinsurance section above, a net gain on assumed reinsurance is recorded as URR within other policyholder funds and benefits payable on the balance sheets.
Amortization of Deferred Acquisition Costs and Other Balances
The Company amortizes VOBA, DAC, URR and other balances (e.g., adjustments associated with FIA MRBs) through net income on a constant-level basis over the expected term for a group of contracts (i.e., cohorts), using the same cohorts used to estimate the associated liabilities for those contracts. Inputs and assumptions are required for determining the expected term of contracts and are consistent with those used to estimate the related liabilities. The determination of such assumptions uses accepted actuarial methods to estimate decrement rates related to policyholder behavior for lapses, withdrawals (surrenders) and mortality.
The constant-level basis uses a method specific to the underlying product, generally policy counts or gross premiums, and approximates a pattern of straight-line amortization at an individual contract level. The amortization rate is calculated at the end of each reporting period, and is inclusive of actual experience for the reporting period and any assumption updates. The revised amortization rate is applied prospectively from the beginning of the current reporting period. Amortization can never result in an increase of the VOBA, DAC or URR balance initially established.
Refer to Note 7 - Value of Business Acquired, Deferred Acquisition Costs, Unearned Revenue Reserves, and Other Balances for further information.
Refer to Note 10 - Reserve for Future Policy Benefits for additional information regarding the assumptions for the LFPB and additional liabilities for other insurance benefits.
Income Taxes
We measure income taxes using the asset and liability method, where deferred income taxes are recognized to represent the tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years the temporary differences are expected to reverse. We evaluate the likelihood of realizing the benefit of deferred tax assets, and if required, record a valuation allowance to reduce the total deferred tax asset, net of valuation allowance, to an amount that will more likely than not be realized. The Company classifies interest and penalties (if applicable) as income tax expense in the statements of operations.
F-18


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
Refer to Note 14 - Income Taxes for additional information.
Goodwill
Goodwill represents the excess of the purchase price of an acquired business over the fair value of identifiable net assets acquired, and is allocated to identified reporting units. Goodwill is not amortized but is evaluated for impairment on an annual basis or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. Our methodology for conducting this goodwill impairment evaluation includes both a qualitative and quantitative assessment.
The Company has the option to initially perform an assessment of qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The qualitative factors may include, but are not limited to, economic conditions, industry and market considerations, cost factors, overall financial performance of the entity or a reporting unit and other company and entity-level or reporting unit-specific events. If it is determined that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, we then perform a quantitative assessment. If the carrying values of the reporting units exceed their fair value, an impairment loss is recognized and the carrying amount of goodwill is adjusted.
Refer to Note 8 - Goodwill and Other Intangible Assets for additional information.
Other Intangible Assets
Other intangible assets with definite lives are amortized over the estimated useful life of the asset and consist of software amortized over a period not to exceed seven years. Other intangible assets with indefinite lives primarily consist of state insurance licenses, and are not amortized but are reviewed annually in the Company’s impairment evaluation. They will be tested for impairment more frequently if an event occurs or circumstances change to indicate the fair value of indefinite-lived other intangible assets is less than the carrying value.
Refer to Note 8 - Goodwill and Other Intangible Assets for additional information.
Separate Accounts
The Company has issued VA and life insurance contracts through its separate accounts, which represent funds maintained to meet specific investment objectives of policyholders who direct the investments and bear the investment risk, with the exception of any contractual minimum guarantees made by the Company reportswith respect to certain accounts, which are considered market risk benefits. Separate account assets are legally segregated and are not subject to claims that arise out of any other business of the Company. The Company’s separate account products include the variable account value portion of VA, variable life insurance products and individual, institutional, and governmental investment contracts. The Company has reinsured certain separate account policies on a modified coinsurance basis to unaffiliated reinsurers.
We report separate account assets as a summary total based on the fair value of the underlying investments. A corresponding summary total separate account liabilities is reported at an amount equal to separate account assets, and represents the account balance to be returned to the contractholder. The investment risk is solely borne by the contractholders and investment income and investment related and unrealized gains and losses of the separate accounts directly accrue to the contractholders; therefore, they are not recognized in the statements of operations. The Company recognizes fee income for investment management, certain administrative services and cost of insurance charges.
Refer to Note 9 - Separate Accounts for additional information and Note 12 - Market Risk Benefits for further information.
Reserve for Future Policy Benefits
Reserve for future policy benefits represent estimated insurance liabilities and primarily consist of the liability for future policy benefits (“LFPB”), deferred profit liability (“DPL”) related to life-contingent payout annuities, and additional liabilities for ULSG contracts. Reserve for Future Policy Benefits also consists of traditional long-duration insurance reserves for whole life and guaranteed term life insurance and other contracts.
Liability for Future Policy Benefits
The LFPB includes reserves for life-contingent contract annuitizations, including structured settlements and terminal funding agreements and traditional life insurance contracts. Insurance contracts are grouped into cohorts based on issue year and contract type for purposes of recognizing the LFPB. For contracts acquired through an inforce reinsurance arrangement or business combination, multiple issue years prior to the acquisition date are generally aggregated for purposes of identifying a single, issue-year cohort.
The LFPB is calculated using standard actuarial methods, which consider the present value of future benefits and related expenses to be paid, less the present value of the portion of future premiums required. Such calculations are measured using updated cash flow and discount rate assumptions. The Company updates the LFPB at least quarterly for actual
F-19


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
experience and future cash flow assumptions are evaluated at least annually. Cash flow assumptions include, among others, mortality and lapse rates, and are reviewed and updated, as needed, following the Company’s assumption review in the third quarter. Cash flow assumptions may be updated more frequently, if necessary, based on trending experience and future expectations. The effect on the LFPB attributable to updates for actual experience and updates in cash flow assumptions are both recorded as benefits and losses. However, actual experience (e.g., paid claims) is reported as benefits and losses while remeasurement of the LFPB for the effect of cash flow assumption updates is reported as a separate remeasurement gain (loss).
The LFPB is computed at amounts that, with additions from interest on such reserves compounded annually at assumed rates, are expected to be sufficient to meet the Company’s policy obligations at their maturities or in the event of an insured’s death.
Cash flows are discounted using an upper-medium grade (or low credit risk), fixed-income instrument yield (the equivalent of a Single A corporate bond rate). We establish the upper-medium grade yield for each cohort as of contract inception. The contract inception date is identified as the acquisition date for contracts acquired through an inforce reinsurance arrangement or business combination. For contracts issued evenly throughout a reporting period (or subsequent annuitizations for life-contingent payout annuities), a weighted-average discount rate is calculated on a quarterly basis. Reserve accretion in subsequent measurement periods calculated using the locked-in yield curve established at contract inception is recorded as benefit expense through net income.
The LFPB is additionally remeasured each reporting period using current upper-medium grade yields, and the effect on the LFPB attributable to changes in the discount rate is recorded in OCI. The Company maximizes the use of observable data as of each valuation date when developing an upper-medium grade yield curve designed to reflect the duration characteristics of the insurance liabilities.
Deferred Profit Liability
The DPL is recognized at contract inception of limited-payment contracts and represents the profit margin in premiums paid over a shorter duration than the claim payment period. The DPL accretes interest similar to the LFPB and is amortized in a constant relationship with expected future benefits payments for annuity contracts and insurance in force for life contracts. Amortization is recognized in benefits and losses within the statements of operations.
Consistent with the LFPB, the Company updates the DPL at least quarterly for actual experience, and future cash flow assumptions are reviewed and updated, as needed, following the Company’s assumptions review in the third quarter. Cash flow assumptions may be updated more frequently, if necessary, based on trending experience and future expectations. Consistent with the LFPB, actual experience is reported as benefits and losses while the effect on the DPL attributable to updates in cash flow assumptions is reported as a separate remeasurement loss (gain) within benefits and losses in the statements of operations.
Refer to Note 10 - Reserve for Future Policy Benefits for additional information.
Additional Liability for Universal Life with Secondary Guarantees
Reserves for such ULSG benefits are included within the reserve for future policy benefits on the balance sheets, as they provide additional protection against policy termination and may continue to provide a death benefit, even if there is insufficient policy value to cover the monthly deductions and charges.
Additional liabilities for other insurance benefits are determined by estimating the expected present value of the benefits in excess of the policyholder’s expected account value in proportion to the present value of total expected contract assessments and investment margin. Present values are discounted at the contract rate, and interest accrues on the liability using the same rate. The reserve is reduced by the amount of cumulative excess payments but is never reduced below zero. Consistent with the LFPB, the reserve calculation is updated on a quarterly basis for actual experience, and future cash flow assumptions are reviewed and updated, as needed, following the Company’s assumptions review in the third quarter. Consistent with the LFPB, actual experience is reported as benefits and losses while the effect on the additional liabilities attributable to updates in cash flow assumptions is reported as a separate remeasurement loss (gain) within benefits and losses in the statements of operations.
Other Policyholder Funds and Benefits Payable
Other policyholder funds and benefits payable primarily consists of policyholder account balances (“PABs”), URR, negative VOBA, and other balances. Refer to the Reinsurance and VOBA policy sections above for additional information on URR and negative VOBA. Other balances primarily include FIA host offsets, which are amounts used to offset the value of the MRB at contract inception, and is further described in the MRB policy section below.
F-20


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
Policyholder Account Balance
PABs represent the fixed contract value that has accrued to the benefit of the policyholder as of the balance sheet date and are applicable for contracts with explicit account values, including VA, fixed annuities, corporate-owned life insurance (“COLI”), and other universal life-type products (“UL”). This liability is primarily associated with the accumulated account deposits, plus interest credited, less policyholder withdrawals and other charges assessed against the account balance, as applicable. The liability recognized for non-life contingent payout annuities, including structured settlements, is measured as the present value of future payments using the effective yield at contract inception. Significant changes in experience or assumptions related to PABs for UL-type products may require the Company to establish premium deficiency reserves. Premium deficiency reserves, if any, are established based on current assumptions without considering a provision for adverse deviation. Changes in or deviations from the assumptions used can significantly affect the Company’s reserve levels and results from operations.
FIA contract balances appreciate based on a minimum guaranteed credited rate or the performance of market indices, and generally protect the contract owner against loss of principal and may include living withdrawal benefits or enhanced annuitization benefits. FIAs allow the policyholder to elect a fixed interest rate return or an equity securitiesmarket index.
For FIA contracts where an equity market index is elected, the account value attributable to equity performance, which is not clearly and closely related to the host insurance contract, is recognized as an embedded derivative. The liability reported on the balance sheets is equal to the sum of the fair value of the embedded derivative and the host contract. The host contract, identified as the non-variable guaranteed minimum contract value, is initially measured as the contract inception account value less a host contract adjustment equal to the initial fair value of the embedded derivative. The host contract adjustment is subsequently accreted over the underlying policy’s expected life. The fair value of the embedded derivative is measured as the present value of cash flows attributable to the indexed strategies, and is derived using assumptions to estimate future account values. The embedded derivative cash flows are discounted using a rate that reflects our own credit rating.
Refer to Note 11 - Other Policyholder Funds and Benefits Payable and Note 5 - Fair Value Measurements for additional information.
Market Risk Benefits
The Company historically issued and assumes via reinsurance certain guarantees and product features on VA and FIA products which protect the contractholder from, and expose the Company to, other-than-nominal capital market risk. The Company recognizes these features as MRBs, which include guaranteed minimum death benefit (“GMDB”), guaranteed minimum withdrawal benefit (“GMWB”) and guaranteed minimum income benefit (“GMIB”) for VA products, as well as guaranteed lifetime withdrawal benefit (“GLWB”), as well as expected annuitization benefits for FIA products.
MRBs are measured at the individual contract level and multiple MRBs within a single contract are measured and recognized as a single, compound MRB. MRBs are carried at fair value and may be recognized as a liability or an asset, and are reported separately as MRB liabilities or assets on the balance sheets as there is no legal right of offset between contracts.
The fair value of MRBs is measured as the present value of expected future benefits payments to contractholder, less the present value of expected fees attributable to the MRB, if applicable. The cash flows associated with MRBs are discounted utilizing a risk-free discount rate, plus an applicable credit spread for the instrument-specific credit risk (“ISCR”). To estimate the appropriate credit spread, the Company considers its own credit risk for directly written and assumed contracts and the reinsurer’s credit risk for MRBs that are reinsured. Changes in the fair value of MRBs are recorded as a change in market risk benefits within net income, excluding portions attributed to changes in the Company’s own credit risk, which are recorded in OCI. For MRBs that are reinsured, changes in the MRB attributable to changes in the reinsurer’s nonperformance risk are recognized as part of the change in market risk benefits recorded through net income.
At contract inception, we assess the fees and assessments collectible from the policyholder and allocate them to the extent they are attributable to the MRB. If attributed fees are sufficient to cover the projected benefits, a non-option based valuation model is used. If attributed fees are insufficient to cover the projected benefits (or there are no explicit fees collectible from the policyholder), an option-based valuation model is used. MRBs calculated using an option-based model are measured and recognized at contract inception and for FIA contracts, an equivalent contra-liability, referred to as a host offset, is recognized in other policyholder funds and benefits payable on the balance sheets.
Upon annuitization of the contract or the extinguishment of the account balance, the MRB, related annuity contract and unamortized deferred costs are derecognized, including amounts within AOCI, and a LFPB for the remaining payout annuity contract is established, if applicable.
Directly written and assumed MRBs are not reduced for those riders that are ceded under reinsurance agreements. Instead, ceded MRBs are measured at fair value reportedand are separately recorded in net realized capital gainsreinsurance recoverables on the balance sheets.
F-21


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and losses.Significant Accounting Policies (continued)
Refer to Note 12 - Market Risk Benefits for additional information.
Revenue RecognitionSignificant Accounting Policies
On January 1, 2018,The Company’s significant accounting policies are as follows:
Segment Information
The Company has one reportable segment and its principal products and services are comprised of variable, fixed and payout annuities, FIAs, and private-placement life insurance. The Company's determination that it has one reportable segment is based on the Company (Predecessor Company) adoptedfact that the FASB’s updated guidanceCompany's chief operating decision maker reviews the Company's financial performance at an aggregate level.
Investments
Fixed Maturities
Fixed maturities consist of debt securities including bonds, structured securities, redeemable preferred stock and commercial paper. Structured securities include asset-backed securities (“ABS”), collateralized loan obligations (“CLO”), commercial mortgage-backed securities (“CMBS”), and residential mortgage-backed securities (“RMBS”). Most of these investments are classified as available-for-sale (“AFS”) and are carried at fair value, net of ACL. Unrealized gains and losses (i.e., after-tax difference between fair value and cost or amortized cost) not attributable to ACL are reflected in equity as a component of accumulated other comprehensive loss ("AOCI").
Equity Securities
Equity securities are carried at fair value with any changes in fair value recorded in investment and derivative related losses, net in the statement of operations.
Mortgage Loans
Mortgage loans are carried at the outstanding principal balance adjusted for recognizing revenue from contracts with customers,amortization of premiums and accretion of discounts, net of ACL. Interest income is accrued on the principal balance of the loan based on the loan’s contractual interest rate.
Policy Loans
Policy loans are carried at outstanding principal balance, which excludes insurance contracts and financial instruments. Revenue subject to the guidanceapproximates fair value. Interest income is recognized when,as earned using the contractual interest rate. Generally, accrued interest is capitalized on the policy’s anniversary date. Valuation allowances are not established for policy loans, as they are fully collateralized by the cash surrender value of the underlying insurance policies. Any unpaid principal and accrued interest are deducted from the cash surrender value or as, goods or servicesthe death benefit prior to settlement of the insurance policy.
Investment Funds
Investment funds principally represent LPs and other similar legal entity structures accounted for under the equity method. Under the equity method, investments are transferred to customers in an amount that reflects the consideration that an entity is expected to receive in exchange for those goods or services. The updated guidance is consistent with previous guidance for the Company’s transactions and did not have an effectgenerally carried based on the Company’s financial position, cash flows orpro rata ownership percentage in the net assets of the investee, and the Company’s share of earnings is included in net investment income.
Revenue from customers for other than insurance andRecognition of income related to investment contracts was $80 and $84funds is often delayed due to the availability of the related financial information, which may be reported on a lag of up to three months. Accordingly, income for the years ended December 31, 20202023 and 2019, respectively2022 (Successor Company), $54 for the period of JuneJuly 1, 20182021 to December 31, 20182021 (Successor Company) and $40 for the period of January 1, 20182021 to May 31, 2018June 30, 2021 (Predecessor Company). The Company earns revenues from these contracts primarily for administrative may not include the full impact of current year changes in valuations of the underlying assets and distribution services fees from offering certain fund families as investment options in its variable annuity products. Fees are primarily based on the average daily net asset valuesliabilities of the funds andfor that same calendar year, which are recorded in the period in which the services are provided and collected monthly. Fluctuations in domestic and international markets and related investment performance, volume and mix of sales and redemptions of the funds, and other changes to the composition of assets under management are all factors that ultimately have a direct effect on fee income earned.
Hedging Activities
The FASB issued updated guidance on hedge accounting. The updates allow hedge accounting for new types of interest rate hedges of financial instruments and simplify documentation requirements to qualify for hedge accounting. In addition, any gain or loss from hedge ineffectiveness will be reported in the same income statement line with the effective hedge results and the hedged transaction. For cash flow hedges, the ineffectiveness will be recognized in earnings only when the hedged transaction affects earnings; otherwise, the ineffectiveness gains or losses will remain in AOCI. Under previous accounting, total hedge ineffectiveness was reported separately in realized gains and losses apartgenerally obtained from the hedged transaction. The updated guidance was effective January 1, 2019 through a cumulative effect adjustment that will reclassify cumulative ineffectiveness on open cash flow hedges from retained earnings to AOCI. As a result of pushdown accounting, derivative instruments that qualified for hedge accounting were recorded at fair value through adjustments to additional paid in capital at the acquisition date. As of December 31, 2018 (Successor Company), the Company had no derivative instruments that qualify for hedge accounting, therefore there was no impact on the Company's financial statements upon adoption.
Changes to the Disclosure Requirements for Fair Value Measurement
On August 28, 2018 the FASB issued Accounting Standards Update ("ASU") 2018-13 which removes, modifies and adds certain disclosure requirements related to fair value measurements in ASC 820, Fair Value Measurements. As permitted by the guidance, the Company early adopted amendments in this guidance effective December 31, 2019. The adoption of ASU 2018-13 did not have a material impact on the Company's consolidated financial statements.entity’s managers, general partners, or managing members.
F-13


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)

Financial Instruments - Credit LossesOther Investments
On January 1, 2020 the Company adopted ASU 2016-13, Financial Instruments - Credit Losses (Topic 326), MeasurementOther investments consist of Credit Losses on Financial Instruments,("ASU 2016-13", or "CECL") together with related updated guidance for recognition and measurement of credit losses on certain financialderivative instruments not carried at fair value including reinsurance recoverables. This guidance replaces the “incurred loss” approachand real estate held directly, which is recorded at amortized cost.
Cash and Cash Equivalents
Cash is carried at cost and includes cash on hand, demand deposits with banks or other financial institutions, money market funds, and all highly liquid debt instruments purchased with an “expected loss” model for recognizing credit losses fororiginal maturity of three months or less.
Short-Term Investments
Short-term investments include financial instruments with remaining maturities less than twelve months when purchased. Short-term investments include financial instruments that would otherwise qualify as cash equivalents but are acquired with the primary objective of earning investment income, and make up $714 and $1,272 of the carrying amount as of December 31, 2023 and 2022, respectively. Short-term loans and short-term investments that would otherwise qualify as cash equivalents are carried at fair value, where amortized cost approximates fair value. Short-term debt securities are generally classified as AFS and accounted for consistent with our policies for fixed maturities described above.
Funds Withheld Liability
The Company records a funds withheld liability under ceded coinsurance with funds withheld or modified coinsurance arrangements, which resultedrepresents the fair value of segregated invested assets. The funds withheld liability is comprised of a host contract and an embedded derivative. The funds withheld liability is measured as the total of the host contract, which the Company has assessed as the book value of assets, and the embedded derivative, which the Company has assessed as the net unrealized gains (losses) on the underlying assets as the Company is obligated to pay the total return on the underlying investments. The Company records the total return of the funds withheld within net income (inclusive of the return on both the host contract and the embedded derivative). The Company allocates the total return between net investment income, measured as a risk-free rate on the host contract, and net investment and derivative related losses, net, measured as the difference between the total return and host accretion.
Fair Value Option ("FVO")
The Company has elected the fair value option (“FVO”) for certain corporate bonds included in fixed maturities, and investment funds. Where elected, changes in fair value of investments are recorded as investment and derivative related losses, net.
Impairment of Investments and the recognitionAllowance for Credit Losses
We review our fixed maturities for declines in fair value that could be impairment related, or attributable to credit risk factors that may require an ACL. If we intend to sell a debt security where amortized cost exceeds fair value, or we determine it is more likely than not that we will be required to sell a debt security before recovery of greater allowancesamortized cost, we determine an impairment has occurred and amortized cost is written down to fair value with a corresponding charge recorded as a component of investment and derivative related losses, net.
If amortized cost exceeds fair value, but we do not intend to sell a security and we determine it is not more likely than not that we will be required to sell before recovery of amortized cost, we evaluate the security for losses. Underindicators of a credit loss that may require an ACL. We evaluate a number of factors to determine whether a decline in fair value is attributable to a credit loss, including but not limited to: market interest rates and issuer credit ratings and outlooks. The significance of the new model,decline in fair value is a factor in our analysis, but is generally not determinative in whether we record a credit loss, as other factors are often more relevant in our evaluation of a security. If we determine a credit loss has occurred, we record as an allowanceACL with a corresponding charge recorded as component of investment and derivative related losses, net. The remaining change in fair value is recorded in equity as a component of AOCI.
We also evaluate other financial instruments for credit losses, ("ACL") is recognized as an estimate of credit losses expected over the life of financial instruments, such as mortgage loans, reinsurance recoverables, and off-balance sheet credit exposures that the Company cannot unconditionally cancel. The measurement of the expected credit loss estimate is based on historical loss data, current conditions, and reasonable and supportable forecasts.
Credit losses on fixed maturities, AFS carried at fair value continue to be measured similar to previous guidance for other-than-temporary impairments ("OTTI"); however, losses are now recognized through the ACLforecasts and no longerrecorded as an adjustment to the amortized cost. RecoveriesACL, consistent with treatment for fixed maturity debt securities.
Subsequent recoveries of OTTI on fixed maturities, AFScredit losses are recognized as reversals of the ACL recognized through net realized capital gainswith a corresponding reversal recorded as a component of investment and derivative related losses, and no longer accreted as net investment income through an adjustment to the investment yield. For fixed maturities, AFS this guidance is applied prospectively.net. Additionally, the new guidance requiresfor any purchased financial assets with a more-than-insignificant amount of credit deterioration since original issuance, towe establish an ACL at acquisition, which is recorded with the purchase price to establish the initial amortized cost of the investment.
The Company adopted the guidance through a cumulative-effect adjustment that decreased retained earnings by $11, after tax, primarily related to the Company's mortgage loan investments. No ACL was recognized at adoption for fixed maturities, AFS as those provisions of the guidance are applied prospectively. Upon adoption, the Company did not have any purchased financial assets with a more-than-insignificant amount of credit deterioration since original issuance.
Summary of Adoption Impacts
ACL on mortgage loans$(9)
ACL on reinsurance recoverables(5)
Deferred income tax asset
Net decrease to retained earnings$(11)
Future Adoption of New Accounting Standards
Targeted Improvements to the Accounting for Long Duration Contracts
The FASB issued ASU 2018-12 on August 15, 2018 which impacts the existing recognition, measurement, presentation and disclosure requirements for certain long duration contracts issued by an insurance company. The guidance is intended to improve the timeliness of recognizing changes in the liability for future policy benefits by requiring annual or more frequent updates of insurance assumptions and modifying the rate used to discount future cash flows. Cash flows under the new guidance are required to be discounted using an upper-medium grade fixed income instrument yield. The discount rate is required to be updated at each reporting date, with the effect of discount rate changes on the liability recorded in OCI. This is a change from current GAAP which utilizes assumptions, including discount rate, "locked in" at policy issuance and until such time significant changes in experience or assumptions may require the Company to establish premium deficiency reserves. When this occurs, premium deficiency reserves are recognized by unlocking reserve assumptions to eliminate a reserve deficiency under current GAAP.
Further, the guidance seeks to improve the accounting for certain market-based options or guarantees associated with account balance contracts and improve the effectiveness of the required disclosures. These market risk benefit features are required to be measured at fair value with changes in fair value recorded in net income with the exception of changes in the fair value attributable to a change in the instrument's credit risk, which are required to be recognized in OCI. Additionally, this ASU requires new disclosures including liability rollforwards and information about significant inputs, judgments, assumptions, and methods used in the measurement.
This guidance was amended through the issuance of ASU 2020-11, which deferred the effective date the Company is required to adopt the guidance to January 1, 2023, with early adoption permitted. The Company continues to assess its policies, processes, and applicable systems to determine the impact this standard will have on its operations and financial results. While it is not possible to reasonably estimate the expected impact of adoption at this time, given the nature and extent of the required changes to a significant portion of the Company’s operations, adoption is expected to have a material impact on our consolidated financial statements and related disclosures. This guidance represents a significant change from existing GAAP; however, it does not change the underlying economics of the business or its related cash flows.
F-14


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
Net Investment Income
The components of net investment income include:
Interest income from AFS debt securities and mortgage loans, which is recognized when earned on the constant effective yield method based on estimated timing of cash flows. The amortization of premium and accretion of discount for fixed maturities also takes into consideration call and maturity dates that produce the lowest yield. For securitized financial assets subject to prepayment risk, yields are recalculated and adjusted periodically to reflect historical and/or estimated future prepayments;
Prepayment fees and make-whole payments on AFS debt securities and mortgage loans, which are recognized when earned;
Dividends for equity securities, which are recognized on the ex-dividend date;
Share of earnings for the Company's interests in investment funds, which is recognized when reported in the investee’s financial statements;
A portion of the change in funds withheld, measured as the risk-free return on the host contract;
A reduction for investment expenses.
Investment and Derivative Related Losses, Net
The components of investment and derivative related losses, net include:
Realized gains and losses on the sale of investments, determined on a specific identification basis;
Fair value changes in equity securities;
Fair value changes in derivative contracts (both freestanding and embedded, including the embedded derivative within the funds withheld) that do not qualify, or are not designated, as a hedge for accounting purposes;
Fair value changes for investments where the FVO has been elected;
Impairments and changes in the ACL on AFS debt securities; mortgage loans; and reinsurance recoverables;
Foreign currency transaction remeasurements.
Accrued Interest Receivable
Accrued interest receivable on AFS debt securities and mortgage loans are recorded in other assets on the balance sheets and are not included in the carrying value of the investment. The Company does not include the current accrued interest receivable balance when estimating the ACL. The Company has a policy to write-off accrued interest receivable balances that are more than 90 days past due. Write-offs of accrued interest receivable are recorded as a credit loss component of investment and derivative related losses, net.
Interest income on AFS debt securities and mortgage loans is accrued unless it is past due over 90 days or management deems the interest uncollectible.
Variable Interest Entities
The Company is engaged with various special purpose entities and other entities that are deemed to be variable interest entities ("VIE") primarily as an investor through normal investment activities.
A VIE is an entity that either has investors that lack certain essential characteristics of a controlling financial interest, such as simple majority kick-out rights, or lacks sufficient funds to finance its own activities without financial support provided by other entities. The Company performs ongoing qualitative assessments of its VIE exposures to determine whether the Company has a controlling financial interest in the VIE and therefore is the primary beneficiary. The Company is deemed to have a controlling financial interest when it has both the ability to direct the activities that most significantly impact the economic performance of the VIE and the obligation to absorb losses or right to receive benefits from the VIE that could potentially be significant to the VIE. Based on the Company’s assessment, if it determines it is the primary beneficiary, the Company consolidates the VIE on the Company’s Financial Statements.
Non-Consolidated Variable Interest Entities
The Company, through normal investment activities, makes passive investments in LP and similar legal entity structures which are reported in investment funds on the Company’s balance sheets. For these non-consolidated VIEs, the Company has determined it is not the primary beneficiary as it has no ability to direct activities that could significantly affect the economic performance of the investments.
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TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
In addition, the Company makes passive investments in structured securities issued by VIEs for which the Company is not the manager. These investments are reported in fixed maturities, on the Company’s balance sheets. The Company has not provided financial or other support with respect to these investments other than its original investment. For these investments, the Company determined it is not the primary beneficiary due to the relative size of the Company’s investment in comparison to the principal amount of the structured securities issued by the VIE, the Company’s inability to direct the activities that most significantly impact the economic performance of the VIE, and, where applicable, the level of credit subordination which reduces the Company’s obligation to absorb losses or right to receive benefits. The Company’s maximum exposure to loss on these investments is limited to the amount of the Company’s investment.
Derivative Instruments
Accounting and Financial Statement Presentation of Derivative Instruments and Hedging Activities
Derivatives are financial instruments whose values are derived from interest rates, foreign exchange rates, financial indices or other underlying notional amounts. We regularly invest in derivatives to hedge the risks inherent in our business, such as interest rate, equity market, issuer credit, currency exchange, or market volatility. We may also invest in derivatives to manage liquidity or engage in synthetic replication transactions. Derivatives are carried on the balance sheets at fair value and are reported in other investments and other liabilities. We have master netting agreements with certain of our counterparties that provide the legal right of offset and allow for the netting of our derivative asset and liability positions by counterparty. Where applicable, the Company has elected to offset the fair value amounts, income accruals, and related cash collateral receivables and payables of derivatives executed in a legal entity and with the same counterparty or under a master netting agreement.
On the date the derivative contract is entered into, the Company designates the derivative as (1) a hedge of the variability in cash flows of a forecasted transaction or of amounts to be received or paid related to a recognized asset or liability (“cash flow hedge”) or (2) held for other investment and/or risk management purposes, which primarily involve managing asset or liability related risks and do not qualify for hedge accounting.
We formally document all relationships between hedging instruments and hedged items, as well as the risk-management objective and strategy for undertaking each hedge transaction. The documentation identifies how the hedging instrument (i.e., the derivative) is expected to hedge the designated risk (i.e., the specific forecasted transactions) and the method that will be used to assess the hedging instrument’s effectiveness.
To qualify for hedge accounting, the hedging instrument must be assessed as highly effective in offsetting the designated risk. We formally assess hedge effectiveness at both at the hedge’s inception and on a quarterly basis. This assessment is primarily performed using quantitative methods as well as using qualitative methods. Quantitative methods include regression or other statistical analysis of changes in fair value or cash flows associated with the hedge relationship. Qualitative methods may include comparison of critical terms of the derivative to the hedged item.
For derivatives that are designated and qualify as cash flow hedges, including foreign-currency cash flow hedges, the gain or loss on the derivatives are recorded in OCI and are reclassified into net income in the same period during which the hedged transaction impacts net income. Gains and losses on derivatives that are reclassified from AOCI to net income, as well as periodic net coupon settlements, are included in the line item within the statements of operations in which the cash flows of the hedged transaction are reported. Cash flows from cash flow hedge are presented in the same category as the cash flows from the hedged transaction on the statements of cash flows.
Investments in derivatives for the Company’s other investment or risk management activities do not receive hedge accounting treatment, and primarily relate to strategies used to reduce economic risk or replicate permitted investments. Gains and losses on such derivatives, including periodic net coupon settlements, are reported as a component of investment and derivative related losses, net in the statements of operations.
We discontinue hedge accounting prospectively if: (1) it is determined that the qualifying criteria are no longer met; (2) the derivative is no longer designated as a hedging instrument; or (3) the derivative expires or is sold, terminated or exercised. When cash flow hedge accounting is discontinued because we become aware that it is not probable that the forecasted transaction will occur, the derivative continues to be carried at fair value on the balance sheets, and gains and losses previously recorded in OCI and reported in AOCI are immediately reclassified in net income. In other situations where hedge accounting is discontinued, including those where the derivative is sold, terminated or exercised, amounts previously deferred in AOCI are reclassified into earnings when earnings are impacted by the hedged transaction.
Embedded Derivatives
The Company purchases and historically issued and assumed financial instruments and products that contain embedded derivative instruments that we record with the associated host contract. For measurement purposes, we bifurcate the embedded derivative from the host contract when we determine that (1) the embedded derivative possesses economic
F-16


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
characteristics that are not clearly and closely related to the economic characteristics of the host contract and (2) a separate instrument with the same terms would qualify as a derivative instrument. The embedded derivative is presented on the same financial statement line item as the host contract, and is carried at fair value with changes in fair value recorded as a component of investment and derivative related losses.
Credit Risk
Credit risk is defined as the risk of financial loss due to uncertainty of an obligors’ or counterparty’s ability or willingness to meet its obligations in accordance with agreed upon terms. The Company minimizes the credit risk of derivative instruments by entering into transactions with high quality counterparties primarily rated A or better, which are monitored and evaluated by the Company’s risk management team and reviewed by senior management. The Company monitors counterparty credit exposure on a monthly basis to ensure compliance with Company policies and statutory limitations. Credit exposures are measured using the market value of the derivatives, resulting in amounts owed to the Company by its counterparties or potential payment obligations from the Company to its counterparties.
The Company generally requires that over-the-counter (“OTC”) derivative contracts, other than certain forward contracts, be governed by International Swaps and Derivatives Association agreements which are structured by legal entity and by counterparty, and permit right of offset. OTC-cleared derivatives are governed by clearing house rules. Transactions cleared through a central clearing house reduce risk due to their ability to require daily variation margin and act as an independent valuation source. Some agreements require daily collateral settlement based upon agreed upon thresholds. For purposes of daily derivative collateral maintenance, credit exposures are generally quantified based on the prior business day’s market value and collateral is pledged to and held by, or on behalf of, the Company to the extent the current value of the derivatives exceed the contractual thresholds. For the Company’s domestic derivative programs, the maximum uncollateralized threshold for a derivative counterparty for a single legal entity is $7.
Reinsurance
The Company enters into reinsurance transactions with unaffiliated and affiliate insurer counterparties for a variety of reasons, including strategic business growth opportunities (for assumed transactions) and capital and risk management (for ceded transactions). Reinsurance is placed with reinsurers that meet strict financial criteria established by the Company, and the Company regularly evaluates the financial condition of its reinsurers and concentrations of credit risk. Failure of counterparties to honor their obligations could result in losses to the Company. Ceded reinsurance arrangements do not discharge the Company’s liability as the primary insurer.
We assume insurance from and cede insurance to our counterparties using a variety of structures, including: coinsurance, coinsurance with funds withheld, modified coinsurance, and yearly renewable term. For an agreement to qualify for reinsurance accounting, it must include insurance risk (inclusive of underwriting, investment, and timing risk) and satisfy risk transfer conditions that include a reasonable possibility of a significant loss for the assuming entity. If an arrangement does not meet risk transfer requirements, the Company accounts for the arrangement using deposit accounting (i.e., as a financing transaction).
Reinsurance recoverables are generally recognized and measured consistent with the liabilities of the underlying contracts. Reinsurance recoverables include balances due from counterparties for paid and unpaid losses and are presented net of an ACL, which is based on the expectation of potential lifetime credit loss from the counterparty. Premiums and benefits and losses reflect the net effects of assumed and ceded reinsurance transactions. Included in other assets are prepaid reinsurance premiums, which represent the portion of premiums ceded to reinsurers applicable to the unexpired terms of the reinsurance agreements. For assumed reinsurance of existing in-force blocks, a net loss on reinsurance is recorded as deferred acquisition costs (“DAC”) and a net gain on reinsurance is recorded as unearned revenue reserves (“URR”). Certain MRBs have also been reinsured, and these are reflected within reinsurance recoverables on the balance sheets.
Under coinsurance arrangements, reserves and invested assets are transferred from the ceding insurer to the reinsurer. In certain arrangements, the reinsurer holds the assets supporting the reserves in a trust for the benefit of the ceding insurer. Refer to Note 6 - Reinsurance for additional information related to the various trusts the Company maintains.
Under coinsurance with funds withheld arrangements, ceded reserves are transferred to the reinsurer; however, invested assets that support the reserves are retained by the ceding insurer, and the counterparties periodically settle profit and loss with respect to the investment returns. Under modified coinsurance arrangements, both the ceded reserves and the invested assets that support the reserves are retained by the ceding insurer, and the counterparties periodically net settle profit and loss with respect to both the investment returns and the underlying insurance obligations.
Both modified coinsurance and coinsurance with funds withheld arrangements require the ceding insurer to establish a mechanism which legally segregates the invested assets. The Company maintains the right of offset on general account assets and liabilities reinsured on both a coinsurance with funds withheld and modified coinsurance basis, but we have elected to present balances due from and due to reinsurance counterparties on a gross basis, as reinsurance recoverables
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TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
and funds withheld liability for ceded reinsurance or funds withheld at interest for assumed reinsurance on the balance sheets. Separate account assets and liabilities assumed on a modified coinsurance basis are reported on a net basis on the balance sheets. Revenue, however, is recorded from the reinsurance of separate accounts as premiums or policy charges and fee income on the statements of operations.
Value of Business Acquired, Deferred Acquisition Costs, Unearned Revenue Reserves, and Other Balances
Value of Business Acquired
Value of business acquired (“VOBA”) is an intangible asset that represents the portion of a purchase price allocated to the estimated value assigned to the right to receive future gross profits from cash flows and earnings of acquired insurance and investment contracts as of the date of the acquisition. It is based on the actuarially estimated present value of future cash flows of the acquired contracts in-force as of the date of the acquisition. The principal assumptions used in estimating VOBA include equity market returns, mortality, persistency, expenses, and discount rates, in addition to other factors that the Company expects to experience in future years. Actual experience on the acquired contracts may vary from these projections and the recovery of VOBA is dependent upon the future profitability of the related business.
For certain transactions, the fair value of obligations related to acquired insurance and investment contracts exceed the book value of policy liabilities, resulting in additional reserves (“negative VOBA”). Negative VOBA is presented separately from VOBA as an additional reserve included either in the reserve for future policy benefits or other policyholder funds and benefits payable on the balance sheets, depending on the presentation for the underlying contracts generating the amount.
The Company tests the aggregate recoverability of positive VOBA by comparing the existing balance to the present value of future profitability.
Deferred Acquisition Costs
As noted in the Reinsurance section above, specific to assumed block reinsurance, the excess of reserves and ceding commission over assets received is recorded as DAC. In addition, costs such as commissions are capitalized when incurred if directly related to the successful acquisition of new or existing insurance contracts.
Unearned Revenue Reserve
As noted in the Reinsurance section above, a net gain on assumed reinsurance is recorded as URR within other policyholder funds and benefits payable on the balance sheets.
Amortization of Deferred Acquisition Costs and Other Balances
The Company amortizes VOBA, DAC, URR and other balances (e.g., adjustments associated with FIA MRBs) through net income on a constant-level basis over the expected term for a group of contracts (i.e., cohorts), using the same cohorts used to estimate the associated liabilities for those contracts. Inputs and assumptions are required for determining the expected term of contracts and are consistent with those used to estimate the related liabilities. The determination of such assumptions uses accepted actuarial methods to estimate decrement rates related to policyholder behavior for lapses, withdrawals (surrenders) and mortality.
The constant-level basis uses a method specific to the underlying product, generally policy counts or gross premiums, and approximates a pattern of straight-line amortization at an individual contract level. The amortization rate is calculated at the end of each reporting period, and is inclusive of actual experience for the reporting period and any assumption updates. The revised amortization rate is applied prospectively from the beginning of the current reporting period. Amortization can never result in an increase of the VOBA, DAC or URR balance initially established.
Refer to Note 7 - Value of Business Acquired, Deferred Acquisition Costs, Unearned Revenue Reserves, and Other Balances for further information.
Refer to Note 10 - Reserve for Future Policy Benefits for additional information regarding the assumptions for the LFPB and additional liabilities for other insurance benefits.
Income Taxes
We measure income taxes using the asset and liability method, where deferred income taxes are recognized to represent the tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years the temporary differences are expected to reverse. We evaluate the likelihood of realizing the benefit of deferred tax assets, and if required, record a valuation allowance to reduce the total deferred tax asset, net of valuation allowance, to an amount that will more likely than not be realized. The Company classifies interest and penalties (if applicable) as income tax expense in the statements of operations.
F-18


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
Refer to Note 14 - Income Taxes for additional information.
Goodwill
Goodwill represents the excess of the purchase price of an acquired business over the fair value of identifiable net assets acquired, and is allocated to identified reporting units. Goodwill is not amortized but is evaluated for impairment on an annual basis or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. Our methodology for conducting this goodwill impairment evaluation includes both a qualitative and quantitative assessment.
The Company has the option to initially perform an assessment of qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The qualitative factors may include, but are not limited to, economic conditions, industry and market considerations, cost factors, overall financial performance of the entity or a reporting unit and other company and entity-level or reporting unit-specific events. If it is determined that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, we then perform a quantitative assessment. If the carrying values of the reporting units exceed their fair value, an impairment loss is recognized and the carrying amount of goodwill is adjusted.
Refer to Note 8 - Goodwill and Other Intangible Assets for additional information.
Other Intangible Assets
Other intangible assets with definite lives are amortized over the estimated useful life of the asset and consist of software amortized over a period not to exceed seven years. Other intangible assets with indefinite lives primarily consist of state insurance licenses, and are not amortized but are reviewed annually in the Company’s impairment evaluation. They will be tested for impairment more frequently if an event occurs or circumstances change to indicate the fair value of indefinite-lived other intangible assets is less than the carrying value.
Refer to Note 8 - Goodwill and Other Intangible Assets for additional information.
Separate Accounts
The Company has issued VA and life insurance contracts through its separate accounts, which represent funds maintained to meet specific investment objectives of policyholders who direct the investments and bear the investment risk, with the exception of any contractual minimum guarantees made by the Company with respect to certain accounts, which are considered market risk benefits. Separate account assets are legally segregated and are not subject to claims that arise out of any other business of the Company. The Company’s separate account products include the variable account value portion of VA, variable life insurance products and individual, institutional, and governmental investment contracts. The Company has reinsured certain separate account policies on a modified coinsurance basis to unaffiliated reinsurers.
We report separate account assets as a summary total based on the fair value of the underlying investments. A corresponding summary total separate account liabilities is reported at an amount equal to separate account assets, and represents the account balance to be returned to the contractholder. The investment risk is solely borne by the contractholders and investment income and investment related and unrealized gains and losses of the separate accounts directly accrue to the contractholders; therefore, they are not recognized in the statements of operations. The Company recognizes fee income for investment management, certain administrative services and cost of insurance charges.
Refer to Note 9 - Separate Accounts for additional information and Note 12 - Market Risk Benefits for further information.
Reserve for Future Policy Benefits
Reserve for future policy benefits represent estimated insurance liabilities and primarily consist of the liability for future policy benefits (“LFPB”), deferred profit liability (“DPL”) related to life-contingent payout annuities, and additional liabilities for ULSG contracts. Reserve for Future Policy Benefits also consists of traditional long-duration insurance reserves for whole life and guaranteed term life insurance and other contracts.
Liability for Future Policy Benefits
The LFPB includes reserves for life-contingent contract annuitizations, including structured settlements and terminal funding agreements and traditional life insurance contracts. Insurance contracts are grouped into cohorts based on issue year and contract type for purposes of recognizing the LFPB. For contracts acquired through an inforce reinsurance arrangement or business combination, multiple issue years prior to the acquisition date are generally aggregated for purposes of identifying a single, issue-year cohort.
The LFPB is calculated using standard actuarial methods, which consider the present value of future benefits and related expenses to be paid, less the present value of the portion of future premiums required. Such calculations are measured using updated cash flow and discount rate assumptions. The Company updates the LFPB at least quarterly for actual
F-19


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
experience and future cash flow assumptions are evaluated at least annually. Cash flow assumptions include, among others, mortality and lapse rates, and are reviewed and updated, as needed, following the Company’s assumption review in the third quarter. Cash flow assumptions may be updated more frequently, if necessary, based on trending experience and future expectations. The effect on the LFPB attributable to updates for actual experience and updates in cash flow assumptions are both recorded as benefits and losses. However, actual experience (e.g., paid claims) is reported as benefits and losses while remeasurement of the LFPB for the effect of cash flow assumption updates is reported as a separate remeasurement gain (loss).
The LFPB is computed at amounts that, with additions from interest on such reserves compounded annually at assumed rates, are expected to be sufficient to meet the Company’s policy obligations at their maturities or in the event of an insured’s death.
Cash flows are discounted using an upper-medium grade (or low credit risk), fixed-income instrument yield (the equivalent of a Single A corporate bond rate). We establish the upper-medium grade yield for each cohort as of contract inception. The contract inception date is identified as the acquisition date for contracts acquired through an inforce reinsurance arrangement or business combination. For contracts issued evenly throughout a reporting period (or subsequent annuitizations for life-contingent payout annuities), a weighted-average discount rate is calculated on a quarterly basis. Reserve accretion in subsequent measurement periods calculated using the locked-in yield curve established at contract inception is recorded as benefit expense through net income.
The LFPB is additionally remeasured each reporting period using current upper-medium grade yields, and the effect on the LFPB attributable to changes in the discount rate is recorded in OCI. The Company maximizes the use of observable data as of each valuation date when developing an upper-medium grade yield curve designed to reflect the duration characteristics of the insurance liabilities.
Deferred Profit Liability
The DPL is recognized at contract inception of limited-payment contracts and represents the profit margin in premiums paid over a shorter duration than the claim payment period. The DPL accretes interest similar to the LFPB and is amortized in a constant relationship with expected future benefits payments for annuity contracts and insurance in force for life contracts. Amortization is recognized in benefits and losses within the statements of operations.
Consistent with the LFPB, the Company updates the DPL at least quarterly for actual experience, and future cash flow assumptions are reviewed and updated, as needed, following the Company’s assumptions review in the third quarter. Cash flow assumptions may be updated more frequently, if necessary, based on trending experience and future expectations. Consistent with the LFPB, actual experience is reported as benefits and losses while the effect on the DPL attributable to updates in cash flow assumptions is reported as a separate remeasurement loss (gain) within benefits and losses in the statements of operations.
Refer to Note 10 - Reserve for Future Policy Benefits for additional information.
Additional Liability for Universal Life with Secondary Guarantees
Reserves for such ULSG benefits are included within the reserve for future policy benefits on the balance sheets, as they provide additional protection against policy termination and may continue to provide a death benefit, even if there is insufficient policy value to cover the monthly deductions and charges.
Additional liabilities for other insurance benefits are determined by estimating the expected present value of the benefits in excess of the policyholder’s expected account value in proportion to the present value of total expected contract assessments and investment margin. Present values are discounted at the contract rate, and interest accrues on the liability using the same rate. The reserve is reduced by the amount of cumulative excess payments but is never reduced below zero. Consistent with the LFPB, the reserve calculation is updated on a quarterly basis for actual experience, and future cash flow assumptions are reviewed and updated, as needed, following the Company’s assumptions review in the third quarter. Consistent with the LFPB, actual experience is reported as benefits and losses while the effect on the additional liabilities attributable to updates in cash flow assumptions is reported as a separate remeasurement loss (gain) within benefits and losses in the statements of operations.
Other Policyholder Funds and Benefits Payable
Other policyholder funds and benefits payable primarily consists of policyholder account balances (“PABs”), URR, negative VOBA, and other balances. Refer to the Reinsurance and VOBA policy sections above for additional information on URR and negative VOBA. Other balances primarily include FIA host offsets, which are amounts used to offset the value of the MRB at contract inception, and is further described in the MRB policy section below.
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TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
Policyholder Account Balance
PABs represent the fixed contract value that has accrued to the benefit of the policyholder as of the balance sheet date and are applicable for contracts with explicit account values, including VA, fixed annuities, corporate-owned life insurance (“COLI”), and other universal life-type products (“UL”). This liability is primarily associated with the accumulated account deposits, plus interest credited, less policyholder withdrawals and other charges assessed against the account balance, as applicable. The liability recognized for non-life contingent payout annuities, including structured settlements, is measured as the present value of future payments using the effective yield at contract inception. Significant changes in experience or assumptions related to PABs for UL-type products may require the Company to establish premium deficiency reserves. Premium deficiency reserves, if any, are established based on current assumptions without considering a provision for adverse deviation. Changes in or deviations from the assumptions used can significantly affect the Company’s reserve levels and results from operations.
FIA contract balances appreciate based on a minimum guaranteed credited rate or the performance of market indices, and generally protect the contract owner against loss of principal and may include living withdrawal benefits or enhanced annuitization benefits. FIAs allow the policyholder to elect a fixed interest rate return or an equity market index.
For FIA contracts where an equity market index is elected, the account value attributable to equity performance, which is not clearly and closely related to the host insurance contract, is recognized as an embedded derivative. The liability reported on the balance sheets is equal to the sum of the fair value of the embedded derivative and the host contract. The host contract, identified as the non-variable guaranteed minimum contract value, is initially measured as the contract inception account value less a host contract adjustment equal to the initial fair value of the embedded derivative. The host contract adjustment is subsequently accreted over the underlying policy’s expected life. The fair value of the embedded derivative is measured as the present value of cash flows attributable to the indexed strategies, and is derived using assumptions to estimate future account values. The embedded derivative cash flows are discounted using a rate that reflects our own credit rating.
Refer to Note 11 - Other Policyholder Funds and Benefits Payable and Note 5 - Fair Value Measurements for additional information.
Market Risk Benefits
The Company historically issued and assumes via reinsurance certain guarantees and product features on VA and FIA products which protect the contractholder from, and expose the Company to, other-than-nominal capital market risk. The Company recognizes these features as MRBs, which include guaranteed minimum death benefit (“GMDB”), guaranteed minimum withdrawal benefit (“GMWB”) and guaranteed minimum income benefit (“GMIB”) for VA products, as well as guaranteed lifetime withdrawal benefit (“GLWB”), as well as expected annuitization benefits for FIA products.
MRBs are measured at the individual contract level and multiple MRBs within a single contract are measured and recognized as a single, compound MRB. MRBs are carried at fair value and may be recognized as a liability or an asset, and are reported separately as MRB liabilities or assets on the balance sheets as there is no legal right of offset between contracts.
The fair value of MRBs is measured as the present value of expected future benefits payments to contractholder, less the present value of expected fees attributable to the MRB, if applicable. The cash flows associated with MRBs are discounted utilizing a risk-free discount rate, plus an applicable credit spread for the instrument-specific credit risk (“ISCR”). To estimate the appropriate credit spread, the Company considers its own credit risk for directly written and assumed contracts and the reinsurer’s credit risk for MRBs that are reinsured. Changes in the fair value of MRBs are recorded as a change in market risk benefits within net income, excluding portions attributed to changes in the Company’s own credit risk, which are recorded in OCI. For MRBs that are reinsured, changes in the MRB attributable to changes in the reinsurer’s nonperformance risk are recognized as part of the change in market risk benefits recorded through net income.
At contract inception, we assess the fees and assessments collectible from the policyholder and allocate them to the extent they are attributable to the MRB. If attributed fees are sufficient to cover the projected benefits, a non-option based valuation model is used. If attributed fees are insufficient to cover the projected benefits (or there are no explicit fees collectible from the policyholder), an option-based valuation model is used. MRBs calculated using an option-based model are measured and recognized at contract inception and for FIA contracts, an equivalent contra-liability, referred to as a host offset, is recognized in other policyholder funds and benefits payable on the balance sheets.
Upon annuitization of the contract or the extinguishment of the account balance, the MRB, related annuity contract and unamortized deferred costs are derecognized, including amounts within AOCI, and a LFPB for the remaining payout annuity contract is established, if applicable.
Directly written and assumed MRBs are not reduced for those riders that are ceded under reinsurance agreements. Instead, ceded MRBs are measured at fair value and are separately recorded in reinsurance recoverables on the balance sheets.
F-21


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
Refer to Note 12 - Market Risk Benefits for additional information.
Significant Accounting Policies
The Company’s significant accounting policies are as follows:
Segment Information
The Company has noone reportable segmentssegment and its principal products and services are comprised of variable, annuities, fixed and payout annuities, FIAs, and private-placement life insurance. The Company's determination that it has noone reportable segmentssegment is based on the fact that the Company's chief operating decision maker reviews the Company's financial performance at a consolidatedan aggregate level.
Revenue Recognition
For investment and universal life-type contracts, the amounts collected from policyholders are considered deposits and are not included in revenue. Fee income for variable annuity and other universal life-type contracts consists of policy charges for policy administration, cost of insurance charges and surrender charges assessed against policyholders’ account balances and are recognized in the period in which services are provided. For the Company’s traditional life products, premiums are recognized as revenue when due from policyholders.
Income Taxes
The Company recognizes taxes payable or refundable for the current year and deferred taxes for the tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years the temporary differences are expected to reverse. A deferred tax provision is recorded for the tax effects of differences between the Company's current taxable income and its income before tax under generally accepted accounting principles in the Consolidated Statements of Operations. For deferred tax assets, the Company records a valuation allowance that is adequate to reduce the total deferred tax asset to an amount that will more likely than not be realized.
Investments
OverviewFixed Maturities
The Company’s investments in fixedFixed maturities includeconsist of debt securities including bonds, structured securities, redeemable preferred stock and commercial paper. Structured securities include asset-backed securities (“ABS”), collateralized loan obligations (“CLO”), commercial mortgage-backed securities (“CMBS”), and residential mortgage-backed securities (“RMBS”). Most of these investments are classified as AFSavailable-for-sale (“AFS”) and are carried at fair value, net of ACL, in accordance with new guidance adopted January 1, 2020 regarding expected credit losses. TheACL. Unrealized gains and losses (i.e., after-tax difference between fair value and cost or amortized cost iscost) not attributable to ACL are reflected in stockholder's equity as a component of AOCI, after adjustments for the effect of VOBA (Successor Company) and reserve adjustments. accumulated other comprehensive loss ("AOCI").
Equity Securities
Equity securities are measuredcarried at fair value with any changes in valuation reportedfair value recorded in investment and derivative related losses, net income. For further information, see Financial Instruments - Recognition and Measurement discussion above. Policyin the statement of operations.
Mortgage Loans
Mortgage loans are carried at outstanding balance. Mortgage loans are recorded at the outstanding principal balance adjusted for amortization of premiums orand accretion of discounts, and net of ACL. Short-term investmentsInterest income is accrued on the principal balance of the loan based on the loan’s contractual interest rate.
Policy Loans
Policy loans are carried at amortized cost,outstanding principal balance, which approximates fair value. Limited partnershipsInterest income is recognized as earned using the contractual interest rate. Generally, accrued interest is capitalized on the policy’s anniversary date. Valuation allowances are not established for policy loans, as they are fully collateralized by the cash surrender value of the underlying insurance policies. Any unpaid principal and accrued interest are deducted from the cash surrender value or the death benefit prior to settlement of the insurance policy.
Investment Funds
Investment funds principally represent LPs and other alternative investments are reported at their carrying value and are primarilysimilar legal entity structures accounted for under the equity method. Under the equity method, withinvestments are generally carried based on the Company’s pro rata ownership percentage in the net assets of the investee, and the Company’s share of earnings is included in net investment income.
Recognition of income related to limited partnerships and other alternative investmentsinvestment funds is often delayed due to the availability of the related financial information, as private equity and other funds are generallywhich may be reported on a three-month lag and hedge funds on a one-month lag.of up to three months. Accordingly, income for the years ended December 31, 20202023 and 20192022 (Successor Company), the period of JuneJuly 1, 20182021 to December 31, 20182021 (Successor Company) and and the period of January 1, 20182021 to May 31, 2018June 30, 2021 (Predecessor Company) may not include the full impact of current year changes in valuationvaluations of the underlying assets and liabilities of the funds for that same calendar year, which are generally obtained from the limited partnerships and other alternative investments’entity’s managers, general partners. Other investments consist of derivative instruments which are carried at fair value and real estate acquired in satisfaction of debt.
Net Realized Capital Gains and Losses
Net realized capital gains and losses from investment sales are reported as a component of revenues and are determined on a specific identification basis. Net realized capital gains and losses also result from fair value changes in equity securities and derivatives contracts (both free-standing and embedded) that do not qualify,partners, or are not designated, as a hedge for accounting purposes. Impairments and changes in the ACL on fixed maturities, AFS; mortgage loans; and reinsurance recoverables are recognized as net realized capital losses in accordance with the Company’s impairment and ACL policies as discussed in Note 3 - Investments of Notes to Consolidated Financial Statements. Foreign currency transaction remeasurements are also included in net realized capital gains and losses.managing members.
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TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
Other Investments
Other investments consist of derivative instruments carried at fair value and real estate held directly, which is recorded at amortized cost.
Cash and Cash Equivalents
Cash is carried at cost and includes cash on hand, demand deposits with banks or other financial institutions, money market funds, and all highly liquid debt instruments purchased with an original maturity of three months or less.
Short-Term Investments
Short-term investments include financial instruments with remaining maturities less than twelve months when purchased. Short-term investments include financial instruments that would otherwise qualify as cash equivalents but are acquired with the primary objective of earning investment income, and make up $714 and $1,272 of the carrying amount as of December 31, 2023 and 2022, respectively. Short-term loans and short-term investments that would otherwise qualify as cash equivalents are carried at fair value, where amortized cost approximates fair value. Short-term debt securities are generally classified as AFS and accounted for consistent with our policies for fixed maturities described above.
Funds Withheld Liability
The Company records a funds withheld liability under ceded coinsurance with funds withheld or modified coinsurance arrangements, which represents the fair value of segregated invested assets. The funds withheld liability is comprised of a host contract and an embedded derivative. The funds withheld liability is measured as the total of the host contract, which the Company has assessed as the book value of assets, and the embedded derivative, which the Company has assessed as the net unrealized gains (losses) on the underlying assets as the Company is obligated to pay the total return on the underlying investments. The Company records the total return of the funds withheld within net income (inclusive of the return on both the host contract and the embedded derivative). The Company allocates the total return between net investment income, measured as a risk-free rate on the host contract, and net investment and derivative related losses, net, measured as the difference between the total return and host accretion.
Fair Value Option ("FVO")
The Company has elected the fair value option (“FVO”) for certain corporate bonds included in fixed maturities, and investment funds. Where elected, changes in fair value of investments are recorded as investment and derivative related losses, net.
Impairment of Investments and the Allowance for Credit Losses
We review our fixed maturities for declines in fair value that could be impairment related, or attributable to credit risk factors that may require an ACL. If we intend to sell a debt security where amortized cost exceeds fair value, or we determine it is more likely than not that we will be required to sell a debt security before recovery of amortized cost, we determine an impairment has occurred and amortized cost is written down to fair value with a corresponding charge recorded as a component of investment and derivative related losses, net.
If amortized cost exceeds fair value, but we do not intend to sell a security and we determine it is not more likely than not that we will be required to sell before recovery of amortized cost, we evaluate the security for indicators of a credit loss that may require an ACL. We evaluate a number of factors to determine whether a decline in fair value is attributable to a credit loss, including but not limited to: market interest rates and issuer credit ratings and outlooks. The significance of the decline in fair value is a factor in our analysis, but is generally not determinative in whether we record a credit loss, as other factors are often more relevant in our evaluation of a security. If we determine a credit loss has occurred, we record as an ACL with a corresponding charge recorded as component of investment and derivative related losses, net. The remaining change in fair value is recorded in equity as a component of AOCI.
We also evaluate other financial instruments for credit losses, such as mortgage loans, reinsurance recoverables, and off-balance sheet credit exposures that the Company cannot unconditionally cancel. The measurement of the expected credit loss is based on historical loss data, current conditions, and reasonable and supportable forecasts and recorded as an ACL, consistent with treatment for fixed maturity debt securities.
Subsequent recoveries of credit losses are recognized as reversals of the ACL with a corresponding reversal recorded as a component of investment and derivative related losses, net. Additionally, for any purchased financial assets with a more-than-insignificant amount of credit deterioration since original issuance, we establish an ACL at acquisition, which is recorded with the purchase price to establish the initial amortized cost of the investment.
F-14


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
Net Investment Income
The components of net investment income include:
Interest income from fixed maturitiesAFS debt securities and mortgage loans, which is recognized when earned on the constant effective yield method based on estimated timing of cash flows. The amortization of premium and accretion of discount for fixed maturities also takes into consideration call and maturity dates that produce the lowest yield. For securitized financial assets subject to prepayment risk, yields are recalculated and adjusted periodically to reflect historical and/or estimated future prepayments using the retrospective method; however, if these investments have previously recognized an ACL and for certain other asset-backed securities, any yield adjustments are made using the prospective method. prepayments;
Prepayment fees and make-whole payments on fixed maturitiesAFS debt securities and mortgage loans, which are recognized when earned;
Dividends for equity securities, which are recognized on the ex-dividend date;
Share of earnings for the Company's interests in investment funds, which is recognized when reported in the investee’s financial statements;
A portion of the change in funds withheld, measured as the risk-free return on the host contract;
A reduction for investment expenses.
Investment and Derivative Related Losses, Net
The components of investment and derivative related losses, net include:
Realized gains and losses on the sale of investments, determined on a specific identification basis;
Fair value changes in equity securities;
Fair value changes in derivative contracts (both freestanding and embedded, including the embedded derivative within the funds withheld) that do not qualify, or are not designated, as a hedge for accounting purposes;
Fair value changes for investments where the FVO has been elected;
Impairments and changes in the ACL on AFS debt securities; mortgage loans; and reinsurance recoverables;
Foreign currency transaction remeasurements.
Accrued Interest Receivable
Accrued interest receivable on AFS debt securities and mortgage loans are recorded in netother assets on the balance sheets and are not included in the carrying value of the investment. The Company does not include the current accrued interest receivable balance when estimating the ACL. The Company has a policy to write-off accrued interest receivable balances that are more than 90 days past due. Write-offs of accrued interest receivable are recorded as a credit loss component of investment income when earned. For equity securities, dividends are recognized as investmentand derivative related losses, net.
Interest income on the ex-dividend date. Limited partnerships and other alternative investments primarily use the equity method of accounting to recognize the Company’s share of earnings. Prior to January 1, 2020 the Company applied OTTI guidance toAFS debt securities in an unrealized loss position and accretedmortgage loans is accrued unless it is past due over 90 days or management deems the new cost basis to the estimated future cash flows over the expected remaining life of the security by prospectively adjusting the security’s yield, if necessary. In accordance with accounting guidance adopted January 1, 2020 regarding expected credit losses, the losses are now recognized through an ACL and no longer as an adjustment to amortized cost. The Company’s non-income producing investments were not material for the years ended December 31, 2020 and 2019, (Successor Company), the period of June 1, 2018 to December 31, 2018 (Successor Company) and the period of January 1, 2018 to May 31, 2018 (Predecessor Company).interest uncollectible.
Derivative Instruments
OverviewVariable Interest Entities
The Company utilizesis engaged with various special purpose entities and other entities that are deemed to be variable interest entities ("VIE") primarily as an investor through normal investment activities.
A VIE is an entity that either has investors that lack certain essential characteristics of a variety of over-the-counter ("OTC") transactions cleared through central clearing houses ("OTC-cleared") and exchange traded derivative instrumentscontrolling financial interest, such as partsimple majority kick-out rights, or lacks sufficient funds to finance its own activities without financial support provided by other entities. The Company performs ongoing qualitative assessments of its overall risk management strategy as well asVIE exposures to enter into replication transactions.determine whether the Company has a controlling financial interest in the VIE and therefore is the primary beneficiary. The types of instruments may include swaps, caps, floors, forwards, futures and optionsCompany is deemed to achieve one of four Company-approved objectives:
have a controlling financial interest when it has both the ability to hedge risk arising from interest rate, equity market, commodity market, credit spread and issuer default, price or currency exchange rate risk or volatility;
to manage liquidity;
to control transaction costs;
to enter into synthetic replication transactions.
Interest rate and credit default swaps involvedirect the periodic exchange of cash flows with other parties, at specified intervals, calculated using agreed upon rates or other financial variables and notional principal amounts. Generally, little to no cash or principal payments are exchanged atactivities that most significantly impact the inceptioneconomic performance of the contract. Typically, atVIE and the time a swap is entered into, the cash flow streams exchanged by the counterparties are equal in value.
Interest rate cap and floor contracts entitle the purchaserobligation to absorb losses or right to receive benefits from the issuer at specified dates,VIE that could potentially be significant to the amount,VIE. Based on the Company’s assessment, if any, byit determines it is the primary beneficiary, the Company consolidates the VIE on the Company’s Financial Statements.
Non-Consolidated Variable Interest Entities
The Company, through normal investment activities, makes passive investments in LP and similar legal entity structures which a specified market rate exceedsare reported in investment funds on the cap strike interest rate or falls belowCompany’s balance sheets. For these non-consolidated VIEs, the floor strike interest rate, appliedCompany has determined it is not the primary beneficiary as it has no ability to a notional principal amount. A premium payment determined at inception is made bydirect activities that could significantly affect the purchasereconomic performance of the contract and no principal payments are exchanged.
Forward contracts are customized commitments that specify a rate of interest or currency exchange rate to be paid or received on an obligation beginning on a future start date and are typically settled in cash.
Financial futures are standardized commitments to either purchase or sell designated financial instruments, at a future date, for a specified price and may be settled in cash or through delivery of the underlying instrument. Futures contracts trade on organized exchanges. Margin requirements for futures are met by pledging securities or cash, and changes in the futures’ contract values are settled daily in cash.
Option contracts grant the purchaser, for a premium payment, the right to either purchase from or sell to the issuer a financial instrument at a specified price, within a specified period or on a stated date. The contracts may reference commodities, which grant the purchaser the right to either purchase from or sell to the issuer commodities at a specified price, within a specified period or on a stated date. Option contracts are typically settled in cash.
Foreign currency swaps exchange an initial principal amount in two currencies, agreeing to re-exchange the currencies at a future date, at an agreed upon exchange rate. There may also be a periodic exchange of payments at specified intervals calculated using the agreed upon rates and exchanged principal amounts.investments.
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TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)

In addition, the Company makes passive investments in structured securities issued by VIEs for which the Company is not the manager. These investments are reported in fixed maturities, on the Company’s balance sheets. The Company has not provided financial or other support with respect to these investments other than its original investment. For these investments, the Company determined it is not the primary beneficiary due to the relative size of the Company’s investment in comparison to the principal amount of the structured securities issued by the VIE, the Company’s inability to direct the activities that most significantly impact the economic performance of the VIE, and, where applicable, the level of credit subordination which reduces the Company’s obligation to absorb losses or right to receive benefits. The Company’s derivative transactions conducted in insurance company subsidiaries are used in strategies permitted undermaximum exposure to loss on these investments is limited to the derivative use plans required byamount of the State of Connecticut and the State of New York insurance departments.Company’s investment.
Derivative Instruments
Accounting and Financial Statement Presentation of Derivative Instruments and Hedging Activities
DerivativeDerivatives are financial instruments whose values are recognizedderived from interest rates, foreign exchange rates, financial indices or other underlying notional amounts. We regularly invest in derivatives to hedge the risks inherent in our business, such as interest rate, equity market, issuer credit, currency exchange, or market volatility. We may also invest in derivatives to manage liquidity or engage in synthetic replication transactions. Derivatives are carried on the Consolidated Balance Sheetsbalance sheets at fair value and are reported in Other Investmentsother investments and Other Liabilities. For balance sheet presentation purposes,other liabilities. We have master netting agreements with certain of our counterparties that provide the legal right of offset and allow for the netting of our derivative asset and liability positions by counterparty. Where applicable, the Company has elected to offset the fair value amounts, income accruals, and related cash collateral receivables and payables of OTC derivative instrumentsderivatives executed in a legal entity and with the same counterparty or under a master netting agreement, which provides the Company with the legal right of offset.
The Company clears certain interest rate swap and credit default swap derivative transactions through central clearing houses. OTC-cleared derivatives require initial collateral at the inception of the trade in the form of cash or highly liquid securities, such as U.S. Treasuries and government agency investments. Central clearing houses also require additional cash as variation margin based on daily market value movements. For information on collateral, see the derivative collateral arrangements section in Note 4 - Derivative Instruments of Notes to Consolidated Financial Statements. In addition, OTC-cleared transactions include price alignment amounts either received or paid on the variation margin, which are reflected in realized capital gains and losses or, if characterized as interest, in net investment income.agreement.
On the date the derivative contract is entered into, the Company designates the derivative as (1) a hedge of the variability in cash flows of a forecasted transaction or of amounts to be received or paid related to a recognized asset or liability (“cash flow” hedge),flow hedge”) or (2) a hedge of a net investment in a foreign operation (“net investment” hedge) or (3) held for other investment and/or risk management purposes, which primarily involve managing asset or liability related risks and do not qualify for hedge accounting.
Cash Flow Hedges- Changes in the fair value of a derivative that is designated and qualifies as a cash flow hedge, including foreign-currency cash flow hedges, are recorded in AOCI and are reclassified into earnings when the variability of the cash flow of the hedged item impacts earnings. Gains and losses on derivative contracts that are reclassified from AOCI to current period earnings are included in the line item in the Consolidated Statements of Operations in which the cash flows of the hedged item are recorded. For periods prior to 2019, hedge ineffectiveness was recorded immediately in current period earnings as net realized capital gains and losses. With the January 1, 2019 adoption of the updated FASB hedging guidance, ineffectiveness is recognized in earnings only when the hedged transaction affects earnings; otherwise, the ineffectiveness gains and losses remain in AOCI. Periodic derivative net coupon settlements are recorded in the line item of the Consolidated Statements of Operations in which the cash flows of the hedged item are recorded. Cash flows from cash flow hedges are presented in the same category as the cash flows from the items being hedged on the Consolidated Statements of Cash Flows.
Other Investment and/or Risk Management Activities - The Company’s other investment and/or risk management activities primarily relate to strategies used to reduce economic risk or replicate permitted investments and do not receive hedge accounting treatment. Changes in the fair value, including periodic derivative net coupon settlements, of derivative instruments held for other investment and/or risk management purposes are reported in current period earnings as net realized capital gains and losses.
Hedge Documentation and Effectiveness Testing
To qualify for hedge accounting treatment, a derivative must be highly effective in mitigating the designated changes in fair value or cash flow of the hedged item. At hedge inception, the CompanyWe formally documentsdocument all relationships between hedging instruments and hedged items, as well as itsthe risk-management objective and strategy for undertaking each hedge transaction. The documentation process includes linking derivatives that areidentifies how the hedging instrument (i.e., the derivative) is expected to hedge the designated as fair value, cash flow, or net investment hedges to specific assets or liabilities onrisk (i.e., the balance sheet or to specific forecasted transactionstransactions) and defining the method that will be used to assess the hedging instrument’s effectiveness.
To qualify for hedge accounting, the hedging instrument must be assessed as highly effective in offsetting the designated risk. We formally assess hedge effectiveness testing methods to be used. The Company also formally assessesat both at the hedge’s inception and ongoing on a quarterly basis, whether the derivatives that are used in hedging transactions have been and are expected to continue to be highly effective in offsetting changes in fair values, cash flows or net investment in foreign operations of hedged items. Hedge effectivenessbasis. This assessment is assessed primarily performed using quantitative methods as well as using qualitative methods. Quantitative methods include regression or other statistical analysis of changes in fair value or cash flows associated with the hedge relationship. Qualitative methods may include comparison of critical terms of the derivative to the hedged item.
DiscontinuanceFor derivatives that are designated and qualify as cash flow hedges, including foreign-currency cash flow hedges, the gain or loss on the derivatives are recorded in OCI and are reclassified into net income in the same period during which the hedged transaction impacts net income. Gains and losses on derivatives that are reclassified from AOCI to net income, as well as periodic net coupon settlements, are included in the line item within the statements of Hedge Accountingoperations in which the cash flows of the hedged transaction are reported. Cash flows from cash flow hedge are presented in the same category as the cash flows from the hedged transaction on the statements of cash flows.
The Company discontinuesInvestments in derivatives for the Company’s other investment or risk management activities do not receive hedge accounting treatment, and primarily relate to strategies used to reduce economic risk or replicate permitted investments. Gains and losses on such derivatives, including periodic net coupon settlements, are reported as a component of investment and derivative related losses, net in the statements of operations.
We discontinue hedge accounting prospectively whenif: (1) it is determined that the qualifying criteria are no longer met; (2) the derivative is no longer designated as a hedging instrument; or (3) the derivative expires or is sold, terminated or exercised.
F-17

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)

When cash flow hedge accounting is discontinued because the Company becomeswe become aware that it is not probable that the forecasted transaction will occur, the derivative continues to be carried at fair value on the balance sheet at its fair value,sheets, and gains and losses that were accumulatedpreviously recorded in OCI and reported in AOCI are recognized immediately reclassified in earnings.
net income. In other situations in whichwhere hedge accounting is discontinued, including those where the derivative is sold, terminated or exercised, amounts previously deferred in AOCI are reclassified into earnings when earnings are impacted by the hedged item.transaction.
Embedded Derivatives
The Company purchases investments and has previouslyhistorically issued and assumed financial instruments and products that contain embedded derivative instruments. When it is determinedinstruments that we record with the associated host contract. For measurement purposes, we bifurcate the embedded derivative from the host contract when we determine that (1) the embedded derivative possesses economic
F-16


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
characteristics that are not clearly and closely related to the economic characteristics of the host contract and (2) a separate instrument with the same terms would qualify as a derivative instrument, theinstrument. The embedded derivative is bifurcated frompresented on the same financial statement line item as the host for measurement purposes. The embedded derivative, which is reported with the host instrument on the Consolidated Balance Sheets,contract, and is carried at fair value with changes in fair value reported in net realized capital gainsrecorded as a component of investment and derivative related losses.
Credit Risk
Credit risk is defined as the risk of financial loss due to uncertainty of an obligor’sobligors’ or counterparty’s ability or willingness to meet its obligations in accordance with agreed upon terms. The Company minimizes the credit risk of derivative instruments by entering into transactions with high quality counterparties primarily rated A or better, which are monitored and evaluated by the Company’s risk management team and reviewed by senior management. The Company monitors counterparty credit exposure on a monthly basis to ensure compliance with Company policies and statutory limitations. Credit exposures are measured using the market value of the derivatives, resulting in amounts owed to the Company by its counterparties or potential payment obligations from the Company to its counterparties.
The Company generally requires that OTCover-the-counter (“OTC”) derivative contracts, other than certain forward contracts, be governed by International Swaps and Derivatives Association ("ISDA") agreements which are structured by legal entity and by counterparty, and permit right of offset. OTC-cleared derivatives are governed by clearing house rules. Transactions cleared through a central clearing house reduce risk due to their ability to require daily variation margin and act as an independent valuation source. Some agreements require daily collateral settlement based upon agreed upon thresholds. For purposes of daily derivative collateral maintenance, credit exposures are generally quantified based on the prior business day’s market value and collateral is pledged to and held by, or on behalf of, the Company to the extent the current value of the derivatives exceed the contractual thresholds. For the Company’s domestic derivative programs, the maximum uncollateralized threshold for a derivative counterparty for a single legal entity is $10. The Company also minimizes the credit risk of derivative instruments by entering into transactions with high quality counterparties primarily rated A or better, which are monitored and evaluated by the Company’s risk management team and reviewed by senior management. OTC-cleared derivatives are governed by clearing house rules. Transactions cleared through a central clearing house reduce risk due to their ability to require daily variation margin and act as an independent valuation source. In addition, the Company monitors counterparty credit exposure on a monthly basis to ensure compliance with Company policies and statutory limitations.
Cash
Cash represents cash on hand and demand deposits with banks or other financial institutions.$7.
Reinsurance
The Company cedes insurance toenters into reinsurance transactions with unaffiliated insurers to enable the Company to manageand affiliate insurer counterparties for a variety of reasons, including strategic business growth opportunities (for assumed transactions) and capital and risk exposure. Such arrangements do not relievemanagement (for ceded transactions). Reinsurance is placed with reinsurers that meet strict financial criteria established by the Company, and the Company regularly evaluates the financial condition of its primary liability to policyholders.reinsurers and concentrations of credit risk. Failure of reinsurerscounterparties to honor their obligations could result in losses to the Company. The Company also assumesCeded reinsurance arrangements do not discharge the Company’s liability as the primary insurer.
We assume insurance from other insurers.
Reinsuranceand cede insurance to our counterparties using a variety of structures, including: coinsurance, coinsurance with funds withheld, modified coinsurance, and yearly renewable term. For an agreement to qualify for reinsurance accounting, is followed for ceded and assumed transactions that provide indemnification against loss or liability relating to insurance risk (i.e., risk transfer). To meet risk transfer requirements, a reinsurance agreementit must include insurance risk consisting(inclusive of underwriting, investment, and timing risk) and satisfy risk andtransfer conditions that include a reasonable possibility of a significant loss tofor the reinsurer.assuming entity. If the ceded and assumed transactions doan arrangement does not meet risk transfer requirements, the Company accounts for these transactionsthe arrangement using deposit accounting (i.e., as a financing transactions.transaction).
Premiums, benefits,Reinsurance recoverables are generally recognized and measured consistent with the liabilities of the underlying contracts. Reinsurance recoverables include balances due from counterparties for paid and unpaid losses and are presented net of an ACL, which is based on the expectation of potential lifetime credit loss adjustment expensesfrom the counterparty. Premiums and benefits and losses reflect the net effects of cededassumed and assumedceded reinsurance transactions. Included in other assets are prepaid reinsurance premiums, which represent the portion of premiums ceded to reinsurers applicable to the unexpired terms of the reinsurance agreements. Included inFor assumed reinsurance of existing in-force blocks, a net loss on reinsurance is recorded as deferred acquisition costs (“DAC”) and a net gain on reinsurance is recorded as unearned revenue reserves (“URR”). Certain MRBs have also been reinsured, and these are reflected within reinsurance recoverables on the balance sheets.
Under coinsurance arrangements, reserves and invested assets are transferred from the ceding insurer to the reinsurer. In certain arrangements, the reinsurer holds the assets supporting the reserves in a trust for the benefit of the ceding insurer. Refer to Note 6 - Reinsurance for additional information related to the various trusts the Company maintains.
Under coinsurance with funds withheld arrangements, ceded reserves are transferred to the reinsurer; however, invested assets that support the reserves are retained by the ceding insurer, and the counterparties periodically settle profit and loss with respect to the investment returns. Under modified coinsurance arrangements, both the ceded reserves and the invested assets that support the reserves are retained by the ceding insurer, and the counterparties periodically net settle profit and loss with respect to both the investment returns and the underlying insurance obligations.
Both modified coinsurance and coinsurance with funds withheld arrangements require the ceding insurer to establish a mechanism which legally segregates the invested assets. The Company maintains the right of offset on general account assets and liabilities reinsured on both a coinsurance with funds withheld and modified coinsurance basis, but we have elected to present balances due from and due to reinsurance companies for paid and unpaid losses and loss adjustment expenses and are presented net of an ACL which is basedcounterparties on the expectation of lifetime credit loss.
The Company reinsures certain of its risks to other reinsurers under yearly renewable term, coinsurance, and modified coinsurance arrangements, and variations thereof. The cost ofa gross basis, as reinsurance related to long-duration contracts is accounted for over the life of the underlying reinsured policies using assumptions consistent with those used to account for the underlying policies.recoverables
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TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)

The Company evaluatesand funds withheld liability for ceded reinsurance or funds withheld at interest for assumed reinsurance on the financial conditionbalance sheets. Separate account assets and liabilities assumed on a modified coinsurance basis are reported on a net basis on the balance sheets. Revenue, however, is recorded from the reinsurance of its reinsurersseparate accounts as premiums or policy charges and concentrationsfee income on the statements of credit risk. Reinsurance is placed with reinsurers that meet strict financial criteria established by the Company.operations.
Deferred Policy Acquisition Costs (Predecessor Company)/Value of Business Acquired, (Successor Company)Deferred Acquisition Costs, Unearned Revenue Reserves, and Other Balances
Deferred policy acquisition costs ("DAC"Value of Business Acquired
Value of business acquired (“VOBA”) represent costsis an intangible asset that are directly relatedrepresents the portion of a purchase price allocated to the acquisition of new and renewal insurance contracts and incremental direct costs of contract acquisition that are incurred in transactions with either independent third parties or employees. Such costs primarily include commissions, premium taxes, costs of policy issuance and underwriting, and certain other expenses that are directly related to successfully issued contracts. As a result of the Talcott Resolution Sale Transaction being recorded at fair value, DAC which does not represent future cash flows, was eliminated in pushdown accounting.
VOBA represents the estimated value assigned to the right to receive future gross profits from cash flows and earnings of acquired insurance and investment contracts as of the date of the transaction.acquisition. It is based on the actuarially estimated present value of future cash flows fromof the acquired insurance and investment contracts in-force as of the date of the transaction.acquisition. The principal assumptions used in estimating the fair value calculation of VOBA include equity market returns, mortality, persistency, expenses, and interestdiscount rates, in addition to other factors that the Company expects to experience in future years. Actual experience on the acquired contracts may vary from these projections and the recovery of VOBA is dependent upon the future profitability of the related business. The Company amortizes VOBA over estimated gross profits ("EGPs") and it is reviewed for recoverability quarterly.
Prior to June 2018, for universal life-type contracts (including variable annuities),For certain transactions, the DAC asset was amortized over the estimated life of the contracts acquired in proportion to the presentfair value of EGPs. The Company also usesobligations related to acquired insurance and investment contracts exceed the presentbook value EGPs to determineof policy liabilities, resulting in additional reserves (“negative VOBA”). Negative VOBA is presented separately from VOBA as an additional reserve included either in the reserve for universal life type contracts (including variable annuities) with deathfuture policy benefits or other insurancepolicyholder funds and benefits such as guaranteed minimum death, life-contingent guaranteed minimum withdrawal and universal life insurance secondary guarantee benefits. These benefits are accountedpayable on the balance sheets, depending on the presentation for and collectively referred to as death and other insurance benefit reserves and are held in addition to the account value liability representing policyholder funds.
For most life insurance product contracts, including variable annuities, the Company estimates gross profits over 20 years as EGPs emerging subsequent to that time frame are immaterial. Future gross profits are projected over the estimated lives of the underlying contracts based on future account value projections for variable annuity products. The projection of future account values requiresgenerating the use of certain assumptions including: separate account returns; separate account fund mix; fees assessed against the contract holder’s account balance; full and partial surrender rates; interest credited; mortality; and annuitization rates. Changes in these assumptions and changes to other assumptions such as expenses and hedging costs cause EGPs to fluctuate, which impacts earnings.amount.
The Company determines EGPs using a set of stochastic reversion to mean ("RTM") separate account return projections which is an estimation technique commonly used by insurance entities to project future separate account returns. Through this estimation technique, the Company’s VOBA model is adjusted to reflect actual market returns at the end of each quarter. Through a consideration of recent market returns, the Company will unlock ("Unlock"), or adjust, projected returns over a future period so that the account value returns to the long-term expected rate of return, providing that those projected returns do not exceed certain caps. This Unlock for future separate account returns is determined each quarter.
In the fourth quarter of 2020, the Company completed a comprehensive policyholder behavior assumption study which resulted in a non-market related after-tax charge and incorporated the results of that study into its projection of future gross profits. Additionally, throughout the year, the Company evaluates various aspects of policyholder behavior and will revise its policyholder behavior assumptions if credible emerging data indicates that changes are warranted. Upon completion of an annual assumption study or evaluation of credible new information, the Company will revise its assumptions to reflect its current best estimate. These assumption revisions will change the projected account values and the related EGPs in the VOBA models, as well as EGPs used in the death and other insurance benefit reserving models.
All assumption changes that affect the estimate of future EGPs including the update of current account values, the use of the RTM estimation technique, and policyholder behavior assumptions are considered an Unlock in the period of revision. An Unlock adjusts the VOBA (Successor Company), death and other insurance benefit reserve balances on the Consolidated Balance Sheets with an offsetting benefit or charge on the Consolidated Statements of Operations in the period of the revision. An Unlock revises EGPs to reflect the Company's current best estimate assumptions. The Company also tests the aggregate recoverability of positive VOBA (Successor Company) by comparing the existing balance to the present value of future EGPs. An Unlock that resultsprofitability.
Deferred Acquisition Costs
As noted in the Reinsurance section above, specific to assumed block reinsurance, the excess of reserves and ceding commission over assets received is recorded as DAC. In addition, costs such as commissions are capitalized when incurred if directly related to the successful acquisition of new or existing insurance contracts.
Unearned Revenue Reserve
As noted in the Reinsurance section above, a net gain on assumed reinsurance is recorded as URR within other policyholder funds and benefits payable on the balance sheets.
Amortization of Deferred Acquisition Costs and Other Balances
The Company amortizes VOBA, DAC, URR and other balances (e.g., adjustments associated with FIA MRBs) through net income on a constant-level basis over the expected term for a group of contracts (i.e., cohorts), using the same cohorts used to estimate the associated liabilities for those contracts. Inputs and assumptions are required for determining the expected term of contracts and are consistent with those used to estimate the related liabilities. The determination of such assumptions uses accepted actuarial methods to estimate decrement rates related to policyholder behavior for lapses, withdrawals (surrenders) and mortality.
The constant-level basis uses a method specific to the underlying product, generally policy counts or gross premiums, and approximates a pattern of straight-line amortization at an after-tax benefit generally occurs as a resultindividual contract level. The amortization rate is calculated at the end of each reporting period, and is inclusive of actual experience or future expectationsfor the reporting period and any assumption updates. The revised amortization rate is applied prospectively from the beginning of product profitability being favorable compared to previous estimates. An Unlock that resultsthe current reporting period. Amortization can never result in an after-tax charge generally occursincrease of the VOBA, DAC or URR balance initially established.
Refer to Note 7 - Value of Business Acquired, Deferred Acquisition Costs, Unearned Revenue Reserves, and Other Balances for further information.
Refer to Note 10 - Reserve for Future Policy Benefits for additional information regarding the assumptions for the LFPB and additional liabilities for other insurance benefits.
Income Taxes
We measure income taxes using the asset and liability method, where deferred income taxes are recognized to represent the tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years the temporary differences are expected to reverse. We evaluate the likelihood of realizing the benefit of deferred tax assets, and if required, record a valuation allowance to reduce the total deferred tax asset, net of valuation allowance, to an amount that will more likely than not be realized. The Company classifies interest and penalties (if applicable) as a resultincome tax expense in the statements of actual experience or future expectations of product profitability being unfavorable compared to previous estimates.operations.
F-19F-18


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)

PolicyholdersRefer to Note 14 - Income Taxes for additional information.
Goodwill
Goodwill represents the excess of the purchase price of an acquired business over the fair value of identifiable net assets acquired, and is allocated to identified reporting units. Goodwill is not amortized but is evaluated for impairment on an annual basis or their beneficiariesmore frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. Our methodology for conducting this goodwill impairment evaluation includes both a qualitative and quantitative assessment.
The Company has the option to initially perform an assessment of qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The qualitative factors may make modificationsinclude, but are not limited to, existing contracts.economic conditions, industry and market considerations, cost factors, overall financial performance of the entity or a reporting unit and other company and entity-level or reporting unit-specific events. If it is determined that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, we then perform a quantitative assessment. If the new modification resultscarrying values of the reporting units exceed their fair value, an impairment loss is recognized and the carrying amount of goodwill is adjusted.
Refer to Note 8 - Goodwill and Other Intangible Assets for additional information.
Other Intangible Assets
Other intangible assets with definite lives are amortized over the estimated useful life of the asset and consist of software amortized over a period not to exceed seven years. Other intangible assets with indefinite lives primarily consist of state insurance licenses, and are not amortized but are reviewed annually in the Company’s impairment evaluation. They will be tested for impairment more frequently if an event occurs or circumstances change to indicate the fair value of indefinite-lived other intangible assets is less than the carrying value.
Refer to Note 8 - Goodwill and Other Intangible Assets for additional information.
Separate Accounts
The Company has issued VA and life insurance contracts through its separate accounts, which represent funds maintained to meet specific investment objectives of policyholders who direct the investments and bear the investment risk, with the exception of any contractual minimum guarantees made by the Company with respect to certain accounts, which are considered market risk benefits. Separate account assets are legally segregated and are not subject to claims that arise out of any other business of the Company. The Company’s separate account products include the variable account value portion of VA, variable life insurance products and individual, institutional, and governmental investment contracts. The Company has reinsured certain separate account policies on a substantially changed replacement contract,modified coinsurance basis to unaffiliated reinsurers.
We report separate account assets as a summary total based on the existing VOBAfair value of the underlying investments. A corresponding summary total separate account liabilities is written off through income. Ifreported at an amount equal to separate account assets, and represents the modified contract is not substantially changed, the existing VOBA continuesaccount balance to be amortizedreturned to the contractholder. The investment risk is solely borne by the contractholders and incremental costsinvestment income and investment related and unrealized gains and losses of the separate accounts directly accrue to the contractholders; therefore, they are expensednot recognized in the period incurred.statements of operations. The Company recognizes fee income for investment management, certain administrative services and cost of insurance charges.
Refer to Note 9 - Separate Accounts for additional information and Note 12 - Market Risk Benefits for further information.
Reserve for Future Policy Benefits
Reserve for Future Policy Benefits on Universal Life-type Contracts
Certain contracts classified as universal life-type include deathfuture policy benefits represent estimated insurance liabilities and other insurance benefit features including guaranteed minimum death benefit ("GMDB") andprimarily consist of the life-contingent portion of guaranteed minimum withdrawal benefit ("GMWB") riders offered with variable annuity contracts, as well as secondary guarantee benefits offered with universal life insurance contracts. Universal life insurance secondary guarantee benefits ensure that the policy will not terminate, and will continue to provide a death benefit, even if there is insufficient policy value to cover the monthly deductions and charges. GMDB riders on variable annuities provide a death benefit during the accumulation phase that is generally equal to the greater of (a) the contract value at death or (b) premium payments less any prior withdrawals and may include adjustments that increase the benefit, such as for maximum anniversary value ("MAV"). For the Company's products with life-contingent GMWB riders, the withdrawal benefit can exceed the guaranteed remaining balance ("GRB"), which is generally equal to premiums less withdrawals. In addition to recording an account value liability that represents policyholder funds, the Company records a death and other insurance benefit liability for GMDBs, the life-contingent portion of GMWBs and the universal life insurance secondary guarantees. This death and other insurance benefit liability is reported in reserve for future policy benefits on the Company’s Consolidated Balance Sheets. Changes in the death(“LFPB”), deferred profit liability (“DPL”) related to life-contingent payout annuities, and other insurance benefit reserves are recorded in benefits, losses and loss adjustment expenses on the Company’s Consolidated Statements of Operations.
The death and other insurance benefit liability is determined by estimating the expected present value of the benefits in excess of the policyholder’s expected account value in proportion to the present value of total expected assessments and investment margin. Total expected assessments are the aggregate of all contract charges, including thoseadditional liabilities for administration, mortality, expense, and surrender. The liability is accrued as actual assessments are earned. The expected present value of benefits and assessments are generally derived from a set of stochastic scenarios that have been calibrated to our RTM separate account returns and assumptions including market rates of return, volatility, discount rates, lapse rates and mortality experience. Consistent with the Company’s policy on the Unlock, the Company regularly evaluates estimates used and adjusts the liability, with a related charge or credit to benefits, losses and loss adjustment expenses. For further information on the Unlock, see the Deferred Policy Acquisition Costs (Predecessor Company)/Value of Business Acquired (Successor Company) accounting policy section within this footnote.
The Company reinsures a portion of its in-force GMDB, GMWB, and all of its universal life insurance secondary guarantees. Net reinsurance costs are recognized ratably over the accumulation period based on total expected assessments.
ULSG contracts. Reserve for Future Policy Benefits on Traditional Annuity and Other Contracts
Traditional annuities recorded within the reservealso consists of traditional long-duration insurance reserves for future policy benefits primarily include life-contingent contracts in the payout phase such as structured settlements and terminal funding agreements. Other contracts within the reserve for policyholder benefits include whole life and guaranteed term life insurance and other contracts.
Liability for Future Policy Benefits
The LFPB includes reserves for life-contingent contract annuitizations, including structured settlements and terminal funding agreements and traditional life insurance contracts. Insurance contracts are grouped into cohorts based on issue year and contract type for purposes of recognizing the LFPB. For contracts acquired through an inforce reinsurance arrangement or business combination, multiple issue years prior to the acquisition date are generally aggregated for purposes of identifying a single, issue-year cohort.
The reserve for future policy benefitsLFPB is calculated using standard actuarial methods, consideringwhich consider the present value of future benefits and related expenses to be paid, less the present value of the portion of future premiums requiredrequired. Such calculations are measured using assumptions “locked in” at the time the policies were issued, includingupdated cash flow and discount rate withdrawal,assumptions. The Company updates the LFPB at least quarterly for actual
F-19


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
experience and future cash flow assumptions are evaluated at least annually. Cash flow assumptions include, among others, mortality and expenselapse rates, and are reviewed and updated, as needed, following the Company’s assumption review in the third quarter. Cash flow assumptions deemed appropriate atmay be updated more frequently, if necessary, based on trending experience and future expectations. The effect on the issue date. Future policyLFPB attributable to updates for actual experience and updates in cash flow assumptions are both recorded as benefits areand losses. However, actual experience (e.g., paid claims) is reported as benefits and losses while remeasurement of the LFPB for the effect of cash flow assumption updates is reported as a separate remeasurement gain (loss).
The LFPB is computed at amounts that, with additions from any estimated premiums to be received and with interest on such reserves compounded annually at assumed rates, are expected to be sufficient to meet the Company’s policy obligations at their maturities or in the event of an insured’s death. While
Cash flows are discounted using an upper-medium grade (or low credit risk), fixed-income instrument yield (the equivalent of a Single A corporate bond rate). We establish the upper-medium grade yield for each cohort as of contract inception. The contract inception date is identified as the acquisition date for contracts acquired through an inforce reinsurance arrangement or business combination. For contracts issued evenly throughout a reporting period (or subsequent annuitizations for life-contingent payout annuities), a weighted-average discount rate is calculated on a quarterly basis. Reserve accretion in subsequent measurement periods calculated using the locked-in yield curve established at contract inception is recorded as benefit expense through net income.
The LFPB is additionally remeasured each reporting period using current upper-medium grade yields, and the effect on the LFPB attributable to changes in the discount rate is recorded in OCI. The Company maximizes the use of observable data as of each valuation date when developing an upper-medium grade yield curve designed to reflect the duration characteristics of the insurance liabilities.
Deferred Profit Liability
The DPL is recognized at contract inception of limited-payment contracts and represents the profit margin in premiums paid over a shorter duration than the claim payment period. The DPL accretes interest similar to the LFPB and is amortized in a constant relationship with expected future benefits payments for annuity contracts and insurance in force for life contracts. Amortization is recognized in benefits and losses within the statements of operations.
Consistent with the LFPB, the Company updates the DPL at least quarterly for actual experience, and future cash flow assumptions are lockedreviewed and updated, as needed, following the Company’s assumptions review in upon issuance of new contracts and annuitizations of existing contracts, significant changes in experience orthe third quarter. Cash flow assumptions may require the Company to establish premium deficiency reserves. Premium deficiency reserves,be updated more frequently, if any, are establishednecessary, based on currenttrending experience and future expectations. Consistent with the LFPB, actual experience is reported as benefits and losses while the effect on the DPL attributable to updates in cash flow assumptions without consideringis reported as a provisionseparate remeasurement loss (gain) within benefits and losses in the statements of operations.
Refer to Note 10 - Reserve for adverse deviation. ChangesFuture Policy Benefits for additional information.
Additional Liability for Universal Life with Secondary Guarantees
Reserves for such ULSG benefits are included within the reserve for future policy benefits on the balance sheets, as they provide additional protection against policy termination and may continue to provide a death benefit, even if there is insufficient policy value to cover the monthly deductions and charges.
Additional liabilities for other insurance benefits are determined by estimating the expected present value of the benefits in or deviations fromexcess of the policyholder’s expected account value in proportion to the present value of total expected contract assessments and investment margin. Present values are discounted at the contract rate, and interest accrues on the liability using the same rate. The reserve is reduced by the amount of cumulative excess payments but is never reduced below zero. Consistent with the LFPB, the reserve calculation is updated on a quarterly basis for actual experience, and future cash flow assumptions used can significantly affectare reviewed and updated, as needed, following the Company’s reserve levelsassumptions review in the third quarter. Consistent with the LFPB, actual experience is reported as benefits and results fromlosses while the effect on the additional liabilities attributable to updates in cash flow assumptions is reported as a separate remeasurement loss (gain) within benefits and losses in the statements of operations.
The Company uses reinsurance for a portion of its fixed and payout annuity businesses and its life insurance business.
F-20

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)

Other Policyholder Funds and Benefits Payable
Other policyholder funds and benefits payable primarily include the non-variable account values associated with variable annuity and other universal life-type contracts, investment contracts, the non-life contingent portionconsists of GMWBs that are accounted for as embedded derivatives at fair value as well as other policyholder account balances associated with our life insurance businesses. Investment contracts are non-life contingent(“PABs”), URR, negative VOBA, and include institutional and governmental deposits, structured settlements and fixed annuities. The liability for investment contracts is equalother balances. Refer to the balance that accruesReinsurance and VOBA policy sections above for additional information on URR and negative VOBA. Other balances primarily include FIA host offsets, which are amounts used to the benefit of the contract holder as of the financial statement date, which includes the accumulation of deposits plus credited interest, less withdrawals, payments and assessments through the financial statement date. For discussion of fair value of GMWBs that represent embedded derivatives, see Note 2 - Fair Value Measurements of Notes to Consolidated Financial Statements.
Separate Account Liabilities
The Company records the variable account value portion of variable annuities, variable life insurance products and individual, institutional, and governmental investment contracts within separate accounts. Separate account assets are reported at fair value and separate account liabilities are reported at amounts consistent with separate account assets. Investment income and gains and losses from those separate account assets accrue directly to the policyholder, who assumes the related investment risk, and are offset by change in the related liability. Changes in the value of separate account assetsthe MRB at contract inception, and separate account liabilities are reportedis further described in the same line item on the Consolidated Statements of Operations. The Company earns fee income for investment management, certain administrative services and mortality and expense risks.MRB policy section below.
F-21F-20


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2.1. Basis of Presentation and Significant Accounting Policies (continued)
Policyholder Account Balance
PABs represent the fixed contract value that has accrued to the benefit of the policyholder as of the balance sheet date and are applicable for contracts with explicit account values, including VA, fixed annuities, corporate-owned life insurance (“COLI”), and other universal life-type products (“UL”). This liability is primarily associated with the accumulated account deposits, plus interest credited, less policyholder withdrawals and other charges assessed against the account balance, as applicable. The liability recognized for non-life contingent payout annuities, including structured settlements, is measured as the present value of future payments using the effective yield at contract inception. Significant changes in experience or assumptions related to PABs for UL-type products may require the Company to establish premium deficiency reserves. Premium deficiency reserves, if any, are established based on current assumptions without considering a provision for adverse deviation. Changes in or deviations from the assumptions used can significantly affect the Company’s reserve levels and results from operations.
FIA contract balances appreciate based on a minimum guaranteed credited rate or the performance of market indices, and generally protect the contract owner against loss of principal and may include living withdrawal benefits or enhanced annuitization benefits. FIAs allow the policyholder to elect a fixed interest rate return or an equity market index.
For FIA contracts where an equity market index is elected, the account value attributable to equity performance, which is not clearly and closely related to the host insurance contract, is recognized as an embedded derivative. The liability reported on the balance sheets is equal to the sum of the fair value of the embedded derivative and the host contract. The host contract, identified as the non-variable guaranteed minimum contract value, is initially measured as the contract inception account value less a host contract adjustment equal to the initial fair value of the embedded derivative. The host contract adjustment is subsequently accreted over the underlying policy’s expected life. The fair value of the embedded derivative is measured as the present value of cash flows attributable to the indexed strategies, and is derived using assumptions to estimate future account values. The embedded derivative cash flows are discounted using a rate that reflects our own credit rating.
Refer to Note 11 - Other Policyholder Funds and Benefits Payable and Note 5 - Fair Value Measurements for additional information.
Market Risk Benefits
The Company historically issued and assumes via reinsurance certain guarantees and product features on VA and FIA products which protect the contractholder from, and expose the Company to, other-than-nominal capital market risk. The Company recognizes these features as MRBs, which include guaranteed minimum death benefit (“GMDB”), guaranteed minimum withdrawal benefit (“GMWB”) and guaranteed minimum income benefit (“GMIB”) for VA products, as well as guaranteed lifetime withdrawal benefit (“GLWB”), as well as expected annuitization benefits for FIA products.
MRBs are measured at the individual contract level and multiple MRBs within a single contract are measured and recognized as a single, compound MRB. MRBs are carried at fair value and may be recognized as a liability or an asset, and are reported separately as MRB liabilities or assets on the balance sheets as there is no legal right of offset between contracts.
The fair value of MRBs is measured as the present value of expected future benefits payments to contractholder, less the present value of expected fees attributable to the MRB, if applicable. The cash flows associated with MRBs are discounted utilizing a risk-free discount rate, plus an applicable credit spread for the instrument-specific credit risk (“ISCR”). To estimate the appropriate credit spread, the Company considers its own credit risk for directly written and assumed contracts and the reinsurer’s credit risk for MRBs that are reinsured. Changes in the fair value of MRBs are recorded as a change in market risk benefits within net income, excluding portions attributed to changes in the Company’s own credit risk, which are recorded in OCI. For MRBs that are reinsured, changes in the MRB attributable to changes in the reinsurer’s nonperformance risk are recognized as part of the change in market risk benefits recorded through net income.
At contract inception, we assess the fees and assessments collectible from the policyholder and allocate them to the extent they are attributable to the MRB. If attributed fees are sufficient to cover the projected benefits, a non-option based valuation model is used. If attributed fees are insufficient to cover the projected benefits (or there are no explicit fees collectible from the policyholder), an option-based valuation model is used. MRBs calculated using an option-based model are measured and recognized at contract inception and for FIA contracts, an equivalent contra-liability, referred to as a host offset, is recognized in other policyholder funds and benefits payable on the balance sheets.
Upon annuitization of the contract or the extinguishment of the account balance, the MRB, related annuity contract and unamortized deferred costs are derecognized, including amounts within AOCI, and a LFPB for the remaining payout annuity contract is established, if applicable.
Directly written and assumed MRBs are not reduced for those riders that are ceded under reinsurance agreements. Instead, ceded MRBs are measured at fair value and are separately recorded in reinsurance recoverables on the balance sheets.
F-21


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
1. Basis of Presentation and Significant Accounting Policies (continued)
Refer to Note 12 - Market Risk Benefits for additional information.
Revenue Recognition
For investment and universal life-type contracts, amounts collected from policyholders are considered deposits and are not included in revenue. Policy charges and fee income for VA, FIA, fixed annuities and other universal life-type contracts primarily consists of policy charges for policy administration, cost of insurance charges and surrender charges assessed against policyholders’ account balances and are recognized in the period in which services are provided. For traditional life products, premiums are recognized as revenue when due from policyholders.
Adoption of New Accounting Standards
Targeted Improvements to the Accounting for Long-Duration Contracts (ASU 2018-12)
Refer to Note 2 - Adoption of Long-Duration Targeted Improvements for additional information.
Business Combinations – Contract Assets and Contract Liabilities from Contracts with Customers (ASU 2021-08)
ASU 2021-08 applies to business combinations on or after January 1, 2023 and modifies how acquiring entities measure contract assets and contract liabilities from contracts with customers held by the acquiree. Such balances will be measured in a manner consistent with how the acquiree recognized and measured them in its pre-acquisition financial statements. We adopted these updates effective January 1, 2023, and it did not have an impact on our financial statements as the Company did not enter into any business combinations in 2023.
Financial Instruments – Credit Losses (Topic 326) – Troubled Debt Restructurings and Vintage Disclosures (ASU 2022-02)
ASU 2022-02 modified guidance for troubled debt restructurings and expanded disclosure requirements to present write-off of financing receivables disaggregated by year of origination (i.e., vintage). We adopted these updates effective January 1, 2023, and it did not have a material effect on our financial statements.
Reference Rate Reform (Topic 848) (ASU 2020-04, ASU 2021-01, and ASU 2022-06)
ASU 2020-04 and ASU 2021-01 provided practical expedients as codified within Topic 848 which were intended to ease operational burdens related to modifications to certain contracts, hedges and derivatives compelled due to reference rate reform. Each ASU was effective at issuance, adopted by the Company in prior years, and did not have a material effect on our financial statements. ASU 2022-06 deferred the sunset of Topic 848 from December 31, 2022 to December 31, 2024, at which point the practical expedients within Topic 848 will no longer be available. The Company will continue to evaluate the impact of reference rate reform on contract modifications and hedging relationships.
Derivatives and Hedging: Fair Value Hedging - Portfolio Layer Method (ASU 2022-01)
ASU 2022-01 expanded the scope of financial assets that are qualified for use in a portfolio layer hedging strategy. We adopted these updates effective January 1, 2023, and it did not have a material effect on our financial statements.
Recently Issued Accounting Standards
Fair Value Measurements of Equity Securities Subject to Contractual Sale Restrictions (ASU 2022-03)
ASU 2022-03 applies to both holders and issuers of equity and equity-linked securities measured at fair value, and clarifies that a contractual sales restriction is not considered in measurement. The amendments are effective for the Company in fiscal years beginning after December 15, 2023, and interim periods within those fiscal years, with early adoption permitted. The Company will adopt the provisions of ASU 2022-03 in the first quarter of 2024 and does not expect it to have a material effect on the financial statements.
Segment Reporting - Improvements to Reportable Segment Disclosures (ASU 2023-07)
ASU 2023-07 will require additional disclosures regarding segment expenses and additional information regarding the Company's Chief Operating Decision Maker. The ASU also clarifies the expanded disclosures will be applicable to entities with a single reportable segment. The amendments are effective for the Company in fiscal years beginning after December 15, 2023, and interim periods within those fiscal years, with early adoption permitted. The Company will adopt the provisions of ASU 2023-07 in the first quarter of 2024 and does not expect it to have a material effect on the financial statements.
Income Taxes - Improvements to Income Tax Disclosures (ASU 2023-09)
ASU 2023-09 will require additional disclosures with respect to taxes paid and the Company's effective tax rate reconciliation for federal, state, and foreign income taxes. The amendments are effective for the Company in fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this guidance on the financial statements.
F-22


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Adoption of Long-Duration Targeted Improvements
The FASB issued ASU 2018-12 Targeted Improvements to the Accounting for Long-Duration Contracts (“LDTI”) in August 2018, which impacted the recognition, measurement, presentation, and disclosure requirements for certain long-duration contracts issued by an insurance company. The guidance is intended to improve the timeliness of recognizing changes in the LFPB, by requiring annual or more frequent updates of insurance assumptions and modifying rates used to discount future cash flows. Further, the guidance amends the accounting for certain market-based options or guarantees associated with account balance contracts, simplify the amortization of DAC and other balances amortized on a basis consistent with DAC, and improve the effectiveness of the required disclosures.
The Company adopted the update effective as of January 1, 2023 and applied the retrospective method as of July 1, 2021, the date of the Sixth Street Acquisition. At the acquisition date, VOBA and negative VOBA balances were established for the difference between the fair value of the insurance contract assets and liabilities. Upon adoption, the LFPB and contractual features that meet the criteria for MRBs were adjusted to conform to LDTI, with an offsetting adjustment made to VOBA or negative VOBA. No adjustments were recorded to AOCI or retained earnings upon the initial adoption. As such, the Company retrospectively adjusted prior period amounts shown in the annual financial statements to reflect the new guidance.
The following table presents the Successor Company rollforward of life-contingent payout annuities from the acquired balance measured before adoption, to the opening balance as of the adoption date:
Balance as of July 1, 2021$14,613
Change in discount rate assumptions(2,280)
Change in cash flow assumptions and other activity(554)
Adjusted balance as of July 1, 2021$11,779
Less: reinsurance recoverables(2,938)
Adjusted balance as of July 1, 2021, net of reinsurance$8,841
The previously reported and adjusted gross reserve balances in the table above exclude certain fully reinsured life-contingent payout annuities, traditional life insurance reserves, and other reserves of $0.9 billion and $1.1 billion, respectively.
The following table presents a rollforward of MRB liabilities associated with VA, from the acquired balance measured before adoption, to the opening balance as of the adoption date:
Balance as of July 1, 2021$
Addition of existing balances [1]
261 
Fair value adjustments399 
Adjusted balance as of July 1, 2021$660
Less: ceded market risk benefits [2]
(776)
Adjusted balance as of July 1, 2021, net of reinsurance$(116)
[1]Associated reserves were previously recorded within reserve for future policy benefits and other policyholder funds and benefits payable on the balance sheets.
[2]Included within reinsurance recoverables on the balance sheets.

F-23


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Adoption of Long-Duration Targeted Improvements (continued)
The following table presents a rollforward of VOBA associated with VA and negative VOBA associated with life-contingent payout annuities, from the acquired balance measured before adoption, to the opening balance as of the adoption date:
Value of Business Acquired
Negative
VOBA [1]
Balance, as of July 1, 2021$565 $17 
Establishment of market risk benefits(200)
Change in discount rate assumptions for the liability for future policy benefits [2]
2,280 
Change in cash flow assumptions and other activity for the liability for future policy benefits554 
Adjusted balance, as of July 1, 2021$365 $2,851 
[1]Included within other policyholder funds and benefits payable on the balance sheets.
[2]Relates to the change from a risk-free discount rate to a upper-medium grade (or low credit risk), fixed-income instrument yield.
The following table summarizes the effects of adoption on the applicable financial statement line items on the balance sheet as of December 31, 2022 (Successor Company):
ReportedAdoptionAdjusted
Assets
Reinsurance recoverables$40,400 $(1,177)$39,223 
Market risk benefits— 325 325 
Value of business acquired and deferred acquisition costs518 (22)496 
Deferred income taxes1,120 (241)879 
Other assets453 (12)441 
Total assets$152,866 $(1,127)$151,739 
Liabilities and Stockholder's Equity
Liabilities
Reserve for future policy benefits$21,432 $(2,694)$18,738 
Other policyholder funds and benefits payable31,320 507 31,827 
Market risk benefits— 1,204 1,204 
Funds withheld liability10,485 (11)10,474 
Other liabilities2,018 (1,037)981 
Total liabilities152,510 (2,031)150,479 
Stockholder's Equity
Accumulated other comprehensive loss(2,166)507 (1,659)
Retained earnings639 397 1,036 
Total stockholder's equity356 904 1,260 
Total liabilities and stockholder's equity$152,866 $(1,127)$151,739 

F-24


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Adoption of Long-Duration Targeted Improvements (continued)
The following table summarizes the effects of adoption on the applicable financial statement line items in the statement of operations for the year ended December 31, 2022 (Successor Company):
ReportedAdoptionAdjusted
Revenues
Premiums$109 $(10)$99 
Policy charges and fee income506 509 
Investment and derivative related losses, net(10)(66)(76)
Total revenues1,383 (73)1,310 
Benefits, Losses, and Expenses
Benefits and losses606 (85)521 
Change in market risk benefits— (295)(295)
Amortization value of business acquired and deferred acquisition costs79 (18)61 
Total benefits, losses, and expenses986 (398)588 
Income before income taxes397 325 722 
Income tax expense38 69 107 
Net income$359 $256 $615 

The following table summarizes the effects of adoption on the applicable financial statement line items in the statement of operations for the period of July 1, 2021 to December 31, 2021 (Successor Company):
ReportedAdoptionAdjusted
Revenues
Premiums$31 $(5)$26 
Policy charges and fee income410 24 434 
Investment and derivative related losses, net(20)(30)(50)
Total revenues919 (11)908 
Benefits, Losses, and Expenses
Benefits and losses285 (124)161 
Change in market risk benefits— 
Amortization value of business acquired and deferred acquisition costs90 (66)24 
Insurance operating costs and other expenses213 (1)212 
Total benefits, losses, and expenses588 (189)399 
Income before income taxes331 178 509 
Income tax expense51 37 88 
Net income$280 $141 $421 
F-25


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Adoption of Long-Duration Targeted Improvements (continued)
The following table summarizes the effects of adoption on the applicable financial statement line items in the statement of comprehensive loss for the year ended December 31, 2022 (Successor Company):
ReportedAdoptionAdjusted
Net income$359$256$615
Other comprehensive loss
Unrealized loss on available-for-sale securities(2,129)(477)(2,606)
Gain related to discount rate for reserve for future policy benefits— 873 873 
Gain related to credit risk for market risk benefits— 96 96 
Other comprehensive loss(2,156)492 (1,664)
Comprehensive loss$(1,797)$748 $(1,049)
The following table summarizes the effects of adoption on the applicable financial statement line items in the statement of comprehensive loss for the period of July 1, 2021 to December 31, 2021 (Successor Company):
ReportedAdoptionAdjusted
Net income$280$141$421
Other comprehensive income
Unrealized loss on available-for-sale securities(10)(6)(16)
Gain related to discount rate for reserve for future policy benefits— (14)(14)
Gain related to credit risk for market risk benefits— 35 35 
Other comprehensive income (loss)(10)15 5 
Comprehensive income$270 $156 $426 
The following table summarizes the effects of adoption on the applicable financial statement line items in the statement of cash flows for the year ended December 31, 2022 (Successor Company):
ReportedAdoptionAdjusted
Net income$359$256 $615
Adjustments to reconcile net income to net cash provided by operating activities
Investment and derivative related losses, net10 66 76 
Amortization of value of business acquired and deferred acquisition costs79 (18)61 
Amortization of unearned revenue reserve(33)(35)(68)
Deferred income tax expense56 68 124 
Interest credited on investment and universal life-type contracts534 (53)481 
Change in market risk benefits— (295)(295)
Other operating activities, net(38)(2)(40)
Change in operating assets and liabilities
Reinsurance recoverables(758)17 (741)
Reserve for future policy benefits230 (2)228 
Other assets and liabilities93 (2)91 
Net cash provided by operating activities$880 $ $880 
F-26


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Adoption of Long-Duration Targeted Improvements (continued)
The following table summarizes the effects of adoption on the applicable financial statement line items in the statement of cash flows for the period of July 1, 2021 to December 31, 2021 (Successor Company):
ReportedAdoptionAdjusted
Net income$280$141 $421
Adjustments to reconcile net income to net cash used for operating activities
Investment and derivative related losses, net20 30 50 
Amortization of value of business acquired and deferred acquisition costs90 (66)24 
Amortization of unearned revenue reserve— — — 
Deferred income tax expense138 36 174 
Change in market risk benefits— 
Other operating activities, net(208)(65)(273)
Change in operating assets and liabilities
Reinsurance recoverables(63)34 (29)
Reserve for future policy benefits(40)(113)(153)
Other assets and liabilities(132)(131)
Net cash used for operating activities$(376)$ $(376)

F-27


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments

Available-for-Sale Debt Securities
The following table presents the balances of AFS debt securities, by major security type:
Amortized CostAllowance for Credit LossesGross Unrealized GainsGross Unrealized LossesFair Value
As of December 31, 2023 (Successor Company)
Fixed maturities, available-for-sale
Asset-backed securities$376 $— $$(16)$363 
Collateralized loan obligations970 (2)(5)966 
Commercial mortgage-backed securities1,639 (7)— (186)1,446 
Corporate bonds11,245 (7)22 (1,715)9,545 
Foreign government and agencies442 — 10 (48)404 
Municipal bonds961 — — (158)803 
Residential mortgage-backed securities508 — — (63)445 
U.S. Treasury bonds1,194 — — (312)882 
Total fixed maturities, available-for-sale$17,335 $(16)$38 $(2,503)$14,854 
Short-term investments, available-for-sale$28    $28 
As of December 31, 2022 (Successor Company)
Fixed maturities, available-for-sale
Asset-backed securities$276 $— $— $(22)$254 
Collateralized loan obligations703 — — (27)676 
Commercial mortgage-backed securities1,724 — (211)1,514 
Corporate bonds12,565 — (2,326)10,241 
Foreign government and agencies377 — — (62)315 
Municipal bonds1,309 — — (269)1,040 
Residential mortgage-backed securities503 — — (86)417 
U.S. Treasury bonds1,232 — — (306)926 
Total fixed maturities, available-for-sale$18,689 $ $3 $(3,309)$15,383 

The following table presents the balances of AFS debt securities, by contractual maturity:
Successor Company
As of December 31, 2023As of December 31, 2022
Amortized CostFair
Value
Amortized CostFair
Value
One year or less$392 $378 $445 $437 
Over one year through five years2,305 2,178 2,392 2,214 
Over five years through ten years3,351 2,960 4,438 3,732 
Over ten years7,822 6,144 8,209 6,140 
Structured securities3,493 3,222 3,205 2,860 
Total$17,363 $14,882 $18,689 $15,383 

Estimated maturities may differ from contractual maturities due to call or prepayment provisions. Due to the potential for variability in payment speeds (i.e., prepayments or extensions).
F-28


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)
The following tables present the Company’s unrealized loss aging for AFS debt securities, by major security type and length of time that the securities were in a continuous unrealized loss position:
Less Than 12 Months12 Months or MoreTotal
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
As of December 31, 2023 (Successor Company)
Fixed maturities, available-for-sale
Asset-backed securities$75 $(2)$181 $(14)$256 $(16)
Collateralized loan obligations238 (1)296 (4)534 (5)
Commercial mortgage-backed securities43 (4)1,373 (182)1,416 (186)
Corporate bonds376 (32)8,299 (1,683)8,675 (1,715)
Foreign government and agencies— 290 (48)291 (48)
Municipal bonds(1)794 (157)802 (158)
Residential mortgage-backed securities— — 408 (63)408 (63)
U.S. Treasury bonds(4)870 (308)876 (312)
Total fixed maturities, available-for-sale$747 $(44)$12,511 $(2,459)$13,258 $(2,503)
As of December 31, 2022 (Successor Company)
Fixed maturities, available-for-sale
Asset-backed securities$96 $(5)$162 $(17)$258 $(22)
Collateralized loan obligations644 (27)11 — 655 (27)
Commercial mortgage-backed securities819 (102)682 (109)1,501 (211)
Corporate bonds6,659 (1,544)3,412 (782)10,071 (2,326)
Foreign government and agencies185 (41)128 (21)313 (62)
Municipal bonds859 (219)180 (50)1,039 (269)
Residential mortgage-backed securities123 (20)293 (66)416 (86)
U.S. Treasury bonds864 (293)63 (13)927 (306)
Total fixed maturities, available-for-sale$10,249 $(2,251)$4,931 $(1,058)$15,180 $(3,309)

As of December 31, 2023, fixed maturities, AFS in an unrealized loss position consisted of 3,643 instruments and were primarily depressed due to increasing interest rates and/or widening credit spreads since the purchase and/or application of pushdown accounting dates. As of December 31, 2023, 67% of these fixed maturities were depressed less than 20% of cost or amortized cost.
The Company neither has an intention to sell nor does it expect to be required to sell the fixed maturities. The decision to record credit losses on fixed maturities, AFS in the form of an ACL requires us to make qualitative and quantitative estimates of expected future cash flows. Actual cash flows could deviate significantly from our expectations resulting in realized losses in future periods.
Sales
Sales of AFS debt securities in 2023 were primarily a result of strategic asset allocations, tactical changes to the portfolio driven by changing market conditions, and duration and liquidity management. Proceeds from sales of AFS debt securities were $1,304 for the year ended December 31, 2023 (Successor Company), $5,897 for the year ended December 31, 2022 (Successor Company), $2,372 for the period of December 31, 2021 (Successor Company) and $1,007 for the six months ended June 30, 2021 (Predecessor Company).
Allowance for Credit Losses
Developing the Company’s best estimate of expected future cash flows for ACL on AFS debt securities is a quantitative and qualitative process that incorporates information received from third-party sources along with certain internal assumptions regarding the future performance. Cash flows are discounted at the effective yield that is used to record interest income. The Company's considerations include, but are not limited to (a) changes in the financial condition of the issuer and/or the underlying collateral, (b) whether the issuer is current on contractually obligated interest and principal payments, (c) credit
F-29


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)
ratings, (d) payment structure of the security and (e) the extent to which the fair value has been less than the amortized cost of the security.
For non-structured securities, assumptions include, but are not limited to: economic and industry-specific trends and fundamentals, instrument-specific developments including changes in credit ratings, industry earnings multiples and the issuer’s ability to restructure, access capital markets, and execute asset sales.
For structured securities, assumptions include, but are not limited to, various performance indicators such as historical and projected default and recovery rates, credit ratings, current and projected delinquency rates, loan-to-value ratios ("LTV"), average cumulative collateral loss rates that vary by vintage year, prepayment speeds, and property value declines. These assumptions require the use of significant management judgment and include the probability of issuer default and estimates regarding timing and amount of expected recoveries which may include estimating the underlying collateral value.
The following presents a rollforward of the ACL for AFS debt securities, by major security type:
Collateralized Loan ObligationsCommercial Mortgage-Backed SecuritiesCorporate BondsTotal
Balance as of January 1, 2022 (Successor Company)$ $ $ $ 
Initial credit losses— — 
Write-offs— — (1)(1)
Balance as of December 31, 2022 (Successor Company) [1]
    
Initial credit losses17 
Reduction for sales— — (1)(1)
Balance at December 31, 2023 (Successor Company)[1]
$2 $7 $7 $16 
[1]As of December 31, 2023 and 2022 (Successor Company), the Company held no PCD AFS debt securities.

Net Investment Income
Net investment income by asset class consists of the following:
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
20232022
Fixed maturities [1]
$695 $620 $174 $243 
Equity securities11 10 10 
Mortgage loans80 74 32 45 
Policy loans90 82 36 40 
Investment funds116 168 259 216 
Other investments [2]
(381)(146)
Investment expense(21)(30)(14)(13)
Total net investment income$590 $778 $498 $534 
[1]    Includes net investment income on short-term investments and excludes amounts related to fixed maturities where the FVO was elected.
[2]    Includes income from derivatives that qualify for hedge accounting and hedge fixed maturities along with income on assets from the COLI block of business. Includes the accretion using a risk-free rate on the book value of investment portfolios of modified coinsurance arrangements
F-30


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)
Investment and Derivative Related Losses, Net
Investment and derivative related losses, net by asset class consists of the following:
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
20232022
Available-for-sale debt securities
Gross gains on sales14 55 
Gross losses on sales(194)(532)(20)(8)
Net realized gain/loss on other disposals(12)— — — 
Net realized investment related gains (losses) on available-for-sale debt securities$(205)$(530)$(6)$47 
Provision for credit losses on fixed maturities, available-for-sale(16)(1)— — 
Net recognized investment related losses on fair value option fixed maturities(11)(21)— — 
Net realized investment related gains (losses) on equity securities12 19 — 
Net unrealized investment related gains (losses) on equity securities still held at the end of the period(8)(24)(3)— 
Provision for credit losses on mortgage loans(11)(3)— 
Net recognized investment related gains on fair value option investment funds41 16 — — 
Embedded derivatives [1]
198 1,014 15 80 
Freestanding derivatives [1]
(926)(297)(73)(379)
Fixed indexed annuities hedge program22 (247)— — 
Other, net(25)12 (2)
Investment and derivative related losses, net$(929)$(76)$(50)$(242)
[1]     Refer to the Non-Qualifying Derivatives section of Note 4 - Derivatives for additional information.
F-31


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)
Accrued Interest Receivable
Accrued interest receivable recorded in other assets on the balance sheets consists of the following, by asset class:
Successor Company
As of December 31,
20232022
Available-for-sale debt securities$161 $182 
Mortgage loans

Mortgage Loans
The following table presents the Company’s mortgage loans, by geographic location:
Successor Company
December 31, 2023December 31, 2022
Amortized
Cost
Percent of Total
Amortized
Cost
Percent of Total
East North Central$87 4.3 %$74 2.9 %
East South Central34 1.7 %32 1.3 %
Middle Atlantic175 8.6 %194 7.7 %
Mountain176 8.6 %185 7.3 %
New England70 3.4 %82 3.2 %
Pacific462 22.6 %535 21.1 %
South Atlantic621 30.3 %694 27.4 %
West North Central40 1.9 %— — %
West South Central213 10.4 %180 7.1 %
Other [1]
167 8.2 %559 22.0 %
Total mortgage loans$2,045 100 %$2,535 100 %
[1]    Primarily represents loans collateralized by multiple properties in various regions.
The following table presents the Company’s mortgage loans, by property type:
Successor Company
December 31, 2023December 31, 2022
Amortized
Cost
Percent of Total
Amortized
Cost
Percent of Total
Commercial
Industrial$711 34.8 %$787 31.0 %
Multifamily617 30.2 %669 26.4 %
Office340 16.6 %383 15.1 %
Retail377 18.4 %443 17.5 %
Single Family— — %253 10.0 %
Total mortgage loans$2,045 100 %$2,535 100 %

Allowance for Credit Losses
The Company reviews mortgage loans on a quarterly basis to estimate the ACL, with changes in the ACL recorded in investment and derivative related losses, net. Apart from an ACL recorded on individual mortgage loans where the borrower is experiencing financial difficulties, the Company records an ACL on the pool of mortgage loans based on lifetime expected credit losses. The Company utilizes a third-party forecasting model to estimate lifetime expected credit losses at a loan level under multiple economic scenarios. The scenarios use macroeconomic data provided by an internationally
F-32


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)
recognized economics firm that generates forecasts of varying economic factors such as GDP growth, unemployment and interest rates. The economic scenarios are projected over 10 years. The first two years to four years of the 10-year period assume a specific modeled economic scenario (including moderate upside, moderate recession and severe recession scenarios) and then revert to historical long-term assumptions over the remaining period. Using these economic scenarios, the forecasting model projects property-specific operating income and capitalization rates used to estimate the value of a future operating income stream. The operating income and the property valuations derived from capitalization rates are compared to loan payment and principal amounts to create debt-service coverage ratios ("DSCRs") and LTVs over the forecast period. The Company's process also considers qualitative factors. The model overlays historical data about mortgage loan performance based on DSCRs and LTVs and projects the probability of default, amount of loss given a default and resulting expected loss through maturity for each loan under each economic scenario. Economic scenarios are probability-weighted based on a statistical analysis of the forecasted economic factors and qualitative analysis. The Company records the change in the ACL on mortgage loans based on the weighted-average expected credit losses across the selected economic scenarios. When a borrower is experiencing financial difficulty, including when foreclosure is probable, the Company measures an ACL on individual mortgage loans. The ACL is established for any shortfall between the amortized cost of the loan and the fair value of the collateral less costs to sell. Estimates of collectibility from an individual borrower require the use of significant management judgment and include the probability and timing of borrower default and loss severity estimates. In addition, cash flow projections may change based upon new information about the borrower's ability to pay and/or the value of underlying collateral such as changes in projected property value estimates. As of December 31, 2023 and 2022 (Successor Company), the Company did not have any mortgage loans for which an ACL was established on an individual basis.
There were no mortgage loans held-for-sale as of December 31, 2023 and 2022 (Successor Company). In addition, as of December 31, 2023 and 2022 (Successor Company), the Company had no mortgage loans that have had extensions or restructurings other than what is allowable under the original terms of the contract. As of December 31, 2023 and 2022 (Successor Company), the Company held no PCD mortgage loans.
The following table presents a rollforward of the ACL for mortgage loans:

Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
20232022
Beginning balance$15 $12 $ $17 
Cumulative effect of pushdown accounting— — 12 — 
Adjusted beginning balance ACL15 12 12 17 
Current-period provision11 — (6)
Ending balance$26 $15 $12 $11 

The increase in the allowance for the year ended December 31, 2023 (Successor Company) was primarily attributable to changes in market conditions and an update in assumptions. The increase in the allowance for the year ended December 31, 2022 (Successor Company) was primarily attributable to the deteriorating economic conditions and the potential impact on real estate property valuations and, to a lesser extent, net additions of new loans. The increase in the allowance for the period of July 1, 2021 to December 31, 2021 (Successor Company) was the result of pushdown accounting. The decrease in the allowance for the six months ended June 30, 2021 (Predecessor Company), is the result of improved economic scenarios, including improved GDP growth and unemployment, and higher property valuations as compared to the prior periods.
Credit Quality Indicators
The weighted-average LTV ratio at origination of the Company’s mortgage loans held as of December 31, 2023 (Successor Company) was 60%. LTV ratios compare the loan amount to the value of the underlying property collateralizing the loan with property values based on appraisals performed at origination. Factors considered in estimating property values include, among other things, actual and expected property cash flows, geographic market data and the ratio of the
F-33


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)
property's net operating income to its value. DSCR compares a property’s net operating income to the borrower’s principal and interest payments which are updated no less than annually through reviews of underlying properties.
The following represents the LTV ratio and DSCR for mortgage loans, by origination year:
As of December 31, 2023 (Successor Company)
20232022202120202019PriorTotal
Amortized cost for loan-to-values:
Greater than 80%$— $56 $16 $— $— $48 $120 
65% to 80%— 81 137 23 27 175 443 
Less than 65%19 235 198 49 165 816 1,482 
Total19 372 351 72 192 1,039 2,045 
Amortized cost for debt-service coverage ratios:
Greater than 1.50x— 239 301 72 171 952 1,735 
1.15x to 1.50x50 29 — 13 87 182 
0.95x to 1.15x16 19 16 — — 59 
Less than 0.95x— 64 — — — 69 
Total19 372 351 72 192 1,039 2,045 
Average loan-to-value for debt-service coverage ratios:
Greater than 1.50x— %54.3 %58.6 %55.9 %54.2 %49.4 %52.4 %
1.15x to 1.50x51.6 %38.6 %62.2 %— %69.5 %61.5 %55.7 %
0.95x to 1.15x39.8 %77.5 %84.3 %— %76.9 %— %68.8 %
Less than 0.95x— %77.1 %50.3 %— %— %— %75.2 %
Weighted average42.7 %57.4 %59.7 %56.2 %56.3 %50.4 %54.0 %

As of December 31, 2022 (Successor Company)
20222021202020192018PriorTotal
Amortized cost for loan-to-values:
Greater than 80%$54 $— $— $— $— $41 $95 
65% to 80%10 21 14 27 116 60 248 
Less than 65%461 379 166 220 181 785 2,192 
Total525 400 180 247 297 886 2,535 
Amortized cost for debt-service coverage ratios:
Greater than 1.50x229 372 175 225 181 762 1,944 
1.15x to 1.50x27 28 — 14 74 122 265 
0.95x to 1.15x16 — — 42 — 66 
Less than 0.95x— — — — 7 
Not applicable [1]
253 — — — — — 253 
Total525 400 180 247 297 886 2,535 
Weighted average loan-to-value for debt-service coverage ratios:
Greater than 1.50x51.1 %53.9 %34.4 %45.1 %51.7 %51.3 %49.6 %
1.15x to 1.50x29.2 %55.6 %— %65.0 %65.4 %52.0 %54.4 %
0.95x to 1.15x50.1 %— %— %72.8 %71.7 %— %66.7 %
Less than 0.95x— %— %50.0 %— %— %47.3 %50.8 %
Not applicable [1]
60.9 %— %— %— %— %— %60.9 %
Weighted average54.6 %54.0 %34.8 %47.1 %57.9 %51.4 %51.7 %
[1]Represents certain construction and other mortgage loans in which rent is not collected.
F-34


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)
Past-Due Mortgage Loans
Mortgage loans are considered past due if a payment of principal or interest is not received according to the contractual terms of the loan agreement, which typically includes a grace period. As of December 31, 2023 and 2022 (Successor Company), the Company held no mortgage loans considered past due.
Repurchase Agreements and Other Collateral Transactions
The Company enters into securities financing transactions as a way to earn additional income or manage liquidity, primarily through repurchase agreements.
Repurchase Agreements
From time to time, the Company enters into repurchase agreements to manage liquidity or to earn incremental income. A repurchase agreement is a transaction in which one party (transferor) agrees to sell securities to another party (transferee) in return for cash (or securities), with a simultaneous agreement to repurchase the same securities at a specified price at a later date. The maturity of these transactions is generally of ninety days or less. Repurchase agreements include master netting provisions that provide both parties the right to offset claims and apply securities held by them with respect to their obligations in the event of a default. Although the Company has the contractual right to offset claims, the Company's current positions do not meet the specific conditions for net presentation.
Under repurchase agreements, the Company transfers collateral of U.S. government and government agency securities and receives cash. For repurchase agreements, the Company obtains cash in an amount equal to at least 95% of the fair value of the securities transferred. The agreements require additional collateral to be transferred under specified conditions and provide the counterparty the right to sell or re-pledge the securities transferred. The cash received from the repurchase program is typically invested in short-term investments or fixed maturities and is reported as an asset on the Company's balance sheets. The Company accounts for the repurchase agreements as collateralized borrowings. The securities transferred under repurchase agreements are included in fixed maturities, AFS with the obligation to repurchase those securities recorded in other liabilities on the Company's balance sheets. As noted above, the Company’s current positions do not permit net presentation, however, the following presents the potential effect of rights of setoff associated with repurchase agreements:
Successor Company
As of December 31,
20232022
Gross amounts recognized$(421)$(564)
Gross amounts not offset:
Financial instruments [1]
439 577 
Net amount$18 $13 
[1]Included within fixed maturities and short-term investments on the Company's balance sheets.
Refer to Note 4 - Derivatives the potential effect of rights of set-off associated with recognized derivative assets and liabilities.
Other Collateral Transactions
The Company is required by law to deposit securities with government agencies in certain states in which it conducts business. As of December 31, 2023 and 2022 (Successor Company), the fair value of securities on deposit was $22 and $20, respectively.
For disclosure of collateral in support of derivative transactions, refer to the Derivative Collateral Arrangements section of Note 4 - Derivatives.
Variable Interest Entities
As of December 31, 2023 and 2022, the Company did not hold any investment in a VIE for which it was the primary beneficiary.
The Company’s maximum exposure to loss as of December 31, 2023 and 2022 of non-consolidated VIE included in investment funds on the Company's balance sheets is limited to $1,428 and $1,300, respectively. The Company’s maximum exposure to loss as of December 31, 2023 and 2022 of non-consolidated VIEs included in fixed maturities on the Company's balance sheets is limited to $4,124 and $323, respectively. As of December 31, 2023 and 2022, the Company
F-35


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)
had outstanding commitments totaling $939 and $410, respectively, whereby the Company is committed to fund these investments and may be called by the VIE during the commitment period to fund the purchase of new investments and partnership expenses. These investments are generally of a passive nature in that the Company does not take an active role in management.
Equity Method Investments
The majority of the Company's investment funds, including hedge funds, mortgage and real estate funds, and private equity and other funds, are accounted for under the equity method of accounting. The Company recognized total equity method income of $116 and $168 for the years ended December 31, 2023 and 2022 (Successor Company). Equity method income is reported in net investment income. The Company’s maximum exposure to loss as of December 31, 2023 (Successor Company) is limited to the total carrying value of $1.4 billion. In addition, the Company has outstanding commitments totaling approximately $559 related to as of December 31, 2023 (Successor Company).
For the year ended December 31, 2023 (Successor Company), aggregate net investment income from investment funds exceeded 10% of the Company’s pre-tax net income. Accordingly, the Company is disclosing summarized financial data in the subsequent table which reflects the latest available financial information. This aggregated summarized financial data does not represent the Company’s proportionate share of the investment's assets or earnings.
Successor Company
As of December 31,
(in billions)20232022
Total assets$176.4 $172.7 
Total liabilities29.4 28.6 
Net income12.7 6.6 
Concentration of Credit Risk
The Company aims to maintain a diversified investment portfolio including issuer, sector and geographic stratification, where applicable, and has established certain exposure limits, diversification standards and review procedures to mitigate credit risk. The Company aims to maintain a diversified investment portfolio including issuer, sector and geographic stratification, where applicable, and has established certain exposure limits, diversification standards and review procedures to mitigate credit risk. The following table discloses the Company’s investment exposure to any credit concentration risk of a single issuer greater than 10% of the Company's shareholder’s equity, other than the U.S. government and certain U.S. government agencies:
Market Value
Pacific Investment Management Inc.$370 
Morgan Stanley263 
Wells Fargo & Company256 
J.P. Morgan Chase & Co.229 
Citigroup180 
Madison Capital Funding179 
Deutsche Telekom157 
Strategic Partners Fund VIII L.P.145 
Bank Of America Corp.134 
UBS128 
Comm Mortgage Trust115 
HSBC Holdings Plc113 
Goldman Sachs Group Inc.105 
F-36


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives
The Company utilizes a variety of OTC, OTC-cleared and exchange traded derivative instruments as a part of its overall risk management strategy as well as to enter into replication transactions. Derivative instruments are used to manage risk associated with interest rate, equity market, credit spread, issuer default and currency exchange rate exposures or movements. Replication transactions are used as an economical means to synthetically replicate the characteristics and performance of assets that are permissible investments under the Company’s investment policies.
Derivatives Designated and Qualifying as Hedging Instruments
Some of the Company's derivatives satisfy hedge accounting requirements as outlined in Note 1 - Basis of Presentation and Significant Accounting Policies of these financial statements. Typically, these hedging instruments include interest rate swaps and, to a lesser extent, foreign currency swaps where the terms or expected cash flows of the hedged item closely match the terms of the swap. The interest rate swaps are typically used to manage interest rate duration of certain fixed maturity securities or liability contracts. The hedge strategies by hedge accounting designation include:
Cash Flow Hedges
Interest rate swaps are predominantly used to manage portfolio duration and better match cash receipts from assets with cash disbursements required to fund liabilities. These derivatives primarily convert interest receipts on floating-rate fixed maturity securities to fixed rates. Foreign currency swaps are used to convert foreign currency-denominated cash flows related to certain investment receipts and liability payments to U.S. dollars in order to reduce cash flow fluctuations due to changes in currency rates.
Derivatives Not Designated as Hedging Instruments
Derivative relationships that do not qualify for hedge accounting (“non-qualifying strategies”) primarily include the hedge program for the Company's VA products, as well as the hedging and replication strategies that utilize credit default swaps. In addition, hedges of interest rate, foreign currency and equity risk of certain fixed maturities, equities and liabilities do not qualify for hedge accounting.
The non-qualifying strategies include:
Interest Rate Swaps, Swaptions and Futures
The Company uses interest rate swaps, swaptions and futures to manage interest rate duration between assets and liabilities in certain investment portfolios. In addition, the Company enters into interest rate swaps to terminate existing swaps, thereby offsetting the changes in value of the original swap. As of December 31, 2023 (Successor Company), there were no interest rate swaps in offsetting relationships and as of December 31, 2022 (Successor Company), the notional amount of interest rate swaps in offsetting relationships was $276.
Foreign Currency Swaps and Forwards
The Company enters into foreign currency swaps to convert the foreign currency exposures of certain foreign currency-denominated fixed maturity investments to U.S. dollars. The Company also enters into foreign currency forwards to hedge non-U.S. dollar denominated cash.
Credit Contracts
Credit default swaps are used to purchase credit protection on an individual entity or referenced index to economically hedge against default risk and credit-related changes in the value of fixed maturity securities. Credit default swaps are also used to assume credit risk related to an individual entity or referenced index as a part of replication transactions. These contracts require the Company to pay or receive a periodic fee in exchange for compensation from the counterparty or the Company should the referenced security issuers experience a credit event, as defined in the contract. In addition, the Company enters into credit default swaps to terminate existing credit default swaps, thereby offsetting the changes in value of the original swap going forward.
Macro Hedge Program
The Company utilizes equity swaps, options and futures as well as interest rate swaps to provide protection against the statutory tail scenario risk to the Company's statutory surplus arising from higher GMWB and GMDB claims, as well as lower VA fee revenue.
Embedded Derivatives
The Company has assumed through reinsurance certain FIA products with index-based crediting that constitutes an embedded derivative. The cedant hedges this risk and provides the benefits of this hedging as part of the reinsurance settlements.
F-37


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
The Company formerly offered, and subsequently fully reinsured, certain UL products with index-linked features that also constitute an embedded derivative.
Ceded Modified Coinsurance Reinsurance Contracts
As of December 31, 2023 and 2022 (Successor Company), the Company had approximately $877 and $645, respectively, of invested assets supporting other policyholder funds and benefits payable reinsured under a modified coinsurance arrangement in connection with the sale of the Individual Life business, which was structured as a reinsurance transaction. The assets are primarily held in trust accounts established by the Company. The Company pays or receives cash quarterly to settle the operating results of the reinsured business, including the investment results. As a result of this modified coinsurance arrangement, the Company has an embedded derivative that transfers to the reinsurer certain unrealized changes in fair value of investments subject to interest rate and credit risk. The notional amount of the embedded derivative reinsurance contracts are the reinsured liabilities which are generally measured on a statutory basis and equivalent to the book value of the identified invested assets which support the reinsured reserves. The identified underlying is the total return on the identified invested assets which support the reinsured reserves. A funds withheld liability is recorded for funds contractually withheld by the Company under funds withheld modified coinsurance arrangements in which the Company is the cedant.
Derivative Balance Sheet Classification
For reporting purposes, the Company has elected to offset within assets or liabilities based upon the net of the fair value amounts, income accruals, and related cash collateral receivables and payables of OTC derivative instruments executed in a legal entity and with the same counterparty under a master netting agreement, which provides the Company with the legal right of offset. The following fair value amounts do not include income accruals or related cash collateral receivables and payables, which are netted with derivative fair value amounts to determine balance sheet presentation. Derivatives in the Company’s separate accounts, where the associated gains and losses accrue directly to policyholders are not included in the table below. The Company’s derivative instruments are held for risk management purposes, unless otherwise noted in the following table. The notional amount of derivative contracts represents the basis upon which pay or receive amounts are calculated and is presented in the table to quantify the volume of the Company’s derivative activity. Notional amounts are not necessarily reflective of credit risk. The following tables exclude investments that contain an embedded credit derivative for which the Company has elected the FVO.
The table below provides a summary of the gross notional amount and fair value of derivative contracts by the primary underlying risks they are utilized to manage. The fair value amounts below represent the value of derivative contracts prior to taking into account the netting effects of master netting agreements, accrued interest, and cash collateral.
The table below provides a summary of the gross notional amount and fair value of derivative contracts by the primary underlying risks they are utilized to manage. The fair value amounts below represent the value of derivative contracts prior to taking into account the netting effects of master netting agreements, accrued interest, and cash collateral.
Notional
 Amount
Fair Value
NetAssetsLiabilities
As of December 31, 2023
Designated and qualifying as hedges
Cash flow hedges
Interest rate swaps$250 $(29)$— $29 
Not designated as hedges
Embedded derivatives
Funds withheld on modified coinsurance [2] [3]
— 302 — (302)
Fixed indexed annuities [2] [3]
— (135)406 541 
Other [2] [3]
— — (5)(5)
Total embedded derivatives 167 401 234 
Freestanding derivatives [1]
Variable annuities macro hedge program10,340 151 146 
Foreign currency swaps and forwards202 12 12 — 
Interest rate swaps, swaptions, and futures1,087 (188)— 188 
F-38


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
Notional
 Amount
Fair Value
NetAssetsLiabilities
Credit derivatives500 10 10 — 
Total freestanding derivatives12,129 (161)173 334 
Total not designated as hedges12,129 6 574 568 
Total derivatives$12,379 $(23)$574 $597 
As of December 31, 2022
Designated and qualifying as hedges
Cash flow hedges [1]
Interest rate swaps$250 $— $— $— 
Not designated as hedges
Embedded derivatives
Funds withheld on modified coinsurance [2] [3]
— 726 129 (597)
Fixed indexed annuities [2] [3]
— (81)243 324 
Other [2] [3]
— — (29)(29)
Total embedded derivatives 645 343 (302)
Freestanding derivatives [1]
Variable annuities macro hedge program22,823 211 506 295 
Foreign currency swaps and forwards161 15 16 
Interest rate swaps, swaptions, and futures1,363 (1)
Credit derivatives500 — 
Total freestanding derivatives24,847 229 529 300 
Total not designated as hedges24,847 874 872 (2)
Total derivatives$25,097 $874 $872 $(2)
[1]Represents the gross fair value of freestanding derivatives excluding collateral and accrued income which are recorded in other investments and other liabilities on the balance sheets.
[2]For certain assumed and ceded reinsurance agreements the notional value is not indicative of the volume of activity. Refer to Note 6 - Reinsurance for additional information regarding the activity which generated the value of the embedded derivative.
[3]These derivatives are not held for risk management purposes. Assets are recorded in reinsurance recoverables and liabilities in other policyholder funds and benefits payable.
Offsetting of Derivative Assets/Liabilities
The following table presents the gross fair value amounts, inclusive of income accruals, amounts offset, and the net position of derivative instruments eligible for offset on the Company's balance sheets. Amounts offset include fair value amounts, income accruals and related cash collateral receivables and payables associated with derivative instruments that are traded under a common master netting agreement, as described in the preceding discussion. Also included in the tables are financial collateral receivables and payables, which are contractually permitted to be offset upon an event of default, although are disallowed for offsetting under US GAAP.
F-39


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
The following presents the effect or potential effect of rights of set-off associated with recognized derivative assets and liabilities:
As of December 31, 2023As of December 31, 2022
Derivative AssetsDerivative LiabilitiesDerivative AssetsDerivative Liabilities
Gross amounts recognized [1]
$202 $(386)$529 $(300)
Gross amounts offset [2]
(167)329 (446)195 
Net amount presented [3]
35 (57)83 (105)
Gross amounts not offset:
Cash collateral [2]
(30)30 — — 
Net amount5 (27)83 (105)
Off-balance sheet securities collateral [4]
(1)58 (68)103 
Net amount$4 $31 $15 $(2)
[1]Represents the fair value of freestanding derivatives inclusive of accrued income.
[2]Excludes collateral associated with exchange-traded derivative instruments included in other assets.
[3]Derivative assets and liabilities, including cash collateral and accrued interest, are presented on the Company's balance sheets in other investments and other liabilities, respectively.
[4]Non-cash collateral received excludes initial margin and is not recognized on our balance sheets unless the obligor (transferor) has defaulted under the terms of the secured contract and is no longer entitled to redeem the pledged asset.
Refer to Note 3 - Investments for the effect of rights of set-off associated with repurchase agreements.
Cash Flow Hedges
For derivative instruments that are designated and qualify as cash flow hedges, the gain or loss on the derivative is reported as a component of OCI and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. All components of each derivative’s gain or loss were included in the assessment of hedge effectiveness.
As of December 31, 2023 (Successor Company), there were no before tax deferred net losses on derivative instruments expected to be reclassified from AOCI to earnings over the next twelve months. This expectation is based on the anticipated interest payments on hedged investments in fixed maturity securities that will occur over the next twelve months, at which time the Company will recognize the deferred net gains (losses) as an adjustment to net investment income over the term of the investment cash flows.
For all periods presented, the Company had no net reclassifications from AOCI to earnings resulting from the discontinuance of cash-flow hedges due to forecasted transactions that were no longer probable of occurring.
Refer to Note 18 - Accumulated Other Comprehensive Income (Loss) for details regarding amounts recorded in and reclassified from AOCI for cash flow hedges.
Non-Qualifying Derivatives
For non-qualifying, including embedded derivatives that are required to be bifurcated from their host contracts, the gain or loss on the derivative is recognized within investment and derivative related losses, net as follows:

F-40


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
20232022
Embedded derivatives
Modified coinsurance$247 $809 $15 $22 
Fixed indexed annuities(54)200 — — 
GMWB reinsurance contracts— — — (24)
GMWB and other products— 82 
Total embedded derivatives198 1,014 15 80 
Freestanding derivatives
Variable annuities macro hedge program(897)(1)(100)(301)
Foreign currency swaps and forwards(1)(2)
Interest rate swaps, swaptions, and futures(40)(306)21 (76)
Credit derivatives12 — 
Total freestanding derivatives(926)(297)(73)(379)
Total$(728)$717 $(58)$(299)
Credit Risk Assumed through Credit Derivatives
The Company enters into credit default swaps that assume credit risk of a single entity or referenced index in order to synthetically replicate investment transactions that are permissible under the Company's investment policies. The Company will receive periodic payments based on an agreed upon rate and notional amount and will only make a payment if there is a credit event. A credit event payment will typically be equal to the notional value of the swap contract less the value of the referenced security issuer’s debt obligation after the occurrence of the credit event. A credit event is generally defined as a default on contractually obligated interest or principal payments or bankruptcy of the referenced entity. The credit default swaps in which the Company assumes credit risk primarily reference investment grade single corporate issuers and baskets, which include standard diversified portfolios of corporate and CMBS issuers. The diversified portfolios of corporate issuers are established within sector concentration limits and may be divided into tranches that possess different credit ratings.
Notional Amount [2]
Fair
Value
Weighted Average Years to Maturity
Underlying Referenced Credit Obligation [1]
Offsetting Notional AmountOffsetting Fair
Value
TypeAverage Credit Rating
Basket credit default swaps [3] with investment grade risk exposure:
As of December 31, 2023$500 $10 5 yearsCorporate CreditBBB+$— $— 
As of December 31, 2022$500 $5 yearsCorporate CreditBBB+$— $— 
[1]The average credit ratings are based on availability and are generally the midpoint of the available ratings among Moody’s, S&P, and Fitch. If no rating is available from a rating agency, then an internally developed rating is used.
[2]Notional amount is equal to the maximum potential future loss amount. These derivatives are governed by agreements and applicable law which include collateral posting requirements. There is no additional specific collateral related to these contracts or recourse provisions included in the contracts to offset losses.
[3]Comprised of swaps of standard market indices of diversified portfolios of corporate and CMBS issuers referenced through credit default swaps. These swaps are subsequently valued based upon the observable standard market index.
Derivative Collateral Arrangements
The Company enters into various collateral arrangements in connection with its derivative instruments, which require both the pledging and accepting of collateral. As of December 31, 2023 and 2022 (Successor Company), the Company pledged cash collateral with a fair value of $265 and $5, respectively, associated with derivative instruments. The collateral
F-41


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
receivable has been recorded in other assets or other liabilities on the Company's balance sheets, as determined by the Company's election to offset on the balance sheet. As of December 31, 2023 and 2022 (Successor Company), the Company also pledged securities collateral associated with derivative instruments with a fair value of $58 and $106, respectively, which have been included in fixed maturities, AFS on the balance sheets. The counterparties have the right to sell or re-pledge these securities. In addition, as of December 31, 2023 and 2022 (Successor Company), the Company has pledged initial margin of cash related to OTC-cleared and exchange traded derivatives with a fair value of $42 and $15, respectively, which is recorded in other investments or other assets on the Company's balance sheets. As of December 31, 2023 and 2022 (Successor Company), the Company has pledged initial margin of securities related to OTC-cleared and exchange traded derivatives with a fair value of $130 and $187, respectively, which are included within fixed maturities, AFS on the Company's balance sheets.
As of December 31, 2023 and 2022 (Successor Company), the Company accepted cash collateral associated with derivative instruments of $89 and $262, respectively, which was invested and recorded on the balance sheets in fixed maturities, AFS and short-term investments with corresponding amounts recorded in other investments or other liabilities as determined by the Company's election to offset on the balance sheet. The Company also accepted securities collateral as of December 31, 2023 and 2022 (Successor Company) with a fair value of $1 and $79, respectively, which the Company has the right to sell or repledge. As of December 31, 2023 and 2022 (Successor Company), the Company had not repledged securities and did not sell any securities. The non-cash collateral accepted was held in separate custodial accounts and was not included on the Company's balance sheets.
F-42


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements
The Company carries certain financial assets and liabilities at estimated fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants. Our fair value framework includes a hierarchy that gives the highest priority to the use of quoted prices in active markets, followed by the use of market observable inputs, followed by the use of unobservable inputs. The fair value hierarchy levels are as follows:
Level 1    Fair values based primarily on unadjusted quoted prices for identical assets or liabilities, in active markets that the Company has the ability to access at the measurement date.
Level 2    Fair values primarily based on observable inputs, other than quoted prices included in Level 1, or based on prices for similar assets and liabilities.
Level 3    Fair values derived when one or more of the significant inputs are unobservable (including assumptions about risk). With little or no observable market, the determination of fair valuesvalue uses considerable judgment and represents the Company’s best estimate of an amount that could be realized in a market exchange for the asset or liability. Also included are securities that are traded within illiquid markets and/or priced by independent brokers.
Net Asset Value ("NAV") – Other invested assets within separate accounts are typically measured using NAV as a practical expedient in determining fair value and are not classified in the fair value hierarchy. The carrying value reflects the pro rata ownership percentage as indicated by NAV in the investment’s financial statements, which may be adjusted if it’s determined NAV is not calculated consistent with investment company fair value principles. The underlying investments may have significant unobservable inputs, which may include but are not limited to, comparable multiples and weighted average cost of capital rates applied in valuation models or a discounted cash flow model.
The Company will classify the financial asset or liability by level based upon the lowest level input that is significant to the determination of the fair value. In most cases, both observable inputs (e.g., changes in interest rates) and unobservable inputs (e.g., changes in risk assumptions) are used to determine the fair valuesvalue of assets and liabilities that the Company has classified within Level 3.
The following presents the hierarchy for our assets and liabilities measured at fair value on a recurring basis:
 Total
NAV / Netting [1]
Level 1Level 2Level 3
As of December 31, 2023
Assets
Fixed maturities
Asset-backed securities$363 $— $— $313 $50 
Collateralized loan obligations966 — — 847 119 
Commercial mortgage-backed securities1,446 — — 1,440 
Corporate bonds9,545 — — 8,054 1,491 
Foreign government and agencies404 — — 404 — 
Municipal bonds803 — — 803 — 
Residential mortgage-backed securities445 — — 412 33 
U.S. Treasury bonds882 — — 882 — 
Total fixed maturities, available-for-sale14,854   13,155 1,699 
Fair value option fixed maturities252 — — 27 225 
Total fixed maturities15,106   13,182 1,924 
Equity securities182 — 150 23 
Investment funds238 — — — 238 
Other investments
Freestanding derivatives [1]
35 (138)11 22 140 
Short-term investments1,181 — 661 52 468 
F-22
F-43


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2.5. Fair Value Measurements (continued)
 Total
NAV / Netting [1]
Level 1Level 2Level 3
Reinsurance recoverables
Fixed indexed annuities hedge program193 — — — 193 
Reinsurance recoverable for FIA embedded derivative406 — — — 406 
Ceded other embedded derivative(5)— — — (5)
Ceded market risk benefits648 — — — 648 
Total reinsurance recoverables1,242    1,242 
Market risk benefits578 — — — 578 
Separate account assets89,514 200 54,877 34,389 48 
Total assets$108,076 $62 $55,558 $47,795 $4,661 
Liabilities
Other policyholder funds and benefits payable
Fixed indexed annuities embedded derivatives$541 $— $— $— $541 
Other embedded derivative(5)— — — (5)
Total other policyholder funds and benefits payable536    536 
Market risk benefits1,074 — — — 1,074 
Funds withheld liability
Modified coinsurance embedded derivative(110)— — (110)— 
Related party modified coinsurance embedded derivative(192)— — (192)— 
Fixed indexed annuities hedge program retrocession145 — — — 145 
Total funds withheld liability(157)  (302)145 
Other liabilities
Freestanding derivatives [1]
57 (306)11 284 68 
Total liabilities$1,510 $(306)$11 $(18)$1,823 
As of December 31, 2022
Assets
Fixed maturities
Asset-backed securities$254 $— $— $213 $41 
Collateralized loan obligations676 — — 567 109 
Commercial mortgage-backed securities1,514 — — 1,237 277 
Corporate bonds10,241 — — 9,622 619 
Foreign government and agencies315 — — 311 
Municipal bonds1,040 — — 1,039 
Residential mortgage-backed securities417 — — 400 17 
U.S. Treasury bonds926 — — 926 — 
Total fixed maturities, available-for-sale15,383   14,315 1,068 
Fair value option fixed maturities331 — — 25 306 
Total fixed maturities15,714   14,340 1,374 
Equity securities179 — — 155 24 
Investment funds58 — — — 58 
F-44


Successor Company
Assets and (Liabilities) Carried at Fair Value by Hierarchy Level as of December 31, 2020
 TotalQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Observable Inputs
(Level 2)
Significant Unobservable Inputs (Level 3)
Assets Accounted for at Fair Value on a Recurring Basis
Fixed maturities, AFS
Asset backed securities ("ABS")$444 $$444 $
Collateralized loan obligations ("CLOs")1,428 1,169 259 
Commercial mortgage-backed securities ("CMBS")1,215 1,161 54 
Corporate8,552 8,224 328 
Foreign government/government agencies266 266 
Municipal875 875 
Residential mortgage-backed securities ("RMBS")769 615 154 
U.S. Treasuries1,326 117 1,209 
Total fixed maturities14,875 117 13,963 795 
Equity securities, at fair value65 11 22 32 
Derivative assets
Foreign exchange derivatives(1)(1)
Interest rate derivatives
Macro hedge program
Total derivative assets [1]12 — 10 
Short-term investments802 586 194 22 
Reinsurance recoverable for GMWB
Separate account assets [2]108,748 67,679 40,609 20 
Total assets accounted for at fair value on a recurring basis$124,509 $68,393 $54,798 $878 
Liabilities accounted for at fair value on a recurring basis
Other policyholder funds and benefits payable
GMWB embedded derivative$21 $$$21 
Total other policyholder funds and benefits payable21 21 
Derivative liabilities
Foreign exchange derivatives(1)(1)
Interest rate derivatives(19)(19)
Macro hedge program(460)(19)(441)
Total derivative liabilities [3](480)(39)(441)
Modified coinsurance reinsurance contracts(93)(93)
Total liabilities accounted for at fair value on a recurring basis$(552)$0 $(132)$(420)
F-23

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2.5. Fair Value Measurements (continued)

Successor Company
Assets and (Liabilities) Carried at Fair Value by Hierarchy Level as of December 31, 2019
TotalQuoted Prices in Active Markets for Identical Assets (Level 1)Significant Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Assets Accounted for at Fair Value on a Recurring Basis
Fixed maturities, AFS
ABS$295 $$282 $13 
CLOs1,150 1,092 58 
CMBS1,391 1,354 37 
Corporate8,121 7,734 387 
Foreign government/government agencies409 409 
Municipal761 761 
RMBS868 621 247 
U.S. Treasuries993 993 
Total fixed maturities13,988 13,246 742 
Equity securities, at fair value45 11 33 
Derivative assets
GMWB hedging instruments23 23 
Macro hedge program49 49 
Total derivative assets [1]72 — 72 
Other investments
Short-term investments550 330 214 
Reinsurance recoverable for GMWB17 17 
Separate account assets [2]101,698 63,850 37,825 23 
Total assets accounted for at fair value on a recurring basis$116,376 $64,191 $51,292 $893 
Liabilities Accounted for at Fair Value on a Recurring Basis
Other policyholder funds and benefits payable
GMWB embedded derivative$$$$
Total other policyholder funds and benefits payable
Derivative liabilities
Credit derivatives(1)(1)
Foreign exchange derivatives(7)(7)
Interest rate derivatives(39)(37)(2)
GMWB hedging instruments50 35 15 
Macro hedge program(163)(1)(162)
Total derivative liabilities [3](160)(11)(149)
Modified coinsurance reinsurance contracts(43)(43)
Total liabilities accounted for at fair value on a recurring basis$(198)$0 $(54)$(144)
 Total
NAV / Netting [1]
Level 1Level 2Level 3
Other investments
Freestanding derivatives [1]
83 (112)— 40 155 
Short-term investments1,489 — 742 610 137 
Reinsurance recoverables
Fixed indexed annuities hedge program49 — — — 49 
Reinsurance recoverable for FIA embedded derivative243 — — — 243 
Funds withheld embedded derivative129 — — 129 — 
Ceded other embedded derivatives(29)— — — (29)
Ceded market risk benefits894 — — — 894 
Total reinsurance recoverables1,286   129 1,157 
Market risk benefits325 — — — 325 
Separate account assets87,255 288 53,775 33,139 53 
Total assets$106,389 $176 $54,517 $48,413 $3,283 
Liabilities
Other policyholder funds and benefits payable
Fixed indexed annuities embedded derivatives$324 $— $— $— $324 
Other embedded derivative(29)— — — (29)
Total other policyholder funds and benefits payable295    295 
Market risk benefits1,204 — — — 1,204 
Funds withheld liability
Modified coinsurance embedded derivative(597)— — (597)— 
Fixed indexed annuities hedge program retrocession37 — — — 37 
Total funds withheld liability(560)  (597)37 
Other liabilities
Freestanding derivatives [1]
105 139 — (41)
Total liabilities$1,044 $139 $ $(638)$1,543 
[1]Includes derivative instruments in a net positive fair value position after consideration of the accrued interest and impact of collateral posting requirements which may be imposed by agreements and applicable law. See footnote 3 to this table for derivative liabilities.
[2]Approximately $877 and $2.4 billion of investment sales receivables, as of December 31, 2020 and 2019 (Successor Company), respectively, are excluded from this disclosure requirement because they are trade receivables in the ordinary course of business where the carrying amount approximates fair value. Included in the total fair value amount are $441 and $461 of investments, as of December 31, 2020 and 2019 (Successor Company), respectively, for which“Netting” represents the fair value is estimated using the net asset value per unitof freestanding derivatives as a practical expedient which are excluded from the disclosure requirementwell as cash collateral and accrued income offset under master netting agreements. Refer to classify amounts in the fair value hierarchy.Note 4 - Derivatives for additional information regarding offsetting of derivatives.
[3]Includes derivative instruments in a net negative fair value position (derivative liability) after consideration of the accrued interest and impact of collateral posting requirements which may be imposed by agreements and applicable law.
F-24

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Fair Value Measurements (continued)

Fixed Maturities, Equity Securities, Short-term Investments, and Free-standing Derivatives
Valuation Techniques
The Company generally determines fair values using valuation techniques that use prices, rates, and other relevant information evident from market transactions involving identical or similar instruments. Valuation techniques also include, where appropriate, estimates of future cash flows that are converted into a single discounted amount using current market expectations. The Company uses a "waterfall" approach comprised of the following pricing sources and techniques, which are listed in priority order:
Quoted prices, unadjusted, for identical assets or liabilities in active markets, which are classified as Level 1.
Prices from third-party pricing services, which primarily utilize a combination of techniques. These services utilize recently reported trades of identical, similar, or benchmark securities making adjustments for market observable inputs available through the reporting date. If there are no recently reported trades, they may use a discounted cash flow
F-45


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
technique to develop a price using expected cash flows based upon the anticipated future performance of the underlying collateral discounted at an estimated market rate. Both techniques develop prices that consider the time value of future cash flows and provide a margin for risk, including liquidity and credit risk. Most prices provided by third-party pricing services are classified as Level 2 because the inputs used in pricing the securities are observable. However, some securities that are less liquid or trade less actively are classified as Level 3. Additionally, certain long-dated securities, such as municipal securities and bank loans, include benchmark interest rate or credit spread assumptions that are not observable in the marketplace and are thus classified as Level 3.
Internal matrix pricing which is a valuation process internally developed for private placement securities for which the Company is unable to obtain a price from a third-party pricing service. Internal pricing matrices determine credit spreads that, when combined with risk-free rates, are applied to contractual cash flows to develop a price. The Company develops credit spreads using market based data for public securities adjusted for credit spread differentials between public and private securities, which are obtained from a survey of multiple private placement brokers. The market-based reference credit spread considers the issuer’s sector, financial strength, and term to maturity, using an independent public security index, while the credit spread differential considers the non-public nature of the security. Securities priced using internal matrix pricing are classified as Level 2 because the significant inputs are observable or can be corroborated with observable data.
Independent broker quotes, which are typically non-binding use inputs that can be difficult to corroborate with observable market based data. Brokers may use present value techniques using assumptions specific to the security types, or they may use recent transactions of similar securities. Due to the lack of transparency in the process that brokers use to develop prices, valuations that are based on independent broker quotes are classified as Level 3.
The fair value of free-standingfreestanding derivative instruments is determined primarily using a discounted cash flow model or option model technique and incorporates counterparty credit risk. In some cases, quoted market prices for exchange-traded and OTC cleared derivatives may be used and in other cases independent broker quotes may be used. The pricing valuation models primarily use inputs that are observable in the market or can be corroborated by observable market data. The valuation of certain derivatives may include significant inputs that are unobservable, such as volatility levels, and reflect the Company’s view of what other market participants would use when pricing such instruments. Unobservable market data is used in the valuation of customized derivatives that are used to hedge certain GMWB variable annuity riders. See the section “GMWB Embedded, Customized, and Reinsurance Derivatives” below for further discussion of the valuation model used to value these customized derivatives.
Valuation Inputs
Quoted prices for identical assets in active markets are considered Level 1 and consist of on-the-run U.S. Treasuries, money market funds, exchange-traded equity securities, open-ended mutual funds, certain short-term investments, and exchange traded futures and option contracts.
F-25

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Fair Value Measurements (continued)

Valuation Inputs Used in Levels 2 and 3 Measurements for Securities and Freestanding Derivatives
Level 2
Primary Observable Inputs
Level 3
Primary Unobservable Inputs
Fixed Maturity Investments
   Structured securities (includes ABS, CLOs, CMBS and RMBS)
• Benchmark yields and spreads
• Monthly payment information
• Collateral performance, which varies by vintage year and includes delinquency rates, loss severity rates and refinancing assumptions
• Credit default swap indices

Other inputs for ABS, CLOs, and RMBS:
• Estimate of future principal prepayments, derived from the characteristics of the underlying structure
• Prepayment speeds previously experienced at the interest rate levels projected for the collateral
• Independent broker quotes
• Credit spreads beyond observable curve
• Interest rates beyond observable curve

Other inputs for less liquid securities or those that trade less actively, including subprime RMBS:
• Estimated cash flows
• Credit spreads, which include illiquidity premium
• Constant prepayment rates
• Constant default rates
• Loss severity
   Corporates
• Benchmark yields and spreads
• Reported trades, bids, offers of the same or similar securities
• Issuer spreads and credit default swap curves

Other inputs for investment grade privately placed securities that utilize internal matrix pricing:
• Credit spreads for public securities of similar quality, maturity, and sector, adjusted for non-public nature
• Independent broker quotes
• Credit spreads beyond observable curve
• Interest rates beyond observable curve

Other inputs for below investment grade privately placed securities:
• Credit spreads for public securities of similar quality, maturity, and sector, adjusted for non-public nature
   U.S Treasuries, Municipals, and Foreign government/government agencies
• Benchmark yields and spreads
• Issuer credit default swap curves
• Political events in emerging market economies
• Municipal Securities Rulemaking Board reported trades and material event notices
• Issuer financial statements
• Credit spreads beyond observable curve
• Interest rates beyond observable curve
Equity Securities
• Quoted prices in markets that are not active• For privately traded equity securities, internal discounted cash flow models utilizing earnings multiples or other cash flow assumptions that are not observable
Short-term Investments
• Benchmark yields and spreads
• Reported trades, bids, offers
• Issuer spreads and credit default swap curves
• Material event notices and new issue money market rates
• Independent broker quotes
Derivatives
   Credit derivatives
• Swap yield curve
• Credit default swap curves
Not applicable
   Equity derivatives
• Equity index levels
• Swap yield curve
• Independent broker quotes
• Equity volatility
   Foreign exchange derivatives
• Swap yield curve
• Currency spot and forward rates
• Cross currency basis curves
Not applicable
   Interest rate derivatives
• Swap yield curve• Independent broker quotes
• Interest rate volatility
• Swap curve beyond 30 years
F-26

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Fair Value Measurements (continued)

Significant Unobservable Inputs for Level 3 - Securities
As of December 31, 2020 (Successor Company)
Assets Accounted for at Fair Value on a Recurring BasisFair ValuePredominant
Valuation
Technique
Significant Unobservable InputMinimumMaximumWeighted Average [1]Impact of Increase in Input on Fair Value [2]
CLOs [3]$259 Discounted cash flowsSpread249bps305bps304bpsDecrease
CMBS [3]49 Discounted cash flowsSpread (encompasses
prepayment, default risk and loss severity)
255bps1,582bps570bpsDecrease
Corporate [4]269 Discounted cash flowsSpread116bps1,210bps304bpsDecrease
RMBS [3]154 Discounted cash flowsSpread [6]7bps592bps119bpsDecrease
Constant prepayment rate [6]0%10%5%Decrease [5]
Constant default rate [6]2%6%3%Decrease
Loss severity [6]0%100%81%Decrease
As of December 31, 2019 (Successor Company)
Assets accounted for at Fair Value on a Recurring BasisFair ValuePredominant
Valuation
Technique
Significant Unobservable InputMinimumMaximumWeighted Average [1]Impact of Increase in Input on Fair Value [2]
CLOs [3]$58 Discounted cash flowsSpread113bps246bps243bpsDecrease
CMBS [3]37 Discounted cash flowsSpread (encompasses
prepayment, default risk and loss severity)
9bps1,832bps266bpsDecrease
Corporate [4]309 Discounted cash flowsSpread93bps823bps236bpsDecrease
RMBS [3]247 Discounted cash flowsSpread [6]5bps233bps82bpsDecrease
Constant prepayment rate [6]0%13%6%Decrease [5]
Constant default rate [6]2%5%3%Decrease
Loss severity [6]0%100%70%Decrease
[1]The weighted average is determined based on the fair value of the securities.
[2]Conversely, the impact of a decrease in input would have the opposite impact to the fair value as that presented in the table.
[3]Excludes securities for which the Company bases fair value on broker quotations.
[4]Excludes securities for which the Company bases fair value on broker quotations; however, included are broker-priced lower-rated private placement securities for which the Company receives spread and yield information to corroborate the fair value.
[5]Decrease for above market rate coupons and increase for below market rate coupons.
[6]Generally, a change in the assumption used for the constant default rate would have been accompanied by a directionally similar change in the assumption used for the loss severity and a directionally opposite change in the assumption used for constant prepayment rate and would have resulted in wider spreads.
F-27

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Fair Value Measurements (continued)

The tables below exclude certain securities for which fair values are predominately based on independent broker quotes.
Significant Unobservable Inputs for Level 3 - Freestanding Derivatives
As of December 31, 2020 (Successor Company)
Fair ValuePredominant Valuation TechniqueSignificant Unobservable InputMinimumMaximumWeighted Average [1]Impact of Increase in Input on Fair Value [2]
Interest rate derivatives
Interest rate swaps$Discounted cash flowsSwap curve beyond 30 years1%1%1%Decrease
Macro hedge program [3], [4]
Equity options(471)Option modelEquity volatility0%53%31%Increase
Customized swaps21 Discounted cash flowsEquity volatility16%26%19%Increase
Interest rate swaptionOption modelInterest rate volatility1%1%1%Increase
As of December 31, 2019 (Successor Company)
Fair ValuePredominant Valuation TechniqueSignificant Unobservable InputMinimumMaximumWeighted Average [1]Impact of Increase in Input on Fair Value [2]
Interest rate derivatives
Interest rate swaps$(2)Discounted cash flowsSwap curve beyond 30 years2%2%2%Decrease
GMWB hedging instruments
Customized swaps35 Discounted cash flowsEquity volatility11%23%17%Increase
Interest rate swaptionOption modelInterest rate volatility2%2%2%Increase
Macro hedge program [3]
Equity options(111)Option modelEquity volatility11%35%22%Increase
Interest rate swaption(3)Option modelInterest rate volatility2%2%2%Increase
[1]The weighted average is determined based on the fair value of the securities.
[2]Conversely, the impact of a decrease in input would have the opposite impact to the fair value as that presented in the table. Changes are based on long positions, unless otherwise noted. Changes in fair value will be inversely impacted for short positions.
[3]Excludes derivatives for which the Company bases fair value on broker quotations.
[4]Includes activity previously reported as GMWB hedging instruments. For further discussion please refer to GMWB Derivatives, net in Footnote 4 - Derivative Instruments of Notes to Consolidated Financial Statements.
F-28

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Fair Value Measurements (continued)

GMWB Embedded, Customized and Reinsurance Derivatives
GMWB Embedded DerivativesThe Company formerly offered certain variable annuity products with GMWB riders that provide the policyholder with a guaranteed remaining balance ("GRB") which is generally equal to premiums less withdrawals. If the policyholder’s account value is reduced to a specified level through a combination of market declines and withdrawals but the GRB still has value, the Company is obligated to continue to make annuity payments to the policyholder until the GRB is exhausted. When payments of the GRB are not life-contingent, the GMWB represents an embedded derivative carried at fair value reported in other policyholder funds and benefits payable on the Consolidated Balance Sheets with changes in fair value reported in net realized capital gains and losses.
Free-standing Customized DerivativesThe Company holds free-standing customized derivative contracts to provide protection from certain capital markets risks for the remaining term of specified blocks of non-reinsured GMWB riders. These customized derivatives are based on policyholder behavior assumptions specified at the inception of the derivative contracts. The Company retains the risk for differences between assumed and actual policyholder behavior and between the performance of the actively managed funds underlying the separate accounts and their respective indices. These derivatives are reported on the Consolidated Balance Sheets within other investments or other liabilities, as appropriate, after considering the impact of master netting agreements.
GMWB Reinsurance DerivativeThe Company has reinsurance arrangements in place to transfer a portion of its risk of loss due to GMWB. These arrangements are recognized as derivatives carried at fair value and reported in reinsurance recoverables on the Consolidated Balance Sheets. Changes in the fair value of the reinsurance agreements are reported in net realized capital gains and losses.
Valuation Techniques
Fair values for GMWBFIA embedded derivatives, free-standing customized derivatives and reinsurance derivatives are classified as Level 3 in the fair value hierarchy and are calculated using internally developed models that utilize significant unobservable inputs because active, observable markets do not exist for these items. In valuing the GMWB embedded derivative, the Company attributes to the derivative a portion of the expected fees to be collected over the expected life of the contract from the contract holder equal to the present value of future GMWB claims. The excess of fees collected from the contract holder in the current period over the portion of fees attributed to the embedded derivative in the current period are associated with the host variable annuity contract and reported in fee income.
Valuation Inputs
Quoted prices for identical assets in active markets are considered Level 1 and consist of on-the-run U.S. Treasuries, money market funds, exchange-traded equity securities, open-ended mutual funds, certain short-term investments, and exchange traded futures and option contracts.
Primary observable and unobservable inputs for level 2 and level 3 fair value measurements are described below.
Fixed Maturities
Structured Securities
Primary observable inputs include: benchmark yields and spreads; monthly payment information; collateral performance, which varies by vintage year and includes delinquency rates, loss severity rates and refinancing assumptions; and credit default swap indices. Primary observable inputs specific to ABS, CLOs, and RMBS include: estimates of future principal prepayments, derived from the characteristics of the underlying structure; and prepayment speeds previously experienced at the interest rate levels projected for the collateral.
Primary unobservable inputs include: independent broker quotes; and credit spreads and interest rates beyond the observable curves. Primary unobservable inputs specific to less liquid securities or those that trade less actively, including subprime RMBS include: estimated cash flows; credit spreads, which include illiquidity premium; constant prepayment rates; constant default rates; and loss severity.
Corporate Bonds
Includes private placement securities for which the Company has elected the fair value option.
Primary observable inputs include: benchmark yields and spreads; reported trades, bids, offers of the same or similar securities; issuer spreads; and credit default swap curves. Primary observable specific to investment grade privately placed securities that utilize internal matrix pricing include credit spreads for public securities of similar quality, maturity, and sector, adjusted for non-public nature.
F-46


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
Primary unobservable inputs include: independent broker quotes; credit spreads beyond the observable curve; and interest rates beyond the observable curve. Primary unobservable inputs specific to below investment grade privately placed securities and private bank loans include credit spreads for public securities of similar quality, maturity, and sector, adjusted for non-public nature.
Foreign Government and Agencies, Municipal Bonds, and U.S. Treasury Bonds
Primary observable inputs include: benchmark yields and spreads; issuer credit default swap curves; political events in emerging market economies; Municipal Securities Rulemaking Board reported trades and material event notices; and issuer financial statements.
Primary unobservable inputs include credit spreads and interest rates beyond the observable curves.
Equity Securities
Primary observable inputs include quoted prices in markets that are not active.
Primary unobservable inputs include internal discounted cash flow models utilizing earnings multiples or other cash flow assumptions.
Investment Funds
There are no primary observable inputs.
Primary unobservable inputs include: prices of privately traded securities; and characteristics of privately traded securities, including yield, duration and spread duration. For equity method investments not held at fair value, the carrying value of the investment is based on the latest capital statement received by the Company for their investment.
Freestanding Derivatives
Credit Derivatives
Primary observable inputs include: swap yield curves; and credit default swap curves.
Foreign Currency Derivatives
Primary observable inputs include: the swap yield curve; currency spot and forward rates; and cross currency basis curves.
Interest Rate Derivatives
Primary observable inputs include the swap yield curve.
Primary unobservable inputs include: independent broker quotes; interest rate volatility; and the swap curve beyond 30 years.
Short-Term Investments
Primary observable inputs include: benchmark yields and spreads; reported trades, bids, and offers; issuer spreads and credit default swap curves; and material event notices and new issue money market rates.
Primary unobservable inputs include independent broker quotes.
Fixed Indexed Annuities Embedded Derivatives
Primary observable inputs include: risk-free rates as represented by the Eurodollar futures, LIBOR deposits and swap rates to derive forward curve rates; correlations of 10 years of observed historical returns across underlying well-known market indices; correlations of historical index returns compared to separate account fund returns; and equity index levels.
Primary unobservable inputs include: market implied equity volatility assumptions; credit standing adjustment assumptions; option budgets; and assumptions about policyholder behavior, such as withdrawal utilization, withdrawal rates, lapse rates, and reset elections.
The fair value for each of the non-life contingent GMWBs, the free-standing customizedFIA embedded derivatives and the GMWB reinsurance derivative isare calculated as an aggregation of the following components: Best Estimate Claim Payments;Benefits; Credit Standing Adjustment; and Margins. The Company believes the aggregation of these components results in an amount that a market participant in an active liquid market would require, if such a market existed, to assume the risks associated with the guaranteed minimum benefits and the related reinsurance and customized derivatives.existed. Each component described in the following discussion is unobservable in the marketplace and requires subjectivity by the Company in determining its value.
F-47


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
Best Estimate Claim PaymentsBenefits
The Best Estimate Claim PaymentsBenefits are calculated based on actuarial and capital market assumptions related to projected cash flows, including the present value of benefits and related contract charges, over the lives of the contracts, incorporating unobservable inputs including expectations concerning policyholder behavior.
Credit Standing Adjustment
The credit standing adjustment is an estimate of the adjustment to the fair value that market participants would require in determining fair value to reflect the risk that GMWB benefit obligations or the GMWB reinsurance recoverables will not be fulfilled. The Company incorporates a blend of estimates of peer company and reinsurer bond spreads and credit default spreads from capital markets, adjusted for market recoverability.markets.
Margins
The behavior risk margin adds a margin that market participants would require, in determining fair value, for the risk that the Company’s assumptions about policyholder behavior could differ from actual experience. The behavior risk margin is calculated by taking the difference between adverse policyholder behavior assumptions and best estimate assumptions.
F-29

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Fair Value Measurements (continued)

Valuation Inputs Used in Levels 2 and 3 Measurements for GMWB Embedded, Customized and Reinsurance Derivatives
Level 2
Primary Observable Inputs
Level 3
Primary Unobservable Inputs
• Risk-free rates as represented by the Eurodollar futures, LIBOR deposits and swap rates to derive forward curve rates
• Correlations of 10 years of observed historical returns across underlying well-known market indices
• Correlations of historical index returns compared to separate account fund returns
• Equity index levels
• Market implied equity volatility assumptions
• Credit standing adjustment assumptions

Assumptions about policyholder behavior, including:
• Withdrawal utilization
• Withdrawal rates
• Lapse rates
• Reset elections
Significant Unobservable Inputs for Level 3 GMWB Embedded Customized and Reinsurance Derivatives
As of December 31, 2020 (Successor Company)
Unobservable Inputs (Minimum)Unobservable Inputs (Maximum)Weighted
Average
Impact of Increase in Input
on Fair Value Liability [1]
Withdrawal Utilization [2]0%100%62%Increase
Withdrawal Rates [3]4%8%6%Increase
Lapse Rates [4]0%55%5%Decrease [8]
Reset Elections [5]0%99%8%Decrease [8]
Equity Volatility [6]16%28%21%Increase
Credit standing adjustment [7]0.18%0.45%0.34%Decrease
As of December 31, 2019 (Successor Company)
Unobservable Inputs (Minimum)Unobservable Inputs (Maximum)Weighted
Average
Impact of Increase in Input
on Fair Value Liability [1]
Withdrawal Utilization [2]19%100%69%Increase
Withdrawal Rates [3]0%7%6%Increase
Lapse Rates [4]0%61%6%Decrease [8]
Reset Elections [5]0%100%11%Increase
Equity Volatility [6]10%25%19%Increase
Credit standing adjustment [7]0.07%0.26%0.17%Decrease
[1]Conversely, the impact of a decrease in input would have the opposite impact to the fair value as that presented in the table.
[2]Range represents assumed percentages of policyholders taking withdrawals.
[3]Range represents assumed annual percentage of allowable amount withdrawn.
[4]Range represents assumed annual percentages of policyholders electing a full surrender.
[5]Range represents assumed annual percentages of eligible policyholders electing to reset their guaranteed benefit base.
[6]Range represents implied market volatilities for equity indices based on multiple pricing sources.
[7]Range represents Company credit spreads, adjusted for market recoverability.
[8]The impact may be an increase for some contracts, particularly those with out of the money guarantees.
Separate Account AssetsRepurchase Agreements and Other Collateral Transactions
Separate account assets areThe Company enters into securities financing transactions as a way to earn additional income or manage liquidity, primarily through repurchase agreements.
Repurchase Agreements
From time to time, the Company enters into repurchase agreements to manage liquidity or to earn incremental income. A repurchase agreement is a transaction in which one party (transferor) agrees to sell securities to another party (transferee) in return for cash (or securities), with a simultaneous agreement to repurchase the same securities at a specified price at a later date. The maturity of these transactions is generally of ninety days or less. Repurchase agreements include master netting provisions that provide both parties the right to offset claims and apply securities held by them with respect to their obligations in the event of a default. Although the Company has the contractual right to offset claims, the Company's current positions do not meet the specific conditions for net presentation.
Under repurchase agreements, the Company transfers collateral of U.S. government and government agency securities and receives cash. For repurchase agreements, the Company obtains cash in an amount equal to at least 95% of the fair value of the securities transferred. The agreements require additional collateral to be transferred under specified conditions and provide the counterparty the right to sell or re-pledge the securities transferred. The cash received from the repurchase program is typically invested in mutual funds. Other separate account assets include short-term investments or fixed maturities limited partnerships, equity securities, short-term investments and derivatives that are valued inis reported as an asset on the same manner, and using the same pricing sources and inputs, as those investments held by the Company. For limited partnerships in which fair value represents the separate account’s share of the NAV, 43% and 49% were subject to significant liquidation restrictions as of December 31, 2020 and 2019 (Successor Company), respectively. Total limited partnerships that do not allow any form of redemption were 0% as of December 31, 2020 and 2019 (Successor Company), respectively. Separate account assets classified as Level 3 primarily include long-dated bank loans, subprime RMBS and commercial mortgage loans.
Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs
Company's balance sheets. The Company uses derivative instruments to manage the risk associated with certain assets and liabilities. However, the derivative instrument may not be classified with the same fair value hierarchy level as the associated asset or liability. Therefore, the realized and unrealized gains and losses on derivatives reported in the Level 3 roll-forward may be offset by realized and unrealized gains and losses of the associated assets and liabilities in other line items of the financial statements.
F-30

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Fair Value Measurements (continued)

The following table presents a reconciliation of the beginning and ending balances for fair value measurements accounts for the year ended December 31, 2020 (Successor Company), for which the Company had used significant unobservable inputs (Level 3):
Fair Value Roll-forwards for Financial Instruments Classified as Level 3
Total Realized/Unrealized Gains (Losses)
Fair Value as of January 1, 2020Included in Net Income [1] [2] [6]Included in OCI [3]PurchasesSettlementsSalesTransfers into
Level 3 [4]
Transfers out of Level 3 [4]Fair Value as of December 31, 2020
Assets
Fixed maturities, AFS
ABS$13 $$(1)$40 $$$$(52)$
CLOs58 237 (28)(10)259 
CMBS37 (3)18 54 
Corporate387 12 51 (40)(24)357 (417)328 
RMBS247 57 (64)(28)(58)154 
Total fixed maturities, AFS742 10 403 (132)(52)359 (537)795 
Equity securities, at fair value33 (2)32 
Freestanding derivatives
Interest rate(2)— — — — — 
GMWB hedging instruments38 (38)
Total freestanding derivatives [5]36 (34)— — 
Reinsurance recoverable for GMWB17 (21)11 
Separate accounts23 12 (7)(8)20 
Short-term investments22 (6)22 
Total assets$857 $(53)$10 $438 $(127)$(61)$359 $(545)$878 
(Liabilities)
Freestanding derivatives
Macro hedge program(113)(456)— 339 (211)— — — (441)
Total freestanding derivatives [5](113)(456)— 339 (211)— — — (441)
Other policyholder funds and benefits payable
Guaranteed withdrawal benefits67 — (51)— — — 21 
Total other policyholder funds and benefits payable67 — (51)— — — 21 
Total liabilities$(108)$(389)$0 $339 $(262)$ $ $ $(420)
F-31

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Fair Value Measurements (continued)

repurchase agreements as collateralized borrowings. The following table presents a reconciliation of the beginning and ending balances for fair value measurements for the year ended December 31, 2019 (Successor Company), for which the Company had used significant unobservable inputs (Level 3):
Fair Value Roll-forwards for Financial Instruments Classified as Level 3
Total Realized/Unrealized Gains (Losses)
Fair Value as of January 1, 2019Included in Net Income [1] [2] [6]Included in OCI [3]PurchasesSettlementsSalesTransfers into
Level 3 [4]
Transfers out of Level 3 [4]Fair Value as of December 31, 2019
Assets
Fixed maturities, AFS
ABS$$$$13 $$$$(2)$13 
CLOs77 155 (91)(5)(78)58 
CMBS41 53 (1)(58)37 
Corporate327 (3)16 41 (15)(106)138 (11)387 
RMBS443 (75)(105)(17)247 
Total fixed maturities, AFS890 (3)19 262 (182)(216)138 (166)742 
Equity securities, at fair value46 (4)(1)(10)33 
Freestanding derivatives
Equity(1)— 
GMWB hedging instruments45 (35)28 38 
Total freestanding derivatives [5]45 (36)28 — 38 
Reinsurance recoverable for GMWB40 (34)— — 11 — — — 17 
Separate accounts40 — — 82 — (14)12 (97)23 
Short-term investments
Total assets$1,061 $(77)$19 $353 $(144)$(240)$150 $(263)$859 
(Liabilities)
Freestanding derivatives
Interest rate$(27)$(6)$— $— $31 $— $— $— $(2)
Macro hedge program247 (359)— (1)— — — — (113)
Total freestanding derivatives [5]220 (365)— (1)31 — — — (115)
Other policyholder funds and benefits payable
Guaranteed withdrawal benefits(80)134 — (49)— — — 
Total other policyholder funds and benefits payable(80)134 — (49)— — — 
Total liabilities$140 $(231)$0 $(1)$(18)$ $ $ $(110)
[1]The Company classifies realized and unrealized gains (losses) on GMWB reinsurance derivatives and GMWB embedded derivatives as unrealized gains (losses) for purposes of disclosure in this table because it is impracticable to track on a contract-by-contract basis the realized gains (losses) for these derivatives and embedded derivatives.
[2]Amounts in these columnssecurities transferred under repurchase agreements are generally reported in net realized capital gains (losses). The realized/unrealized gains (losses) included in net income for separate account assets are offset by an equal amount for separate account liabilities, which results in a net zero impact on net income for the Company. All amounts are before income taxes and amortization.
[3]All amounts are before income taxes and amortization.
[4]Transfers in and/or (out) of Level 3 are primarily attributable to the availability of market observable information and the re-evaluation of the observability of pricing inputs. Transfers into and out of Level 3 for the year ended December 31, 2020, were primarily related to private securities that were priced using internal matrix pricing in the prior period, but changed to broker pricing in the current period and inversely, private securities that were priced using broker pricing in the prior period, but changed to internal matrix pricing in the current period.
[5]Derivative instruments are reported in this table on a net basis for asset (liability) positions and reported on the Consolidated Balance Sheets in other investments and other liabilities.
[6]Includes both market and non-market impacts in deriving realized and unrealized gains (losses).
F-32

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Fair Value Measurements (continued)

Changes in Unrealized Gains (Losses) included in Net Income for Financial Instruments Classified as Level 3 Still Held at End of Period [1] [2]
Successor Company
For the Years Ended December 31,
20202019
Assets
Fixed maturities, AFS
Corporate$$(4)
Total fixed maturities, AFS(4)
Equity securities, at fair value(2)
Freestanding derivatives
Equity(1)
Interest rate(6)
GMWB hedging instruments [3](16)(35)
Total freestanding derivatives(10)(42)
Reinsurance recoverable for GMWB(21)(34)
Total assets$(31)$(82)
(Liabilities)
Freestanding derivatives
Macro hedge program [3]$(212)$(359)
Total freestanding derivatives(212)(359)
Other policyholder funds and benefits payable
Guaranteed withdrawal benefits67 134 
Total other policyholder funds and benefits payable67 134 
Total liabilities$(145)$(225)
[1]All amounts presented are reported in net realized capital gains (losses).The realized/unrealized gains (losses) included in net income for separate account assets are offset by an equal amount for separate account liabilities, which results in a net zero impact on net income for the Company. All amounts are before income taxes and amortization.
[2]Amounts presented are for Level 3 only and therefore may not agree to other disclosures included herein.
[3]The dynamic hedge program, which included GMWB hedging instruments, was closed in the first half of 2020. Any risks previously covered by the dynamic hedging program are now covered by the macro hedge program.
Changes in Unrealized Gains (Losses) included in OCI for Financial Instruments Classified as Level 3 Still Held at End of Period [1]
Successor Company
For the Years Ended December 31,
20202019
Assets
Fixed maturities, AFS
CLOs$$
CMBS(3)
Corporate17 
RMBS(1)
Total fixed maturities, AFS19 
Total assets$4 $19 
[1]    Changes in unrealized gains (losses) on fixed maturities, AFS are reported in changes in net unrealized gain onwith the obligation to repurchase those securities on the Consolidated Statements of Comprehensive Income (Loss).
F-33

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2. Fair Value Measurements (continued)

Financial Assets and Liabilities Not Carried at Fair Value (Successor Company)
Fair Value
Hierarchy
Level
Carrying Amount [1]Fair
Value
Carrying AmountFair
Value
December 31, 2020December 31, 2019
Assets
Policy loansLevel 3$1,452 $1,452 $1,467 $1,467 
Mortgage loansLevel 3$2,092 $2,248 $2,241 $2,331 
Liabilities
Other policyholder funds and benefits payable [2]Level 3$5,282 $5,261 $6,049 $5,912 
Assumed investment contracts [3]Level 3$$$$
[1]    As of December 31, 2020, carrying amount of mortgage loans is net of ACL of $17.
[2]    Excludes group accident and health and universal life insurance contracts, including corporate owned life insurance.
[3]    Includedrecorded in other liabilities on the Consolidated Balance Sheets.Company's balance sheets. As noted above, the Company’s current positions do not permit net presentation, however, the following presents the potential effect of rights of setoff associated with repurchase agreements:
F-34

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments
Successor Company
As of December 31,
20232022
Gross amounts recognized$(421)$(564)
Gross amounts not offset:
Financial instruments [1]
439 577 
Net amount$18 $13 

Net Investment Income
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
(Before tax)20202019
Fixed maturities [1]$518 $586 $343 $395 
Equity securities
Mortgage loans92 92 49 54 
Policy loans82 84 48 32 
Limited partnerships and other alternative investments130 161 67 41 
Other investments [2]13 19 11 13 
Investment expenses(26)(24)(18)(19)
Total net investment income$816 $924 $509 $520 
[1]    Includes net investment income on short-term investments.
[2]    Includes income from derivatives that qualify for hedge accounting and hedgeIncluded within fixed maturities alongand short-term investments on the Company's balance sheets.
Refer to Note 4 - Derivatives the potential effect of rights of set-off associated with incomerecognized derivative assets and liabilities.
Other Collateral Transactions
The Company is required by law to deposit securities with government agencies in certain states in which it conducts business. As of December 31, 2023 and 2022 (Successor Company), the fair value of securities on assets fromdeposit was $22 and $20, respectively.
For disclosure of collateral in support of derivative transactions, refer to the Corporate Owned Life Insurance ("COLI") blockDerivative Collateral Arrangements section of business.Note 4 - Derivatives.
Net Realized Capital Gains (Losses)
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
(Before tax)20202019
Gross gains on sales$166 $67 $12 $49 
Gross losses on sales(32)(18)(38)(112)
Equity securities [1](21)
Net credit losses on fixed maturities, AFS [2](1)
Change in ACL on mortgage loans [3](8)
Intent-to-sell impairments(6)— (1)— 
Net OTTI losses recognized in earnings(4)(6)
Valuation allowances on mortgage loans(5)
Results of variable annuity hedge program:
GMWB derivatives, net82 53 12 12 
Macro hedge program(414)(418)153 (36)
Total results of variable annuity hedge program(332)(365)165 (24)
Transactional foreign currency revaluation(4)(6)
Non-qualifying foreign currency derivatives(7)(4)(10)
Other, net [4]142 51 37 (23)
Net realized capital gains (losses)$(74)$(275)$142 $(107)
Variable Interest Entities
[1]     As of December 31, 2023 and 2022, the Company did not hold any investment in a VIE for which it was the primary beneficiary.
The net unrealized gains (losses) on equity securities included in net realized capital gains (losses) relatedCompany’s maximum exposure to equity securities still heldloss as of December 31, 2020 (Successor Company), were $4 for the year ended December 31, 2020 (Successor Company).The net unrealized gains (losses) on equity securities2023 and 2022 of non-consolidated VIE included in net realized capital gains (losses) relatedinvestment funds on the Company's balance sheets is limited to equity securities still held$1,428 and $1,300, respectively. The Company’s maximum exposure to loss as of December 31, 2019 (Successor Company), were $(2) for2023 and 2022 of non-consolidated VIEs included in fixed maturities on the year endedCompany's balance sheets is limited to $4,124 and $323, respectively. As of December 31, 2019 (Successor Company).The net unrealized gains (losses) on equity securities included in net realized capital gains (losses) related to equity securities were $(14) for2023 and 2022, the period of June 1, 2018 to December 31, 2018 (Successor Company), and $(3) for the period of January 1, 2018 to May 31, 2018 (Predecessor Company).
[2]    Due to the adoption of accounting guidance for credit losses on January 1, 2020, realized capital losses previously reported as OTTI are now presented as credit losses which are net of any recoveries. For further information, refer to Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements.Company
F-35


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)

[3]    Represents the change in ACL recorded during the period following the adoption of accounting guidance for credit losses on January 1, 2020. For further information, refer to Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements.
[4] Includes gains (losses) on non-qualifying derivatives, excluding foreign currency derivatives, of $149 for the year ended December 31, 2020 (Successor Company), $54 for the year ended December 31, 2019 (Successor Company), $35 for the period of June 1, 2018 to December 31, 2018 (Successor Company), and $(10) for the period of January 1, 2018 to May 31, 2018 (Predecessor Company).
Sales of AFS Securities
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
20202019
Fixed maturities, AFS
Sale proceeds$1,789 $2,541 $2,523 $3,523 
Gross gains165 67 12 45 
Gross losses(31)(16)(37)(47)
Sales of AFS securities in 2020 were primarily a result of tactical changes to the portfolio as a result of changing market conditions and to a lesser extent duration and liquidity management.
Accrued Interest Receivable on Fixed Maturities, AFS and Mortgage Loans
As of December 31, 2020 and 2019 (Successor Company), the Company reported accrued interest receivable related to fixed maturities, AFS of $114 and $122, respectively, and accrued interest receivable related to mortgage loans of $7 and $8, respectively. These amounts are recorded in other assets on the Consolidated Balance Sheets and are not included in the amortized cost or fair value of the fixed maturities or mortgage loans. The Company does not include the current accrued interest receivable balance when estimating the ACL. The Company has a policy to write-off accrued interest receivable balances that are more than 90 days past due. Write-offs of accrued interest receivable are recorded as a credit loss component of realized capital gains and losses.
Interest income on fixed maturities and mortgage loans is accrued unless it is past due over 90 days or management deems the interest uncollectible.
Recognition and Presentation of Intent-to-Sell Impairments and ACL on Fixed Maturities, AFS
The Company will record an "intent-to-sell impairment" as a reduction to the amortized cost of fixed maturities, AFS in an unrealized loss position if the Company intends to sell or it is more likely than not that the Company will be required to sell the fixed maturity before a recovery in value. A corresponding charge is recorded in net realized capital losses equal to the difference between the fair value on the impairment date and the amortized cost basis of the fixed maturity before recognizing the impairment.
When fixed maturities are in an unrealized loss position and the Company does not record an intent-to-sell impairment, the Company will record an ACL, through net realized capital gains and losses, for the portion of the unrealized loss due to a credit loss. Any remaining unrealized loss on a fixed maturity after recording an ACL is the non-credit amount and is recorded in OCI. The ACL is the excess of the amortized cost over the greater of the Company's best estimate of the present value of expected future cash flows or the security's fair value. Cash flows are discounted at the effective yield that is used to record interest income. The ACL cannot exceed the unrealized loss and, therefore, it may fluctuate with changes in the fair value of the fixed maturity if the fair value is greater than the Company's best estimate of the present value of expected future cash flows. The initial ACL and any subsequent changes are recorded in net realized capital gains and losses. The ACL is written off against the amortized cost in the period in which all or a portion of the related fixed maturity investment is determined to be uncollectible.
Prior to January 1, 2020, the Company recorded an OTTI for those fixed maturities for which the Company did not expect to recover the entire amortized cost basis. For these securities, the excess of the amortized cost basis over its fair value was separated into the portion representing a credit OTTI, which was recorded in net realized capital losses, and the remaining non-credit amount, which was recorded in OCI. The credit OTTI amount is the excess of its amortized cost basis over the Company’s best estimate of discounted expected future cash flows. The non-credit amount is the excess of the best estimate of the discounted expected future cash flows over the fair value.The Company’s best estimate of discounted
F-36

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)

expected future cash flows became the new cost basis and accreted prospectively into net investment income over the estimated remaining life of the security. Amounts previously recognized in accumulated other comprehensive income as of the ASU 2016-13 guidance adoption date that relate to improvements in cash flows expected to be collected will continue to be accreted into income over the asset's remaining life.
Developing the Company’s best estimate of expected future cash flows is a quantitative and qualitative process that incorporates information received from third-party sources along with certain internal assumptions regarding the future performance. The Company's considerations include, but are not limited to (a) changes in the financial condition of the issuer and/or the underlying collateral, (b) whether the issuer is current on contractually obligated interest and principal payments, (c) credit ratings, (d) payment structure of the security and (e) the extent to which the fair value has been less than the amortized cost of the security.
For non-structured securities, assumptions include, but are not limited to, economic and industry-specific trends and fundamentals, instrument-specific developments including changes in credit ratings, industry earnings multiples and the issuer’s ability to restructure, access capital markets, and execute asset sales.
For structured securities, assumptions include, but are not limited to, various performance indicators such as historical and projected default and recovery rates, credit ratings, current and projected delinquency rates, loan-to-value ratios ("LTVs"), average cumulative collateral loss rates that vary by vintage year, prepayment speeds, and property value declines. These assumptions require the use of significant management judgment and include the probability of issuer default and estimates regarding timing and amount of expected recoveries which may include estimating the underlying collateral value.
ACL on Fixed Maturities, AFS by Type for the Year Ended December 31, 2020 (Successor Company)
(Before tax)CorporateTotal
Balance, beginning of year$$
Credit losses on fixed maturities where an allowance was not previously recorded
Balance as of end of period$1 $1 
Cumulative Credit Impairments on Fixed Maturities, AFS
Successor CompanyPredecessor Company
For the Year Ended December 31, 2019June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
(Before tax)
Balance as of beginning of period$(6)$— $(88)
Additions for credit impairments recognized on [1]:
Fixed maturities not previously impaired(4)(6)
Reductions for credit impairments previously recognized on:
Fixed maturities that matured or were sold during the period17 
Fixed maturities due to an increase in expected cash flows
Balance as of end of period$(4)$(6)$(70)
[1]These additions are included in net realized capital gains (losses) on the Consolidated Statements of Operations.
F-37

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)

Fixed Maturities, AFS
Fixed Maturities, AFS by Type
Successor Company
December 31, 2020December 31, 2019
Amortized Cost [1]ACL [2]Gross Unrealized GainsGross Unrealized LossesFair ValueAmortized Cost [1]Gross Unrealized GainsGross Unrealized LossesFair ValueNon-Credit OTTI [3]
ABS$436 $— $$$444 $291 $$$295 $
CLOs1,425 — (4)1,428 1,150 (6)1,150 
CMBS1,152 — 77 (11)1,215 1,331 65 (3)1,391 
Corporate7,240 (1)1,296 (12)8,552 7,403 696 (7)8,121 
Foreign govt./govt. agencies236 — 32 266 382 30 (1)409 
Municipal761 — 115 (1)875 705 56 761 
RMBS745 — 26 (2)769 853 16 (1)868 
U.S. Treasuries1,142 — 192 (8)1,326 905 88 993 
Total fixed maturities, AFS$13,137 $(1)$1,753 $(38)$14,875 $13,020 $961 $(18)$13,988 $0 
[1]The cost or amortized cost of assets that support modified coinsurance reinsurance contracts were not adjusted as part of the application of pushdown accounting. As a result, gross unrealized gains (losses) only include subsequent changes in value recorded in AOCI beginning June 1, 2018. Prior changes in value have been recorded in additional paid-in capital.
[2]Represents the ACL recorded following the adoption of accounting guidance for credit losses on January 1, 2020. For further information refer to Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements.
[3]Represents the amount of cumulative non-credit impairment losses recognized in OCI on fixed maturities that also had credit impairments. These losses are included in gross unrealized losses as of December 31, 2019 (Successor Company).
Fixed maturities, AFS, by Contractual Maturity Year
Successor Company
December 31, 2020December 31, 2019
Contractual MaturityAmortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
One year or less$238 $241 $295 $300 
Over one year through five years1,376 1,462 1,260 1,297 
Over five years through ten years1,808 2,052 1,824 1,951 
Over ten years5,957 7,264 6,016 6,736 
Subtotal9,379 11,019 9,395 10,284 
Mortgage-backed and asset-backed securities3,758 3,856 3,625 3,704 
Total fixed maturities, AFS$13,137 $14,875 $13,020 $13,988 
Estimated maturities may differ from contractual maturities due to call or prepayment provisions. Due to the potential for variability in payment speeds (i.e. prepayments or extensions), mortgage-backed and asset-backed securities are not categorized by contractual maturity.
Concentration of Credit Risk
The Company aims to maintain a diversified investment portfolio including issuer, sector and geographic stratification, where applicable, and has established certain exposure limits, diversification standards and review procedures to mitigate credit risk.
The Company had 0 investment exposure to any credit concentration risk of a single issuer greater than 10% of the Company's stockholder's equity, other than the U.S. government and certain U.S. government agencies as of December 31, 2020 or 2019 (Successor Company). As of December 31, 2020 (Successor Company), other than U.S. government and certain U.S. government agencies, the Company’s three largest exposures by issuer were the IBM Corporation, Walt Disney Company, and Wells Fargo & Company, which each comprised less than 1% of total invested assets. As of December 31, 2019 (Successor Company), other than U.S. government and certain U.S. government agencies, the Company’s three
F-38

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)

largest exposures by issuer were the IBM Corporation, Walt Disney Company, and the Microsoft Corporation, which each comprised less than 1% of total invested assets.
The Company’s three largest exposures by sector as of December 31, 2020 (Successor Company), were financial services, utilities, and the CLO sector which comprised approximately 8%, 8%, and 7%, respectively, of total invested assets. The Company’s three largest exposures by sector as of December 31, 2019 (Successor Company) were utilities, CMBS, and financial services which comprised approximately 7%, 7%, and 7%, respectively, of total invested assets.
Unrealized Losses on Fixed Maturities, AFS
Unrealized Loss Aging for Fixed Maturities, AFS by Type and Length of Time as of December 31, 2020
Successor Company
Less Than 12 Months12 Months or MoreTotal
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
ABS$$$16 $$16 $
CLOs346 (1)411 (3)757 (4)
CMBS214 (11)216 (11)
Corporate110 (9)63 (3)173 (12)
Foreign govt./govt. agencies
Municipal28 (1)28 (1)
RMBS223 (1)39 (1)262 (2)
U.S. Treasuries236 (8)236 (8)
Total fixed maturities, AFS in an unrealized loss position$1,158 $(31)$531 $(7)$1,689 $(38)
Unrealized Loss Aging for Fixed Maturities, AFS by Type and Length of Time as of December 31, 2019
Successor Company
Less Than 12 Months12 Months or MoreTotal
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
ABS$51 $$14 $$65 $
CLOs188 (1)642 (5)830 (6)
CMBS93 (2)(1)102 (3)
Corporate144 (3)176 (4)320 (7)
Foreign govt./govt. agencies30 (1)35 (1)
Municipal51 51 
RMBS80 87 (1)167 (1)
U.S. Treasuries13 13 
Total fixed maturities, AFS in an unrealized loss position$625 $(6)$958 $(12)$1,583 $(18)
As of December 31, 2020 (Successor Company), fixed maturities, AFS in an unrealized loss position consisted of 377 instruments, primarily in the corporate sectors, most notably energy issuers and issuers in the transportation services sector, and CMBS which were depressed largely due to widening of credit spreads since the purchase date. As of December 31, 2020 (Successor Company), 99% of these fixed maturities were depressed less than 20% of cost or amortized cost. The increase in unrealized losses during 2020 was primarily attributable to wider credit spreads within higher yielding corporates and CMBS and higher interest rates on U.S. Treasuries purchased earlier in the year.
Most of the fixed maturities depressed for twelve months or more relate to CLOs and corporates. CLO securities and corporate fixed maturities were primarily depressed because current market spreads are wider than at the respective purchase dates. The Company neither has an intention to sell nor does it expect to be required to sell the fixed maturities outlined in the preceding discussion. The decision to record credit losses on fixed maturities, AFS in the form of an ACL
F-39

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)

requires us to make qualitative and quantitative estimates of expected future cash flows. Actual cash flows could deviate significantly from our expectations resulting in realized losses in future periods.
Mortgage Loans
ACL on Mortgage Loans
The Company reviews mortgage loans on a quarterly basis to estimate the ACL, with changes in the ACL recorded in net realized capital gains and losses. Apart from an ACL recorded on individual mortgage loans where the borrower is experiencing financial difficulties, the Company records an ACL on the pool of mortgage loans based on lifetime expected credit losses. The Company utilizes a third-party forecasting model to estimate lifetime expected credit losses at a loan level under multiple economic scenarios. The scenarios use macroeconomic data provided by an internationally recognized economics firm that generates forecasts of varying economic factors such as GDP growth, unemployment and interest rates. The economic scenarios are projected over 10 years. The first two to four years of the 10-year period assume a specific modeled economic scenario (including moderate upside, moderate recession and severe recession scenarios) and then revert to historical long-term assumptions over the remaining period. Using these economic scenarios, the forecasting model projects property-specific operating income and capitalization rates used to estimate the value of a future operating income stream. The operating income and the property valuations derived from capitalization rates are compared to loan payment and principal amounts to create debt-service coverage ratios ("DSCRs") and LTVs over the forecast period. The model overlays historical data about mortgage loan performance based on DSCRs and LTVs and projects the probability of default, amount of loss given a default and resulting expected loss through maturity for each loan under each economic scenario. Economic scenarios are probability-weighted based on a statistical analysis of the forecasted economic factors and qualitative analysis. The Company records the change in the ACL on mortgage loans based on the weighted-average expected credit losses across the selected economic scenarios.
In response to significant economic stress experienced as a result of the COVID-19 pandemic during 2020 the Company increased the weight of both a moderate and severe recession in our estimate of the ACL. The Company continues to monitor economic uncertainty including rising COVID-19 infections leading to short-term lockdowns and the corresponding impact that this might have on the mortgage loan portfolio.
The ultimate impact to the Company’s financial statements could vary significantly from our estimates depending on, among other things, the duration and severity of the pandemic, the duration and severity of the economic downturn and the degree to which federal, state and local government actions to mitigate the economic impact of COVID-19 are effective. The impact on our commercial mortgage loan portfolio will also be impacted by borrower behavior in response to the economic stress. Borrowers with lower LTVs have an incentive to continue to make payments of principal and/or interest in order to preserve the equity they have in the underlying commercial real estate properties. As property values decline, borrowers have less incentive to continue to make payments.
When a borrower is experiencing financial difficulty, including when foreclosure is probable, the Company measures an ACL on individual mortgage loans.The ACL is established for any shortfall between the amortized cost of the loan and the fair value of the collateral less costs to sell. Estimates of collectibility from an individual borrower require the use of significant management judgment and include the probability and timing of borrower default and loss severity estimates. In addition, cash flow projections may change based upon new information about the borrower's ability to pay and/or the value of underlying collateral such as changes in projected property value estimates. As of December 31, 2020 (Successor Company), the Company did 0t have any mortgage loans for which an ACL was established on an individual basis.
There were 0 mortgage loans held-for-sale as of December 31, 2020 or 2019 (Successor Company). As of December 31, 2020 (Successor Company), the Company had 0 mortgage loans that have had extensions or restructurings other than what is allowable under the original terms of the contract.
Prior to January 1, 2020, the accounting model was based on an incurred loss approach. Mortgage loans were considered to be impaired when management estimated that, based upon current information and events, it was probable that the Company would be unable to collect amounts due according to the contractual terms of the loan agreement. For mortgage loans that were deemed impaired, a valuation allowance was established for the difference between the carrying amount and estimated value. Changes in valuation allowances were recorded in net realized capital gains and losses.
F-40

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)

ACL on Mortgage Loans
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
20202019
Balance as of January 1,$0 $5 $0 $0 
Cumulative effect of accounting changes [1]
Adjusted beginning ACL [2]
Current period provision (release)(5)
Balance as of December 31,$17 $0 $5 $0 
[1] Represents the establishment of ACL recorded on adoption of accounting guidance for credit losses on January 1, 2020. For further                 information, refer to Note 1 - Basis of Presentation and Significant Accounting Policies.
[2] Prior to adoption of accounting guidance for credit losses on January 1, 2020, amounts were presented as a valuation allowance on mortgage loans.
The increase in the allowance for the year-ended December 31, 2020 (Successor Company) is the result of the COVID-19 pandemic and its impacts on the economic forecasts, as discussed above, as well as lower estimated property values and operating income as compared to the prior year.
The weighted-average LTV ratio of the Company’s mortgage loan portfolio was 54% as of December 31, 2020 (Successor Company), while the weighted-average LTV ratio at origination of these loans was 62%. LTV ratios compare the loan amount to the value of the underlying property collateralizing the loan with property values based on appraisals updated no less than annually. Factors considered in estimating property values include, among other things, actual and expected property cash flows, geographic market data and the ratio of the property's net operating income to its value. DSCR compares a property’s net operating income to the borrower’s principal and interest payments and are updated no less than annually through reviews of underlying properties.
Mortgage Loans LTV & DSCR by Origination Year as of December 31, 2020 (Successor Company)
202020192018201720162015 & PriorTotal
Loan-to-ValueAmortized CostAvg. DSCRAmortized CostAvg. DSCRAmortized CostAvg. DSCRAmortized CostAvg. DSCRAmortized CostAvg. DSCRAmortized CostAvg. DSCRAmortized Cost [1]Avg. DSCR
65% - 80%1.24x78 1.56x175 1.75x94 1.98x2.95x54 1.12x408 1.68x
Less than 65%164 2.26x207 2.95x178 2.24x248 2.35x176 2.90x728 2.29x1,701 2.44x
Total mortgage loans$170 2.23x$285 2.56x$353 1.99x$342 2.25x$177 2.90x$782 2.21x$2,109 2.29x
[1] Amortized cost of mortgage loans excludes ACL of $17.
Mortgage Loans LTV & DSCR as of December 31, 2019 (Successor Company)
Loan-to-ValueAmortized CostAvg. DSCR
65% - 80%$269 1.74x
Less than 65%1,972 2.44x
Total mortgage loans$2,241 2.36x
F-41

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)


Mortgage Loans by Region
Successor Company
December 31, 2020December 31, 2019
Amortized
Cost [1]
Percent of TotalAmortized
Cost
Percent of Total
East North Central$80 3.8 %$67 3.0 %
East South Central19 0.9 %19 0.9 %
Middle Atlantic154 7.3 %204 9.1 %
Mountain78 3.7 %75 3.3 %
New England83 3.9 %85 3.8 %
Pacific562 26.7 %646 28.8 %
South Atlantic569 27.0 %510 22.8 %
West South Central213 10.1 %209 9.3 %
Other [2]351 16.6 %426 19.0 %
Total mortgage loans$2,109 100 %$2,241 100 %
[1]Amortized cost of mortgage loans excludes ACL of $17.
[2]Primarily represents loans collateralized by multiple properties in various regions.
Mortgage Loans by Property Type
Successor Company
December 31, 2020December 31, 2019
Amortized
Cost [1]
Percent of TotalAmortized
Cost
Percent of Total
Commercial
Industrial$602 28.6 %$603 26.9 %
Lodging22 1.0 %24 1.1 %
Multifamily536 25.4 %576 25.7 %
Office481 22.8 %471 21.0 %
Retail418 19.8 %398 17.8 %
Single Family50 2.4 %120 5.3 %
Other%49 2.2 %
Total mortgage loans$2,109 100 %$2,241 100 %
[1]Amortized cost of mortgage loans excludes ACL of $17.
Past-Due Mortgage Loans
Mortgage loans are considered past due if a payment of principal or interest is not received according to the contractual terms of the loan agreement, which typically includes a grace period. As of December 31, 2020 and 2019 (Successor Company), the Company held 0 mortgage loans considered past due.
Purchased Financial Assets with Credit Deterioration
Purchased financial assets with credit deterioration ("PCD") are purchased financial assets with a “more-than-insignificant” amount of credit deterioration since origination. PCD assets are assessed only at initial acquisition date and for any investments identified, the Company records an allowance at acquisition with a corresponding increase to the amortized cost basis. As of December 31, 2020 (Successor Company), the Company held 0 PCD fixed maturities, AFS or mortgage loans.
Variable Interest Entities
The Company is engaged with various special purpose entities and other entities that are deemed to be variable interest entities ("VIEs") primarily as an investor through normal investment activities.
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TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)

A VIE is an entity that either has investors that lack certain essential characteristics of a controlling financial interest, such as simple majority kick-out rights, or lacks sufficient funds to finance its own activities without financial support provided by other entities. The Company performs ongoing qualitative assessments of its VIEs to determine whether the Company has a controlling financial interest in the VIE and therefore is the primary beneficiary. The Company is deemed to have a controlling financial interest when it has both the ability to direct the activities that most significantly impact the economic performance of the VIE and the obligation to absorb losses or right to receive benefits from the VIE that could potentially be significant to the VIE. Based on the Company’s assessment, if it determines it is the primary beneficiary, the Company consolidates the VIE on the Company’s Consolidated Financial Statements. As of December 31, 2020 and 2019 (Successor Company), the Company did 0t hold any VIEs for which it was the primary beneficiary.
Non-Consolidated VIEs
The Company, through normal investment activities, makes passive investments in limited partnerships and other alternative investments. For these non-consolidated VIEs, the Company has determined it is not the primary beneficiary as it has no ability to direct activities that could significantly affect the economic performance of the investments. The Company’s maximum exposure to loss as of December 31, 2020 and 2019 (Successor Company) is limited to the total carrying value of $975 and $914, respectively, which are included in limited partnerships and other alternative investments on the Company's Consolidated Balance Sheets. As of December 31, 2020 and 2019 (Successor Company), the Company had outstanding commitments totaling $461$939 and $474,$410, respectively, whereby the Company is committed to fund these investments and may be called by the partnershipVIE during the commitment period to fund the purchase of new investments and partnership expenses. These investments are generally of a passive nature in that the Company does not take an active role in management.
In addition,Equity Method Investments
The majority of the Company also makes passive investments in structured securities issued by VIEsCompany's investment funds, including hedge funds, mortgage and real estate funds, and private equity and other funds, are accounted for whichunder the Company is not the manager. These investments are included in ABS, CLOs, CMBS and RMBS in the Available-for-Sale Securities table on the Company’s Consolidated Balance Sheets.equity method of accounting. The Company has not provided financial or other support with respect to these investments other than its original investment. For these investments,recognized total equity method income of $116 and $168 for the Company determined ityears ended December 31, 2023 and 2022 (Successor Company). Equity method income is not the primary beneficiary due to the relative size of the Company’sreported in net investment in comparison to the principal amount of the structured securities issued by the VIEs, the level of credit subordination which reduces the Company’s obligation to absorb losses or right to receive benefits and the Company’s inability to direct the activities that most significantly impact the economic performance of the VIEs.income. The Company’s maximum exposure to loss on these investmentsas of December 31, 2023 (Successor Company) is limited to the total carrying value of $1.4 billion. In addition, the Company has outstanding commitments totaling approximately $559 related to as of December 31, 2023 (Successor Company).
For the year ended December 31, 2023 (Successor Company), aggregate net investment income from investment funds exceeded 10% of the Company’s pre-tax net income. Accordingly, the Company is disclosing summarized financial data in the subsequent table which reflects the latest available financial information. This aggregated summarized financial data does not represent the Company’s proportionate share of the investment's assets or earnings.
Successor Company
As of December 31,
(in billions)20232022
Total assets$176.4 $172.7 
Total liabilities29.4 28.6 
Net income12.7 6.6 
Concentration of Credit Risk
The Company aims to maintain a diversified investment portfolio including issuer, sector and geographic stratification, where applicable, and has established certain exposure limits, diversification standards and review procedures to mitigate credit risk. The Company aims to maintain a diversified investment portfolio including issuer, sector and geographic stratification, where applicable, and has established certain exposure limits, diversification standards and review procedures to mitigate credit risk. The following table discloses the Company’s investment exposure to any credit concentration risk of a single issuer greater than 10% of the Company's shareholder’s equity, other than the U.S. government and certain U.S. government agencies:
Market Value
Pacific Investment Management Inc.$370 
Morgan Stanley263 
Wells Fargo & Company256 
J.P. Morgan Chase & Co.229 
Citigroup180 
Madison Capital Funding179 
Deutsche Telekom157 
Strategic Partners Fund VIII L.P.145 
Bank Of America Corp.134 
UBS128 
Comm Mortgage Trust115 
HSBC Holdings Plc113 
Goldman Sachs Group Inc.105 
F-36


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives
The Company utilizes a variety of OTC, OTC-cleared and exchange traded derivative instruments as a part of its overall risk management strategy as well as to enter into replication transactions. Derivative instruments are used to manage risk associated with interest rate, equity market, credit spread, issuer default and currency exchange rate exposures or movements. Replication transactions are used as an economical means to synthetically replicate the characteristics and performance of assets that are permissible investments under the Company’s investment policies.
Derivatives Designated and Qualifying as Hedging Instruments
Some of the Company's derivatives satisfy hedge accounting requirements as outlined in Note 1 - Basis of Presentation and Significant Accounting Policies of these financial statements. Typically, these hedging instruments include interest rate swaps and, to a lesser extent, foreign currency swaps where the terms or expected cash flows of the hedged item closely match the terms of the swap. The interest rate swaps are typically used to manage interest rate duration of certain fixed maturity securities or liability contracts. The hedge strategies by hedge accounting designation include:
Cash Flow Hedges
Interest rate swaps are predominantly used to manage portfolio duration and better match cash receipts from assets with cash disbursements required to fund liabilities. These derivatives primarily convert interest receipts on floating-rate fixed maturity securities to fixed rates. Foreign currency swaps are used to convert foreign currency-denominated cash flows related to certain investment receipts and liability payments to U.S. dollars in order to reduce cash flow fluctuations due to changes in currency rates.
Derivatives Not Designated as Hedging Instruments
Derivative relationships that do not qualify for hedge accounting (“non-qualifying strategies”) primarily include the hedge program for the Company's VA products, as well as the hedging and replication strategies that utilize credit default swaps. In addition, hedges of interest rate, foreign currency and equity risk of certain fixed maturities, equities and liabilities do not qualify for hedge accounting.
The non-qualifying strategies include:
Interest Rate Swaps, Swaptions and Futures
The Company uses interest rate swaps, swaptions and futures to manage interest rate duration between assets and liabilities in certain investment portfolios. In addition, the Company enters into interest rate swaps to terminate existing swaps, thereby offsetting the changes in value of the original swap. As of December 31, 2023 (Successor Company), there were no interest rate swaps in offsetting relationships and as of December 31, 2022 (Successor Company), the notional amount of interest rate swaps in offsetting relationships was $276.
Foreign Currency Swaps and Forwards
The Company enters into foreign currency swaps to convert the foreign currency exposures of certain foreign currency-denominated fixed maturity investments to U.S. dollars. The Company also enters into foreign currency forwards to hedge non-U.S. dollar denominated cash.
Credit Contracts
Credit default swaps are used to purchase credit protection on an individual entity or referenced index to economically hedge against default risk and credit-related changes in the value of fixed maturity securities. Credit default swaps are also used to assume credit risk related to an individual entity or referenced index as a part of replication transactions. These contracts require the Company to pay or receive a periodic fee in exchange for compensation from the counterparty or the Company should the referenced security issuers experience a credit event, as defined in the contract. In addition, the Company enters into credit default swaps to terminate existing credit default swaps, thereby offsetting the changes in value of the original swap going forward.
Macro Hedge Program
The Company utilizes equity swaps, options and futures as well as interest rate swaps to provide protection against the statutory tail scenario risk to the Company's statutory surplus arising from higher GMWB and GMDB claims, as well as lower VA fee revenue.
Embedded Derivatives
The Company has assumed through reinsurance certain FIA products with index-based crediting that constitutes an embedded derivative. The cedant hedges this risk and provides the benefits of this hedging as part of the reinsurance settlements.
F-37


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
The Company formerly offered, and subsequently fully reinsured, certain UL products with index-linked features that also constitute an embedded derivative.
Ceded Modified Coinsurance Reinsurance Contracts
As of December 31, 2023 and 2022 (Successor Company), the Company had approximately $877 and $645, respectively, of invested assets supporting other policyholder funds and benefits payable reinsured under a modified coinsurance arrangement in connection with the sale of the Individual Life business, which was structured as a reinsurance transaction. The assets are primarily held in trust accounts established by the Company. The Company pays or receives cash quarterly to settle the operating results of the reinsured business, including the investment results. As a result of this modified coinsurance arrangement, the Company has an embedded derivative that transfers to the reinsurer certain unrealized changes in fair value of investments subject to interest rate and credit risk. The notional amount of the embedded derivative reinsurance contracts are the reinsured liabilities which are generally measured on a statutory basis and equivalent to the book value of the identified invested assets which support the reinsured reserves. The identified underlying is the total return on the identified invested assets which support the reinsured reserves. A funds withheld liability is recorded for funds contractually withheld by the Company under funds withheld modified coinsurance arrangements in which the Company is the cedant.
Derivative Balance Sheet Classification
For reporting purposes, the Company has elected to offset within assets or liabilities based upon the net of the fair value amounts, income accruals, and related cash collateral receivables and payables of OTC derivative instruments executed in a legal entity and with the same counterparty under a master netting agreement, which provides the Company with the legal right of offset. The following fair value amounts do not include income accruals or related cash collateral receivables and payables, which are netted with derivative fair value amounts to determine balance sheet presentation. Derivatives in the Company’s separate accounts, where the associated gains and losses accrue directly to policyholders are not included in the table below. The Company’s derivative instruments are held for risk management purposes, unless otherwise noted in the following table. The notional amount of derivative contracts represents the basis upon which pay or receive amounts are calculated and is presented in the table to quantify the volume of the Company’s derivative activity. Notional amounts are not necessarily reflective of credit risk. The following tables exclude investments that contain an embedded credit derivative for which the Company has elected the FVO.
The table below provides a summary of the gross notional amount and fair value of derivative contracts by the primary underlying risks they are utilized to manage. The fair value amounts below represent the value of derivative contracts prior to taking into account the netting effects of master netting agreements, accrued interest, and cash collateral.
The table below provides a summary of the gross notional amount and fair value of derivative contracts by the primary underlying risks they are utilized to manage. The fair value amounts below represent the value of derivative contracts prior to taking into account the netting effects of master netting agreements, accrued interest, and cash collateral.
Notional
 Amount
Fair Value
NetAssetsLiabilities
As of December 31, 2023
Designated and qualifying as hedges
Cash flow hedges
Interest rate swaps$250 $(29)$— $29 
Not designated as hedges
Embedded derivatives
Funds withheld on modified coinsurance [2] [3]
— 302 — (302)
Fixed indexed annuities [2] [3]
— (135)406 541 
Other [2] [3]
— — (5)(5)
Total embedded derivatives 167 401 234 
Freestanding derivatives [1]
Variable annuities macro hedge program10,340 151 146 
Foreign currency swaps and forwards202 12 12 — 
Interest rate swaps, swaptions, and futures1,087 (188)— 188 
F-38


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
Notional
 Amount
Fair Value
NetAssetsLiabilities
Credit derivatives500 10 10 — 
Total freestanding derivatives12,129 (161)173 334 
Total not designated as hedges12,129 6 574 568 
Total derivatives$12,379 $(23)$574 $597 
As of December 31, 2022
Designated and qualifying as hedges
Cash flow hedges [1]
Interest rate swaps$250 $— $— $— 
Not designated as hedges
Embedded derivatives
Funds withheld on modified coinsurance [2] [3]
— 726 129 (597)
Fixed indexed annuities [2] [3]
— (81)243 324 
Other [2] [3]
— — (29)(29)
Total embedded derivatives 645 343 (302)
Freestanding derivatives [1]
Variable annuities macro hedge program22,823 211 506 295 
Foreign currency swaps and forwards161 15 16 
Interest rate swaps, swaptions, and futures1,363 (1)
Credit derivatives500 — 
Total freestanding derivatives24,847 229 529 300 
Total not designated as hedges24,847 874 872 (2)
Total derivatives$25,097 $874 $872 $(2)
[1]Represents the gross fair value of freestanding derivatives excluding collateral and accrued income which are recorded in other investments and other liabilities on the balance sheets.
[2]For certain assumed and ceded reinsurance agreements the notional value is not indicative of the volume of activity. Refer to Note 6 - Reinsurance for additional information regarding the activity which generated the value of the embedded derivative.
[3]These derivatives are not held for risk management purposes. Assets are recorded in reinsurance recoverables and liabilities in other policyholder funds and benefits payable.
Offsetting of Derivative Assets/Liabilities
The following table presents the gross fair value amounts, inclusive of income accruals, amounts offset, and the net position of derivative instruments eligible for offset on the Company's balance sheets. Amounts offset include fair value amounts, income accruals and related cash collateral receivables and payables associated with derivative instruments that are traded under a common master netting agreement, as described in the preceding discussion. Also included in the tables are financial collateral receivables and payables, which are contractually permitted to be offset upon an event of default, although are disallowed for offsetting under US GAAP.
F-39


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
The following presents the effect or potential effect of rights of set-off associated with recognized derivative assets and liabilities:
As of December 31, 2023As of December 31, 2022
Derivative AssetsDerivative LiabilitiesDerivative AssetsDerivative Liabilities
Gross amounts recognized [1]
$202 $(386)$529 $(300)
Gross amounts offset [2]
(167)329 (446)195 
Net amount presented [3]
35 (57)83 (105)
Gross amounts not offset:
Cash collateral [2]
(30)30 — — 
Net amount5 (27)83 (105)
Off-balance sheet securities collateral [4]
(1)58 (68)103 
Net amount$4 $31 $15 $(2)
[1]Represents the fair value of freestanding derivatives inclusive of accrued income.
[2]Excludes collateral associated with exchange-traded derivative instruments included in other assets.
[3]Derivative assets and liabilities, including cash collateral and accrued interest, are presented on the Company's balance sheets in other investments and other liabilities, respectively.
[4]Non-cash collateral received excludes initial margin and is not recognized on our balance sheets unless the obligor (transferor) has defaulted under the terms of the secured contract and is no longer entitled to redeem the pledged asset.
Refer to Note 3 - Investments for the effect of rights of set-off associated with repurchase agreements.
Cash Flow Hedges
For derivative instruments that are designated and qualify as cash flow hedges, the gain or loss on the derivative is reported as a component of OCI and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. All components of each derivative’s gain or loss were included in the assessment of hedge effectiveness.
As of December 31, 2023 (Successor Company), there were no before tax deferred net losses on derivative instruments expected to be reclassified from AOCI to earnings over the next twelve months. This expectation is based on the anticipated interest payments on hedged investments in fixed maturity securities that will occur over the next twelve months, at which time the Company will recognize the deferred net gains (losses) as an adjustment to net investment income over the term of the investment cash flows.
For all periods presented, the Company had no net reclassifications from AOCI to earnings resulting from the discontinuance of cash-flow hedges due to forecasted transactions that were no longer probable of occurring.
Refer to Note 18 - Accumulated Other Comprehensive Income (Loss) for details regarding amounts recorded in and reclassified from AOCI for cash flow hedges.
Non-Qualifying Derivatives
For non-qualifying, including embedded derivatives that are required to be bifurcated from their host contracts, the gain or loss on the derivative is recognized within investment and derivative related losses, net as follows:

F-40


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
20232022
Embedded derivatives
Modified coinsurance$247 $809 $15 $22 
Fixed indexed annuities(54)200 — — 
GMWB reinsurance contracts— — — (24)
GMWB and other products— 82 
Total embedded derivatives198 1,014 15 80 
Freestanding derivatives
Variable annuities macro hedge program(897)(1)(100)(301)
Foreign currency swaps and forwards(1)(2)
Interest rate swaps, swaptions, and futures(40)(306)21 (76)
Credit derivatives12 — 
Total freestanding derivatives(926)(297)(73)(379)
Total$(728)$717 $(58)$(299)
Credit Risk Assumed through Credit Derivatives
The Company enters into credit default swaps that assume credit risk of a single entity or referenced index in order to synthetically replicate investment transactions that are permissible under the Company's investment policies. The Company will receive periodic payments based on an agreed upon rate and notional amount and will only make a payment if there is a credit event. A credit event payment will typically be equal to the notional value of the swap contract less the value of the referenced security issuer’s debt obligation after the occurrence of the credit event. A credit event is generally defined as a default on contractually obligated interest or principal payments or bankruptcy of the referenced entity. The credit default swaps in which the Company assumes credit risk primarily reference investment grade single corporate issuers and baskets, which include standard diversified portfolios of corporate and CMBS issuers. The diversified portfolios of corporate issuers are established within sector concentration limits and may be divided into tranches that possess different credit ratings.
Notional Amount [2]
Fair
Value
Weighted Average Years to Maturity
Underlying Referenced Credit Obligation [1]
Offsetting Notional AmountOffsetting Fair
Value
TypeAverage Credit Rating
Basket credit default swaps [3] with investment grade risk exposure:
As of December 31, 2023$500 $10 5 yearsCorporate CreditBBB+$— $— 
As of December 31, 2022$500 $5 yearsCorporate CreditBBB+$— $— 
[1]The average credit ratings are based on availability and are generally the midpoint of the available ratings among Moody’s, S&P, and Fitch. If no rating is available from a rating agency, then an internally developed rating is used.
[2]Notional amount is equal to the maximum potential future loss amount. These derivatives are governed by agreements and applicable law which include collateral posting requirements. There is no additional specific collateral related to these contracts or recourse provisions included in the contracts to offset losses.
[3]Comprised of swaps of standard market indices of diversified portfolios of corporate and CMBS issuers referenced through credit default swaps. These swaps are subsequently valued based upon the observable standard market index.
Derivative Collateral Arrangements
The Company enters into various collateral arrangements in connection with its derivative instruments, which require both the pledging and accepting of collateral. As of December 31, 2023 and 2022 (Successor Company), the Company pledged cash collateral with a fair value of $265 and $5, respectively, associated with derivative instruments. The collateral
F-41


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
receivable has been recorded in other assets or other liabilities on the Company's balance sheets, as determined by the Company's election to offset on the balance sheet. As of December 31, 2023 and 2022 (Successor Company), the Company also pledged securities collateral associated with derivative instruments with a fair value of $58 and $106, respectively, which have been included in fixed maturities, AFS on the balance sheets. The counterparties have the right to sell or re-pledge these securities. In addition, as of December 31, 2023 and 2022 (Successor Company), the Company has pledged initial margin of cash related to OTC-cleared and exchange traded derivatives with a fair value of $42 and $15, respectively, which is recorded in other investments or other assets on the Company's balance sheets. As of December 31, 2023 and 2022 (Successor Company), the Company has pledged initial margin of securities related to OTC-cleared and exchange traded derivatives with a fair value of $130 and $187, respectively, which are included within fixed maturities, AFS on the Company's balance sheets.
As of December 31, 2023 and 2022 (Successor Company), the Company accepted cash collateral associated with derivative instruments of $89 and $262, respectively, which was invested and recorded on the balance sheets in fixed maturities, AFS and short-term investments with corresponding amounts recorded in other investments or other liabilities as determined by the Company's election to offset on the balance sheet. The Company also accepted securities collateral as of December 31, 2023 and 2022 (Successor Company) with a fair value of $1 and $79, respectively, which the Company has the right to sell or repledge. As of December 31, 2023 and 2022 (Successor Company), the Company had not repledged securities and did not sell any securities. The non-cash collateral accepted was held in separate custodial accounts and was not included on the Company's balance sheets.
F-42


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements
The Company carries certain financial assets and liabilities at estimated fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants. Our fair value framework includes a hierarchy that gives the highest priority to the use of quoted prices in active markets, followed by the use of market observable inputs, followed by the use of unobservable inputs. The fair value hierarchy levels are as follows:
Level 1    Fair values based primarily on unadjusted quoted prices for identical assets or liabilities, in active markets that the Company has the ability to access at the measurement date.
Level 2    Fair values primarily based on observable inputs, other than quoted prices included in Level 1, or based on prices for similar assets and liabilities.
Level 3    Fair values derived when one or more of the significant inputs are unobservable (including assumptions about risk). With little or no observable market, the determination of fair value uses considerable judgment and represents the Company’s best estimate of an amount that could be realized in a market exchange for the asset or liability. Also included are securities that are traded within illiquid markets and/or priced by independent brokers.
Net Asset Value ("NAV") – Other invested assets within separate accounts are typically measured using NAV as a practical expedient in determining fair value and are not classified in the fair value hierarchy. The carrying value reflects the pro rata ownership percentage as indicated by NAV in the investment’s financial statements, which may be adjusted if it’s determined NAV is not calculated consistent with investment company fair value principles. The underlying investments may have significant unobservable inputs, which may include but are not limited to, comparable multiples and weighted average cost of capital rates applied in valuation models or a discounted cash flow model.
The Company will classify the financial asset or liability by level based upon the lowest level input that is significant to the determination of the fair value. In most cases, both observable inputs (e.g., changes in interest rates) and unobservable inputs (e.g., changes in risk assumptions) are used to determine the fair value of assets and liabilities that the Company has classified within Level 3.
The following presents the hierarchy for our assets and liabilities measured at fair value on a recurring basis:
 Total
NAV / Netting [1]
Level 1Level 2Level 3
As of December 31, 2023
Assets
Fixed maturities
Asset-backed securities$363 $— $— $313 $50 
Collateralized loan obligations966 — — 847 119 
Commercial mortgage-backed securities1,446 — — 1,440 
Corporate bonds9,545 — — 8,054 1,491 
Foreign government and agencies404 — — 404 — 
Municipal bonds803 — — 803 — 
Residential mortgage-backed securities445 — — 412 33 
U.S. Treasury bonds882 — — 882 — 
Total fixed maturities, available-for-sale14,854   13,155 1,699 
Fair value option fixed maturities252 — — 27 225 
Total fixed maturities15,106   13,182 1,924 
Equity securities182 — 150 23 
Investment funds238 — — — 238 
Other investments
Freestanding derivatives [1]
35 (138)11 22 140 
Short-term investments1,181 — 661 52 468 
F-43


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
 Total
NAV / Netting [1]
Level 1Level 2Level 3
Reinsurance recoverables
Fixed indexed annuities hedge program193 — — — 193 
Reinsurance recoverable for FIA embedded derivative406 — — — 406 
Ceded other embedded derivative(5)— — — (5)
Ceded market risk benefits648 — — — 648 
Total reinsurance recoverables1,242    1,242 
Market risk benefits578 — — — 578 
Separate account assets89,514 200 54,877 34,389 48 
Total assets$108,076 $62 $55,558 $47,795 $4,661 
Liabilities
Other policyholder funds and benefits payable
Fixed indexed annuities embedded derivatives$541 $— $— $— $541 
Other embedded derivative(5)— — — (5)
Total other policyholder funds and benefits payable536    536 
Market risk benefits1,074 — — — 1,074 
Funds withheld liability
Modified coinsurance embedded derivative(110)— — (110)— 
Related party modified coinsurance embedded derivative(192)— — (192)— 
Fixed indexed annuities hedge program retrocession145 — — — 145 
Total funds withheld liability(157)  (302)145 
Other liabilities
Freestanding derivatives [1]
57 (306)11 284 68 
Total liabilities$1,510 $(306)$11 $(18)$1,823 
As of December 31, 2022
Assets
Fixed maturities
Asset-backed securities$254 $— $— $213 $41 
Collateralized loan obligations676 — — 567 109 
Commercial mortgage-backed securities1,514 — — 1,237 277 
Corporate bonds10,241 — — 9,622 619 
Foreign government and agencies315 — — 311 
Municipal bonds1,040 — — 1,039 
Residential mortgage-backed securities417 — — 400 17 
U.S. Treasury bonds926 — — 926 — 
Total fixed maturities, available-for-sale15,383   14,315 1,068 
Fair value option fixed maturities331 — — 25 306 
Total fixed maturities15,714   14,340 1,374 
Equity securities179 — — 155 24 
Investment funds58 — — — 58 
F-44


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
 Total
NAV / Netting [1]
Level 1Level 2Level 3
Other investments
Freestanding derivatives [1]
83 (112)— 40 155 
Short-term investments1,489 — 742 610 137 
Reinsurance recoverables
Fixed indexed annuities hedge program49 — — — 49 
Reinsurance recoverable for FIA embedded derivative243 — — — 243 
Funds withheld embedded derivative129 — — 129 — 
Ceded other embedded derivatives(29)— — — (29)
Ceded market risk benefits894 — — — 894 
Total reinsurance recoverables1,286   129 1,157 
Market risk benefits325 — — — 325 
Separate account assets87,255 288 53,775 33,139 53 
Total assets$106,389 $176 $54,517 $48,413 $3,283 
Liabilities
Other policyholder funds and benefits payable
Fixed indexed annuities embedded derivatives$324 $— $— $— $324 
Other embedded derivative(29)— — — (29)
Total other policyholder funds and benefits payable295    295 
Market risk benefits1,204 — — — 1,204 
Funds withheld liability
Modified coinsurance embedded derivative(597)— — (597)— 
Fixed indexed annuities hedge program retrocession37 — — — 37 
Total funds withheld liability(560)  (597)37 
Other liabilities
Freestanding derivatives [1]
105 139 — (41)
Total liabilities$1,044 $139 $ $(638)$1,543 
[1]“Netting” represents the fair value of freestanding derivatives as well as cash collateral and accrued income offset under master netting agreements. Refer to Note 4 - Derivatives for additional information regarding offsetting of derivatives.
Valuation Techniques
The Company generally determines fair values using valuation techniques that use prices, rates, and other relevant information evident from market transactions involving identical or similar instruments. Valuation techniques also include, where appropriate, estimates of future cash flows that are converted into a single discounted amount using current market expectations. The Company uses a "waterfall" approach comprised of the following pricing sources and techniques, which are listed in priority order:
Quoted prices, unadjusted, for identical assets or liabilities in active markets, which are classified as Level 1.
Prices from third-party pricing services, which primarily utilize a combination of techniques. These services utilize recently reported trades of identical, similar, or benchmark securities making adjustments for market observable inputs available through the reporting date. If there are no recently reported trades, they may use a discounted cash flow
F-45


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
technique to develop a price using expected cash flows based upon the anticipated future performance of the underlying collateral discounted at an estimated market rate. Both techniques develop prices that consider the time value of future cash flows and provide a margin for risk, including liquidity and credit risk. Most prices provided by third-party pricing services are classified as Level 2 because the inputs used in pricing the securities are observable. However, some securities that are less liquid or trade less actively are classified as Level 3. Additionally, certain long-dated securities, such as municipal securities and bank loans, include benchmark interest rate or credit spread assumptions that are not observable in the marketplace and are thus classified as Level 3.
Internal matrix pricing is a valuation process internally developed for private placement securities for which the Company is unable to obtain a price from a third-party pricing service. Internal pricing matrices determine credit spreads that, when combined with risk-free rates, are applied to contractual cash flows to develop a price. The Company develops credit spreads using market based data for public securities adjusted for credit spread differentials between public and private securities, which are obtained from a survey of multiple private placement brokers. The market-based reference credit spread considers the issuer’s sector, financial strength, and term to maturity, using an independent public security index, while the credit spread differential considers the non-public nature of the security. Securities priced using internal matrix pricing are classified as Level 2 because the significant inputs are observable or can be corroborated with observable data.
Independent broker quotes, which are typically non-binding use inputs that can be difficult to corroborate with observable market based data. Brokers may use present value techniques using assumptions specific to the security types, or they may use recent transactions of similar securities. Due to the lack of transparency in the process that brokers use to develop prices, valuations that are based on independent broker quotes are classified as Level 3.
The fair value of freestanding derivative instruments is determined primarily using a discounted cash flow model or option model technique and incorporates counterparty credit risk. In some cases, quoted market prices for exchange-traded and OTC cleared derivatives may be used and in other cases independent broker quotes may be used. The pricing valuation models primarily use inputs that are observable in the market or can be corroborated by observable market data. The valuation of certain derivatives may include significant inputs that are unobservable, such as volatility levels, and reflect the Company’s view of what other market participants would use when pricing such instruments.
Fair values for FIA embedded derivatives are classified as Level 3 in the fair value hierarchy and are calculated using internally developed models that utilize significant unobservable inputs because active, observable markets do not exist for these items.
Valuation Inputs
Quoted prices for identical assets in active markets are considered Level 1 and consist of on-the-run U.S. Treasuries, money market funds, exchange-traded equity securities, open-ended mutual funds, certain short-term investments, and exchange traded futures and option contracts.
Primary observable and unobservable inputs for level 2 and level 3 fair value measurements are described below.
Fixed Maturities
Structured Securities
Primary observable inputs include: benchmark yields and spreads; monthly payment information; collateral performance, which varies by vintage year and includes delinquency rates, loss severity rates and refinancing assumptions; and credit default swap indices. Primary observable inputs specific to ABS, CLOs, and RMBS include: estimates of future principal prepayments, derived from the characteristics of the underlying structure; and prepayment speeds previously experienced at the interest rate levels projected for the collateral.
Primary unobservable inputs include: independent broker quotes; and credit spreads and interest rates beyond the observable curves. Primary unobservable inputs specific to less liquid securities or those that trade less actively, including subprime RMBS include: estimated cash flows; credit spreads, which include illiquidity premium; constant prepayment rates; constant default rates; and loss severity.
Corporate Bonds
Includes private placement securities for which the Company has elected the fair value option.
Primary observable inputs include: benchmark yields and spreads; reported trades, bids, offers of the same or similar securities; issuer spreads; and credit default swap curves. Primary observable specific to investment grade privately placed securities that utilize internal matrix pricing include credit spreads for public securities of similar quality, maturity, and sector, adjusted for non-public nature.
F-46


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
Primary unobservable inputs include: independent broker quotes; credit spreads beyond the observable curve; and interest rates beyond the observable curve. Primary unobservable inputs specific to below investment grade privately placed securities and private bank loans include credit spreads for public securities of similar quality, maturity, and sector, adjusted for non-public nature.
Foreign Government and Agencies, Municipal Bonds, and U.S. Treasury Bonds
Primary observable inputs include: benchmark yields and spreads; issuer credit default swap curves; political events in emerging market economies; Municipal Securities Rulemaking Board reported trades and material event notices; and issuer financial statements.
Primary unobservable inputs include credit spreads and interest rates beyond the observable curves.
Equity Securities
Primary observable inputs include quoted prices in markets that are not active.
Primary unobservable inputs include internal discounted cash flow models utilizing earnings multiples or other cash flow assumptions.
Investment Funds
There are no primary observable inputs.
Primary unobservable inputs include: prices of privately traded securities; and characteristics of privately traded securities, including yield, duration and spread duration. For equity method investments not held at fair value, the carrying value of the investment is based on the latest capital statement received by the Company for their investment.
Freestanding Derivatives
Credit Derivatives
Primary observable inputs include: swap yield curves; and credit default swap curves.
Foreign Currency Derivatives
Primary observable inputs include: the swap yield curve; currency spot and forward rates; and cross currency basis curves.
Interest Rate Derivatives
Primary observable inputs include the swap yield curve.
Primary unobservable inputs include: independent broker quotes; interest rate volatility; and the swap curve beyond 30 years.
Short-Term Investments
Primary observable inputs include: benchmark yields and spreads; reported trades, bids, and offers; issuer spreads and credit default swap curves; and material event notices and new issue money market rates.
Primary unobservable inputs include independent broker quotes.
Fixed Indexed Annuities Embedded Derivatives
Primary observable inputs include: risk-free rates as represented by the Eurodollar futures, LIBOR deposits and swap rates to derive forward curve rates; correlations of 10 years of observed historical returns across underlying well-known market indices; correlations of historical index returns compared to separate account fund returns; and equity index levels.
Primary unobservable inputs include: market implied equity volatility assumptions; credit standing adjustment assumptions; option budgets; and assumptions about policyholder behavior, such as withdrawal utilization, withdrawal rates, lapse rates, and reset elections.
The fair value for the FIA embedded derivatives are calculated as an aggregation of the following components: Best Estimate Benefits; Credit Standing Adjustment; and Margins. The Company believes the aggregation of these components results in an amount that a market participant in an active liquid market would require, if such a market existed. Each component described in the following discussion is unobservable in the marketplace and requires subjectivity by the Company in determining its value.
F-47


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
Best Estimate Benefits
The Best Estimate Benefits are calculated based on actuarial and capital market assumptions related to projected cash flows, including the present value of benefits and related contract charges, over the lives of the contracts, incorporating unobservable inputs including expectations concerning policyholder behavior.
Credit Standing Adjustment
The credit standing adjustment is an estimate of the adjustment to the fair value that market participants would require in determining fair value to reflect the risk will not be fulfilled. The Company incorporates a blend of estimates of peer company and reinsurer bond spreads and credit default spreads from capital markets.
Margins
The behavior risk margin adds a margin that market participants would require, in determining fair value, for the risk that the Company’s assumptions about policyholder behavior could differ from actual experience. The behavior risk margin is calculated by taking the difference between adverse policyholder behavior assumptions and best estimate assumptions.
Repurchase Agreements and Other Collateral Transactions
The Company enters into securities financing transactions as a way to earn additional income or manage liquidity, primarily through repurchase agreements.
Repurchase Agreements
From time to time, the Company enters into repurchase agreements to manage liquidity or to earn incremental income. A repurchase agreement is a transaction in which one party (transferor) agrees to sell securities to another party (transferee) in return for cash (or securities), with a simultaneous agreement to repurchase the same securities at a specified price at a later date. The maturity of these transactions is generally of ninety days or less. Repurchase agreements include master netting provisions that provide both parties the right to offset claims and apply securities held by them with respect to their obligations in the event of a default. Although the Company has the contractual right to offset claims, the Company's current positions do not meet the specific conditions for net presentation.
Under repurchase agreements, the Company transfers collateral of U.S. government and government agency securities and receives cash. For repurchase agreements, the Company obtains cash in an amount equal to at least 95% of the fair value of the securities transferred. The agreements require additional collateral to be transferred under specified conditions and provide the counterparty the right to sell or re-pledge the securities transferred. The cash received from the repurchase program is typically invested in short-term investments or fixed maturities and is reported as an asset on the Company's Consolidated Balance Sheets.balance sheets. The Company accounts for the repurchase agreements as collateralized borrowings. The securities transferred under repurchase agreements are included in fixed maturities, AFS with the obligation to repurchase those securities recorded in other liabilities on the Company's Consolidated Balance Sheets.balance sheets. As noted above, the Company’s current positions do not permit net presentation, however, the following presents the potential effect of rights of setoff associated with repurchase agreements:
F-43

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)

From time to time, the Company enters into reverse repurchase agreements where the Company purchases securities and simultaneously agrees to resell the same or substantially the same securities. The maturity of these transactions is generally within one year. The agreements require additional collateral to be transferred to the Company under specified conditions and the Company has the right to sell or re-pledge the securities received. The Company accounts for reverse repurchase agreements as collateralized financing. The receivable for reverse repurchase agreements is included within short-term investments in the Company's Consolidated Balance Sheets.
Repurchase Agreements
Successor Company
December 31, 2020December 31, 2019
Fair ValueFair Value
Repurchase agreements:
Gross amount of recognized liabilities for repurchase agreements$262 $269 
Gross amount of collateral pledged related to repurchase agreements [1]$267 $273 
Gross amount of recognized receivables for reverse repurchase agreements [2]$28 $10 
Successor Company
As of December 31,
20232022
Gross amounts recognized$(421)$(564)
Gross amounts not offset:
Financial instruments [1]
439 577 
Net amount$18 $13 
[1]Collateral pledged is includedIncluded within fixed maturities AFS and short-term investments on the Company's Consolidated Balance Sheets.balance sheets.
[2]Collateral received is included within short-term investments onRefer to Note 4 - Derivatives the Company's Consolidated Balance Sheets.potential effect of rights of set-off associated with recognized derivative assets and liabilities.
Other Collateral Transactions
The Company is required by law to deposit securities with government agencies in certain states in which it conducts business. As of December 31, 20202023 and 20192022 (Successor Company), the fair value of securities on deposit was $28$22 and $24,$20, respectively.
For disclosure of collateral in support of derivative transactions, refer to the Derivative Collateral Arrangements section of Note 4 - Derivative InstrumentsDerivatives.
Variable Interest Entities
As of NotesDecember 31, 2023 and 2022, the Company did not hold any investment in a VIE for which it was the primary beneficiary.
The Company’s maximum exposure to Consolidated Financial Statements.loss as of December 31, 2023 and 2022 of non-consolidated VIE included in investment funds on the Company's balance sheets is limited to $1,428 and $1,300, respectively. The Company’s maximum exposure to loss as of December 31, 2023 and 2022 of non-consolidated VIEs included in fixed maturities on the Company's balance sheets is limited to $4,124 and $323, respectively. As of December 31, 2023 and 2022, the Company
F-35


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
3. Investments (continued)
had outstanding commitments totaling $939 and $410, respectively, whereby the Company is committed to fund these investments and may be called by the VIE during the commitment period to fund the purchase of new investments and partnership expenses. These investments are generally of a passive nature in that the Company does not take an active role in management.
Equity Method Investments
The majority of the Company's investments in limited partnerships and other alternative investments,investment funds, including hedge funds, mortgage and real estate funds, and private equity and other funds, (collectively, “limited partnerships”), are accounted for under the equity method of accounting. The Company recognized total equity method income of $130$116 and $161$168 for the years ended December 31, 20202023 and 20192022 (Successor Company), respectively, $67 for the period of June 1, 2018 to December 31, 2018 (Successor Company), and $41 for the period of January 1, 2018 to May 31, 2018 (Predecessor Company). Equity method income is reported in net investment income. The Company’s maximum exposure to loss as of December 31, 20202023 (Successor Company) is limited to the total carrying value of $999.$1.4 billion. In addition, the Company has outstanding commitments totaling approximately $463,$559 related to fund limited partnership and other alternative investments as of December 31, 20202023 (Successor Company).
The Company’s investments in limited partnerships are generally of a passive nature in thatFor the Company does not take an active role in the management of the limited partnerships. In 2020,year ended December 31, 2023 (Successor Company), aggregate net investment income (losses) from limited partnerships and other alternative investmentsinvestment funds exceeded 10% of the Company’s pre-tax consolidated net income. Accordingly, the Company is disclosing aggregated summarized financial data forin the Company’s limited partnership investments.subsequent table which reflects the latest available financial information. This aggregated summarized financial data does not represent the Company’s proportionate share of limited partnershipthe investment's assets or earnings. Aggregate total assets
Successor Company
As of December 31,
(in billions)20232022
Total assets$176.4 $172.7 
Total liabilities29.4 28.6 
Net income12.7 6.6 
Concentration of Credit Risk
The Company aims to maintain a diversified investment portfolio including issuer, sector and geographic stratification, where applicable, and has established certain exposure limits, diversification standards and review procedures to mitigate credit risk. The Company aims to maintain a diversified investment portfolio including issuer, sector and geographic stratification, where applicable, and has established certain exposure limits, diversification standards and review procedures to mitigate credit risk. The following table discloses the Company’s investment exposure to any credit concentration risk of a single issuer greater than 10% of the limited partnerships in whichCompany's shareholder’s equity, other than the Company invested totaled $130.7 billionU.S. government and $140.4 billion as of December 31, 2020 and 2019 (Successor Company), respectively. Aggregate total liabilities of the limited partnerships in which the Company invested totaled $24.3 billion and $25.5 billion as of December 31, 2020 and 2019 (Successor Company), respectively. Aggregate net investment income (loss) of the limited partnerships in which the Company invested totaled $1.0 billion, $405 and $653 for the years ended December 31, 2020, 2019 and 2018 (Successor Company), respectively. Aggregate net income excluding net investment income of the limited partnerships in which the Company invested totaled $5.9 billion, $10.2 billion, and $8.9 billion for the years ended December 31, 2020, 2019 and 2018 (Successor Company), respectively. As of, and for the year ended, December 31, 2020 (Successor Company), the aggregated summarized financial data reflects the latest available financial information.certain U.S. government agencies:
Market Value
Pacific Investment Management Inc.$370 
Morgan Stanley263 
Wells Fargo & Company256 
J.P. Morgan Chase & Co.229 
Citigroup180 
Madison Capital Funding179 
Deutsche Telekom157 
Strategic Partners Fund VIII L.P.145 
Bank Of America Corp.134 
UBS128 
Comm Mortgage Trust115 
HSBC Holdings Plc113 
Goldman Sachs Group Inc.105 
F-44F-36


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives
Derivative Instruments
The Company utilizes a variety of OTC, OTC-cleared and exchange traded derivative instruments as a part of its overall risk management strategy as well as to enter into replication transactions. Derivative instruments are used to manage risk associated with interest rate, equity market, credit spread, issuer default price, and currency exchange rate riskexposures or volatility.movements. Replication transactions are used as an economical means to synthetically replicate the characteristics and performance of assets that are permissible investments under the Company’s investment policies. The Company also may enter into
Derivatives Designated and has previously issued financial instruments and products that either are accounted forQualifying as free-standing derivatives, such as certain reinsurance contracts, or as embedded derivative instruments, such as certain GMWB riders included with certain variable annuity products.
Strategies that Qualify for Hedge AccountingHedging Instruments
Some of the Company's derivatives satisfy hedge accounting requirements as outlined in Note 1 - Basis of Presentation and Significant Accounting Policies of these financial statements. Typically, these hedging instruments include interest rate swaps and, to a lesser extent, foreign currency swaps where the terms or expected cash flows of the hedged item closely match the terms of the swap. The interest rate swaps are typically used to manage interest rate duration of certain fixed maturity securities or liability contracts. As a result of pushdown accounting, derivative instruments that previously qualified for hedge accounting were de-designated and recorded at fair value through adjustments to additional paid in capital at the acquisition date. The hedge strategies by hedge accounting designation include:
Cash Flow Hedges
Interest rate swaps are predominantly used to manage portfolio duration and better match cash receipts from assets with cash disbursements required to fund liabilities. These derivatives primarily convert interest receipts on floating-rate fixed maturity securities to fixed rates. Foreign currency swaps are used to convert foreign currency-denominated cash flows related to certain investment receipts and liability payments to U.S. dollars in order to reduce cash flow fluctuations due to changes in currency rates.
Non-qualifying Strategies
Derivative relationships that do not qualify for hedge accounting (“non-qualifying strategies”) primarily include the hedge program for the Company's variable annuity products as well as the hedging and replication strategies that utilize credit default swaps. In addition, hedges of interest rate, foreign currency and equity risk of certain fixed maturities, equities and liabilities do not qualify for hedge accounting.
The non-qualifying strategies include:
Interest Rate Swaps, Swaptions and Futures
The Company uses interest rate swaps, swaptions and futures to manage interest rate duration between assets and liabilities in certain investment portfolios. In addition, the Company enters into interest rate swaps to terminate existing swaps, thereby offsetting the changes in value of the original swap. As of December 31, 2020 and 2019 (Successor Company), the notional amount of interest rate swaps in offsetting relationships was $1.3 billion for both years.
Foreign Currency Swaps and Forwards
The Company enters into foreign currency swaps to convert the foreign currency exposures of certain foreign currency-denominated fixed maturity investments to U.S. dollars. The Company also enters into foreign currency forwards to hedge non-U.S. dollar denominated cash.
Fixed Payout Annuity Hedge
The Company previously had obligations for certain yen denominated fixed payout annuities under an assumed reinsurance contract. The Company had in place swap contracts to hedge the currency and yen interest rate exposure between the U.S. dollar denominated assets and the yen denominated fixed liability reinsurance payments. The last swap matured on October 31, 2019.
Credit Contracts
Credit default swaps are used to purchase credit protection on an individual entity or referenced index to economically hedge against default risk and credit-related changes in the value of fixed maturity securities. Credit default swaps are also used to assume credit risk related to an individual entity or referenced index as a part of replication transactions. These contracts require the Company to pay or receive a periodic fee in exchange for compensation from the counterparty or the Company should the referenced security issuers experience a credit event, as defined in the contract. In addition, the
F-45

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
Company enters into credit default swaps to terminate existing credit default swaps, thereby offsetting the changes in value of the original swap going forward.
Equity Index Swaps and Options
The Company enters into equity index options to hedge the impact of a decline in the equity markets on the investment portfolio.
Macro Hedge Program
The Company utilizes equity swaps, options and futures as well as interest rate swaps to provide protection against the statutory tail scenario risk to the Company's statutory surplus arising from higher GMWB and guaranteed minimum death benefits ("GMDB") claims as well as lower variable annuity fee revenue.
GMWB Derivatives, net
The Company formerly offered certain variable annuity products with GMWB riders. The GMWB product is a bifurcated embedded derivative (“GMWB product derivatives”) that has a notional value equal to the GRB. The Company uses reinsurance contracts to transfer a portion of its risk of loss due to GMWB. The reinsurance contracts covering GMWB (“GMWB reinsurance contracts”) are accounted for as free-standing derivatives with a notional amount equal to the GRB reinsured.
During 2020, the Company closed the dynamic hedging program as the targeted risk exposure was no longer significant. Any risks covered previously under the dynamic hedging program are now covered by the macro hedge program. The Company previously utilized derivatives (“GMWB hedging instruments”) as part of a dynamic hedging program designed to hedge a portion of the capital market risk exposures of the non-reinsured GMWB riders. The GMWB hedging instruments hedged changes in interest rates, equity market levels, and equity volatility. These derivatives included customized swaps, interest rate swaps and futures, and equity swaps, options and futures, on certain indices including the S&P 500 index, EAFE index and NASDAQ index. The Company retained the risk for differences between assumed and actual policyholder behavior and between the performance of the actively managed funds underlying the separate accounts and their respective indices.
GMWB Hedging Instruments
Successor Company
Notional AmountFair Value
December 31, 2020December 31, 2019December 31, 2020December 31, 2019
Customized swaps$3,938 $34 
Equity swaps, options, and futures855 (2)
Interest rate swaps and futures2,189 41 
Total$6,982 $73 
Modified Coinsurance Reinsurance Contracts
As of December 31, 2020 and 2019 (Successor Company), the Company had approximately $843 and $819, respectively, of invested assets supporting other policyholder funds and benefits payable reinsured under a modified coinsurance arrangement in connection with the sale of the Individual Life business, which was structured as a reinsurance transaction. The assets are primarily held in a trust established by the Company. The Company pays or receives cash quarterly to settle the operating results of the reinsured business, including the investment results. As a result of this modified coinsurance arrangement, the Company has an embedded derivative that transfers to the reinsurer certain unrealized changes in fair value of investments subject to interest rate and credit risk. The notional amount of the embedded derivative reinsurance contracts are the invested assets which are carried at fair value and support the reinsured reserves.
Derivative Balance Sheet Classification
For reporting purposes, the Company has elected to offset within assets or liabilities based upon the net of the fair value amounts, income accruals, and related cash collateral receivables and payables of OTC derivative instruments executed in a legal entity and with the same counterparty under a master netting agreement, which provides the Company with the legal right of offset. The following fair value amounts do not include income accruals or related cash collateral receivables and payables, which are netted with derivative fair value amounts to determine balance sheet presentation. Derivatives in the Company’s separate accounts, where the associated gains and losses accrue directly to policyholders are not included in
F-46

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
the table below. The Company’s derivative instruments are held for risk management purposes, unless otherwise noted in the following table. The notional amount of derivative contracts represents the basis upon which pay or receive amounts are calculated and is presented in the table to quantify the volume of the Company’s derivative activity. Notional amounts are not necessarily reflective of credit risk. The following tables exclude investments that contain an embedded credit derivative for which the Company has elected the fair value option.
Successor Company
Net DerivativesAsset DerivativesLiability Derivatives
Notional AmountFair ValueFair ValueFair Value
Hedge Designation/ Derivative TypeDec 31, 2020Dec 31, 2019Dec 31, 2020Dec 31, 2019Dec 31, 2020Dec 31, 2019Dec 31, 2020Dec 31, 2019
Cash flow hedges
Foreign currency swaps$25 $10 $(2)$$$$(2)$
Total cash flow hedges25 10 (2)0 0 0 (2)0 
Non-qualifying strategies
Interest rate contracts
Interest rate swaps and futures3,419 3,082 (13)(39)28 11 (41)(50)
Foreign exchange contracts
Foreign currency swaps and forwards222 225 (7)(8)(16)
Credit contracts
Credit derivatives that purchase credit protection40 40 (1)(1)
Equity contracts
Equity index swaps and options2,000 2,000 
Variable annuity hedge program
GMWB product derivatives [1]7,803 8,717 21 33 23 (12)(18)
GMWB reinsurance contracts1,688 1,869 17 17 
GMWB hedging instruments6,982 73 89 (16)
Macro hedge program24,188 19,879 (453)(114)268 98 (721)(212)
Other
Modified coinsurance reinsurance contracts843 819 (93)(43)(93)(43)
Total non-qualifying strategies40,203 43,613 (531)(109)344 247 (875)(356)
Total cash flow hedges and non-qualifying strategies$40,228 $43,623 $(533)$(109)$344 $247 $(877)$(356)
Balance Sheet Location
Fixed maturities, available-for-sale$49 $43 $$$$$$
Other investments5,791 5,779 12 72 13 83 (1)(11)
Other liabilities24,054 26,396 (480)(160)291 124 (771)(284)
Reinsurance recoverables2,531 2,688 (86)(26)17 (93)(43)
Other policyholder funds and benefits payable7,803 8,717 21 33 23 (12)(18)
Total derivatives$40,228 $43,623 $(533)$(109)$344 $247 $(877)$(356)
[1] These derivatives are embedded within liabilities and are not held for risk management purposes.
Offsetting of Derivative Assets/Liabilities
The following tables present the gross fair value amounts, the amounts offset, and net position of derivative instruments eligible for offset on the Company's Consolidated Balance Sheets. Amounts offset include fair value amounts, income accruals and related cash collateral receivables and payables associated with derivative instruments that are traded under a common master netting agreement, as described in the preceding discussion. Also included in the tables are financial collateral receivables and payables, which are contractually permitted to be offset upon an event of default, although are disallowed for offsetting under U.S. GAAP.
F-47

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
Offsetting Derivative Assets and Liabilities (Successor Company)
(i)(ii)(iii) = (i) - (ii)(v) = (iii) - (iv)
Net Amounts Presented on the Statement of Financial PositionCollateral Disallowed for Offset on the Statement of Financial Position
Gross Amounts of Recognized Assets (Liabilities)Gross Amounts Offset on the Statement of Financial PositionDerivative Assets [1] (Liabilities) [2]Accrued Interest and Cash Collateral (Received) [3] Pledged [2]Financial Collateral (Received) Pledged [4]Net Amount
As of December 31, 2020
Other investments$304 $295 $12 $(3)$$
Other liabilities(772)(279)(480)(13)(488)(5)
As of December 31, 2019
Other investments$207 $187 $72 $(52)$$12 
Other liabilities(295)(91)(160)(44)(204)
[1]Included in other invested assets on the Company's Consolidated Balance Sheets.
[2]Included in other liabilities on the Company's Consolidated Balance Sheets and is limited to the net derivative payable associated with each counterparty.
[3]Included in other investments on the Company's Consolidated Balance Sheets and is limited to the net derivative receivable associated with each counterparty.
[4]Excludes collateral associated with exchange-traded derivative instruments.
Cash Flow Hedges
Interest rate swaps are predominantly used to manage portfolio duration and better match cash receipts from assets with cash disbursements required to fund liabilities. These derivatives primarily convert interest receipts on floating-rate fixed maturity securities to fixed rates. Foreign currency swaps are used to convert foreign currency-denominated cash flows related to certain investment receipts and liability payments to U.S. dollars in order to reduce cash flow fluctuations due to changes in currency rates.
Derivatives Not Designated as Hedging Instruments
Derivative relationships that do not qualify for hedge accounting (“non-qualifying strategies”) primarily include the hedge program for the Company's VA products, as well as the hedging and replication strategies that utilize credit default swaps. In addition, hedges of interest rate, foreign currency and equity risk of certain fixed maturities, equities and liabilities do not qualify for hedge accounting.
The non-qualifying strategies include:
Interest Rate Swaps, Swaptions and Futures
The Company uses interest rate swaps, swaptions and futures to manage interest rate duration between assets and liabilities in certain investment portfolios. In addition, the Company enters into interest rate swaps to terminate existing swaps, thereby offsetting the changes in value of the original swap. As of December 31, 2023 (Successor Company), there were no interest rate swaps in offsetting relationships and as of December 31, 2022 (Successor Company), the notional amount of interest rate swaps in offsetting relationships was $276.
Foreign Currency Swaps and Forwards
The Company enters into foreign currency swaps to convert the foreign currency exposures of certain foreign currency-denominated fixed maturity investments to U.S. dollars. The Company also enters into foreign currency forwards to hedge non-U.S. dollar denominated cash.
Credit Contracts
Credit default swaps are used to purchase credit protection on an individual entity or referenced index to economically hedge against default risk and credit-related changes in the value of fixed maturity securities. Credit default swaps are also used to assume credit risk related to an individual entity or referenced index as a part of replication transactions. These contracts require the Company to pay or receive a periodic fee in exchange for compensation from the counterparty or the Company should the referenced security issuers experience a credit event, as defined in the contract. In addition, the Company enters into credit default swaps to terminate existing credit default swaps, thereby offsetting the changes in value of the original swap going forward.
Macro Hedge Program
The Company utilizes equity swaps, options and futures as well as interest rate swaps to provide protection against the statutory tail scenario risk to the Company's statutory surplus arising from higher GMWB and GMDB claims, as well as lower VA fee revenue.
Embedded Derivatives
The Company has assumed through reinsurance certain FIA products with index-based crediting that constitutes an embedded derivative. The cedant hedges this risk and provides the benefits of this hedging as part of the reinsurance settlements.
F-37


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
The Company formerly offered, and subsequently fully reinsured, certain UL products with index-linked features that also constitute an embedded derivative.
Ceded Modified Coinsurance Reinsurance Contracts
As of December 31, 2023 and 2022 (Successor Company), the Company had approximately $877 and $645, respectively, of invested assets supporting other policyholder funds and benefits payable reinsured under a modified coinsurance arrangement in connection with the sale of the Individual Life business, which was structured as a reinsurance transaction. The assets are primarily held in trust accounts established by the Company. The Company pays or receives cash quarterly to settle the operating results of the reinsured business, including the investment results. As a result of this modified coinsurance arrangement, the Company has an embedded derivative that transfers to the reinsurer certain unrealized changes in fair value of investments subject to interest rate and credit risk. The notional amount of the embedded derivative reinsurance contracts are the reinsured liabilities which are generally measured on a statutory basis and equivalent to the book value of the identified invested assets which support the reinsured reserves. The identified underlying is the total return on the identified invested assets which support the reinsured reserves. A funds withheld liability is recorded for funds contractually withheld by the Company under funds withheld modified coinsurance arrangements in which the Company is the cedant.
Derivative Balance Sheet Classification
For reporting purposes, the Company has elected to offset within assets or liabilities based upon the net of the fair value amounts, income accruals, and related cash collateral receivables and payables of OTC derivative instruments executed in a legal entity and with the same counterparty under a master netting agreement, which provides the Company with the legal right of offset. The following fair value amounts do not include income accruals or related cash collateral receivables and payables, which are netted with derivative fair value amounts to determine balance sheet presentation. Derivatives in the Company’s separate accounts, where the associated gains and losses accrue directly to policyholders are not included in the table below. The Company’s derivative instruments are held for risk management purposes, unless otherwise noted in the following table. The notional amount of derivative contracts represents the basis upon which pay or receive amounts are calculated and is presented in the table to quantify the volume of the Company’s derivative activity. Notional amounts are not necessarily reflective of credit risk. The following tables exclude investments that contain an embedded credit derivative for which the Company has elected the FVO.
The table below provides a summary of the gross notional amount and fair value of derivative contracts by the primary underlying risks they are utilized to manage. The fair value amounts below represent the value of derivative contracts prior to taking into account the netting effects of master netting agreements, accrued interest, and cash collateral.
The table below provides a summary of the gross notional amount and fair value of derivative contracts by the primary underlying risks they are utilized to manage. The fair value amounts below represent the value of derivative contracts prior to taking into account the netting effects of master netting agreements, accrued interest, and cash collateral.
Notional
 Amount
Fair Value
NetAssetsLiabilities
As of December 31, 2023
Designated and qualifying as hedges
Cash flow hedges
Interest rate swaps$250 $(29)$— $29 
Not designated as hedges
Embedded derivatives
Funds withheld on modified coinsurance [2] [3]
— 302 — (302)
Fixed indexed annuities [2] [3]
— (135)406 541 
Other [2] [3]
— — (5)(5)
Total embedded derivatives 167 401 234 
Freestanding derivatives [1]
Variable annuities macro hedge program10,340 151 146 
Foreign currency swaps and forwards202 12 12 — 
Interest rate swaps, swaptions, and futures1,087 (188)— 188 
F-38


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
Notional
 Amount
Fair Value
NetAssetsLiabilities
Credit derivatives500 10 10 — 
Total freestanding derivatives12,129 (161)173 334 
Total not designated as hedges12,129 6 574 568 
Total derivatives$12,379 $(23)$574 $597 
As of December 31, 2022
Designated and qualifying as hedges
Cash flow hedges [1]
Interest rate swaps$250 $— $— $— 
Not designated as hedges
Embedded derivatives
Funds withheld on modified coinsurance [2] [3]
— 726 129 (597)
Fixed indexed annuities [2] [3]
— (81)243 324 
Other [2] [3]
— — (29)(29)
Total embedded derivatives 645 343 (302)
Freestanding derivatives [1]
Variable annuities macro hedge program22,823 211 506 295 
Foreign currency swaps and forwards161 15 16 
Interest rate swaps, swaptions, and futures1,363 (1)
Credit derivatives500 — 
Total freestanding derivatives24,847 229 529 300 
Total not designated as hedges24,847 874 872 (2)
Total derivatives$25,097 $874 $872 $(2)
[1]Represents the gross fair value of freestanding derivatives excluding collateral and accrued income which are recorded in other investments and other liabilities on the balance sheets.
[2]For certain assumed and ceded reinsurance agreements the notional value is not indicative of the volume of activity. Refer to Note 6 - Reinsurance for additional information regarding the activity which generated the value of the embedded derivative.
[3]These derivatives are not held for risk management purposes. Assets are recorded in reinsurance recoverables and liabilities in other policyholder funds and benefits payable.
Offsetting of Derivative Assets/Liabilities
The following table presents the gross fair value amounts, inclusive of income accruals, amounts offset, and the net position of derivative instruments eligible for offset on the Company's balance sheets. Amounts offset include fair value amounts, income accruals and related cash collateral receivables and payables associated with derivative instruments that are traded under a common master netting agreement, as described in the preceding discussion. Also included in the tables are financial collateral receivables and payables, which are contractually permitted to be offset upon an event of default, although are disallowed for offsetting under US GAAP.
F-39


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
The following presents the effect or potential effect of rights of set-off associated with recognized derivative assets and liabilities:
As of December 31, 2023As of December 31, 2022
Derivative AssetsDerivative LiabilitiesDerivative AssetsDerivative Liabilities
Gross amounts recognized [1]
$202 $(386)$529 $(300)
Gross amounts offset [2]
(167)329 (446)195 
Net amount presented [3]
35 (57)83 (105)
Gross amounts not offset:
Cash collateral [2]
(30)30 — — 
Net amount5 (27)83 (105)
Off-balance sheet securities collateral [4]
(1)58 (68)103 
Net amount$4 $31 $15 $(2)
[1]Represents the fair value of freestanding derivatives inclusive of accrued income.
[2]Excludes collateral associated with exchange-traded derivative instruments included in other assets.
[3]Derivative assets and liabilities, including cash collateral and accrued interest, are presented on the Company's balance sheets in other investments and other liabilities, respectively.
[4]Non-cash collateral received excludes initial margin and is not recognized on our balance sheets unless the obligor (transferor) has defaulted under the terms of the secured contract and is no longer entitled to redeem the pledged asset.
Refer to Note 3 - Investments for the effect of rights of set-off associated with repurchase agreements.
Cash Flow Hedges
For derivative instruments that are designated and qualify as cash flow hedges, the gain or loss on the derivative is reported as a component of OCI and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. All components of each derivative’s gain or loss were included in the assessment of hedge effectiveness.
Derivatives in Cash Flow Hedging Relationships
Gain (Loss) Recognized in OCI
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
20202019
Interest rate swaps$— $— $— $(17)
Foreign currency swaps(2)— — 
Total$(2)$0 $0 $(17)
Derivatives in Cash Flow Hedging Relationships (Successor Company)
Gain or (Loss) Reclassified from AOCI into Income 
For the Years Ended December 31,June 1, 2018 to
December 31, 2018
20202019
Net Capital
Gain (Loss)
Net Investment IncomeNet Capital
Gain (Loss)
Net Investment IncomeNet Capital
Gain (Loss)
Net Investment Income
Interest rate swaps
Foreign currency swaps
Total$0 $0 $0 $0 $0 $0 
Total Amounts Presented on the Consolidated Statements of Operations$(74)$816 $(275)$924 $142 $509 
F-48

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
Derivatives in Cash Flow Hedging Relationships (Predecessor Company)
Gain or (Loss) Reclassified from AOCI into Income 
January 1, 2018 to May 31, 2018
Net Capital
Gain/(Loss)
Net Investment Income
Interest rate swaps$$
Foreign currency swaps(2)
Total(2)8 
Total Amounts Presented on the Consolidated Statements of Operations$(107)$520 
As of December 31, 2020, the2023 (Successor Company), there were no before tax deferred net gainslosses on derivative instruments recorded in AOCI that are expected to be reclassified from AOCI to earnings duringover the next twelve months is less than $1.months. This expectation is based on the anticipated interest payments on hedged investments in fixed maturity securities that will occur over the next twelve months, at which time the Company will recognize the deferred net gains (losses) as an adjustment to net investment income over the term of the investment cash flows.
For all periods presented, the Company had 0no net reclassifications from AOCI to earnings resulting from the discontinuance of cash-flow hedges due to forecasted transactions that were no longer probable of occurring.
Non-qualifying StrategiesRefer to Note 18 - Accumulated Other Comprehensive Income (Loss) for details regarding amounts recorded in and reclassified from AOCI for cash flow hedges.
Non-Qualifying Derivatives
For non-qualifying, strategies, including embedded derivatives that are required to be bifurcated from their host contracts, and accounted for as derivatives, the gain or loss on the derivative is recognized currently in earnings within investment and derivative related losses, net realized capital gains (losses).as follows:

F-49F-40


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
Non-qualifying Strategies
Gain (Loss) Recognized within Net Realized Capital Gains (Losses)
 Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
 20202019
Variable annuity hedge program
GMWB product derivatives$67 $134 $(25)$82 
GMWB reinsurance contracts(27)(13)(25)
GMWB hedging instruments42 (68)36 (45)
Macro hedge program(414)(418)153 (36)
Total variable annuity hedge program(332)(365)165 (24)
Foreign exchange contracts
Foreign currency swaps and forwards(4)(3)
Fixed payout annuity hedge(4)(15)10 
Total foreign exchange contracts(4)(4)(13)
Other non-qualifying derivatives
Interest rate contracts
Interest rate swaps, swaptions, and futures180 103 23 (40)
Credit contracts
Credit derivatives that purchase credit protection19 
Credit derivatives that assume credit risk(1)(3)
Equity contracts
Equity index swaps and options(1)
Other
Modified coinsurance reinsurance contracts(50)(55)13 32 
Total other non-qualifying derivatives149 54 35 (10)
Total [1]$(187)$(315)$187 $(27)
[1]    Excludes investments that contain an embedded credit derivative for which the Company has elected the fair value option.
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
20232022
Embedded derivatives
Modified coinsurance$247 $809 $15 $22 
Fixed indexed annuities(54)200 — — 
GMWB reinsurance contracts— — — (24)
GMWB and other products— 82 
Total embedded derivatives198 1,014 15 80 
Freestanding derivatives
Variable annuities macro hedge program(897)(1)(100)(301)
Foreign currency swaps and forwards(1)(2)
Interest rate swaps, swaptions, and futures(40)(306)21 (76)
Credit derivatives12 — 
Total freestanding derivatives(926)(297)(73)(379)
Total$(728)$717 $(58)$(299)
Credit Risk Assumed through Credit Derivatives
The Company enters into credit default swaps that assume credit risk of a single entity or referenced index in order to synthetically replicate investment transactions that are permissible under the Company's investment policies. The Company will receive periodic payments based on an agreed upon rate and notional amount and will only make a payment if there is a credit event. A credit event payment will typically be equal to the notional value of the swap contract less the value of the referenced security issuer’s debt obligation after the occurrence of the credit event. A credit event is generally defined as a default on contractually obligated interest or principal payments or bankruptcy of the referenced entity. The credit default swaps in which the Company assumes credit risk primarily reference investment grade single corporate issuers and baskets, which include standard diversified portfolios of corporate and CMBS issuers. The diversified portfolios of corporate issuers are established within sector concentration limits and may be divided into tranches that possess different credit ratings. As
Notional Amount [2]
Fair
Value
Weighted Average Years to Maturity
Underlying Referenced Credit Obligation [1]
Offsetting Notional AmountOffsetting Fair
Value
TypeAverage Credit Rating
Basket credit default swaps [3] with investment grade risk exposure:
As of December 31, 2023$500 $10 5 yearsCorporate CreditBBB+$— $— 
As of December 31, 2022$500 $5 yearsCorporate CreditBBB+$— $— 
[1]The average credit ratings are based on availability and are generally the midpoint of December 31, 2020the available ratings among Moody’s, S&P, and 2019 (Successor Company),Fitch. If no rating is available from a rating agency, then an internally developed rating is used.
[2]Notional amount is equal to the Company did not hold anymaximum potential future loss amount. These derivatives are governed by agreements and applicable law which include collateral posting requirements. There is no additional specific collateral related to these contracts or recourse provisions included in the contracts to offset losses.
[3]Comprised of swaps of standard market indices of diversified portfolios of corporate and CMBS issuers referenced through credit derivatives that assume credit risk.default swaps. These swaps are subsequently valued based upon the observable standard market index.
F-50

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
Derivative Collateral Arrangements
The Company enters into various collateral arrangements in connection with its derivative instruments, which require both the pledging and accepting of collateral. As of December 31, 20202023 and 20192022 (Successor Company), the Company pledged cash collateral with a fair value of $48$265 and $10,$5, respectively, associated with derivative instruments. The collateral
F-41


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
4. Derivatives (continued)
receivable has been recorded in other assets or other liabilities on the Company's Consolidated Balance Sheets,balance sheets, as determined by the Company's election to offset on the balance sheet. As of December 31, 20202023 and 20192022 (Successor Company), the Company also pledged securities collateral associated with derivative instruments with a fair value of $526$58 and $214,$106, respectively, which have been included in fixed maturities, AFS on the Consolidated Balance Sheets.balance sheets. The counterparties generally have the right to sell or re-pledge these securities. In addition, as of December 31, 20202023 and 20192022 (Successor Company), the Company has pledged initial margin of cash related to OTC-cleared and exchange traded derivatives with a fair value of $42 and $15, respectively, which is recorded in other investments or other assets on the Company's balance sheets. As of December 31, 2023 and 2022 (Successor Company), the Company has pledged initial margin of securities related to OTC-cleared and exchange traded derivatives with a fair value of $215$130 and $165, respectively.$187, respectively, which are included within fixed maturities, AFS on the Company's balance sheets.
As of December 31, 20202023 and 20192022 (Successor Company), the Company accepted cash collateral associated with derivative instruments of $65$89 and $188,$262, respectively, which was invested and recorded on the Consolidated Balance Sheetsbalance sheets in fixed maturities, AFS and short-term investments with corresponding amounts recorded in other investments or other liabilities as determined by the Company's election to offset on the balance sheet. The Company also accepted securities collateral as of December 31, 20202023 and 20192022 (Successor Company) with a fair value of $0$1 and $9,$79, respectively, all of which the Company has the right to sell or repledge. As of December 31, 20202023 and 2022 (Successor Company), the Company hashad not repledged securities and did not sell any securities. The non-cash collateral accepted was held in separate custodial accounts and was not included on the Company's Consolidated Balance Sheets.balance sheets.
F-51F-42


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements
The Company carries certain financial assets and liabilities at estimated fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants. Our fair value framework includes a hierarchy that gives the highest priority to the use of quoted prices in active markets, followed by the use of market observable inputs, followed by the use of unobservable inputs. The fair value hierarchy levels are as follows:
Level 1    Fair values based primarily on unadjusted quoted prices for identical assets or liabilities, in active markets that the Company has the ability to access at the measurement date.
Level 2    Fair values primarily based on observable inputs, other than quoted prices included in Level 1, or based on prices for similar assets and liabilities.
Level 3    Fair values derived when one or more of the significant inputs are unobservable (including assumptions about risk). With little or no observable market, the determination of fair value uses considerable judgment and represents the Company’s best estimate of an amount that could be realized in a market exchange for the asset or liability. Also included are securities that are traded within illiquid markets and/or priced by independent brokers.
Net Asset Value ("NAV") – Other invested assets within separate accounts are typically measured using NAV as a practical expedient in determining fair value and are not classified in the fair value hierarchy. The carrying value reflects the pro rata ownership percentage as indicated by NAV in the investment’s financial statements, which may be adjusted if it’s determined NAV is not calculated consistent with investment company fair value principles. The underlying investments may have significant unobservable inputs, which may include but are not limited to, comparable multiples and weighted average cost of capital rates applied in valuation models or a discounted cash flow model.
The Company will classify the financial asset or liability by level based upon the lowest level input that is significant to the determination of the fair value. In most cases, both observable inputs (e.g., changes in interest rates) and unobservable inputs (e.g., changes in risk assumptions) are used to determine the fair value of assets and liabilities that the Company has classified within Level 3.
The following presents the hierarchy for our assets and liabilities measured at fair value on a recurring basis:
 Total
NAV / Netting [1]
Level 1Level 2Level 3
As of December 31, 2023
Assets
Fixed maturities
Asset-backed securities$363 $— $— $313 $50 
Collateralized loan obligations966 — — 847 119 
Commercial mortgage-backed securities1,446 — — 1,440 
Corporate bonds9,545 — — 8,054 1,491 
Foreign government and agencies404 — — 404 — 
Municipal bonds803 — — 803 — 
Residential mortgage-backed securities445 — — 412 33 
U.S. Treasury bonds882 — — 882 — 
Total fixed maturities, available-for-sale14,854   13,155 1,699 
Fair value option fixed maturities252 — — 27 225 
Total fixed maturities15,106   13,182 1,924 
Equity securities182 — 150 23 
Investment funds238 — — — 238 
Other investments
Freestanding derivatives [1]
35 (138)11 22 140 
Short-term investments1,181 — 661 52 468 
F-43


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
 Total
NAV / Netting [1]
Level 1Level 2Level 3
Reinsurance recoverables
Fixed indexed annuities hedge program193 — — — 193 
Reinsurance recoverable for FIA embedded derivative406 — — — 406 
Ceded other embedded derivative(5)— — — (5)
Ceded market risk benefits648 — — — 648 
Total reinsurance recoverables1,242    1,242 
Market risk benefits578 — — — 578 
Separate account assets89,514 200 54,877 34,389 48 
Total assets$108,076 $62 $55,558 $47,795 $4,661 
Liabilities
Other policyholder funds and benefits payable
Fixed indexed annuities embedded derivatives$541 $— $— $— $541 
Other embedded derivative(5)— — — (5)
Total other policyholder funds and benefits payable536    536 
Market risk benefits1,074 — — — 1,074 
Funds withheld liability
Modified coinsurance embedded derivative(110)— — (110)— 
Related party modified coinsurance embedded derivative(192)— — (192)— 
Fixed indexed annuities hedge program retrocession145 — — — 145 
Total funds withheld liability(157)  (302)145 
Other liabilities
Freestanding derivatives [1]
57 (306)11 284 68 
Total liabilities$1,510 $(306)$11 $(18)$1,823 
As of December 31, 2022
Assets
Fixed maturities
Asset-backed securities$254 $— $— $213 $41 
Collateralized loan obligations676 — — 567 109 
Commercial mortgage-backed securities1,514 — — 1,237 277 
Corporate bonds10,241 — — 9,622 619 
Foreign government and agencies315 — — 311 
Municipal bonds1,040 — — 1,039 
Residential mortgage-backed securities417 — — 400 17 
U.S. Treasury bonds926 — — 926 — 
Total fixed maturities, available-for-sale15,383   14,315 1,068 
Fair value option fixed maturities331 — — 25 306 
Total fixed maturities15,714   14,340 1,374 
Equity securities179 — — 155 24 
Investment funds58 — — — 58 
F-44


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
 Total
NAV / Netting [1]
Level 1Level 2Level 3
Other investments
Freestanding derivatives [1]
83 (112)— 40 155 
Short-term investments1,489 — 742 610 137 
Reinsurance recoverables
Fixed indexed annuities hedge program49 — — — 49 
Reinsurance recoverable for FIA embedded derivative243 — — — 243 
Funds withheld embedded derivative129 — — 129 — 
Ceded other embedded derivatives(29)— — — (29)
Ceded market risk benefits894 — — — 894 
Total reinsurance recoverables1,286   129 1,157 
Market risk benefits325 — — — 325 
Separate account assets87,255 288 53,775 33,139 53 
Total assets$106,389 $176 $54,517 $48,413 $3,283 
Liabilities
Other policyholder funds and benefits payable
Fixed indexed annuities embedded derivatives$324 $— $— $— $324 
Other embedded derivative(29)— — — (29)
Total other policyholder funds and benefits payable295    295 
Market risk benefits1,204 — — — 1,204 
Funds withheld liability
Modified coinsurance embedded derivative(597)— — (597)— 
Fixed indexed annuities hedge program retrocession37 — — — 37 
Total funds withheld liability(560)  (597)37 
Other liabilities
Freestanding derivatives [1]
105 139 — (41)
Total liabilities$1,044 $139 $ $(638)$1,543 
[1]“Netting” represents the fair value of freestanding derivatives as well as cash collateral and accrued income offset under master netting agreements. Refer to Note 4 - Derivatives for additional information regarding offsetting of derivatives.
Valuation Techniques
The Company generally determines fair values using valuation techniques that use prices, rates, and other relevant information evident from market transactions involving identical or similar instruments. Valuation techniques also include, where appropriate, estimates of future cash flows that are converted into a single discounted amount using current market expectations. The Company uses a "waterfall" approach comprised of the following pricing sources and techniques, which are listed in priority order:
Quoted prices, unadjusted, for identical assets or liabilities in active markets, which are classified as Level 1.
Prices from third-party pricing services, which primarily utilize a combination of techniques. These services utilize recently reported trades of identical, similar, or benchmark securities making adjustments for market observable inputs available through the reporting date. If there are no recently reported trades, they may use a discounted cash flow
F-45


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
technique to develop a price using expected cash flows based upon the anticipated future performance of the underlying collateral discounted at an estimated market rate. Both techniques develop prices that consider the time value of future cash flows and provide a margin for risk, including liquidity and credit risk. Most prices provided by third-party pricing services are classified as Level 2 because the inputs used in pricing the securities are observable. However, some securities that are less liquid or trade less actively are classified as Level 3. Additionally, certain long-dated securities, such as municipal securities and bank loans, include benchmark interest rate or credit spread assumptions that are not observable in the marketplace and are thus classified as Level 3.
Internal matrix pricing is a valuation process internally developed for private placement securities for which the Company is unable to obtain a price from a third-party pricing service. Internal pricing matrices determine credit spreads that, when combined with risk-free rates, are applied to contractual cash flows to develop a price. The Company develops credit spreads using market based data for public securities adjusted for credit spread differentials between public and private securities, which are obtained from a survey of multiple private placement brokers. The market-based reference credit spread considers the issuer’s sector, financial strength, and term to maturity, using an independent public security index, while the credit spread differential considers the non-public nature of the security. Securities priced using internal matrix pricing are classified as Level 2 because the significant inputs are observable or can be corroborated with observable data.
Independent broker quotes, which are typically non-binding use inputs that can be difficult to corroborate with observable market based data. Brokers may use present value techniques using assumptions specific to the security types, or they may use recent transactions of similar securities. Due to the lack of transparency in the process that brokers use to develop prices, valuations that are based on independent broker quotes are classified as Level 3.
The fair value of freestanding derivative instruments is determined primarily using a discounted cash flow model or option model technique and incorporates counterparty credit risk. In some cases, quoted market prices for exchange-traded and OTC cleared derivatives may be used and in other cases independent broker quotes may be used. The pricing valuation models primarily use inputs that are observable in the market or can be corroborated by observable market data. The valuation of certain derivatives may include significant inputs that are unobservable, such as volatility levels, and reflect the Company’s view of what other market participants would use when pricing such instruments.
Fair values for FIA embedded derivatives are classified as Level 3 in the fair value hierarchy and are calculated using internally developed models that utilize significant unobservable inputs because active, observable markets do not exist for these items.
Valuation Inputs
Quoted prices for identical assets in active markets are considered Level 1 and consist of on-the-run U.S. Treasuries, money market funds, exchange-traded equity securities, open-ended mutual funds, certain short-term investments, and exchange traded futures and option contracts.
Primary observable and unobservable inputs for level 2 and level 3 fair value measurements are described below.
Fixed Maturities
Structured Securities
Primary observable inputs include: benchmark yields and spreads; monthly payment information; collateral performance, which varies by vintage year and includes delinquency rates, loss severity rates and refinancing assumptions; and credit default swap indices. Primary observable inputs specific to ABS, CLOs, and RMBS include: estimates of future principal prepayments, derived from the characteristics of the underlying structure; and prepayment speeds previously experienced at the interest rate levels projected for the collateral.
Primary unobservable inputs include: independent broker quotes; and credit spreads and interest rates beyond the observable curves. Primary unobservable inputs specific to less liquid securities or those that trade less actively, including subprime RMBS include: estimated cash flows; credit spreads, which include illiquidity premium; constant prepayment rates; constant default rates; and loss severity.
Corporate Bonds
Includes private placement securities for which the Company has elected the fair value option.
Primary observable inputs include: benchmark yields and spreads; reported trades, bids, offers of the same or similar securities; issuer spreads; and credit default swap curves. Primary observable specific to investment grade privately placed securities that utilize internal matrix pricing include credit spreads for public securities of similar quality, maturity, and sector, adjusted for non-public nature.
F-46


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
Primary unobservable inputs include: independent broker quotes; credit spreads beyond the observable curve; and interest rates beyond the observable curve. Primary unobservable inputs specific to below investment grade privately placed securities and private bank loans include credit spreads for public securities of similar quality, maturity, and sector, adjusted for non-public nature.
Foreign Government and Agencies, Municipal Bonds, and U.S. Treasury Bonds
Primary observable inputs include: benchmark yields and spreads; issuer credit default swap curves; political events in emerging market economies; Municipal Securities Rulemaking Board reported trades and material event notices; and issuer financial statements.
Primary unobservable inputs include credit spreads and interest rates beyond the observable curves.
Equity Securities
Primary observable inputs include quoted prices in markets that are not active.
Primary unobservable inputs include internal discounted cash flow models utilizing earnings multiples or other cash flow assumptions.
Investment Funds
There are no primary observable inputs.
Primary unobservable inputs include: prices of privately traded securities; and characteristics of privately traded securities, including yield, duration and spread duration. For equity method investments not held at fair value, the carrying value of the investment is based on the latest capital statement received by the Company for their investment.
Freestanding Derivatives
Credit Derivatives
Primary observable inputs include: swap yield curves; and credit default swap curves.
Foreign Currency Derivatives
Primary observable inputs include: the swap yield curve; currency spot and forward rates; and cross currency basis curves.
Interest Rate Derivatives
Primary observable inputs include the swap yield curve.
Primary unobservable inputs include: independent broker quotes; interest rate volatility; and the swap curve beyond 30 years.
Short-Term Investments
Primary observable inputs include: benchmark yields and spreads; reported trades, bids, and offers; issuer spreads and credit default swap curves; and material event notices and new issue money market rates.
Primary unobservable inputs include independent broker quotes.
Fixed Indexed Annuities Embedded Derivatives
Primary observable inputs include: risk-free rates as represented by the Eurodollar futures, LIBOR deposits and swap rates to derive forward curve rates; correlations of 10 years of observed historical returns across underlying well-known market indices; correlations of historical index returns compared to separate account fund returns; and equity index levels.
Primary unobservable inputs include: market implied equity volatility assumptions; credit standing adjustment assumptions; option budgets; and assumptions about policyholder behavior, such as withdrawal utilization, withdrawal rates, lapse rates, and reset elections.
The fair value for the FIA embedded derivatives are calculated as an aggregation of the following components: Best Estimate Benefits; Credit Standing Adjustment; and Margins. The Company believes the aggregation of these components results in an amount that a market participant in an active liquid market would require, if such a market existed. Each component described in the following discussion is unobservable in the marketplace and requires subjectivity by the Company in determining its value.
F-47


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
Best Estimate Benefits
The Best Estimate Benefits are calculated based on actuarial and capital market assumptions related to projected cash flows, including the present value of benefits and related contract charges, over the lives of the contracts, incorporating unobservable inputs including expectations concerning policyholder behavior.
Credit Standing Adjustment
The credit standing adjustment is an estimate of the adjustment to the fair value that market participants would require in determining fair value to reflect the risk will not be fulfilled. The Company incorporates a blend of estimates of peer company and reinsurer bond spreads and credit default spreads from capital markets.
Margins
The behavior risk margin adds a margin that market participants would require, in determining fair value, for the risk that the Company’s assumptions about policyholder behavior could differ from actual experience. The behavior risk margin is calculated by taking the difference between adverse policyholder behavior assumptions and best estimate assumptions.
Separate Account Assets
Separate account assets include fixed maturities, equity securities (largely consisted of mutual funds), mortgage loans, short-term investments, and other invested assets (largely consisted of investment funds and freestanding derivatives) that are valued in the same manner, and using the same pricing sources and inputs, as those investments held by the Company.
For other invested assets in which fair value represents a share of the NAV 34% and 53% were subject to significant liquidation restrictions as of December 31, 2023 (Successor Company) and December 31, 2022 (Predecessor Company), respectively. As of December 31, 2023 (Successor Company) and December 31, 2022 (Predecessor Company), there were no investment funds that did not allow any form of redemption.
Separate account assets classified as Level 3 primarily include long-dated bank loans, subprime RMBS and commercial mortgage loans.
The following summarizes the significant unobservable inputs for level 3 fixed maturities, freestanding derivatives, and FIA embedded derivatives:
Fair ValuePredominant Valuation TechniqueSignificant Unobservable InputRange
Weighted Average [1]
Impact of Increase in Input on Fair Value [2]
As of December 31, 2023
Asset-backed securities
$50 Discounted cash flowsSpread251bps to 426bps316bpsDecrease
Collateralized loan obligations [3]:
$59 Option modelSpread268bps to 270bps269bpsDecrease
Commercial mortgage-backed securities:
$Discounted cash flowsSpread (encompasses
prepayment, default risk and loss severity)
1,041bps to 1,041bps1,041bpsDecrease
Corporate bonds [3]:
$1,421 Discounted cash flowsSpread49bps to 894bps246bpsDecrease
Residential mortgage-backed securities [3]:
$14 Discounted cash flows
Spread [5]
387bps to 387bps387bpsDecrease
 Fair value option fixed maturities
$225 Discounted cash flowsSpread2bps to 312bps166bpsDecrease
Macro hedge program [3]:
$(2)Option modelEquity volatility10.81% to 31.73%17.9%Increase
F-48


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
Fair ValuePredominant Valuation TechniqueSignificant Unobservable InputRange
Weighted Average [1]
Impact of Increase in Input on Fair Value [2]
$84 Interest rate volatility0.22% to 2.86%1.2%Increase
Fixed indexed annuities embedded derivatives:
$541 
Withdrawal rates [6]
0.0% to 15.9%1.7%Decrease
Lapse rates [7]
0.3% to 30.0%6.4%Decrease
Option budgets [8]
0.1% to 3.8%1.5%Increase
Credit standing adjustment [9]
0.6% to 2.5%1.6%Decrease
As of December 31, 2022
Collateralized loan obligations [3]:
$109 Discounted cash flowsSpread55 bps to 337 bps325bpsDecrease
Commercial mortgage-backed securities:
$277 Discounted cash flows
Spread (encompasses
prepayment, default risk and loss severity)
419 bps to 1,001 bps534bpsDecrease
Corporate bonds [3]:
$901 Discounted cash flowsSpread71 bps to 719 bps309bpsDecrease
Residential mortgage-backed securities [3]:
$13 Discounted cash flows
Spread [5]
62 bps to 227 bps138bpsDecrease
Constant prepayment rate [5]
2% to 10%6.0%Decrease
Constant default rate [5]
1% to4%2.0%Decrease
Loss severity [5]
10% to 65%25.0%Decrease
Variable annuities macro hedge program [3]:
$65 Option modelEquity volatility18% to 64%26.0%Increase
97 Interest rate volatility1% to 1%1.0%Increase
Fixed indexed annuities embedded derivatives:
$324 
Withdrawal rates [6]
0.0% to 15.9%1.7%Decrease
Lapse rates [7]
1.0%to 25.0%6.5%Decrease
Option budgets [8]
0.5% to 3.8%1.6%Increase
Credit standing adjustment [9]
0.4% to 3.1%1.7%Decrease
[1]The weighted average is determined based on the fair value of the securities.
[2]Conversely, the impact of a decrease in input would have the opposite impact to the fair value as that presented in the table.
[3]Excludes securities for which the Company bases fair value on broker quotations.
[4]Decrease for above market rate coupons and increase for below market rate coupons.
[5]Generally, a change in the assumption used for the constant default rate would have been accompanied by a directionally similar change in the assumption used for the loss severity and a directionally opposite change in the assumption used for constant prepayment rate and would have resulted in wider spreads.
[6]Range represents assumed annual percentage of allowable amount withdrawn.
[7]Range represents assumed annual percentages of policyholders electing a full surrender.
[8]Range represents assumed annual budget for index options.
[9]Range represents Company credit spreads.

F-49


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis
The Company uses derivative instruments to manage the risk associated with certain assets and liabilities. However, the derivative instrument may not be classified within the same fair value hierarchy level as the associated asset or liability. Therefore, the realized and unrealized gains and losses on derivatives reported in the Level 3 rollforwards may be offset by realized and unrealized gains and losses of the associated assets and liabilities in other line items of the financial statements.
The following tables present a reconciliation of the beginning and ending balances for Level 3 assets and liabilities measured at fair value on a recurring basis. Assets and liabilities are transferred in and/or out of Level 3 on the date the event or change in circumstances that caused the transfer occurs. The Company evaluates, at least annually, its valuation processes to determine if changes in circumstances has occurred that would result in a transfer between levels. Transfers in and/or out of Level 3 are primarily attributable to the availability of market observable information and the re-evaluation of the observability of pricing inputs. During the 2023 review of the inputs, the Company deemed the spread inputs to be unobservable, and transferred those private securities included in corporate bonds from Level 2 to Level 3.
Beginning BalanceTotal Realized and Unrealized Gains (Losses) inNet Purchases, Sales, and SettlementsNet TransfersEnding Balance
Net Income (Loss)
Other Comprehensive Loss [2]
Year Ended December 31, 2023
Fixed maturities, available-for-sale:
Asset-backed securities$41 $— $$$— $50 
Collateralized loan obligations109 — — 119 
Commercial mortgage-backed securities277 — (65)(212)
Corporate bonds619 (3)(68)497 446 1,491 
Foreign government and agencies— — — (4)— 
Municipal bonds— — — (1)— 
Residential mortgage-backed securities17 — — 31 (15)33 
Fair value option fixed maturities306 (24)— 80 (137)225 
Equity securities24 — — (1)— 23 
Investment funds58 36 — 137 238 
Embedded derivatives [1]:
Fixed indexed annuities(81)(54)— 34 (34)(135)
Other— — (5)— — 
Freestanding derivatives [1]:
Interest rate derivatives— (10)— — — (10)
Variable annuities macro hedge program148 (498)— 432 — 82 
Short-term investments137 — — 368 (37)468 
Fixed indexed annuities hedge program [1]
12 22 — 14 — 48 
Ceded market risk benefits894 (246)— — — 648 
Separate account assets53 — (3)(5)48 
Year Ended December 31, 2022
Fixed maturities, available-for-sale:
Asset-backed securities$— $— $(2)$46 $(3)$41 
Collateralized loan obligations159 — (1)26(75)109 
Commercial mortgage-backed securities276 — (26)34 (7)277 
F-50


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
Beginning BalanceTotal Realized and Unrealized Gains (Losses) inNet Purchases, Sales, and SettlementsNet TransfersEnding Balance
Net Income (Loss)
Other Comprehensive Loss [2]
Corporate bonds665 (2)(43)(15)14 619 
Foreign government and agencies— — (1)— 
Municipal bonds— — — — 
Residential mortgage-backed securities74 — (1)(23)(33)17 
Fair value option fixed maturities— (21)— 327 — 306 
Equity securities21 — (3)— 24 
Investment funds— 16 — 42 — 58 
Embedded derivatives [1]:
Fixed indexed annuities(524)200 — 262 (19)(81)
Other— — (5)— — 
Freestanding derivatives [1]:
Interest rate derivatives— 22 — (22)— — 
Variable annuities macro hedge program(188)74 — 262 — 148 
— 
Short-term investments75 — — 112 (50)137 
Fixed indexed annuities hedge program [1]
— (22)— 34 — 12 
Ceded market risk benefits737 157 — — — 894 
Separate account assets79 (2)— 76 (100)53 
[1]Derivative instruments and the FIA hedge program are reported in this table on a net basis for asset (liability) positions.
[2]Recorded in unrealized gain (loss) on available-for-sale securities in the statements of comprehensive income.
The following presents the amount, for recurring fair value measurements categorized within Level 3 of the fair value hierarchy, of the total realized and unrealized gains (losses) for the period included in net income (loss) as shown in the table above:
Net Investment IncomeInvestment and Derivative Related Losses, Net
Other [3]
Net Income (Loss)
Year Ended December 31, 2023
Fixed maturities, available-for-sale:
Corporate bonds$(3)$— $— $(3)
Fair value option fixed maturities— (24)— (24)
Investment funds— 36 — 36 
Embedded derivatives:
Fixed indexed annuities— (54)— (54)
Other— — 
Freestanding derivatives:
Interest rate derivatives— (10)— (10)
Variable annuities macro hedge program— (498)— (498)
F-51


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
Net Investment IncomeInvestment and Derivative Related Losses, Net
Other [3]
Net Income (Loss)
Fixed indexed annuities hedge program— 22 — 22 
Ceded market risk benefits— — (246)(246)
Separate account assets [2]
— — 
Year Ended December 31, 2022
Fixed maturities, available-for-sale:
Corporate bonds$(2)$— $— $(2)
Fair value option fixed maturities— (21)— (21)
Equity securities— — 6 
Investment funds— 16 — 16 
Embedded derivatives:
Fixed indexed annuities200 — 200 
Other— — 5 
Freestanding derivatives:
Interest rate derivatives— 22 — 22 
Variable annuities macro hedge program— 74 — 74 
Fixed indexed annuities hedge program— (22)— (22)
Ceded market risk benefits— — 157 157 
Separate account assets [2]
— (2)— (2)
[1]The realized/unrealized gains (losses) included in net income for separate account assets are offset by an equal amount for separate account liabilities, which results in a net zero impact on net income for the Company.
[2]Includes both market and non-market impacts in deriving realized and unrealized gains (losses).
[3]Other represents change in MRBs for ceded MRBs and benefits and losses for FIA embedded derivatives.
The following represents the gross components of net purchases, sales, and settlements, and net transfers shown above:
PurchasesSettlementsSalesNetTransfers inTransfers outNet
Year Ended December 31, 2023
Fixed maturities, available-for-sale:
Asset-backed securities$25 $(17)$— $8 $— $— $ 
Collateralized loan obligations59 — (50)9 — —  
Commercial mortgage-backed securities— (66)(65)— (212)(212)
Corporate bonds674 (177)— 497 488 (42)446 
Foreign government and agencies— — —  — (4)(4)
Municipal bonds— — —  — (1)(1)
Residential mortgage-backed securities33 (2)— 31 — (15)(15)
Fair value option fixed maturities94 — (14)80 — (137)(137)
Equity securities— (4)(1)— —  
Investment funds13 (6)— 7 137 — 137 
F-52


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
PurchasesSettlementsSalesNetTransfers inTransfers outNet
Embedded derivatives:
Fixed indexed annuities42 (8)— 34 (42)(34)
Other— (5)— (5)— —  
Freestanding derivatives:
Interest rate derivatives— — —  — —  
Variable annuities macro hedge program72 — 360 432 — —  
Short-term investments528(160)— 368 — (37)(37)
Fixed indexed annuities hedge program32 (18)— 14 — —  
Separate account assets$123 $— $(126)$(3)$43 $(48)$(5)
Year Ended December 31, 2022
Fixed maturities, available-for-sale:
Asset-backed securities$52 $(6)$— $46 $— $(3)$(3)
Collateralized loan obligations80 (54)— 26— (75)(75)
Commercial mortgage-backed securities68 (34)— 34 — (7)(7)
Corporate bonds132 (137)(10)(15)20 (6)14 
Foreign government and agencies— — 5 — —  
Municipal bonds— — —  — —  
Residential mortgage-backed securities22 (26)(19)(23)— (33)(33)
Fair value option fixed maturities327 — — 327 — —  
Equity securities(11)— (3)— —  
Investment funds42— — 42 — —  
Embedded derivatives:
Fixed indexed annuities291 (29)— 262 (41)22 (19)
Other— (5)— (5)— —  
Freestanding derivatives:
Interest rate derivatives— (22)— (22)— —  
Variable annuities macro hedge program351 (89)— 262 — —  
Short-term investments192 (80)— 112 — (50)(50)
Fixed indexed annuities hedge program86 (52)— 34 — —  
Separate account assets$99 $— $(23)$76 $— $(100)$(100)
The following presents the amount, for recurring fair value measurements categorized within Level 3 of the fair value hierarchy still held at the end of the period, of the total unrealized gains (losses) for the period included in net income (loss) and OCI:
Year Ended December 31,

20232022
Net Income (Loss)
Other Comprehensive Loss [1]
Net Income (Loss)
Other Comprehensive Loss [1]
Fixed maturities, available-for-sale:
F-53


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements (continued)
Year Ended December 31,

20232022
Net Income (Loss)
Other Comprehensive Loss [1]
Net Income (Loss)
Other Comprehensive Loss [1]
Asset-backed securities$— $(1)$— $(2)
Collateralized loan obligations— — — (1)
Commercial mortgage-backed securities— (2)— (26)
Corporate bonds— (171)(2)(43)
Residential mortgage-backed securities— — — (2)
Fair value option fixed maturities— (21)— 
Investment funds(22)— 16 — 
Embedded derivatives:
Other— — 
Freestanding derivatives:
Interest rate derivatives(11)— (3)— 
Variable annuities macro hedge program(216)— 42 — 
Fixed indexed annuities hedge program22 — (22)— 
Ceded market risk benefits(246)— 157 — 
Separate account assets$$— $(2)$— 
[1]Recorded in unrealized gain (loss) on available-for-sale securities in the statements of comprehensive income.

The following presents the carrying amount and fair value of the Company’s financial assets and liabilities not carried at fair value:
As of December 31,
Fair Value
Hierarchy
Level
20232022
Carrying AmountFair
Value
Carrying AmountFair
Value
Assets
Policy loansLevel 2$1,528 $1,528 $1,495 $1,495 
Mortgage loansLevel 32,019 1,814 2,520 2,232 
Liabilities
Other policyholder funds and benefits payable [1]
Level 3$9,921 $8,305 $10,675 $8,666 
Funds withheld liabilityLevel 210,367 10,367 11,034 11,034 
[1]This amount includes contracts accounted for as investment contracts in the scope of ASC 944 and excludes contracts accounted for as insurance contracts, such as our group accident and health, universal life insurance contracts, COLI, and certain FIA and VA contracts with death or other additional benefits.
F-54


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
6. Reinsurance
The Company assumes reinsurance from unaffiliated insurers to provide our counterparties with risk management solutions. In addition, the Company cedes insurancereinsurance to affiliated and unaffiliated insurers to enable the Company to manage capital and risk exposure. The Company's historical reinsurance cessions provided a level of risk mitigation desired by prior ownership. Such arrangements do not relieve the Company of its primary liability to policyholders. Failure of reinsurers to honor their obligations could result in losses to the Company. The Company regularly monitors the financial condition and ratings of its reinsurers and structures agreements to provide collateral funds where necessary.
The following summarizes premiums, policy charges and fee income by direct, assumed and ceded insurance types, in the consolidated statements of operations:
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
20232022
Premiums, policy charges and fee income
Direct$2,212 $2,283 $1,197 $1,210 
Reinsurance assumed413 210 69 64 
Reinsurance ceded(1,891)(1,885)(806)(812)
Total premiums, policy charges and fee income$734 $608 $460 $462 
Insurance recoveries on ceded reinsurance agreements, which reduce death and other benefits, were $1,670 and $1,648 for the years ended December 31, 2023 and 2022 (Successor Company), $782 for the period of July 1, 2021 to December 31, 2021 (Successor Company) and $958 for the six months ended June 30, 2021 (Predecessor Company). In addition, the Company has reinsured a portion of the risk associated with VA and the associated GMDB and GMWB risks.
Assumed Reinsurance
Guardian
On November 1, 2022, the Company entered into a reinsurance agreement with Guardian to reinsure $7.1 billion in VA reserves, primarily comprised of contracts with living withdrawal benefit and death benefit riders. The Company assumed 100% of $439 in general account reserves on a coinsurance basis and 100% of $6.7 billion in separate account assets and liabilities, as well as the associated MRB on a modified coinsurance basis. The Company acquired general account assets to support the assumed reserves and received $121 in cash from Guardian upon closing, relating to a ceding commission of $65 and cash settlements. As part of this transaction, the Company entered into an administration services agreement for the reinsured block and will ultimately administer the reinsured block within two years following the close of the transaction. The separate account assets and liabilities are reported on a net basis on the Company's balance sheets and the Company earns income on the assumed separate account assets.
The following table summarizes the impacts of the Guardian transaction at inception:
Liabilities assumed$481 
Less: ceding commission received and other settlements(65)
Less: assets received(464)
Net gain on reinsurance$(48)
Unearned revenue reserve48 
Allianz
On December 30, 2021, the Company entered into a reinsurance agreement with Allianz to assume approximately $8 billion of FIA reserves. Certain of the FIA contracts included living withdrawal benefits. The Company paid $693 to Allianz upon closing, primarily relating to a ceding commission of $866, offset by cash settlements. The Company will participate in an aggregated hedging pool administered by Allianz, whereby the Company will pay Allianz a fee in order to participate in the pool and will receive an index credit payout based on the level of participation in the pool. Allianz will continue to service and administer the policies reinsured under the agreement as the direct insurer of the business.
F-55


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
6. Reinsurance Recoverables(continued)
The following table summarizes the impacts of the Allianz transaction on the Successor Company:
Liabilities assumed [1]
$7,355 
Net ceding commission paid866 
Less: assets received(8,849)
Net gain on reinsurance$(628)
Unearned revenue reserve628 
[1]Includes certain adjustments to FIA MRBs of approximately $0.8 billion.
As part of the Allianz reinsurance transaction, the Company maintains a coinsurance trust for the benefit of Allianz. As of
December 31, 2023, there was $6.4 billion of fixed income securities, $58 of short-term investments and $202 of cash in the coinsurance trust. As of December 31, 2022, there were $6.2 billion of fixed income securities, $199 of short-term
investments and $130 of cash in the coinsurance trust.
Other Assumed Reinsurance
On July 29, 2022, the Company executed a flow reinsurance agreement with Allianz. Under the terms of the transaction, the Company assumes certain FIA contracts issued by Allianz after August 2, 2022 on a coinsurance basis. Allianz will continue to service and administer the policies reinsured under the agreement as the direct insurer of the business.
Ceded Reinsurance
Reinsurance recoverables include balances due from reinsurance companies and are presented net of allowances for uncollectible reinsurance in 2019 and net of ACL in 2020, upon adoption of ASU 2016-13. For further information, see Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements.ACL. The ACL represents an estimate of expected credit losses over the lifetime of the contracts that reflect management’s best estimate of reinsurance cessions that may be uncollectible in the future due to reinsurers’ inability to pay. Reinsurance recoverables include an estimate of the amount of policyholder benefits that may be ceded under the terms of the reinsurance agreements. Amounts recoverable from reinsurers are estimated in a manner consistent with assumptions used for the underlying policy benefits. Accordingly, the Company’s estimate of reinsurance recoverables is subject to similar risks and uncertainties as the estimate of the gross reserve for future policy benefits.
Reinsurance Recoverables, net (Successor Company)
As of December 31,
20202019
Reserve for future policy benefits and other policyholder funds and benefits payable
Sold businesses (MassMutual and Prudential)$18,807 $19,534 
Commonwealth7,579 8,147 
Other reinsurers1,076 1,143 
Gross reinsurance recoverables27,462 28,824 
Less: ACL
Reinsurance recoverables, net [1]$27,455 $28,824 
The following summarizes reinsurance recoverables by reinsurer for the Successor Company:
As of December 31,
20232022
Prudential Financial, Inc. [1]
$14,383 $14,313 
Massachusetts Mutual Life Insurance Company [1]
5,967 6,672 
Commonwealth Annuity and Life Insurance Company [1]
6,531 7,243 
TR Re [2]
9,468 9,613 
Other reinsurers1,375 1,403 
Gross reinsurance recoverables37,724 39,244 
Allowance for credit losses(18)(21)
Reinsurance recoverables, net$37,706 $39,223 
[1] As of December 31, 2019 (Successor Company), no allowance for uncollectible reinsurance was required.
As of December 31, 2020 (Successor Company), the Company had reinsurance recoverables from Commonwealth, Massachusetts Mutual Life Insurance Company ("MassMutual") and Prudential Financial, Inc. ("Prudential") of approximately $7.6 billion, $7.0 billion and $11.8 billion, respectively. As of December 31, 2019 (Successor Company), the Company had reinsurance recoverables from Commonwealth, MassMutual and Prudential of $8.1 billion, $8.0 billion and $11.5 billion, respectively. The Company's obligations to its direct policyholders that have been reinsured to Commonwealth, MassMutual and Prudential are primarily secured by invested assets held in trust.
As of December 31, 2020 (Successor Company),[2]The Company's obligations to its direct policyholders reinsured to TR Re are secured by invested assets held by the ACL increased to $7 from $5 at January 1, 2020, upon adoption of ASU 2016-13. Company in segregated portfolios.
F-56


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
6. Reinsurance (continued)
Allowance for Credit Losses
The Company closely monitors the financial condition, ratings and current market information of all its counterparty reinsurers and records an ACL considering the credit quality of the reinsurer, the invested assets in trust, and the period over which the recoverable balances are expected to be collected. Counterparty risk is assessed on a pooled basis in cases of shared risk characteristics, and separately for individual reinsurers when it is more relevant. The Company evaluates historical events, current conditions, and reasonable and supportable forecasts in developing its ACL estimate. Where its contracts permit, the Company secures future claim obligations with various forms of collateral, including irrevocable letters of credit, secured trusts and funds held accounts. The ACL is estimated using a probability of default and loss given default model applied to the amount of reinsurance recoverables, net of collateral, exposed to loss. The probability of default factor is assigned based on each reinsurer's credit rating. The Company reassesses and updates credit ratings on a quarterly basis. The probability of default factors encompass historical industry defaults for liabilities with similar durations to the reinsured liabilities as estimated through multiple economic cycles. The loss given default factors are based on a study of historical recovery rates for general creditors of corporations through multiple economic cycles.
Affiliated Reinsurance
On December 31, 2022 (Successor Company), the Company retroceded 75% of the business assumed from Allianz to TR Re on a modified coinsurance basis. As a result of the retrocession, the Company recorded a deferred gain of $511.
On December 31, 2021 (Successor Company), the Company reinsured certain payout and VA business to TR Re on a modified coinsurance and coinsurance funds withheld basis. As a result of the reinsurance agreement, the Company recorded a deferred loss of $129.
The following presents the impacts from affiliated reinsurance on the Successor Company's statements of operations:
Years Ended December 31,
20232022
Revenues
Premiums$(56)$(27)
Policy charges and fee income(304)(320)
Net investment income(380)(136)
Investment related gains361 696 
Total revenues(379)213 
Benefits, Losses, and Expenses
Benefits and losses(276)(117)
Change in market risk benefits77 
Amortization of deferred acquisition costs14 19 
Insurance operating costs and other expenses(136)(119)
Total benefits, losses and expenses(321)(213)
Income (loss) before income taxes(58)426 
Income tax expense (benefit)(12)90 
Net income (loss)$(46)$336 
For the period of July 1, 2021 through December 31, 2021 (Successor Company), there was not a material impact on the statements of operations from the Company's affiliated reinsurance arrangement entered into in 2021.

F-52
F-57


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Reinsurance (continued)
Insurance Revenues
 Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
 20202019
Gross earned premiums, fee income and other$2,221 $2,375 $1,439 $1,059 
Reinsurance assumed125 115 66 48 
Reinsurance ceded(1,570)(1,627)(972)(684)
Net earned premiums, fee income and other$776 $863 $533 $423 
The cost of reinsurance related to long-duration contracts is accounted for over the life of the underlying reinsured policies using assumptions consistent with those used to account for the underlying policies. Insurance recoveries on ceded reinsurance agreements, which reduce death and other benefits, were $1.5 billion and $1.4 billion for the years ended December 31, 2020 and 2019 (Successor Company), respectively, $731 for the period of June 1, 2018 to December 31, 2018 (Successor Company) and $546 for the period of January 1, 2018 to May 31, 2018 (Predecessor Company). In addition, the Company has reinsured a portion of the risk associated with U.S. variable annuities and the associated GMDB and GMWB riders.
F-53

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
6. Deferred Policy Acquisition Costs and Value of Business Acquired
Changes in the DAC Balance [1]
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
20202019
Balance, beginning of period$0 $0 $0 $405 
Deferred costs
Amortization — DAC(13)
Amortization — Unlock benefit (charge), pre-tax(3)
Adjustments to unrealized gains and losses on securities AFS and other31 
Balance, end of period$0 $0 $0 $421 
[1]    Effective with the application of pushdown accounting on May 31, 2018, the Company eliminated its DAC balance through a pushdown accounting adjustment. Please see Note 1, Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements for further discussion of pushdown accounting.
Changes in the VOBA Balance [1]
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
20202019
Balance, beginning of period$696 $716 $805 $ 
Amortization — VOBA [2]14 25 (80)— 
Amortization — Unlock benefit (charge), pre-tax(64)(19)— 
Adjustments to unrealized gains and losses on securities AFS and other(60)(45)10 — 
Balance, end of period$586 $696 $716 $ 
[1]    Effective with the application of pushdown accounting on May 31, 2018, the Company established its VOBA balance through a pushdown accounting adjustment. For further discussion of pushdown accounting, please see Note 1, Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements.
[2] Negative gross profits due to hedge losses resulted in a write-up of VOBA.
Expected Amortization of VOBA
Successor Company
YearsExpected Amortization
2021$(10)
2022$18 
2023$22 
2024$25 
2025$31 
F-54

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
7. Value of Business Acquired, Deferred Acquisition Costs, Unearned Revenue Reserves for Future Policy Benefits and Separate Account LiabilitiesOther Balances
Changes in Reserves for Future Policy Benefits
Successor Company
Universal Life-Type Contracts
GMDB/GMWB [1]Universal Life Secondary GuaranteesTraditional Annuity and Other Contracts [2]Total Future
Policy
Benefits
Liability balance as of January 1, 2020$450 $3,691 $14,324 $18,465 
Incurred [3]101 526 467 1,094 
Paid(91)(22)(821)(934)
Liability balance as of December 31, 2020$460 $4,195 $13,970 $18,625 
Reinsurance recoverable asset as of January 1, 2020$269 $3,691 $4,843 $8,803 
Incurred [3]57 526 122 705 
Paid(72)(22)(275)(369)
Reinsurance recoverable asset as of December 31, 2020$254 $4,195 $4,690 $9,139 
The following presents a Successor Company rollforward of DAC by product and VOBA associated with VA:
Successor Company
Universal Life-Type Contracts
GMDB/GMWB [1]Universal Life Secondary
Guarantees
Traditional Annuity and Other Contracts [2]Total Future Policy Benefits
Liability balance as of January 1, 2019$462 $3,276 $14,585 $18,323 
Incurred [3]78 419 566 1,063 
Paid(90)(4)(827)(921)
Liability balance as of December 31, 2019$450 $3,691 $14,324 $18,465 
Reinsurance recoverable asset as of January 1, 2019$284 $3,276 $4,972 $8,532 
Incurred [3]57 419 163 639 
Paid(72)(4)(292)(368)
Reinsurance recoverable asset as of December 31, 2019$269 $3,691 $4,843 $8,803 
Deferred Acquisition CostsValue of Business AcquiredTotal
Variable AnnuitiesPayout AnnuitiesFixed Indexed Annuities
Balance as of January 1, 2022$94 $112 $ $341 $547 
Additions— — 22 — 22 
Amortization(12)(7)— (42)(61)
Impact of reinsurance— — (12)— (12)
Balance as of December 31, 202282 105 10 299 496 
Balance as of January 1, 202382 105 10 299 496 
Additions— — 64 — 64 
Amortization(12)(5)(1)(37)(55)
Impact of reinsurance— — (48)— (48)
Balance as of December 31, 2023$70 $100 $25 $262 $457 

The following presents a Successor Company rollforward by product of negative VOBA:
Fixed Annuities [1]
Payout Annuities [2]
Corporate Owned Life Insurance [1]
Total
Balance as of January 1, 2022$939 $2,782 $195 $3,916 
Additions— — —  
Amortization(136)(137)(32)(305)
Balance as of December 31, 2022803 2,645 163 3,611 
Less: reinsurance recoverables(670)(939)— (1,609)
Balance as of December 31, 2022, net of reinsurance133 1,706 163 2,002 
Balance as of January 1, 2023803 2,645 163 3,611 
Additions— — —  
Amortization(141)(133)(29)(303)
Balance as of December 31, 2023662 2,512 134 3,308 
Less: reinsurance recoverables(552)(893)— (1,445)
Balance as of December 31, 2023, net of reinsurance$110 $1,619 $134 $1,863 
[1]    These liabilityRecorded in other policyholder funds and benefits payable on the balance sheets. Reinsurance balances include all GMDBare included in reinsurance recoverables.
[2]Recorded in reserve for future policy benefits pluson the life-contingent portion of GMWB benefitsbalance sheets. Reinsurance balances are included in excess of the return of the GRB. GMWB benefits up to the GRB are embedded derivatives held at fair value and are excluded from these balances.
[2]    Represents life-contingent reserves for which the company is subject to insurance and investment risk.
[3]    Includes the portion of assessments established as additions to reserves as well as changes in estimates affecting the reserves.reinsurance recoverables.
F-55F-58


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
7. Value of Business Acquired, Deferred Acquisition Costs, Unearned Revenue Reserves for Future Policy Benefits and Separate Account LiabilitiesOther Balances (continued)


Account Value by GMDB/GMWB Type as of December 31, 2020
Account
Value
(“AV”) [9]
Net amount
at Risk
(“NAR”) [10]
Retained Net
Amount
at Risk
(“RNAR”) [10]
Weighted 
Average
Attained Age
of Annuitant
MAV [1]
MAV only$12,649 $1,500 $225 74
With 5% rollup [2]928 72 23 75
With earnings protection benefit rider (“EPB”) [3]3,221 594 83 74
With 5% rollup & EPB446 101 22 76
Total MAV17,244 2,267 353 
Asset protection benefit ("APB") [4]8,332 46 32 72
Lifetime income benefit ("LIB") – death benefit [5]369 74
Reset [6] (5-7 years)2,420 72
Return of premium ("ROP") /other [7]5,642 46 45 75
Variable annuity without GMDB [8]2,570 — — 72
Subtotal variable annuity [11]$36,577 $2,368 $437 74
Less: general account value2,801 
Subtotal variable annuity separate account liabilities33,776 
Separate account liabilities - other75,849 
Total separate account liabilities$109,625 
The following presents a Successor Company rollforward of URR, by product, as well as other balances amortized on a basis consistent with DAC, which are included in other policyholder funds and benefits payable and other liabilities, respectively, on the balance sheets:
Unearned Revenue Reserves
Other Balances [1]
Variable AnnuitiesFixed Indexed AnnuitiesPayout AnnuitiesTotal
Balance as of January 1, 2022$ $628 $76 $704 $845 
Additions48 511 — 559 — 
Amortization(1)(62)(5)(68)(76)
Balance as of December 31, 202247 1,077 71 1,195 769 
Additions—    36 
Amortization(5)(109)(4)(118)(74)
Balance as of December 31, 2023$42 $968 $67 $1,077 $731 
[1]MAV GMDB is the greatest of current AV, net premiums paidRelates to adjustments associated with FIA MRBs recorded in other policyholder funds and the highest AV on any anniversary before age 80 years (adjusted for withdrawals).
[2]Rollup GMDB is the greatest of the MAV, current AV, net premium paid and premiums (adjusted for withdrawals) accumulated at generally 5% simple interest up to the earlier of age 80 years or 100% of adjusted premiums.
[3]EPB GMDB is the greatest of the MAV, current AV, or contract value plus a percentage of the contract’s growth. The contract’s growth is AV less premiums net of withdrawals, subject to a cap of 200% of premiums net withdrawals.
[4]APB GMDB is the greater of current AV or MAV, not to exceed current AV plus 25% times the greater of net premiums and MAV (each adjusted for premiums in the past 12 months).
[5]LIB GMDB is the greatest of current AV; net premiums paid; or, for certain contracts, a benefit amount generally based on market performance that ratchets over time.
[6]Reset GMDB is the greatest of current AV, net premiums paid and the most recent five to seven year anniversary AV before age 80 years (adjusted for withdrawals).
[7]ROP GMDB is the greater of current AV and net premiums paid.
[8]Includes account value for contracts that had a GMDB at issue but no longer have a GMDB due to certain elections made by policyholders or their beneficiaries.
[9]AV includes the contract holder’s investment in the separate account and the general account.
[10]NAR is defined as the guaranteed minimum death benefit in excess of the current AV. RNAR represents NAR reduced for reinsurance. NAR and RNAR are highly sensitive to equity market movements and increase when equity markets decline.
[11]Some variable annuity contracts with GMDB also have a life-contingent GMWB that may provide for benefits in excess of the return of the GRB. Such contracts included in this amount have $5.0 billion of total account value and weighted average attained age of 76 years. There is 0 NAR or retained NAR related to these contracts.payable.
F-56F-59


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
7. Reserves for Future Policy Benefits and Separate Account Liabilities (continued)
Account Balance Breakdown of Variable Separate Account Investments for Contracts with Guarantees
Successor Company
Asset TypeDecember 31, 2020December 31, 2019
Equity securities (including mutual funds)$32,011 $31,114 
Cash and cash equivalents [1]1,765 1,319 
Total [2]$33,776 $32,433 
[1]    Represents an allocation of the portfolio holdings.
[2]    Includes $2.6 billion and $2.3 billion of account value as of December 31, 2020 and 2019 (Successor Company) for contracts that had a GMDB at issue but no longer have a GMDB due to certain elections made by policyholders or their beneficiaries.
As of December 31, 2020 and 2019 (Successor Company), approximately 18% and 21%, respectively, of the equity securities (including mutual funds), in the preceding table were funds invested in fixed income securities and approximately 82% and 79%, respectively, were funds invested in equity securities.
For further information on guaranteed living benefits that are accounted for at fair value, such as GMWB, see Note 2 - Fair Value Measurements of Notes to Consolidated Financial Statements.
F-57

TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
8. Goodwill and Other Intangible Assets
Other Intangible Assets (Successor Company)
As of December 31, 2020
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountWeighted Average Expected Life
Amortizing intangible assets [1]$29 $15 $14 5
Total indefinite lived intangible assets [2]26 — 26 — 
Total other intangible assets$55 $15 $40 5
The carrying amount of goodwill was $97 as of December 31, 2023 and 2022 (Successor Company). There were no additions or impairments recorded for the years ended December 31, 2023 and 2022 (Successor Company), July 1 through December 31, 2021 (Successor Company), and the six months ended June 30, 2021 (Predecessor Company).
[1]    Consist ofThe following presents the Company‘s amortizing internally developed software recorded in Goodwill and other intangible assets, net on the balance sheets:
[2]    Consist
As of December 31,
20232022
Gross carrying amount$41 $41 
Accumulated amortization(15)(9)
Net carrying value$26 $32 
The total amortization expense for other intangible assets recorded within insurance operating costs and other expenses on the statements of operations was $6 and $6 for the years ended December 31, 2023 and 2022, respectively (Successor Company), $3 for the period of July 1, 2021 to December 31, 2021 (Successor Company) and $3 for the six months ended June 30, 2021 (Predecessor Company).
As of December 31, 2023, total amortization expense for other intangible assets is expected to be as follows for each of the next five years:
Year Ended December 31,
2024$
2025
2026
2027
2028
Indefinite-lived other intangible assets consisting of state insurance licenses
There have been no additions, renewals or extension since were $26 and $26 as of December 31, 20192023 (Successor Company) and 2022 (Successor Company).
Expected Pre-tax Amortization Expense (Successor Company)
YearsExpected Future Amortization Expense
2021$
2022$
2023$
2024$
2025$
No additions or impairments were recorded for the years ended December 31, 2023 and 2022 (Successor Company), July 1 through December 31, 2021 (Successor Company), and the six months ended June 30, 2021 (Predecessor Company).
F-58F-60


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
9. Separate Accounts
The following table presents the aggregate fair value of assets, by major investment asset category, supporting separate accounts:
As of December 31,
20232022
Fixed maturities$28,283 $27,485 
Equity securities (including mutual funds)55,678 53,832 
Cash and cash equivalents2,521 1,722 
Short-term investments1,001 2,184 
Investment receivables, net [2]
1,814 1,751 
Other invested assets [1]
217 281 
Separate account assets$89,514 $87,255 
[1]Primarily relates to investments in hedge funds.
[2]Includes trade receivables on investment sales executed in the ordinary course of business where the carrying amount approximates fair value, net of investment income due and accrued.

The following table presents a rollforward of separate account liabilities by product:
Variable AnnuitiesCorporate-Owned Life Insurance
Other [1]
Total
Balance as of January 1, 2022$34,985 $48,497 $28,110 $111,592 
Premiums and deposits233 277 713 1,223 
Policy charges(451)(643)(280)(1,374)
Surrenders and withdrawals(3,081)(169)(2,061)(5,311)
Benefit payments(137)(345)(131)(613)
Investment performance(5,442)(4,926)(4,905)(15,273)
Net transfers from (to) general account51 (2,693)(284)(2,926)
Other(9)— (54)(63)
Balance as of December 31, 2022$26,149 $39,998 $21,108 $87,255 
Balance as of January 1, 2023$26,149 $39,998 $21,108 $87,255 
Premiums and deposits204 287 1,414 1,905 
Policy charges(417)(660)(330)(1,407)
Surrenders and withdrawals(3,111)(142)(3,606)(6,859)
Benefit payments(128)(381)(161)(670)
Investment performance4,313 2,502 3,650 10,465 
Net transfers from (to) general account(1,177)(7)(1,175)
Balance as of December 31, 2023$27,019 $40,427 $22,068 $89,514 
Cash surrender value [2] as of:
December 31, 202226,081 36,192 21,094 83,367 
December 31, 202326,948 37,731 22,053 86,732 
[1]Represents separate account liabilities that are fully reinsured to third parties on a modified coinsurance basis.
[2]CSV represents the amount of the contractholders’ account balance distributable at the consolidated balance sheet date, less certain surrender charges.
Not reflected in the tables above are separate account assets and liabilities associated with Guardian contracts assumed on a modified coinsurance basis of $6.4 billion and $6.6 billion as of December 31, 2023 and 2022, respectively.
F-61


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
10. Reserves for Future Policy Benefits

The following table summarizes the Company’s reserve for future policy benefits recognized on the consolidated balance sheets:
As of December 31,
20232022
Life-contingent payout annuities [1]
$8,674 $8,560 
Additional liabilities for other insurance benefits6,787 6,253 
  Deferred profit liability119 37 
Negative VOBA [2]
2,512 2,645 
Other reserves [3]
1,287 1,243 
Reserve for future policy benefits$19,379 $18,738 
[1]See “Liability for Future Policy Benefits” section below for further information.
[2]Refer to Note 7 - Value of Business Acquired, Deferred Acquisition Costs, Unearned Revenue Reserves, and Other Balances for additional details related to negative VOBA.
[3]Represents reserves for fully reinsured traditional life insurance of $0.8 billion December 31, 2023 and 2022, as well as COLI, other universal life-type products, and short-duration contracts, which are all excluded from the tables below.
Liability for Future Policy Benefits
Significant assumptions and inputs to the calculation of the LFPB for life-contingent payout annuities primarily include assumptions for discount rates, mortality and other policyholder data, including certain demographic data. These assumptions are derived from both policyholder data and experience and industry data and the Company will adjust policyholder data and experience to reflect market data, where necessary. The Company does not include any expense assumptions in the calculation of the LFPB. Annually, the Company reviews all significant cash flow assumptions, such as mortality, unless emerging experience indicates a more frequent review is necessary. As part of its annual review process, the Company assesses trends in both policyholder experience and industry data and updates the assumptions in the liability calculation, as necessary.
A single-A interest rate curve is utilized to discount the cash flows used to calculate the LFPB. The discount rate reflects market observable inputs from upper-medium grade fixed income instrument yields and is reflective of the duration of the liabilities and is updated for market data. The updated cash flows used in the liability calculation are discounted using a forward rate curve.
In 2023, there were significant updates for favorable mortality for certain reserves, as a result of the Company’s assumption update. These updates resulted in lower reserves, which were offset by a deferred profit liability. There were no significant changes in inputs or assumptions made in 2022.
F-62


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
10. Reserves for Future Policy Benefits (continued)
The Company’s LFPBs consists only of the liability associated with limited pay annuities (e.g., single premium immediate annuities) with life contingencies. As this business has no future expected premiums, the following table presents a rollforward of the present value of expected future policy benefits for life-contingent payout annuities:
Year Ended December 31,
20232022
Beginning balance$8,335 $11,617 
Beginning balance at original discount rate11,048 11,571 
Effect of actual variances from expected experience due to mortality(17)
Effect of changes in cash flow assumptions(90)(23)
Adjusted beginning balance at original discount rate10,941 11,550 
Issuances [1]
147 138 
Interest accrual [2]
127 62 
Benefit payments(697)(702)
Ending balance at original discount rate10,518 11,048 
Cumulative effect of changes in discount rate assumptions(2,059)(2,713)
Ending balance8,459 8,335 
Other business [3]
215 225 
Adjusted ending balance8,674 8,560 
Less: reinsurance recoverables(5,083)(4,992)
Adjusted ending balance, net of reinsurance$3,591 $3,568 
[1]Issuances are included within premiums in the statements of operations.
[2]Interest accretion (expense) is recorded as a component of benefits and losses in the statements of operations.
[3]Represents fully reinsured blocks, whose activity is not included in the table above.
The following is a reconciliation of premiums to the statements of operations:
Year Ended December 31,
20232022
Life-contingent payout annuities$147 $138 
Reconciling items [1]
(59)(39)
Total premiums$88 $99 
[1]Reconciling items represent premiums related to fully reinsured traditional life insurance and other lines of business, net of reinsured premiums.
The following presents supplemental disclosures related to the present value of expected future policy benefits for life-contingent payout annuities:
Year Ended December 31,
20232022
Undiscounted expected future benefits and expenses$18,127 $18,696 
Weighted-average duration of the liability (in years)
11.911.7
Weighted-average interest accretion rate1.3 %0.6 %
Weighted-average discount rate4.9 %5.3 %
F-63


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
11. Other Policyholder Funds and Benefits Payable
Other policyholder funds and benefits payable consists of the following:
As of December 31,
20232022
Policyholder account balances [1]
$28,107 $30,364 
Unearned revenue reserves [2]
1,077 1,195 
Negative VOBA [2]
796 966 
Other reserves [3]
(478)(698)
Other policyholder funds and benefits payable$29,502 $31,827 
[1]Refer to the subsequent tables for a rollforward of PABs.
[2]Refer to Note 7 - Value of Business Acquired, Deferred Acquisition Costs, Unearned Revenue Reserves, and Other Balances for a rollforward of URR and negative VOBA.
[3]Includes the following items which are excluded from the subsequent tables:
the FIA embedded derivative and unaccreted host contract adjustments;
adjustments associated with FIA MRBs; and
the embedded derivative associated with the index-linked features of certain fully reinsured UL products.
Refer to Note 5 - Fair Value Measurements for rollforwards of the embedded derivatives and Note 7 - Value of Business Acquired, Deferred Acquisition Costs, Unearned Revenue Reserves, and Other Balances for a rollforward of adjustments associated with FIA MRBs.
The following presents a rollforward of the policyholder account value, by product:
Variable AnnuitiesFixed Deferred AnnuitiesFixed Indexed AnnuitiesNon-Life Contingent Payout AnnuitiesUniversal Life and OtherTotal
Balance as of January 1, 2022$2,649 $3,069 $7,241 $2,367 $1,957 $17,283 
Deposits447 188 233 — 869 
Policy charges(1)— (12)— (22)(35)
Surrenders and other benefits(291)(420)(661)(332)(125)(1,829)
Transfers from (to) separate accounts33 — — 55 97 
Interest credited82 82 71 32 93 360 
Other— 21 — 23 
Balance as of December 31, 20222,920 2,732 6,848 2,309 1,959 16,768 
Other business [1]
— 812 — — 12,784 13,596 
Adjusted balance$2,920 $3,544 $6,848 $2,309 $14,743 $30,364 
Less: reinsurance recoverables(1,169)(3,054)(4,946)(1,723)(12,940)(23,832)
Adjusted balance, net of reinsurance$1,751 $490 $1,902 $586 $1,803 $6,532 
F-64


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
11. Other Policyholder Funds and Benefits Payable (continued)
Variable AnnuitiesFixed Deferred AnnuitiesFixed Indexed AnnuitiesNon-Life Contingent Payout AnnuitiesUniversal Life and OtherTotal
Balance as of January 1, 2023$2,920 $2,732 $6,848 $2,309 $1,959 $16,768 
Deposits— 469 243 716 
Policy charges(1)— (11)— (23)(35)
Surrenders and other benefits(535)(549)(830)(320)(84)(2,318)
Transfers from (to) separate accounts— — — 42 49 
Interest credited84 72 105 25 95 381 
Other— (3)(2)1 
Balance as of December 31, 20232,470 2,256 6,586 2,261 1,989 15,562 
Other business [1]
— 790 — — 11,755 12,545 
Adjusted balance$2,470 $3,046 $6,586 $2,261 $13,744 $28,107 
Less: reinsurance recoverables(993)(2,640)(4,764)(1,574)(11,925)(21,896)
Adjusted balance, net of reinsurance$1,477 $406 $1,822 $687 $1,819 $6,211 
[1]Represents the account value of fully reinsured blocks whose activity is not included in the table above. These blocks were reinsured prior to 2022.
The following table presents the weighted-average crediting rate, NAR, and CSV for PABs, by product:
Variable AnnuitiesFixed AnnuitiesFixed Indexed AnnuitiesNon-Life Contingent Payout AnnuitiesUniversal Life and OtherTotal
As of December 31, 2023
Weighted-average crediting rate3.5 %2.9 %1.6 %1.1 %4.8 %2.4 %
Net amount at risk [1]
$— $— $— $— $915 $915 
Cash surrender value [2]
$2,456 $2,198 $6,437 $— $521 $11,612 
As of December 31, 2022
Weighted-average crediting rate3.1 %2.8 %1.0 %1.4 %4.8 %2.2 %
Net amount at risk [1]
$— $— $— $— $947 $947 
Cash surrender value [2]
$2,910 $2,649 $6,696 $— $532 $12,787 
[1]NAR is generally defined as the current guarantee amount in excess of the current account balance at the balance sheet date. The NAR associated with MRBs are presented within Note 12 - Market Risk Benefits. NAR for Variable Annuities is based on total account balances and includes both policyholder account balances and separate account balances.
[2]CSV represents the amount of the contractholder’s account balance distributable at the consolidated balance sheet date, less certain surrender charges.

F-65


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
11. Other Policyholder Funds and Benefits Payable (continued)
The following presents the balance of account values by range of guaranteed minimum crediting rates (“GMCR”) and the related range of difference, in basis points, between rates being credited to policyholders and the respective guaranteed minimums.
Range of Guaranteed Minimum Crediting RateAt Guaranteed Minimum1 Basis Point to 50 Basis Points Above51 Basis Points to 150 Basis Points AboveGreater than 150 Basis Points AboveTotal
As of December 31, 2023
Variable AnnuitiesLess than 2.0%$60 $96 $— $— $156 
2.0% - 4.0%2,122 143 49 — 2,314 
Greater than 4.0%— — — — — 
Total2,182 239 49  2,470 
Fixed Deferred AnnuitiesLess than 2.0%14 
2.0% - 4.0%1,928 73 225 10 2,236 
Greater than 4.0%— — — 
Total1,941 75 227 13 2,256 
Fixed Indexed AnnuitiesLess than 2.0%136 — 119 416 671 
2.0% - 4.0%560 11 — 574 
Greater than 4.0%— — — — — 
Total696 3 130 416 1,245 
Universal Life and OtherLess than 2.0%— — — — — 
2.0% - 4.0%757 — — — 757 
Greater than 4.0%1,232 — — — 1,232 
Total$1,989 $ $ $ $1,989 
As of December 31, 2022
Variable AnnuitiesLess than 2.0%$175 $20 $— $— $195 
2.0% - 4.0%2,544 178 — 2,725 
Greater than 4.0%— — — — — 
Total2,719 198 3  2,920 
Fixed Deferred AnnuitiesLess than 2.0%13 — 18 
2.0% - 4.0%2,634 35 38 — 2,707 
Greater than 4.0%— — — 
Total2,654 38 40  2,732 
Fixed Indexed AnnuitiesLess than 2.0%160 88 136 385 
2.0% - 4.0%857 12 — 875 
Greater than 4.0%— — — — — 
Total1,017 7 100 136 1,260 
Universal Life and OtherLess than 2.0%— — — — — 
2.0% - 4.0%749 — — — 749 
Greater than 4.0%1,210 — — — 1,210 
Total$1,959 $ $ $ $1,959 
F-66


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
12. Market Risk Benefits
The following table presents a reconciliation of the gross MRB, by product and asset and liability position:
As of December 31,
20232022
Variable AnnuitiesFixed Indexed AnnuitiesTotalVariable AnnuitiesFixed Indexed AnnuitiesTotal
Asset position$576 $$578 $321 $$325 
Liability position529 545 1,074 711 493 1,204 
Net asset$47 $ $ $ $ $ 
Net liability$ $543 $496 $390 $489 $879 
The following table presents a rollforward of the net MRB liability, by product:
Variable AnnuitiesFixed Indexed AnnuitiesTotal
Balance as of January 1, 2022$617 $845 $1,462 
Balance at January 1, 2022, before effect of changes in the instrument-specific credit risk661 845 1,506 
Issuances10 — 10 
Interest accrual15 24 
Attributed fees collected232 240 
Benefit payments(109)(72)(181)
Effect of changes in interest rates(709)(248)(957)
Effect of changes in equity markets477 (40)437 
Effect of changes in equity index volatility120 121 
Actual policyholder behavior different from expected behavior(142)11 (131)
Effect of changes in future expected policyholder behavior— 5 
Effect of changes in other future expected assumptions(30)(1)(31)
Balance as of December 31, 2022, before effect of changes in the instrument-specific credit risk$524 $519 $1,043 
Cumulative effect of changes in the instrument-specific credit risk(134)(30)(164)
Balance as of December 31, 2022$390 $489 $879 
Less: ceded market risk benefits(527)(367)(894)
Balance as of December 31, 2022, net of reinsurance$(137)$122 $(15)
















F-67


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
12. Market Risk Benefits (continued)

Variable AnnuitiesFixed Indexed AnnuitiesTotal
Balance as of January 1, 2023$390 $489 $879 
Balance as of January 1, 2023, before effect of changes in the instrument-specific credit risk524 519 1,043 
Issuances(10)— (10)
Interest accrual13 29 42 
Attributed fees collected295 302 
Benefit payments(107)(58)(165)
Effect of changes in interest rates(19)(12)(31)
Effect of changes in equity markets(619)19 (600)
Effect of changes in equity index volatility(128)(126)
Actual policyholder behavior different from expected behavior17 13 30 
Effect of changes in future expected policyholder behavior(10)21 11 
Effect of changes in future expected assumptions(8)(3)
Balance as of December 31, 2023, before effect of changes in the instrument-specific credit risk$(39)$532 $493 
Cumulative effect of changes in the instrument-specific credit risk(8)11 3 
Balance as of December 31, 2023$(47)$543 $496 
Less: ceded market risk benefits(240)(408)(648)
Balance, net of reinsurance$(287)$135 $(152)

The following table presents the NAR and weighted average attained age of contractholders for MRBs, by product:
Variable AnnuitiesFixed Indexed AnnuitiesTotal
As of December 31, 2022
Net amount at risk [1]
$976 $213 $1,189 
Weighted average attained age of contractholders (in years)
74.171.872.8
As of December 31, 2023
Net amount at risk [1]
$389 $195 $584 
Weighted average attained age of contractholders (in years)
74.472.472.2
[1]NAR is generally defined as the current guarantee amount in excess of the current account balance at the balance sheet date, net of reinsurance impacts. For products with multiple guarantees, the net amount at risk is based on the benefit with the highest net amount at risk. The VA net amount at risk represents the death benefit portion of the contract, as contracts with a withdrawal benefit also contain a death benefit. The FIA net amount of risk represents the withdrawal portion of the contract. The total represents the combined net amount at risk of VA and FIA.

The Company’s MRBs primarily relate to VA contracts with GMDB, GMIB, and GMWB guarantee features and FIA contracts with GLWB features and two-tier annuitization benefits. As described in Note 1 - Basis of Presentation and Significant Accounting Policies, MRBs and the related reinsurance are calculated using fair value measurement principles, which considers the price paid that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The fair value of these MRBs are calculated as the present value of expected benefit payments, less the present value of expected fees attributable to the MRB. The determination of the fair value of MRBs requires the use of inputs related to fees and assessments, and assumptions in determining the expected benefits, in excess of the projected account balance.
Fair values for VA and FIA contract benefits are calculated using internally developed models because active, observable markets do not exist for the MRB. Many of these assumptions are established using accepted actuarial valuation methods and are considered unobservable inputs to the fair value measurement. Therefore, the fair value estimate of MRBs are
F-68


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
12. Market Risk Benefits (continued)
classified as a level 3 measurement within the fair value hierarchy and the determination of the significant inputs included in the fair value measurement requires the use of management’s judgment. Assumptions are mostly based on policyholder experience and pricing assumptions, which are updated for actual experience, if necessary.
The significant inputs to the valuation models for these MRBs include actuarially determined assumptions for contractholder behavior, as well as lapse rates, benefit utilization rates, surrender rates, and mortality rates. In addition, significant inputs include capital market assumptions, such as interest rate levels and market volatility assumptions.
Variable Annuities
The Company’s VA contracts include variable insurance contracts both entered into directly between the Company and an individual policyholder or assumed through reinsurance with other insurers, including assumed separate account products. Products provide a current or future income stream based on the value of the individual's contract at annuitization, and can include a variety of guaranteed minimum death and withdrawal benefits.
The Company's VA contracts sold to individuals mostly provide GMDBs during the accumulation period that is generally equal to the greater of (a) the contract value at death or (b) premium payments less any prior withdrawals and may include adjustments that increase the benefit, such as for maximum anniversary value ("MAV"). In addition, some of the VA contracts provide a GMWB, whereby if the account value is reduced to a specified level through a combination of market declines and withdrawals, the contractholder is entitled to a guaranteed remaining balance, which is generally equal to premiums less withdrawals. Many policyholders with a GMDB also have a GMWB. These benefits are not additive as policyholders that have a product with both guarantees can receive, at most, the greater of the GMDB or GMWB.
Fixed Indexed Annuities
FIA contracts the Company assumes represent annuity contracts issued by another insurance company under which the Company assumes through reinsurance a quota share of the liabilities. These annuity contracts have a cash value that appreciates based on a GMCR, or the performance of various equity market indices, such as the S&P 500. FIAs generally protect the contract owner against loss of principal and may include GMWBs or enhanced annuitization benefits.
For FIA contracts, assumptions include projected equity returns which impact cash flows attributable to indexed strategies, implied equity volatilities, expected index credits and future equity option costs.
The models are based on a risk neutral valuation framework and incorporate risk premiums inherent in valuation techniques, inputs, and the general uncertainty around the timing and amount of future cash flows. A risk margin is incorporated within the discount rate to reflect uncertainty in the projected cash flows, as well as credit spreads to reflect nonperformance risk, for the Company and reinsurer for the Company's reinsurance transaction.
The following table summarizes the unobservable inputs for MRBs, net of reinsured balances (refer to Note 5 - Fair Value Measurements for a rollforward of ceded MRBs):
Fair ValuePredominant Valuation TechniqueSignificant Unobservable InputRangeWeighted Average
Impact of Increase in Input on Fair Value [1]
As of December 31, 2023
Variable annuities (net of reinsurance):
$(287)Discounted cash flows
Withdrawal utilization [2]
1.0% to 46.0%15.6%Increase
Withdrawal rates [3]
0.0% to 8.0%4.3%Increase
Lapse rates [4]
0.0% to 40.0%6.0%Decrease
Market volatility [5]
10.5% to 26.9%20.4%Increase
Nonperformance risk [6]
0.6% to 2.5%1.6%Decrease
Mortality rate [7]
0.0% to 62.5%1.4%Decrease
Fixed indexed annuities:
$135Discounted cash flows
Withdrawal utilization [2]
0.0% to 42.4%2.7%Increase
Withdrawal rates [3]
2.3% to 8.3%4.5%Increase
Lapse rates [4]
0.0% to 30.0%3.5%Decrease
Market volatility [5]
4.9% to 25.6%16.7%Increase
Nonperformance risk [6]
0.6% to 2.5%1.7%Increase
Mortality rate [7]
0.0% to 40.0%2.5%Decrease
Option budgets [8]
0.0% to 3.8%1.9%Increase
F-69


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
12. Market Risk Benefits (continued)
Fair ValuePredominant Valuation TechniqueSignificant Unobservable InputRangeWeighted Average
Impact of Increase in Input on Fair Value [1]
As of December 31, 2022
Variable annuities (net of reinsurance):
$(137)Discounted cash flows
Withdrawal utilization [2]
1.8% to 63.0%22.5%Increase
Withdrawal rates [3]
0.0% to 8.0%4.0%Increase
Lapse rates [4]
0.0% to 40.0%4.5%Decrease
Market volatility [5]
18.5% to 28.4%23.3%Increase
Nonperformance risk [6]
0.4% to 3.2%2.2%Decrease
Mortality rate [7]
0.0% to 100.0%1.3%Decrease
Fixed indexed annuities:
$122Discounted cash flows
Withdrawal utilization [2]
0.0% to 29.1%3.5%Increase
Withdrawal rates [3]
0.0% to 20.0%5.6%Increase
Lapse rates [4]
0.5% to 36.0%4.6%Decrease
Market volatility [5]
4.5% to 23.6%15.8%Increase
Nonperformance risk [6]
0.4% to 3.2%2.2%Increase
Mortality rate [7]
0.0% to 39.8%3.1%Decrease
Option budgets [8]
0.5% to 3.8%2.0%Increase
[1]Conversely, the impact of a decrease in input would have the opposite impact to the fair value as that presented in the table.
[2]Range represents assumed percentages of policyholders taking withdrawals.
[3]Range represents assumed annual percentage of allowable amount withdrawn.
[4]Range represents assumed annual percentages of policyholders electing a full surrender.
[5]Range represents implied market volatilities for equity indices based on multiple pricing sources.
[6]Range represents Company credit spreads.
[7]Mortality rates vary by age and by demographic characteristics, such as gender. The range shown reflects the mortality rate for policyholders. Mortality rate assumptions are set based on policyholder experience.
[8]Range represents assumed annual budget for index options.
F-70


TALCOTT RESOLUTION LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
13. Debt

Collateralized Advances
The Company is a member of the Federal Home Loan Bank of Boston (“FHLBB”). Membership allows the Company access to collateralized advances, which may be used to support various spread-based business and enhance liquidity management. FHLBB membership requires the Company to own member stock and advances require the purchase of activity stock. The amount of advances that can be taken are dependent on the asset types pledged to secure the advances. The Connecticut Insurance Department ("CTDOI") will permit the Company to pledge up to approximately $940 in qualifying assets to secure FHLBB advances for 2021. The pledge limit is recalculated annually based on statutory admitted assets and capital and surplus. The Company would need to seek the prior approval of the CTDOI in order to exceed these limits. As of December 31, 2020,2023 (Successor Company), the Company had 0no advances outstanding under the FHLBB facility.

F-59
F-71


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
10.14. Income Taxes

Provision for Income Taxes
 Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
Income Tax Expense (Benefit)20202019
Current  - U.S. Federal$10 $(8)$(15)$
Deferred - U.S. Federal56 52 74 
 Total income tax expense$66 $44 $59 $7 
The following table presents the components of income tax expense (benefit) reported in the Company consolidated statements of operations:
 Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
Income Tax Expense (Benefit)20232022
Current - U.S. Federal$(2)$(17)$(86)$— 
Deferred - U.S. Federal(37)124 174 30 
 Total income tax (benefit) expense$(39)$107 $88 $30 
Deferred tax assets and liabilities on the consolidated balance sheets representsheet consist of the tax consequences of differences between the financial reporting and tax basis of assets and liabilities.following:
Components of Deferred Tax Assets (Liabilities)
Successor Company
As of December 31,
20202019
Successor CompanySuccessor Company
December 31, 2023December 31, 2023December 31, 2022
Deferred Tax AssetsDeferred Tax Assets
Tax basis deferred policy acquisition costsTax basis deferred policy acquisition costs$79 $60 
Unearned premium reserve and other underwriting related reserves
Tax basis deferred policy acquisition costs
Tax basis deferred policy acquisition costs
VOBA and reservesVOBA and reserves567 557 
Net operating loss carryoverNet operating loss carryover102 166 
Employee benefitsEmployee benefits
Foreign tax credit carryoverForeign tax credit carryover18 13 
Net unrealized loss on investments
Deferred reinsurance gainDeferred reinsurance gain198 210 
Other11 15 
Total deferred tax assetsTotal deferred tax assets983 1,029 
Valuation Allowance
Net Deferred Tax Assets
Deferred Tax LiabilitiesDeferred Tax Liabilities
Investment related itemsInvestment related items(145)(150)
Net unrealized gain on investments(360)(198)
Investment related items
Investment related items
Other
Total deferred tax liabilitiesTotal deferred tax liabilities(505)(348)
Net deferred tax assets$478 $681 
Net deferred tax asset
The federal audits for the Company have been completed through 2013 and the Company is not currently under examination for any open years. The statute of limitations on the examination of federal tax returns is closed through the 20162019 tax year, with the exception of net operating loss ("NOL") carryforwards utilized in open tax years. Management believes that an adequate provision has been made on the consolidated financial statements for any potential adjustments that may result from tax examinations and other tax-related matters for all open tax years. For periods endingAs of December 31, 20202023 and 2019 (Successor Company),2022, the Company had no reserves for uncertain tax positions. AtAs of December 31, 20202023 and 2019 (Successor Company),2022, there waswere no unrecognized tax benefitbenefits that if recognized would affect the effective tax rate and that is reasonably possiblehad a reasonable possibility of significantly increasing or decreasing within the next 12 months.
The Company classifies interest and penalties (if applicable) as income tax expense on the consolidated financial
statements. The Company recognized no interest expense for the years ended December 31, 20202023 and 2019 (Successor Company),2022, the period of JuneJuly 1, 20182021 to December 31, 2018 (Successor Company)2021, and the period of January 1, 2018 to May 31, 2018 (Predecessor Company).six months ended June 30, 2021. The Company had no interest payable as of December 31, 20202023 and 2019 (Successor Company).2022. The Company does not believe it would be subject to any penalties in any open tax years and, therefore, has not recorded any accrual for penalties.
The application of purchase and pushdown accounting resulted in market value adjustments to the Company’s assets and liabilities, which resulted in a corresponding increase in the Company’s deferred tax asset. For further information, see Note 1- Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements.
F-60F-72


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
10.14. Income Taxes (continued)
The Company believes it is more likely than not that all deferred tax assets will be fully realized. In assessing the need for a valuation allowance, management considered future taxable temporary difference reversals, future taxable income exclusive of reversing temporary differences and carryovers, taxable income in open carry back years and other tax planning strategies. From time to time, tax planning strategies could include holding a portion of debt securities with market value losses until recovery, making investments which have specific tax characteristics and business considerations such as asset-liability matching.
Net deferred income taxes include the future tax benefits associated with the net operating loss carryover and foreign tax credit carryover as follows:
Net Operating Loss Carryover
As of December 31, 20202023 and 2019 (Successor Company),2022, the net deferred tax asset included the expected tax benefit attributablerelated to net operating lossesNOLs of $484$132 and $790,$3, respectively. The totals include U.S. losses that were generated prior to 2017 of $121 and $437, respectively. These losses are subject to limits on the period for which they can be carried forward. If not utilized, these losses will expire from 2028-2030. Utilization of these loss carryovers is dependent upon the generation of sufficient future taxable income. The totals also include U.S. losses thatNOLs were generated in 2018 of $363 and $353, respectively, primarily due to the Commonwealth Annuity Reinsurance Agreement. Thesesubsequent years. The losses do not expire, but their utilization in any carryforward year is limited to 80% of taxable income in that year.
Given the continued decline As of December 31, 2023 and 2022, $62 and $3, respectively, of the U.S. fixed and variable annuity business,losses are also subject to Internal Revenue Code Section 382, which may limit the exposure to taxable losses is significantly lessened, and givenamount that can be utilized in any carryforward year.
Given the Company's expected future earnings, the Company believes sufficient taxable income will be generated in the future to utilize its net operating lossNOL carryover. Although the Company believes there will be sufficient future taxable income to fully recover the remainder of the loss carryover, the Company's estimate of the likely realization may change over time.
Foreign Tax Credit Carryover
As of December 31, 20202023 and 2019 (Successor Company),2022, the net deferred tax asset included the expected tax benefit attributable to foreign tax credit carryovers of $18$22 and $13$16, respectively.
A reconciliation of the tax provision at the U.S. Federal statutory rate to the provision (benefit) for income taxes is as follows:
Successor CompanyPredecessor Company Successor CompanyPredecessor Company
For the Years Ended December 31,For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018 20232022
20202019
Tax provision at the U.S. federal statutory rate$98 $86 $98 $21 
Tax provision at U.S. Federal statutory rate
Dividends received deduction ("DRD")Dividends received deduction ("DRD")(28)(34)(37)(12)
Foreign related investmentsForeign related investments(4)(7)(4)(3)
Tax reform(2)
OtherOther0(1)
Provision for income taxesProvision for income taxes$66 $44 $59 $7 
The separate account DRD is estimated for the current year using information from the most recent return, adjusted for current year equity market performance and other appropriate factors, including estimated levels of corporate dividend payments and level of policy owner equity account balances. The actual current year DRD can vary from estimates based on, but not limited to, changes in eligible dividends received in the mutual funds, amounts of distributions from these mutual funds and the Company’s taxable income before the DRD. The Company evaluates its DRD computations on a quarterly basis.
Corporate Alternative Minimum Tax ("CAMT")
The Inflation Reduction Act of 2022 introduced a 15% CAMT among other tax provisions. The provisions had an effective date beginning after December 31, 2022. Generally, the CAMT imposes a minimum tax on the adjusted financial statement income ("AFSI") of certain corporations with average annual AFSI over a three-year period in excess of $1 billion ("applicable corporations"). The Company has determined that it is not an applicable corporation and therefore not subject to CAMT for the period ending December 31, 2023. Since enactment of the CAMT, the US Treasury Department and the IRS continue to issue guidance to the public. The Company will continue to evaluate the guidance and assess its impact, if any in future years.

F-61
F-73


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
11.15. Commitments and Contingencies

Contingencies Relating to Corporate Litigation and Regulatory Matters
Management evaluates each contingent matter separately. A loss is recorded if probable and reasonably estimable. Management establishes reserves for these contingencies at its “best estimate,” or, if no one number within the range of possible losses is more probable than any other, the Company records an estimated liability at the low end of the range of losses.
Litigation
The Company is involved in claims litigation arising in the ordinary course of business with respect to life and annuity contracts. The Company accounts for such activity through the establishment of reserves for future policy benefits. Management expects that the ultimate liability, if any, with respect to such ordinary-course claims litigation, after consideration of provisions made for potential losses and costs of defense, will not be material to the consolidated financial condition, results of operations or cash flows of the Company.
On August 15, 2023, Talcott Resolution Life Insurance Company and Talcott Resolution Life and Annuity Insurance Company (collectively “Talcott Resolution”) were named as defendants in two putative class action lawsuits in the United States District Courts for the District of Connecticut and the District of Massachusetts. These cases are captioned as follows: Casey v. Talcott Resolution Life Insurance Company and Talcott Resolution Life and Annuity Insurance Company, et al. (CT) and Guitang v. Talcott Resolution Life Insurance Company (MA). The lawsuits relate to data security events involving the MOVEit file transfer system (“MOVEit Cybersecurity Incident”). The MOVEit file transfer system is software used by a broad range of companies to move sensitive electronic data. PBI Research Services (“PBI”), a third-party service provider for Talcott Resolution, uses the MOVEit file transfer system in the performance of its services. PBI has used the software on behalf of Talcott Resolution to, among other things, search various databases to identify the deaths of insured persons and annuitants under life insurance policies and annuity contracts, respectively, as required by applicable law. Plaintiffs seek to represent various classes and subclasses of Talcott Resolution insurance policy and annuity contract holders whose data allegedly was accessed or potentially accessed in connection with the MOVEit Cybersecurity Incident. Plaintiffs allege that Talcott Resolution breached a purported duty to safeguard their sensitive data from unauthorized access. The complaints assert claims for, among other things, negligence, negligence per se, breach of contract, unjust enrichment, and violations of various consumer protection statutes, and the Plaintiffs seek declaratory and injunctive relief, compensatory and punitive damages, restitution, attorneys’ fees and costs, and other relief. On October 4, 2023, the Joint Panel on Multidistrict Litigation issued an order consolidating all actions relating to the MOVEit Cybersecurity Incident before a single federal judge in the United States District Court for the District of Massachusetts. We intend to vigorously defend these actions.
The Company is also involved in other kinds of legal actions, some of which assert claims for substantial amounts. Such actions have alleged, for example, bad faith in the handling of insurance claims and improper sales practices in connection with the sale of insurance and investment products. Some of these actions also seek punitive damages. Management expects that the ultimate liability, if any, with respect to such lawsuits, after consideration of provisions made for estimated losses, will not be material to the consolidated financial condition of the Company. Nonetheless, given the large or indeterminate amounts sought in certain of these actions, and the inherent unpredictability of litigation, it is possible that an adverse outcome in certain matters could, from time to time, have a material adverse effect on the Company’s consolidated financial condition, results of operations or cash flows in particular quarterly or annual periods.
Lease Commitments
The rent paid to Hartford Fire Insurance Company ("Hartford Fire") for operating leases was $2 and $2 for the years ended December 31, 2020 and 2019, respectively (Successor Company), $1 for the period of June 1, 2018 to December 31, 2018 (Successor Company) and $1 for the period of January 1, 2018 to May 31, 2018 (Predecessor Company).
Future Minimum Lease Payments (Successor Company)
2021$
2022
2023
2024
2025
Thereafter
Total minimum lease payments$3 
Unfunded Commitments
As of December 31, 2020 (Successor Company),2023, the Company had outstanding commitments totaling $567,$1,055, of which $463$559 was committed to fund limited partnership and other alternative investments,investment funds, which may be called by the partnership during the commitment period to fund the purchase of new investments and partnership expenses. Additionally, $4$380 of the outstanding commitments isare primarily related to various funding obligations associated with private debt securities.debt. The remaining outstanding commitments of $100 relate to mortgage loans. Of the $567 in total outstanding commitments, $66$116 are related to mortgage loan commitments which the Company can cancel unconditionally.
loans.
Guaranty Fund and Other Insurance-relatedInsurance-Related Assessments
In all states, insurers licensed to transact certain classes of insurance are required to become members of a guaranty fund. In most states, in the event of the insolvency of an insurer writing any such class of insurance in the state, members of the funds are assessed to pay certain claims of the insolvent insurer. A particular state’s fund assesses its members based on their respective written premiums in the state for the classes of insurance in which the insolvent insurer was engaged. Assessments are generally limited for any year to 1one or 2two percent of premiums written per year depending on the state.
Liabilities for guaranty funds and other insurance-related assessments are accrued when an assessment is probable, when it can be reasonably estimated, and when the event obligating the Company to pay an imposed or probable assessment has occurred. Liabilities for guaranty funds and other insurance-related assessments are not discounted and are included as part of other liabilities on the consolidated balance sheets. As of December 31, 2023 and 2022 (Successor Company), the liability balance was $4 and $4, respectively. As of December 31, 2023 and 2022 (Successor Company) amounts related to premium tax offsets of $1 and $1, respectively, were included in other assets on the consolidated balance sheets.
F-62
F-74


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
11.15. Commitments and Contingencies (continued)
Liabilities for guaranty funds and other insurance-related assessments are accrued when an assessment is probable, when it can be reasonably estimated, and when the event obligating the Company to pay an imposed or probable assessment has occurred. Liabilities for guaranty funds and other insurance-related assessments are not discounted and are included as part of other liabilities on the Consolidated Balance Sheets. As of December 31, 2020 and 2019 (Successor Company) the liability balance was $7 and $8, respectively. As of December 31, 2020 and 2019 (Successor Company) amounts related to premium tax offsets of $2 were included in other assets.
Derivative Commitments
Certain of the Company’s derivative agreements contain provisions that are tied to the financial strength ratings, as set by nationally recognized statistical agencies or risked-based capital ("RBC") tests, of the individual legal entity that entered into the derivative agreement. If the legal entity’s financial strength were to fall below certain ratings, the counterparties to the derivative agreements could demand immediate and ongoing full collateralization and in certain instances enable the counterparties to terminate the agreements and demand immediate settlement of all outstanding derivative positions traded under each impacted bilateral agreement. The settlement amount is determined by netting the derivative positions transacted under each agreement. If the termination rights were to be exercised by the counterparties, it could impact the legal entity’s ability to conduct hedging activities by increasing the associated costs and decreasing the willingness of counterparties to transact with the legal entity. The aggregate fair value of all derivative instruments with credit-risk-related contingent features that arewere in a net liability position as of December 31, 20202023 (Successor Company) was $539.$294. Of this $539,$294, the legal entities have posted collateral of $572, which is inclusive of initial margin requirements$461 in the normal course of business. In addition, the Company has posted collateral of $23 associated with a customized GMWB derivative. These collateral amountsThis could change as derivative market values change, as a result of changes in our hedging activities or to the extent changes in contractual terms are negotiated. The nature of the collateral that we post,is posted, when required, would be primarily in the form of U.S. Treasury bills, U.S. Treasury notes and government agency securities.
F-63F-75


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
12.16. Related Party Transactions with Related Parties

ParentIntercompany Liquidity Agreements
In 2022, the Company Transactionsentered into several short-term affiliated intercompany liquidity agreements, permitting TL to borrow a maximum of $1.5 billion and lend a maximum of $500 and the Company's subsidiary to borrow a maximum of $600 and lend a maximum of $200. As of December 31, 2023 and 2022 (Successor Company), the Company did not borrow any amounts under the intercompany liquidity agreements.
As of December 31, 20202023 (Successor Company), the Company’s affiliate had outstanding amounts borrowed of $440 from the Company. During 2023, an affiliate repaid $160 associated with previously issued loans.
Parent Company Transactions
As of December 31, 2023 and 2019,2022 (Successor Company), the Company had no direct employees as we areit is managed by TLI, the Company's indirect parent, pursuant to an Intercompany Services and Cost Allocation Agreement effective as of June 1, 2018 (the “Management Agreement”("reimbursement agreement") between the Company, TLI and other Company affiliates. PursuantEffective July 1, 2021, the reimbursement agreement was modified to reflect a cost-plus reimbursement model. The impact of this revision was not material to the Management Agreement,Company.
TLI's wholly-owned subsidiary Talcott Administration Services Company, LLC ("TASC") provides insurance administration services and support for the parties provideCompany and became a variety of operating servicesrelated party on October 21, 2021. For the years ended December 31, 2023 and 2022 (Successor Company) and the period from October 1, 2021 to each other to conduct their day to day business, including employee compensation and management services. ExpensesDecember 31, 2021 (Successor Company), fees incurred by TLI in providingfor these services are reimbursed bywere $52, $53 and $14, respectively.
For information related to affiliated reinsurance arrangements with the Company based on TLI’s actual cost incurred.Company's parent company, TR Re, see Note 1 - Basis of Presentation and Significant Accounting Policies and Note 6 - Reinsurance of Notes to Consolidated Financial Statements.
For information related to capital contributions to the parent company, see the Dividends section of Note 1317 - Statutory Results of Notes to Consolidated Financial Statements.
Parent CompanySixth Street Transactions (Predecessor Company)
Prior to the saleAs a result of the Sixth Street Acquisition described in Note 1 - Basis of Presentation and Significant Accounting Policies, the Company substantially all general insuranceconsiders entities affiliated with Sixth Street as related parties. As described below, since the date of the Sixth Street Acquisition, the Company has entered into certain agreements with and made certain investments in Sixth Street affiliates.
The Company has investment management service agreements with a Sixth Street affiliate, in order to diversify the Company’s investment management capabilities and to leverage the specialty knowledge of Sixth Street with respect to certain asset classes. For the years ended December 31, 2023 and 2022 (Successor Company) and the period of July 1, 2021 to December 31, 2021 (Successor Company), the Company recorded expenses related to these agreements of $2, $1 and $0, respectively. As of December 31, 2023 and 2022 (Successor Company), amounts payable under the agreements were $1 and $0, respectively.
For the years ended December 31, 2023 and 2022 (Successor Company), the Company were initially paidmade certain investments totaling $87 and $12, respectively, that are issued and controlled by The Hartford. Expenses were allocated to the Company using specific identification if available, or other applicable methods, that would include a blend of revenue, expense and capital.
Reinsurance Ceded to Affiliates (Predecessor Company)
Sixth Street affiliates. The Company maintained a reinsurance agreement with Hartford Lifewas not determined to be the primary beneficiary for these investments. As of December 31, 2023 and Accident Insurance Company ("HLA") whereby the Company ceded both group life2022 (Successor Company), outstanding commitments for these investments were $118 and group accident and health risk business. Under this agreement, the Company ceded group life premiums of $9 for the period of January 1, 2018 to May 31, 2018 (Predecessor Company). The Company also ceded accident and health premiums of $25 for the period of January 1, 2018 to May 31, 2018 (Predecessor Company).$49, respectively.
F-64F-76


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
13.17. Statutory Results

The Company and its domestic insurance subsidiaries of the Company prepare their statutory financial statements in conformity with statutory accounting practices prescribed or permitted by the applicable state insurance department which vary materially from U.S. GAAP. Prescribed statutory accounting practices include publications of the National Association of Insurance Commissioners (“NAIC”), as well as state laws, regulations and general administrative rules. The differences between statutory financial statements and financial statements prepared in accordance with U.S. GAAP vary between domestic and foreign jurisdictions. The principal differences are that statutory financial statements do not reflect deferred policy acquisition and value of business acquired costs and limit deferred income taxes, predominately use interest rate and mortality assumptions prescribed by the NAIC for life benefit reserves, generally carry bonds at amortized cost and present reinsurance assets and liabilities net of reinsurance. For reporting purposes, statutory capital and surplus is referred to collectively as "statutory capital".
Statutory Net Income (Loss)
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018
20202019
Combined statutory net income (loss)$245 $488 $(126)$181 
Statutory net income (loss) and statutory capital for the Company's U.S. insurance subsidiaries are as follows:
Statutory Capital
Successor Company
As of December 31,
20202019
Statutory capital [1]$3,142 $3,194 
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
(In millions)20232022
Combined statutory net income (loss)$48 $441 $(426)$(2)
Successor Company
As of December 31,
20232022
Statutory capital [1]
$2,188 $2,738 
[1]    The Company relies upon a prescribed practice allowed by Connecticut state laws that allow the Company to receive a reinsurance reserve credit for reinsurance treaties that provide for a limited right of unilateral cancellation by the reinsurer. The benefit from this prescribed practice was approximately $51$27 and $37$40 as of December 31, 20202023 and 20192022 (Successor Company), respectively.
Statutory accounting practices do not consolidate the net income (loss) of subsidiaries that report under U.S. GAAP. The combined statutory net income (loss) above represents the total statutory net income (loss) of the Company and its other insurance subsidiaries. Statutory accounting principles require that ceding commissions paid on reinsurance transactions be expensed in the period incurred, affecting statutory net loss, where U.S. GAAP allows for the deferral of these amounts.
Regulatory Capital Requirements
The Company's U.S. insurance companies' states of domicile impose RBC requirements. The requirements provide a means of measuring the minimum amount of statutory capital appropriate for an insurance company to support its overall business operations based on its size and risk profile. Regulatory compliance is determined by a ratio of a company's total adjusted capital (“TAC”) to its authorized control level RBC (“ACL RBC”). Companies below specific trigger points or ratios are classified within certain levels, each of which requires specified corrective action. The minimum level of TAC before corrective action commences (“Company Action Level”) is two times the ACL RBC. The adequacy of a company's capital is determined by the ratio of a company's TAC to its Company Action Level, known as the "RBC ratio".ratio." The Company and all of its operating insurance subsidiaries had RBC ratios in excess of the minimum levels required by the applicable insurance regulations. The RBC ratios for the Company and its principal life insurance operating subsidiaries were all in excess of 300% of their Company Action Levels as of December 31, 20202023 and 20192022 (Successor Company). The .The reporting of RBC ratios is not intended for the purpose of ranking any insurance company, or for use in connection with any marketing, advertising or promotional activities.
F-65F-77


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
13.17. Statutory Results (continued)
Dividends
Dividends to the Company from its insurance subsidiaries and dividends from the Company to its parent are restricted by insurance regulation. The payment of dividends by Connecticut-domiciled insurers is limited under the insurance holding company laws of Connecticut. These laws require notice to and approval by the state insurance commissioner for the declaration or payment of any dividend, which, together with other dividends or distributions made within the preceding twelve months, exceeds the greater of (i) 10% of the insurer’s policyholder surplus as of December 31 of the preceding year or (ii) net income (or net gain from operations, if such company is a life insurance company) for the twelve-month period ending on the thirty-first day of December last preceding, in each case determined under statutory insurance accounting principles. In addition, if any dividend of a domiciled insurer exceeds the insurer’s earned surplus or certain other thresholds as calculated under applicable state insurance law, the dividend requires the prior approval of the domestic regulator. In addition to statutory limitations on paying dividends, the Company also takes other items into consideration when determining dividends from subsidiaries. These considerations include, but are not limited to, expected earnings and capitalization of the subsidiary, regulatory capital requirements and liquidity requirements of the individual operating company. As a condition of the sale, Talcott Resolution Life Insurance Company and its affiliates were required to gain pre-approval from the state insurance commissioner for any dividends, regardless of size, through May 31, 2020.
On September 18, 2020 (Successor Company), TL received a $400 dividend from its subsidiary, Talcott Resolution Life and Annuity Insurance Company ("TLA"). On the same date, TL subsequently declared and paid a $319 dividend to its parent, Talcott Resolution Life, Inc. ("TLI").
On September 16, 2019 (Successor Company), TL received a $250 dividend from its subsidiary, TLA. On the same date, TL subsequently declared and paid a $700 dividend to its parent, TLI.
Prior to the close of the Talcott Resolution Sale Transaction, the Hartford Life Insurance Company (Predecessor Company) paid approximately $619 in dividends to its parent and subsequently to The Hartford. TL, formerly known as Hartford Life Insurance Company, contributed $309 and TLA, formerly known as Hartford Life and Annuity Insurance Company, contributed $308 including other intercompany transactions net settled between TL and The Hartford prior to closing.
After September 18, 2021, the Company is permitted to pay up to a maximum of $597$571 in dividends and the Company's subsidiaries are permitted to pay up to a maximum of $335$429 in dividends, without prior approval fromas determined by the stateabove mentioned insurance commissioner.regulations.
On July 6, 2023 (Successor Company), TL's subsidiary declared and paid TL a dividend of $95 and the Company declared and paid a $575 dividend to its parent, TR Re.
On December 29, 2023 (Successor Company), the Company's subsidiary, American Maturity Life Insurance Company ("AML"), declared and paid TL a dividend of $36.

F-66F-78


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
14.18. Changes in and Reclassifications From Accumulated Other Comprehensive Income
Changes in AOCI, Net of Tax for the Year Ended December 31, 2020 (Successor Company)
Changes in
Net Unrealized Gain on Fixed MaturitiesUnrealized Losses on Fixed Maturities for Which an ACL Has Been RecordedNet Gain on Cash Flow Hedging InstrumentsForeign Currency Translation AdjustmentsAOCI,
net of tax
Beginning balance$717 $0 $0 $0 $717 
OCI before reclassifications665 (1)(1)663 
Amounts reclassified from AOCI(100)(99)
OCI, net of tax565 — (1)— 564 
Ending balance$1,282 $0 $(1)$0 $1,281 
Changes in AOCI, Net of Tax for the Year Ended December 31, 2019 (Successor Company)
Changes in
Net Unrealized Gain on Fixed MaturitiesNet Gain on Cash Flow Hedging InstrumentsForeign Currency Translation AdjustmentsAOCI,
net of tax
Beginning balance$(173)$0 $2 $(171)
OCI before reclassifications927 (2)925 
Amounts reclassified from AOCI(37)(37)
OCI, net of tax890 (2)888 
Ending balance$717 $0 $0 $717 
Changes in AOCI, Net of Tax for the Period of June 1, 2018 to December 31, 2018 (Successor Company)
Changes in
Net Unrealized Gain on Fixed MaturitiesNet Gain on Cash Flow Hedging InstrumentsForeign Currency Translation AdjustmentsAOCI,
net of tax
Beginning balance$0 $0 $0 $0 
OCI before reclassifications(198)(196)
Amounts reclassified from AOCI25 25 
OCI, net of tax(173)(171)
Ending balance$(173)$0 $2 $(171)

The following provides the details and changes in AOCI:
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
20232022
Unrealized gain or loss on AFS securities, without an ACL:
Beginning balance$(2,622)$(16)$ $1,282 
Other comprehensive income (loss) before reclassifications310 (3,710)(21)(301)
Reclassification adjustments544 412 (47)
Income tax benefit (expense)(179)692 73 
Ending balance(1,947)(2,622)(16)1,007 
Gain related to discount rate for reserve for future policy benefits:
Beginning balance859 (14)  
Other comprehensive income (loss) before reclassifications(268)1,105 (18)— 
Income tax benefit (expense)56 (232)— 
Ending balance647 859 (14) 
Gain related to credit risk for market risk benefits:
Beginning balance131 35   
Other comprehensive income (loss) before reclassifications(168)121 44 — 
Income tax benefit (expense)35 (25)(9)— 
Ending balance(2)131 35  
Unrealized gain (loss) on cash flow hedges:
Beginning balance(27)  (1)
Other comprehensive income (loss) before reclassifications(34)— — 
Reclassification adjustments— — — 
Income tax benefit (expense)(1)— — 
Ending balance(23)(27)  
Accumulated other comprehensive income (loss):
Beginning balance(1,659)5  1,281 
Other comprehensive income (loss) before reclassifications(121)(2,518)(301)
Reclassification adjustments544 412 (46)
Income tax benefit (expense)(89)442 (2)73 
Ending balance$(1,325)$(1,659)$5 $1,007 
F-67F-79


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
14. Changes19. Revenue from Contracts with Customers
The Company recognizes revenue from contracts with customers when, or as, goods or services are transferred to customers in an amount that reflects the consideration that an entity is expected to receive in exchange for those goods or services.
Successor CompanyPredecessor Company
For the Years Ended December 31,For the Period of July 1, 2021 to December 31, 2021For the Six Months Ended June 30, 2021
(In millions)20232022
Administration and distribution services fees$94 $76 $45 $44 
The Company earns revenues from these contracts primarily for administrative and Reclassifications From Accumulated Other Comprehensive Income (continued)
Changes in AOCI, Net of Tax for the Period of January 1, 2018 to May 31, 2018 (Predecessor Company)
Changes in
Net Unrealized Gain on Fixed MaturitiesNet Gain on Cash Flow Hedging InstrumentsForeign Currency Translation AdjustmentsAOCI,
net of tax
Beginning balance$1,022 $4 $(3)$1,023 
Cumulative effect of accounting changes, net of tax [1]182 — — 182 
Adjusted balance, beginning of period1,204 4 (3)1,205 
OCI before reclassifications(432)(13)(444)
Amounts reclassified from AOCI(5)(3)
OCI, net of tax(430)(18)(447)
Ending balance$774 $(14)$(2)$758 
[1]    Includes reclassificationdistribution services fees from offering certain fund families as investment options in its variable annuity products. Fees are primarily based on the average daily net asset values of the funds and are recorded in the period in which the services are provided and collected monthly. Fluctuations in domestic and international markets and related investment performance, volume and mix of sales and redemptions of the funds, and other changes to retained earningsthe composition of $193 of stranded tax effects and $11 of net unrealized gains, after tax, related to equity securities. Refer to Note 1 - Basis of Presentation and Significant Accounting Policies for further information.
Reclassification from AOCI
Successor CompanyPredecessor Company
For the Years Ended December 31,June 1, 2018 to December 31, 2018January 1, 2018 to May 31, 2018Affected Line Item on the Consolidated Statement
of Operations
20202019
Net Unrealized Gain on Fixed Maturities
Available-for-sale securities$127 $47 $(32)$(2)Net realized capital gains (losses)
127 47 (32)(2)Income before income taxes
27 10 (7)Income tax expense
$100 $37 $(25)$(2)Net income
Unrealized Losses on Fixed Maturities for Which an ACL Has Been Recorded
Fixed maturities, AFS$(1)Net realized capital gains (losses)
(1)Income before income taxes
Income tax expense
$(1)Net income
Net Gains on Cash-Flow Hedging Instruments
Interest rate swaps$$$$Net realized capital gains (losses)
Interest rate swapsNet investment income
Foreign currency swaps(2)Net realized capital gains (losses)
0 0 0 6 Income before income taxes
Income tax expense
$0 $0 $0 $5 Net income
Total amounts reclassified from AOCI$99 $37 $(25)$3 Net income



assets under management are all factors that ultimately have a direct effect on fee income earned.
F-68F-80


TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
15.20. Subsequent Event
The Company has evaluated subsequent events through April 24, 2024, the date the consolidated financial statements were issued. On January 18, 2021 the Company's indirect owners, Hopmeadow Holdings GP LLC and Hopmeadow Holdings LP, entered into a definitive agreement to merge Hopmeadow Holdings LP with a subsidiary of Sixth Street, a leading global investment firm. The merger is subject to regulatory approvals and other customary closing conditions and is expected to close in the second quarter of 2021. If consummated, the merger would result in a change of ownership and control of1, 2024, the Company andsold its life and annuity operating subsidiaries. Proceeds fromsubsidiary AML to TLI. As noted in Note 17 - Statutory Results, prior to the merger consistsale, AML paid TL a dividend of a combined pre-closing dividend and cash at closing totaling approximately $2.25 billion and is subject to certain closing adjustments.$36.
F-69F-81




REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholder of
Talcott Resolution Life Insurance Company

Opinion on the Financial Statement Schedules

We have audited the consolidated financial statements of Talcott Resolution Life Insurance Company and subsidiaries (the "Company") as of December 31, 20202023 and 2019,2022, and for each of the years ended December 31, 20202023 and December 31, 20192022 (Successor Company), and the period of JuneJuly 1, 20182021 to December 31, 20182021 (Successor Company) and the period of January 1, 2018 to May 31, 2018six months ended June 30, 2021 (Predecessor Company), and have issued our report thereon dated February 25, 2021April 24, 2024 (which report expresses an unqualified opinion and includes emphasis of matters paragraphs concerning the Company’s election to pushdown purchase accounting in 2018 and the definitive agreement entered into on January 18, 2021 to merge Hopmeadow Holdings LP, the Company's indirect owner, with a subsidiary of Sixth Street. If consummated, the merger would result in a change of ownership and control of the Company and its life and annuity operating subsidiaries)opinion). Our audits also included the financial statement schedules I, IV, and V. These financial statement schedules are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statement schedules based on our audits. In our opinion, such financial statement schedules, when considered in relation to the financial statements taken as a whole, present fairly, in all material respects, the information set forth therein.



/s/ DELOITTE & TOUCHE LLP


Hartford, CT
February 25, 2021April 24, 2024
S-1




TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
SCHEDULE I
SUMMARY OF INVESTMENTS—OTHER THAN INVESTMENTS IN AFFILIATESRELATED PARTIES
($ in millions)
Successor Company
Successor CompanySuccessor Company
As of December 31, 2020 As of December 31, 2023
Type of InvestmentType of InvestmentCostFair ValueAmount at Which Shown on Balance SheetType of Investment
Cost [1]
Fair
Value
Amount at Which Shown on Balance Sheet
Fixed MaturitiesFixed Maturities
Bonds and notes
Bonds and notes:
Bonds and notes:
Bonds and notes:
U.S. government and government agencies and authorities (guaranteed and sponsored)
U.S. government and government agencies and authorities (guaranteed and sponsored)
U.S. government and government agencies and authorities (guaranteed and sponsored)U.S. government and government agencies and authorities (guaranteed and sponsored)$1,559 $1,765 $1,765 
States, municipalities and political subdivisionsStates, municipalities and political subdivisions761 875 875 
Foreign governmentsForeign governments236 266 266 
Public utilitiesPublic utilities1,325 1,540 1,540 
All other corporate bondsAll other corporate bonds5,915 7,012 7,012 
All other mortgage-backed and asset-backed securitiesAll other mortgage-backed and asset-backed securities3,341 3,417 3,417 
Total fixed maturities, available-for-saleTotal fixed maturities, available-for-sale13,137 14,875 14,875 
Fixed maturities, at fair value using fair value option
Total fixed maturities
Equity SecuritiesEquity Securities
Common stocks
Common stocks:
Common stocks:
Common stocks:
Industrial, miscellaneous and all other
Industrial, miscellaneous and all other
Industrial, miscellaneous and all otherIndustrial, miscellaneous and all other28 28 28 
Non-redeemable preferred stocksNon-redeemable preferred stocks37 37 37 
Total equity securities, at fair valueTotal equity securities, at fair value65 65 65 
Mortgage loans [1]2,109 2,248 2,092 
Mortgage loans
Policy loansPolicy loans1,452 1,452 1,452 
Futures, options and miscellaneous(3)10 10 
Real estate acquired in satisfaction of debt14 14 14 
Other investments
Short-term investmentsShort-term investments802 802 802 
Investments in partnerships and trusts999 999 
Investment funds, at fair value using fair value option
Investment funds accounted for under the equity method
Total investmentsTotal investments$18,575 $20,309 
[1]     Cost of fixed maturity securities, including those accounted for using the FVO, represents amortized costs. For equity securities, cost represents original cost. For investment funds, including those accounted for using the FVO, cost represents original cost adjusted for equity in earnings and distributions. Cost of mortgage loans represents the amortized cost and excludes the allowance for credit losses ("ACL") of $17.$26. For further information, refer to Schedule V - Valuation and Qualifying Accounts.
S-2




TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
SCHEDULE IV
REINSURANCE
($ In millions)
Gross AmountCeded to Other CompaniesAssumed From Other CompaniesNet
Amount
Percentage of Amount Assumed
to Net
For the Year Ended December 31, 2020 (Successor Company)
Direct AmountDirect AmountCeded to Other CompaniesAssumed From Other CompaniesNet
Amount
Percentage of Amount Assumed
to Net
For the Year Ended December 31, 2023 (Successor Company)For the Year Ended December 31, 2023 (Successor Company)
Life insurance in-forceLife insurance in-force$239,801 $174,372 $173 $65,602 %Life insurance in-force$214,278 $150,452 $147 $63,973 — — %
Insurance revenues
Insurance Revenues
Life insurance and annuitiesLife insurance and annuities$2,201 $1,550 $125 $776 16 %
Accident and health insurance20 20 %
Life insurance and annuities
Life insurance and annuities$2,201 $1,880 $413 $734 56 %
Accident health insuranceAccident health insurance1111 — — — %
Total insurance revenuesTotal insurance revenues$2,221 $1,570 $125 $776 16 %Total insurance revenues$2,212 $1,891 $413 $734 56 56 %
For the Year Ended December 31, 2019 (Successor Company)
For the Year Ended December 31, 2022 (Successor Company)For the Year Ended December 31, 2022 (Successor Company)
Life insurance in-forceLife insurance in-force$249,728 $181,779 $378 $68,327 %Life insurance in-force$222,398 $158,750 $155 $63,803 — — %
Insurance revenues
Insurance Revenues
Life insurance and annuitiesLife insurance and annuities$2,350 $1,602 $115 $863 13 %
Accident and health insurance25 25 %
Life insurance and annuities
Life insurance and annuities$2,271 $1,873 $210 $608 35 %
Accident health insuranceAccident health insurance12 12 — — — %
Total insurance revenuesTotal insurance revenues$2,375 $1,627 $115 $863 13 %Total insurance revenues$2,283 $1,885 $210 $608 35 35 %
For the Period of June 1, 2018 to December 31, 2018 (Successor Company)
For the Period of July 1, 2021 to December 31, 2021 (Successor Company)For the Period of July 1, 2021 to December 31, 2021 (Successor Company)
Life insurance in-forceLife insurance in-force$259,930 $191,858 $487 $68,559 %Life insurance in-force$232,607 $166,822 $158 $65,943 — — %
Insurance revenues
Insurance Revenues
Life insurance and annuitiesLife insurance and annuities$1,404 $937 $66 $533 12 %
Accident and health insurance35 35 %
Life insurance and annuities
Life insurance and annuities$1,194 $803 $69 $460 15 %
Accident health insuranceAccident health insurance— — — %
Total insurance revenuesTotal insurance revenues$1,439 $972 $66 $533 12 %Total insurance revenues$1,197 $806 $69 $460 15 15 %
For the Period of January 1, 2018 to May 31, 2018 (Predecessor Company)
For the Six Months Ended June 30, 2021 to December 31, 2021 (Predecessor Company)For the Six Months Ended June 30, 2021 to December 31, 2021 (Predecessor Company)
Life insurance in-forceLife insurance in-force$266,190 $197,736 $515 $68,969 %Life insurance in-force$236,517 $170,776 $166 $65,907 — — %
Insurance revenues
Insurance Revenues
Life insurance and annuitiesLife insurance and annuities$1,033 $658 $48 $423 11 %
Accident and health insurance26 26 %
Life insurance and annuities
Life insurance and annuities$1,202 $804 $64 $462 14 %
Accident health insuranceAccident health insurance— — — %
Total insurance revenuesTotal insurance revenues$1,059 $684 $48 $423 11 %Total insurance revenues$1,210 $812 $64 $462 14 14 %
S-3




TALCOTT RESOLUTION LIFE INSURANCE COMPANY AND SUBSIDIARIES
SCHEDULE V
VALUATION AND QUALIFYING ACCOUNTS
($ In millions)
Successor Company
2020Balance January 1,Charged to Costs and ExpensesWrite-offs/Payments/OtherBalance December 31,
Allowance for credit losses ("ACL") on fixed maturities, AFS$$$$
ACL on mortgage loans17 
ACL on reinsurance recoverables
2019Balance
January 1,
Charged to Costs and ExpensesWrite-offs/Payments/OtherBalance December 31,
Valuation allowance on mortgage loans(5)
2018Balance
June 1,
Charged to Costs and ExpensesWrite-offs/Payments/OtherBalance
December 31,
Valuation allowance on mortgage loans— (1)
Predecessor Company
2018Balance January 1,Charged to Costs and ExpensesWrite-offs/Payments/OtherBalance May 31,
Valuation allowance on mortgage loans$$$$
For the Year Ended December 31, 2023 (Successor Company)
2023Balance January 1,Charged to Costs and ExpensesWrite-offs/Payments/OtherBalance December 31,
Allowance for credit losses ("ACL") on fixed maturities, AFS$— $17 $(1)$16 
ACL on mortgage loans15 11 — 26 
ACL on reinsurance recoverables21 — (3)18 
For the Year Ended December 31, 2022 (Successor Company)
2022Balance January 1,Charged to Costs and ExpensesWrite-offs/Payments/OtherBalance
December 31,
Allowance for credit losses ("ACL") on fixed maturities, AFS$— $$(1)$— 
ACL on mortgage loans12 — 15 
ACL on reinsurance recoverables35 — (14)21 
For the Period of July 1, 2021 to December 31, 2021 (Successor Company)
2021Balance
July 1,
Charged to Costs and ExpensesWrite-offs/Payments/OtherBalance
December 31,
ACL on fixed maturities, AFS$— $— $— $— 
ACL on mortgage loans12 — — 12 
ACL on reinsurance recoverables34 — 35 
For the Six Months Ended June 30, 2021 (Predecessor Company)
2021
Balance
January 1,
Charged to Costs and ExpensesWrite-offs/Payments/Other
Balance
June 30,
ACL on fixed maturities, AFS$$— $— $
ACL on mortgage loans17 (6)— 11 
ACL on reinsurance recoverables— — 
S-4




Appendix BA - Examples
1. Pre-Annuity Commencement Date Valuation (highlighting compounding)
Below is an illustration of how interest would be credited to your Account Value during a Guarantee Period, using a five year Guarantee Period. For the purpose of this example, we have made the assumption that no full or partial surrenders or pre-authorized distributions of interest occurred during the entire five-year period. An MVA, Surrender Charge, or both may apply to any such surrenders or distributions (see "Surrenders"). The hypothetical interest rates are illustrative only and are not intended to predict future interest rates to be declared under the contract. Actual interest rates declared for any given time may be more or less than those shown.
Upward Numerical Example
In the following example, interest rates have decreased since the contract was issued. As a result, the Contract holder experiences a positive MVA upon surrender.
Initial Guarantee Period= 5 years
(i)= 7.00%
Assume that the Contract is surrendered at end of year 2. The
 account value is $10,000 and the surrender charge is 6%.
 
Number of months remaining until end of Guarantee
Period (n)
= 36 months
(j)= 6.00%
Therefore, MVA Formula = [(1+0.07)/(1+0.06)]36/12 = 1.0286
The amount received upon surrender is $9,668.84 = 1.0286x$10,000 $10,000 x(1 (1 – 0.06)
Downward Numerical Example
In the following example, interest rates have increased since the contract was issued. As a result, the Contract holder experiences a negative MVA upon surrender.
Initial Guarantee Period = 5 years
(i) = 7.00%
Assume that the Contract is surrendered at end of year 2. The
 account value is $10,000 and the surrender charge is 6%
  
Number of months remaining until end of Guarantee
Period (n)
 = 36 months
(j) = 8.00%
Therefore, MVA Formula = [(1+0.07)/(1+0.08)]36/12 = 0.9725
The amount received upon surrender is $9,141.50 = 0.9725x$10,000 $10,000 x(1 (1 – 0.06)

APP B - 1S-1




Dealer Prospectus Delivery Obligations


All dealers that effect transactions in these securities are required to deliver a prospectus.


S-2

PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
Item 13. Other Expenses of Issuance and Distribution
The following table sets forth the estimated expenses payable by us in connection with the sale and distribution of the securities registered hereby, other than underwriting discounts or commissions. All amounts are estimated. This product is no longer actively sold.
Registration feesN/A
Federal taxesN/A
State taxes and fees (based on 50 state average)N/A
Trustee's feesN/A
Transfer agents' feesN/A
Printing and distribution$296*1,843*
Legal fees$15,400*14,905*
Accounting feesN/A
Independent Registered Public AccountantAudit fees$5,500*11,647
Engineering feesN/A
Directors and officers insurance premium paid by RegistrantN/A
*Estimated expense
Item 14. Indemnification of Directors and Officers
Section 33-776 of the Connecticut General Statutes states that: "a corporation may provide indemnification of, or advance expenses to, a director, officer, employee or agent only as permitted by sections 33-770 to 33-779, inclusive."
Provision is made that the Corporation, to the fullest extent permissible by applicable law as then in effect, shall indemnify any individual who is a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative, arbitrative or investigative, and whether formal or informal (each, a "Proceeding") because such individual is or was (i) a Director, or (ii) an officer or employee of the Corporation (for purposes of the by laws, each an "Officer"), against obligations to pay judgments, settlements, penalties, fines or reasonable expenses (including counsel fees) incurred in a Proceeding if such Director or Officer: (l)(A) conducted him or herself in good faith; (B) reasonably believed (i) in the case of conduct in such person's official capacity, which shall include service at the request of the Corporation as a director, officer or fiduciary of a Covered Entity (as defined below), that his or her conduct was in the best interests of the Corporation; and (ii) in all other cases, that his or her conduct was at least not opposed to the best interests of the Corporation; and (C) in the case of any criminal proceeding, such person had no reasonable cause to believe his or her conduct was unlawful; or (2) engaged in conduct for which broader indemnification has been made permissible or obligatory under a provision of the Corporation's Certificate, in each case, as determined in accordance with the procedures set forth in the by laws. For purposes of the by laws, a "Covered Entity" shall mean another corporation, partnership, joint venture, trust or other enterprise (including, without limitation, any employee benefit plan) in respect of which such person is serving at the request of the Corporation as a director, officer or fiduciary.
Insofar as indemnification for liability arising under the Securities Act of 1933 (the "Act") may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.
Item 15. Recent Sales of Unregistered Securities
Not applicable.
Item 16. Exhibits and Financial Statement Schedules
(1)Incorporated by reference to Exhibit 1 of the Initial Registration Statement File No. 333-157272 filed on February 12, 2009.
(1a)Incorporated by reference to Exhibit 1a of the Initial Registration Statement File No. 333-157272 filed on February 12, 2009.
(1b)Incorporated by reference to Exhibit 1b of Post-Effective Amendment No. 5 to Registration Statement File No. 333-133695 filed on March 1, 2010.



(1c)Incorporated by reference to Exhibit 1c of Post-Effective Amendment No. 5 to Registration Statement File No. 333-133695 filed on March 1, 2010.
(3a)Incorporated by reference to Exhibit 3.01 to File No. 001-32293 of the Company's Quarterly Report on Form 10-Q for the fiscal period ended June 30, 2018 filed on August 14, 2018.
(3b)Incorporated by reference to Exhibit 3.02 to File No. 001-32293 of the Company's Quarterly Report on Form 10-Q for the fiscal period ended June 30, 2018 filed on August 14, 2018.
(4)Incorporated by reference to Exhibit No. 4 to Pre-Effective Amendment No. 1 tothe Initial Registration Statement File No. 333-37290333-157272 filed on August 4, 2000.February 12, 2009
(5)Filed herewith as Exhibit 99.23(a).99.23a.
(10a)Incorporated by reference to Exhibit 10.01 to File No. 001-32293 of the Company's Quarterly Report on Form 10-Q for the fiscal period ended June 30, 2018 filed on August 14, 2018.
(10b)Incorporated by reference to Exhibit 10.02 to File No. 001-32293 of the Company's Quarterly Report on Form 10-Q for the fiscal period ended June 30, 2018 filed on August 14, 2018.
(10c)Incorporated by reference to Exhibit 10.03 to File No. 001-32293 of the Company's Quarterly Report on Form 10-Q for the fiscal period ended June 30, 2018 filed on August 14, 2018.
(10d)Incorporated by reference to Exhibit 10d to Post-Effective Amendment No.1 to Registration Statement 333-255242 filed on April 20, 2022.
(21)Filed herewith as Exhibit 99.2199.21.
(23a)Filed herewith as Exhibit 99.23(a)99.23a.
(23b)Filed herewith as Exhibit 99.23(b)
(24)Filed herewith as Exhibit 99.2499.24.
101.SCH(107)Filed herewith as Exhibit 99.107.
(101.SCH)XBRL Taxonomy Extension Schema Document *
101.CAL(101.CAL)XBRL Taxonomy Extension Calculation Linkbase Document *
101.DEF(101.DEF)XBRL Taxonomy Extension Definition Linkbase Document *
101.LAB(101.LAB)XBRL Taxonomy Extension Label Linkbase Document *
101.PRE(101.PRE)XBRL Taxonomy Extension Presentation Linkbase Document *
(*) Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission.

(b) Financial Statement Schedules are included in Part Ithe section entitled “Information About Talcott Resolution Life Insurance Company and Financial Statements” of this Registration Statement.
Item 17. Undertakings
(a)The undersigned Registrant hereby undertakes:
(1) To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:
(i)     To include any prospectus required by section 10(a)(3) of the Securities Act of 1933;
(ii)     To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement.



Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20% change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement;



(iii) To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement.
(2) That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.
(3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.
(4) That, for the purpose of determining liability under the Securities Act of 1933 to any purchaser, each prospectus filed pursuant to Rule 424(b) as part of a registration statement relating to an offering, other than registration statements relying on Rule 430B or other than prospectuses filed in reliance on Rule 430A, shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such date of first use.
(5) That, for the purpose of determining liability of the registrant under the Securities Act of 1933 to any purchaser in the initial distribution of the securities, the undersigned registrant undertakes that in a primary offering of securities of the undersigned registrant pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser:
(i) Any preliminary prospectus or prospectus of the undersigned registrant relating to the offering required to be filed pursuant to Rule 424;
(ii)` Any free writing prospectus relating to the offering prepared by or on behalf of the undersigned registrant or used or referred to by the undersigned registrant;
(iii) The portion of any other free writing prospectus relating to the offering containing material information about the undersigned registrant or its securities provided by or on behalf of the undersigned registrant; and
(iv) Any other communication that is an offer in the offering made by the undersigned registrant to the purchaser.
(b) Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in that Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.




SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrantRegistrant has duly caused this registration statementRegistration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the TownCity of Windsor,Hartford, State of Connecticut on April 29, 2021.24, 2024.
TALCOTT RESOLUTION LIFE INSURANCE COMPANY
Talcott Resolution Life Insurance Company

By:/s/ Peter F. SannizzaroLisa M. Proch 
Peter F. Sannizzaro/s/ Lisa M. Proch  
President,Lisa M. Proch, Chief ExecutiveLegal Officer and Chief Compliance Officer, Director  

Pursuant to the requirements of the Securities Act of 1933, this registration statementamended Registration Statement has been signed by the following persons in the capacities and on the datedates indicated.

Signature
Title
Date:
Peter F. Sannizzaro, President, /s/ Lisa M. ProchChief ExecutiveLegal Officer and Chief Compliance Officer, Director/s/ Peter F. Sannizzaro
Peter F. SannizzaroApril 24, 2024
Robert R. Siracusa,Lisa M. Proch(Serving the Function of Principal Executive Officer)
/s/ *Executive Vice President, Chief FinancialInvestment Officer, Director
Robert J. Carbone, Director*
Henry Cornell, Director*/s/ Robert R. SiracusaApril 24, 2024
W. Dana LaForge, Director*James O'Grady
/s/ *Robert R. SiracusaDirectorApril 24, 2024
Emily R. Pollack, Director*Oliver Jakob
/s/ *Vice President, Chief Information Officer, DirectorApril 24, 2024
Michael S. Rubinoff, Director*Samir Srivastava
Manu Sareen, Director*
David I. Schamis, Director**By:/s/ Lisa Proch*DirectorApril 24, 2024
Robert W. Stein Director*
/s/ *Lisa Proch, Attorney-in-FactDirectorApril 24, 2024
Amy M. Stepnowski, Director*Ronald K. Tanemura
/s/ Lindsay MastroianniDate:Vice President and Controller (Serving the Functions of PrincipalApril 29, 202124, 2024
Heath L. Watkin, Director*Lindsay MastroianniFinancial Officer and Principal Accounting Officer)
*By: Christopher M. GrinnellAttorney-in-FactApril 24, 2024
Christopher M. Grinnell

*Executed by Christopher M. Grinnell on behalf of those indicated pursuant to Power of Attorney.
333-255245333-



EXHIBIT INDEX
(21)
(23a)
(23b)
(24)
101.SCH(107)
XBRL Taxonomy Extension Schema DocumentFiling Fee Table
101.CALXBRL Taxonomy Extension Calculation Linkbase Document
101.DEFXBRL Taxonomy Extension Definition Linkbase Document
101.LABXBRL Taxonomy Extension Label Linkbase Document
101.PREXBRL Taxonomy Extension Presentation Linkbase Document