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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): March 12, 2024
METLIFE, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction
of Incorporation)
| 1-15787 | 13-4075851 | |
| (Commission File Number) |
(IRS Employer Identification No.) |
| 200 Park Avenue, New York, NY | 10166-0188 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(212) 578-9500
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading |
Name of each exchange on which registered |
||
| Common Stock, par value $0.01 | MET | New York Stock Exchange | ||
| Floating Rate Non-Cumulative Preferred Stock, Series A, par value $0.01 | MET PRA | New York Stock Exchange | ||
| Depositary Shares, each representing a 1/1,000th interest in a share of 5.625% Non-Cumulative Preferred Stock, Series E | MET PRE | New York Stock Exchange | ||
| Depositary Shares, each representing a 1/1,000th interest in a share of 4.75% Non-Cumulative Preferred Stock, Series F | MET PRF | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 8.01 | Other Events. |
On March 12, 2024, MetLife, Inc. issued a news release announcing that it will redeem all of its outstanding 5.375% Senior Notes due December 9, 2024 (the “Notes”), pursuant to the terms of the Notes. The full £350 million outstanding principal amount of the Notes will be redeemed on April 11, 2024.
The information contained in this Current Report on Form 8-K does not constitute a notice of redemption of the Notes. A copy of the news release is attached as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| 99.1 | MetLife, Inc. news release dated March 12, 2024, announcing the redemption of all of its outstanding 5.375% Senior Notes on April 11, 2024. | |
| 101 | Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language). | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| METLIFE, INC. | ||
| By: | /s/ John A. Hall |
|
| Name: | John A. Hall | |
| Title: | Executive Vice President and Treasurer | |
Date: March 12, 2024
Exhibit 99.1
|
|
METLIFE ANNOUNCES FULL REDEMPTION OF
5.375% SENIOR NOTES DUE 2024
NEW YORK, March 12, 2024 – MetLife, Inc. (NYSE: MET) today announced that it will redeem all of its outstanding 5.375% Senior Notes due December 9, 2024 (the “Notes”), pursuant to the terms of the Notes. The full £350 million outstanding principal amount of the Notes will be redeemed on April 11, 2024 (the “Redemption Date”).
The redemption price as determined by the calculation agent will be equal to the price at which the yield on the outstanding principal amount of the Notes on March 11, 2024 is equal to the yield on the 5% U.K. government Treasury Stock due March 7, 2025 (the “Benchmark Gilt”) as of that date as determined by reference to the middle-market price on the Benchmark Gilt at 3:00 p.m., London time, on that date, plus accrued and unpaid interest thereon to, but excluding, the Redemption Date. On and after the Redemption Date, all interest on the Notes will cease to accrue.
The Notes are held through Clearstream Banking, S.A. (“Clearstream”) and Euroclear Bank SA/NV (“Euroclear”) and will be redeemed in accordance with the procedures of Euroclear and Clearstream. Payment to Euroclear and Clearstream will be made through The Bank of New York Mellon, as the London Paying Agent.
# # #
For Media:
Brian Blaser
212-578-2415
bblaser@metlife.com
For Investors:
John Hall
212-578-7888
John.A.Hall@metlife.com
About MetLife
MetLife, Inc. (NYSE: MET), through its subsidiaries and affiliates (“MetLife”), is one of the world’s leading financial services companies, providing insurance, annuities, employee benefits and asset management to help individual and institutional customers build a more confident future. Founded in 1868, MetLife has operations in more than 40 markets globally and holds leading positions in the United States, Japan, Latin America, Asia, Europe and the Middle East. For more information, visit www.metlife.com.
Forward-Looking Statements
The forward-looking statements in this news release, using words such as “will,” are based on assumptions and expectations that involve risks and uncertainties, including the “Risk Factors” MetLife, Inc. describes in its U.S. Securities and Exchange Commission filings. MetLife’s future results could differ, and it does not undertake any obligation to publicly correct or update any of these statements.
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