SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Porrino Peter R

(Last) (First) (Middle)
C/O AMERICAN INTERNATIONAL GROUP, INC.
1271 AVE OF THE AMERICAS

(Street)
NEW YORK NY 10020-1304

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AMERICAN INTERNATIONAL GROUP, INC. [ AIG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Deferred Stock Unit (1) 07/01/2022 A 792(1) (1) (1) Common Stock 792 (1) 29,488(2) D
Deferred Stock Unit (3) 07/01/2022 A 176(3) (3) (3) Common Stock 176 (3) 29,664(2) D
Explanation of Responses:
1. These deferred stock units ("DSUs") were awarded pursuant to the American International Group, Inc. ("AIG") 2021 Omnibus Incentive Plan (the "2021 Plan") in connection with the reporting person's annual compensation for service as a non-employee director. Subject to the terms of the 2021 Plan and the related award agreement, these DSUs will vest, without any cash consideration or conditions, and will be settled in shares of AIG common stock on a 1-to-1 basis on the last trading day of the month in which the director's service on the AIG Board of Directors ends, unless the director has elected to defer the vesting date. This award includes dividend equivalent rights that accrue during the vesting period in the form of DSUs.
2. Reflects DSUs previously granted pursuant to the AIG 2013 Omnibus Incentive Plan (the "2013 Plan") and the 2021 Plan.
3. This award represents dividend equivalent rights in the form of DSUs with respect to DSUs previously awarded under the 2013 Plan and the 2021 Plan. Subject to the terms of such plans and the related award agreements, these DSUs will vest -- along with the underlying previously awarded DSUs, without any cash consideration or conditions -- and will be settled in shares of AIG common stock on a 1-to-1 basis on the last trading day of the month in which the director's service on the AIG Board of Directors ends, unless the director has elected to defer the vesting date.
Remarks:
poaporrino2022.txt
/s/ Ariel R. David, attorney-in-fact 07/06/2022
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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	POWER OF ATTORNEY

	KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and
appoints each of Lucy Fato, Prabha Sipi Bhandari, Ariel R. David and Linda
Kalayjian, signing individually, the undersigned's true and lawful
attorney-in-fact to:

	(1)  Execute for and on behalf of the undersigned, any Forms 3, 4, and 5 (and
any replacement form or successor to such forms, as may be established by the
U.S. Securities and Exchange Commission ("SEC") from time to time) in accordance
  with Section 16 of the Securities Exchange Act of 1934, as amended from time
to time (the "Exchange Act") and the rules promulgated thereunder that the
undersigned may be required to file as a director of American International
Group, Inc. (the "Company");

         (2)  Execute, for and on behalf of the undersigned, any Form 144 (and
any replacement form or successor from, as may be established by the SEC from
time to time) required to be filed on behalf of the undersigned in accordance
with Rule 144 of the SEC, as amended from time to time.

	(3)  Do and perform any and all acts for and on behalf of the undersigned which
  may be necessary or desirable to complete and execute any of the documents
referred to in items (1) and (2) above and timely the same with the SEC and any
stock exchange or similar authority; and

	(4)  Take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
  undersigned pursuant to this Power of Attorney shall be in such form and shall
  contain such terms and conditions as such attorney-in-fact may approve in such
  attorney-in-fact's discretion.

	The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
  could do if personally present, with full power of substitution or revocation,
  hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that each attorney-in-fact, in serving in
such capacity at the request of the undersigned, is not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to comply with
Section 16 of the Exchange Act, Rule 144 of the SEC or any other provision of
the securities laws.

	This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file any of the documents referred to above
  with respect to the undersigned's holdings of and transactions in securities
of the Company, unless earlier revoked by the undersigned in a signed writing
delivered to each attorney-in-fact; provided that in the event the
attorney-in-fact ceases to be an employee of the Company or its affiliates, this
  Power of Attorney shall cease to have effect in relation to such
attorney-in-fact but shall continue in full force and effect in relation to any
remaining attorneys-in-fact.

	IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 27 day of June, 2022.


	Signature: /s/ Peter R. Porrino
	Peter Porrino