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*
Hogan Kevin T.

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
CEO, Corebridge Financial, Inc
3. Date of Earliest Transaction (Month/Day/Year)
09/14/2022
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
2020 Restricted Stock Units (1) 09/14/2022 D 27,983(2) (3) (3) Common Stock 27,983 (2) 0.0000 D
2021 Restricted Stock Units (1) 09/14/2022 D 23,640(2) (4) (4) Common Stock 23,640 (2) 0.0000 D
2022 Restricted Stock Units (1) 09/14/2022 D 33,025(2) (5) (5) Common Stock 33,025 (2) 0.0000 D
Recognition Restricted Stock Units (1) 09/14/2022 D 16,512(2) (6) (6) Common Stock 16,512 (2) 0.0000 D
Explanation of Responses:
1. The restricted stock units (RSUs) convert to American International Group, Inc. (AIG) Common Stock on a 1-to-1 basis.
2. Represents the conversion of AIG RSUs held by the reporting person as of September 14, 2022, to RSUs of Corebridge Financial, Inc. (Corebridge) in accordance with the terms of the Employee Matters Agreement by and between AIG and Corebridge, dated September 14, 2022, and in connection with the completion of the initial public offering of Corebridge.
3. These 2020 RSUs, which include dividend equivalent rights payable in the form of additional RSUs, were granted to the reporting person on March 11, 2020 and vest on January 1, 2023, subject to the reporting person's continued employment through the vesting date.
4. These 2021 RSUs were granted to the reporting person on February 22, 2021 and vest on January 1, 2024, subject to the reporting person's continued employment through the vesting date.
5. These 2022 RSUs were granted on February 22, 2022 and vest in equal tranches on each of the first, second and third anniversaries of the grant date, subject to the reporting person's continued employment through each applicable vesting date.
6. These recognition RSUs were granted on February 22, 2022 and vest in equal tranches on each of the first, second and third anniversaries of the grant date, subject to the reporting person's continued employment through each applicable vesting date.
/s/ Ariel R. David, attorney-in-fact 03/17/2023
** 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).
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