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)
04/01/2024
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
Rule 10b5-1(c) Transaction Indication

  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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) 04/01/2024 A 660(1) (1) (1) Common Stock 660 (1) 39,749(2) D
Deferred Stock Unit (3) 04/01/2024 A 180(3) (3) (3) Common Stock 180 (3) 39,929(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. Under such plan and the related award agreements, these DSUs 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 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 ("2013 Plan") and the 2021 Plan.
3. This award represents dividend equivalent rights in the form of DSUs that are related to the DSUs previously awarded to the reporting person under the 2013 Plan and the 2021 Plan as compensation for service as a non-employee director. Under such plans and the related award agreements, these DSUs -- along with the underlying previously awarded DSUs -- 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 Board of Directors ends, unless the director has elected to defer the vesting date.
Remarks:
pporrinoypoa.txt
/s/ Linda B. Kalayjian, by POA from Peter R. Porrino 04/03/2024
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
POWER OF ATTORNEY

	KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and
	appoints each of Rose Marie Glazer, Christina Banthin 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 form, 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 10 day of February, 2024.

Signature:  /s/ Peter R. Porrino
Peter R. Porrino