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Brighthouse Financial (BHF) CFO reports RSU and PSU vesting activity

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Brighthouse Financial, Inc. executive vice president and chief financial officer Edward A. Spehar reported multiple equity award activities. He acquired restricted stock units and common shares through the vesting and conversion of performance share units and RSUs on February 27 and March 2, 2026, while certain common shares were withheld at $59.980 per share to cover tax obligations. Following these transactions, he directly held 64,413 shares of common stock and 33,844 restricted stock units.

Positive

  • None.

Negative

  • None.
Insider Spehar Edward A.
Role EVP & Chief Financial Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 3,976 $0.00 --
Exercise Restricted Stock Units 5,444 $0.00 --
Exercise Restricted Stock Units 4,238 $0.00 --
Grant/Award Restricted Stock Units 33,844 $0.00 --
Exercise Common Stock 13,658 $0.00 --
Tax Withholding Common Stock 6,496 $59.98 $390K
Grant/Award Common Stock 18,786 $0.00 --
Tax Withholding Common Stock 8,877 $59.98 $532K
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 70,909 shares (Direct)
Footnotes (1)
  1. Shares earned under the 2023 Performance Share Unit ("PSUs") award based on the achievement of performance goals over the 2023-2025 performance period. Shares withheld to cover tax obligations in connection with the vesting of PSUs. Payout of shares upon vesting of tranches of Restricted Stock Units ("RSUs") granted in March 2023, March 2024 and March 2025. Each RSU represents the contingent right to receive one share of Brighthouse Financial, Inc. common stock. Shares withheld to cover tax obligations in connection with the vesting of RSUs. Represents the vesting of the final tranche of the 2023 RSU award. Represents the vesting of the second of three tranches of the 2024 RSU award. The remaining tranche will vest on the first business day in March 2027. Represents the vesting of the first of three tranches of the 2025 RSU award. The remaining tranches will vest in substantially equal installments on the first business day in March 2027 and March 2028. RSUs awarded in 2026 vest in three substantially equal installments on the first business day in March 2027, March 2028 and March 2029.
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
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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).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Spehar Edward A.

(Last) (First) (Middle)
11225 N COMMUNITY HOUSE RD

(Street)
CHARLOTTE NC 28277

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Brighthouse Financial, Inc. [ BHF ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026
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
Common Stock 02/27/2026 A 18,786(1) A $0 66,128 D
Common Stock 02/27/2026 F 8,877(2) D $59.98 57,251 D
Common Stock 03/02/2026 M 13,658(3) A (4) 70,909 D
Common Stock 03/02/2026 F 6,496(5) D $59.98 64,413 D
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
Restricted Stock Units (4) 03/02/2026 M 3,976 (6) (6) Common Stock 3,976 $0 0 D
Restricted Stock Units (4) 03/02/2026 M 5,444 (7) (7) Common Stock 5,444 $0 5,445 D
Restricted Stock Units (4) 03/02/2026 M 4,238 (8) (8) Common Stock 4,238 $0 8,474 D
Restricted Stock Units (4) 03/02/2026 A 33,844 (9) (9) Common Stock 33,844 $0 33,844 D
Explanation of Responses:
1. Shares earned under the 2023 Performance Share Unit ("PSUs") award based on the achievement of performance goals over the 2023-2025 performance period.
2. Shares withheld to cover tax obligations in connection with the vesting of PSUs.
3. Payout of shares upon vesting of tranches of Restricted Stock Units ("RSUs") granted in March 2023, March 2024 and March 2025.
4. Each RSU represents the contingent right to receive one share of Brighthouse Financial, Inc. common stock.
5. Shares withheld to cover tax obligations in connection with the vesting of RSUs.
6. Represents the vesting of the final tranche of the 2023 RSU award.
7. Represents the vesting of the second of three tranches of the 2024 RSU award. The remaining tranche will vest on the first business day in March 2027.
8. Represents the vesting of the first of three tranches of the 2025 RSU award. The remaining tranches will vest in substantially equal installments on the first business day in March 2027 and March 2028.
9. RSUs awarded in 2026 vest in three substantially equal installments on the first business day in March 2027, March 2028 and March 2029.
Remarks:
/s/ Jacob M. Jenkelowitz, Attorney-in-Fact, on behalf of Edward A. Spehar 03/02/2026
** 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.

FAQ

What insider transactions did Brighthouse Financial (BHF) CFO Edward A. Spehar report?

Edward A. Spehar reported equity award-related transactions, including vesting and conversion of performance share units and restricted stock units into common stock, plus new RSU grants. Some common shares were withheld to satisfy tax obligations tied to these vestings, rather than sold in open-market transactions.

How many Brighthouse Financial (BHF) common shares does the CFO hold after these Form 4 transactions?

After the reported transactions, Edward A. Spehar directly holds 64,413 shares of Brighthouse Financial common stock. This balance reflects both shares received from equity award vesting and shares withheld to cover associated tax liabilities, as disclosed in the Form 4 filing data.

What restricted stock unit (RSU) awards were involved in the Brighthouse Financial (BHF) CFO’s filing?

The filing shows RSUs vesting from awards granted in March 2023, March 2024, and March 2025, plus a new 2026 RSU grant. Each RSU represents the right to receive one share of Brighthouse Financial common stock upon vesting, according to the footnote disclosures.

Why were some Brighthouse Financial (BHF) shares disposed of in the CFO’s Form 4?

Shares labeled with transaction code F were withheld to cover tax obligations tied to PSU and RSU vesting. These tax-withholding dispositions occur at a reported price of $59.980 per share and do not represent discretionary open-market sales by the executive.

How many restricted stock units does the Brighthouse Financial (BHF) CFO hold after these transactions?

Following the reported derivative transactions, Edward A. Spehar holds 33,844 restricted stock units directly. These RSUs generally vest in tranches over future years, with each unit providing a contingent right to receive one share of Brighthouse Financial common stock upon vesting.

What performance share units (PSUs) are referenced in the Brighthouse Financial (BHF) Form 4 footnotes?

The footnotes state that shares were earned under the 2023 performance share unit award based on performance over the 2023–2025 period. Upon achievement of performance goals, those PSUs paid out in common shares, which then triggered related tax-withholding share dispositions.