Brighthouse Financial reported third-quarter 2026 net income of $302 million and adjusted earnings of $527 million, down from $453 million and $970 million, while disclosing that Delaware, New York and Massachusetts approvals for its $70-per-share sale to an Aquarian Capital affiliate are not expected before the December 6, 2026 outside date.
Brighthouse Financial, Inc. published its third-quarter 2026 results in an earnings press release furnished to the U.S. Securities and Exchange Commission on Form 8-K on November 5, 2026. The release is notable for two reasons. The earnings figures are sharply lower than a year earlier, and the company states that regulatory approvals for its pending sale will not arrive by the contractual outside date. This article reports both, using the company's own figures. Where a number was calculated here rather than reported, the text says so.
Earnings
Net income available to shareholders was $302 million, or $5.21 per share, against $453 million, or $7.89, in the third quarter of 2025. Adjusted earnings, the company's measure that excludes certain market-related and other items, were $527 million, or $9.12 per share, against $970 million, or $16.87.
The comparison is distorted by the annual actuarial assumption review. The release reports notable items, which it ties to that review, of $314 million favourable ($5.42 per share) this quarter and $709 million favourable ($12.33 per share) a year earlier. Removing them gives adjusted earnings of $213 million ($3.68) against $261 million ($4.54). On that basis, earnings fell by about 18% in dollar terms, calculated here, a much smaller decline than the 46% drop in the headline adjusted figure, also calculated here. Readers should therefore treat the headline adjusted number as heavily influenced by the review. Corporate expenses were $204 million.
Segments
Adjusted earnings by segment were $301 million for Annuities, $91 million for Life, $166 million for Run-off and a loss of $31 million for Corporate and Other, which sum to the $527 million total. Run-off holds products the company no longer actively sells.
Sales
Annuity sales were $2.4 billion, unchanged from the second quarter, down 12% from the third quarter of 2025 and down 8% for the year to date. Shield Level Annuities, which offer a degree of protection against market losses in exchange for capped upside, made up $2.1 billion of the total. Life insurance sales were $36 million.
Balance sheet and capital
Book value was $3.3 billion, or $57.59 per share. Excluding accumulated other comprehensive income, which captures unrealised gains and losses on investments, book value was $9.3 billion, or $161.36 per share. The large difference between the two shows how much unrealised investment losses weigh on reported book value.
The company estimated its combined risk-based capital ratio at 415 to 435 percent, within its 400 to 450 percent target range. Preliminary statutory combined total adjusted capital was $4.8 billion. Holding company liquid assets were $1.0 billion. The release says the capital ratio benefited from a $600 million extraordinary dividend from Brighthouse Reinsurance Company of Delaware, a subsidiary. Net investment income was $1,257 million, adjusted net investment income was $1,310 million, and the adjusted yield was 4.41%. Policyholder account balances were $88.8 billion and separate account assets were $81.6 billion.
The pending acquisition
The release confirms that an affiliate of Aquarian Capital has agreed to acquire Brighthouse for $70.00 per share in cash, a value of about $4.1 billion. Completion needs approval from the insurance regulators in Delaware, New York and Massachusetts, and those approvals are still outstanding. The agreement's outside date, after which either side could in principle walk away, has been automatically extended to December 6, 2026. The release states that the approvals are not expected by that date and that the parties are discussing an extension, with no assurance that one will be agreed.
That wording matters. It means the deal has no confirmed closing date, and the company is telling investors in plain terms that the timetable has slipped. The release does not say why the approvals are taking longer, and this article does not speculate. The release summary reviewed for this article does not mention a share buyback and contains no executive quotes, so this article makes no statement about either.
How to read the comparison
Two cautions apply when comparing this quarter with last year. First, the notable items are large relative to the underlying figures in both periods, so a change in the size of the favourable actuarial review can move headline adjusted earnings by hundreds of millions of dollars without any change in the business. Second, the per-share figures depend on the share count, which the release summary does not detail here, so the dollar comparisons above are the more reliable guide.
What it means for policyholders
Brighthouse's contracts are obligations of its insurance subsidiaries, which remain subject to state regulation and the capital requirements described above. The release does not describe any change to existing contracts as a result of the proposed sale, and this article does not suggest one. Policyholders who want to understand their position should read the statutory filings of their specific issuing company and contact their state insurance department with questions.
Summary
The quarter shows lower underlying earnings once the actuarial review is stripped out, steady but declining annuity sales, and a capital ratio inside the company's target range that was supported by a one-off subsidiary dividend. The more consequential item may be the regulatory timetable. If the parties cannot agree an extension by December 6, the release says there is no assurance either way, and anyone with money at stake in the deal should watch for the company's next filing.
Key Points
- 1Net income available to shareholders was $302 million ($5.21 per share) against $453 million ($7.89), and adjusted earnings were $527 million ($9.12) against $970 million ($16.87).
- 2Both years include large favourable notable items tied to the annual actuarial review: $314 million this quarter and $709 million a year earlier, so adjusted earnings excluding notable items were $213 million ($3.68) against $261 million ($4.54).
- 3Annuity sales were $2.4 billion, flat from the previous quarter and down 12% from a year earlier, with Shield Level Annuities accounting for $2.1 billion; life sales were $36 million.
- 4An affiliate of Aquarian Capital has agreed to acquire the company for $70.00 per share in cash, about $4.1 billion, but approvals from three state insurance regulators are outstanding and the release says they are not expected by the December 6, 2026 outside date.
- 5Combined risk-based capital was estimated at 415 to 435 percent against a 400 to 450 percent target range, helped by a $600 million extraordinary dividend from Brighthouse Reinsurance Company of Delaware.
Why This Matters
Brighthouse sells annuities and life insurance to retail customers, and its sale to a private-capital-backed buyer is the kind of deal that state insurance regulators scrutinise closely. The company's own statement that approvals will not arrive by the outside date shows how long such reviews can take and what shareholders and policyholders are waiting on.
Original Source
Brighthouse Financial, Inc. (third-quarter 2026 earnings press release, Form 8-K filed with the SEC, November 5, 2026) โRelated Stories
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