Corebridge Financial美股招股说明书(2026-08-18版)

$750,000,000 Corebridge Financial, Inc.5.900% Senior Notes due 2036Corebridge Financial, Inc. (the “Issuer” or “Corebridge”) is offering $750,000,000aggregate principal amount of its5.900% senior notes due2036 (the “Notes”). The Notes will bear interest at the rate of5.900% per annum, and are payable semi-annually in arrears on February 20 andAugust20 of each year, commencing onFebruary 20, 2027. The Notes will mature onAugust 20, 2036. The Notes will be the Issuer’s senior unsecured obligations and will rank equally in right of payment with all of the Issuer’s otherexisting and future senior indebtedness. The Issuer does not intend to apply for listing of the Notes on any securities exchange or forinclusion of the Notes in any automated quotation system. The Issuer may redeem some or all of the Notes from time to time and at any time at the redemption prices described under thecaption “Description of Notes—Optional Redemption.” The Issuer expects that, following the closing of the previously announced Proposed Transaction (as defined herein) withEquitable Holdings, Inc. (“Equitable”), the Notes will be made structurallypari passuwith the outstanding debt of Equitable. Investing in the Notes involves risks, including with respect to the matters noted above. See the sections entitled “RiskFactors” beginning on pageS-14of this prospectus supplement and beginning on page10of the accompanying prospectus andin the documents incorporated by reference herein. Neither the U.S. Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved ordisapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful orcomplete. Any representation to the contrary is a criminal offense. Initial Public Offering PriceUnderwriting DiscountProceeds, before expenses, to Corebridge(1) (1)Plus accrued interest fromAugust 20, 2026, if any. The underwriters expect to deliver the Notes to investors in book-entry form through The Depository Trust Company (“DTC”)and its participants, including Clearstream Banking,société anonyme(“Clearstream”), and Euroclear Bank S.A./N.V. (“Euroclear”), onor about August 20, 2026. BofA Securities Citigroup PNC Capital Markets LLC US Bancorp The date of this prospectus supplement isAugust 17, 2026. TABLE OF CONTENTS Prospectus Supplement SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS AND INFORMATIONWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION BY REFERENCEPROSPECTUS SUPPLEMENT SUMMARYTHE OFFERINGRISK FACTORSUSE OF PROCEEDSCAPITALIZATIONDESCRIPTION OF NOTESCERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONSCERTAIN ERISA CONSIDERATIONSUNDERWRITING (CONFLICTS OF INTEREST)VALIDITY OF THE NOTESEXPERTS Prospectus ABOUT THIS PROSPECTUSCERTAIN IMPORTANT TERMSMARKET AND INDUSTRY DATASERVICE MARKS, TRADEMARKS AND TRADE NAMESSPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS AND INFORMATIONOUR COMPANYRISK FACTORSUSE OF PROCEEDSDESCRIPTION OF DEBT SECURITIESDESCRIPTION OF CAPITAL STOCKDESCRIPTION OF DEPOSITARY SHARESDESCRIPTION OF WARRANTSDESCRIPTION OF PURCHASE CONTRACTSDESCRIPTION OF UNITSPLAN OF DISTRIBUTIONVALIDITY OF SECURITIESEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION BY REFERENCE The Issuer has not and the underwriters have not, authorized anyone to provide you with information different from, or in additionto, that contained or incorporated by reference in this prospectus supplement, the accompanying prospectus or any related free writingprospectus that we prepare or distribute. The Issuer and the underwriters take no responsibility for, and can provide no assurances as tothe reliability of, any other information that others may give you. This prospectus supplement and the accompanying prospectus do not constitute an offer to sell, or a solicitation of an offer topurchase, the Notes offered by this prospectus supplement and the accompanying prospectus in any jurisdiction in which it is unlawfulto make such offer or solicitation. The information contained in this prospectus supplement, the accompanying prospectus, thedocuments incorporated by reference herein or therein or any free writing prospectus prepared by the Issuer is only accurate as of thedate of the document containing such information, regardless of the time of delivery of this prospectus supplement and any sale of theNotes. ABOUT THIS PROSPECTUS SUPPLEMENT As used in this prospectus supplement, the terms “we,” “us,” “our” and the “Company” mean Corebridge Financial, Inc. and itsconsolidated subsidiaries, unless the context refers only to Corebridge Financial, Inc. (which we refer to as “Corebridge” or the“Issuer”) as a corporate entity. This document has two parts, a prospectus supplement and an accompanying prospectus dated December5, 2023. This prospectussupplement and the accompanying prospectus are part of a registration statement on Form S-3 that we filed with the SEC utilizing a“shelf” registration process. The accompa