Bradley Dyslin
AFLACAbout Bradley Dyslin
Bradley E. Dyslin is Executive Vice President, Global Chief Investment Officer and President of Aflac Global Investments, serving as one of AFL’s Named Executive Officers driving portfolio performance and risk management across U.S. and Japan segments . Company performance during his tenure as NEO has emphasized currency-neutral metrics and ROE: in 2024, AFL delivered net earnings of $5.4B, EPS of $9.63, adjusted EPS ex-FX of $7.39, AROE ex-FX of 17.7%, and a 3-year TSR of +90% . The pay-versus-performance framework used for AFL’s NEOs ties incentives to Adjusted ROE, TSR, net income and segment investment outcomes .
Past Roles
Not disclosed in the proxy. Skip.
External Roles
Not disclosed in the proxy. Skip.
Fixed Compensation
Multi-year cash compensation and perquisites:
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $625,000 | $700,000 |
| Target Bonus (% of Salary, MIP) | 200% | 200% |
| Actual Non-Equity Incentive (MIP $) | $2,100,111 | $2,425,284 |
| Earned MIP (% of Salary) | — | 346% |
| Company EDCP Contribution ($) | $408,767 | $468,793 |
| Perquisites ($) | $4,888 | $7,311 |
| 401(k) Company Contribution ($) | $13,200 | $27,600 |
Performance Compensation
MIP design (weights by NEO)
| Metric | Weighting (%) |
|---|---|
| Corporate Adjusted EPS (ex-FX) | 22.50% |
| U.S. New Annualized Premium | 2.50% |
| U.S. Net Earned Premium | 2.50% |
| U.S. Total Adjusted Expense Ratio | — (not weighted for Dyslin) |
| U.S. Pretax Adjusted Earnings | — (not weighted for Dyslin) |
| Japan New Annualized Premium | 3.75% |
| Japan Net Earned Premium | 3.75% |
| Global Investments Net Investment Income (NII) | 45.00% |
| Global Investments Credit Losses/Impairments | 20.00% |
| Total | 100% |
MIP outcomes (company-level metrics used to calculate Dyslin’s payout):
| Metric | 2024 Payout % vs Target |
|---|---|
| Corporate Adjusted EPS (ex-FX) | 200.00% |
| U.S. New Annualized Premium | 0.00% |
| U.S. Net Earned Premium | 80.26% |
| U.S. Total Adjusted Expense Ratio | 157.00% |
| U.S. Pretax Adjusted Earnings | 130.13% |
| Japan New Annualized Premium | 121.76% |
| Japan Net Earned Premium | 150.74% |
| Global Investments NII | 200.00% |
| Global Investments Credit Losses/Impairments | 88.80% |
| Sustainability Modifier | +5% |
Context: AFL achieved maximum payout in NII, with credit losses impacted by CRE weakness; adjusted EPS ex-FX reached $7.39 (max) and Japan/U.S. segment metrics were mixed .
LTI (PBRS) metrics and targets (2024 grant)
| Metric | Weighting | Threshold | Target | Maximum | RTSR Modifier |
|---|---|---|---|---|---|
| Adjusted ROE (currency-neutral) | 70% | 11.0% | 13.0% | 16.0% | 0.80x / 1.00x / 1.20x based on 25th/25–75th/≥75th percentile |
| Risk-Based Capital (RBC) | 15% | 350% | 400% | 500% | See above |
| SMR/ESR | 15% | 500% | 600% | 700% | See above |
Historical LTI payout for 2022–2024 performance cycle (paid Feb 2025): Dyslin’s PBRS paid at 139.9% of target based on AROE, RBC, SMR; RTSR modifier did not apply to his grant .
LTI awards granted to Dyslin (2024)
| Grant Date | Award Type | Target Shares | Max Shares | Grant Date Fair Value ($) |
|---|---|---|---|---|
| 02/15/2024 | PBRS | 17,463 | 34,926 | $1,378,529 |
Vesting policy: PBRS vest on the third anniversary, 50% at threshold to 200% at max for the 2024–2026 period; earned amounts can be modified by RTSR but capped at 200% .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (shares) | 71,473 |
| Percent of Outstanding Shares | <0.1% (reported as “*”) |
| Restricted Shares Counted Toward Ownership Guidelines | Time-based unvested restricted shares count; PBRS and options do not count |
| Ownership Guideline | Section 16 Officers: 3x base salary |
| Compliance Status | All current NEOs exceed or are working toward guidelines within allowed window |
| Pledging | Prohibited for executive officers; no pledged shares reported |
| Hedging | Prohibited for all employees |
| 10b5-1 Plans | Require Compensation Committee approval |
Outstanding unvested PBRS (as of 12/31/2024):
| Grant Date | Unvested Shares (#) | Market Value ($) |
|---|---|---|
| 02/10/2022 | 13,729 | $1,420,128 |
| 02/09/2023 | 32,838 | $3,396,763 |
| 02/15/2024 | 35,658 | $3,688,464 |
Vesting events and potential selling pressure:
- 2022 PBRS vested at 139.89% on Feb 10, 2025 (performance cycle completed) .
- 2024 stock awards vested during 2024: 13,957 shares, value realized $1,161,036 .
- EDCP balance and activity: aggregate balance $5,866,446; 2024 registrant contribution $468,793; withdrawals/distributions $(322,136), suggesting liquidity events independent of equity sales .
Employment Terms
| Provision | Details |
|---|---|
| Employment Agreement | Dyslin does not have an individual employment agreement; covered by Executive Severance Plan (ESP) |
| Severance (outside Change in Control) | 150% of base salary + target MIP bonus; plus prorated cash amount of annual performance bonus through termination date; COBRA premiums for 18 months |
| Severance (within 24 months post-Change in Control) | 300% of base salary + target MIP bonus; all unvested time-based RSUs vest; all unvested performance-based awards vest at target; COBRA assumed for 36 months; amounts reduced if non-deductible but with “best net” approach |
| Cause / Good Reason (ESP) | Cause includes felony/dishonesty, willful misconduct, material negligence, policy violations; Good Reason includes material reduction in salary/bonus opportunity or relocation >25 miles |
| Clawback | Policy revised to comply with Dodd-Frank/SEC/NYSE; Compensation Committee administers recovery |
| Non-Compete / Confidentiality | Non-compete provisions apply to employment agreements; ESP focuses on severance triggers; general confidentiality obligations enforced |
| Hedging/Pledging | Hedging prohibited for all employees; pledging prohibited for executive officers; 10b5-1 plans need approval |
Compensation Structure Analysis
- Year-over-year cash vs equity: Base salary increased 12% to $700,000 in 2024; stock award grant value rose to $1.38M; MIP earned rose to $2.43M, reflecting stronger investment and corporate results .
- Strong at-risk pay: MIP target 200% and LTI weighting toward AROE/RBC/SMR aligns with performance; maximum caps at 200% mitigate excessive risk-taking .
- No options granted: AFL did not grant stock options in 2024; Dyslin’s equity mix is PBRS, limiting option-related repricing risk .
- Say-on-Pay support: 96.4% support in 2024; five-year average 96.6%, indicating investor endorsement of pay-for-performance .
- Peer group governance: Compensation targets market median vs peer group; 2024 peer group updated to add Corebridge Financial .
Investment Implications
- Alignment: Dyslin’s high weighting to Global Investments (NII 45%, Credit Losses 20%) tightly links annual cash bonus outcomes to asset returns and credit discipline; 2024 results delivered max NII payout and below-target credit loss payout, consistent with CRE stress .
- Retention and liquidity: ESP terms offer meaningful protection (150–300% severance), while unvested PBRS across 2023–2024 grants and EDCP vesting triggers (age 65, 15 years/5 years participation, CIC, death/disability) provide retention hooks; EDCP withdrawals suggest some personal liquidity needs but are modest vs total exposure .
- Selling pressure: 2022 PBRS payout (vested Feb 2025 at 139.9%) and 2024 stock vest event may lead to tax withholding transactions; pledging/hedging prohibitions and 10b5-1 approval requirements reduce signaling from discretionary sales .
- Governance quality: Robust clawback, anti-hedging/pledging, and capped incentives, alongside strong say-on-pay outcomes, lower governance and compensation risk .
Overall, Dyslin’s incentives are closely aligned with portfolio performance and capital adequacy metrics, with substantial at-risk pay and strong compliance constraints—supportive of long-term alignment but implying sensitivity of cash compensation to investment returns and credit outcomes .