
Marc Costantini
About Marc Costantini
Marc Costantini (age 56) was appointed President and Chief Executive Officer of Corebridge Financial, effective on or about December 1, 2025; he will also join the Board on that date . He most recently served as Global Head of Strategy and Inforce Management at Manulife, after prior senior roles at Munich Re North America Life & Health (President & CEO, Corporate Development, Strategy and Digital Solutions) and Guardian Life (EVP, Commercial & Government Markets; earlier CFO). He is a Fellow of the Society of Actuaries and holds a B.S. from Concordia University . Performance under his tenure has not yet begun; for context, Corebridge reported net income of $2.2B and 18.8% ROAE for the LTM ended 12/31/2024, and returned $2.3B to shareholders (81% payout on adjusted ATOI) .
Company performance context (latest year, for framing):
| Metric | LTM 12/31/2024 |
|---|---|
| Net income ($) | $2.2B |
| Net income per share | $3.72 |
| Adjusted ATOI ($) | $2.9B |
| Operating EPS | $4.83 |
| ROAE | 18.8% |
| Adjusted ROAE | 12.8% |
| Capital returned to shareholders | $2.3B; 81% payout on adjusted ATOI |
CRBG financials (historical, S&P Global data):
| Metric (USD) | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues | $14,667,000,000* | $18,769,000,000* | $16,828,000,000* |
| EBITDA | $9,897,000,000* | $1,409,000,000* | $2,937,000,000* |
| Net Income | $8,159,000,000* | $1,104,000,000* | $2,230,000,000* |
Values retrieved from S&P Global.*
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Manulife Financial Corporation | Global Head of Strategy and Inforce Management | 2022–Nov 2025 | Led corporate strategy, corporate development, life reinsurance, and profitability/risk initiatives for inforce business . |
| Munich Re (North America Life & Health) | President & CEO, Corporate Development, Strategy & Digital Solutions | 2020–2022 | Drove strategy and digital solutions for NA L&H business . |
| Guardian Life | EVP, Commercial & Government Markets; previously CFO | 2014–2019 | Ran commercial/government markets; prior CFO leadership . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public company directorships disclosed prior to CRBG appointment . |
Fixed Compensation
| Component | Terms |
|---|---|
| Base salary | $1,000,000 annually . |
| Target STI (annual cash bonus) | $2,500,000 target beginning in 2026; based on company and individual metrics per STI plan . |
| Target LTI (annual equity) | $8,000,000 target in 2026; mix to mirror other executives (PSUs, RSUs, options) . |
| One-time cash sign-on | $5,500,000, payable within 30 days of start; subject to repayment if resigns without Good Reason or terminated for Cause within 24 months . |
| One-time new-hire LTI | $10,000,000 in PSUs (50%), RSUs (25%), options (25%); PSUs on 2025–2027 cycle with same targets as 2025 grants, RSUs/options vest ratably over 3 years . |
| Relocation stipend | $250,000 one-time . |
| Benefits | Executive benefits per company programs . |
Performance Compensation
LTI (PSUs) design relevant to Costantini’s 2025–2027 PSU cycle:
- Metrics and weighting: Adjusted ROAE (50%) and relative TSR (50%); 3-year performance period (1/1/2025–12/31/2027); cliff vesting at 3 years .
- RSUs and options in 2025 program vest in thirds on the 1st, 2nd, and 3rd anniversaries .
| LTI Metric (2025 PSU Program) | Weight | Target Structure | Vesting |
|---|---|---|---|
| Adjusted ROAE | 50% | Annual goals set for each year of the 3-year period | Cliff at 3 years (2025–2027) . |
| Relative TSR | 50% | 3-year relative TSR vs performance peer group with threshold/target/stretch/max | Cliff at 3 years (2025–2027) . |
STI framework (context from 2024, likely blueprint for 2026 STI mechanics):
| Metric | Weight | Threshold (50%) | Target (100%) | Stretch (125%) | Max (150%) | Actual 2024 | Contribution |
|---|---|---|---|---|---|---|---|
| Normalized ROAE | 35% | 11% | 13% | 14% | 15% | 13.2% | 106% of weight |
| Normalized GOE (bn) | 30% | $1.62 | $1.54 | $1.48 | $1.44 | $1.52 | 109% of weight |
| Normalized Operating EPS | 35% | $4.35 | $4.85 | $5.10 | $5.40 | $4.99 | 114% of weight |
| Business Performance Score | — | — | — | — | — | — | 109% |
Notes:
- 2025 added PSUs to NEO LTI mix (50% PSUs / 25% RSUs / 25% options), aligning with long-term value creation and shareholder alignment .
Equity Ownership & Alignment
- Stock ownership guidelines: CEO 5x base salary; other executives 3x; executives must retain 50% of net shares from equity settlements until guideline met .
- Hedging/pledging: Prohibited for directors, officers, and employees .
- Insider trading controls: Pre-clearance, blackout periods, Rule 10b5-1 plan procedures .
- Beneficial ownership: Not yet disclosed for Costantini (appointment effective ~Dec 1, 2025) .
- Expected vesting cadence and potential selling pressure: New-hire RSUs/options expected to vest ratably on annual anniversaries of grant (first vest ~Dec 2026), PSUs cliff in 2028; transactions subject to pre-clearance and blackout rules .
Employment Terms
| Provision | Details |
|---|---|
| Employment Agreement | Effective at start date; includes compensation terms above; Board seat upon start . |
| Severance plan participation | Designated participant in Corebridge Executive Severance Plan . |
| Severance (without Cause / Good Reason) | Lump sum 1.0x–1.5x (job-grade dependent) of salary + 3-year average actual STI; pro-rata STI if termination after Mar 31; $40,000 for health & life; other standard benefits . |
| Change-in-control (double-trigger) | Lump sum 1.5x–2.0x (job-grade dependent) of salary + greater of 3-year average STI or target; pro-rata STI (greater of target or target adjusted for actual company performance); health & life payment; accelerated equity per plan . |
| Clawbacks | Company-wide clawback (risk events, inaccuracies) and SEC/NYSE-compliant restatement clawback . Sign-on cash repayable if resigns without Good Reason or terminated for Cause within 24 months . |
| Non-solicit / confidentiality | Non-solicit of employees for 1 year post-employment; confidentiality obligations; no separate non-compete disclosed in his agreement . |
| Indemnification/D&O | Full indemnification and D&O coverage consistent with senior officers . |
| Notice period | If voluntary resignation, 6 months’ written notice (waivable by company) . |
Investment Implications
- Pay-for-performance alignment: 2025 LTI introduces PSUs (50% weighting) tied equally to Adjusted ROAE and relative TSR over 3 years, enhancing linkage to profitability and stock performance; RSUs and options maintain retention and long-term alignment . The executive ownership rule (5x salary) plus no hedging/pledging increases alignment and reduces downside moral hazard .
- Near-term vesting supply: New-hire RSUs/options start vesting ~Dec 2026 with annual tranches; PSUs cliff in 2028. Expect Form 4 activity around vest/exercise windows, though trades governed by pre-clearance/blackouts and potential 10b5-1 plans, moderating selling pressure .
- Retention risk: Strong up-front incentives (cash sign-on with 24-month clawback and $10M new-hire LTI) plus severance/CIC economics mitigate early attrition; absence of a non-compete (based on disclosed agreements) modestly elevates long-run mobility risk, partially offset by ownership/vesting and non-solicit .
- Governance/say-on-pay backdrop: 99% approval on 2024 say-on-pay indicates investor acceptance of program design; 2025 board/governance enhancements and clawback robustness reduce compensation-related governance risk .
- Execution context: Leadership transition to a strategy/inforce specialist (Manulife/Munich Re background) aligns with Corebridge’s focus on capital efficiency, reinsurance, and inforce value creation; concurrent CFO transition announced for 2026 introduces near-term continuity risk to monitor .