AEG Aegon Ltd

Securities and Exchange Commission

Washington, D.C. 20549

Form 6-K

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d/16

of the Securities Exchange Act of 1934

November 2022

AEGON N.V.

Aegonplein 50

2591 TV THE HAGUE

The Netherlands

Aegon’s press release, dated November 10, 2022, is included as appendix and incorporated herein by reference.

The Hague – November 10, 2022

Aegon reports third quarter 2022 results

Maintaining high pace in implementing Aegon’s strategy

Statement of Lard Friese, CEO

“In recent months, we have made great strides in the transformation of Aegon and the acceleration of our strategy. We have made substantial progress on our operational improvement plan, and have taken additional actions to maximize the value of both our US variable annuity book and TLB, Aegon’s high-net-worth insurance business. Most recently, we announced a transaction with a.s.r. in the Netherlands to create a leading Dutch insurance company.

In the third quarter, our operating result declined by 11% on a constant currency basis as adverse market conditions more than offset an improvement in claims experience in the United States, expense savings and the benefit from growth initiatives. Despite inflationary headwinds, we made considerable progress with our expense savings program. We achieved additional EUR 50 million expense savings compared with last quarter, increasing the reduction in our annual addressable expenses to EUR 300 million compared with the base year 2019. The growth initiatives, aimed at improving our customer service and expanding our distribution network, positively impacted our commercial and financial results.

We also made solid progress on our ambition to grow our strategic assets, despite continued financial market volatility and political unrest. Life insurance sales were up 24% in the United States and 16% in our Growth Markets, supported by our growing distribution capabilities. The retirement businesses across the United States, the Netherlands and the United Kingdom all reported growth in net deposits, reflecting the strength of the labor market. Commercial results in Asset Management, the UK Retail business and our US mutual fund platform were under pressure as a result of our customers’ reduced propensity to invest in the current uncertain environment.

We continue to take actions to maximize the value of our financial assets. Based on extensive analysis, we have concluded that the best option with respect to the US variable annuity portfolio is to continue to own and actively manage it, at least in the near term. In October, we finalized an internal reinsurance transaction between TLB and Transamerica that freed up USD 600 million in excess capital for Transamerica. Part of this will be used to create a buffer that will substantially reduce the capital sensitivity of our US variable annuity book to equity markets.

The recent action we have taken to combine our Dutch pension, life and non-life insurance, banking, and mortgage origination activities with those of a.s.r., is pivotal to the transformation of our company and reflects our goal to build advantaged businesses in our chosen markets. The transaction enables us to accelerate the return of capital to shareholders and is in line with our strategy to release capital from mature businesses, and create leading positions in markets where Aegon is well positioned for growth.

I appreciate the hard work and dedication of all our colleagues to support our customers’ needs in challenging times. Thanks to the efforts of our employees, we are able to continue to improve our operational performance and accelerate our strategy. While economic volatility will likely persist, our strong balance sheet, disciplined risk management, and focused strategy make me confident about the opportunities the future will bring.”    

Note: All comparisons in this release are against 3Q 2021, unless stated otherwise. See page 7 of this press release for key performance indicators.

The Hague – November 10, 2022

Strategic highlights

1. Trailing four quarters in constant currency. EUR million.

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Aegon’s strategy

Aegon is taking significant steps to transform the company in order to improve its performance and create value for its customers and shareholders. To ensure delivery against these objectives, a rigorous and granular operating plan has been developed across the organization. Aegon focuses on three core markets (the United States, the Netherlands, and the United Kingdom), three growth markets (Spain & Portugal, Brazil, and China) and one global asset manager. Aegon’s businesses within its core markets have been separated into Financial Assets and Strategic Assets. The aim is to release capital from Financial Assets and from businesses outside of Aegon’s core perimeter, and to re-allocate capital to growth opportunities in Strategic Assets, growth markets and the global asset manager. Throughout this transformation, the company aims to maintain a solid capital position in the business units and at the Holding. Through proactive risk management actions, Aegon is improving its risk profile and reducing the volatility of its capital ratios.

Operational improvement plan

Aegon has an ambitious plan that now comprises more than 1,200 detailed initiatives designed to improve the operating performance of its business by reducing costs, expanding margins and growing profitably. Between the launch of the operational improvement plan and the end of the third quarter of 2022, a total of 1,158 initiatives have been executed, of which 898 are related to expense savings.

Aegon is implementing an expense savings program aimed at reducing addressable expenses and driving business growth. At its Capital Markets Day in 2020, Aegon announced a target to reduce expenses by EUR 400 million through expense savings initiatives by 2023, of which EUR 150 million is expected to be reinvested in growth initiatives. The EUR 400 million expense savings target will be updated in due course following the previously announced transaction to combine Aegon’s Dutch pension, life and non-life insurance, banking, and mortgage origination activities with a.s.r.. In the trailing four quarters, Aegon reduced addressable expenses through expense savings initiatives by EUR 300 million compared with the base year 2019. Aegon remains confident in delivering on its expense savings target, while absorbing expense inflation. These expense savings were partly offset by EUR 76 million of additional expenses related to growth initiatives in the trailing four quarters. Combined, addressable expenses have been reduced by EUR 224 million compared with the base year 2019, on a constant currency basis. The growth initiatives are aimed at improving customer service, enhancing user experience, and developing new products, and contributed EUR 264 million to the operating result in the trailing four quarters. The company will continue to execute the expense savings and growth initiatives at pace.

Strategic Assets

Strategic Assets are businesses with a greater potential for an attractive return on capital, and where Aegon is well positioned for growth. In these businesses, Aegon invests in expanding its customer base and increasing its margins to realize profitable growth.

Americas

In the US Individual Solutions business, Transamerica’s aim is to achieve top-5 positions in term life, whole life final expense, and indexed universal life through profitable sales growth. New life sales in the third quarter of 2022 amounted to USD 108 million, the highest level of quarterly sales for the last five years. This is an increase of 24% compared with the third quarter 2021, mainly driven by higher indexed universal life product sales across all distribution channels. Specifically, growth in the World Financial Group (WFG) distribution channel is driven by management actions targeted on the most productive agents and most promising products. The number of licensed life agents increased by 10% compared with the prior year period, to more than 59,000. The improved service experience and continued competitiveness of Transamerica’s products supported an increase of the market share in this channel to 65%. Term life and whole life sales remained stable in a competitive market.

In the US Workplace Solutions business, Transamerica aims to compete as a top-5 player in new sales in the Middle-Market segment of Retirement Plans. Written sales were USD 805 million in the third quarter of 2022, compared with USD 1.3 billion in the same quarter last year. Lower equity markets and higher interest rates have had a negative impact on plan assets, and plan sponsors were more hesitant to move retirement plans given the volatile markets. Net deposits for the Middle-Market increased and amounted to USD 532 million in the third quarter of 2022

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compared with USD 149 million of net deposits in the same quarter of last year. Net deposits are benefiting from strong written sales in prior periods, which translate into higher recurring deposits.

The Netherlands

Aegon is a leading mortgage originator in the Netherlands, and benefits from its scale, high service levels to intermediaries and customers, and diversified sources of funding. The company originated EUR 2.0 billion of residential mortgages during the quarter. This is lower than the EUR 2.7 billion originated in the third quarter of last year due to reduced refinancing activity and a decline in home sales as a result of increased mortgage interest rates. In the third quarter of 2022, over half of the mortgages were originated for third-party investors, who pay Aegon a fee for originating and servicing these mortgages. Despite the reduction in mortgage origination, the portfolio of mortgages under administration grew by EUR 3.2 billion compared with the third quarter of 2021 to EUR 62.3 billion, also reflecting lower prepayments.

Net deposits for the Workplace Solutions defined contribution pension products (PPI) in the Netherlands increased by 35% to EUR 245 million in the third quarter of 2022. This was driven by recurring gross deposits from continued strong demand for PPIs and included a large incoming value transfer, which underscores the strength of Aegon’s PPI proposition.

Aegon aims to develop its online bank Knab into a digital gateway for individual retirement solutions. In the third quarter of 2022, Knab grew its fee-paying customer base by over 10,000 to 335,000. This growth was mainly driven by the small business segment, which underscores the bank’s ability to attract and retain customers through its clear way of communicating, its customer-friendly service and the way it offers customers an easy and cost-effective way to manage their banking matters online.

United Kingdom

In the United Kingdom, Aegon’s aim is to grow both the Retail and Workplace channels of its platform business. The platform business – excluding the low-margin Institutional business – generated net deposits of GBP 83 million. In comparison, net outflows amounted to GBP 458 million in the third quarter of 2021, which was impacted by the termination of a large, low-margin investment-only scheme in the Workplace space. Investments in the growth of the Workplace and Retail channels continue with the ongoing focus on improving core online journeys and developing Aegon UK’s financial wellbeing offering. At the same time, operational improvement measures have reduced addressable expenses.

Revenues declined mostly as a result of the anticipated gradual run-off of the traditional product portfolio. Platform expenses as a percentage of assets under administration rose marginally to 22 basis points compared with the third quarter of last year, with expense savings only partly offsetting the impact from unfavorable market movements on assets under administration.

Financial Assets

Financial Assets are blocks of business which are capital intensive with relatively low returns on capital employed. New sales for these blocks are limited and focused on products with higher returns and a moderate risk profile. Dedicated teams are responsible for managing these businesses and maximizing their value through active in-force management, disciplined risk management, and capital management actions. To achieve this, Aegon considers unilateral and bilateral actions as well as third-party solutions. Unilateral actions are those that can be executed fully under Aegon’s control, while bilateral actions require the interaction and consideration of other stakeholders.

Transamerica Life Bermuda

Aegon has completed a review of its strategic options for Transamerica Life Bermuda (TLB), its high-net-worth business operating out of Hong Kong, Singapore and Bermuda. After due consideration, the company has decided the best path to value maximization is through an internal reinsurance transaction, as this allows for better alignment and management of risk, and frees up excess capital. TLB has reinsured its closed block of universal life insurance liabilities with Transamerica in October 2022. The transaction allows for recognition of TLB’s capital surplus in the capital position of Transamerica. The one-time benefit to the US RBC ratio in the fourth quarter of 2022 is expected to

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be around 30%-points, which is equivalent to around USD 600 million of one-time capital generation for Transamerica. The transaction is expected to have no material impact on the Group’s capital generation. The freed-up capital will be used to improve the risk-return profile of the US variable annuity portfolio, and the remainder will be retained by Transamerica for general corporate purposes. The internal reinsurance transaction is not expected to have a material impact on Aegon’s Group Solvency II ratio. As a result of this transaction, Aegon no longer has a bias to exit from TLB and it will manage this business as a Financial Asset going forward. In addition, TLB will continue to write new business on a selective basis.

Americas

Aegon has engaged with third parties to explore the possibility of reinsuring its US variable annuity portfolio. These engagements, together with the extensive work that has been undertaken, provide Aegon with confidence in its actuarial assumptions, hedging strategy, and way of managing the portfolio. There was interest from third parties in the variable annuity block, and more so if bundled with other businesses that provide liquid assets that can be posted as collateral for the necessary hedge program. Aegon benefits from its diversified portfolio of businesses and ample liquidity to manage the hedge portfolio. Following the engagements, Aegon has decided to focus on active management of the de-risked portfolio, and to not pursue a third-party transaction in the near-term. The value created by accelerating the release of capital via a transaction would be limited relative to the value that can be realized under Aegon’s ownership. Furthermore, such a transaction would lead to significant counterparty exposure and stranded costs given the current size of the portfolio. Over time, as the variable annuity block runs off and Transamerica successfully grows its Strategic Assets, counterparty exposure and stranded costs will become less of a consideration.

As previously indicated, the company remains exposed to the impact of equity markets on variable annuity base contract fees. Transamerica has intentionally left this risk open, as this is fundamentally an asset management type of exposure and a key driver of future variable annuity capital generation. In order to reduce the volatility of the RBC ratio caused by the exposure of base contract fees to equity markets, Transamerica has decided to establish a voluntary reserve that more closely aligns the recognition of the fees in capital with when they are earned. The voluntary reserve will be set up in the fourth quarter of 2022 and is expected to lead to a one-time reduction of the RBC ratio of around 15%-points, but will substantially reduce the sensitivity of the ratio to equity market movements going forward. Consequently, Aegon will benefit from an even more stable and high-quality capital generation from the variable annuity portfolio, mainly driven by the emergence of base fees and the release of required capital as the book runs off.

Previously, Transamerica had expanded the dynamic hedge program to variable annuity products with guaranteed minimum death benefits and guaranteed minimum income benefits. In the third quarter of 2022, Transamerica achieved a hedge effectiveness of 97% on its variable annuity dynamic hedge program, continuing its strong track record.

Transamerica is actively managing its long-term care business. The primary management action regarding long-term care is a multi-year rate increase program. In the third quarter of 2022, the company obtained regulatory approvals for additional rate increases worth USD 59 million, bringing the total value of approvals achieved since the start of the program to USD 450 million. This means that the company has already achieved the increased expectation of USD 450 million benefit from this program. Transamerica will continue to work with state regulators to get pending and future actuarially justified rate increases approved.

Claims experience for the long-term care business in the third quarter was in line with expectations as the frequency of new claims has returned to pre-pandemic levels. Actual-to-expected claims experience was 98% for the third quarter of 2022.

The Netherlands

The dedicated team responsible for the Dutch Life business – Aegon Levensverzekering N.V. – is actively managing risks and the capital position to enhance the consistency of remittances to the Group. The Solvency II ratio of the Dutch Life business increased during the third quarter of 2022 from 200% to 207% largely driven by tightening

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mortgage spreads. In addition, flattening of the interest rate curve also contributed positively, while there was a negative impact from real estate revaluations. Management actions had a modest positive impact and reflected changes to the investment portfolio.

Growth Markets and Asset Management

In its growth markets – Spain & Portugal, Brazil, and China – Aegon is investing in profitable growth. New life sales from these markets increased by 16% to EUR 54 million due to sales growth in the bancassurance channel in Spain and through the broker and bank channels in China, while COVID-19 related challenges in China remained. Market consistent value of new business (MCVNB) for the life business decreased slightly to EUR 16 million, which reflects a less favorable product mix in Spain & Portugal, partly offset by the inclusion of the new business value from Brazil.

New premium production for property & casualty and accident & health insurance increased by 17% compared with the third quarter of 2021 to EUR 25 million partly driven by the continued demand for household insurance products in Spain & Portugal.

Aegon announced on October 14, 2022, that it has successfully completed the divestment of its 50% stake in the Spanish insurance joint venture with Liberbank to Unicaja Banco. As announced on May 23, 2022, the sale followed the change of control in Liberbank after its merger with Unicaja Banco in 2021. Aegon Spain intends to upstream the net proceeds of the transaction to Aegon Group. Aegon will continue to grow its business in Spain & Portugal through its key life and non-life joint ventures with Banco Santander as well as through its own channels, which have generated significant profitable growth over the last years.

Aegon Asset Management (Aegon AM) aims to significantly increase the operating margin of its Global Platforms by improving efficiency and driving growth. Challenging market conditions resulted in third-party net outflows on the Global Platforms of EUR 1.0 billion in the third quarter of 2022, as customers freed up liquidity in a rising interest rate environment. Third-party net deposits in Strategic Partnerships of EUR 1.5 billion more than offset the third-party outflows in Global Platforms, leading to overall third-party net deposits of EUR 0.5 billion for Aegon AM. This builds on Aegon’s track record of more than ten consecutive years of positive third-party net deposits and reflects the strength of Aegon’s investment capabilities.

Annualized revenues lost on net deposits for Global Platforms amounted to EUR 6 million for the quarter and this was predominantly caused by net outflows in the general account and the affiliate business and to a much lesser extent caused by the third-party business. The operating margin for Global Platforms increased from 12.5% to 14.7% in the third quarter of 2022, driven by expense reductions.

Aegon to combine its Dutch operations with a.s.r.

Aegon announced in October 2022, that it had reached an agreement with a.s.r. to combine its Dutch pension, life and non-life insurance, banking, and mortgage origination activities with a.s.r. The combination will create a leading Dutch insurance company. This step enables Aegon to accelerate its strategy and represents a major step in its ambition to become a leader in its chosen markets. Aegon will receive EUR 2.2 billion in gross cash proceeds, and a 29.99% strategic stake in a.s.r., with associated governance rights. Based on the closing price of a.s.r.’s shares on the day before announcement of the transaction, the shareholding represents a value of EUR 2.7 billion. Aegon’s Dutch asset management activities will remain part of Aegon’s global asset manager. Aegon will enter into a long-term asset management agreement with a.s.r. to manage parts of the combination’s general account investments, the investments of the Premium Pension Institution (PPI) offering of Aegon Cappital, and a.s.r.’s mortgage funds.

The closing of the transaction is subject to customary conditions, including regulatory and antitrust approvals, shareholder approvals, and the completion of the works council consultation processes of both Aegon and a.s.r.. Based on the required steps, and necessary approvals, the transaction is expected to close in the second half of 2023.

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1. Addressable expenses for all reporting periods are reported at constant currency at the 3Q 2022 YTD foreign exchange rate.

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Operating result

Operating result decreased by 3% compared with the third quarter of 2021, or 11% on a constant currency basis, to EUR 429 million. Lower fees due to adverse market movements, expected outflows in US Variable Annuities, and lower investment income in the Netherlands more than offset benefits from expense savings, growth initiatives, and an improvement in claims experience.

The operating result from the Americas decreased by 4% compared with the third quarter of 2021, or 19% on a constant currency basis, to EUR 156 million in the third quarter of 2022. This was primarily due to a lower result from Variable Annuities where fee income was negatively impacted by adverse markets and expected outflows, partly offset by an improvement in net claims experience in Life and Health. This quarter’s unfavorable mortality claims experience of EUR 30 million, compared with unfavorable experience of EUR 93 million in the third quarter of 2021. Morbidity experience for the quarter was in line with expectations, while it was EUR 23 million favorable in the third quarter of last year.

Aegon’s operating result in the Netherlands decreased by EUR 5 million compared with the third quarter of 2021 to EUR 185 million. The results of Bank and Workplace Solutions increased and were supported by business growth, while the results of Life and Mortgages decreased and reflected lower investment income and lower mortgage prepayment compensations. Benefits from expense savings initiatives were more than offset by higher expenses for growth initiatives and higher own employee pension costs.

The operating result from the United Kingdom decreased by 6% compared with the third quarter of 2021 to EUR 48 million. Fee revenues declined as a result of unfavorable market developments and the run-off of the traditional product portfolio. The operating result benefited from lower addressable expenses as a result of expense savings, which was partially offset by additions to a provision for operational incidents.

The operating result from International increased by 58% to EUR 55 million in the third quarter of 2022. The increase largely reflects the benefits from business growth in Spain & Portugal, Brazil and China, and an improvement in claims experience compared with the same period last year.

The operating result from Aegon AM decreased by 25% to EUR 43 million in the third quarter of 2022 compared with the same quarter of 2021. This was driven by lower performance fees within Strategic Partnerships, partially offset by an improved result within Global Platforms due to lower addressable expenses.

The operating result from the Holding was a loss of EUR 58 million, and mainly reflects funding expenses.

Non-operating items

The result from non-operating items amounted to a loss of EUR 622 million in the third quarter of 2022, mainly as a result of fair value losses. Fair value losses were mainly driven by the United States, largely due to the dynamic hedge program for US variable annuities with GMDB and GMIB riders. This program targets to hedge the economic liability. However, under IFRS reporting, discount rates for liabilities are locked-in, which led to an accounting mismatch and resulted in a fair value loss from the increase in interest rates during the quarter. Non-operating items also reflect realized losses on investments, primarily in the Netherlands from the sales of sovereign and corporate bonds to maintain a robust liquidity position, consistent with Aegon’s strict liquidity framework.

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