Statement of Changes in Beneficial Ownership (4)
December 14 2022 - 04:17PM
Edgar (US Regulatory)
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FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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|
| 1. Name
and Address of Reporting Person * Khalaf
Michel |
2. Issuer Name and Ticker or Trading
Symbol METLIFE INC [ MET ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
President & CEO |
|
(Last)
(First)
(Middle)
METLIFE, INC., 200 PARK AVENUE |
3. Date of Earliest Transaction (MM/DD/YYYY)
12/12/2022
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|
(Street)
NEW YORK, NY 10166
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
|
Code |
V |
Amount |
(A) or (D) |
Price |
|
Common Stock |
12/12/2022 |
|
M |
|
35616 |
A |
$31.15 |
282497 |
D |
|
|
Common Stock |
12/12/2022 |
|
M |
|
39322 |
A |
$34.33 |
321819 |
D |
|
|
Common Stock |
12/12/2022 |
|
S |
|
57201 (1) |
D |
$72.4924 (2) |
264618 |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or
Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying
Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially
Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct
(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr.
4) |
|
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
|
Employee Stock Option (Right to
Buy) |
$31.15 |
12/12/2022 |
|
M |
|
|
35616 (3) |
(4) |
2/25/2023 |
Common Stock |
35616.0 |
$0 |
0 |
D |
|
|
Employee Stock Option (Right to
Buy) |
$34.33 |
12/12/2022 |
|
M |
|
|
39322 (5) |
(6) |
2/22/2026 |
Common Stock |
39322.0 |
$0 |
0 |
D |
|
| Explanation of
Responses: |
| (1) |
The reporting person sold
only the number of shares of MetLife, Inc.'s common stock necessary
to pay the exercise price of the options exercised on December 12,
2022 and related tax obligations and fees. |
| (2) |
The price reported is the
weighted average price of the aggregate number of shares sold in
multiple open market transactions. The shares were sold at prices
between $72.38 to $72.865, inclusive. The reporting person
undertakes to provide to the staff of the SEC, MetLife, Inc., or a
security holder of the Issuer, upon request, full information
regarding the number of shares purchased at each separate
price. |
| (3) |
Includes 3,798 stock options
previously added to the reporting person's award through an
adjustment to maintain the intrinsic value of the stock options in
light of the distribution by MetLife, Inc. to its shareholders of
Brighthouse Financial, Inc. common stock. The reporting person did
not receive shares of Brighthouse Financial, Inc. common stock on
account of the stock options. |
| (4) |
The options become
exercisable in three substantially equal installments on February
26, 2014, 2015 and 2016. |
| (5) |
Includes 4,193 stock options
previously added to the reporting person's award through an
adjustment to maintain the intrinsic value of the stock options in
light of the distribution by MetLife, Inc. to its shareholders of
Brighthouse Financial, Inc. common stock. The reporting person did
not receive shares of Brighthouse Financial, Inc. common stock on
account of the stock options. |
| (6) |
The options become
exercisable in three substantially equal installments on February
23, 2016, 2017 and 2018. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
Khalaf Michel
METLIFE, INC.
200 PARK AVENUE
NEW YORK, NY 10166 |
X |
|
President & CEO |
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Signatures
|
|
/s/ Stephen W. Gauster, Authorized
Signer |
|
12/14/2022 |
| **Signature of
Reporting Person |
Date |
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Reminder: Report on a separate line for each class
of securities beneficially owned directly or
indirectly. |
| * |
If the form is filed by more than one
reporting person, see Instruction 4(b)(v). |
| ** |
Intentional misstatements or omissions
of facts constitute Federal Criminal Violations. See 18
U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: |
File three copies of this Form, one of
which must be manually signed. If space is insufficient, see
Instruction 6 for procedure. |
|
Persons who respond to the collection of information
contained in this form are not required to respond unless the form
displays a currently valid OMB control number. |
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