American International Group (AIG) Proxy Filing summary

Executive summary

• Achieved significant strategic, operational, and financial milestones in 2024, including the completion of a multi-year transformation and the deconsolidation of Corebridge Financial, Inc., reducing ownership to 23%.

• Streamlined the operating structure, divested non-core businesses, and enhanced balance sheet strength, ending 2024 with $7.7 billion in liquidity.

• Returned capital to shareholders via debt reduction, stock repurchases, and increased dividends.

• Engaged with shareholders representing 70% of shares outstanding, receiving strong support for compensation, governance, and sustainability initiatives.

Voting matters and shareholder proposals

• Shareholders will vote on: election of twelve director nominees, advisory vote on executive compensation, advisory vote on frequency of future executive compensation votes, and ratification of PwC as independent auditor for 2025.

• Board recommends voting FOR all director nominees, FOR executive compensation, ANNUAL frequency for Say-on-Pay, and FOR auditor ratification.

Board of directors and corporate governance

• Board comprises twelve nominees, with an average tenure of three years; all are independent except the Chairman & CEO.

• Recent board refreshment added two new directors with expertise in technology, financial services, and business transformation.

• Board committees are fully independent; annual evaluations and robust director orientation and education programs are in place.

• Shareholders have rights to proxy access, call special meetings, act by written consent, and benefit from majority voting standards.