UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2026
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number: 001-34680
Primerica, Inc.
(Exact name of registrant as specified in its charter)
Delaware
27-1204330
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
1 Primerica Parkway
Duluth, Georgia
30099
(Address of principal executive offices)
(ZIP Code)
(770) 381-1000
(Registrant’s telephone number, including area code)
Not applicable.
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock
PRI
New York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒Yes ☐ No
Indicate by check mark whether the registrant has submitted electronically, if any, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☒
Accelerated filer
Non-accelerated filer
☐
Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No
As of April 30, 2026, the registrant had 31,184,008 shares of common stock, $0.01 par value per share, outstanding.
TABLE OF CONTENTS
Page
PART I – FINANCIAL INFORMATION
2
Item 1. Financial Statements (unaudited).
Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025
Condensed Consolidated Statements of Income for the three months ended March 31, 2026 and 2025
3
Condensed Consolidated Statements of Comprehensive Income (Loss) for the three months ended March 31, 2026 and 2025
4
Condensed Consolidated Statements of Stockholders’ Equity for the three months ended March 31, 2026 and 2025
5
Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025
6
Notes to Condensed Consolidated Financial Statements
7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
25
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
42
Item 4. Controls and Procedures.
PART II – OTHER INFORMATION
Item 1. Legal Proceedings.
Item 1A. Risk Factors.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Item 5. Other Information
43
Item 6. Exhibits.
Signatures
44
i
ITEM 1. FINANCIAL STATEMENTS.
PRIMERICA, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(Unaudited)
March 31, 2026
December 31, 2025
(In thousands, except per-share amounts)
Assets:
Investments:
Fixed-maturity securities available-for-sale, at fair value (amortized cost: $3,597,706 in 2026 and $3,378,618 in 2025)
$
3,444,026
3,265,246
Fixed-maturity security held-to-maturity, at amortized cost (fair value: $1,099,850 in 2026 and $1,153,047 in 2025)
1,130,730
1,175,380
Equity securities, at fair value (historical cost: $20,560 in 2026 and $20,501 in 2025)
27,728
26,433
Trading securities, at fair value (cost: $32,893 in 2026 and $13,084 in 2025)
32,451
12,801
Policy loans and other invested assets
56,336
56,233
Total investments
4,691,271
4,536,093
Cash and cash equivalents
645,811
756,227
Accrued investment income
31,400
30,122
Reinsurance recoverables
2,480,051
2,564,952
Deferred policy acquisition costs, net
3,954,334
3,915,998
Agent balances, due premiums and other receivables
280,220
275,171
Intangible asset
45,275
Income taxes
130,773
177,302
Operating lease right-of-use assets
40,936
41,900
Other assets
254,797
387,776
Separate account assets
2,122,558
2,281,520
Total assets
14,677,426
15,012,336
Liabilities and stockholders’ equity:
Liabilities:
Future policy benefits
6,728,920
6,818,179
Unearned and advance premiums
17,015
15,521
Policy claims and other benefits payable
488,886
495,356
Other policyholders’ funds
342,427
356,427
Note payable
595,516
595,315
Surplus note
1,130,485
1,175,119
66,810
147,960
Operating lease liabilities
48,369
49,565
Other liabilities
531,546
546,596
Payable under securities lending
85,020
84,876
Separate account liabilities
Commitments and contingent liabilities (see Commitments and Contingent Liabilities note)
Total liabilities
12,157,552
12,566,434
Stockholders’ equity:
Common stock ($0.01 par value; authorized 500,000 shares in 2026 and 2025; issued and outstanding 31,344 shares in 2026 and 31,810 shares in 2025)
313
318
Paid-in capital
-
Retained earnings
2,440,207
2,416,149
Accumulated other comprehensive income (loss), net of income tax:
Effect of change in discount rate assumptions on the liability for future policy benefits
223,792
134,594
Unrealized foreign currency translation gains (losses)
(23,387
)
(15,836
Net unrealized investment gains (losses) on available-for-sale securities
(121,051
(89,323
Total stockholders’ equity
2,519,874
2,445,902
Total liabilities and stockholders’ equity
See accompanying notes to condensed consolidated financial statements.
Condensed Consolidated Statements of Income – Unaudited
Three months ended March 31,
2026
2025
Revenues:
Direct premiums
871,246
858,845
Ceded premiums
(414,859
(410,521
Net premiums
456,387
448,324
Commissions and fees
356,741
296,957
Investment income net of investment expenses
56,506
56,340
Interest expense on surplus note
(13,223
(14,669
Net investment income
43,283
41,671
Realized investment gains (losses)
(847
(82
Other investment gains (losses)
1,243
839
Investment gains (losses)
396
757
Other, net
15,886
17,134
Total revenues
872,693
804,843
Benefits and expenses:
Benefits and claims
171,254
174,862
Future policy benefits remeasurement (gain) loss
(7,377
(3,273
Amortization of deferred policy acquisition costs
84,260
78,550
Sales commissions
195,210
158,118
Insurance expenses
66,567
64,805
Insurance commissions
5,618
6,124
Interest expense
5,861
6,004
Other operating expenses
101,882
98,338
Total benefits and expenses
623,275
583,528
Income before income taxes
249,418
221,315
59,322
52,264
Net income
190,096
169,051
Earnings per share:
Basic earnings per share
5.98
5.06
Diluted earnings per share
5.97
5.05
Weighted-average shares used in computing earnings per share:
Basic
31,681
33,292
Diluted
31,728
33,342
Condensed Consolidated Statements of Comprehensive Income (Loss) – Unaudited
(In thousands)
Other comprehensive income (loss) before income taxes:
Unrealized investment gains (losses) on available-for-sale securities:
Change in unrealized holding gains (losses) on available-for-sale securities
(41,155
36,925
Reclassification adjustment for investment (gains) losses included in net income
847
79
113,320
(67,453
Foreign currency translation adjustments:
Change in unrealized foreign currency translation gains (losses)
(7,551
(424
Total other comprehensive income (loss) before income taxes
65,461
(30,873
Income tax expense (benefit) related to items of other comprehensive income (loss)
15,542
(6,293
Other comprehensive income (loss), net of income taxes
49,919
(24,580
Total comprehensive income (loss)
240,015
144,471
Condensed Consolidated Statements of Stockholders’ Equity – Unaudited
Equity
Common stock:
Balance, beginning of period
334
Repurchases of common stock
(6
(4
Net issuance of common stock
1
Balance, end of period
331
Paid-in capital:
Share-based compensation
14,269
15,251
(1
(14,268
(15,250
Retained earnings:
2,231,483
Dividends
(38,117
(34,736
(127,921
(112,364
2,253,434
29,435
27,224
89,198
(53,234
Change in foreign currency translation adjustment
Change in net unrealized investment gains (losses) during the period
(31,728
29,078
79,354
2,644
2,256,409
Dividends declared per share
1.20
1.04
Condensed Consolidated Statements of Cash Flows – Unaudited
Cash flows from operating activities:
Adjustments to reconcile net income to cash provided by (used in) operating activities:
Change in future policy benefits and other policy liabilities
42,356
46,754
Deferral of policy acquisition costs
(126,814
(139,042
Change in income taxes
(52,092
2,274
Investment (gains) losses
(396
(757
Accretion and amortization of investments
(672
(875
Depreciation and amortization
3,866
4,774
Change in reinsurance recoverables
53,893
43,276
Change in agent balances, due premiums and other receivables
(4,952
1,114
Trading securities sold, matured, called or (acquired), net
(19,812
59
12,593
13,251
Change in other operating assets and liabilities, net
(25,536
(20,963
Net cash provided by (used in) operating activities
156,790
197,466
Cash flows from investing activities:
Available-for-sale investments sold, matured or called:
Fixed-maturity securities — sold
1,993
1,232
Fixed-maturity securities — matured or called
152,692
98,809
Equity securities — sold
Equity securities — matured or called
1,000
Available-for-sale investments acquired:
Fixed-maturity securities
(364,423
(191,017
Equity securities — acquired
(60
(55
Purchases of property and equipment and other investing activities, net
(9,065
(8,722
Cash collateral received (returned) on loaned securities, net
144
11,526
Sales (purchases) of short-term investments using securities lending collateral, net
(144
(11,526
Cash received from redemption of deposit asset
131,418
Net cash provided by (used in) investing activities
(87,445
(98,752
Cash flows from financing activities:
Dividends paid
Common stock repurchased
(135,002
(117,990
Tax withholdings on share-based compensation
(5,987
(8,646
Finance leases
(58
(68
Net cash provided by (used in) financing activities
(179,164
(161,440
Effect of foreign exchange rate changes on cash
(597
(23
Change in cash and cash equivalents
(110,416
(62,749
Cash and cash equivalents, beginning of period
687,821
Cash and cash equivalents, end of period
625,072
Notes to Condensed Consolidated Financial Statements — Unaudited
(1) Description of Business, Basis of Presentation, and Summary of Significant Accounting Policies
Description of Business. Primerica, Inc. (the “Parent Company”), together with its subsidiaries (collectively, “we”, “us” or the “Company”), is a leading diversified financial services distribution company serving middle-income households in the United States and Canada. Our licensed representatives (“independent sales representatives” or “independent sales force”) educate families on how to prepare for a more secure financial future and help them achieve their financial goals with our term life insurance and third-party mutual funds, managed accounts, annuities, loans and other financial products. Our primary subsidiaries include the following entities: Primerica Financial Services, LLC, a general agency and marketing company; Primerica Life Insurance Company (“Primerica Life”), our principal life insurance company; Primerica Financial Services (Canada) Ltd., a holding company for our Canadian operations, which includes Primerica Life Insurance Company of Canada (“Primerica Life Canada”) and PFSL Investments Canada Ltd.; and PFS Investments Inc., an investment products company and broker-dealer. Primerica Life, domiciled in Tennessee, owns National Benefit Life Insurance Company, a New York insurance company. Vidalia Re, Inc. (“Vidalia Re”) is a special purpose financial captive insurance company and wholly owned subsidiary of Primerica Life. Vidalia Re has entered into a separate coinsurance agreement with Primerica Life whereby Primerica Life has ceded certain level-premium term life insurance policies to Vidalia Re (the “Vidalia Re Coinsurance Agreement”).
Basis of Presentation. We prepare our financial statements in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). These principles are established primarily by the Financial Accounting Standards Board (“FASB”).
The accompanying unaudited condensed consolidated financial statements contain all adjustments, generally consisting of normal recurring accruals, which are necessary to fairly present the balance sheets as of March 31, 2026 and December 31, 2025, the statements of income, comprehensive income (loss), and stockholders’ equity for the three months ended March 31, 2026 and 2025, and cash flows for the three months ended March 31, 2026 and 2025. Results of operations for interim periods are not necessarily indicative of results for the entire year or of the results to be expected in future periods.
These unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are sufficient to make the information not misleading. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto that are included in our Annual Report on Form 10-K for the year ended December 31, 2025 (“2025 Annual Report”).
Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect financial statement balances, revenues and expenses and cash flows, as well as the disclosure of contingent assets and liabilities. Management considers available facts and knowledge of existing circumstances when establishing the estimates included in our financial statements. The most significant items that involve a greater degree of accounting estimates and actuarial determinations subject to change in the future are the valuation of investments, deferred policy acquisition costs (“DAC”), liability for future policy benefits (“LFPB”) and corresponding amounts recoverable from reinsurers, and income taxes. Estimates for these and other items are subject to change and are reassessed by management in accordance with U.S. GAAP. Actual results could differ from those estimates.
Consolidation. The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and those entities required to be consolidated under U.S. GAAP. All material intercompany profits, transactions, and balances among the consolidated entities have been eliminated.
Changes to Accounting Policies. All significant accounting policies remain unchanged from the 2025 Annual Report unless otherwise described.
Reclassifications. Certain reclassifications have been made to prior period amounts to conform to current period reporting classifications. These reclassifications had no impact on net income or total stockholders’ equity.
New Accounting Standards Not Yet Adopted. For more information on new accounting standards not yet adopted, see Note 1 (Description of Business, Basis of Presentation, and Summary of Significant Accounting Policies) to our consolidated financial statements in our 2025 Annual Report. Other recently issued accounting guidance not discussed in our 2025 Annual Report is not applicable, is immaterial to our consolidated financial statements, or did not or is not expected to have a material impact on our business.
(2) Other Comprehensive Income (Loss)
The components of other comprehensive income (loss) (“OCI”), including the income tax expense or benefit allocated to each component, were as follows:
Change in unrealized foreign currency translation gains (losses) before income taxes
Income tax expense (benefit) on unrealized foreign currency translation gains (losses)
Change in unrealized foreign currency translation gains (losses), net of income taxes
Unrealized gain (losses) on available-for-sale securities:
Change in unrealized holding gains (losses) arising during period before income taxes
Income tax expense (benefit) on unrealized holding gains (losses) arising during period
(8,758
7,909
Change in unrealized holding gains (losses) on available-for-sale securities arising during period, net of income taxes
(32,397
29,016
Reclassification from accumulated OCI to net income for (gains) losses realized on available-for-sale securities
Income tax (expense) benefit on (gains) losses reclassified from accumulated OCI to net income
178
17
Reclassification from accumulated OCI to net income for (gains) losses realized on available-for-sale securities, net of income taxes
669
62
Change in unrealized gains (losses) on available-for-sale securities, net of income taxes and reclassification adjustment
Effect of change in discount rate assumptions on the LFPB:
Change in effect in discount rate assumptions on the LFPB before income taxes
Income tax expense (benefit) on the effect of change in discount rate
assumptions on the LFPB from accumulated OCI to net income
24,122
(14,219
Change in effect in discount rate assumptions on the LFPB, net of income taxes
(3) Segment Information
Segments. We have two primary operating segments — Term Life Insurance and Investment and Savings Products. We also have a Corporate and Other Distributed Products segment. For more information on our segments, see Note 4 (Segment and Geographical Information) to our consolidated financial statements in our 2025 Annual Report.
Income (loss) before income taxes by segment, including significant expense categories, was as follows:
Term Life Insurance segment:
464,634
457,841
167,252
171,243
(7,564
(3,402
Amortization of DAC
82,666
76,921
65,378
63,645
2,042
2,649
309,774
311,056
154,860
146,785
8
Investment and Savings Products segment:
350,645
290,812
Expenses:
1,334
1,337
3,457
3,277
Sales commissions:
Sales-based
95,168
77,267
Asset-based
95,360
76,246
Other operating expenses:
Fees based on client asset values
13,287
10,915
Fees based on fee-generating positions
11,121
12,410
Other expenses
30,019
28,089
Total expenses
249,746
209,541
100,899
81,271
Corporate and Other Distributed Products segment:
57,414
56,190
4,002
3,619
187
129
260
292
1,189
1,160
119
198
4,682
4,605
47,455
46,924
63,755
62,931
Income (loss) before income taxes
(6,341
(6,741
The following table reconciles segment revenues to total revenues and segment income (loss) before income taxes to total income before income taxes in the unaudited condensed consolidated statements of income:
Term Life Insurance segment
Investment and Savings Products segment
Corporate and Other Distributed Products segment
Income (loss) before income taxes:
Total income before income taxes
Insurance expenses and other operating expenses directly attributable to the Term Life Insurance and Investment and Savings Products segments are recorded directly to the applicable segment. These expenses consist primarily of employee compensation, technology and communications costs, various independent sales force-related costs, non-bank custodial and transfer agent recordkeeping administrative costs, outsourcing and professional fees, and other corporate and administrative fees and expenses.
9
We allocate certain other revenue and operating expenses that are not directly attributable to a specific operating segment using methods expected to reasonably measure the benefit received by each reporting segment. Such methods include recorded usage, revenue distribution, and independent sales force representative distribution. These allocated items include fees charged for access to Primerica Online (“POL”) and costs incurred for technology, independent sales force support, occupancy, shared services and other general and administrative costs. Costs that are not directly charged or allocated to our two primary operating segments are included in the Corporate and Other Distributed Products segment.
(4) Investments
Available-for-sale Securities. The amortized cost, gross unrealized gains and losses, and fair value of available-for-sale (“AFS”) securities were as follows:
Amortized cost
Gross unrealized gains
Gross unrealized losses
Fair value
Securities available-for-sale, carried at fair value:
Fixed-maturity securities:
U.S. government and agencies
9,812
34
(127
9,719
Foreign government
173,243
1,086
(7,096
167,233
States and political subdivisions
135,903
604
(11,510
124,997
Corporates
2,206,510
16,105
(93,677
2,128,938
Residential mortgage-backed securities
691,744
4,381
(51,978
644,147
Commercial mortgage-backed securities
90,721
72
(7,203
83,590
Other asset-backed securities
289,773
506
(4,877
285,402
Total fixed-maturity securities
3,597,706
22,788
(176,468
9,814
65
(137
9,742
173,732
1,587
(6,286
169,033
136,996
953
(11,017
126,932
2,042,691
27,386
(74,204
1,995,873
687,149
5,892
(47,176
645,865
92,035
120
(7,123
85,032
236,201
816
(4,248
232,769
3,378,618
36,819
(150,191
All of our AFS mortgage- and asset-backed securities represent beneficial interests in variable interest entities (“VIEs”). We are not the primary beneficiary of these VIEs because we do not have the power to direct the activities that most significantly impact the entities’ economic performance. The maximum exposure to loss as a result of our involvement in these VIEs equals the carrying value of the securities.
The scheduled maturity distribution of the AFS fixed-maturity securities portfolio as of March 31, 2026 was as follows:
Due in one year or less
266,880
266,281
Due after one year through five years
892,610
871,966
Due after five years through 10 years
690,404
664,598
Due after 10 years
675,574
628,042
2,525,468
2,430,887
Mortgage- and asset-backed securities
1,072,238
1,013,139
Total AFS fixed-maturity securities
Expected maturities may differ from scheduled contractual maturities because issuers of securities may have the right to call or prepay obligations with or without call or prepayment penalties.
Held-to-maturity Security. Concurrent with the execution of the Vidalia Re Coinsurance Agreement, Vidalia Re entered into a Surplus Note Purchase Agreement (the “Surplus Note Purchase Agreement”) with Hannover Life Reassurance Company of America and certain of its affiliates (collectively, “Hannover Re”) and a newly formed limited liability company (the “LLC”) owned by a third- party service
10
provider. Under the Surplus Note Purchase Agreement, Vidalia Re issued a surplus note (the “Surplus Note”) to the LLC in exchange for a credit enhanced note from the LLC with an equal principal amount (the “LLC Note”). The principal amounts of the Surplus Note and the LLC Note have reached their peaks and are expected to decrease over time to coincide with the amount of policy reserves contractually supported under the Vidalia Re Coinsurance Agreement. Both the Surplus Note and the LLC Note mature on December 31, 2030 and bear interest at an annual interest rate of 4.50%. This financing agreement is non-recourse to the Parent Company and Primerica Life, meaning that neither of these companies has guaranteed the Surplus Note or is otherwise liable for reimbursement for any payments triggered by the LLC Note’s credit enhancement feature. The LLC Note is guaranteed by Hannover Re through a credit enhancement feature in exchange for a fee, which is reflected in interest expense in our unaudited condensed consolidated statements of income. The Parent Company has agreed to support Vidalia Re’s obligation to pay the credit enhancement fee incurred on the LLC Note.
The LLC is a VIE as its owner does not have an equity investment at risk that is sufficient to permit the LLC to finance its activities without Vidalia Re or Hannover Re. The Parent Company, Primerica Life, and Vidalia Re share the power to direct the activities of the LLC with Hannover Re, but they do not have the obligation to absorb losses or the right to receive any residual returns related to the LLC’s primary risks or sources of variability. Through the credit enhancement feature, Hannover Re is the ultimate risk taker in this transaction and bears the obligation to absorb the LLC’s losses in the event of a Surplus Note default in exchange for the fee. Accordingly, the Company is not the primary beneficiary of the LLC and does not consolidate the LLC within its unaudited condensed consolidated financial statements. Hannover Re’s financial strength rating by A.M. Best Company, Inc. (“AM Best”) was A+ as of March 31, 2026.
The LLC Note is classified as a held-to-maturity debt security in the Company’s invested asset portfolio as we have the positive intent and ability to hold the security until maturity. As of March 31, 2026, the LLC Note had an estimated unrealized holding loss of $30.9 million based on its amortized cost and estimated fair value. The estimated fair value of the LLC Note is expected to be at least equal to the estimated fair value of the offsetting Surplus Note.
As of March 31, 2026 and December 31, 2025, no credit losses have been recognized on the LLC Note.
Investments on Deposit with Governmental Authorities. As required by law, we have investments on deposit with governmental authorities and banks for the protection of policyholders. The fair value of investments on deposit was $8.1 million and $8.2 million as of March 31, 2026 and December 31, 2025, respectively.
Securities Lending Transactions. We participate in securities lending transactions with broker-dealers and other financial institutions to increase investment income with minimal risk. We require minimum collateral on securities loaned equal to 102% of the fair value of the loaned securities. We accept collateral in the form of securities, which we are not able to sell or encumber, and to the extent the collateral declines in value below 100%, we require additional collateral from the borrower. Any securities collateral received is not reflected in our unaudited condensed consolidated balance sheets. We also accept collateral in the form of cash, all of which we reinvest. For loans involving unrestricted cash collateral, the collateral is reported as an asset with a corresponding liability representing our obligation to return the collateral. We continue to carry the loaned securities as invested assets in our unaudited condensed consolidated balance sheets during the terms of the loans, and we do not report them as sales. Cash collateral received and reinvested was $85.0 million and $84.9 million as of March 31, 2026 and December 31, 2025, respectively.
Net Investment Income. The components of net investment income were as follows:
Fixed-maturity securities (available-for-sale)
38,133
33,513
Fixed-maturity security (held-to-maturity)
13,223
14,669
Equity securities
324
314
673
1,032
Cash, cash equivalents and short-term investments
6,189
6,519
Total return on deposit asset underlying 10% coinsurance agreement (1)
2,388
Gross investment income
58,542
58,435
Investment expenses
(2,036
(2,095
11
The components of investment gains (losses), as well as details on gross realized investment gains (losses) and other investment gains (losses) were as follows:
Realized investment gains (losses):
Gross gains from sales, maturities and calls of available-for-sale fixed-maturity securities
85
Gross losses from sales, maturities and calls of available-for-sale fixed-maturity securities
(932
(96
Gross losses from sales, maturities and calls of equity securities
(3
Net realized investment gains (losses):
Other investment gains (losses):
Market gains (losses) recognized in net income during the period on equity securities
1,256
829
Gains (losses) from equity method investments
Gains (losses) from bifurcated options
(20
Gains (losses) on trading securities
The proceeds from sales or other redemptions of AFS securities were as follows:
Proceeds from sales or other redemptions
154,685
100,041
Accrued Interest. Accrued interest is recorded in accordance with the contractual interest schedule of the underlying security. In the event of default, the Company’s policy is to no longer accrue interest on these securities and to write off any remaining accrued interest. As a result, the Company has made the policy election to not record an allowance for credit losses on accrued interest.
Credit Losses for AFS Fixed-maturity Securities. The following tables summarize all AFS securities in an unrealized loss position for which an allowance for credit losses has not been recorded as of March 31, 2026 and December 31, 2025, aggregated by major security type and by length of time such securities have continuously been in an unrealized loss position:
Less than 12 months
12 months or longer
Unrealized losses
5,886
37,823
(605
72,311
(6,491
7,298
(485
97,618
(11,025
655,724
(12,772
826,440
(80,905
108,535
(1,436
294,937
(50,542
11,023
(31
66,307
(7,172
120,489
(860
78,579
(4,017
940,892
(16,189
1,442,078
(160,279
12
5,867
41,809
(1,307
59,087
(4,979
6,321
(159
98,912
(10,858
233,831
(3,593
901,906
(70,611
72,537
(463
316,741
(46,713
2,471
(26
71,490
(7,097
24,950
88,159
(3,763
381,919
(6,033
1,542,162
(144,158
The amortized cost of AFS securities with a cost basis in excess of their fair values was $2,559.4 million and $2,074.3 million as of March 31, 2026 and December 31, 2025, respectively.
As of March 31, 2026, no allowance for credit losses was recorded for AFS securities. The allowance for credit losses for AFS securities was $0.7 million as of December 31, 2025. Substantially all of the unrealized losses were the result of change in market interest rates compared to the date the securities were acquired rather than the credit quality of the securities, and we had no present intention to dispose of them as of the respective balance sheet dates.
We did not recognize any credit losses on AFS securities for the three months ended March 31, 2026 and 2025 in the unaudited condensed consolidated statements of income. We recognize credit losses on securities due to: (i) our intent to sell them (unless the securities are sold and the loss is realized during the same quarter when we designate the securities as intend to sell); (ii) adverse credit events indicating that we will not receive the security’s contractual cash flows when contractually due, such as news of an impending filing for bankruptcy; (iii) analyses of the issuer’s most recent financial statements or other information indicating that significant liquidity deficiencies, significant losses and large declines in capitalization exist; and (iv) analyses of rating agency information for issuances with severe ratings downgrades indicating a significant increase in the possibility of default.
Derivatives. We have a deferred loss related to closed forward contracts, which were settled several years ago, that were used to mitigate our exposure to foreign currency exchange rates that resulted from the net investment in our Canadian operations. The amount of deferred loss included in accumulated other comprehensive income (loss) was $26.4 million as of each of March 31, 2026 and December 31, 2025. These deferred losses will not be recognized until such time as we sell or substantially liquidate our Canadian operations, although we have no such intention.
(5) Fair Value of Financial Instruments
Fair value is the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Invested assets recorded at fair value are measured and classified in accordance with a three-tier fair value hierarchy based on observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our view of market assumptions in the absence of observable market information. We classify and disclose all invested assets carried at fair value in one of the following three levels:
13
As of each reporting period, all assets and liabilities recorded at fair value are classified in their entirety based on the lowest level of input (Level 3 being the lowest in the hierarchy) that is significant to the fair value measurement. Significant levels of estimation and judgment are required to determine the fair value of certain of our investments. The factors influencing these estimations and judgments are subject to change in subsequent reporting periods.
The estimated fair value and hierarchy classifications for assets and liabilities that are measured at fair value on a recurring basis were as follows:
Level 1
Level 2
Level 3
Total
Fair value assets:
Available-for-sale fixed-maturity securities:
3,676
2,125,262
Mortgage- and asset-backed securities:
272,902
12,500
Total available-for-sale fixed-maturity securities
3,427,850
Trading securities
Separate accounts
Total fair value assets
677,215
5,582,859
6,272,574
Fair value liabilities:
Total fair value liabilities
3,748
1,992,125
Mortgage-and asset-backed securities:
83,456
1,576
3,259,922
786,408
5,554,243
6,342,227
In estimating fair value of our investments, we use a third-party pricing service for nearly all of our securities that are measured at fair value on a recurring basis. The remaining securities are primarily thinly-traded securities, such as private placements, and are valued using models based on observable inputs on public corporate spreads having similar characteristics (e.g., sector, average life and quality rating), liquidity and yield based on quality rating, average life and U.S. Treasury yields. All observable data inputs are corroborated by independent third-party data. We also corroborate pricing information provided by our third-party pricing service by performing a review of selected securities. Our review activities include: obtaining detailed information about the assumptions, inputs and methodologies used in pricing the security; documenting this information; and corroborating it by comparison to independently obtained prices and/or independently developed pricing methodologies.
14
Furthermore, we perform internal reasonableness assessments on fair value determinations within our portfolio throughout the year and as of year-end, including pricing variance analyses and comparisons to alternative pricing sources and benchmark returns. If a fair value appears unusual relative to these assessments, we will re-examine the inputs and may challenge a fair value assessment made by the pricing service. If there is a known pricing error, we will request a reassessment by the pricing service. If the pricing service is unable to perform the reassessment on a timely basis, we will determine the appropriate price by requesting a reassessment from an alternative pricing service or other qualified source as necessary. We do not adjust quotes or prices except in a rare circumstance to resolve a known error.
Because many fixed-maturity securities do not trade on a daily basis, third-party pricing services generally determine fair value using industry-standard methodologies, which vary by asset class. For corporates, governments, and agency securities, these methodologies include developing prices by incorporating available market information such as U.S. Treasury curves, benchmarking of similar securities including new issues, sector groupings, quotes from market participants and matrix pricing. Observable information is compiled and integrates relevant credit information, perceived market movements and sector news. Additionally, security prices are periodically back-tested to validate and/or refine models as conditions warrant. Market indicators and industry and economic events are also monitored as triggers to obtain additional data. For certain structured securities (such as mortgage- and asset-backed securities) with limited trading activity, third-party pricing services generally use industry-standard pricing methodologies that incorporate market information, such as index prices or discounting expected future cash flows based on underlying collateral, and quotes from market participants, to estimate fair value. If one or more of these input measures are not deemed observable for a particular security, the security will be classified as Level 3 in the fair value hierarchy.
Where specific market information is unavailable for certain securities, pricing models produce estimates of fair value primarily using Level 2 inputs along with certain Level 3 inputs. These models include matrix pricing. The pricing matrix uses current U.S. Treasury rates and credit spreads received from third-party sources to estimate fair value. The credit spreads incorporate the issuer’s industry- or issuer-specific credit characteristics and the security’s time to maturity, if warranted. Remaining unpriced securities are valued using an estimate of fair value based on indicative market prices that include significant unobservable inputs not based on, nor corroborated by, market information, including the utilization of non-binding broker quotes.
The rollforward of the Level 3 assets measured at fair value on a recurring basis was as follows:
Level 3 assets, beginning of period
1,543
Investment gains (losses) and accretion (amortization) recognized in earnings
(885
58
Purchases
Sales
(691
Level 3 assets, end of period
1,601
We obtain independent pricing quotes based on observable inputs as of the end of the reporting period for all securities in Level 2. Those inputs include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, market bids/offers, quoted prices for similar instruments in markets that are not active, and other relevant data. We monitor these inputs for market indicators, industry and economic events. Transfers of investments that enter and exit Level 3 in different quarters within the same year are not eliminated until the full year amounts are presented. Such transfers within the same year generally include purchases of new debt issuances during the quarter that do not yet have independent pricing quotes available as of the end of the quarter but are transferred to Level 2 when independent pricing quotes become available the next quarter within the same year. There were no material transfers into or out of Level 3 during the three months ended March 31, 2026 and 2025.
15
The carrying values and estimated fair values of our financial instruments were as follows:
Carrying value
Estimated fair value
Fixed-maturity security (held-to-maturity) (1)
1,099,850
1,153,047
Policy loans (1)
47,967
47,583
Deposit asset underlying 10% coinsurance agreement (1)(2)
Note payable (3)(4)
536,267
543,461
Surplus note (1)(3)
1,097,767
1,150,995
The fair values of financial instruments presented above are estimates of the fair values at a specific point in time using various sources and methods, including market quotations and a complex matrix system that takes into account issuer sector, quality, and spreads in the current marketplace.
Financial Instruments Recognized at Fair Value in the Balance Sheets. Estimated fair values of investments in AFS securities are principally a function of current spreads and interest rates that are corroborated by independent third-party data. Therefore, the fair values presented are indicative of amounts we could realize or settle at the respective balance sheet date. We do not necessarily intend to dispose of or liquidate such instruments prior to maturity. Trading securities and equity securities, including common and nonredeemable preferred stocks, are carried at fair value. Segregated funds in separate accounts are carried at the underlying value of the variable insurance contracts, which is fair value.
The carrying amounts for cash and cash equivalents, trade receivables, accrued investment income, accounts payable, cash collateral and payables for security transactions approximate their fair values due to the short-term nature of these instruments. Consequently, such financial instruments are not included in the above table.
(6) Reinsurance
We use reinsurance extensively, which has a significant effect on our results of operations. Reinsurance arrangements do not relieve us of our primary obligation to the policyholder.
Details on in-force life insurance were as follows:
(Dollars in thousands)
Direct life insurance in-force
967,566,392
969,529,768
Amounts ceded to other companies
(825,612,920
(827,832,374
Net life insurance in-force
141,953,472
141,697,394
Percentage of reinsured life insurance in-force
%
16
Benefits and claims ceded to reinsurers during the three months ended March 31, 2026 and 2025 were $348.5 million and $352.9 million, respectively.
Reinsurance recoverables include ceded policy benefit reserve balances, ceded claim liabilities, and ceded claims paid that have not been reimbursed. The Company allocated reinsurance recoverables estimated at the cohort level to individual reinsurers for disclosure purposes. Reinsurance recoverables estimated by reinsurer and the financial strength ratings of those reinsurers were as follows:
AM Best rating
Swiss Re Life & Health America Inc. (IPO coinsurance) (1)
1,924,554
A+
1,976,512
Munich Re of Malta (1)(2)
192,961
NR
200,362
American Health and Life Insurance Company (1)
118,689
B++
121,666
SCOR Global Life Reinsurance Companies (3)
110,509
A
119,615
Swiss Re Life & Health America Inc. (4)
43,414
44,726
RGA Reinsurance Company
40,319
40,043
Korean Reinsurance Company
29,757
30,372
Munich American Reassurance Company
19,087
25,306
All other reinsurers
2,207
7,845
Allowance for credit losses
(1,446
(1,495
NR – not rated by AM Best
We estimate and recognize lifetime expected credit losses for reinsurance recoverables. In estimating the allowance for credit losses for reinsurance recoverables, we factor in the underlying collateral for reinsurance agreements where available. Specifically, for reinsurers with underlying trust assets, we compare the reinsurance recoverables balance to the underlying trust assets that mitigate the potential exposure to credit losses. We also analyze the financial condition of the reinsurers, as determined by third-party rating agencies, to determine the probability of default for the reinsurers. We then utilize a third-party credit default study to calculate an expected credit loss given default rate or recovery rate. The probability of default and loss given default rates are then applied to the reinsurers’ recoverable balance, while also factoring in any third-party letters of credit that support the reinsurance agreement, in order to calculate our allowance for credit losses.
The rollforward of the allowance for credit losses on reinsurance recoverables were as follows:
1,495
1,215
Current period (benefit) provision for expected credit losses
(49
(111
Balance, at the end of period
1,446
1,104
(7) Deferred Policy Acquisition Costs
The balances and activity in DAC were as follows:
Three months ended
Year ended
Term Life Insurance
Segregated Funds (Canada)
DAC balance, beginning of period
3,845,442
55,139
3,608,599
55,303
Capitalization
127,675
815
540,952
2,547
Amortization
(82,666
(1,334
(316,411
(5,381
Foreign exchange translation and other
(4,923
(971
12,302
2,670
DAC balance, at the end of period
3,885,528
53,649
Reconciliation of DAC by product was as follows:
Other
15,157
15,417
Total DAC, net
There were no material changes to the judgments, assumptions and methods used to amortize DAC during the three months ended March 31, 2026 and 2025.
(8) Separate Accounts
The following table represents the fair value of assets supporting separate accounts by major investment category:
Fixed-income securities
603,110
620,931
1,481,182
1,595,934
59,818
69,952
Due to/from funds
(21,574
(5,318
22
21
Total separate account assets
The following table represents the balances of and changes in separate account liabilities:
Separate account liabilities balance, beginning of period
2,209,287
Premiums, deposits and transfers
49,198
174,693
Surrenders, withdrawals and transfers
(123,479
(424,337
Investment performance
(29,986
273,108
Management fees and other charges
(14,151
(59,942
Foreign exchange translation
(40,544
108,711
Separate account liabilities balance, end of period
Cash surrender value
2,095,418
2,250,638
The cash surrender value represents the amount of the contract holders’ account balance distributable at the balance sheet date less the Company’s estimate of the deferred sales charges that would be assessed if the policyholders redeemed their contracts at the balance sheet date. This estimate requires the Company to make certain assumptions regarding the underlying account balances by contribution year and application of the contractually defined deferred sales charges that would be applicable to each contribution year.
(9) Policy Claims and Other Benefits Payable
Changes in policy claims and other benefits payable were as follows:
Policy claims and other benefits payable, beginning of period
488,350
Less reinsured policy claims and other benefits payable
529,936
518,210
Net balance, beginning of period
(34,580
(29,860
Incurred related to current year
70,176
66,846
Incurred related to prior years (1)
(6,310
(225
Total incurred
63,866
66,621
Claims paid related to current year, net of reinsured policy claims received
(110,344
(118,463
Reinsured policy claims received related to prior years, net of claims paid
54,554
42,712
Total paid
(55,790
(75,751
Foreign currency translation
(157
Net balance, end of period
(26,661
(38,984
Add reinsured policy claims and other benefits payable
515,547
533,718
494,734
18
The liability for policy claims and other benefits payable on traditional life insurance products includes estimated unpaid claims that have been reported to us and claims incurred but not yet reported. We estimate claims incurred but not yet reported based on our historical claims activity, adjusted for any current trends and conditions, and reported lag time experience.
(10) Future Policy Benefits
The following tables summarize balances and changes in the present value of expected net premiums and the present value of expected future policy benefits underlying the LFPB:
Present Value of Expected Net Premiums
Balance at then current discount rate, beginning of period
14,067,204
13,854,794
Balance at original discount rate, beginning of period
14,051,078
14,233,996
Effect of changes in cash flow assumptions
(151
(354,521
Effect of actual variances from expected experience
(148,230
(384,313
Adjusted balance, beginning of period
13,902,697
13,495,162
Issuances
432,393
1,651,384
Interest accrual at original discount rate
154,711
627,419
Net premiums collected
(443,446
(1,770,529
(19,165
47,642
Expected net premiums at original discount rate, end of period
14,027,190
Effect of changes in discount rate assumptions
(175,352
16,126
Expected net premiums at then current discount rate, end of period
13,851,838
Present Value of Expected Future Policy Benefits
20,681,705
20,155,487
20,742,060
20,763,900
(146
(436,663
(167,489
(426,822
20,574,425
19,900,415
431,865
1,655,501
238,583
958,540
Benefit payments
(446,710
(1,846,085
(29,201
73,689
Expected future policy benefits at original discount rate, end of period
20,768,962
(388,502
(60,355
Expected future policy benefits at then current discount rate, end of period
20,380,460
LFPB
6,528,622
6,614,501
Less: reinsurance recoverables
2,465,179
2,550,187
Net LFPB, after reinsurance recoverables
4,063,443
4,064,314
Weighted-average duration of net LFPB (in years)
8.3
During the three months ended March 31, 2026, we recognized a remeasurement gain, consisting of experience variances, of $7.6 million for the Term Life Insurance segment, with a corresponding decrease to the LFPB, net of reinsurance. The remeasurement gain recognized was largely due to higher policy lapses and lower mortality experience during the period versus our current actuarial assumptions. We did not update our actuarial assumptions during the three months ended March 31, 2026, as management concluded that the emerging experience during the period did not provide sufficient evidence that an update to the current assumptions was warranted at this time. We will continue to monitor experience and update assumptions in future periods, as appropriate.
There were no significant changes to the inputs, judgments, assumptions, or methods used in measuring the LFPB during the three months ended March 31, 2026 and 2025.
19
Losses recognized as a result of capping the net premium ratio at 100% were immaterial during the three months ended March 31, 2026 and 2025.
The following table reconciles the LFPB to the unaudited condensed consolidated balance sheets:
200,298
203,678
The following table reconciles the reinsurance recoverables to the unaudited condensed consolidated balance sheets:
14,872
14,765
The amount of discounted (using the then current discount rate) and undiscounted expected gross premiums and expected future benefit payments were as follows:
Undiscounted
Discounted
Expected future benefit payments
34,081,573
34,009,893
20,681,706
Expected future gross premiums
39,365,448
26,796,671
39,384,920
27,195,943
The amount of revenue and interest recognized in our unaudited condensed consolidated statements of income were as follows:
Gross premiums
867,202
854,430
Interest accretion (expense)
(83,872
(81,998
The weighted-average discount rates were as follows:
Original discount rate
4.99
5.00
Current discount rate
5.87
5.72
There were no changes to the methods used to determine the discount rates during the three months ended March 31, 2026 and the twelve months ended December 31, 2025.
(11) Stockholders’ Equity
The following table shows changes in the number of shares of our outstanding common stock:
Common stock, beginning of period
31,810
33,368
Shares of common stock issued when sales restrictions on restricted stock units (“RSUs”) lapsed and performance-based stock units (“PSUs”) were earned
81
98
Common stock retired
(547
(444
Common stock, end of period
31,344
33,022
The above table excludes RSUs, director deferred shares, and PSUs, which do not have voting rights. As sales restrictions on RSUs lapse and PSUs are earned, we issue common shares with voting rights. As of March 31, 2026, we had a total of 209,706 RSUs and director deferred shares outstanding and 40,520 PSUs outstanding. The PSU outstanding balance is based on the number of PSUs
20
granted pursuant to the award agreements; however, the actual number of common shares earned could be higher or lower based on actual versus targeted performance. See Note 13 (Share-Based Transactions) for discussion of the PSU award structure.
On November 19, 2025, our Board of Directors (“Board”) authorized, and the Company announced, a share repurchase program for up to $475.0 million of our outstanding common stock for purchases from November 19, 2025 through December 31, 2026 (the “Share Repurchase Program”). Under the Share Repurchase Program, we repurchased 523,314 shares of our common stock in the open market for an aggregate purchase price of $135.0 million through March 31, 2026. Approximately $340.0 million remains available for repurchases of our outstanding common stock under the Share Repurchase Program as of March 31, 2026.
(12) Earnings Per Share
The Company has outstanding common stock and equity awards that consist of RSUs and PSUs. The RSUs maintain non-forfeitable dividend rights that result in dividend payment obligations on a one-to-one ratio with common shares for any future dividend declarations.
Unvested RSUs are deemed participating securities for purposes of calculating earnings per share (“EPS”) as they maintain dividend rights. We calculate EPS using the two-class method. Under the two-class method, we allocate earnings to common shares and vested RSUs outstanding for the period. Earnings attributable to unvested participating securities, along with the corresponding share counts, are excluded from EPS as reflected in our unaudited condensed consolidated statements of income.
In calculating basic EPS, we deduct from net income any dividends and undistributed earnings allocated to unvested RSUs and then divide the result by the weighted-average number of common shares and vested RSUs outstanding for the period.
We determine the potential dilutive effect of PSUs (“contingently-issuable shares”) on EPS using the treasury-stock method. Under this method, we determine the proceeds that would be received from the issuance of the contingently-issuable shares if the end of the reporting period were the end of the contingency period. The proceeds from the contingently-issuable shares include the remaining unrecognized compensation expense of the awards. We then use the average market price of our common shares during the period the contingently-issuable shares were outstanding to determine how many shares we could repurchase with the proceeds raised from the issuance of the contingently-issuable shares. The net incremental share count issued represents the potential dilutive securities. We then reallocate earnings to common shares and vested RSUs by incorporating the increased fully-diluted share count to determine diluted EPS.
The calculation of basic and diluted EPS was as follows:
Basic EPS:
Numerator:
Income attributable to unvested participating securities
(626
(585
Net income used in calculating basic EPS
189,470
168,466
Denominator:
Weighted-average vested shares
Basic EPS
Diluted EPS:
(625
(584
Net income used in calculating diluted EPS
189,471
168,467
Dilutive effect of incremental shares to be issued for contingently-issuable shares
47
50
Weighted-average shares used in calculating diluted EPS
Diluted EPS
(13) Share-Based Transactions
The Company has outstanding equity awards under the Primerica, Inc. 2020 Omnibus Incentive Plan (the “OIP”), which was approved by the Company’s stockholders on May 13, 2020. The OIP provides for the issuance of equity awards, including stock options, stock appreciation rights, restricted stock, deferred stock, RSUs, PSUs, and stock payment awards, as well as cash-based awards. In addition to time-based vesting requirements, awards granted under the OIP may also be subject to specified performance criteria. Under the OIP,
the Company issues equity awards to our management (officers and other key employees), non-employees who serve on our Board, and independent sales force leaders. For more information on equity awards granted under the OIP, see Note 16 (Share-Based Transactions) to our consolidated financial statements in our 2025 Annual Report.
In connection with our granting of equity awards to management and members of the Board, we recognize expense over the requisite service period of the equity award. We defer and amortize the fair value of equity awards granted to the independent sales force in the same manner as other deferred policy acquisition costs for those awards that are an incremental direct cost of successful acquisitions of life insurance policies that result directly from and are essential to the policy acquisition(s) and would not have been incurred had the policy acquisition(s) not occurred. All equity awards granted to the independent sales force that are not directly related to the successful acquisition of life insurance policies are recognized as expense as incurred, which is in the quarter granted and earned.
The impact of equity awards granted under the OIP are as follows:
Equity awards expense recognized
Equity awards expense deferred
1,676
2,003
On February 20, 2026, the Compensation Committee of our Board granted the following equity awards to employees as part of the annual approval of management incentive compensation:
All awards granted to employees on February 20, 2026 vest upon voluntary termination of employment by any employee who is “retirement eligible” as of his or her termination date. The substantive service conditions in order to be retirement eligible require that an employee must be at least 55 years old and his or her age plus years of service with the Company must equal at least 75. The number of shares that will be earned for a retirement-eligible employee is equal to the amount calculated using the Company’s actual performance metrics for the entire performance period, even if that employee retires prior to the completion of the performance period.
The following table summarizes non-cash share-based compensation expense by segment included in net income:
2,137
1,904
2,219
1,220
8,237
10,127
Total non-cash share-based compensation expense
(14) Commitments and Contingent Liabilities
The Company is involved from time-to-time in legal disputes, regulatory inquiries and arbitration proceedings in the normal course of business. These disputes are subject to uncertainties, including the large and/or indeterminate amounts sought in certain of these matters and the inherent unpredictability of litigation. As such, the Company is unable to estimate the possible loss or range of loss that may result from these matters.
(15) Revenue from Contracts with Customers
Our revenues from contracts with customers primarily include:
Premiums from insurance contracts we underwrite, fees received from segregated funds insurance contracts we underwrite, and income earned on our invested assets are excluded from the definition of revenues from contracts with customers in accordance with U.S. GAAP.
Further discussion on the Company’s revenues from contracts with customers and revenue recognition policies are included in Note 20 (Revenue from Contracts with Customers) to our consolidated financial statements in our 2025 Annual Report.
The disaggregation of our revenues from contracts with customers were as follows:
Term Life Insurance segment revenues:
11,275
12,745
Total segment revenues from contracts with customers
Revenues from sources other than contracts with customers
453,359
445,096
Total Term Life Insurance segment revenues
Investment and Savings Products segment revenues:
Sales-based revenues
136,355
111,270
Asset-based revenues
174,351
139,130
Account-based revenues
23,619
24,195
3,305
3,333
337,630
277,928
Revenues from sources other than contracts with customers (segregated funds we underwrite)
13,015
12,884
Total Investment and Savings Products segment revenues
Corporate and Other Distributed Products segment revenues:
9,401
9,478
1,306
1,056
10,707
10,534
46,707
45,656
Total Corporate and Other Distributed Products segment revenues
Renewal Commissions Receivable. For revenue associated with ongoing renewal commissions in the Corporate and Other Distributed Products segment, we record a renewal commission receivable contract asset for the amount of ongoing renewal commissions we anticipate collecting in reporting periods subsequent to the satisfaction of the performance obligation, less amounts that are constrained, in Other assets in the accompanying unaudited condensed consolidated balance sheets. The renewal commissions receivable is reduced for commissions that are billed and become due receivables from product providers during the reporting period.
Activity in the renewal commissions receivable account was as follows:
54,321
58,079
Commissions revenue
4,926
5,284
Less: collections
(5,969
(6,032
53,278
57,331
23
Incremental costs to obtain or fulfill contracts, most notably sales commissions to the independent sales representatives, are not incurred prior to the recognition of the related revenue. Therefore, we have no assets recognized for incremental costs to obtain or fulfill contracts.
24
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to inform the reader about matters affecting the financial condition and results of operations of Primerica, Inc. (the “Parent Company”) and its subsidiaries (collectively, “we”, “us” or the “Company”) for the period from December 31, 2025 to March 31, 2026. As a result, the following discussion should be read in conjunction with MD&A and the consolidated financial statements and notes thereto that are included in our Annual Report on Form 10-K for the year ended December 31, 2025 (“2025 Annual Report”). This discussion contains forward-looking statements that constitute our plans, estimates and beliefs. These forward-looking statements involve numerous risks and uncertainties, including, but not limited to, those discussed under the heading “Risk Factors” in the 2025 Annual Report and in Item 1A of this Report. Actual results may differ materially from those contained in any forward-looking statements.
This MD&A is divided into the following sections:
Business Overview
We are a leading diversified financial services distribution company serving middle-income households in the United States and Canada. Our licensed representatives (“independent sales representatives” or “independent sales force”) educate families on how to prepare for a more secure financial future and help them achieve their financial goals with our term life insurance and third-party mutual funds, managed accounts, annuities, loans, and other financial products. We have two primary operating segments, Term Life Insurance and Investment and Savings Products, and a third segment, Corporate and Other Distributed Products.
Term Life Insurance. We distribute the term life insurance products that we underwrite through our three issuing life insurance company subsidiaries: Primerica Life Insurance Company (“Primerica Life”), National Benefit Life Insurance Company (“NBLIC”), and Primerica Life Insurance Company of Canada (“Primerica Life Canada”). Policies remain in-force until the expiration of the coverage period or until the policyholder ceases to make premium payments. Our in-force term life insurance policies have level premiums for the stated term period. As such, the policyholder pays the same amount each year. Initial policy term periods are between 10 and 35 years. While premiums typically remain level during the initial term period, our claim obligations generally increase as our policyholders age. In addition, we incur significant up-front costs in acquiring new insurance business.
Investment and Savings Products. In the United States, we distribute mutual funds, managed accounts, variable annuity, and fixed annuity products of several third-party companies. We provide investment advisory and administrative services for client assets invested in our managed accounts investments program. We also perform distinct transfer agent recordkeeping services and non-bank custodial services for investors purchasing certain mutual funds we distribute. In Canada, we offer mutual funds of other companies and segregated funds. Our segregated funds product offerings consist of (1) our legacy segregated funds product, which is underwritten by Primerica Life Canada, and (2) a segregated funds product underwritten by a third-party.
Corporate and Other Distributed Products. The Corporate and Other Distributed Products segment includes net investment income earned on cash, cash equivalents, and our invested asset portfolio. This segment also includes revenues and expenses related to other distributed products, including closed blocks of various insurance products underwritten by NBLIC, prepaid legal services, mortgage originations, and other financial products. These products, except for closed blocks of various insurance products underwritten by NBLIC, are distributed pursuant to distribution arrangements with third-party companies through the independent sales force. Interest expense incurred by the Company is attributed to the Corporate and Other Distributed Products segment.
Business Trends and Conditions
The relative strength and stability of the financial markets and economies in the United States and Canada affect our growth and profitability. Our business is, and we expect will continue to be, influenced by a number of industry-wide and product-specific trends and conditions. Economic conditions, including unemployment levels, inflation and consumer confidence, influence investment and spending decisions by middle-income consumers, who are generally our primary clients. These conditions and factors also impact prospective recruits’ perceptions of the business opportunity that becoming an independent sales representative offers. Consumer spending and borrowing levels affect how consumers evaluate their savings and debt management plans. In addition, equity market returns and interest rates impact consumer demand for the investment and savings products we distribute. Our customers’ perception of the strength of the capital markets may also influence their decisions to invest in the investment and savings products we distribute. We
believe the economic conditions impacting middle-income households underscore their increasing need for our financial education, products and services to assist them in reaching the long-term goal of becoming financially independent.
The financial and distribution results of our operations in Canada, as reported in U.S. dollars, are affected by changes in the currency exchange rate. As a result, changes in the Canadian dollar exchange rate may significantly affect the results of our business for all amounts translated and reported in U.S. dollars.
The cumulative impact of inflation in recent years has led to an elevated cost of living for middle-income families, which may be adversely impacting persistency and demand for term life insurance policies. In the first quarter of 2026, policy lapse rates of term life insurance products remained above long-term historical levels and sales of new term life insurance policies were lower versus the comparable quarter in 2025.
Meanwhile, strong equity market performance in recent periods, favorable demographic trends, and expanded product offerings have provided significant momentum for our Investment and Savings Products (“ISP”) business. Despite volatility in the first quarter of 2026, positive equity market performance from 2024 through 2025 and into the first quarter of 2026 has beneficially influenced product sales and client asset values that drive revenue in the ISP segment.
Our ISP segment is expected to benefit over the long term from favorable demographic trends. These include increased demand for income and account value protection from investors in retirement that drive sales for our annuity business, the intergenerational wealth transfer from the silent generation and baby boomers to younger generations which benefits our managed accounts and mutual funds over future decades, and younger generations’ increased interest in equity market investments. Additionally, our high concentration of client assets in retirement accounts and our systematic investment philosophy are beneficial to our business as these accounts tend to have lower redemption rates than the industry. Our long-standing relationship with clients positions us well to drive resilient and faster growth in the ISP segment.
The rise in market interest rates since the COVID-19 pandemic have largely driven the unrealized losses that have accumulated in our investment portfolio from fixed-maturity securities purchased when long-term interest rates were at historical lows. Although market interest rates edged lower at the end of 2025, interest rates increased in the first quarter of 2026, resulting in higher unrealized losses compared to the end of 2025. We have not recognized losses caused by interest rate volatility in the income statement for securities that we have no present intention to dispose of and we have the ability to hold these investments until maturity or a market price recovery. Elevated interest rates have also led to increases in net investment income as we are able to earn higher returns on our new fixed-maturity securities purchases and cash balances.
The effects of these trends and conditions on our quarterly results are discussed below in the Results of Operations and Financial Condition sections.
Size of the Independent Sales Force.
Our ability to increase the size of the independent sales force (“independent sales representatives” or “independent sales force”) is largely based on the success of the independent sales force’s recruiting efforts as well as training and motivating recruits to get licensed to sell life insurance. We believe that recruitment and licensing levels are important to independent sales force trends, and growth in recruiting and licensing is usually indicative of future growth in the overall size of the independent sales force. Recruiting changes do not always result in commensurate changes in the size of the licensed independent sales force because new recruits may obtain the requisite licenses at rates above or below historical levels.
Details on recruiting and life-licensed independent sales representative activity were as follows:
New recruits
84,217
100,867
New life-licensed independent sales representatives
10,569
12,339
The number of new recruits decreased during the three months ended March 31, 2026 compared to the same period in 2025 likely due to headwinds presented by economic and other uncertainty.
New life-licensed independent sales representatives decreased during the three months ended March 31, 2026 compared to the same period in 2025, largely due to the decline in new recruits in recent periods.
The size of the life-licensed independent sales force was as follows:
Life-licensed independent sales representatives, at period end
149,732
151,524
26
The number of life-licensed independent sales representatives decreased compared to December 31, 2025 as the number of new life-licensed representatives did not keep pace with the level of agent non-renewal activity experienced during the first quarter of 2026, which was in line with historical trends.
Term Life Insurance Product Sales and Face Amount In-Force.
The average number of life-licensed independent sales representatives and the number of term life insurance policies issued, as well as the average monthly rate of new policies issued per life-licensed independent sales representative, were as follows:
Average number of life-licensed independent sales representatives
150,384
151,732
Number of new policies issued
74,054
86,415
Average monthly rate of new policies issued per life-licensed independent sales representative
0.16
0.19
The average number of life-licensed independent sales representatives decreased modestly for the three months ended March 31, 2026 from the same period in 2025 as a result of the agent licensing activity discussed above.
New policies issued during the three months ended March 31, 2026 decreased compared to the same period in 2025, which we believe is attributable to the lower level of newly life-licensed independent sales representatives as well as the continued period of uncertainty that challenged demand for new policies.
Productivity in the three months ended March 31, 2026, measured by the average monthly rate of new policies issued per life-licensed independent sales representative, decreased from the same period in 2025. Lower year-over-year productivity is due to the decline in new life insurance policy sales relative to the generally stable size of the life-licensed sales force.
The changes in the face amount of our in-force book of term life insurance policies were as follows:
% of beginning balance
(Dollars in millions)
Face amount in-force, beginning of period
967,612
953,583
Net change in face amount:
Issued face amount
25,678
28,455
Terminations
(25,578
)%
(24,980
Foreign currency
(2,041
*
(77
Net change in face amount
(1,941
3,398
Face amount in-force, end of period
965,671
956,981
* Less than 1%.
The face amount of term life insurance policies in-force decreased slightly for the three months ended March 31, 2026 primarily due to the translation impact on the face amount of our Canadian term life insurance in-force business during the period. Newly issued term life insurance face amounts were largely offset by policy terminations during the three months ended March 31, 2026. Issued face amount decreased during the 2026 period compared to the same period in 2025 primarily due to the decrease in the number of new policies issued as discussed above. Policy terminations increased during the 2026 period compared to the same period in 2025 but were largely consistent when measured as a percentage of beginning face amount in-force.
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Investment and Savings Product Sales, Asset Values and Accounts/Positions.
Investment and savings product sales were as follows:
Change
Product sales:
U.S. retail mutual funds
1,460
1,318
142
Canada retail mutual funds - with up-front sales commissions
235
221
Annuities and other
1,461
1,110
351
32
Total sales-based revenue generating product sales
3,156
507
Managed accounts
822
596
226
38
Canada retail mutual funds - no up-front sales commissions
296
Segregated funds
40
122
Total product sales
4,332
3,559
773
The rollforward of asset values in client accounts was as follows:
2025 (1)
Asset values, beginning of period
128,892
112,082
Net change in asset values:
Inflows
Redemptions
(3,970
(3,017
Net flows
362
542
Change in fair value, net
(2,140
(2
(2,704
Foreign currency, net
(351
(12
Net change in asset values
(2,129
(2,174
Asset values, end of period
126,763
109,908
Average client asset values were as follows:
Average client asset values:
60,243
54,649
5,594
Canada retail mutual funds
17,764
14,555
3,209
33,369
30,089
3,280
16,190
11,537
4,653
2,310
2,189
121
Total average client asset values
129,876
113,019
16,857
Average number of fee-generating positions was as follows:
Positions
(Positions in thousands)
Average number of fee-generating positions (1):
Recordkeeping and custodial
2,467
2,419
48
Recordkeeping only
924
885
39
Total average number of fee-generating positions
3,391
3,304
87
28
Changes in Investment and Savings Product Sales, Asset Values and Accounts/Positions During the Three Months Ended March 31, 2026
Product sales. Investment and savings product sales increased during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily due to sustained positive investor sentiment that followed generally strong equity market performance in 2024 through 2025 and continued into the beginning of the first quarter of 2026. In particular, variable annuity product sales continued to grow as the guarantees offered by these products are more appealing to investors given strong equity market performance, expanded product offerings, and elevated interest rates. In addition, the increase in product sales for managed accounts resulted from continued strength in investor demand for these products as well as the expansion of investment strategies offered on our platform. U.S. retail mutual fund sales also continued to increase. These trends have been further aided by the growing population of investors who are reaching retirement age and seeking the protection provided by annuity products as well as the investment advisory services and broader products offered through our managed accounts investments program.
Rollforward of client asset values. Ending client asset values decreased during the three months ended March 31, 2026 primarily due to the decline in market performance during March 2026, partially offset by positive net inflows. A similar dynamic was observed during the three months ended March 31, 2025 as the drop in equity markets during that period exceeded positive inflows.
Average client asset values. Average client asset values increased during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily driven by the year-over-year cumulative effect of strong market performance and net client asset inflows.
Average number of fee-generating positions. The average number of fee-generating positions was higher during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily due to the continued cumulative effect of retail mutual fund sales in recent periods that led to an increase in the number of retail mutual fund positions serviced on our transfer agent recordkeeping platform.
Factors Affecting Our Results
Term Life Insurance Segment. The Term Life Insurance segment results are primarily driven by sales volumes, how closely actual experience matches our actuarial assumptions, terms and use of reinsurance, and expenses.
Sales and policies in-force. Sales of term life insurance policies and the size and characteristics of our in-force book of policies are vital to our results over the long term. Premium revenue is recognized as it is earned over the term of the policy. However, because we incur significant cash outflows at or about the time policies are issued, including the payment of sales commissions and underwriting costs, changes in life insurance sales volume in a period will have a more immediate impact on our cash flows than on revenue.
Sales volume of term life insurance products between fiscal periods may vary based on the productivity of independent sales representatives. Accordingly, the volume of term life insurance products sales will fluctuate in the short term, but over the longer term, our sales volume generally correlates to the size of the independent sales force.
Actuarial assumptions. The actuarial assumptions that underlie our reserves are based upon our best estimates of mortality, persistency, disability, and interest rates. Our results will be affected to the extent there is a variance between our actuarial assumptions and actual experience. These variances will be reflected in our financial results by unlocking assumptions and cash flows underlying the liability for future policy benefits (“LFPB”) and ceded reserves that are part of the reinsurance recoverables. See Note 10 (Future Policy Benefits) to our unaudited condensed consolidated financial statements included elsewhere in this report for more information on LFPB. The variances are also reflected in the projection of future face amount that is the basis for amortizing deferred policy acquisition costs (“DAC”).
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Reinsurance. We use reinsurance extensively, which has a significant effect on our results of operations. We have generally reinsured between 80% and 90% of the mortality risk on term life insurance (excluding coverage under certain riders) on a quota share YRT basis. To the extent actual mortality experience is more or less favorable than the contractual rate, the reinsurer will earn incremental profits or bear the incremental cost, as applicable. In contrast to coinsurance, which is intended to eliminate all risks (other than counterparty risk of the reinsurer) and rewards associated with a specified percentage of the block of policies subject to the reinsurance arrangement, the YRT reinsurance arrangements we enter into are intended only to reduce volatility associated with variances between estimated and actual mortality rates.
In 2010, as part of our corporate reorganization and the initial public offering of our common stock, we entered into significant coinsurance transactions (the “IPO coinsurance transactions”) with entities then affiliated with Citigroup, Inc. (collectively, the “IPO coinsurers”) and ceded between 80% and 90% of the risks and rewards of term life insurance policies that were in-force at year-end 2009. We administer all such policies subject to these coinsurance agreements. Policies reaching the end of their initial level term period are no longer ceded under the IPO coinsurance transactions.
The effect of our reinsurance arrangements on ceded premiums and benefits and expenses on our unaudited condensed consolidated statements of income follows:
We may alter our reinsurance practices at any time due to the unavailability of YRT reinsurance at attractive rates or the availability of alternatives to reduce our risk exposure. We intend to continue ceding approximately 90% of our mortality risk on new business.
Expenses. Results are also affected by variances in client acquisition, maintenance and administration expense levels.
Investment and Savings Products Segment. The Investment and Savings Products segment results are primarily driven by sales, the value of assets in client accounts for which we earn ongoing management, marketing and support, and distribution fees, and the number of transfer agent recordkeeping positions and non-bank custodial fee-generating accounts we administer.
Sales. We earn commissions and fees, such as dealer re-allowances and marketing and distribution fees, based on sales of mutual fund products and annuities in the United States and sales of certain mutual fund products in Canada. Sales of investment and savings products are influenced by the overall demand for investment and savings products in the United States and Canada, as well as by the size and productivity of the independent sales force. We generally experience seasonality in the Investment and Savings Products segment results due to our high concentration of sales of retirement account products. These accounts are typically funded in February through April, coincident with our clients’ tax return preparation season. While we believe the size of the independent sales force is a factor in driving sales volume in this segment, there are a number of other variables, such as economic and market conditions, which may have a significantly greater effect on sales volume in any given fiscal period.
Asset values in client accounts. We earn marketing and distribution fees (trail commissions or, with respect to U.S. mutual funds, 12b-1 fees) on mutual fund and annuity assets in the United States and Canada. In the United States, we also earn investment advisory and administrative fees and marketing support fees on assets in managed accounts. In Canada, we earn marketing, distribution, and shareholder services fees on mutual fund assets for which we serve as the principal distributor and management fees on our legacy segregated funds. Asset values are influenced by new product sales, ongoing contributions to existing accounts, redemptions and the change in market values in existing accounts. While we offer a wide variety of asset classes and investment styles, our clients’ accounts are primarily invested in equity funds. Volatility in equity markets will impact the value of assets in client accounts and, as a result, the revenue we earn on those assets.
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Positions. We earn transfer agent recordkeeping fees for administrative functions we perform on behalf of several of our mutual fund providers. An individual client account may include multiple fund positions for which we earn transfer agent recordkeeping fees. We may also receive fees earned for non-bank custodial services that we provide to clients with retirement plan accounts.
Sales mix. Our results in a given fiscal period will be affected by changes in the overall mix of products within these categories. Examples of changes in the sales mix that influence our results include the following:
Corporate and Other Distributed Products Segment. We earn revenues and pay commissions and referral fees within the Corporate and Other Distributed Products segment for mortgage loan originations, prepaid legal services, auto and homeowners’ insurance referrals, and other financial products, all of which are originated by third parties. The Corporate and Other Distributed Products segment also includes in-force policies from several discontinued lines of insurance underwritten by NBLIC.
The Corporate and Other Distributed Products segment includes net investment income recognized by the Company. Net investment income is impacted by the size and performance of our invested asset portfolio, which can be influenced by interest rates, credit spreads, and the mix of invested assets. Net investment income also is influenced by short-term interest rates and the amount of cash and cash equivalents on hand.
The Corporate and Other Distributed Products segment also includes corporate income and expenses not allocated to our other segments, general and administrative expenses (other than expenses that are allocated to the Term Life Insurance and Investment and Savings Products segments), interest expense on notes payable, a redundant reserve financing transaction and our revolving credit facility (“Revolving Credit Facility”), as well as recognized gains and losses on our invested asset portfolio.
Capital Structure. Our financial results are affected by our capital structure, which includes our senior unsecured notes (the “Senior Notes”), a redundant reserve financing transaction, our Revolving Credit Facility, and our common stock. See our condensed consolidated balance sheets and Note 11 (Stockholders’ Equity) to our unaudited condensed consolidated financial statements included elsewhere in this report and Note 12 (Debt) to our consolidated financial statements included in our 2025 Annual Report for more information on our capital structure.
Foreign Currency. The Canadian dollar is the functional currency for our Canadian subsidiaries, and our consolidated financial results, reported in U.S. dollars, are affected by changes in the currency exchange rate. As such, the translated amount of revenues, expenses, assets and liabilities attributable to our Canadian subsidiaries will be higher or lower in periods where the Canadian dollar appreciates or weakens relative to the U.S. dollar, respectively. See Item 7A. Quantitative and Qualitative Disclosures About Market Risk – Canadian Currency Risk and Note 4 (Segment and Geographical Information) to our consolidated financial statements included in our 2025 Annual Report for more information on our Canadian subsidiaries and the impact of foreign currency on our financial results.
Critical Accounting Estimates
We prepare our financial statements in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). These principles are established primarily by the Financial Accounting Standards Board. The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions based on currently available information when recording transactions resulting from business operations. Our significant accounting policies are described in Note 1 (Description of Business, Basis of Presentation, and Summary of Significant Accounting Policies) to our consolidated financial statements included in our 2025 Annual Report. The most significant items in our unaudited condensed consolidated balance sheets are based on fair value determinations, accounting estimates and actuarial determinations, which are susceptible to changes in future periods and could affect our results of operations and financial position.
The estimates that we deem to be most critical to an understanding of our results of operations and financial position are those related to DAC, future policy benefit reserves and corresponding amounts recoverable from reinsurers, income taxes, and the valuation of investments. The preparation and evaluation of these critical accounting estimates involve the use of various assumptions developed from management’s analyses and judgments. Subsequent experience or use of other assumptions could produce significantly different results.
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Results of Operations
Primerica, Inc. and Subsidiaries Results. Our results of operations were as follows:
12,401
4,338
8,063
59,784
166
(10
1,612
(765
404
(361
(1,248
(7
67,850
(3,608
4,104
5,710
37,092
1,762
(506
(8
(143
3,544
39,747
28,103
7,058
21,045
* Less than 1% or not meaningful.
Results for the Three Months Ended March 31, 2026
Total revenues. Total revenues increased during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily due to increases in commissions and fees earned in our Investment and Savings Products segment and net premiums in our Term Life Insurance segment. Further discussion related to revenue movements are discussed in detail in the Segment Results section below.
Total benefits and expenses. Total benefits and expenses increased during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 largely due to higher sales commissions in our Investment and Savings Products segment. Also contributing to the year-over-year increase were higher amortization of DAC in our Term Life Insurance segment. Insurance expenses and other operating expenses increased in the 2026 period compared to the 2025 period primarily due to an increase in growth-related costs and technology investments. The increases in total benefits and expenses were partially offset by lower benefits and claims (net of future policy benefits remeasurement (gain) loss) in our Term Life Insurance segment. Further discussion related to benefits and expenses movements are discussed in detail in the Segment Results section below.
Income taxes. The effective income tax rate of 23.8% for the three months ended March 31, 2026 was largely consistent with the effective income tax rate of 23.6% for the three months ended March 31, 2025.
For additional information, see the Segment Results discussions below.
Segment Results
Term Life Insurance Segment. Our results for the Term Life Insurance segment were as follows:
12,772
(413,843
(409,334
4,509
8,263
(1,470
6,793
(3,991
4,162
5,745
1,733
(607
(1,282
8,075
Net premiums. Direct premiums increased during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 largely due to the layering effect of new policy sales that contributed to growth in the in-force book of business compared to the prior year period. This increase was partially offset by an increase in ceded premiums, which includes $7.4 million in higher non-level YRT reinsurance ceded premiums as business not subject to the IPO coinsurance transactions ages, and was reduced by $2.9 million in lower coinsurance ceded premiums due to the run-off of business subject to the IPO coinsurance transactions.
Benefits and claims. Benefits and claims decreased modestly during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 despite the increase in net premiums. Higher ceded premiums for YRT reinsurance as noted above contributed to the lack of growth in benefits and claims expense. As the Company cedes higher premiums to YRT reinsurers, it also cedes higher future policy benefits reserves to the YRT reinsurers, which effectively offsets the net amount of benefits and claims expense recognized. Meanwhile, the overall year-over-year decrease in the net benefits and claims expense can be attributed to modest adjustments to claims estimates recognized in 2025.
Future policy benefits remeasurement (gain) loss. Future policy benefits remeasurement gain increased during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 and represents differences in experience variances that occurred in each period, primarily from better mortality and lower reserves benefiting from elevated lapse experience compared to our future policy benefit reserve assumptions.
Amortization of DAC. Amortization of DAC increased during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily due to growth in the in-force book of business compared to the prior year period.
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Investment and Savings Products Segment. Investment and Savings Products segment results were as follows:
Commissions and fees:
25,085
187,366
152,014
35,352
(576
(28
59,833
180
17,901
19,114
54,427
51,414
3,013
40,205
19,628
Commissions and fees. Commissions and fees increased during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily driven by higher asset-based and sales-based revenues. Higher asset-based revenues were driven by an increase in average client assets in the 2026 period compared to the same period in 2025 as well as a higher mix of assets under management that earn higher asset-based commissions, namely managed accounts and Canadian mutual funds sold under the principal distributor model. The increase in sales-based revenue was largely the result of strong growth in product sales for variable annuities and, to a lesser extent, U.S. retail mutual funds.
Sales commissions. The increases in asset-based and sales-based commissions for the three months ended March 31, 2026 compared to the three months ended March 31, 2025 were largely in line with the increases in asset-based revenues and sales-based revenues, respectively.
Other operating expenses. Other operating expenses for the three months ended March 31, 2026 increased compared to the three months ended March 31, 2025 largely due to higher employee compensation, variable growth-related costs, and continued investments in technology and infrastructure.
Corporate and Other Distributed Products Segment. Corporate and Other Distributed Products segment results were as follows:
4,044
4,415
(371
(1,016
(1,187
(171
(14
3,028
3,228
(200
250
1,224
383
(32
(11
(79
(40
77
531
824
(400
Total revenues. Total revenues increased modestly during the three months ended March 31, 2026 compared to the three months ended March 31, 2025. Net investment income increased largely due to continued growth of the invested asset portfolio. Investment income net of investment expenses includes interest earned on our held-to-maturity asset, which is offset by interest expense on the surplus note (“Surplus Note”), thereby eliminating any impact on net investment income. Amounts recognized for each line item will remain offsetting and will fluctuate from period to period along with the principal amounts of the held-to-maturity asset and the Surplus Note based on the balance of reserves being contractually supported under a redundant reserve financing transaction used by Vidalia Re, Inc. (“Vidalia Re”). For more information on the Surplus Note, see Note 12 (Debt) to our consolidated financial statements in our 2025 Annual Report and Note 4 (Investments) to our unaudited condensed consolidated financial statements included elsewhere in this report.
Total benefits and expenses. Total benefits and expenses were largely consistent during the three months ended March 31, 2026 compared to the three months ended March 31, 2025.
Financial Condition
Investments. Our insurance business is primarily focused on selling term life insurance, which does not include an investment component for the policyholder. The invested asset portfolio funded by premiums from our term life insurance business does not involve the substantial asset accumulations and spread requirements that exist with other non-term life insurance products. As a result, the profitability of our term life insurance business is not as sensitive to the impact that interest rates have on our invested asset portfolio and investment income as the profitability of other companies that distribute non-term life insurance products.
We follow a conservative investment strategy designed to emphasize the preservation of our invested assets and provide adequate liquidity for the prompt payment of claims. To meet business needs and mitigate risks, our investment guidelines provide restrictions on our portfolio’s composition, including limits on asset type, per issuer limits, credit quality limits, portfolio duration, limits on the amount of investments in approved countries and permissible security types. We also manage and monitor our allocation of investments to limit the accumulation of any disproportionate concentrations of risk among industry sectors or issuer countries outside of the U.S. and Canada. In addition, as of March 31, 2026, we did not hold any country of issuer concentrations outside of the U.S. or Canada that represented more than 5% of the fair value of our available-for-sale invested asset portfolio or any industry concentrations of corporate bonds that represented more than 10% of the fair value of our available-for-sale invested asset portfolio.
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We invest a portion of our portfolio in assets denominated in Canadian dollars to support our Canadian operations. Additionally, to ensure adequate liquidity for payment of claims, we take into account the maturity and duration of our invested asset portfolio and our general liability profile.
We also hold within our invested asset portfolio a credit enhanced note (“LLC Note”) issued by a limited liability company owned by a third-party service provider which is classified as a held-to-maturity security. The LLC Note, which is scheduled to mature on December 31, 2030, was obtained in exchange for the Surplus Note of equal principal amount issued by Vidalia Re, Inc. a special purpose financial captive insurance company and wholly owned subsidiary of Primerica Life. For more information on the LLC Note, see Note 4 (Investments) to our unaudited condensed consolidated financial statements included elsewhere in this report.
We have an investment committee composed of members of our senior management team that is responsible for establishing and maintaining our investment guidelines and supervising our investment activity. Our investment committee regularly monitors our overall investment results and our compliance with our investment objectives and guidelines. We use a third-party investment advisor to assist us in the management of our investing activities. Our investment advisor reports to our investment committee.
Our invested asset portfolio is subject to a variety of risks, including risks related to general economic conditions, market volatility, interest rate fluctuations, liquidity risk and credit and default risk. Investment guideline restrictions have been established to minimize the effect of these risks but may not always be effective due to factors beyond our control. Interest rates and credit spreads are highly sensitive to many factors, including governmental monetary policies, domestic and international economic and political conditions and other factors beyond our control. A significant increase in interest rates or credit spreads could result in significant unrealized losses in the value of our invested asset portfolio. We believe that fluctuations caused by movement in interest rates and credit spreads generally have little bearing on the recoverability of our investments as we have the ability to hold these investments until maturity or a market price recovery and we have no present intention to dispose of them.
Details on asset mix of fixed-maturity securities in our available-for-sale and trading securities investment portfolio were as follows:
Average rating of our fixed-maturity portfolio
Average duration of our fixed-maturity portfolio
5.3 years
5.2 years
Average book yield of our fixed-maturity portfolio
4.39%
4.30%
The distribution of fixed-maturity securities in our available-for-sale and trading securities investment portfolio by rating were as follows:
Amortized cost (1)
AAA
695,462
666,842
AA
508,298
503,652
911,678
805,885
BBB
1,480,519
41
1,377,969
Below investment grade
31,688
36,627
Not rated
2,512
444
3,630,157
100
3,391,419
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The ten largest holdings within our fixed-maturity securities available-for-sale and trading securities invested asset portfolio were as follows:
Issuer
Unrealized gain (loss)
Credit rating
ONEOK Inc.
15,008
15,451
(443
Province of Alberta Canada
14,445
15,132
(687
AA-
Realty Income Corp
13,600
13,965
(365
A-
Province of Ontario Canada
13,563
13,881
(318
T-Mobile US, Inc.
13,025
13,004
Manulife Financial Corp
12,923
13,362
(439
Morgan Stanley
12,207
12,137
70
BBB+
Province of Quebec Canada
12,164
12,487
(323
Enbridge Inc.
12,037
12,426
(389
Province of British Columbia Canada
11,712
12,174
(462
Total – ten largest holdings
130,684
134,019
(3,335
Total – fixed-maturity securities
3,476,477
Percent of total fixed-maturity securities
For additional information on our invested asset portfolio, see Note 4 (Investments) to our unaudited condensed consolidated financial statements included elsewhere in this report.
Liquidity and Capital Resources
Dividends and other payments to the Parent Company from its subsidiaries are our principal sources of cash. The amount of dividends paid by the subsidiaries is dependent on their capital needs to fund future growth and applicable regulatory restrictions. The primary uses of funds by the Parent Company include the payments of stockholder dividends, interest on note payable, general operating expenses, and income taxes, as well as repurchases of shares of our common stock outstanding. As of March 31, 2026, the Parent Company had cash and invested assets of $555.8 million.
The Parent Company’s subsidiaries generate operating cash flows primarily from term life insurance premiums (net of premiums ceded to reinsurers), income from invested assets, commissions and fees collected from the distribution of investment and savings products, as well as other financial products. The subsidiaries’ principal operating cash outflows include the payment of insurance claims and benefits (net of ceded claims recovered from reinsurers), commissions to the independent sales force, insurance and other operating expenses, interest expense for future policy benefit reserves financing transactions, and income taxes.
The distribution and underwriting of term life insurance requires up-front cash outlays at the time the policy is issued as we pay a substantial majority of the sales commission during the first year following the sale of a policy and incur costs for underwriting activities at the inception of a policy’s term. During the early years of a policy’s term, we generally receive level term premiums in excess of claims paid. We invest the excess cash generated during earlier policy years primarily in fixed-maturity securities held in support of future policy benefit reserves. In later policy years, cash received from the maturity or sale of invested assets is used to pay claims in excess of level term premiums received.
Historically, cash flows generated by our businesses, primarily from our existing block of term life insurance policies and our investment and savings products, have provided us with sufficient liquidity to meet our operating requirements. We anticipate that cash flows from our businesses will continue to provide sufficient operating liquidity over the next 12 months.
If necessary, we could seek to enhance our liquidity position or capital structure through sales of our available-for-sale investment portfolio, changes in the timing or amount of share repurchases, borrowings against our Revolving Credit Facility, or some combination of these sources. Additionally, we believe that cash flows from our businesses and potential sources of funding will sufficiently support our long-term liquidity needs.
Cash Flows. The components of the changes in cash and cash equivalents were as follows:
(40,676
11,307
(17,724
(574
(47,667
37
Operating Activities. Cash flows provided by operating activities decreased during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily due to timing differences in payments made for income tax remittances. The largest timing difference resulted from a payment made in the first quarter of 2026 for a transferable federal tax credit that was used to offset estimated federal income tax payments in the fourth quarter of 2025. Also contributing to the change in cash flows provided by operating activities was the timing of purchases, maturities, and sales of financial instruments classified as trading securities.
Investing Activities. Cash flows used in investing activities decreased during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily due to fluctuations in the timing of maturities, sales and reinvestments of debt securities held in our available-for-sale investment portfolio.
Financing Activities. Cash flows used in financing activities increased during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 primarily due to the increase in the size of our share repurchase program and higher per share stockholder dividend payments.
Risk-Based Capital (“RBC”). The National Association of Insurance Commissioners (“NAIC”) has established RBC standards for U.S. life insurers, as well as a risk-based capital model act (the “RBC Model Act”) that has been adopted by the insurance regulatory authorities. The RBC Model Act requires that life insurers annually submit a report to state regulators regarding their RBC based upon four categories of risk: asset risk; insurance risk; interest rate risk and business risk. The capital requirement for each is determined by applying factors that vary based upon the degree of risk to various asset, premiums and policy benefit reserve items. The formula is an early warning tool to identify possible weakly capitalized companies for purposes of initiating further regulatory action. As of March 31, 2026, our U.S. life insurance subsidiaries maintained statutory capital and surplus substantially in excess of the applicable regulatory requirements and remain well positioned to support existing operations and fund future growth.
In Canada, an insurer’s minimum capital requirement is overseen by the Office of the Superintendent of Financial Institutions (“OSFI”) and determined as the sum of the capital requirements for six categories of risk: asset default risk; mortality/morbidity/lapse/expense risks; changes in interest rate environment risk; operational risk; segregated funds risk; and foreign exchange risk. As of March 31, 2026, Primerica Life Canada was in compliance with Canada’s minimum capital requirements as defined by OSFI.
Redundant Reserve Financing. The Model Regulation titled Valuation of Life Insurance Policies, commonly known as Regulation XXX, requires insurers to carry statutory policy benefit reserves for term life insurance policies with long-term premium guarantees which are often significantly in excess of the future policy benefit reserves that insurers deem necessary to satisfy claim obligations (“redundant policy benefit reserves”). Accordingly, many insurance companies have sought ways to reduce their capital needs by financing redundant policy benefit reserves through bank financing, reinsurance arrangements and other financing transactions.
We have established Vidalia Re as a special purpose financial captive insurance company and wholly owned subsidiary of Primerica Life. Primerica Life has ceded certain term life insurance policies issued in 2011 through 2017 to Vidalia Re as part of a Regulation XXX redundant reserve financing transaction (the “Vidalia Re Redundant Reserve Financing Transaction”). This redundant reserve financing transaction allows us to more efficiently manage and deploy our capital.
The NAIC has adopted a model regulation for determining reserves using a principle-based approach (“principle-based reserves” or “PBR”), which is designed to reflect each insurer’s own experience in calculating reserves and move away from a single prescriptive reserving formula. Primerica Life adopted PBR as of January 1, 2018 and NBLIC adopted the New York amended version of PBR effective January 1, 2021. PBR significantly reduced the redundant statutory policy benefit reserve requirements while still ensuring adequate liabilities are held. The regulation only applies for business issued after the effective dates. See Note 5 (Investments), Note 12 (Debt) and Note 18 (Commitments and Contingent Liabilities) to our consolidated financial statements in our 2025 Annual Report for more information on the Vidalia Re Redundant Reserve Financing Transaction.
Note Payable. The Company has $600.0 million of publicly-traded Senior Notes outstanding issued at a price of 99.55% with an annual interest rate of 2.80%, payable semi-annually in arrears on May 19 and November 19. The Senior Notes are scheduled to mature on November 19, 2031. We were in compliance with the covenants of the Senior Notes as of March 31, 2026. No events of default occurred during the three months ended March 31, 2026.
Rating Agencies. There have been no changes to Primerica, Inc.’s Senior Notes ratings or Primerica Life’s financial strength ratings since December 31, 2025.
Surplus Note. Vidalia Re issued a Surplus Note in exchange for the LLC Note as a part of the Vidalia Re Redundant Reserve Financing Transaction. The Surplus Note has a principal amount equal to the LLC Note and is scheduled to mature on December 31, 2030. For more information on the Surplus Note, see Note 12 (Debt) to our consolidated financial statements in our 2025 Annual Report.
Off-Balance Sheet Arrangements. We have no transactions, agreements or other contractual arrangements to which an entity unconsolidated with the Company is a party, under which the Company maintains any off-balance sheet obligations or guarantees as of March 31, 2026.
Credit Facility Agreement. We maintain an unsecured $200.0 million Revolving Credit Facility with a syndicate of commercial banks that has a scheduled termination date of June 22, 2026. Amounts outstanding under the Revolving Credit Facility bear interest at a periodic rate equal to the Secured Overnight Financing Rate (“SOFR”) rate loan or the base rate, plus in either case an applicable margin. The Revolving Credit Facility also permits the issuance of letters of credit. The applicable margins are based on our debt rating with such margins for SOFR rate loans and letters of credit ranging from 1.000% to 1.625% per annum and for base rate loans ranging from 0.000% to 0.625% per annum. Under the Revolving Credit Facility, we incur a commitment fee that is payable quarterly in arrears and is determined by our debt rating. This commitment fee ranges from 0.100% to 0.225% per annum of the aggregate $200.0 million commitment of the lenders under the Revolving Credit Facility. As of March 31, 2026, no amounts were outstanding under the Revolving Credit Facility and we were in compliance with its covenants. Furthermore, no events of default occurred under the Revolving Credit Facility during the three months ended March 31, 2026.
Contractual Obligations Update. There have been no material changes in contractual obligations from those disclosed in the 2025 Annual Report.
CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS
Investors are cautioned that certain statements contained in this report as well as some statements in periodic press releases and some oral statements made by our officials during our presentations are “forward-looking” statements. Forward-looking statements include, without limitation, any statement that may project, indicate or imply future results, events, performance or achievements, and may contain the words “expect”, “intend”, “plan”, “anticipate”, “estimate”, “believe”, “will be”, “will continue”, “will likely result”, and similar expressions, or future conditional verbs such as “may”, “will”, “should”, “would”, and “could”. In addition, any statement concerning future financial performance (including future revenues, earnings or growth rates), ongoing business strategies or prospects, and possible actions taken by us or our subsidiaries are also forward-looking statements. These forward-looking statements involve external risks and uncertainties, including, but not limited to, those described under the section entitled “Risk Factors” included herein.
Forward-looking statements are based on current expectations and projections about future events and are inherently subject to a variety of risks and uncertainties, many of which are beyond the control of our management team. All forward-looking statements in this report and subsequent written and oral forward-looking statements attributable to us, or to persons acting on our behalf, are expressly qualified in their entirety by these risks and uncertainties. These risks and uncertainties include, among others:
Risks Related to Our Distribution Structure
Risks Related to Our Insurance Business and Reinsurance
Risks Related to Our Investment and Savings Products Business
Risks Related to Our Mortgage Brokerage Business
Risks Related to Economic Downcycles, Public Health Crises or Catastrophes, and Disasters
Risks Related to Information Technology and Cybersecurity
Financial Risks Affecting Our Business
Risks Related to Legislative and Regulatory Changes and Government Policy Uncertainty
General Risk Factors
Developments in any of these areas could cause actual results to differ materially from those anticipated or projected or cause a significant reduction in the market price of our common stock.
The foregoing list of risks and uncertainties may not contain all of the risks and uncertainties that could affect us. In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained in this report may not in fact
occur. Accordingly, undue reliance should not be placed on these statements. We undertake no obligation to publicly update or revise any forward-looking statements as a result of new information, future events or otherwise, except as otherwise required by law.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
There have been no material changes in our exposures to market risk since December 31, 2025. For details on the Company’s interest rate, foreign currency exchange, and credit risks, see “Item 7A. Quantitative and Qualitative Information About Market Risks” in our 2025 Annual Report.
ITEM 4. CONTROLS AND PROCEDURES.
Disclosure Controls and Procedures
The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report (the “Evaluation Date”). Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of the Evaluation Date, the Company’s disclosure controls and procedures are effective.
Changes in Internal Control Over Financial Reporting
There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended March 31, 2026 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
ITEM 1. LEGAL PROCEEDINGS.
We are involved from time to time in legal disputes, regulatory inquiries and arbitration proceedings in the normal course of business. Additional information regarding certain legal proceedings to which we are a party is described under “Contingent Liabilities” in Note 14 (Commitments and Contingent Liabilities) to our unaudited condensed consolidated financial statements included elsewhere in this report, and such information is incorporated herein by reference. As of the date of this report, we do not believe any pending legal proceeding to which Primerica, Inc. or any of its subsidiaries is a party is required to be disclosed pursuant to this item.
ITEM 1A. RISK FACTORS.
The risk factors contained in our 2025 Annual Report are incorporated herein by reference.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
During the quarter ended March 31, 2026, we repurchased shares of our common stock as follows:
Period
Total number of shares purchased (1)
Average price paid per share (1)
Total number of shares purchased as part of publicly announced plans or programs (2)
Approximate dollar value of shares that may yet be purchased under the plans or programs (2)
January 1 - 31, 2026
163,251
261.85
432,252,640
February 1 - 28, 2026
164,358
260.09
389,505,534
March 1 - 31, 2026
219,401
253.00
195,705
340,008,165
547,010
257.77
523,314
For information regarding year-to-date share repurchases, refer to Note 11 (Stockholders’ Equity) to our unaudited condensed consolidated financial statements included elsewhere in this report.
ITEM 5. OTHER INFORMATION.
Trading Plans
During the quarter ended March 31, 2026, none of our directors or executive officers adopted, modified or terminated any “Rule 10b5-1 trading arrangement” or any “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Item 408 of Regulation S-K, except the following:
ITEM 6. EXHIBITS.
The agreements included as exhibits to this report are included to provide you with information regarding the terms of these agreements and are not intended to provide any other factual or disclosure information about the Company or its subsidiaries, our business or the other parties to these agreements. These agreements may contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other parties to the applicable agreement and:
Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time, and should not be relied upon by investors.
Exhibit Number
Description
Reference
31.1
Rule 13a-14(a)/15d-14(a) Certification, executed by Glenn J. Williams, Chief Executive Officer.
Filed with the Securities and Exchange Commission as part of this Quarterly Report.
31.2
Rule 13a-14(a)/15d-14(a) Certification, executed by Tracy X. Tan, Executive Vice President and Chief Financial Officer.
32.1
Certifications required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350), executed by Glenn J. Williams, Chief Executive Officer, and Tracy X. Tan, Executive Vice President and Chief Financial Officer.
101.INS
Inline XBRL Instance Document.
The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH
Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents.
104
Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
May 7, 2026
/s/ Tracy X. Tan
Tracy X. Tan
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)