SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Ponnavolu Kishore

(Last)

(First)

(Middle)

METLIFE, INC., 200 PARK AVENUE

(Street)

NEW YORK

10166

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/01/2018

3. Issuer Name and Ticker or Trading Symbol
METLIFE INC [ MET ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President, Asia

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	12,636	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units	⁽¹⁾	⁽¹⁾	Common Stock	1,335	⁽²⁾	D
Restricted Stock Units	⁽³⁾	⁽³⁾	Common Stock	1,940	⁽²⁾	D
Restricted Stock Units	⁽⁴⁾	⁽⁴⁾	Common Stock	3,022	⁽²⁾	D
Employee Stock Options (right to buy)	⁽⁵⁾	02/24/2024	Common Stock	7,553	$45.15	D
Employee Stock Options (right to buy)	⁽⁶⁾	02/23/2025	Common Stock	8,494	$45.91	D
Employee Stock Options (right to buy)	⁽⁷⁾	02/22/2026	Common Stock	4,005	$34.33	D
Employee Stock Options (right to buy)	⁽⁸⁾	02/27/2027	Common Stock	8,725	$46.85	D
Employee Stock Options (right to buy)	⁽⁹⁾	03/01/2028	Common Stock	9,064	$45.5	D

Explanation of Responses:

1. These Restricted Stock Units will vest on March 1, 2019.

2. Each Restricted Stock Unit is the contingent right to receive one share of MetLife, Inc. common stock.

3. These Restricted Stock Units will vest in two installments on March 1, 2019 and March 2, 2020.

4. These Restricted Stock Units will vest in three installments on March 4, 2019, March 2, 2020 and March 2, 2021.

5. These options became exercisable in three installments on February 25, 2015, February 25, 2016 and February 25, 2017.

6. These options became exercisable in three installments on February 24, 2016, February 24, 2017 and February 24, 2018.

7. These options will become exercisable on February 23, 2019. The reported number of underlying shares represent outstanding unexercised options.

8. These options became and will become exercisable in three installments on February 28, 2018, February 28, 2019 and February 28, 2020.

9. These options will become exercisable in three installments on March 2, 2019, March 2, 2020 and March 2, 2021.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	Mark A. Schuman, authorized signer	09/04/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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