EQUITY

12 Months Ended

Dec. 31, 2015

EQUITY

EQUITY

16. Equity

Shares Outstanding

The following table presents a rollforward of outstanding shares:

	Common	Treasury	Common Stock
	Stock Issued	Stock	Outstanding
Year Ended December 31, 2013
Shares, beginning of year	1,906,611,680	(430,289,745)	1,476,321,935
Shares issued	34,009	24,778	58,787
Shares repurchased	-	(12,317,399)	(12,317,399)
Shares, end of year	1,906,645,689	(442,582,366)	1,464,063,323
Year Ended December 31, 2014
Shares, beginning of year	1,906,645,689	(442,582,366)	1,464,063,323
Shares issued	25,803	15,748	41,551
Shares repurchased	-	(88,177,903)	(88,177,903)
Shares, end of year	1,906,671,492	(530,744,521)	1,375,926,971
Year Ended December 31, 2015
Shares, beginning of year	1,906,671,492	(530,744,521)	1,375,926,971
Shares issued	-	371,806	371,806
Shares repurchased	-	(182,382,160)	(182,382,160)
Shares, end of year	1,906,671,492	(712,754,875)	1,193,916,617

Dividends

Payment of future dividends to our shareholders and repurchases of AIG Common Stock depends in part on the regulatory framework that we are currently subject to and that will ultimately be applicable to us, including as a nonbank systemically important financial institution under the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank) and a global systemically important insurer. In addition, dividends are payable on AIG Common Stock only when, as and if declared by our Board of Directors in its discretion, from funds legally available for this purpose. In considering whether to pay a dividend or purchase shares of AIG Common Stock, our Board of Directors considers a number of factors, including, but not limited to: the capital resources available to support our insurance operations and business strategies, AIG’s funding capacity and capital resources in comparison to internal benchmarks, expectations for capital generation, rating agency expectations for capital, regulatory standards for capital and capital distributions, and such other factors as our Board of Directors may deem relevant.

On March 26, 2015, AIG paid a dividend of $0.125 per share on AIG Common Stock to shareholders of record on March 12, 2015. On June 25, 2015, AIG paid a dividend of $0.125 per share on AIG Common Stock to shareholders of record on June 11, 2015. On September 28, 2015, AIG paid a dividend of $0.28 per share on AIG Common Stock to shareholders of record on September 14, 2015. On December 21, 2015, AIG paid a dividend of $0.28 per share on AIG Common Stock to shareholders of record on December 7, 2015.

Repurchase of AIG Common Stock

Our Board of Directors has authorized the repurchase of shares of AIG Common Stock through a series of actions. On December 16, 2015, our Board of Directors authorized an additional increase of $3.0billion to its previous share repurchase authorization, resulting in an aggregate remaining authorization on such date of approximately $4.1 billion. As of December 31, 2015, approximately $3.3billion remained under our share repurchase authorization. Sharesmay be repurchased from time to time in the open market, private purchases, through forward, derivative, accelerated repurchase or automatic repurchase transactions or otherwise (including through the purchase of warrants). Certain of our share repurchases have been and may from time to time be effected through Exchange Act Rule 10b5-1 repurchase plans.

For the year ended December 31, 2013, we repurchased approximately 12million shares of AIG Common Stock for an aggregate purchase price of approximately $597 million.

For the year ended December 31, 2014, we repurchased approximately 88million shares of AIG Common Stock for an aggregate purchase price of approximately $4.9billion.

In the second, third and fourth quarters of 2014, we executed five accelerated stock repurchase (ASR) agreements with third-party financial institutions. The total number of shares of AIG Common Stock repurchased in the twelve-month period ended December 31, 2014, and the aggregate purchase price of those shares, each as set forth above, reflect our payment of approximately $3.1 billion in the aggregate under the ASR agreements and the receipt of approximately 53 million shares of AIG Common Stock in the aggregate, including the initial receipt of 70 percent of the total notional share equivalent, or approximately 9.2 million shares of AIG Common Stock, under an ASR agreement executed in December 2014. That ASR agreement settled in January 2015, at which time we received approximately 3.5 million additional shares of AIG Common Stock based on a formula specified by the terms of the ASR agreement.

For the year ended December 31, 2015, we repurchased approximately 182 million shares of AIG Common Stock for an aggregate purchase price of approximately $10.7 billion.

The total number of shares of AIG Common Stock repurchased for the year ended December 31,2015 includes (but the aggregate purchase price does not include) approximately 3.5 million shares of AIG Common Stock received in January 2015 upon the settlement of an accelerated share repurchase agreement executed in the fourth quarter of 2014.

The timing of any future repurchases will depend on market conditions, our financial condition, results of operations, liquidity and other factor

Accumulated Other Comprehensive Income

The following table presents a rollforward of Accumulated other comprehensive income:

	Unrealized Appreciation
	(Depreciation) of Fixed
	Maturity Investments			Unrealized
	on Which Other-Than-			Appreciation		Foreign		Retirement
	Temporary Credit			(Depreciation)		Currency		Plan
	Impairments			of All Other		Translation		Liabilities
(in millions)	Were Taken			Investments		Adjustments		Adjustment		Total
Balance, January 1, 2013, net of tax	$	575	$	13,446	$	(403)	$	(1,044)	$	12,574
Change in unrealized
appreciation (depreciation) of investments		464		(14,069)		-		-		(13,605)
Change in deferred policy
acquisition costs adjustment and other		(127)		1,000		-		-		873
Change in future policy benefits		79		2,658		-		-		2,737
Change in foreign currency
translation adjustments		-		-		(454)		-		(454)
Net actuarial gain		-		-		-		1,012		1,012
Prior service credit		-		-		-		(51)		(51)
Change in deferred tax asset (liability)		(55)		3,738		(102)		(330)		3,251
Total other comprehensive income (loss)		361		(6,673)		(556)		631		(6,237)
Noncontrolling interests		-		(16)		(7)		-		(23)
Balance, December 31, 2013, net of tax	$	936	$	6,789	$	(952)	$	(413)	$	6,360
Change in unrealized
appreciation of investments		156		7,564		-		-		7,720
Change in deferred policy
acquisition costs adjustment and other		68		(495)		-		-		(427)
Change in future policy benefits		(133)		(1,113)		-		-		(1,246)
Change in foreign currency
translation adjustments		-		-		(833)		-		(833)
Net actuarial loss		-		-		-		(815)		(815)
Prior service credit		-		-		-		(49)		(49)
Change in deferred tax asset (liability)		16		(418)		1		308		(93)
Total other comprehensive income (loss)		107		5,538		(832)		(556)		4,257
Noncontrolling interests		-		-		-		-		-
Balance, December 31, 2014, net of tax	$	1,043	$	12,327	$	(1,784)	$	(969)	$	10,617
Change in unrealized
depreciation of investments		(488)		(10,519)		-		-		(11,007)
Change in deferred policy
acquisition costs adjustment and other		(146)		1,265		-		-		1,119
Change in future policy benefits		92		1,112		-		-		1,204
Change in foreign currency
translation adjustments		-		-		(1,129)		-		(1,129)
Net actuarial gain		-		-		-		413		413
Prior service credit		-		-		-		(239)		(239)
Change in deferred tax asset (liability)		195		1,380		29		(51)		1,553
Total other comprehensive income (loss)		(347)		(6,762)		(1,100)		123		(8,086)
Noncontrolling interests		-		(1)		(5)		-		(6)
Balance, December 31, 2015, net of tax	$	696	$	5,566	$	(2,879)	$	(846)	$	2,537

The following table presents the other comprehensive income (loss) reclassification adjustments for the years ended December 31,2015,2014 and 2013:

		Unrealized Appreciation
		(Depreciation) of Fixed
		Maturity Securities		Unrealized
		on Which Other-Than-		Appreciation		Foreign		Retirement
		Temporary Credit		(Depreciation)		Currency		Plan
		Impairments Were		of All Other		Translation		Liabilities
(in millions)		Recognized		Investments		Adjustments		Adjustment		Total
December 31, 2013
Unrealized change arising during period	$	507	$	(9,556)	$	(454)	$	851	$	(8,652)
Less: Reclassification adjustments
included in net income		91		855		-		(110)		836
Total other comprehensive income (loss),
before income tax expense (benefit)		416		(10,411)		(454)		961		(9,488)
Less: Income tax expense (benefit)		55		(3,738)		102		330		(3,251)
Total other comprehensive income (loss),
net of income tax expense (benefit)	$	361	$	(6,673)	$	(556)	$	631	$	(6,237)
December 31, 2014
Unrealized change arising during period	$	119	$	6,488	$	(833)	$	(866)	$	4,908
Less: Reclassification adjustments
included in net income		28		532		-		(2)		558
Total other comprehensive income (loss),
before income tax expense (benefit)		91		5,956		(833)		(864)		4,350
Less: Income tax expense (benefit)		(16)		418		(1)		(308)		93
Total other comprehensive income (loss),
net of income tax expense (benefit)	$	107	$	5,538	$	(832)	$	(556)	$	4,257
December 31, 2015
Unrealized change arising during period	$	(471)	$	(7,068)	$	(1,129)	$	285	$	(8,383)
Less: Reclassification adjustments
included in net income		71		1,074		-		111		1,256
Total other comprehensive income (loss),
before income tax expense (benefit)		(542)		(8,142)		(1,129)		174		(9,639)
Less: Income tax expense (benefit)		(195)		(1,380)		(29)		51		(1,553)
Total other comprehensive income (loss),
net of income tax expense (benefit)	$	(347)	$	(6,762)	$	(1,100)	$	123	$	(8,086)

The following table presents the effect of the reclassification of significant items out of Accumulated other comprehensive income on the respective line items in the Consolidated Statements of Income:

	Amount Reclassified
	from Accumulated Other
Years Ended December 31,	Comprehensive Income						Affected Line Item in the
(in millions)	2015			2014		2013	Consolidated Statements of Income
Unrealized appreciation (depreciation) of fixed maturity securities on which other-than-temporary credit impairments were recognized
Investments	$	71	$	28	$	91	Other realized capital gains
Total		71		28		91
Unrealized appreciation (depreciation) of all other investments
Investments		1,054		669		2,452	Other realized capital gains
Deferred acquisition costs adjustment		3		(20)		(28)	Amortization of deferred policy acquisition costs
Future policy benefits		17		(117)		(1,569)	Policyholder benefits and losses incurred
Total		1,074		532		855
Change in retirement plan liabilities adjustment
Prior-service costs		214		47		47	*
Actuarial gains/(losses)		(103)		(49)		(157)	*
Total		111		(2)		(110)
Total reclassifications for the period	$	1,256	$	558	$	836

* These Accumulated other comprehensive income components are included in the computation of net periodic pension cost. See Note 20 to the Consolidated Financial Statements.