SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Glazer Rose Marie E.

(Last) (First) (Middle)
C/O AMERICAN INTERNATIONAL GROUP, INC.
1271 AVE OF THE AMERICAS

(Street)
NEW YORK NY 10020-1304

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AMERICAN INTERNATIONAL GROUP, INC. [ AIG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
02/20/2024
4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/20/2024 A 8,945(1) A $0.0000 38,058 D
Common Stock 02/21/2024 M 1,621(2) A $0.0000 39,679 D
Common Stock 02/22/2024 M 1,651(3) A $0.0000 41,330 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
2024 Stock Options (Right to Buy) $68.13 02/20/2024 A 35,632(4) (4) 02/20/2034 Common Stock 35,632 $0.0000 35,632 D
2023 Restricted Stock Units (5) 02/21/2024 M 1,621(2) (2) (2) Common Stock 1,621 $0.0000 3,244 D
2022 Restricted Stock Units (5) 02/22/2024 M 1,651(3) (3) (3) Common Stock 1,651 $0.0000 1,651 D
Explanation of Responses:
1. Represents the grant of 2024 Restricted Stock Units ("2024 RSUs"). Each 2024 RSU represents a contingent right to receive one share of AIG common stock upon vesting. The 2024 RSUs will vest ratably over three years on February 20, 2025, February 20, 2026 and February 20, 2027.
2. Represents the first tranche of 2023 Restricted Stock Units ("2023 RSUs") granted on February 21, 2023 that vested on February 21, 2024. The remaining 2023 RSUs will vest in equal amounts on the second and third anniversaries of the grant date, subject to the reporting person's continued employment through each applicable vesting date, and are settled in shares of AIG common stock.
3. Represents the second tranche of 2022 Restricted Stock Units ("2022 RSUs") granted on February 22, 2022 that vested on February 22, 2024. The remaining 2022 RSUs will vest on the third anniversary of the grant date, subject to the reporting person's continued employment through the vesting date, and are settled in shares of AIG common stock.
4. Represents the grant of 2024 Stock Options. One third of the 2024 Stock Options vests on each of the first, second and third anniversaries of the grant date, subject to the reporting person's continued employment through each applicable vesting date.
5. The securities convert to AIG common stock on a 1-to-1 basis.
Remarks:
poarosemarieglazer2024.txt
/s/ Linda B. Kalayjian, by POA from Rose Marie E. Glazer 02/22/2024
** 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 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.