DEFA14A 1 d412670ddefa14a.htm DEFA14A DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

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SEASONS SERIES TRUST

SUNAMERICA SERIES TRUST

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LOGO

Notice of proxy statement mailing to some VUL policy owners regarding SunAmerica portfolios

AIG Life & Retirement is now Corebridge Financial, Inc. (Corebridge). AIG is the majority owner of Corebridge and has announced its intention to sell all of its interest in Corebridge over time (the “Separation Plan”). On September 19, 2022, AIG sold a portion of its interest in Corebridge in an initial public offering (IPO) of Corebridge common stock.

Why is there a proxy mailing?

Corebridge indirectly owns SunAmerica Asset Management, LLC (SunAmerica), the investment adviser to each series (collectively, Portfolios) of SunAmerica Series Trust and Seasons Series Trust (each, a Trust).

The current investment advisory and management agreement between SunAmerica and each Trust (collectively, Agreements) provides for its automatic termination upon its “assignment” (as defined in the Investment Company Act of 1940, as amended). An assignment includes any transfer of a controlling block of outstanding voting securities of an adviser or a parent company to an adviser, and such a transfer is often referred to as a “change of control event.” While the IPO did not result in a change of control event, it is anticipated that one or more of the transactions contemplated by the Separation Plan will ultimately trigger a change of control event and the automatic termination of the Agreements.

To ensure that SunAmerica can continue to provide advisory services to the Portfolios without interruption, a proxy statement is being sent to shareholders requesting their approval of new investment advisory and management agreements for each Trust, each to take effect upon the automatic termination of an existing agreement in the event of an assignment resulting from the Separation Plan. Shareholders are also being asked to vote on other proposals not related to the Separation Plan. We began mailing the proxy statements this week to annuity and variable universal life owners who are shareholders in the Portfolios. The mailing will finish within about 10 days.

Who will receive the proxy statement?

Your clients with Variable Life Insurance policies who were invested in the Portfolios as of the October 26, 2022 record date will receive the proxy statement relating to the above proposals. The solicitation period will run from approximately November 21, 2022, through January 19, 2023, and the Joint Special Meeting of Shareholders will be held on January 19, 2023.

To respond to questions from clients about the proxy statement, you can use this client flier. The client flier has been filed with the Securities and Exchange Commission and must be used as is.

We appreciate your business and look forward to continuing to serve you now as Corebridge.

 

 

Policies issued by American General Life Insurance Company (AGL), Houston, TX except in New York, where issued by The United States Life Insurance Company in the City of New York (US Life). AGL does not solicit, issue or deliver policies or contracts in the state of New York. Guarantees are backed by the claims-paying ability of the issuing insurance company and each company is responsible for the financial obligations of its products. Products may not be available in all states and features may vary by state.

 

All companies above are wholly owned subsidiaries of Corebridge Financial, Inc. Corebridge Financial and Corebridge are marketing names used by these companies.

 

This material is general in nature, was developed for educational use only, and is not intended to provide financial, legal, fiduciary, accounting or tax advice, nor is it intended to make any recommendations. Applicable laws and regulations are complex and subject to change. For legal, accounting or tax advice consult the appropriate professional. © Corebridge Financial, Inc. All rights reserved.

 

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