FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Britt Irene Chang
2. Issuer Name and Ticker or Trading Symbol

Brighthouse Financial, Inc. [ BHF ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

11225 N COMMUNITY HOUSE RD
3. Date of Earliest Transaction (MM/DD/YYYY)

6/8/2023
(Street)

CHARLOTTE, NC 28277
4. If Amendment, Date Original Filed (MM/DD/YYYY)

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

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)        (State)        (Zip)
Rule 10b5-1(c) Transaction Indication
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units  (1)6/8/2023  M     3361 (2)  (3) (3)Common Stock 3361.0 $0 0 D  
Deferred Restricted Stock Units  (4)6/8/2023  M   3361 (2)    (3) (3)Common Stock 3361.0 $0 10430 D  
Restricted Stock Units  (1)6/8/2023  A   3703 (2)    (5) (5)Common Stock 3703.0 $0 3703 D  

Explanation of Responses:
(1) Each Restricted Stock Unit ("RSU") represents the contingent right to receive one share of Brighthouse Financial, Inc. ("BHF") common stock.
(2) Award for service as a Board member pursuant to the Brighthouse Financial, Inc. 2017 Non-Management Director Stock Compensation Plan.
(3) The RSUs vested on the date of the 2023 annual meeting of stockholders of BHF. The Reporting Person has elected to defer these shares pursuant to the Brighthouse Services, LLC Deferred Compensation Plan for Non-Management Directors (the "Deferred Compensation Plan"). The shares will be paid out (i) in accordance with the Reporting Person's deferral election; or, if earlier, (ii) upon termination of the Reporting Person's service as a Director.
(4) Each deferred RSU represents the deferred right to receive one share of BHF common stock, or a cash payment equal to the value of one share of BHF common stock.
(5) The RSUs will vest on the earlier of the first anniversary of the grant date or the date of the 2024 annual meeting of stockholders of BHF. Vested shares will be deferred in accordance with the Reporting Person's deferral election pursuant to the Deferred Compensation Plan.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Britt Irene Chang
11225 N COMMUNITY HOUSE RD
CHARLOTTE, NC 28277
X



Signatures
/s/ Jacob M. Jenkelowitz, Attorney-in-Fact, on behalf of Irene Chang Britt6/12/2023
**Signature of Reporting PersonDate


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 control number.
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