Item 5.02 Departure of Directors or Certain Officers; Election of Directors;


           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.

On January 24, 2023, American International Group, Inc. (the "Company" or "AIG") terminated Mark D. Lyons from his position as Interim Chief Financial Officer and Executive Vice President, Global Chief Actuary and Head of Portfolio Management of the Company, after the Company became aware that he violated his confidentiality/non-disclosure obligations to the Company. These violations were unrelated to the Company's financial statements, financial reporting generally and related disclosure controls and procedures, or reserves.

In recognition of Mr. Lyons' contributions to AIG since he joined the Company in 2018, the Compensation and Management Resources Committee of the Board of Directors of the Company (the "Board") and the Board approved the Company's entry into a settlement agreement with Mr. Lyons (the "Settlement Agreement"), pursuant to which the Company has agreed to pay Mr. Lyons an aggregate cash amount of $7.5 million, which will be paid in two equal installments on or before each of February 15, 2023 and February 15, 2024. The description of the Settlement Agreement set forth above is qualified in its entirety by the Settlement Agreement, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.

On January 25, 2023, the Company appointed Sabra Purtill, age 60, to serve as the Company's Interim Chief Financial Officer. Since April 2022, Ms. Purtill has served as Chief Investment Officer of Corebridge Financial, Inc. (formerly known as AIG's Life and Retirement business). Prior to that, Ms. Purtill served as Executive Vice President and Chief Risk Officer of AIG from July 2021 and has previously served as AIG's Deputy Chief Financial Officer, overseeing Treasury, Banking and Rating Agency Relations, Investor Relations, and Corporate Development. Prior to joining AIG in 2019, Ms. Purtill was with The Hartford Financial Services Group, Inc., where she served as Senior Vice President, Investor Relations & Treasurer. She was also Managing Director, Investor Relations & Communications, at Assured Guaranty Ltd. and, prior to that, was Senior Vice President at ACE Limited, now known as Chubb Limited.

On January 30, 2023, the Company appointed Turab Hussain to serve as the Company's Interim Global Chief Actuary. Mr. Hussain has served as Chief Risk Officer of General Insurance at AIG since September 2021.

A copy of AIG's related press release is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

The following exhibits are filed as a part of this Report.





Exhibit No.                              Description
    99.1       Settlement Agreement and Release, dated January 29, 2023
    99.2       Press Release of American International Group, dated January 30,
             2023
    104      Cover Page Interactive Data File (embedded within the Inline XBRL
             document).

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