Sec Form 4 Filing - Steigerwalt Eric T @ Brighthouse Financial, Inc. - 2018-05-23

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Steigerwalt Eric T
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
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
11225 NORTH COMMUNITY HOUSE ROAD
3. Date of Earliest Transaction (MM/DD/YY)
05/23/2018
(Street)
CHARLOTTE, NC28277
4. If Amendment, Date Original Filed (MM/DD/YY)
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)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units ( 1 ) 05/23/2018 A 165,016 ( 2 ) ( 3 ) ( 3 ) Common Stock 165,016 $ 0 165,016 D
Restricted Stock Units ( 1 ) 05/23/2018 A 28,053 ( 4 ) ( 5 ) ( 5 ) Common Stock 28,053 $ 0 28,053 D
Employee Stock Option (Right to Buy) $ 53.47 05/23/2018 A 92,137 ( 4 ) ( 6 ) 02/29/2028 Common Stock 92,137 $ 0 92,137 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Steigerwalt Eric T
11225 NORTH COMMUNITY HOUSE ROAD
CHARLOTTE, NC28277
X President and CEO
Signatures
/s/ Jacob M. Jenkelowitz, authorized signer 05/25/2018
Signature of Reporting Person Date
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 )The award of RSUs was authorized on August 9, 2017, to be effective on September 8, 2017. The award was subject to approval by stockholders of BHF of the Brighthouse Financial, Inc. 2017 Stock and Incentive Compensation Plan (the "Employee Plan"). The Employee Plan was approved by stockholders of BHF on May 23, 2018.
( 3 )The RSUs will vest on September 30, 2018.
( 4 )RSU and Stock Option awards were authorized on February 16, 2018, to be effective on March 1, 2018. These awards were subject to approval by stockholders of BHF of the Employee Plan, which was obtained on May 23, 2018.
( 5 )The RSUs will vest in three substantially equal installments on March 1, 2019, March 1, 2020 and March 1, 2021.
( 6 )The Stock Options become exercisable in three substantially equal installments on March 1, 2019, March 1, 2020 and March 1, 2021.

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).
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