DEF 14A of Equitable Holdings, Inc., Aug 10, 2026

DEF 14A of Equitable Holdings, Inc.

Filed Aug 10, 2026 · FY20250001193125-26-341149

Open on EDGAR

  1. Summary of Director Nominee Qualifications, Skills and Self-Identified

    Summary of Director Nominee Qualifications, Skills and Self-Identified

  2. Nominees for Election as Directors for a Term Expiring in 2027

    Nominees for Election as Directors for a Term Expiring in 2027

  3. Nominees for Election as Directors for a Term Expiring in 2027

    | Joan Lamm-Tennant, Independent Chair of the Board of Directors | | | Director since: 2020 Age: 73 Committees Executive (Chair) | Professional Experience: Ms. Lamm-Tennant has been a director since January 2020 and Independent Chair of the Board since October 2021. Ms. Lamm-Tennant founded Blue Marble Microinsurance and served as its CEO from 2015 to 2020. She was also previously Adjunct Professor, International Business at The Wharton School of the University of Pennsylvania from 2006 to 2015, and a Professor of Finance at Villanova University from 1989 to 2000. Ms. Lamm-Tennant has served in a series of senior leadership positions in the insurance industry during her career, including as Head of Enterprise Risk Management and Advisor to the Chief Risk Officer at Marsh & McLennan Companies, Inc., Global Chief Economist and Risk Strategist at Guy Carpenter, and President of a Risk and Capital Advisory unit advising global clients of General Reinsurance. Skills and Qualifications: Significant insurance industry, fintech, finance and management expertise, as well as academic experience, having held global business leadership roles and having had a distinguished career as a professor of finance and economics; expertise as an audit committee financial expert; experience as a director of other public companies. Other Public Company Directorships: Octave Specialty Group, Inc. (NYSE: OSG), formerly Ambac Financial Group, Inc., and Element Fleet Management Corp (TSX: EFN) Other Equitable Holdings Franchise Directorships: Equitable Financial (2020-), Equitable America (2020-), AllianceBernstein Corporation (2021-) |

  4. Nominees for Election as Directors for a Term Expiring in 2027

    | 12 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  5. Nominees for Election as Directors for a Term Expiring in 2027

    | Douglas Dachille, Independent Director | | | Director since: 2025 Age: 62 Committees: Finance and Risk | Professional Experience: Mr. Dachille joined the Board in January 2025. Mr. Dachille has been the Managing Member at Non-Canonical Capital Management since June 2021 and the Chief Investment Officer at Legacy Liability Solutions, LLC since April 2023. Mr. Dachille most recently served as the Chief Investment Officer at American International Group Inc. (AIG) from 2015 until 2021, overseeing its (then) $350 billion portfolio and playing a crucial role in the company’s financial recovery. He co-founded First Principles Capital Management, an institutional fixed income asset manager, and served as its CEO prior to its acquisition by AIG. Prior to that, he was the President and COO of Zurich Capital Markets and held various leadership roles at J.P. Morgan Chase, including Global Head of Proprietary Trading and Co-Treasurer. Mr. Dachille brings to the Board extensive expertise in complex corporate transactions, corporate governance and capital management. Skills and Qualifications: Expertise and distinguished track record of success in the financial services industry and over 30 years’ experience in capital markets; balance sheet management; risk management, senior executive experience; insurance experience; experience as a director of other public companies. Other Public Company Directorships: BridgeBio Pharma, Inc. (NASDAQ: BBIO) and PNC Financial Services Group, Inc. (NYSE: PNC) Other Equitable Holdings Franchise Directorships: Equitable Financial (2025-), Equitable America (2025-) |

  6. Nominees for Election as Directors for a Term Expiring in 2027

    | Francis A. Hondal, Independent Director | | | Director since: 2020 Age: 61 Committees: Compensation and Talent Finance and Risk | Professional Experience: Ms. Hondal joined the Board in September 2020. Until December 31, 2022, she held the position of Executive Advisor and member of the management committee of Mastercard Inc., and previously served in a variety of senior leadership positions having first joined Mastercard in 2011, including as President, Loyalty and Engagement (2018 to 2022); Executive Vice President of Loyalty, Marketing and Digital Services (2017); Executive Vice President, Global Credit and Global Loyalty Solutions (2015 to 2017); and Group Executive, Global Products and Solutions, Latin America and Caribbean (2011 to 2015). Previously, she was the Founder of Increventi Corp., an international business development and marketing consultancy, and enjoyed a 17-year career at American Express where she held various senior level regional and global general management roles within Consumer Products, Insurance and Finance. She began her professional career at Barnett Bank of Florida, as a Corporate Banking Officer, specializing in business development across various industries. Skills and Qualifications: Expertise in consumer financial products, customer experiences; finance, marketing, and international and general management; extensive senior leadership experience in the financial services industry. Other Public Company Directorships: Bath & Body Works, Inc. (NYSE: BBWI) (f/k/a L Brands, Inc.) Other Equitable Holdings Franchise Directorships: Equitable Financial (2020-), Equitable America (2020-) |

  7. Nominees for Election as Directors for a Term Expiring in 2027

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 13 |

  8. Nominees for Election as Directors for a Term Expiring in 2027

    | Arlene Isaacs-Lowe, Independent Director | | | Director since: 2022 Age: 66 Committees: Audit Compensation and Talent Nominating and Corporate Governance | Professional Experience: Ms. Isaacs-Lowe has been a director since July 2022. She joined the Board after having spent almost four decades as a respected global leader in driving growth and profitability for major firms throughout the financial services sector. During her nearly 25-year career at Moody’s, Ms. Isaacs-Lowe most recently served as Special Advisor to the Executive Leadership Team (2021-2022), having previously served as Global Head of Corporate and Social Responsibility and as President of The Moody’s Foundation (2017-2021). She also led business development and client relationship management efforts for Moody’s Investors Service Commercial operations teams across Europe, the Middle East and Africa and for Moody’s Financial Institutions, Real Estate, Public, and Project and Infrastructure Finance franchises in the U.S. Prior to joining Moody’s, Ms. Isaacs-Lowe served as CFO of Equinox Realty Advisors, a boutique real estate investment advisory firm and was a portfolio manager for MetLife Realty Group. Ms. Isaacs-Lowe brings to the Board her knowledge of investment management, capital markets and expertise in enterprise risk management, building multi-disciplinary teams and integrating environmental, social and governance strategies that drive long-term value. Skills and Qualifications: Expertise as an audit committee financial expert. Extensive senior leadership experience in the financial services industry honed over a nearly 40-year career. Other Public Company Directorships: Xenia Hotels & Resorts, Inc. (NYSE: XHR) and Compass Group PLC (LSE: CPG) Other Equitable Holdings Franchise Directorships: Equitable Financial (2022-), Equitable America (2022-) |

  9. Nominees for Election as Directors for a Term Expiring in 2027

    | Daniel G. Kaye, Independent Director | | | Director since: 2018 Age: 72 Committees: Audit (Chair) Nominating and Corporate Governance (Chair) | Professional Experience: Mr. Kaye has been a director since 2018. From 2013 to 2014, Mr. Kaye served as Interim Chief Financial Officer and Treasurer of HealthEast Care System (“HealthEast”). Prior to joining HealthEast, Mr. Kaye spent 35 years with Ernst & Young LLP (“Ernst & Young”) from which he retired in 2012. Throughout his time at Ernst & Young, where he was an audit partner for 25 years primarily serving the financial services industry, Mr. Kaye enjoyed a track record of increasing leadership and responsibilities, including serving as the New England Managing Partner and the Midwest Managing Partner of Assurance. Skills and Qualifications: Certified Public Accountant and National Association of Corporate Directors (NACD) Board Leadership Fellow; expertise as an audit committee financial expert; extensive financial services and insurance industry experience; extensive knowledge and experience in accounting, auditing and financial matters developed through leadership roles at Ernst & Young and HealthEast and as a director of Holdings, and CME. Other Public Company Directorships: CME Group, Inc. (NASDAQ: CME) Other Equitable Holdings Franchise Directorships: Equitable Financial (2015-), Equitable America (2015-), AllianceBernstein Corporation (2017-) |

  10. Nominees for Election as Directors for a Term Expiring in 2027

    | 14 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  11. Nominees for Election as Directors for a Term Expiring in 2027

    | Craig MacKay, Independent Director | | | Director since: 2022 Age: 63 Committees: Audit Finance and Risk | Professional Experience: Mr. MacKay has been a director since June 2022. His extensive experience in private finance and governance spans over three decades, including dozens of acquisition financings, leveraged recapitalizations and refinancings across a broad spectrum of industries including financial services, business services, retail and technology. Mr. MacKay is currently a Senior Advisor at England & Company LLC, an independent investment bank where he previously served as a Partner from 2012 until his retirement in 2022. Mr. MacKay previously headed the Private Finance and High Yield Capital Markets Origination Groups at SunTrust Robinson Humphrey. He was also the founder and managing member of HNY Associates, LLC, an investment banking boutique. Mr. MacKay began his professional experience at Bankers Trust Company and holds degrees from The Wharton School at The University of Pennsylvania (BS, MBA). Skills and Qualifications: Expertise as an audit committee financial expert; extensive finance, investment, and management expertise; fintech/consumer, risk management, senior executive, corporate governance and talent development experience as well as experience as a director of other public reporting companies. Other Public Company Directorships: Carver Bancorp, Inc. (NASDAQ: CARV), where he previously served as Interim President & CEO (from October 1, 2023, until November 1, 2024); and currently serves as Independent Trustee of the Pioneer Funds, the U.S. funds managed by Amundi Asset Management US, Inc. Other Equitable Holdings Franchise Directorships: Equitable Financial (2022-), Equitable America (2022-) |

  12. Nominees for Election as Directors for a Term Expiring in 2027

    | Mark Pearson | | | Director since: 2011 Age: 67 Committees: Executive | Professional Experience: Mr. Pearson has been a director and served as our President and Chief Executive Officer since 2011. From 2008 to 2011, he was the President and CEO of AXA Japan Holding Co. Ltd. (“AXA Japan”). Mr. Pearson joined AXA in 1995 with the acquisition of National Mutual Holdings and was appointed Regional Chief Executive of AXA Asia Life in 2001. Before joining AXA, Mr. Pearson spent approximately 20 years in the insurance sector, assuming several senior manager positions at Hill Samuel, Schroders, National Mutual Holdings and Friends Provident. Mr. Pearson is a Fellow of the Chartered Association of Certified Accountants. Mr. Pearson also serves as CEO of each of Equitable Financial and Equitable America. Skills and Qualifications: Diverse financial services experience developed through service as an executive, including as President and CEO of Holdings and CEO of AXA Japan and other AXA affiliates; extensive global insurance industry experience. Other Equitable Holdings Franchise Directorships: Equitable Financial (2011-), Equitable America (2011-), AllianceBernstein Corporation (2011-) |

  13. Nominees for Election as Directors for a Term Expiring in 2027

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 15 |

  14. Nominees for Election as Directors for a Term Expiring in 2027

    | George Stansfield, Independent Director | | | Director since: 2017 Age: 66 Committees: Compensation and Talent (Chair) Nominating and Corporate Governance Finance and Risk | Professional Experience: Mr. Stansfield has been a director since 2017. Mr. Stansfield has been Deputy Chief Executive Officer (Directeur Général Adjoint) of AXA since 2017, and since 2016, he has been Group General Secretary and a member of AXA’s Management Committee. Previously, he served as AXA’s Head of Group Human Resources and Group General Counsel. Skills and Qualifications: Extensive experience and knowledge and key leadership skills developed through service as an executive, including experience as AXA’s Group General Secretary and Head of Group Human Resources and perspective as a member of AXA’s Management Committee. Other Public Company Directorships: Various directorships within AXA, including as Chairman of AXA France, Chair of the Supervisory Board of GIE AXA (France), Chair of the Advisory Council of Atlantic Vantage Point Capital and director or Management Committee member of AXA ASIA (France), AXA Holdings Japan and AXA Foundation for Human Progress Other Equitable Holdings Franchise Directorships: Equitable Financial (2017-), Equitable America (2017-) |

  15. Nominees for Election as Directors for a Term Expiring in 2027

    | Charles G.T. Stonehill, Independent Director | | | Director since: 2018 Age: 68 Committees: Executive Finance and Risk (Chair) | Professional Experience: Mr. Stonehill has been a director since 2018. Mr. Stonehill is currently Founding Partner of Green & Blue Advisors LLC, a position he has held since 2011. During his extensive financial services career, Mr. Stonehill has held senior leadership positions with Lazard Frères & Co., LLC, Credit Suisse First Boston, Morgan Stanley & Co. and JPMorgan. Skills and Qualifications: Expertise and distinguished track record of success in the financial services industry and over 40 years’ experience in energy markets, investment banking and capital markets; experience as a director of other public companies. Other Public Company Directorships: Previously served as a director of Julius Baer Group Ltd. and Bank Julius Baer & Co. Ltd., and currently serves as a member of the Supervisory Board of Deutsche Börse AG (OTCMKTS: DBOEY) Other Equitable Holdings Franchise Directorships: Equitable Financial (2017-), Equitable America (2017-18, 2019-), AllianceBernstein Corporation (2019-) |

  16. Nominees for Election as Directors for a Term Expiring in 2027

    | 16 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  17. Nominees for Election as Directors for a Term Expiring in 2027

    The Audit Committee is responsible for the appointment, compensation, retention and oversight of our independent registered public accounting firm (“independent auditor”) and annually evaluates the independent auditor’s qualifications, performance and independence. The Audit Committee has appointed PricewaterhouseCoopers LLP (“PwC”) as our independent auditor for the fiscal year ending December 31, 2026. PwC has served as the independent auditor for the Company since 1993. PwC’s background knowledge of the Company, combined with its industry expertise, has enabled it to carry out its audits of our financial statements and the effectiveness of our internal controls over financial reporting with effectiveness and efficiency. The members of the Audit Committee believe that the continued retention of PwC as our independent auditor is in the best interest of Holdings and its stockholders. In determining whether to reappoint PwC, the Audit Committee considered factors such as:

  18. Nominees for Election as Directors for a Term Expiring in 2027

    | • | PwC’s independence and objectivity; |

  19. Nominees for Election as Directors for a Term Expiring in 2027

    | • | PwC’s and the lead engagement partner’s capability and expertise in handling the breadth and complexity of our operations; |

  20. Nominees for Election as Directors for a Term Expiring in 2027

    | • | PwC’s tenure as independent auditor for the Company and institutional knowledge of our business and operations, accounting policies and financial systems, and internal control framework; |

  21. Nominees for Election as Directors for a Term Expiring in 2027

    | • | historical and recent performance of PwC, including the extent and quality of communications with members of the Audit Committee; |

  22. Nominees for Election as Directors for a Term Expiring in 2027

    | • | the appropriateness of PwC’s fees for audit and non-audit services; and |

  23. Nominees for Election as Directors for a Term Expiring in 2027

    | • | the impact of a change in the independent auditor. |

  24. Nominees for Election as Directors for a Term Expiring in 2027

    The Audit Committee is involved in the selection of PwC’s lead engagement partner and ensures that the lead partner’s engagement is limited to no more than five consecutive years of service (in accordance with SEC rules). The current lead engagement partner commencing with the start of the audit of the 2023 financial statements was selected in 2021 following a process which allowed for the consideration of multiple candidates. The lead engagement partner is eligible to serve in this capacity through the completion of the audit of the 2027 financial statements. We request that our stockholders ratify the appointment of PwC as our independent auditor for fiscal year 2026. If the stockholders do not ratify such appointment, the Audit Committee will take note and may reconsider its retention of PwC. If such appointment is ratified, the Audit Committee will still have the discretion to replace PwC at any time during the year. Representatives of PwC are expected to be present at the Annual Meeting and will have the opportunity to make a statement. They will also be available to respond to questions from stockholders regarding their audit of our consolidated financial statements for fiscal year 2025.

  25. Nominees for Election as Directors for a Term Expiring in 2027

    | | The Board recommends that stockholders vote FOR the ratification of the appointment of PwC as our independent registered public accounting firm for fiscal year 2026. |

  26. Nominees for Election as Directors for a Term Expiring in 2027

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 17 |

  27. Compensation Peer Group

    Compensation Peer Group We view a well-constructed peer group as a key part of a sound benchmarking process, but only a starting point since judgment is critical during both the benchmarking and compensation decision-making processes. Accordingly, the Compensation and Talent Committee used compensation data from the Compensation Peer Group listed below to help inform – but not determine – decisions related to the 2025 base salaries and short- and long-term incentive targets of the EQH Program Participants.

  28. Compensation Peer Group

    | Compensation Peer Group | | | Ameriprise Financial, Inc. Brighthouse Financial, Inc. Corebridge Financial Jackson Financial Lincoln National Corporation Manulife Financial Corporation | Principal Financial Group, Inc. Prudential Financial, Inc. Sun Life Financial, Inc. Unum Group Voya Financial, Inc. |

  29. Compensation Peer Group

    The Compensation Peer Group was originally established based on objective factors such as industry, geography and assets, management’s view of our competitors for talent and business and a review of the peer groups used by others in our sector. The Compensation and Talent Committee reviews the Compensation Peer Group in September of each year.

  30. Compensation Peer Group

    | 30 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  31. Competitive Compensation Analysis

    Competitive Compensation Analysis In November 2025, our independent compensation consultant, Meridian, presented the Compensation and Talent Committee with a competitive compensation analysis for each of the EQH Program Participants (the “Independent Compensation Analysis”). The Independent Compensation Analysis was undertaken in accordance with our target pay philosophy:

  32. Competitive Compensation Analysis

    | Target Pay Philosophy | | To provide competitive compensation opportunities by setting total target direct compensation for executive positions within a competitive range of the market median for total compensation with respect to the pay for comparable positions at our peer companies, taking into account certain individual factors such as the specific characteristics and responsibilities of a particular executive’s position as compared to similarly situated executives at our peer companies. |

  33. Competitive Compensation Analysis

    Our compensation program generally targets base salary, annual cash incentives and equity awards at the median of comparable positions within our peer group, unless individual circumstances warrant otherwise. An executive’s experience and tenure may result in target compensation that is initially below or above the median, as appropriate. Compensation levels and incentive targets are reviewed annually. In assessing executive compensation, the Compensation and Talent Committee considered competitive market data, including peer group and survey reference points, as applicable. The Independent Compensation Analysis reviewed total direct compensation and its individual components, as well as the overall mix of fixed and variable pay, short- and long-term incentives, and cash and equity compensation.

  34. Competitive Compensation Analysis

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 31 |

  35. Compensation Components

    | Total Direct Compensation | | | Base Salary | What is it? Fixed compensation for services. What is the purpose of it? For executives, base salary is intended to provide a fair level of fixed compensation based on the position held, competitive market data, the executive’s career experience, the scope of the position’s responsibilities and the executive’s own performance. | | Short-Term Incentive Compensation | What is it? Variable annual cash incentive awards determined based on performance relative to corporate and individual goals. What is the purpose of it? Short-term incentive compensation is intended to: • align cash incentive awards with corporate financial results and strategic objectives and reward executives based on corporate and individual performance; • enhance the performance assessment process with a focus on accountability; • differentiate compensation based on individual performance; and • provide competitive total annual compensation opportunities. | | Equity-Based Awards | What is it? Incentive awards consisting of equity vehicles subject to multi-year vesting requirements based on performance requirements and continued service. What is the purpose of it? Equity-based awards are intended to: • align long-term interests of award recipients with those of stockholders; • provide competitive total compensation opportunities; and • ensure focus on achievement of long-term strategic business objectives. | | Other Compensation and Benefits | | | Retirement, Health and other Plans and Programs | What is it? A comprehensive program offering retirement savings, financial protection and other compensation and benefits. What is the purpose of it? Our compensation and benefits program is intended to attract and retain high caliber executives and other employees by offering programs that assist with their long-term financial support and security. |

  36. Compensation Components

    | Termination Benefits | | | Severance Benefits | What is it? Temporary income payments and other benefits provided for involuntary terminations of employment. What is the purpose of it? Severance benefits are intended to treat employees fairly at termination and provide competitive total compensation packages. | | Change-in-Control Benefits | What is it? Benefits in the event of a termination related to a change-in-control. What is the purpose of it? Change-in-control benefits are intended to retain executives and incent efforts to maximize stockholder value during a change in control. Severance benefits are intended to treat employees fairly at termination, provide competitive total compensation packages and secure certain Company protections in exchange for the severance provided. |

  37. Short-Term Incentive Compensation

    Short-Term Incentive Compensation Variable cash incentive awards are generally available for the EQH Program Participants under the Equitable Holdings, Inc. Short-Term Incentive Compensation Plan (the “STIC Plan”). The STIC Plan is an ongoing “umbrella” plan that allows the Compensation and Talent Committee or Board to establish annual programs setting forth performance goals and other terms and conditions applicable to cash incentive awards for employees (each, a “STIC Program”).

  38. Short-Term Incentive Compensation

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 33 |

  39. Short-Term Incentive Compensation

    All EQH Program Participants were eligible for awards under the 2025 STIC Program. The amount of an EQH Program Participant’s individual award under the 2025 STIC Program was determined by multiplying their 2025 STIC Program award target (the “STIC Target”) by a funding percentage (the “Final Funding Percentage”) and by their “Individual Assessment Percentage” as further described below. The calculation is as follows, subject to a maximum award of 200% of an executive’s STIC Target: This section describes each element of the award calculation. STIC Targets The Compensation and Talent Committee reviewed the STIC Targets of the EQH Program Participants in February 2025, taking into consideration the Independent Compensation Analysis and input from management, and made no adjustments to STIC targets for the EQH Program Participants. The following table shows the 2025 STIC Targets of the EQH Program Participants:

  40. Short-Term Incentive Compensation

    | EQH Program Participant | STIC Target | | Mr. Pearson | $3,148,000 | | Mr. Raju | $1,300,000 | | Mr. Hurd | $1,500,000 | | Mr. Lane | $1,400,000 |

  41. Short-Term Incentive Compensation

    We generally do not provide guaranteed annual incentive awards for any executives, except for certain limited guarantees for new hires. No EQH Program Participants were guaranteed a cash incentive award under the 2025 STIC Program. Final Funding Percentage Performance Objectives A preliminary funding percentage (the “Initial Funding Percentage”) for each STIC Program is determined by measuring corporate performance with respect to certain financial and other performance objectives critical to the achievement of our annual and long-term goals. Several key performance objectives are chosen to incent performance across a range of activities and balance different types of metrics. Based on its review of the 2024 STIC Program in February 2025, the Compensation and Talent Committee elected to retain the four performance objectives (i.e., Non-GAAP Operating Earnings, VNB, Cash Flow and Strategic Initiatives), as well as to retain the same overall relative weightings for the 2025 STIC Program. Recognizing that the performance objectives and their weightings for each STIC Program are determined based on our strategy and focus at the time of the program’s design, performance objectives and their weightings may vary in future years as different metrics become more relevant. The 2025 STIC Program performance objectives and their relative weightings were as follows:

  42. Short-Term Incentive Compensation

    | • | Non-GAAP Operating Earnings – 25% |

  43. Short-Term Incentive Compensation

    | • | VNB – 25% |

  44. Short-Term Incentive Compensation

    | • | Cash Flow – 25% |

  45. Short-Term Incentive Compensation

    | • | Strategic Initiatives – 25% |

  46. Short-Term Incentive Compensation

    | 34 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  47. Short-Term Incentive Compensation

    | Non-GAAP Operating Earnings | | | What is it? | Non-GAAP Operating Earnings is an after-tax financial measure used to evaluate our financial performance that is determined by making certain adjustments to our after-tax net income (loss) attributable to Holdings. Specifically, it excludes items that can be distortive or unpredictable from the results of operations and focuses on corporate performance with respect to ongoing operations. Accordingly, it is used as the basis for management’s decision-making. Non-GAAP Operating Earnings is a financial measure that is not computed in accordance with U.S. GAAP. Please see Appendix A for a more complete description of the calculation of Non-GAAP Operating Earnings. | | Why do we use it? | Non-GAAP Operating Earnings was chosen as a performance objective for the 2025 STIC Program due to our belief that it is the strongest indicator of corporate performance for a year. | | Value of New Business | | | What is it? | The VNB performance objective: • represents the present value of economic profits from new business under the Company’s economic model; • is a key pricing metric established during the product approval process and monitors actual versus expected economic returns; • is a key component of franchise value (i.e., the value of future potential new business) and is part of the Company’s economic value and economic coverage ratio; and • is measured in terms of absolute value (i.e., dollars or present value economic profit) and relative value by measuring VNB margin (i.e., absolute value as a percentage of certain new business annual premium equivalent). Management has the ability to manage VNB through active management of certain new business sales and pricing. | | Why do we use it? | VNB was chosen as a performance objective for the 2025 STIC Program due to our belief that it is a strong indicator of growth through the economic value creation of certain new business sold over the course of a year. | | Cash Flow | | | What is it? | Cash Flow is net annual dividends and distributions to Equitable Holdings from its subsidiaries less annual Holding Company expenses. | | Why do we use it? | Cash Flow was chosen as a performance objective for the 2025 STIC Program to ensure management is held accountable for the metrics communicated to investors and the market as most important to the Company. It is linked to longer-term sustainable earnings growth. |

  48. Short-Term Incentive Compensation

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 35 |

  49. Short-Term Incentive Compensation

    | Strategic Initiatives | | | What is it? | The Strategic Initiatives performance objective measures corporate performance with respect to specific goals set for certain initiatives required to ensure Holdings’ continued success. Strategic Initiatives for 2025 include: • Deliver meaningful value for our stakeholders including our people, clients and communities; • Demonstrate meaningful improvements on building new commercial growth engines to grow franchise value; • Execute on efficiency moonshot to support business growth; and • Execute on our capital optimization initiative to support investor commitments. | | Why do we use it? | The Strategic Initiatives were chosen as a performance objective for the 2025 STIC Program to ensure employees’ focus on the critical activities required to ensure our future success. |

  50. Short-Term Incentive Compensation

    Calculation of Initial Funding Percentage The Initial Funding Percentage was determined based on corporate performance with respect to targets approved by the Compensation and Talent Committee for each performance objective. For Non-GAAP Operating Earnings, VNB, and Cash Flow, the targets were numerical. For each Strategic Initiative, the qualitative target was set as the accomplishment of the 2025 goal for that initiative. Once set, the targets for each performance objective are not permitted to change during the course of the year except for exceptional circumstances as determined by the Compensation and Talent Committee. Achievement at target for a performance objective results in a contribution to the Initial Funding Percentage equal to that performance objective’s weighting. Accordingly, achievement at target for all of the performance objectives would result in an Initial Funding Percentage of 100%. Achievement below target for a performance objective results in a decreased contribution to the Initial Funding Percentage down to a minimum of 0%. Achievement above target for a performance objective results in an increased contribution to the Initial Funding Percentage up to a maximum of twice the performance objective’s weighting. Accordingly, the Initial Funding Percentage could range from 0% to 200%. The Non-GAAP Operating Earnings, VNB and Cash Flow performance objectives were also assigned threshold and maximum achievement levels that were approved by the Compensation and Talent Committee. Prior to 2025, the threshold and maximum goals for the Non-GAAP Operating Earnings, VNB and Cash Flow performance objectives were set at +/-25% of target. Beginning in 2025, the threshold and maximum goals for VNB were widened to +/-30% of target to reflect market sensitivities outside of management control. Conversely, the payout ranges for Cash Flow were narrowed to -20%/+15% of target in acknowledgment of greater predictability for this metric. Achievement at the maximum or higher for a performance objective results in that performance objective’s maximum contribution to the Initial Funding Percentage. Achievement below threshold results in no contribution to the Initial Funding Percentage by the performance objective. The Strategic Initiatives’ performance objective was not assigned specific thresholds or maximums. Rather, its contribution to the Initial Funding Percentage (which could range from 0% to 50%, weighted, as described above) was determined by a qualitative assessment of performance, supported by indicators and considering a holistic assessment of business performance over the past year, subject to approval by the Compensation and Talent Committee. The Initial Funding Percentage of the annual incentive was 109% of target (i.e., Non-GAAP Operating Earnings (9%) + VNB (21%) + Cash Flow (50%) + Strategic Initiatives (29%)). The following table presents the target and actual results for each of the performance objectives, along with their thresholds, maximums, relative weightings and ultimate contribution to the Initial Funding Percentage. All amounts listed for thresholds, maximums, target and actual results are in millions of U.S. dollars.

  51. Short-Term Incentive Compensation

    | 36 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  52. Short-Term Incentive Compensation

    Non-GAAP Operating Earnings for 2025 STIC Program purposes were $1,788 million, $47 million more than 2025 reported Non-GAAP Operating Earnings of $1,741 million. The STIC Program framework provides the ability to make adjustments, including to eliminate the impact of non-recurring events or actuarial assumption updates related to Legacy business lines. The upward adjustment of $47 million is related to Equitable’s reinsurance agreement with RGA. While the transaction with RGA did not close until July 31, 2025, per the agreed terms, RGA was responsible for covered claims beginning April 1, 2025. Accordingly, an adjustment was made to reflect the associated claims.

  53. Short-Term Incentive Compensation

    | Performance Objective | Threshold ($m) | Target | Maximum | Weight | Actual Results | Contribution to Initial Funding Percentage | | Non-GAAP Operating Earnings | 1,605 | 2,140 | 2,675 | 25% | $1,788 | 9% | | VNB | 441 | 630 | 819 | 25% | $597 | 21% | | Cash Flow | 1,280 | 1,600 | 1,840 | 25% | $2,600 | 50% | | Strategic Initiatives | N/A | Goals exceeded | N/A | 25% | 29% | 29% | | Total | | | | | | 109% |

  54. Short-Term Incentive Compensation

    | Note: | For results in between the threshold and target and target and maximum, the contribution to the Initial Funding Percentage is determined by linear interpolation. Actual VNB results used for 2025 STIC Program purposes excludes VNB from certain newer businesses. Beginning in 2025, VNB results used for STIC purposes also excludes Wealth Management, as sales activity from that business is reflected in part through Non-GAAP Operating Earnings. |

  55. Short-Term Incentive Compensation

    The Compensation and Talent Committee determined that the Strategic Initiatives performance objective’s contribution to the Initial Funding Percentage would be 29%, with some goals being evaluated as above target. Key performance objective results included:

  56. Short-Term Incentive Compensation

    | • | Our employee engagement and wellness scores continue to increase year-over-year, underscoring our commitment to embedding wellness into our operating model. Material ESG factors have been integrated into the investment process for most General Account assets, and we achieved our goal to commit an additional $1 billion in impact investments in 2025. Our Social Impact integration model was implemented through Equitable Advisors in two key markets to strengthen educator relationships and create a foundation for sustained growth. We continue to advocate for fair capital standards that protect consumers and position the insurance industry for future progress. We maintain strong ESG ratings across all four major rating agencies (MSCI, Sustainalytics, S&P and ISS), and our MSCI score of “AA,” positions us as a leader among our peers. |

  57. Short-Term Incentive Compensation

    | • | Our most impactful commercial growth engines, Wealth Management and AB Private Markets, outperformed in multiple areas. Wealth Management delivered record post-tax earnings of c.$222 million in 2025, ahead of plan and 2027 Investor Day targets and achieved a new milestone of c.$122 billion in AUA while generating c.$8.4 billion in advisory net flows. The acquisition of Stifel Independent Advisors will bring up to $9 billion in additional assets. With more than $19 billion of our $20 billion capital commitment to AB deployed in 2025, AB Private Markets AUM grew 18% to $82 billion. |

  58. Short-Term Incentive Compensation

    | • | The execution of various initiatives under our efficiency moonshot enabled us to realize $120 million in run-rate expense saves, positioning us to meet or exceed our Investor Day commitment of $150 million in net savings by year-end 2027. |

  59. Short-Term Incentive Compensation

    | • | 2025 was a year of significant capital optimization achievements, led by the Individual Life reinsurance transaction with RGA, the largest ever life reinsurance transaction in the US, which freed over $2 billion of capital and reduced exposure to mortality by 75%. Transaction proceeds were used to invest in growing AB and Equitable Advisors as well as to accelerate capital return to stockholders. We also completed our first reinsurance transaction of approximately $30 billion of group annuity liabilities with Equitable Financial Bermuda, which will improve the visibility into and consistency of future cash generation. |

  60. Short-Term Incentive Compensation

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 37 |

  61. Short-Term Incentive Compensation

    Determination of Final Funding Percentage Once the Initial Funding Percentage was calculated as described above, it was reviewed by the Compensation and Talent Committee which had responsibility for determining the Final Funding Percentage. In making its determination, the Compensation and Talent Committee had discretion to increase the Initial Funding Percentage by up to twenty percentage points and unlimited discretion to decrease the percentage based on any relevant circumstances determined by the Committee, provided that it could not increase the Initial Funding Percentage above the maximum of 200%. Other than the adjustment to Non-GAAP Operating Earnings outlined above, the Compensation and Talent Committee did not exercise any discretion regarding the 2025 STIC Program results. Individual Assessment Percentage and Approval of Awards An EQH Program Participant’s Individual Assessment Percentage is based on his individual performance and demonstrated leadership behaviors and can range from 0% to 130%. The Compensation and Talent Committee reviewed the 2025 performance of each EQH Program Participant as well as Mr. Pearson’s recommendations for each EQH Program Participant’s Individual Assessment Percentage (other than for himself) and 2025 STIC Program award. Based on its assessment of each EQH Program Participant’s performance, the Compensation and Talent Committee approved the amount of the 2025 STIC Program awards for each EQH Program Participant. In making its recommendations, the Compensation and Talent Committee took into account the factors that it deemed relevant, including the following accomplishments achieved in 2025 by the EQH Program Participants.

  62. Short-Term Incentive Compensation

    | Mr. Pearson | | | Accomplishments | Delivered strong business performance, including: • Achieved $1.7 billion of Non-GAAP Operating Earnings, or $5.64 per share. • Reached record of $1.1 trillion of AUM/A, representing 10% year-over-year growth. • Drove strong organic growth with $5.9 billion of Retirement net inflows and a record $8.4 billion of advisory net inflows in Wealth Management. Maintained balance sheet strength and consistent capital return, including: • Delivered Cash Flow to Holdings of $2.6 billion, which includes $1 billion from the life reinsurance transaction with RGA. Organic cash generation was $1.6 billion, up over 10% year-over-year, and is on track to achieve $2 billion target by 2027. • Returned $1.8 billion of capital to stockholders, which includes $500 million of additional share repurchases following the individual life reinsurance transaction. Excluding these incremental buybacks, the payout ratio was 68%, at the higher end of our 60-70% target. • Combined NAIC RBC ratio of c.475%, which is above our target of 400%+. • Executed key strategic initiatives, including the individual life reinsurance transaction with RGA that freed $2 billion of capital. • Continued to enhance our integrated flywheel business model and drive synergies across Equitable and AB; used a portion of the proceeds from the life reinsurance transaction to increase the level of ownership in AB; acquired Stifel Independent Advisors; and funded AB’s investment in FCA Re. Enhanced company culture and performance, including: • Achieved year-over-year improvement in our corporate engagement index score, outperforming the finance and industry benchmark. • Improved Equitable’s wellness index scores reflecting the continued maturation of our operating model, and commitment to improving the wellness outcomes of our people. | | 2025 STIC Program Award | $3,431,320 (109% of target) |

  63. Short-Term Incentive Compensation

    | 38 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  64. Short-Term Incentive Compensation

    | Mr. Raju | | | Accomplishments | Provided leadership and direction for Finance-related activities, including: • Achieved $1.7 billion Non-GAAP Operating Earnings or $5.64 per share, $1.1 trillion of AUM/A, $580 million of capital invested in new business delivering 15% IRRs, and $0.6 billion of VNB. Retirement and Wealth Management had full year net inflows of $5.9 billion and $8.4 billion, respectively. AB Private Markets’ assets increased to $82 billion. • Delivered Cash Flow to Holdings of $2.6 billion, which includes $1 billion from the life reinsurance transaction. Organic cash generation was $1.6 billion, with over 50% coming from our asset and wealth management businesses. Holdings returned $1.8 billion of capital to stockholders, equating to a 95% total payout ratio, or a 68% payout ratio excluding $500 million of incremental buybacks related to the life transaction. • Maintained a strong combined NAIC RBC ratio of c.475%, well above our minimum target level of 400%, and we ended 2025 with $1.1 billion of cash and liquid assets at Holdings. Hedge effectiveness remained above 95%. Executed strategies to enhance financial reporting framework, de-risk the balance sheet, unlock economic value, seed future growth, and generate additional income: • On track to achieve 2023 Investor Day targets to increase annual cash generation to $2 billion by 2027 and grow Non-GAAP Operating EPS at a 12-15% CAGR from 2023-2027. • Continued stockholder engagement via meetings with existing stockholders and prospective investors at arranged investor events and sell-side conferences. • Completed our first internal reinsurance transaction with Equitable Financial Bermuda, ceding $30 billion of liabilities. This enables us to maintain economic management of the block and have greater visibility of future cash flows. • Novated a portion of the Legacy VA policies reinsured to Venerable and a portion of the non-NY policies included in the 2023 internal reinsurance transaction. • Completed the life reinsurance transaction with RGA, freeing $2 billion of capital and reducing mortality exposure by 75%. • Used transaction proceeds to drive growth in Asset and Wealth Management and accelerate capital return. Committed c. $200 million for strategic growth investments in Stifel Independent Advisors and FCA Re. • Achieved $110 million incremental investment income target two years ahead of schedule. • Delivered $120 million of run-rate expense saves as of year-end 2025; on track to reach $150 million target by 2027. • Issued $5 billion of funding agreement backed notes, making Equitable a top five issuer in 2025. Continued to build meaningful synergies with AB, including: • Advanced enterprise growth initiatives, deploying $19 billion of $20 billion commitment to AB’s Private Markets platform, which grew to $82 billion. • Invested $100 million in FCA Re sidecar. Met the Impact Investment goal by committing $412 million across 2024 and 2025 towards impact investment, such as in renewable energy and energy efficiency projects. | | 2025 STIC Program Award | $1,700,400 (131% of target) |

  65. Short-Term Incentive Compensation

    Mr. Raju’s 2025 STIC Program Award was 131% of target, representing a Final Funding Percentage of 109% and an Individual Assessment Percentage of 120%, based principally on capital optimization achievements, including the successful completion of the life reinsurance transactions with RGA and Equitable Financial Bermuda.

  66. Short-Term Incentive Compensation

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 39 |

  67. Short-Term Incentive Compensation

    | Mr. Hurd | | | Accomplishments | Delivered continued progress during year two of Equitable’s three-year strategic initiative to reset our expense base and reallocate savings towards higher return opportunities. Examples include implementing a new and sustainable efficiency budgeting process, increasing speed and transparency in investment decisions, improving investment rigor by leveraging digital tools and business cases, and enhancing our risk assessment. Through year-end 2025, achieved $120 million of run-rate expense reductions; on track to achieve $150 million target by 2027. Made significant progress on our strategy to deliver meaningful value to our stakeholders, including: • Achieved strong employee engagement index culture score of 85.9, up year-over-year and above finance and insurance industry benchmark. Our company’s employee Net Promoter Score, or eNPS, a metric that measures how likely employees are to recommend us as an employer, also remains healthy, exceeding the industry benchmark. • Reimagined our learning and development curriculum to create a distinctly Equitable program that strengthens our talent pipeline and differentiates Equitable in a highly competitive talent marketplace. • Our 2025 Wellness Survey shows improvement across every wellness dimension for the third consecutive year, with total favorability rising from 69.4% in 2023 to 82.3% in 2025. • Held enterprise-wide health fairs and financial wellness educational seminars that were attended by more than 3,000 employees. • Matured our Energy & Resilience management programming to provide nearly 3,000 employees with actionable content designed to help increase capacity in everyday tasks and reduce stress. • Launched and scaled a differentiated Energy & Resilience curriculum linking learning to cultural transformation. Delivered 18 high-impact sessions to 2,500+ employees and advisors, providing practical strategies across stress and time management, focus and control, career progression, and daily routines to support a healthier, more resilient, and productive workplace. Delivered value for stakeholders and supported our communities including: • Executed high-impact projects to reengineer Service Operations for improved performance, consistently delivering strong SLA adherence across new business, in force and contact center operations, alongside high customer satisfaction. • Delivered strategic initiatives that supported growth, enhanced security, modernized technology and improved efficiency, including the successful modernization of Equitable Advisors’ field compensation. • Matured Equitable’s Generative AI program, combining advanced tools and innovative internal forums to drive adoption. Achieved nearly 3x growth in weekly active users of GenAI productivity tools. • Reached more than 9,000 students through various higher education preparatory programs and awarded 100 renewable Equitable Excellence® scholarships to students from 64 high schools across 21 states. • Supported more than 9,000 educators nationwide through various Equitable professional development and wellbeing programs. | | 2025 STIC Program Award | $1,880,250 (125% of target) |

  68. Short-Term Incentive Compensation

    Mr. Hurd’s 2025 STIC Program Award was 125% of target, representing a Final Funding Percentage of 109% and an Individual Assessment Percentage of 115%, based principally on his leadership on critical enterprise-wide initiatives, including continued progress toward our efficiency moonshot, significantly advancing stakeholder value, and advancing a holistic wellness strategy.

  69. Short-Term Incentive Compensation

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  70. Short-Term Incentive Compensation

    | Mr. Lane | | | Accomplishments | Generated record value and volume in the Retirement businesses, including: • Total Retirement sales of $22.4 billion (+7% vs. 2024), with record RILA sales. • Maintained leadership positions in the RILA and tax-exempt markets, with sales up 8% and 28% vs. 2024, respectively. • Generated $5.9 billion in total Retirement net flows, a 4% organic growth rate, and $0.6 billion in VNB. Delivered strong results and growth in Wealth Management, including: • Record advisory net flows of $8.4 billion (+76% vs. 2024), and over $120 billion in assets under advisement (+20% vs. 2024). • Grew operating earnings 21% and improved operating margin from 13.5% in 2024 to 15.0% in 2025. • Increased Wealth Planners by 12% to 920 and improved total advisor productivity by 8% vs. 2024. • Recruited $1.4 billion in experienced advisor assets and announced the acquisition of Stifel Independent Advisors. Achieved continued momentum in the emerging Institutional and Employee Benefits businesses, including: • Institutional: Successfully launched HSA offering in 1Q25. Grew total Institutional premiums by 33%, generating $625 million in net flows and $1.8 billion in AUM. • Employee Benefits: Delivered 8% gross premium growth with c.875k lives covered. Executing pricing strategy with renewal retention +9ppts vs. 2024. Executed on enterprise strategy to optimize capital; drove commercial innovation to build on competitive differentiation and drive sustainable value, including: • Scaled advice model: Recognized for best-in-class learning and human capital programs, such as the Columbia University Coaching Credential program. Graduated 200 advisors from the Columbia program and trained 154 emerging Wealth Planners. Introduced AI-enabled advisor training that earned two prestigious industry awards. Secured strong external media placements with signature Wall Street Journal Great Wealth Transfer thought leadership piece. • Drove commercial innovation: Led development of AI strategy and enterprise execution. Launched new products and markets, including Multi-Year Guaranteed Annuities (“MYGAs”), SCS Premier, Pooled Employer Plan (“PEP”) in Group Retirement and the HSA market in Institutional. • Life repositioning: Narrowed Life products and channels, delivering improved IRRs and expense savings. Executed milestone reinsurance transaction with RGA to generate $2 billion of value for Equitable Holdings, reducing exposure to future mortality volatility. Strengthened organizational talent, with new leadership in Marketing and the Life business. Continued to improve the teams’ leadership skills and drive strong culture scores above the industry average. | | 2025 STIC Program Award | $1,678,600 (120% of target) |

  71. Short-Term Incentive Compensation

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 41 |

  72. Short-Term Incentive Compensation

    Mr. Lane’s 2025 STIC Program Award was 120% of target, representing a Final Funding Percentage of 109% and an Individual Assessment Percentage of 110%, based principally on his role in driving sales and growth in our Wealth Management and Retirement businesses in 2025. The annual cash incentive awards and bonuses earned by the EQH Program Participants in 2025, 2024 and 2023 are reported in the “Summary Compensation Table” included below.

  73. Equity-Based Awards

    2025 Annual Equity-Based Awards Each year, the Compensation and Talent Committee approves an equity-based award program for the EQH Program Participants (an “Equity Program”). In February 2025, the Compensation and Talent Committee reviewed the equity vehicles granted under the 2019 Equity Program and their related terms and conditions and elected to keep them the same for the 2025 Equity Program other than the addition of RGA to the TSR peer group. Equity Vehicles The equity-based awards granted under the 2025 Equity Program consisted of a mix of “full value” restricted stock units and Performance Shares. All vehicles contain vesting requirements related to service and the Performance Shares also require the satisfaction of certain criteria related to corporate performance to obtain a payout. This mix of equity vehicles was chosen to ensure alignment with corporate performance while facilitating the ability to retain, motivate and reward the executives in the event of changes in the business environment or cycle.

  74. Equity-Based Awards

    | Vehicle | Description | Type | Payout Requirements | Allocation Percentage | | EQH RSUs | Restricted stock units that will be settled in shares of Holdings’ common stock. | Full Value | Service | 40% | | EQH TSR Performance Shares | Performance Shares that will be settled in shares of Holdings’ common stock. | Full Value | Service and Satisfaction of Relative TSR Performance Criteria | 30% | | EQH Non-GAAP EPS Performance Shares | Performance Shares that will be settled in shares of Holdings’ common stock. | Full Value | Service and Satisfaction of Non-GAAP EPS Performance Criteria | 30% |

  75. Equity-Based Awards

    EQH RSUs. EQH RSUs have a vesting schedule of three years, with one-third of the grant vesting on each of February 28, 2026, February 28, 2027, and February 28, 2028. EQH RSUs receive dividend equivalents with the same vesting schedule as their related units. The value of EQH RSUs will increase or decrease depending on the price of Holdings’ common stock. EQH Performance Shares. EQH Performance Shares cliff vest after three years on February 28, 2028. EQH Performance Shares receive dividend equivalents subject to the same vesting schedule and performance conditions as their related shares and were granted unearned. Two types of EQH Performance Shares were granted in 2025:

  76. Equity-Based Awards

    | • | TSR Performance Shares. EQH Performance Shares that may be earned based on Holdings’ total stockholder return relative to its performance peer group (“Relative TSR”); and |

  77. Equity-Based Awards

    | • | Non-GAAP EPS Performance Shares. EQH Performance Shares that may be earned based on Holdings’ growth in Non-GAAP Operating EPS. |

  78. Equity-Based Awards

    Relative TSR and Non-GAAP EPS were chosen as the performance metrics for the EQH Performance Shares because they are important to our stockholders and represent the degree to which we create value for investors relative to peers, and reflect performance objectives beyond those that are the focus of our STIC Program. The use of relative TSR as a performance metric ensures that TSR outperformance versus peers is rewarded with above-target payouts, while TSR underperformance versus peers is reflected with potential below-target (or no) payouts. The use of Non-GAAP EPS as a performance metric ensures that management is focused on achieving the metrics communicated as most important to the market and, together with relative TSR, can be viewed as the input/output to value creation for stockholders.

  79. Equity-Based Awards

    | Relative TSR | | | What is it? | Relative TSR compares the total amount a company returns to investors during a designated period, including both share price appreciation and dividends, to such amounts returned by the company’s peers. | | Why do we use it? | Relative TSR was selected as a performance metric to ensure that payouts are aligned with the experience of Holdings’ stockholders and to create incentives to outperform peers. | | Non-GAAP EPS | | | What is it? | Non-GAAP EPS will be measured using Non-GAAP Common Operating Earnings less preferred stock dividends divided by diluted common shares outstanding. The Compensation and Talent Committee views Non-GAAP EPS as an important financial measure of profitability. | | Why do we use it? | Non-GAAP EPS growth of 12-15% has been communicated to the market as a key financial goal through 2027. It was selected as a performance metric to ensure management is focused on achieving the metrics communicated as most important to the market. |

  80. Equity-Based Awards

    | If Relative TSR for the TSR Performance Period is | The TSR Performance Factor will equal | | 87.5th percentile or greater (maximum) | 200% | | 50th percentile (target) | 100% | | 30th percentile (threshold) | 25% | | Below 30th percentile | 0% |

  81. Equity-Based Awards

    The Compensation and Talent Committee reviewed the peer group used for determining Relative TSR (the “TSR Peer Group”) under the 2025 TSR Performance Share grants with Meridian and determined to add one new company, Reinsurance Group of America, to the TSR Peer Group based on its close correlation to EQH in terms of stock price. The 2025 TSR Peer Group includes:

  82. Equity-Based Awards

    | TSR Peer Group | | | Ameriprise Financial, Inc. Brighthouse Financial, Inc. CNO Financial Group, Inc. Corebridge Financial, Inc. Globe Life Inc. Jackson Financial Inc. Lincoln National Corporation Manulife Financial Corporation | MetLife, Inc. Principal Financial Group, Inc. Prudential Financial, Inc. Reinsurance Group of America Sun Life Financial, Inc. Unum Group Voya Financial, Inc. |

  83. Equity-Based Awards

    | If Non-GAAP EPS for the Non-GAAP EPS Performance Period is | The Non-GAAP EPS Performance Factor will equal | | Maximum amount (or greater) | 200% | | Target amount | 100% | | Threshold amount | 25% | | Below threshold | 0% |

  84. Equity-Based Awards

    | To determine the amount of: | Percentage of the total award value was divided by: | | EQH RSUs | 40% of the total award value was divided by the fair market value of Holdings’ common stock closing price averaged over the 20-day trading period ending on grant date | | TSR Performance Shares | 30% of the total award value was divided by a fair value of Holdings’ common stock closing price averaged over the 20-day trading period ending on grant date | | Non-GAAP EPS Performance Shares | 30% of the total award value was divided by the fair market value of Holdings’ common stock closing price averaged over the 20-day trading period ending on grant date |

  85. Equity-Based Awards

    | Note: | In prior years, RSUs and Non-GAAP EPS Performance Shares were valued at fair market value based on the closing stock price on the grant date, while TSR Performance Shares were valued using a Monte Carlo valuation. Based on our understanding that (i) fair market value is the prevailing practice for grant valuation methodologies and (ii) no peer companies currently use a Monte Carlo valuation to determine the number of performance shares in their LTIC programs, both RSUs and TSR and Non-GAAP EPS Performance Shares will be valued at fair market value based on an average closing stock price over the last 20 trading days through grant date for all 2025 grants. Use of an average fair market value rather than a single closing stock price on the grant date is intended to smooth out any short-term stock price fluctuations, among other things. |

  86. Equity-Based Awards

    | Relative TSR | TSR Performance Factor | Actual Results for Peer Group | | 87.5th percentile or greater (maximum) | 200% | +118.4% | | 50th percentile (target) | 100% | +48.5% | | 30th percentile (threshold) | 25% | +26.3% |

  87. Other Compensation and Benefit Programs

    | Qualified Retirement Plans | | | Why do we offer them? | We believe that qualified retirement plans encourage long-term service and provide a meaningful vehicle to save for retirement. | | What plans are offered? | The Equitable 401(k) Plan (the “401(k) Plan”) The 401(k) Plan is a tax-qualified defined contribution plan offered for eligible employees who may contribute to the 401(k) Plan on a before-tax, after-tax or Roth 401(k) basis (or any combination of the foregoing) up to tax law and plan limits. The 401(k) Plan also provides for matching contributions of participant voluntary deferrals on a dollar-for-dollar basis of up to 5% of their annual eligible compensation. All of the EQH Program Participants were eligible to participate in the 401(k) Plan in 2025. The Equitable Retirement Plan (the “Retirement Plan”) The Retirement Plan is a tax-qualified defined benefit plan that provides a pay credit equal to 4% of eligible compensation up to the qualified plan compensation limit and deemed interest credits under a cash balance formula. All of the EQH Program Participants were eligible to participate in the Retirement Plan in 2025. |

  88. Termination Benefits

    Termination Benefits Severance Benefits We provide severance benefits to treat employees fairly at termination, provide competitive total compensation packages and secure certain Company protections in exchange for severance provided. Our severance benefits are summarized below.

  89. Termination Benefits

    | Plan | Benefits | | The Equitable Severance Benefit Plan (the “Severance Plan”) | The Severance Plan provides temporary income and other severance benefits to all eligible employees following certain involuntary terminations of employment. Temporary income payments are generally based on length of service or base salary. Payments are capped at the lesser of 52 weeks of base salary and $300,000. To obtain benefits under the Severance Plan, participants must execute a general release and waiver of claims against the Company. | | The Equitable Supplemental Severance Plan for Executives (the “Supplemental Severance Plan”) | The Supplemental Severance Plan provides additional severance benefits for the EQH Program Participants other than Mr. Pearson. The Supplemental Severance Plan requires a participant’s general release and waiver of claims to include provisions regarding non-competition and non-solicitation of employees and customers for twelve months following termination of employment. | | Mr. Pearson’s Employment Agreement | Mr. Pearson waived the right to receive any benefits under the Severance Plan or the Supplemental Severance Plan. Rather, his employment agreement provides that, if his employment is involuntarily terminated other than for cause or death, or Mr. Pearson resigns for “good reason,” Mr. Pearson will be entitled to certain severance benefits, including cash severance pay equal to two times the sum of his salary and short-term incentive compensation (based on the greatest of: (i) his most recent STIC Program award, (ii) his STIC Target and (iii) the average of his three most recent STIC Program awards) and a pro-rated target STIC Program award for the year of termination. The severance benefits are contingent upon Mr. Pearson releasing all claims against the Company and his entitlement to severance pay will be discontinued if he provides services for a competitor. |

  90. Termination Benefits

    Change in Control Benefits Change-in-control benefits are intended to retain executives and incent efforts to maximize stockholder value during a change in control. Our change-in-control benefits are summarized below.

  91. Termination Benefits

    | Plan | Benefits | | The Supplemental Severance Plan | In the event of a job elimination or voluntary termination for good reason within twelve months after a change in control of Holdings, the EQH Program Participants, other than Mr. Pearson, are eligible to receive two times the sum of their base salary and short-term incentive compensation. | | 2019 Equity Plan | Generally, in the event of a change in control of Holdings, equity awards granted under the 2019 Equity Plan that are not assumed or replaced with substitute awards having the same or better terms or conditions would fully vest and be cancelled for the same per share payment made to the stockholders in the change in control (less, in the case of options, the applicable exercise price). |

  92. Termination Benefits

    For additional information on severance and change in control benefits for the EQH Program Participants as of December 31, 2025, see “Potential Payments Upon Termination or Change in Control” below.

  93. Compensation Philosophy

    | • | align its executives’ long-term interests with those of its Unitholders and clients. |

  94. Compensation Philosophy

    AB continued to use performance scorecards for senior leaders and executives in 2025, including Mr. Bernstein, which fosters the development and maintenance of a broad leadership mindset with priorities that are aligned with AB’s firm-wide goal of long-term value creation for all stakeholders. The scorecard for each executive reflects the Growth Strategy and includes actual results relative to target metrics across the following measures:

  95. Compensation Decision-Making Process

    Compensation Decision-Making Process In 2025, AB management contracted with Johnson Associates, Inc. (“Johnson Associates”), an independent compensation consulting firm that specializes in the financial services sector. Johnson Associates consulted on market data and trend forecasting provided by McLagan Partners for Mr. Bernstein and other senior executives of AB (“2025 Benchmarking Data”). The 2025 Benchmarking Data summarized 2024 compensation levels and 2025 salaries at selected asset management companies comparable to AB in terms of size and business mix (“Comparable Companies”) that were chosen by AB management with input from McLagan. The 2025 Benchmarking Data provided ranges of compensation levels at Comparable Companies for positions similar to Mr. Bernstein’s, including base salary and total compensation.

  96. Compensation Decision-Making Process

    The 2025 Benchmarking Data indicated that the total compensation paid to Mr. Bernstein in 2025 fell within the ranges of total compensation paid to those in similar positions at the Comparable Companies. The AB Compensation and Workplace Practices Committee considered the 2025 Benchmarking Data in concluding that Mr. Bernstein’s 2025 compensation was appropriate and reasonable.

  97. Annual Short-Term Incentive Compensation Award (Cash Bonus)

    Annual Short-Term Incentive Compensation Award (Cash Bonus) A 2025 variable cash incentive award was available for Mr. Bernstein under AB’s 2025 Incentive Compensation Program (the “2025 AB STIC Program”). Mr. Bernstein’s annual award is not correlated with any specific targets for AB

  98. Annual Short-Term Incentive Compensation Award (Cash Bonus)

    | 50 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  99. Annual Short-Term Incentive Compensation Award (Cash Bonus)

    performance but primarily is a function of AB’s financial performance and progress in advancing its Growth Strategy during the year, as well as the AB Compensation and Workplace Practices Committee’s assessment of Mr. Bernstein’s individual performance. Adjusted Compensation Ratio The AB Compensation and Workplace Practices Committee approved the use of the “Adjusted Compensation Ratio” as the metric to consider in determining the total amount of incentive compensation paid to all of AB’s employees, including Mr. Bernstein.(7) The Adjusted Compensation Ratio is the ratio of “adjusted employee compensation and benefits expense” to “adjusted net revenues.”

  100. Annual Short-Term Incentive Compensation Award (Cash Bonus)

    | • | Adjusted employee compensation and benefits expense is AB’s total employee compensation and benefits expense minus other employment costs such as recruitment, training, temporary help and meals, and excludes the impact of mark-to-market vesting expense, as well as dividends and interest expense, associated with employee long-term incentive compensation-related investments. AB also adjusts for certain performance-based fees passed through to their investment professionals. |

  101. Annual Short-Term Incentive Compensation Award (Cash Bonus)

    | • | Adjusted net revenues is a financial measure that is not computed in accordance with U.S. GAAP and makes certain adjustments to net revenues.(8) Specifically, adjusted net revenues: |

  102. Annual Short-Term Incentive Compensation Award (Cash Bonus)

    | • | excludes investment gains and losses and dividends and interest on employee long-term incentive compensation-related investments; |

  103. Annual Short-Term Incentive Compensation Award (Cash Bonus)

    | • | offsets distribution-related payments to third parties as well as amortization of deferred sales commissions against distribution revenues; |

  104. Annual Short-Term Incentive Compensation Award (Cash Bonus)

    | • | excludes additional pass-through expenses incurred (primarily through AB’s transfer agent) that are reimbursed and recorded as fees in revenues; |

  105. Annual Short-Term Incentive Compensation Award (Cash Bonus)

    | • | eliminates the revenues of consolidated AB-sponsored investment funds but includes AB’s fees from such funds and AB’s investment gains and losses on its investments in such funds that were eliminated in consolidation; and |

  106. Annual Short-Term Incentive Compensation Award (Cash Bonus)

    | • | adjusts for certain acquisition-related pass-through performance-based fees and certain other performance-based fees passed through to AB’s investment professionals. |

  107. Annual Short-Term Incentive Compensation Award (Cash Bonus)

    The AB Compensation and Workplace Practices Committee has approved a 50% limit for the Adjusted Compensation Ratio, except in unexpected or unusual circumstances. For 2025, the Adjusted Compensation Ratio was 48.3%. Mr. Bernstein’s Award

  108. Short-Term Incentive Compensation Award (Cash Bonus)

    Short-Term Incentive Compensation Award (Cash Bonus) In accordance with the terms of the Bernstein Employment Agreement, Mr. Bernstein’s short-term incentive compensation target for 2025 was $3,000,000, subject to review and increase from time to time by the AB Compensation and Workplace Practices Committee in its sole discretion. Based on its subjective determination of Mr. Bernstein’s performance, the AB Compensation and Workplace Practices Committee approved an award of $6,925,000 for Mr. Bernstein under the 2025 AB STIC Program. In making its determination, the AB Compensation and Workplace Practices Committee considered the progress AB made in advancing its Growth Strategy, Mr. Bernstein’s performance in light of the target metrics included in his performance scorecard and Mr. Bernstein’s individual achievements during 2025.

  109. Short-Term Incentive Compensation Award (Cash Bonus)

    | (7) The total incentive compensation determined using AB’s Adjusted Compensation Ratio includes both short-term incentive compensation paid and long-term incentive compensation awarded under AB’s Incentive Compensation Award Program (or ICAP). |

  110. Short-Term Incentive Compensation Award (Cash Bonus)

    | (8) Adjusted net revenues is a Non-GAAP financial measure used by AB’s management in evaluating AB’s financial performance on a standalone basis and to compare its performance, as reported by AB in its public filings. It is not comparable to any other Non-GAAP financial measure used by the Company. |

  111. Short-Term Incentive Compensation Award (Cash Bonus)

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  112. Short-Term Incentive Compensation Award (Cash Bonus)

    Mr. Bernstein’s specific accomplishments during 2025 are summarized in the table below.

  113. Short-Term Incentive Compensation Award (Cash Bonus)

    | Mr. Bernstein | | | Accomplishments | Drove financial and investment performance, including: • Oversaw teams through challenging fundraising environment; despite persistent active equity outflows, sustained strong flows into private wealth channel (+$2 billion net inflows in 2025) and institutional alternatives (+$8 billion net inflows in 2025). • Earnings per unit (“EPU”) of $3.33 grew 2%, reflecting higher AUM and net revenues despite lower basis fees. • Maintained strong performance in Fixed Income, with 86% of assets outperforming benchmarks over a 3-year period. Executed on multiple strategic initiatives, including: • Deepened market share for key strategies; oversaw the progression of AB’s SMA platform to $50 billion in AUM, as well as the expansion of the ETF platform to include 24 funds, the launch of Taiwan’s first active Fixed Income ETF, and the growth of overall ETF AUM to $14 billion. • Grew AB’s insurance brand adding new relationships, and growing AUM to $195 billion. Made development in the insurance sidecar market with investments in Ruby Re (+$1 billion in AUM) and FCA Re (+$1.5 billion in AUM). • Persisted in growing AB’s private alternatives platform, with AUM as of December 31, 2025, totaling $82 billion and progressing towards AB’s target range of $90-100 billion in private alternatives AUM by 2027. Enhanced AB executive leadership team and organization, including: • Successfully managed through senior leadership changes, including a CFO transition, with minimal disruption to AB’s results, and named Onur Erzan President of AB. • Fostered a culture of meritocracy to retain and advance top talent into progressing roles of responsibility, established firm-wide target performance ratings to drive pay differentiation throughout firm, drove increased engagement across all levels of the firm, resulting in lower attrition levels of top talent. • Invested in growth of AB India, appointed a new CEO and realized compensation savings through role relocation. |

  114. Short-Term Incentive Compensation Award (Cash Bonus)

    | (9) AB’s Adjusted Earnings Per Unit is a Non-GAAP financial measure used by AB’s management in evaluating AB’s financial performance on a standalone basis and to compare its performance, as reported by AB in its public filings. |

  115. Short-Term Incentive Compensation Award (Cash Bonus)

    | 52 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  116. Long-Term Incentive Compensation Award (Equity-Based Award)

    Long-Term Incentive Compensation Award (Equity-Based Award) Under the Bernstein Employment Agreement, Mr. Bernstein is eligible to receive annual equity-based awards in accordance with AB’s compensation practices and policies generally applicable to the firm’s executive officers as in effect from time to time. The target value for Mr. Bernstein’s annual equity-based awards is $3,500,000, subject to review and determination by the AB Compensation and Workplace Practices Committee in its sole discretion from time to time. The AB Compensation and Workplace Practices Committee approved an equity-based award to Mr. Bernstein with a grant date fair value equal to $6,575,000 and three-year pro-rata vesting during its regular meeting held in November 2025 (the “2025 SB Award”). The 2025 SB Award is denominated in restricted AB Holding Units to align Mr. Bernstein’s long-term interests directly with the interests of AB Unitholders and indirectly with the interests of our stockholders and AB clients, as strong performance for AB clients generally contributes directly to increases in AB’s AUM and improvements in our financial performance. The AB Holding Units underlying the 2025 SB Award are restricted and are not permitted to be transferred by Mr. Bernstein. Quarterly cash distributions on vested and unvested restricted AB Holding Units in respect of the 2025 SB Award will be delivered to Mr. Bernstein when cash distributions generally are paid to all Unitholders. If Mr. Bernstein resigns or is terminated without cause prior to the vesting date, he will be eligible to continue to vest in the 2025 SB Award, subject to compliance with the restrictive covenants set forth in the applicable award agreement, including confidentiality, restrictions on competition and solicitation of employees and clients. The 2025 SB Award will immediately vest upon a termination due to death or disability. AB is permitted to clawback the unvested portion of an award if Mr. Bernstein fails to adhere to risk management policies.

  117. Termination Benefits

    Termination Benefits The Bernstein Employment Agreement provides for certain severance and change in control benefits as described below. In April 2017, the AB Board, AXA and Holdings determined that these provisions were reasonable and appropriate because they were necessary to recruit and retain Mr. Bernstein and provide Mr. Bernstein with effective incentives for future performance. They further concluded that the provisions fit within AB’s overall compensation objectives because they:

  118. Termination Benefits

    | • | aligned Mr. Bernstein’s long-term interests with those of AB’s Unitholders, our stockholders and clients; |

  119. Termination Benefits

    | • | were consistent with the AB Board’s expectations that Mr. Bernstein would not be terminated without cause and that no steps would be taken that would provide him with the ability to terminate the agreement for good reason. |

  120. Termination Benefits

    Severance Benefits The Bernstein Employment Agreement provides that, if Mr. Bernstein’s employment is terminated without “cause” or he resigns for “good reason,” and he signs and does not revoke a waiver and release of claims, he will receive the following severance benefits:

  121. Termination Benefits

    | • | if Mr. Bernstein resigns for “good reason,” a cash payment equal to the sum of (a) his current base salary and (b) his bonus opportunity amount; |

  122. Termination Benefits

    | • | a pro-rata bonus based on actual performance for the fiscal year in which the termination occurs; |

  123. Termination Benefits

    Change in Control Benefits The Bernstein Employment Agreement provides that, if Mr. Bernstein’s employment is terminated without “cause” or he resigns for “good reason” during the 12 months following a “change in control” in AB, and he signs and does not revoke a waiver and release of claims, he will receive the same severance benefits as described above, except that his cash payment will be equal to two times the sum of (a) his current base salary and (b) his bonus opportunity amount. In the event any payments made to Mr. Bernstein upon a change in control of AB constitute “golden parachute payments” within the meaning of Section 280G of the Internal Revenue Code and would be subject to an excise tax imposed by Section 4999 of the Internal Revenue Code, such payments will be reduced to the maximum amount that does not result in the imposition of such excise tax, but only if such reduction results in Mr. Bernstein receiving a higher net-after tax amount than he would receive absent such reduction. For purposes of the Bernstein Employment Agreement, a change in control is defined as, among other things, Holdings and its majority-owned subsidiaries ceasing to control the election of a majority of the AB Board. The consummation of the Proposed Transaction will not result in a change in control of AB. For additional information on severance and change in control benefits for Mr. Bernstein as of December 31, 2025, see “Potential Payments Upon Termination or Change in Control” below. Restrictive Covenants Under the Bernstein Employment Agreement, following his termination of employment for any reason, Mr. Bernstein is subject to covenants with respect to non-competition for six months and non-solicitation of customers and employees for twelve months following termination.

  124. 2025 Equity Program Award

    | • | an EQH RSU award with a grant date fair value of $400,006; |

  125. 2025 Equity Program Award

    | • | an EQH Non-GAAP EPS Performance Share award with a grant date fair value of $300,032, which can be earned subject to EQH’s growth in Non-GAAP EPS; and |

  126. 2025 Equity Program Award

    | • | an EQH TSR Performance Share award with a grant date fair value of $300,032, which can be earned subject to EQH’s TSR relative to its peer group. |

  127. Policies Related to the Grant of Certain Equity Awards

    Policies Related to the Grant of Certain Equity Awards Holdings does not currently grant new awards of stock options, stock appreciation rights, or similar option-like equity awards. Accordingly, Holdings has no specific policy or practice on the timing of grants of such awards in relation to the disclosure of material non-public information by Holdings, which would require disclosure under Item 402(x) of Regulation S-K. In the event Holdings determines to grant new awards of stock options or similar equity awards in the future, the Compensation and Talent Committee will evaluate the appropriate steps to take in relation to the foregoing. Holdings has not timed the release of material non-public information for purposes of affecting the value of executive compensation.

  128. 2025 SUMMARY COMPENSATION TABLE

    2025 SUMMARY COMPENSATION TABLE The following table presents the total compensation of the Named Executive Officers for services performed in the years ended December 31, 2025, December 31, 2024, and December 31, 2023. The total compensation reported in the following table includes items such as salary and non-equity incentive compensation as well as the grant date fair value of equity-based compensation. The equity-based compensation may never become payable or may end up with a value that is substantially different from the value reported here. The amounts in the Total column do not represent “Total Direct Compensation” as described in the Compensation Discussion and Analysis.

  129. 2025 SUMMARY COMPENSATION TABLE

    | Name and Principal Position | Fiscal Year | Salary ($) (1) | Bonus ($) (2) | Stock Awards ($) (3) | Non-Equity Incentive Compensation ($) (4) | Change in Pension Value And Nonqualified Deferred Compensation Earnings ($) (5) | All Other Compensation ($) (6) | Total | | Pearson, Mark Chief Executive Officer and President, Equitable Holdings | 2025 | 1,249,862 | 0 | 12,600,049 | 3,431,320 | 602,959 | 116,923 | 18,001,113 | | | 2024 | 1,249,862 | 0 | 11,600,060 | 4,470,160 | 0 | 107,960 | 17,428,042 | | | 2023 | 1,249,820 | 0 | 10,600,037 | 3,494,280 | 368,485 | 120,480 | 15,833,102 | | Raju, Robin Chief Financial Officer, Equitable Holdings | 2025 | 847,718 | 0 | 3,000,103 | 1,700,400 | 19,119 | 17,500 | 5,584,840 | | | 2024 | 847,718 | 0 | 2,650,047 | 2,215,200 | 0 | 31,050 | 5,744,015 | | | 2023 | 847,718 | 0 | 2,550,036 | 1,465,200 | 6,201 | 29,700 | 4,898,854 | | Hurd, Jeffrey Chief Operating Officer, Equitable Holdings | 2025 | 898,808 | 0 | 2,500,121 | 1,880,250 | 631,093 | 17,500 | 5,927,772 | | | 2024 | 898,808 | 0 | 2,500,045 | 2,556,000 | 0 | 31,050 | 5,985,903 | | | 2023 | 898,765 | 0 | 2,350,068 | 1,831,500 | 608,463 | 29,700 | 5,718,497 | | Lane, Nick President, Equitable | 2025 | 897,583 | 0 | 3,000,103 | 1,678,600 | 420,863 | 25,561 | 6,022,710 | | | 2024 | 897,583 | 0 | 2,700,060 | 2,186,800 | 0 | 57,867 | 5,842,310 | | | 2023 | 897,583 | 0 | 2,600,037 | 1,595,625 | 278,632 | 50,657 | 5,422,534 | | Bernstein, Seth President and CEO, AllianceBernstein Corporation | 2025 | 500,000 | 6,925,000 | 7,575,070 | — | — | 133,130 | 15,133,200 | | | 2024 | 500,000 | 5,425,000 | 6,075,046 | — | — | 127,148 | 12,127,194 | | | 2023 | 500,000 | 4,515,000 | 4,995,054 | — | — | 114,201 | 10,124,255 |

  130. 2025 SUMMARY COMPENSATION TABLE

    | (1) For the EQH Program Participants, the amounts in this column reflect actual salary paid in each year. Mr. Bernstein’s annual base salary is $500,000. |

  131. 2025 SUMMARY COMPENSATION TABLE

    | (2) No bonuses were paid to the EQH Program Participants in 2025, 2024 or 2023. For Mr. Bernstein, this column includes his annual cash incentive awards paid for performance in each year. |

  132. 2025 SUMMARY COMPENSATION TABLE

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 59 |

  133. 2025 SUMMARY COMPENSATION TABLE

    | (3) For each Named Executive Officer, the amount reported in this column for 2025 includes the aggregate grant date fair value of EQH RSUs and EQH Performance Shares granted under the 2025 Equity Program, in accordance with FASB ASC Topic 718. For Mr. Bernstein, the amount reported in this column for 2025 also includes the grant date fair value of the 2025 SB Award. The assumptions made in calculating these amounts can be found in note 15 of the notes to Holdings’ consolidated financial statements for the year ended December 31, 2025. The EQH Performance Shares were valued at target, which represents the probable outcome at grant date. A maximum payout for the EQH Performance Shares, valued at the grant date fair value, would result in values of: |

  134. 2025 SUMMARY COMPENSATION TABLE

    | Named Executive Officer | Maximum Payout | | Pearson, Mark | $15,120,059 | | Raju, Robin | $3,600,166 | | Hurd, Jeffrey | $3,000,210 | | Lane, Nick | $3,600,166 | | Bernstein, Seth | $1,200,128 |

  135. 2025 SUMMARY COMPENSATION TABLE

    | The EQH RSUs, EQH Performance Shares and 2025 SB Award are described in more detail below in “Supplemental Information for Summary Compensation and Grants of Plan-Based Awards Tables.” |

  136. 2025 SUMMARY COMPENSATION TABLE

    | (4) The amounts reported in this column represent the annual cash incentive awards paid for performance in 2025, 2024 and 2023, respectively. |

  137. 2025 SUMMARY COMPENSATION TABLE

    | (5) The amounts reported in this column represent the increase in the actuarial present value of accumulated pension benefits for the Named Executive Officer. The Named Executive Officers did not have any above-market earnings on non-qualified deferred compensation in 2025, 2024 or 2023. For more information regarding the pension benefits for each Named Executive Officer, see the “Pension Benefits as of December 31, 2025 Table” below. |

  138. 2025 SUMMARY COMPENSATION TABLE

    | (6) The following table provides additional details for the 2025 amounts in the All Other Compensation column: |

  139. 2025 SUMMARY COMPENSATION TABLE

    | Name | | Auto ($) (a) | Excess Liability Insurance ($) (b) | Financial Advice ($) (c) | Profit Sharing/401k Plan Contributions ($) (d) | Other Perquisites/ Benefits ($) (e) (1) | TOTAL | | Pearson, Mark | 2025 | 21,213 | 28,950 | 49,260 | 17,500 | — | 116,923 | | Raju, Robin | 2025 | — | — | — | 17,500 | — | 17,500 | | Hurd, Jeffrey | 2025 | — | — | — | 17,500 | — | 17,500 | | Lane, Nick | 2025 | — | — | 1,930 | 17,500 | 6,131 | 25,561 | | Bernstein, Seth | 2025 | 107,948 | — | — | 17,500 | 7,682 | 133,130 |

  140. 2025 SUMMARY COMPENSATION TABLE

    | (a) Pursuant to their employment agreements, both Mr. Pearson and Mr. Bernstein are entitled to the business and personal use of a dedicated car and driver. Personal use was valued by multiplying the related annual costs (parking, gas, insurance, lease payments, driver compensation, etc.) by a fraction, the numerator of which was the miles used for personal purposes and the denominator of which was the total miles used. |

  141. 2025 SUMMARY COMPENSATION TABLE

    | (b) Equitable Financial pays the premiums for excess liability insurance coverage for Mr. Pearson pursuant to his employment agreement. The amount in this column reflects the actual amount of premiums paid. |

  142. 2025 SUMMARY COMPENSATION TABLE

    | (c) Equitable Financial paid for financial planning services and expatriate tax services for Mr. Pearson in 2025 pursuant to his employment agreement. Mr. Lane also received assistance with expatriate tax services related to his time as CEO of AXA Japan. |

  143. 2025 SUMMARY COMPENSATION TABLE

    | (d) This column includes the amount of company contributions received by each EQH Program Participant under the 401(k) Plan and by Mr. Bernstein under the Profit Sharing Plan. |

  144. 2025 SUMMARY COMPENSATION TABLE

    | (e) For Mr. Lane, this column includes $6,131 related to business spousal travel. For Mr. Bernstein this column includes $3,564 in life insurance premiums and $4,118 in phone stipend and cybersecurity services. |

  145. 2025 SUMMARY COMPENSATION TABLE

    | 60 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  146. 2025 GRANTS OF PLAN-BASED AWARDS

    2025 GRANTS OF PLAN-BASED AWARDS The following table provides additional information about plan-based compensation disclosed in the “Summary Compensation Table.” This table includes both equity and non-equity awards granted during 2025.

  147. 2025 GRANTS OF PLAN-BASED AWARDS

    | Name | Grant Date | Approval Date (1) | Estimated Future Payouts Under Non-Equity Incentive Plan Awards (2) | | | Estimated Future Payouts Under Equity Incentive Plan Awards (3) | | | All Other Stock Awards: Number of Shares of Stock or Units (#) | Grant Date Fair Value of Stock and Option Awards ($) (4) | | | | | Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target (#) | Maximum (#) | | | | Pearson, Mark | | | — | 3,148,000 | 6,296,000 | | | | | | | | 02/13/25 | 02/12/25 | | | | | | | 94,524 | 5,040,020 | | | 02/13/25 | 02/12/25 | | | | 17,723 | 70,893 | 141,786 | | 3,780,015 | | | 02/13/25 | 02/12/25 | | | | 17,723 | 70,893 | 141,786 | | 3,780,015 | | Raju, Robin | | | — | 1,300,000 | 2,600,000 | | | | | | | | 02/13/25 | 02/12/25 | | | | | | | 22,506 | 1,200,020 | | | 02/13/25 | 02/12/25 | | | | 4,220 | 16,880 | 33,760 | | 900,042 | | | 02/13/25 | 02/12/25 | | | | 4,220 | 16,880 | 33,760 | | 900,042 | | Hurd, Jeffrey | | | — | 1,500,000 | 3,000,000 | | | | | | | | 02/13/25 | 02/12/25 | | | | | | | 18,755 | 1,000,017 | | | 02/13/25 | 02/12/25 | | | | 3,517 | 14,067 | 28,134 | | 750,052 | | | 02/13/25 | 02/12/25 | | | | 3,517 | 14,067 | 28,134 | | 750,052 | | Lane, Nick | | | — | 1,400,000 | 2,800,000 | | | | | | | | 02/13/25 | 02/12/25 | | | | | | | 22,506 | 1,200,020 | | | 02/13/25 | 02/12/25 | | | | 4,220 | 16,880 | 33,760 | | 900,042 | | | 02/13/25 | 02/12/25 | | | | 4,220 | 16,880 | 33,760 | | 900,042 | | Bernstein, Seth | 12/10/25 | 12/09/25 | | | | | | | 159,937 | 6,575,000 | | | 02/13/25 | 02/12/25 | | | | | | | 7,502 | 400,007 | | | 02/13/25 | 02/12/25 | | | | 1,407 | 5,627 | 11,254 | | 300,032 | | | 02/13/25 | 02/12/25 | | | | 1,407 | 5,627 | 11,254 | | 300,032 |

  148. 2025 GRANTS OF PLAN-BASED AWARDS

    | (1) On February 12, 2025, the Compensation and Talent Committee approved the grant of the EQH RSUs and EQH Performance Shares with a grant date of February 13, 2025. On December 9, 2025, the AB Compensation and Workplace Practices Committee approved the grant of the 2025 SB Award with a grant date of December 10, 2025. |

  149. 2025 GRANTS OF PLAN-BASED AWARDS

    | (2) For the EQH Program Participants, the target column shows the target award under the 2025 STIC Program assuming the plan was 100% funded. The actual awards paid to the EQH Program Participants are listed in the Non-Equity Incentive Compensation column of the “Summary Compensation Table.” |

  150. 2025 GRANTS OF PLAN-BASED AWARDS

    | (3) The second, third and fourth rows for each Named Executive Officer show the EQH RSUs, TSR Performance Shares and Non-GAAP EPS Performance Shares granted on February 13, 2025, respectively. For Mr. Bernstein, the first row shows the 2025 AB Award granted on December 10, 2025. |

  151. 2025 GRANTS OF PLAN-BASED AWARDS

    | (4) The amounts in this column represent the aggregate grant date fair value of all equity-based awards granted to the Named Executive Officers in 2025 in accordance with ASC Topic 718. The EQH Performance Shares were valued at target, which represents the probable outcome at grant date. |

  152. 2025 GRANTS OF PLAN-BASED AWARDS

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 61 |

  153. SUPPLEMENTAL INFORMATION FOR SUMMARY COMPENSATION AND GRANTS OF PLAN-BASED AWARDS TABLES

    SUPPLEMENTAL INFORMATION FOR SUMMARY COMPENSATION AND GRANTS OF PLAN-BASED AWARDS TABLES 2025 Annual Equity-Based Awards EQH RSUs. EQH RSUs were granted on February 13, 2025, with a vesting schedule of three years, with one-third of the grant vesting on each of February 28, 2026, February 28, 2027, and February 28, 2028. EQH RSUs receive dividend equivalents with the same vesting schedule as their related units. EQH TSR Performance Shares. EQH Performance Shares were granted on February 13, 2025, and will cliff vest after three years on February 28, 2028. EQH Performance Shares will receive dividend equivalents with the same vesting schedule as their related shares and were granted unearned. EQH Performance Shares granted in 2025 may be earned based on Holdings’ Relative TSR. The number of TSR Performance Shares that are earned will be determined at the end of a performance period (January 1, 2025 – December 31, 2027) by multiplying the number of unearned TSR Performance Shares by the “TSR Performance Factor.” The TSR Performance Factor will be determined as follows, subject to a cap of 100% if Holdings’ total stockholder return for the performance period is negative:

  154. SUPPLEMENTAL INFORMATION FOR SUMMARY COMPENSATION AND GRANTS OF PLAN-BASED AWARDS TABLES

    | If Relative TSR for the TSR Performance Period is. . . | The TSR Performance Factor will equal. . . | | 87.5th percentile or greater (maximum) | 200% | | 50th percentile (target) | 100% | | 30th percentile (threshold) | 25% | | Below 30th percentile | 0% |

  155. SUPPLEMENTAL INFORMATION FOR SUMMARY COMPENSATION AND GRANTS OF PLAN-BASED AWARDS TABLES

    | Note: | For results in between the threshold and target and target maximum amounts, the TSR Performance Factor will be determined by linear interpolation. |

  156. SUPPLEMENTAL INFORMATION FOR SUMMARY COMPENSATION AND GRANTS OF PLAN-BASED AWARDS TABLES

    The TSR Peer Group for 2025 consisted of the following companies:

  157. SUPPLEMENTAL INFORMATION FOR SUMMARY COMPENSATION AND GRANTS OF PLAN-BASED AWARDS TABLES

    | 2025 TSR Peer Group | | | Ameriprise Financial, Inc. Brighthouse Financial, Inc. CNO Financial Group, Inc. Corebridge Financial Globe Life Jackson Financial, Inc. Lincoln National Corporation Manulife Financial Corp. | MetLife Principal Financial Group, Inc. Prudential Financial, Inc. Reinsurance Group of America Sun Life Financial, Inc. Unum Group Voya Financial, Inc. |

  158. SUPPLEMENTAL INFORMATION FOR SUMMARY COMPENSATION AND GRANTS OF PLAN-BASED AWARDS TABLES

    EQH Non-GAAP EPS Performance Shares. EQH Non-GAAP EPS Performance Shares were granted on February 13, 2025, and will cliff vest after three years on February 28, 2028. EQH Non-GAAP EPS Performance Shares will receive dividend equivalents with the same vesting schedule as their related shares and were granted unearned. EQH Non-GAAP EPS Performance Shares granted in 2025 may be earned based on Holdings’ growth in Non-GAAP Operating Earnings Per Share. The number of Non-GAAP EPS Performance Shares that are earned will be determined at the end of a performance period (January 1, 2025 – December 31, 2027) by multiplying the number of unearned Non-GAAP EPS Performance Shares by the “Final Non-GAAP EPS Performance Factor.” The Final Non-GAAP EPS Performance Factor will be determined by averaging the “Non-GAAP EPS Performance Factor” for each of the three calendar years in the Non-GAAP EPS Performance Period. Specifically, the Company will be assigned target, maximum and threshold

  159. SUPPLEMENTAL INFORMATION FOR SUMMARY COMPENSATION AND GRANTS OF PLAN-BASED AWARDS TABLES

    | 62 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  160. SUPPLEMENTAL INFORMATION FOR SUMMARY COMPENSATION AND GRANTS OF PLAN-BASED AWARDS TABLES

    amounts for Non-GAAP EPS for each of 2025, 2026 and 2027 that will determine the Non-GAAP EPS Performance Factor for the applicable year as follows:

  161. SUPPLEMENTAL INFORMATION FOR SUMMARY COMPENSATION AND GRANTS OF PLAN-BASED AWARDS TABLES

    | If Non-GAAP EPS for the Non-GAAP EPS Performance Period is | The Non-GAAP EPS Performance Factor will equal | | Maximum amount (or greater) | 200% | | Target amount | 100% | | Threshold amount | 25% | | Below threshold | 0% |

  162. SUPPLEMENTAL INFORMATION FOR SUMMARY COMPENSATION AND GRANTS OF PLAN-BASED AWARDS TABLES

    | Note: | For results in between the threshold and target and target and maximum amounts, the Non-GAAP EPS Performance Factor will be determined by linear interpolation. |

  163. SUPPLEMENTAL INFORMATION FOR SUMMARY COMPENSATION AND GRANTS OF PLAN-BASED AWARDS TABLES

    2025 Equity-based awards to the EQH Program Participants were granted under the 2019 Equity Plan. 2025 SB Award The 2025 SB Award is denominated in restricted AB Holding Units and has a three-year pro-rata vesting schedule. The AB Holding Units underlying the 2025 SB Award are restricted and are not permitted to be transferred by Mr. Bernstein. Mr. Bernstein has voluntarily elected to defer receipt of 50% of any vested portion of the 2025 SB Award until January 2030 to be received in ten annual installments and will receive the remaining 50% of the 2025 SB Award as it vests each December. Quarterly cash distributions on vested and unvested restricted AB Holding Units in respect of the 2025 SB Award will be delivered to Mr. Bernstein when cash distributions generally are paid to all Unitholders. If Mr. Bernstein resigns or is terminated without cause prior to the vesting date, he is eligible to continue to vest in the 2025 SB Award, subject to compliance with the restrictive covenants set forth in the applicable award agreement, including restrictions on competition and employee and client solicitation. The 2025 SB Award will immediately vest upon a termination due to death or disability. AB is permitted to claw-back an award if Mr. Bernstein fails to adhere to risk management policies.

  164. SUPPLEMENTAL INFORMATION FOR SUMMARY COMPENSATION AND GRANTS OF PLAN-BASED AWARDS TABLES

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 63 |

  165. OUTSTANDING EQUITY AWARDS AS OF DECEMBER 31, 2025

    OUTSTANDING EQUITY AWARDS AS OF DECEMBER 31, 2025 The following table lists outstanding equity grants for each Named Executive Officer as of December 31, 2025. The table includes outstanding equity grants from past years as well as the current year.

  166. OUTSTANDING EQUITY AWARDS AS OF DECEMBER 31, 2025

    | OUTSTANDING EQUITY AWARDS AT 2025 YEAR-END | | | | | | | | | | | Option Awards | | | | | | Stock Awards | | | | | Name | Number of Securities Underlying Unexercised Options (#) Exercisable | Number of Securities Underlying Unexercised Options (#) Unexercisable | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#) | Option Exercise Price ($) | Option Expiration Date | Number of Shares or Units of Stock That Have Not Vested (#) (1) | Market Value of Shares or Units of Stock That Have Not Vested ($) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#) (2) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($) | | Pearson, Mark | 190,400 | 0 | | $23.18 | 02/26/30 | 499,716 | 23,811,480 | 697,104 | 33,217,006 | | Raju, Robin | | | | | | 118,819 | 5,661,739 | 162,050 | 7,721,683 | | Hurd, Jeffrey | 56,149 | 0 | | $21.34 | 03/01/28 | 107,951 | 5,143,854 | 145,294 | 6,923,259 | | | 39,267 | 0 | | $18.74 | 02/14/29 | | | | | | | 114,417 | 0 | | $23.18 | 02/26/30 | | | | | | Lane, Nick | 44,417 | 0 | | $23.18 | 02/26/30 | 120,681 | 5,750,473 | 163,807 | 7,805,404 | | Bernstein, Seth | | | | | | 338,844 | 13,405,419 | 58,123 | 2,769,561 |

  167. OUTSTANDING EQUITY AWARDS AS OF DECEMBER 31, 2025

    | (1) For the EQH Program Participants, this column reflects the following: |

  168. OUTSTANDING EQUITY AWARDS AS OF DECEMBER 31, 2025

    | | 2023 EQH Performance Shares – Vesting on 2/28/26 | 2023 EQH RSUs – Vesting Ratably on 2/28/26 | 2024 EQH RSUs – Vesting Ratably on 2/28/26 and 2/28/27 | 2025 EQH RSUs – Vesting Ratably on 2/28/26, 2/28/27 and 2/28/28 | | Mr. Pearson | 261,177 | 46,396 | 95,670 | 96,473 | | Mr. Raju | 62,832 | 11,161 | 21,856 | 22,970 | | Mr. Hurd | 57,904 | 10,286 | 20,619 | 19,142 | | Mr. Lane | 64,064 | 11,379 | 22,268 | 22,970 | | Mr. Bernstein | 20,452 | 3,633 | 8,248 | 7,657 |

  169. OUTSTANDING EQUITY AWARDS AS OF DECEMBER 31, 2025

    | For Mr. Bernstein, this column also reflects: |

  170. OUTSTANDING EQUITY AWARDS AS OF DECEMBER 31, 2025

    | Amount | Grant | | 45,430 | Restricted AB Holding Units Granted in 2023 Vesting Ratably on December 1, 2026. | | 93,488 | Restricted AB Holding Units Granted in 2024 Vesting Ratably on December 1, 2026, and December 1, 2027. | | 159,937 | Restricted AB Holding Units Granted in 2025 Vesting Ratably on December 1, 2026, December 1, 2027, and December 1, 2028. |

  171. OUTSTANDING EQUITY AWARDS AS OF DECEMBER 31, 2025

    | 64 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  172. OUTSTANDING EQUITY AWARDS AS OF DECEMBER 31, 2025

    | (2) This column includes: |

  173. OUTSTANDING EQUITY AWARDS AS OF DECEMBER 31, 2025

    | | 2024 EQH TSR Performance Shares Vesting 2/28/27 | 2025 EQH Performance Shares Vesting 2/28/28 | | Mr. Pearson | TSR 192,424 | TSR 144,710 | | | Non-GAAP EPS 215,260 | Non-GAAP EPS 144,710 | | Mr. Raju | TSR 43,960 | TSR 34,457 | | | Non-GAAP EPS 49,176 | Non-GAAP EPS 34,457 | | Mr. Hurd | TSR 41,472 | TSR 28,715 | | | Non-GAAP EPS 46,392 | Non-GAAP EPS 28,715 | | Mr. Lane | TSR 44,789 | TSR 34,457 | | | Non-GAAP EPS 50,104 | Non-GAAP EPS 34,457 | | Mr. Bernstein | TSR 16,590 | TSR 11,487 | | | Non-GAAP EPS 18,559 | Non-GAAP EPS 11,487 |

  174. OUTSTANDING EQUITY AWARDS AS OF DECEMBER 31, 2025

    2023 Performance Shares are reported based on actual performance; 2024 and 2025 Performance Shares are reported at maximum.

  175. OPTION EXERCISES AND STOCK VESTED IN 2025

    OPTION EXERCISES AND STOCK VESTED IN 2025 The following table summarizes the value received from stock option exercises and stock awards vested during 2025.

  176. OPTION EXERCISES AND STOCK VESTED IN 2025

    | OPTION EXERCISES AND STOCK VESTED | | | | | | | Option Awards | | Stock Awards | | | Name | Number of Shares Acquired on Exercise (#) (1) | Value Realized on Exercise ($) | Number of Shares Acquired on Vesting (#) (2) | Value Realized on Vesting ($) (3) | | Pearson, Mark | 276,000 | 7,600,274 | 407,343 | 22,412,036 | | Raju, Robin | 25,888 | 836,612 | 72,166 | 3,970,564 | | Hurd, Jeffrey | 0 | 0 | 79,617 | 4,380,549 | | Lane, Nick | 108,206 | 2,587,089 | 96,359 | 5,301,662 | | Bernstein, Seth | 0 | 0 | 168,758 | 7,498,822 |

  177. OPTION EXERCISES AND STOCK VESTED IN 2025

    | (1) The number of options exercised for Mr. Lane include 73,206 AXA stock options initially granted on June 27, 2018. |

  178. OPTION EXERCISES AND STOCK VESTED IN 2025

    | (2) For Messrs. Pearson, Raju, Hurd and Lane, this column reflects the vesting of their 2022 EQH performance shares, the first tranche of their 2024 EQH RSUs, the second tranche of their 2023 RSUs, and the third tranche of their 2022 RSUs. |

  179. OPTION EXERCISES AND STOCK VESTED IN 2025

    For Mr. Bernstein, this column reflects the vesting of:

  180. OPTION EXERCISES AND STOCK VESTED IN 2025

    | • | his 2022 EQH performance shares, the first tranche of his 2024 EQH RSUs, the second tranche of his 2023 EQH RSUs and the third tranche of his 2022 EQH RSUs. |

  181. OPTION EXERCISES AND STOCK VESTED IN 2025

    | • | the third tranche of the restricted AB Holding Units granted to him in 2022, the delivery of which Mr. Bernstein elected to defer half until January 31, 2030. |

  182. OPTION EXERCISES AND STOCK VESTED IN 2025

    | • | the second tranche of the restricted AB Holding Units granted to him in 2023, the delivery of which Mr. Bernstein elected to defer half until January 31, 2028. |

  183. OPTION EXERCISES AND STOCK VESTED IN 2025

    | • | the first tranche of the restricted AB Holding Units granted to him in 2024, the delivery of which Mr. Bernstein elected to defer half until January 31, 2031. |

  184. OPTION EXERCISES AND STOCK VESTED IN 2025

    Mr. Bernstein will receive quarterly cash distributions payable with respect to the vested but undelivered portion of his AB Holding Units on the same basis as cash distributions are paid to AB Holding Unitholders generally.

  185. OPTION EXERCISES AND STOCK VESTED IN 2025

    | (3) The value of the 2022 performance shares, 2022 EQH RSUs, 2023 EQH RSUs, and 2024 RSUs that vested in 2025 were determined using the closing price of a Share on the vesting date. The value of the restricted AB Holding Units that vested in 2025 were determined using the closing price of an AB Holding Unit on the vesting date. |

  186. OPTION EXERCISES AND STOCK VESTED IN 2025

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  187. PENSION BENEFITS AS OF DECEMBER 31, 2025

    PENSION BENEFITS AS OF DECEMBER 31, 2025 The following table lists the pension program participation and actuarial present value of each Named Executive Officer’s defined benefit pension on December 31, 2025. Note that Mr. Hurd did not participate in the Excess Plan, and Mr. Raju did not participate in the Excess Plan or the Executive Survivor Benefit Plan, since they were not eligible to participate in the applicable plans prior to their freeze. Mr. Bernstein does not have any pension benefits.

  188. PENSION BENEFITS AS OF DECEMBER 31, 2025

    | PENSION BENEFITS | | | | | | Name | Plan Name (1) | Number of Years Credited Service (#) (2) | Present Value of Accumulated Benefit ($) | Payments during the last fiscal year ($) | | Pearson, Mark | Equitable Retirement Plan | 6 | 108,035 | | | | Equitable Excess Retirement Plan | 5 | 905,316 | | | | Equitable Executive Survivor Benefit Plan | 31 | 5,240,108 | | | Raju, Robin | Equitable Retirement Plan | 9 | 79,835 | | | | Equitable Excess Retirement Plan | 0 | — | | | | Equitable Executive Survivor Benefit Plan | 0 | — | | | Hurd, Jeffrey | Equitable Retirement Plan | 1 | 14,377 | | | | Equitable Excess Retirement Plan | 0 | — | | | | Equitable Executive Survivor Benefit Plan | 7 | 2,216,872 | | | Lane, Nick | Equitable Retirement Plan | 9 | 244,874 | | | | Equitable Excess Retirement Plan | 8 | 443,688 | | | | Equitable Executive Survivor Benefit Plan | 20 | 1,640,795 | |

  189. PENSION BENEFITS AS OF DECEMBER 31, 2025

    | (1) The December 31, 2025 liabilities for the Retirement Plan, the Excess Plan, and the ESB Plan were calculated using the same participant data, plan provisions and actuarial methods and assumptions used for financial reporting purposes, except that a retirement age of 65 is assumed for all calculations. The assumptions used can be found in note 14 of the notes to Holdings’ consolidated financial statements for the year ended December 31, 2025. |

  190. PENSION BENEFITS AS OF DECEMBER 31, 2025

    | (2) Credited service for purposes of the Excess Plan does not include any service after the freeze of the plans on December 31, 2013. Pursuant to his employment agreement, Mr. Pearson’s credited service for purposes of the ESB Plan includes approximately 16 years of service with Equitable Financial affiliates. However, this additional credited service does not result in any benefit augmentation for Mr. Pearson since he has elected benefits that do not vary based on years of service. |

  191. PENSION BENEFITS AS OF DECEMBER 31, 2025

    The Retirement Plan The Retirement Plan is a tax-qualified defined benefit plan for eligible employees that provides a pay credit equal to 4% of eligible compensation up to the qualified plan compensation limit and deemed interest credits under a cash balance formula. For 2025, pay credits accrued on or after January 2025 received a deemed interest crediting rate of 6%. Participants become vested in their benefits under the Retirement Plan after three years of service. Participants are eligible to retire and begin receiving benefits under the Retirement Plan: (a) at age 65 (the “normal retirement date”) or (b) if they are at least age 55 with at least 5 full years of service (an “early retirement date”). Participants elect the time and form of payment of their cash balance account after they separate from service. The normal form of payment depends on a participant’s marital status as of the payment commencement date. If the participant is unmarried, the normal form will be a single life annuity. If the participant is married, the normal form will be a 50% joint and survivor annuity. Subject to spousal consent requirements, participants may elect the following optional forms of payment for their cash balance account:

  192. PENSION BENEFITS AS OF DECEMBER 31, 2025

    | • | Single life annuity; |

  193. PENSION BENEFITS AS OF DECEMBER 31, 2025

    | • | Optional joint and survivor annuity of any whole percentage between 1% and 100%; and |

  194. PENSION BENEFITS AS OF DECEMBER 31, 2025

    | • | Lump sum. |

  195. PENSION BENEFITS AS OF DECEMBER 31, 2025

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  196. PENSION BENEFITS AS OF DECEMBER 31, 2025

    Mr. Pearson and Mr. Hurd are currently eligible for retirement under the plan. Messrs. Pearson, Raju and Lane have notional cash balance accounts in the Retirement Plan based upon a pay credit formula that was frozen effective December 31, 2013. These notional accounts continue to be credited with deemed interest credits. For pay credits earned on or after April 1, 2012, up to December 31, 2013, the interest rate is determined annually based on the average discount rates for one-year Treasury Constant Maturities. For pay credits earned prior to April 1, 2012, the annual interest rate is the greater of 4% and a rate derived from the average discount rates for one-year Treasury Constant Maturities. For 2025, all pay credits earned prior to December 31, 2013, received an interest crediting rate of 4.75%. For certain grandfathered participants, the Retirement Plan provides benefits under a traditional defined benefit formula based on final average pay, estimated Social Security benefits and years of service. None of the Named Executive Officers are grandfathered participants. The Excess Plan The purpose of the Excess Plan, which was frozen as of December 31, 2013, was to allow eligible employees to earn retirement benefits in excess of those permitted under the Retirement Plan. Specifically, the Retirement Plan is subject to rules under the Internal Revenue Code that cap both the amount of eligible earnings that may be taken into account for determining benefits under the Retirement Plan and the amount of benefits that the Retirement Plan may pay annually. Prior to the freeze of the Retirement Plan, the Excess Plan permitted participants to accrue and be paid benefits that they would have earned and been paid under the Retirement Plan but for these limits. The Excess Plan is an unfunded plan and no assets are actually set aside in participants’ names. Mr. Pearson and Mr. Lane are entitled to a frozen benefit under the Excess Plan. The Excess Plan was amended effective September 1, 2008, to comply with the provisions of Internal Revenue Code Section 409A. Pursuant to the amendment, a participant’s Excess Plan benefits vested after 2005 will generally be paid in a lump sum on the first day of the month following the month in which separation from service occurs provided that payment will be delayed six months for “specified employees” (generally, the fifty most highly-compensated officers of Equitable Financial and its affiliates), unless the participant made a special one-time election with respect to the time and form of payment of those benefits by November 14, 2008. Neither Mr. Pearson nor Mr. Lane made a special election. The time and form of payment of Excess Plan benefits that vested prior to 2005 are the same as the time and form of payment of the participant’s Retirement Plan benefits. The ESB Plan The ESB Plan offers financial protection to a participant’s family in the case of their death. Eligible employees may choose up to four levels of coverage and the form of benefit to be paid at each level. Each level provides a benefit equal to one time the participant’s eligible compensation (generally, base salary plus the higher of: (a) most recent short-term incentive compensation award and (b) the average of the three highest short-term incentive compensation awards), subject to an overall $25 million cap. Each level offers different coverage choices. Generally, the participant can choose between a life insurance death benefit and a deferred compensation benefit payable upon death at each level. Participants are not required to contribute to the cost of Level 1 or Level 2 coverage but are required to contribute annually to the cost of any options elected under Levels 3 and 4 until age 65. Level 1 coverage continues after retirement until the participant attains age 65. Levels 2, 3 and 4 coverage continue after retirement until the participant’s death, provided that, for Levels 3 and 4 coverage, all required participant contributions are made. The ESB Plan was closed to new participants on January 1, 2019. As a result, Mr. Raju is not eligible to participate in the ESB Plan.

  197. PENSION BENEFITS AS OF DECEMBER 31, 2025

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  198. PENSION BENEFITS AS OF DECEMBER 31, 2025

    Level 1 A participant can choose between the following two options at Level 1: Lump Sum Option. Under the Lump Sum Option, a life insurance policy is purchased on the participant’s life. At the death of the participant, the participant’s beneficiary receives a tax-free lump sum death benefit from the policy. The participant is taxed annually on the value of the life insurance coverage provided. Survivor Income Option. Upon the participant’s death, the Survivor Income Option provides the participant’s beneficiary with 15 annual payments approximating the value of the Lump Sum Option or a payment equal to the amount of the lump sum. The payments will be taxable but the participant is not subject to annual taxation. Level 2 At Level 2, a participant can choose among the Lump Sum Option and Survivor Income Option, described above, and the following option: Surviving Spouse Benefit Option. The Surviving Spouse Benefit Option provides the participant’s spouse with monthly income equal to about 25% of the participant’s monthly compensation (with an offset for social security). The payments are taxable but there is no annual taxation to the participant. The duration of the monthly income depends on the participant’s years of service (with a minimum duration of 5 years). Levels 3 and 4 At Levels 3 and 4, a participant can choose among the Lump Sum Option and Survivor Income Option, described above and the following option: Surviving Spouse Income Addition Option. The Surviving Spouse Income Addition Option provides monthly income to the participant’s spouse for life equal to 10% of the participant’s monthly compensation. The payments are taxable but there is no annual taxation to the participant.

  199. PENSION BENEFITS AS OF DECEMBER 31, 2025

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  200. NON-QUALIFIED DEFERRED COMPENSATION TABLE AS OF DECEMBER 31, 2025

    NON-QUALIFIED DEFERRED COMPENSATION TABLE AS OF DECEMBER 31, 2025 The following table provides information on deferrals made by the EQH Program Participants under the Post-2004 Plan in 2025, as well as their aggregate balances in the Post-2004 Plan. It also reflects Mr. Bernstein’s deferral of certain equity awards and employer contributions received by Mr. Lane under the Lane Letter Agreement.

  201. NON-QUALIFIED DEFERRED COMPENSATION TABLE AS OF DECEMBER 31, 2025

    | Name | Plan Name | Executive Contributions in Last FY ($) (1) (2) | Aggregate Earnings in Last FY ($) | Aggregate Withdrawals/ Distributions ($) | Aggregate Balance at Last FYE ($) | | Pearson, Mark | The Post-2004 Variable Deferred Compensation Plan | — | 458,800 | — | 3,245,630 | | Raju, Robin | The Post-2004 Variable Deferred Compensation Plan | 175,298 | 207,527 | — | 1,468,348 | | Hurd, Jeffrey | The Post-2004 Variable Deferred Compensation Plan | 127,800 | 221,085 | — | 3,656,060 | | Lane, Nick | The Post-2004 Variable Deferred Compensation Plan | — | 292,813 | — | 2,112,555 | | | Lane Letter Agreement | | 19,706 | — | 139,407 | | Bernstein, Seth | 2020 Equity Awards | — | 166,064 | 414,562 | 4,597,221 | | | 2021 Equity Awards | — | 71,287 | 177,962 | 1,973,479 | | | 2022 Equity Awards | 813,346 | (3,337) | 136,245 | 2,266,298 | | | 2023 Equity Awards | 941,077 | (35,435) | 78,821 | 1,748,137 | | | 2024 Equity Awards | 968,303 | (68,947) | — | 899,355 |

  202. NON-QUALIFIED DEFERRED COMPENSATION TABLE AS OF DECEMBER 31, 2025

    | (1) Amounts reported in this column that are reported in the ‘‘Summary Compensation Table” (for 2025) are: Mr. Raju – $42,386 base salary and $132,912 bonus; and Mr. Hurd – $127,800 bonus. |

  203. NON-QUALIFIED DEFERRED COMPENSATION TABLE AS OF DECEMBER 31, 2025

    | (2) For Mr. Bernstein, the executive contributions column reflects the value of: |

  204. NON-QUALIFIED DEFERRED COMPENSATION TABLE AS OF DECEMBER 31, 2025

    | • | for the 2022 Equity Award, 19,632 restricted AB Holding Units that vested on December 1, 2025, of which will be delivered in five (5) annual installments beginning January 31, 2030; |

  205. NON-QUALIFIED DEFERRED COMPENSATION TABLE AS OF DECEMBER 31, 2025

    | • | for the 2023 Equity Award, 22,715 restricted AB Holding Units that vested on December 1, 2025, of which will be delivered in ten (10) annual installments beginning January 31, 2028; and |

  206. NON-QUALIFIED DEFERRED COMPENSATION TABLE AS OF DECEMBER 31, 2025

    | • | for the 2024 Equity Award, 23,372 restricted AB Holding Units that vested on December 1, 2025, of which will be delivered in a single installment on January 31, 2031. |

  207. NON-QUALIFIED DEFERRED COMPENSATION TABLE AS OF DECEMBER 31, 2025

    The Post-2004 Plan The Post-2004 Plan allows eligible employees to defer the receipt of up to 50% of their base salary and short-term incentive compensation. Deferrals are credited to a bookkeeping account in the participant’s name on the first day of the month following the month in which the compensation otherwise would have been paid to him or her. The account is used solely for record keeping purposes and no assets are actually placed into any account in the participant’s name. Account balances in the Post-2004 Plan are credited with gains and losses as if invested in the available earnings crediting options chosen by the participant. The Post-2004 Plan currently offers a variety of earnings crediting options. Each year, participants in the Post-2004 Plan can elect to make deferrals into an account they have already established under the plan or they may open a new account, provided that they may not allocate any new deferrals into an account if they are scheduled to receive payments from the account in the next calendar year. When participants establish an account, they must elect the form and timing of payments for that account. They may receive payments of their account balance in a lump sum or in any combination of lump sum and/or annual installments paid over consecutive years. They may elect to commence payments from an account in July or December of any year after the year following the deferral election provided that payments must commence by the first July or December following age 75.

  208. NON-QUALIFIED DEFERRED COMPENSATION TABLE AS OF DECEMBER 31, 2025

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  209. NON-QUALIFIED DEFERRED COMPENSATION TABLE AS OF DECEMBER 31, 2025

    The Lane Letter Agreement The Lane Letter Agreement provided that, for each calendar year during which Mr. Lane was employed by Equitable Financial and on international assignment to AXA Life Japan for any portion of the year, he would be entitled to an employer contribution to a deferred compensation account for that year. For 2016, this contribution was equal to 10% of his salary prior to departure, pro-rated based on the period of service under the assignment during 2016. For each year after 2016, his contribution was equal to the value of any additional employer contributions that he would have received in that year under the AXA Equitable 401(k) Plan and its related excess plan if eligible compensation for purposes of those plans equaled his worldwide income. Contributions were credited to the deferred compensation account for a year in February of the following calendar year and Mr. Lane was immediately vested in all contributions. Each account is used solely for record keeping purposes and no assets are actually placed into any account in Mr. Lane’s name. Account balances are credited with gains and losses as if invested in the available earnings crediting options chosen by Mr. Lane. The Lane Letter Agreement currently offers a variety of earnings crediting options. Payment of Mr. Lane’s account balances are made in July of the fourth year after the year for which the contributions were made. Mr. Lane has a limited ability to change the time and form of payment of the account balances.

  210. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL EQH Program Participants The table below and the accompanying text present the hypothetical payments and benefits that would have been payable if the EQH Program Participants terminated employment, or a change in control (“CIC”) of Holdings occurred on December 31, 2025 (the “Trigger Date”). The payments and benefits described below are hypothetical only, as no such payments or benefits have been paid or made available. Hypothetical payments or benefits that would be due under arrangements that are generally available on the same terms to all salaried employees are not described or included in the table below. The following definitions are used for purposes of the table below:

  211. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | • | “2023 EQH Equity Awards” means the equity awards granted to the EQH Program Participants on February 15, 2023; |

  212. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | • | “2024 EQH Equity Awards” means the equity awards granted to the EQH Program Participants on February 14, 2024; |

  213. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | • | “2025 EQH Equity Awards” means the equity awards granted to the EQH Program Participants on February 13, 2025; |

  214. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | • | “EQH Equity Awards” means the 2023 EQH Equity Awards, the 2024 EQH Equity Awards and the 2025 EQH Equity Awards; and |

  215. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

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  216. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | • | “Cause” is defined as follows: |

  217. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | For purposes of: | Cause generally means: | | Mr. Pearson’s employment agreement | • willful failure to substantially perform his duties after reasonable notice of his failure to do so; • willful misconduct that is materially injurious to the Company; • conviction of, or plea of nolo contendere to, a felony; or • willful breach of any written covenant or agreement with the Company to not disclose information pertaining to the Company or to not compete or interfere with the Company. | | The Supplemental Severance Plan | • violation of law during the course of employment; • material breach of any Company policy related to workplace conduct; • conduct resulting in damage to Company assets; • conduct that is materially injurious to the Company, monetarily or otherwise; • disclosure of confidential and/or proprietary information in violation of Company policies or standards; or • breach of duty of loyalty to the Company. | | EQH Equity Awards | • commission of a crime involving fraud, theft, false statements or other similar acts or commission of a felony; • willful or grossly negligent failure to perform material employment-related duties; • material violation of any Company policy; • engaging in any act or making any public statement that materially impairs, impugns, denigrates, disparages or negatively reflects upon the name, reputation or business interests of the Company; or • material breach of any employment agreement, or noncompetition, nondisclosure or non-solicitation agreement with the Company. |

  218. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | • | “CIC” of Holdings generally includes the following events: |

  219. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | • | any person becomes the beneficial owner of 30% or more of Holdings’ common stock; |

  220. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | • | the individuals who constituted the Board at March 25, 2019, cease for any reason to constitute at least a majority of the Board provided, however, that any individual becoming a director subsequent to this date whose appointment was approved by a vote of at least a majority of the directors then comprising the Board shall be considered as though said individual was a member of the March 25, 2019 Board; and |

  221. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | • | the consummation of a business combination (e.g., a merger, reorganization or similar transaction involving the Company) unless, following the business combination, substantially all of the persons that were the beneficial owners of Holdings immediately prior to the business combination beneficially own 50% or more of the resulting entity from the business combination in substantially the same proportions as their ownership of Holdings immediately prior to the business combination; |

  222. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

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  223. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | • | “Good Reason” is defined as follows: |

  224. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | For purposes of: | Good Reason generally means: | | Mr. Pearson’s employment agreement | • an assignment of duties materially inconsistent with Mr. Pearson’s duties or authority or a material limitation of Mr. Pearson’s powers; • the removal of Mr. Pearson from his positions; • Mr. Pearson being required to be based at an office more than 75 miles from New York City; • a diminution of Mr. Pearson’s titles; • a material failure by the Company to comply with the agreement’s compensation provisions; and • a failure of the Company to secure a written assumption of the agreement by any successor company. | | The Supplemental Severance Plan | • material diminution of duties, authority or responsibilities; • material reduction in base compensation (other than in connection with, and substantially proportionate to, reductions by the Company of the compensation of other similarly situated senior executives); and • material change in the geographic location of an executive’s position. |

  225. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    Please note the following when reviewing the tables:

  226. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | • | hypothetical payments and benefits related to equity-based awards are calculated using, as applicable the closing price of a Share on December 31, 2025; |

  227. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | • | it is assumed that any involuntary termination is not for “cause;” and |

  228. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | • | in all cases included in the table, the EQH Program Participants would have been entitled to the benefits described in the pension and non-qualified deferred compensation tables above with the exception of benefits under the ESB Plan unless otherwise indicated below. |

  229. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

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  230. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | Name | Temporary Income Payments ($) | Lump Sum Payments ($) | EQH Equity Awards ($) | | Mr. Pearson | | | | | Retirement | — | 3,148,000 | 30,174,553 | | Good Reason Termination | 11,444,320 | 3,148,000 | 30,174,553 | | Involuntary Termination | 11,444,320 | 3,148,000 | 30,174,553 | | CIC w/o Termination | — | — | 31,733,258 | | Death | — | — | 36,321,640 | | Disability | — | — | 41,666,896 | | Mr. Raju | | | | | Involuntary Termination – no CIC(1) | 4,594,377 | 1,340,000 | 5,655,506 | | CIC w/o Termination | | | 7,481,536 | | Death | | | 8,536,547 | | Disability | | | 9,807,337 | | Mr. Hurd | | | | | Retirement | — | 1,500,000 | 6,593,849 | | Involuntary Termination – no CIC(2) | 5,180,375 | 1,540,000 | 6,593,849 | | CIC w/o Termination | — | — | 6,814,133 | | Death | — | — | 7,696,821 | | Disability | — | — | 8,874,178 | | Mr. Lane | | | | | Involuntary Termination – no CIC(3) | 4,626,575 | 1,440,000 | 5,764,655 | | CIC w/o Termination | — | — | 7,595,896 | | Death | — | — | 8,647,833 | | Disability | — | — | 9,943,336 |

  231. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | (1) If the involuntary termination was within twelve months after a CIC, or Mr. Raju resigned for “good reason” within twelve months after a CIC, the temporary income payments would have been $6,125,835. See “Involuntary Termination – no CIC” below for more information. |

  232. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | (2) If the involuntary termination was within twelve months after a CIC, or Mr. Hurd resigned for “good reason” within twelve months after a CIC, the temporary income payments would have been $6,907,167. See “Involuntary Termination – no CIC” below for more information. |

  233. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | (3) If the involuntary termination was within twelve months after a CIC, or Mr. Lane resigned for “good reason” within twelve months after a CIC, the temporary income payments would have been $6,168,767. See “Involuntary Termination – no CIC” below for more information. |

  234. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

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  235. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    Retirement Messrs. Pearson and Hurd are the only EQH Program Participants eligible to retire on the Trigger Date. For this purpose, “retirement” means termination of service on or after the normal retirement date or any early retirement date under the Retirement Plan. If Messrs. Pearson or Hurd had retired on the Trigger Date, they would have received the items described in the following table.

  236. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | Item | Description | | Lump Sum Payments | Messrs. Pearson and Hurd would each have received a 2025 STIC Program award equal to the lower of their respective 2024 STIC Program award and 2025 STIC Target. | | EQH Equity Awards | The unvested portions of their 2025 EQH Equity Award would have been forfeited. Their 2023 and 2024 EQH Equity Awards would continue to vest pursuant to their terms, including satisfaction of any applicable performance criteria. Any vested options held at the time of termination would remain exercisable until the earlier of five years from the date of termination and their expiration. | | Other | Messrs. Pearson and Hurd would each have been entitled to access to retiree medical coverage without any company subsidy as well as continued participation in the ESB Plan (the “Medical/ESB Benefits”). |

  237. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

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  238. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    Good Reason Termination Mr. Pearson is the only EQH Program Participant who is entitled to temporary income payments and lump sum payments (collectively, “Severance Benefits”) in connection with a termination for good reason unrelated to a CIC. If Mr. Pearson had voluntarily terminated on the Trigger Date for “good reason,” he would have received the items described in the following table.

  239. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | Item | Description | | Severance Benefits | Mr. Pearson waived his right to receive any benefits under the Severance Plan or the Supplemental Severance Plan. Under his employment agreement, he would have received: • temporary income payments equal to the sum of two years of salary and two times the greatest of: (a) his most recent STIC Program award, (b) the average of his last three STIC Program awards and (c) his STIC Target; and • a lump sum payment equal to his STIC Target. The temporary income payments would have been paid over a two-year period beginning on the first payroll date of the Company following the 60th day after the date of termination of employment (the “Severance Period”), provided that they would cease if Mr. Pearson provided services for a competitor. The Severance Benefits are contingent upon Mr. Pearson executing a release of all claims against the company. | | EQH Equity Awards | His equity awards would have been treated as described above under “Retirement.” | | Other | He would have received the Medical/ESB Benefits. |

  240. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 75 |

  241. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    Involuntary Termination If Mr. Pearson’s employment had been involuntarily terminated by the Company on the Trigger Date, he would have received the items described in the following table.

  242. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | Item | Description | | Severance Benefits | He would have been entitled to the same Severance Benefits under his employment agreement as those due upon a termination for good reason as described above, subject to the same conditions. | | EQH Equity Awards | If he signed a release of all claims against the Company: • his 2023 and 2024 EQH Equity Awards would continue to vest pursuant to their terms, including satisfaction of any applicable performance criteria. Any vested options held at the time of termination would remain exercisable until the earlier of five years from the date of termination and their expiration. • his 2025 EQH Equity Award would have been forfeited. | | Other | He would have received the Medical/ESB Benefits. |

  243. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | 76 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  244. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    Involuntary Termination – No CIC If they had experienced an involuntary termination of employment on the Trigger Date, the EQH Program Participants other than Mr. Pearson would have received the items described in the following table.

  245. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | Item | Description | | Severance Benefits | They would have been eligible for Severance Benefits under the Severance Plan, as supplemented by the Supplemental Severance Plan. To receive those benefits, the executives would have been required to sign a separation agreement including a release of all claims against the Company. The Severance Benefits would have included: • temporary income payments equal to 78 weeks of base salary (104 weeks in the case of a termination within twelve months after a CIC); • additional temporary income payments equal to 1.5 times (two times in the case of a termination within twelve months after a CIC) the greatest of: • the most recent annual STIC Program award paid to the executive; • the average of the three most recent STIC Program awards paid to the executive; and • the executive’s STIC Target; and • a lump sum payment equal to the sum of the executive’s STIC Target and $40,000. If, instead of an involuntary termination, the executives had resigned for “good reason” within twelve months after a CIC, they would have been entitled to the same benefits as above, subject to the same conditions. | | EQH Equity Awards | Provided they executed a release of claims: • The executives would have retained a pro rata portion of their unvested 2023 and 2024 EQH Performance Shares and RSUs, each of which would remain outstanding and vest subject to the attainment of the applicable performance or service criteria. • Any vested EQH stock options held at the time of termination would remain exercisable until the earlier of 30 days from the date of termination and their expiration. They would have forfeited their 2025 EQH Equity Awards. |

  246. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 77 |

  247. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    Change in Control w/o Termination If there had been a CIC on the Trigger Date without any termination of employment, the EQH Program Participants would have received the items described in the following table.

  248. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | Item | Description | | EQH Equity Awards | Generally, in the event of a CIC, EQH Equity Awards without performance criteria that are not assumed or replaced with substitute awards having the same or better terms or conditions would fully vest and be cancelled for the same per share payment made to the stockholders in the CIC (less, in the case of stock options, the applicable exercise price). EQH Equity Awards with performance criteria would be pro-rated at the time of the CIC based on either target or actual levels of performance, and then modified into time-vesting awards. The modified awards would then either be replaced, assumed or cashed out, as described above. For purposes of the payments and benefits table above, we have assumed that the EQH Equity Awards are not assumed or replaced. |

  249. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    Death If an EQH Program Participant had terminated employment due to death on the Trigger Date:

  250. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | Item | Description | | EQH Equity Awards | All EQH Equity Awards would have immediately vested. EQH stock options would have been exercisable until the earlier of one year from the date of death and their expiration. All other awards would have been immediately paid out, assuming target performance for EQH Performance Shares. |

  251. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    Disability If an EQH Program Participant had terminated employment due to disability on the Trigger Date:

  252. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | Item | Description | | EQH Equity Awards | He would have been treated as if he continued in the employ of the Company with respect to his EQH Equity Awards. The estimated values of payouts related to awards with performance criteria at the Trigger Date assume target performance. All EQH stock options would have been exercisable until the earlier of their expiration date and the five-year anniversary of the termination date. |

  253. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    Restrictive Covenants Mr. Pearson’s Employment Agreement Mr. Pearson is subject to a confidentiality provision, in addition to covenants with respect to non-competition during his employment and twelve months thereafter (six months if he voluntarily terminates employment without good reason) and non-solicitation of customers and employees for twelve months following his termination of employment or, if longer, during the Severance Period. The Supplemental Severance Plan To receive benefits under the Supplemental Severance Plan, executives are required to sign a separation agreement including a release of all claims against the Company. The agreement also must include provisions regarding non-competition and non-solicitation of customers and employees for twelve months following termination of employment.

  254. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | 78 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  255. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    EQH Equity Awards The award agreements for the EQH Equity Awards include provisions regarding non-competition and non-solicitation of customers and employees for twelve months following termination of employment. In the event that an EQH Program Participant who retains all or a portion of his equity-based award following termination of employment violates the non-competition and non-solicitation contained in his award agreement, any remaining portion of his award at the time of violation will be immediately forfeited. Also, any portion of his award that vested after termination, and any shares or cash issued upon exercise or settlement of that vested portion, will be immediately forfeited or paid to the Company together with all gains earned or accrued.

  256. Chief Executive Officer Pay Ratio Information

    Chief Executive Officer Pay Ratio Information In 2025, the compensation of Mr. Pearson was approximately 154 times the median pay of all employees, resulting in a Chief Executive Officer pay ratio of 154:1. Holdings identified a median employee in 2026 by examining 2025 total compensation for all individuals who were employed by Holdings and its subsidiaries as of December 31, 2025, using methods consistent with SEC rules for that purpose. All employees were included in this process, whether employed on a full-time or part-time basis. Total compensation included base salary (plus overtime, as applicable), commissions (as applicable), cash bonuses and the grant date fair value of equity-based awards. The median employee’s compensation for 2025 ($117,020) was compared to Mr. Pearson’s compensation for 2025 ($18,001,113) using the same methodology used for the Summary Compensation Table below. As illustrated in the table below, our 2025 CEO Pay Ratio is 154:1:

  257. Chief Executive Officer Pay Ratio Information

    | | Mark Pearson | Median Employee | | Base salary ($) | 1,249,862 | 98,624 | | Cash bonus ($) | 3,431,320 | 10,000 | | Stock awards ($) | 12,600,049 | 0 | | Change in pension value ($) | 602,959 | 3,467 | | All other compensation ($) | 116,923 | 4,929 | | Total ($) | 18,001,113 | 117,020 | | 2025 CEO Pay Ratio | | 154:1 |

  258. Chief Executive Officer Pay Ratio Information

    | 82 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  259. Pay versus Performance

    Pay versus Performance Holdings is providing the following disclosure in accordance with the SEC’s pay versus performance disclosure rules (the “PVP Rules”). However, we generally do not make compensation decisions based on “compensation actually paid” within the meaning of the PVP Rules, nor do we use the performance metrics that are required to be disclosed under the PVP Rules in our incentive compensation programs. In particular, we use Non-GAAP Operating Earnings, rather than net income, to determine compensation, because the nature of the products we offer result in net income volatility (as further described in the 2025 Form 10-K), and because we view the Non-GAAP Operating Earnings measure as more aligned with the underlying profitability drivers of our business than net income. Please refer to page 29 for a discussion of our incentive compensation programs, the performance objectives we utilize, and how we align pay and performance.

  260. Pay versus Performance

    | Fiscal Year (a) | Summary Compensation Table Total for PEO (b) | Compensation Actually Paid to PEO (c) | Average Summary Compensation Table Total for Non-PEO NEOs (d) | Average Compensation Actually Paid to Non-PEO NEOs (e) | Value of Initial Fixed $100 Investment Based on: | | Net Income (h) 10 | | Company Selected Measure: Non-GAAP Operating Earnings (i) | Supplemental Measure: Relative 3-Year TSR Rank (h) | | | | | | | Company TSR (f) | Peer Group TSR (S&P 400 Financials) (g) | | | | | | 2025 | $18,001,113 | $19,346,522 | $8,167,131 | $9,673,241 | $223 | $184 | ($ | 1,380) | $1,741 | 68.4% | | 2024 | $17,428,043 | $40,163,722 | $7,424,855 | $12,374,559 | $213 | $183 | | 1,307 | $2,007 | 67.1% | | 2023 | $15,833,102 | $19,204,586 | $6,541,035 | $6,958,269 | $149 | $136 | | 1,302 | $1,694 | 36.1% | | 2022 | $15,321,649 | $7,211,420 | $6,145,312 | $4,215,506 | $125 | $126 | | 2,153 | $1,726 | 59.7% | | 2021 | $14,185,032 | $28,457,088 | $5,929,763 | $10,114,513 | $140 | $131 | | 1,755 | $2,555 | 91.3% |

  261. Pay versus Performance

    | 1. | For purposes of this disclosure, “PEO” refers to Principal (or Chief) Executive Officer. |

  262. Pay versus Performance

    | 2. | To calculate Compensation Actually Paid (CAP) for each year, the “ Summary Compensation Table ” (SCT) total compensation amount for such year was adjusted by (1) deducting certain amounts from the SCT total, as shown in tables A and B below, (2) adding the equity component of CAP amounts, as shown in tables C and D below, and (3) adding the pension component of CAP amounts (i.e., service costs and prior service costs for the applicable year), which, for the PEO, were $258,956 for 2025, $270,911 for 2024, $274,579 for 2023, $465,238 for 2022, $477,973 for 2021, and $422,757 for 2020, and for non-PEO NEOs, averaged $87,985 for 2025, $79,538 for 2024, $77,191 for 2023, $130,323 for 2022, $133,038 for 2021, and $101,308 for 2020. |

  263. Pay versus Performance

    | 3. | Mark Pearson was the PEO in 2021, 2022, 2023, 2024 and 2025. 2022, 2023, 2024 and 2025 non-PEO NEOs include Robin Raju, Jeff Hurd, Nick Lane and Seth Bernstein. 2021 non-PEO NEOs include Anders Malmstrom (departed March 31, 2021), Robin Raju (promoted April 1, 2021), Jeff Hurd, Nick Lane and Seth Bernstein. |

  264. Information About Our Board Committees

    Information About Our Board Committees The Board has designated five standing Board committees to assist the Board in carrying out its duties: Audit, Compensation and Talent, Executive, Finance and Risk, and Nominating and Corporate Governance. Each of the Audit, Compensation and Talent, Finance and Risk, and Nominating and Corporate Governance Committees has a Board-approved, written charter, which describes that Committee’s role and responsibilities. Current, printable copies of the charters of the Audit, Compensation, and Nominating and Corporate Governance Committees are posted on our website at https://ir.equitableholdings.com. The Committee Chairs approve the meeting agendas for their respective committees. Each committee regularly reports on the matters discussed during its meetings to the full Board and presents recommendations on actions requiring Board approval. On an annual basis, each Committee conducts an evaluation of its performance and reviews the adequacy of and may propose changes to its charter for Board approval. The process for annual evaluation is considered and determined each year by the Nominating and Corporate Governance Committee and generally includes a review of significant Board and Committee matters over the past year, discussions held in executive sessions regarding Board and Committee effectiveness and performance and development of any action plan for future implementation. From time to time, the Nominating and Corporate Governance Committee may engage an external third-party resource to facilitate the annual evaluation. Each Committee has full authority to retain, at the Company’s expense, independent advisors or consultants.

  265. Information About Our Board Committees

    | 90 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  266. Information About Our Board Committees

    The table below provides additional information about our committees, including their composition, number of meetings held in 2025 and their primary roles and responsibilities, including their roles in the oversight of risk management.

  267. Information About Our Board Committees

    | Audit Committee Members: Daniel G. Kaye (Chair) Arlene Isaacs-Lowe Craig MacKay All current Audit Committee members are Independent. In addition, the Board has determined that each current Audit Committee member is “financially literate” under NYSE rules and regulations and is an “audit committee financial expert” under SEC rules and regulations. Number of Meetings in 2025: 9 Key Roles and Responsibilities: • Assist the Board in overseeing the financial reporting process and the quality and integrity of our financial statements; • Assist the Board in overseeing the qualifications and independence and performance of our independent auditor; • Assist the Board in overseeing our accounting, financial and external reporting policies and practices; • Assist the Board in overseeing the performance of our internal audit function; • Assist the Board in overseeing our compliance with legal and regulatory requirements, including without limitation, any requirements promulgated by the PCAOB and the FASB; • Prepare the report of the Audit Committee required to be included in our annual proxy statement; and • Exercise an oversight function, as contemplated by the Implementation Guide of the National Association of Insurance Commissioners for the Annual Financial Reporting Model Regulation, over the statutory financial reporting of certain wholly-owned insurance company subsidiaries and any captive reinsurance company subsidiaries of the Company subject to the Model Audit Rule. Role in Risk Oversight The Audit Committee’s role in risk oversight includes oversight of the integrity of the Company’s financial statements, internal controls, legal and regulatory compliance, cybersecurity, artificial intelligence and data privacy threats. |

  268. Information About Our Board Committees

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 91 |

  269. Information About Our Board Committees

    | Compensation and Talent Committee Members: Bertram L. Scott (Chair through February 11, 2026) George Stansfield (Chair, effective February 12, 2026) Francis A. Hondal Arlene Isaacs-Lowe All current Compensation and Talent Committee members are Independent and are “non-employee directors” for purposes of Section 16 of the Exchange Act. Number of Meetings in 2025: 5 Key Roles and Responsibilities: • Discharge the Board’s responsibilities relating to compensation of our executive officers; • Prepare any report on executive compensation required by the rules and regulations of the SEC for inclusion in our annual proxy statement; • Review reports regarding enterprise talent and development programs, diversity and inclusion, and attrition and hiring as it deems appropriate; • Recommend to the Board the appointment of senior and executive officers; and • Take such other actions relating to the compensation and benefits structure of the Company as the committee deems necessary or appropriate. Role in Risk Oversight The Compensation and Talent Committee oversees risks related to human capital management, design and operation of executive compensation plans and non-employee director compensation and supports Board oversight of management succession planning and talent management. | | Executive Committee Members: Joan Lamm-Tennant (Chair) Mark Pearson Charles G.T. Stonehill Number of Meetings in 2025: 2 Key Roles and Responsibilities: Exercise the authority of the Board in oversight of the Company between meetings of the Board with specified exceptions. |

  270. Information About Our Board Committees

    | 92 | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement |

  271. Information About Our Board Committees

    | Finance and Risk Committee Members: Charles G.T. Stonehill (Chair) Douglas Dachille Francis A. Hondal (since February 12, 2026) Craig MacKay George Stansfield All current Finance and Risk Committee members are Independent. Number of Meetings in 2025: 5 Key Roles and Responsibilities: Monitor, review and assist the Board in overseeing: • financial and capital markets related matters; • strategies that bear on the long-term financial sustainability of the Company; • the governance of significant risk throughout the Company; and • the establishment and ongoing monitoring of our risk profile, risk capacity and risk appetite. Role in Risk Oversight The Finance and Risk Committee oversees, among other matters, risks related to liquidity, capital management, and the Company’s enterprise risk management program. See “Board and Corporate Governance Practices – Risk Oversight” and “ESG at Equitable Holdings” for additional information regarding the Board’s risk oversight framework. | | Nominating and Corporate Governance Committee Members: Daniel G. Kaye (Chair) Arlene Isaacs-Lowe Bertram L. Scott (until 2026 Annual Meeting) George Stansfield All current Nominating and Corporate Governance Committee members are Independent. Number of Meetings in 2025: 4 Key Roles and Responsibilities • Identify individuals qualified and suitable to become Board members and recommend to the Board the director nominees for each annual meeting of stockholders; • Develop and recommend to the Board a set of corporate governance principles applicable to Holdings; • Otherwise take a leadership role in shaping the corporate governance of Holdings; and • Oversees the Company’s strategy regarding environmental stewardship, sustainability, corporate social responsibility matters and political giving. Role in Risk Oversight The Nominating and Corporate Governance Committee oversees risks related to Board governance, succession planning for the Board and its committees, the Company’s corporate governance framework and environmental stewardship, sustainability and corporate social responsibility. |

  272. Information About Our Board Committees

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 93 |

  273. Directors Compensation

    Directors Compensation The following table provides information on compensation that was paid to our directors in 2025 by the Company, other than Mr. Pearson whose compensation is fully reflected in the “Summary Compensation Table” above. During 2025, Messrs. Kaye and Stonehill and Ms. Lamm-Tennant served on the AB Board in addition to the Holdings Board. We believe their presence on the AB Board was important due to their deep knowledge of the Company and their relevant experience and expertise. Such service on the AB Board required a significant time commitment since AB’s business involves significantly different business, legal and other considerations than our retirement and protection businesses at Holdings, and AB is a publicly traded company with its own governance, disclosure and investor considerations, separate from those at Holdings. Given the time and effort required, we believe it is appropriate to compensate these directors for their services as directors of AB in addition to their services as directors of Holdings. Their AB compensation is consistent with that paid to other independent directors of the AB Board.

  274. Directors Compensation

    | Name | Fees Earned or Paid in Cash ($) | Stock Awards (2) (3) | Total ($) | | Dachille, Douglas | 120,139 | 175,045 | 295,184 | | Hondal, Francis | 125,000 | 175,045 | 300,045 | | Isaacs-Lowe, Arlene | 125,000 | 175,045 | 300,045 | | Kaye, Daniel | 286,750 | 345,045 | 631,795 | | Lamm-Tennant, Joan | 372,750 | 450,031 | 822,781 | | MacKay, Craig | 125,000 | 175,045 | 300,045 | | Scott, Bertram | 150,000 | 175,045 | 325,045 | | Stansfield, George | 125,000 | 175,045 | 300,045 | | Stonehill, Charles (1) | 320,250 | 345,045 | 665,295 |

  275. Directors Compensation

    | (1) Director Stonehill’s “Fees Earned or Paid in Cash” figure includes $20,000 received in connection with his role as Chair of the Investment Committees of Equitable Financial and Equitable America. |

  276. Directors Compensation

    | (2) The amounts reported in this column represent the aggregate grant date fair value of Holdings common stock and Restricted AB Holding Units granted to directors in 2025 in accordance with FASB ASC Topic 718, and the assumptions made in calculating them can be found in Note 15 of the Notes to Holdings’ Consolidated Financial Statements. The grant date fair value of each award is as follows: |

  277. Directors Compensation

    | | Holdings Common Stock ($) | Restricted AB Holding Units ($) | | Mr. Dachille | 175,045 | — | | Ms. Hondal | 175,045 | — | | Ms. Isaacs-Lowe | 175,045 | — | | Mr. Kaye | 175,045 | 170,000 | | Ms. Lamm-Tennant | 280,031 | 170,000 | | Mr. MacKay | 175,045 | — | | Mr. Scott | 175,045 | — | | Mr. Stansfield | 175,045 | — | | Mr. Stonehill | 175,045 | 170,000 |

  278. Directors Compensation

    | Notice of Annual Meeting of Stockholders and 2026 Proxy Statement | 95 |

  279. Directors Compensation

    | (3) As of December 31, 2025, the directors had outstanding awards as follows: |

  280. Directors Compensation

    | | Restricted AB Holding Units (#) | | Mr. Dachille | — | | Ms. Hondal | — | | Ms. Isaacs-Lowe | — | | Mr. Kaye | 44,130 | | Ms. Lamm-Tennant | 20,478 | | Mr. MacKay | — | | Mr. Scott | — | | Mr. Stansfield | — | | Mr. Stonehill | 25,176 |