Aflac Incorporated (AFL)
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Apr 24, 2026, 4:00 PM EDT - Market closed
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AGM 2020

May 4, 2020

Dan Amos
Chairman and CEO, Aflac Incorporated

Good morning and welcome, everyone. I'm Dan Amos, Chairman and CEO of Aflac Incorporated. I'd like to call the 2020 Annual Shareholders Meeting of Aflac Incorporated to order. As you know, due to COVID-19, this is the first time we've conducted a virtual shareholders meeting. Taking the health and well-being of all of our shareholders, employees, and policyholders into account, the Board of Directors made a decision to hold this year's shareholders meeting in this format while affording shareholders the same access and opportunity to participate. We will certainly miss seeing our shareholders in person this year, but look forward to engaging virtually. I've asked Audrey Boone Tillman, Executive Vice President and General Counsel, to begin our meeting with an invocation. Audrey.

Audrey Boone Tillman
EVP and General Counsel, Aflac Incorporated

Thank you, Dan. I invite you to pray with me. Father God, we thank you this morning for your presence and for your blessings, that you have kept us and protected us in this season. And even though this is a season of pandemic, we still have so much to be thankful for. Help us to count our blessings, Lord, and bless those who are ill and those who are afraid. Please bless this company so that we may continue to serve and be of service. Give us wisdom and insight that is pleasing to you. I offer this prayer in the name of my Lord and Savior, Jesus Christ. Amen.

Dan Amos
Chairman and CEO, Aflac Incorporated

As is the custom, we will conduct the business portion of our meeting first. Then I will provide some closing remarks. We plan to answer questions at the end of the meeting. Though we may not be able to answer every question, we will do our best to provide a response to as many as possible. We also are joined here today by KPMG, our independent auditors, who will be available during the response to appropriate questions. This first item of business to come before the meeting is the report of the inspectors of election. I will call upon the Secretary of the Company, Mr. Matthew Loudermilk, for that report. Matthew?

Joey Matthew Loudermilk
Secretary and Vice President, Aflac Incorporated

Thank you, Mr. Chairman, and good morning to our fellow shareholders. Mr. Chairman, the oath of the inspectors of election of this meeting is hereby submitted for the record. Inspectors of election appointed by the Board of Directors for this meeting are Mr. Frederick J. Crawford, Ms. June P. Howard, and Ms. Joan M. DiBlasi. The appointees have sworn to faithfully execute the duties of inspectors at this meeting with strict impartiality and according to the best of their ability. The inspectors report that there were present, by proxy, a sufficient number of votes to constitute a quorum.

Dan Amos
Chairman and CEO, Aflac Incorporated

I hereby declare a quorum present and this meeting duly constituted and open for business. Mr. Secretary, please present the items of business to be considered.

Joey Matthew Loudermilk
Secretary and Vice President, Aflac Incorporated

Mr. Chairman, we have three proposals to vote on this morning as described in detail in this year's proxy statement. The first item of business is to consider the proposal naming 11 nominees to be elected as directors for the coming year. It is my privilege to introduce the director nominees for election to hold office until the 2021 Annual Meeting of Shareholders or until their successors are duly elected and qualified. Mr. Daniel P. Amos, Mr. W. Paul Bowers, Mr. Toshihiko Fukuzawa, Mr. Thomas J. Kenny, Ms. Georgette D. Kiser, Ms. Karole F. Lloyd, Mr. Nobuchika Mori, Mr. Joseph L. Moskowitz, Dr. Barbara K. Rimer, Dr. Katherine T. Rohrer, and Dr. Melvin T. Stith. The second item of business is to consider and approve the following advisory proposal.

Resolved on an advisory basis, the shareholders of Aflac Incorporated approve the compensation of the named executive officers as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis and accompanying tables and narrative in the Notice of the 2020 Annual Meeting of Shareholders and proxy statement. The final item of business is the ratification of the selection of KPMG LLP as independent registered public accounting firm of the company for the year ending December 31, 2020. The board has recommended that shareholders vote for each of the foregoing proposals. Under our bylaws, the deadline for submitting a director nominee or any other shareholder proposal has passed and no other nominations or shareholder proposals were submitted. Therefore, these three items of business are the only matters that we will consider at this meeting.

We will now address any questions specifically related to the foregoing proposals. If any shareholder would like to ask a question regarding any of these three proposals, please submit your question through the web portal.

Dan Amos
Chairman and CEO, Aflac Incorporated

The polls are open for any shareholders who have not yet voted or wish to change their vote. They may do so by clicking on the voting button on the web portal following the instructions there. Shareholders who have sent in proxies or voted via phone or internet and do not want to change their vote do not need to take any further action. Now that everyone has had the opportunity to vote, I hereby declare the polls for the 2020 Aflac Incorporated Annual Shareholders Meeting closed. I cast all votes authorized by proxy in favor of these three proposals. Mr. Secretary, do we have preliminary voting results?

Joey Matthew Loudermilk
Secretary and Vice President, Aflac Incorporated

We do. At this point, the preliminary vote has been tabulated and I'll report the preliminary results for the three matters being voted upon. Each of the 11 nominees for director has received votes cast for election in excess of 96% and are hereby elected. The non-binding advisory vote on the compensation of the company's named executive officers as determined by the Compensation Committee has been approved by over 95% of the votes cast. The appointment of KPMG as the company's independent registered public accounting firm for 2020 has been ratified by the shareholders by over 95% of the votes cast. This proposal has been approved. These preliminary voting results are subject to final tabulation and to verification by the inspectors of election. We will report the voting results in a current report on Form 8-K filed with the SEC no later than May 8, 2020. Mr.

Chairman, that concludes all the items of business to properly come before this meeting.

Dan Amos
Chairman and CEO, Aflac Incorporated

Thank you, Mr. Secretary. There being no further business to come before the meeting, the 2020 Annual Meeting of Shareholders of Aflac Incorporated is now adjourned. Now I will give a brief presentation and answer questions that may have related to my remarks or today's meeting. I want to start by thanking all of those who are on the front lines fighting the spread of COVID-19 and those who are providing essential services, including our own employees. We truly appreciate all that you do and our thoughts and prayers are with those who are among the confirmed cases. This is a challenging time, but we will get through it together. As you know, Aflac Incorporated is coming off a strong year and we have just reported last week that we are coming off a good first quarter as well.

I invite you to visit investors.aflac.com to review that release and the related materials, including the replay of the first quarter earnings teleconference call. Keep in mind, though, that we are in unprecedented times, times that have prompted plenty of near-term uncertainty across the globe. The impact of the COVID-19 pandemic on people's lives, the economy, and our business is something that none of us has experienced before. In my 30 years as CEO of this company, I don't recall such a dramatic disruption in markets and society as a whole. This has led to extreme volatility and uncertainty in very short order. These unprecedented challenges demand that we think differently and remain agile in our response, and we have worked hard to do just that. Given the current economic climate, I will concentrate today on how Aflac Incorporated's board and the executive management are managing through this unprecedented period.

Our actions are also guided by our commitment to position Aflac Incorporated to emerge from this pandemic in a stronger position. As I often say, the product we sell is intangible. It is a promise on a piece of paper that we will be there for the policyholders when they need us most. This year marks the 65th year we have been there for our policyholders, and we are creating strategies each day to be there for the long term. Part of ensuring that we are there for our policyholders means taking care of our people. I've always believed that if you take care of our people, they'll take care of our business, and that's exactly what we've been doing. When the spread of COVID-19 was elevating to the forefront and specifically began impacting Japan in January, Aflac Incorporated's board met and had already initiated proactive planning.

We benefited from the board's expertise, specifically including Dr. Barbara K. Rimer, who is Dean and Alumni Distinguished Professor of Gillings School of Global Public Health at the University of North Carolina at Chapel Hill. We also benefited from Japan providing us with an early window into the potential response efforts. They were about three weeks ahead of the U.S. in combating the spread of the virus. I share this not because we knew more than anyone at this point in time, but rather to demonstrate that Aflac Incorporated's board is engaged in overseeing the management of risk that can impact this company. This enabled us to take early action when news of the virus broke. We implemented travel restrictions, shifted to working remotely, and installed several social distancing measures both in Japan and the United States.

We have ramped up our work-at-home staffing model with more than 75% of on-site employees in Japan and more than 90% of our employees in the U.S. working from home. I am pleased to report that we've seen little in the way of disruption in the operations and have adapted well. With respect to our agents in the United States, we are providing zero-interest loans, especially given that face-to-face sales are not possible for a period of time. We are also conducting special virtual training to help our agents while also developing ways to better leverage technology for sales and enrollments. For our agents in Japan, we have focused our attention on our exclusive agency relationships and associated walk-in shops impacted by the virus. Actions in place and under view include interest-free loans for the walk-in shops we are offering to provide rent assistance.

I never cease to be inspired by our employees and our sales agents' passion and sense of purpose when it comes to delivering on a promise in the Aflac Way. I am so proud of how our people and our company have been compassionately helping our policyholders when they need it most. In the United States, policyholders who are unable to pay their premiums have been granted grace periods that allow for relief without fear of their coverage being canceled. This is similar to what we do following natural disasters. Additionally, we are generally treating telemedicine visits the same way we would in-person visits to the healthcare providers. We are also encouraging policyholders who are displaying COVID-19 symptoms to seek treatment, and we are paying wellness benefits on applicable policies for the COVID-19 test.

Policyholders can also take advantage of enhanced technology by submitting claims by using Aflac Smart Claim via our online system at www.aflac.com or by downloading the My Aflac mobile app. We also created a special COVID-19-related small business micro-site to assist employers during this time of need. Just like in the U.S., we are taking care of our policyholders in Japan by granting grace periods for premium payments and by treating telemedicine and remote technology in the same way we would for in-person visits to limit the spreading of COVID-19. Additionally, we are enhancing certain benefits related to COVID-19, provided expedited claims benefits and policy loans, and waiving interest on policyholder loans. We've also extended COVID-19 coverage to our accident policy.

Given our strong relationship with the healthcare industry in both Japan and the United States, we recently announced additional contributions to help provide support to combat the virus in both countries. Aflac Incorporated has contributed $5 million to two organizations in the United States that are providing assistance to healthcare workers on the front lines of the COVID-19 global pandemic. This includes $2 million for the Global Center for Medical Innovation, a comprehensive innovation center using innovative 3D printing to help support medical device shortages, particularly as it relates to ventilators and protective masks. It also includes $3 million for Direct Relief, a humanitarian aid organization active in all 50 states that provides personal protective equipment and essential medical items to healthcare workers responding to the coronavirus.

Similarly, Aflac Japan is also making a charitable contribution in yen equivalent of approximately $5 million to the Japan Medical Association in support of medical professionals fighting COVID-19 in Japan's healthcare community and the municipalities of Chofu City, Osaka Prefecture, and Kobe City. Through this donation, Aflac Japan aims to further strengthen its relationship with Japan Medical Association, help the region where our operations are located, and demonstrate our core values as a good corporate citizen to be there in the time of need. The information I shared today demonstrates that we are taking every action we can to ensure the health and well-being of our employees, our agents, our brokers, our policyholders, and the community. At the same time, we are positioning Aflac Incorporated and our subsidiaries to emerge from this pandemic in a position of strength and leadership.

That's because ever since the financial crisis occurred more than a decade ago, a primary focus for me and for Aflac Incorporated's Board of Directors has been to ensure we are as prepared as possible should another financial crisis emerge. This includes employing strategies that strengthen our capital and liquidity while also allowing for opportunistic use of capital to support our growth. With this in mind, we also remain committed to prudent liquidity and capital management. We are understandably taking a tactical approach to capital allocation, leaving all of our options open for the deployment and defense. In terms of repurchase guidance, we remain in the market at a reduced level and are being tactical in our approach to repurchasing our stock. This will provide us additional flexibility to maintain our strong capital ratio on behalf of our policyholders in both the United States and Japan.

We remain committed to defending and extending our 37-year track record of annual dividend increases. We will also continue to invest opportunistically in our platform and strengthen our franchise through growth investments, such as our recent definitive agreement to acquire Zurich North America's U.S. Corporate Life and Pensions or group benefits business. By doing so, we look to emerge from this period in a continued position of strength and leadership. We will also continue to drive shareholder value and do so by acting ethically and giving back to the communities in which we operate. Ultimately, we believe this is a more sustainable approach to business that will continue to increase shareholder value. By remaining disciplined and focused on doing what we do best, I believe we will continue to generate results that build long-term shareholder value.

I would also like to express my gratitude to you, our shareholders, for putting your faith, confidence, and resources in Aflac Incorporated. As we look ahead, delivering on more than a promise will remain our priority because it is not only what sets us apart. It's who we are. Thank you all for coming, and God bless. Now I'd like to open things up for the shareholder questions.

Joey Matthew Loudermilk
Secretary and Vice President, Aflac Incorporated

Mr. Chairman, there are no germane questions at this time. If any questions were submitted and not addressed, we will follow up with the shareholder directly. Please keep in mind that our investor relations team is also available to take one-on-one questions you may have at 706-596-3264.

Dan Amos
Chairman and CEO, Aflac Incorporated

Thank you, Matthew, and thank you for attending. We appreciate your ownership in Aflac. Please stay safe.

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