GLOBE LIFE INC. - Quarter Report: 2024 March (Form 10-Q)

) )) ) ) ) ) ) ) ) () $

See accompanying Notes to Condensed Consolidated Financial Statements.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Condensed Consolidated Statements of Shareholders' Equity

(Unaudited)

(Dollar amounts in thousands, except per share data)

Preferred Stock

Common Stock

Additional Paid-In Capital

Accumulated Other Comprehensive Income (Loss)

Retained Earnings

Treasury Stock

Total Shareholders' Equity

Balance at December 31, 2023

()

Comprehensive income (loss)

—

Common dividends declared

($ per share)

—

()

—

()

Acquisition of treasury stock

—

()

Stock-based compensation

—

()

—

()

Exercise of stock options

—

()

Balance at March 31, 2024

()

Preferred Stock

Common Stock

Additional Paid-In Capital

Accumulated Other Comprehensive Income (Loss)

Retained Earnings

Treasury Stock

Total Shareholders' Equity

Balance at December 31, 2022

()

Comprehensive income (loss)

—

()

—

Common dividends declared

($ per share)

—

()

—

()

Acquisition of treasury stock

—

()

Stock-based compensation

—

()

—

Exercise of stock options

—

()

Balance at March 31, 2023

()

Cash provided from (used for) operating activities

$ $ Cash provided from (used for) investing activities:Investments sold or matured:Fixed maturities available for sale—sold Fixed maturities available for sale—matured or other redemptions Mortgage loans Other long-term investments Total investments sold or matured Acquisition of investments:Fixed maturities—available for sale()()Mortgage loans()()Other long-term investments()()Total investments acquired()()Net (increase) decrease in policy loans()()Net (increase) decrease in short-term investments Additions to property and equipment()()Investments in low-income housing interests()()

Cash provided from (used for) investing activities

()()Cash provided from (used for) financing activities:Issuance of common stock Cash dividends paid to shareholders()()) )) )Affected line items in the Statements of OperationsComponent Line Item()$ Realized (gains) losses)) ) ) ) ()$

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $()$ States, municipalities, and political subdivisions () Foreign governments () Corporates, by sector:Industrials () () Financial () Utilities () Total corporates () () Collateralized debt obligations Other asset-backed securities ()

Total fixed maturities

$ $()$ $()$

(1)Amount reported in the balance sheet.

(2)At fair value.

) ) )) ) )

At December 31, 2023

Amortized
Cost

Allowance for Credit Losses

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Fair

Value(1)

% of Total

Fixed

Maturities(2)

Fixed maturities available for sale:

U.S. Government direct, guaranteed, and government-sponsored enterprises

()

States, municipalities, and political subdivisions

()

Foreign governments

()

Corporates, by sector:

Industrials

()

Financial

()

million and $ of issuer-initiated exchanges of fixed maturities (noncash transactions) that resulted in realized gains (losses) in either period.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ States, municipalities, and political subdivisions Foreign governments Corporates, by sector:

Industrials

Financial

Utilities

Total corporates Collateralized debt obligations Other asset-backed securities

Total fixed maturities

$ $ $ $ Percentage of total % % % %

Fair Value Measurement at December 31, 2023:

Quoted Prices in
Active Markets
for Identical
Assets (Level 1)

Significant Other
Observable
Inputs (Level 2)

Significant
Unobservable
Inputs (Level 3)

Total Fair
Value

Fixed maturities available for sale

U.S. Government direct, guaranteed, and government-sponsored enterprises

States, municipalities, and political subdivisions

Foreign governments

Corporates, by sector:

Industrials

Financial

Utilities

Total corporates

Collateralized debt obligations

Other asset-backed securities

Total fixed maturities

Percentage of total

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ Included in realized gains / losses Included in other comprehensive income ()()()Acquisitions Sales Amortization ()

Other(1)

()()()

Transfers into Level 3(2)

Transfers out of Level 3(2)

Balance at March 31, 2024

$ $ $ $ Percent of total fixed maturities % % % %

(1)Includes capitalized interest, foreign exchange adjustments, and principal repayments.

(2)Considered to be transferred at the end of the period. Transfers into Level 3 occur when observable inputs are no longer available. Transfers out of Level 3 occur when observable inputs become available.

Analysis of Changes in Fair Value Measurements Using Significant Unobservable Inputs (Level 3)

Asset-

backed Securities

Collateralized
Debt
Obligations

Corporates

Total

Balance at January 1, 2023

Included in realized gains / losses

Included in other comprehensive income

()

Acquisitions

Sales

Amortization

Other(1)

()

Transfers into Level 3(2)

Transfers out of Level 3(2)

Balance at March 31, 2023

Percent of total fixed maturities

(1)Includes capitalized interest, foreign exchange adjustments, and principal repayments.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$()$()$()

At March 31, 2023

()

As of December 31, 2023

Globe Life's entire fixed maturity portfolio consisted of issues by different issuers at March 31, 2024 and issues by different issuers at December 31, 2023. The increase in the number of securities in an unrealized loss position during the period ended March 31, 2024 is due to the increase in interest rates. The weighted-average quality rating of all unrealized loss positions at amortized cost was A- as of March 31, 2024 and December 31, 2023.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$()$ $()$ $()States, municipalities, and political subdivisions () () ()Foreign governments () () ()Corporates, by sector:

Industrials

() () ()Financial () () ()

Utilities

() () ()Total corporates () () ()Collateralized debt obligations Other asset-backed securities () ()Total investment grade securities () () ()Below investment grade securities:Corporates, by sector:Industrials () ()Financial () () ()Utilities () () ()Total corporates () () ()Collateralized debt obligations Other asset-backed securities () ()Total below investment grade securities () () ()

Total fixed maturities

$ $()$ $()$ $()

Gross unrealized losses may fluctuate quarter over quarter due to adverse factors in the market that affect our holdings, such as changes in interest rates or credit spreads. The Company considers many factors when determining whether an allowance for a credit loss should be recorded. While the Company holds securities that may be in an unrealized loss position from time to time, Globe Life does not generally intend to sell and it is unlikely that the Company will be required to sell the fixed maturities prior to their anticipated recovery or maturity due to the strong cash flows generated by its insurance operations.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $()$ $()States, municipalities, and political subdivisions () () ()Foreign governments () ()Corporates, by sector:Industrials () () ()Financial () () ()Utilities () () ()Total corporates () () ()Collateralized debt obligations Other asset-backed securities () ()Total investment grade securities () () ()Below investment grade securities:Corporates, by sector:Industrials () () ()Financial () () () ) $

As of March 31, 2024 and December 31, 2023, the Company did not have any fixed maturities in non-accrual status.

$ Industrial Retail Hospitality Mixed use Office $ $

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

delinquent commercial mortgage loan, with an outstanding par value of $ million and outstanding interest due of $ thousand, as of March 31, 2024. The underlying collateral for this loan is in the process of being sold and the Company expects to recover all interest and principal due as of March 31, 2024. There were no delinquent commercial mortgage loans as of December 31, 2023. As of March 31, 2024, the Company had one commercial mortgage loan in non-accrual status with a principal balance of $ million. As of December 31, 2023, the Company had commercial mortgage loans in non-accrual status. The Company's unfunded commitment balance to commercial loan borrowers was $ million as of March 31, 2024.

(1) Non-redeemable funds generally have an expected life of to years from fund closing with extension options of to years. Redemptions are paid out throughout the life of the funds at the General Partner's discretion. Redeemable funds can generally be redeemed over to months upon request from limited partners.

The Company had $ million of capital called during the period from existing investment funds. The Company's unfunded commitments were $ million as of March 31, 2024.

million. The Parent Company would be liable to the extent that TMK Re, Ltd. does not pay the reinsured party. The amount of letters of credit outstanding at March 31, 2024 was $ million.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

of its current/former senior executives in the United States District Court for the Eastern District of Texas. The case, which is captioned City of Miami Gen. Emp. & Sanitation Emp. Ret. Trust, et al. v. Globe Life Inc., et al., Case No. 4:24-cv-00376, asserts claims under §§ 10(b) and 20(a) of the Securities Exchange Act of 1934 on behalf of a putative class of purchasers of the Company’s securities from May 8, 2019 through April 10, 2024. The Complaint alleges that certain of the Company’s disclosures about financial performance and certain other public statements during the putative class period were materially false or misleading. The Company plans to vigorously defend against the lawsuit.

Pursuant to the Company’s governing documents and indemnification agreements with the named defendants, the Company has agreed to indemnify those defendants for all expenses and losses related to the litigation subject to the terms of those indemnification agreements. The outcome of litigation of this type is inherently uncertain, and there is always the possibility that a court rules in a manner that is adverse to the interests of the Company and the individual defendants. However, the amount of any such loss in that scenario cannot be reasonably estimated at this time. Further, management cannot reasonably estimate whether an outcome on the class action will be resolved in the near term.

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ $ Beginning balance at original discount rates

Effect of changes in assumptions on future cash flows

Effect of actual variances from expected experience()()()()()

Adjusted balance at January 1, 2023

Issuances(1)

Interest accrual(2)

Net premiums collected(3)

()()()()()Effect of changes in the foreign exchange rate() ()Ending balance at original discount rates Effect of change from original to current discount rates

Balance at March 31, 2023

$ $ $ $ $

Balance at January 1, 2024

$ $ $ $ $ Beginning balance at original discount rates

Effect of changes in assumptions on future cash flows

Effect of actual variances from expected experience()()()()()

Adjusted balance at January 1, 2024

Issuances(1)

Interest accrual(2)

Net premiums collected(3)

()()()()()Effect of changes in the foreign exchange rate() ()Ending balance at original discount rates Effect of change from original to current discount rates

Balance at March 31, 2024

$ $ $ $ $

(1)Issuances represent the present value, using the original discount rate, of the expected net premiums related to new policies issued during each respective period.

(2)The interest accrual is the interest earned on the beginning present value of the expected net premiums, as well as the interest on actual net premiums earned during the period, using the original interest rate.

(3)Net premiums collected represent the product of the current period net premium ratio and the gross premiums collected during the period on the in-force business.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ $ Beginning balance at original discount rates Effect of changes in assumptions on future cash flows Effect of actual variances from expected experience()()()()()

Adjusted balance at January 1, 2023

Issuances(1)

Interest accrual(2)

Benefit payments(3)

()()()()()

Balance at January 1, 2024

$ $ $ $ $ Beginning balance at original discount rates Effect of changes in assumptions on future cash flows Effect of actual variances from expected experience()()()()()

Adjusted balance at January 1, 2024

Issuances(1)

Interest accrual(2)

Benefit payments(3)

()()()()()Effect of changes in the foreign exchange rate() ()Ending balance at original discount rates Effect of change from original to current discount rates

Balance at March 31, 2024

$ $ $ $ $

(1)Issuances represent the present value, using the original discount rate, of the expected future policy benefits related to new policies issued during each respective period.

(2)The interest accrual is the interest earned on the beginning present value of the expected future policy benefits, as well as the interest on actual benefits and expenses paid during the period, using the original interest rate.

(3)Benefit payments represent the release of the present value, using the original discount rate, of the actual future policy benefits incurred during the period due to death, lapse, and maturity benefit payments based on the revised expected assumptions.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ $ Effect of changes in discount rate assumptions

Other Adjustments(1)

Net liability for future policy benefits, after other adjustments, at current discount rates

Reinsurance recoverable

() ()()()

Net liability for future policy benefits, after reinsurance recoverable, at current discount rates

$ $ $ $ $

(1)Other adjustments include the Company's effects of capping and flooring the liability.

(2)Includes the immaterial error correction noted below.

Life

Net liability for future policy benefits as of March 31, 2024

American Income

DTC

Liberty National

Other

Total

Net liability for future policy benefits at original discount rates

Effect of changes in discount rate assumptions

Other Adjustments(1)

Net liability for future policy benefits, after other adjustments, at current discount rates

Reinsurance recoverable

()

Net liability for future policy benefits, after reinsurance recoverable, at current discount rates

(1)Other adjustments include the Company's capping and flooring the liability.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ $ $ Beginning balance at original discount rates

Effect of changes in assumptions on future cash flows

Effect of actual variances from expected experience()()()()()()

Adjusted balance at January 1, 2023

Issuances(1)

Interest accrual(2)

Net premiums collected(3)

()()()()()()Effect of changes in the foreign exchange rate () ()Ending balance at original discount rates Effect of change from original to current discount rates () ()

Balance at March 31, 2023

$ $ $ $ $ $

Balance at January 1, 2024

$ $ $ $ $ $ Beginning balance at original discount rates

Effect of changes in assumptions on future cash flows

Effect of actual variances from expected experience()()()()()()

Adjusted balance at January 1, 2024

Issuances(1)

Interest accrual(2)

Net premiums collected(3)

()()()()()()Effect of changes in the foreign exchange rate () ()Ending balance at original discount rates Effect of change from original to current discount rates()() () ()

Balance at March 31, 2024

$ $ $ $ $ $

(1)Issuances represent the present value, using the original discount rate, of the expected net premiums related to new policies issued during each respective period.

(3)Net premiums collected represent the product of the current period net premium ratio and the gross premiums collected during the period on the in-force business.

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ $ $ Beginning balance at original discount rates Effect of changes in assumptions on future cash flows Effect of actual variances from expected experience()()()()()()

Adjusted balance at January 1, 2023

Issuances(1)

Interest accrual(2)

Benefit payments(3)

()()()()()()Effect of changes in the foreign exchange rate () ()Ending balance at original discount rates Effect of change from original to current discount rates () ()

Balance at March 31, 2023

$ $ $ $ $ $

Balance at January 1, 2024

Beginning balance at original discount rates

Effect of changes in assumptions on future cash flows

Effect of actual variances from expected experience

()

Adjusted balance at January 1, 2024

Issuances(1)

Interest accrual(2)

Benefit payments(3)

()

Effect of changes in the foreign exchange rate

()

Ending balance at original discount rates

Effect of change from original to current discount rates

()

Balance at March 31, 2024

(1)Issuances represent the present value, using the original discount rate, of the expected future policy benefits related to new policies issued during each respective period.

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ $()$ Effect of changes in discount rate assumptions () ()()

Other Adjustments(1)

Net liability for future policy benefits, after other adjustments, at current discount rates

Reinsurance recoverable

()()() ()

Net liability for future policy benefits, after reinsurance recoverable, at current discount rates

$ $ $ $ $ $

(1)Other adjustments include the effects of capping and flooring the liability.

(2)Includes the immaterial error correction noted below.

Health

Net liability for future policy benefits as of March 31, 2024

United American

Family Heritage

Liberty National

American Income

Direct to Consumer

Total

Net liability for future policy benefits at original discount rates

()

Effect of changes in discount rate assumptions

()

Other Adjustments(1)

Net liability for future policy benefits, after other adjustments, at current discount rates

Reinsurance recoverable

()

Net liability for future policy benefits, after reinsurance recoverable, at current discount rates

(1)Other adjustments include the effects of capping and flooring the liability.

million of reinsurance recoverable at current discount rates from liabilities to assets ($ million at original discount rates) as of March 31, 2023, with no change to equity, and the related tables in the footnote have been adjusted to reflect such changes.

million and a net reserve remeasurement gain of $ thousand, respectively, in the Condensed Consolidated Statements of Operations million gain), and favorable variances from our assumptions as compared to actual experience in our health insurance segment (a $ million gain). The variance of actual experience from expected experience during the three months ended 2023 was primarily due to favorable variances from assumptions as compared to actual experience in our life insurance segment (a $ million gain), and unfavorable variances from assumptions as compared to actual experience in our health insurance segment (a $ million loss).

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ Direct to Consumer Liberty National Other Net liability for future policy benefits—long duration life

Health(1):

United American Family Heritage Liberty National American Income Direct to Consumer Net liability for future policy benefits—long duration health Deferred profit liability Deferred annuity Interest sensitive life Other

Total future policy benefits

$ $ $ $

(1)Balances are presented net of the effects of capping and flooring the liability.

(2)Includes the immaterial error correction for reinsurance as noted above.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

% % % %Direct to Consumer % % % %Liberty National % % % %Other % % % %HealthUnited American % % % %Family Heritage % % % %Liberty National % % % %American Income % % % %Direct to Consumer % % % %

Direct to ConsumerLiberty NationalOtherHealthUnited AmericanFamily HeritageLiberty NationalAmerican IncomeDirect to Consumer

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ Direct to Consumer Liberty National Other Total$ $ $ $

$ $ $ Family Heritage Liberty National American Income Direct to Consumer Total$ $ $ $

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ $ $ PV of expected future net premiums PV of expected future policy benefits DTCPV of expected future gross premiums$ $ $ $ $ $ PV of expected future net premiums PV of expected future policy benefits Liberty NationalPV of expected future gross premiums$ $ $ $ $ $ PV of expected future net premiums PV of expected future policy benefits OtherPV of expected future gross premiums$ $ $ $ $ $ PV of expected future net premiums PV of expected future policy benefits TotalPV of expected future gross premiums$ $ $ $ $ $ PV of expected future net premiums PV of expected future policy benefits

billion of expected future gross premiums and $ billion of expected future net premiums. As of March 31, 2023, using current discount rates, the Company anticipated $ billion of expected future gross premiums and $ billion in expected future net premiums. For each respective period, only expected future net premiums are included in the determination of the liability for future policy benefits on the balance sheet, while the difference between the expected future gross premiums and the expected future net premiums is not.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ $ $ PV of expected future net premiums PV of expected future policy benefits Family HeritagePV of expected future gross premiums$ $ $ $ $ $ PV of expected future net premiums PV of expected future policy benefits Liberty NationalPV of expected future gross premiums$ $ $ $ $ $ PV of expected future net premiums PV of expected future policy benefits American IncomePV of expected future gross premiums$ $ $ $ $ $ PV of expected future net premiums PV of expected future policy benefits Direct to ConsumerPV of expected future gross premiums$ $ $ $ $ $ PV of expected future net premiums PV of expected future policy benefits TotalPV of expected future gross premiums$ $ $ $ $ $ PV of expected future net premiums PV of expected future policy benefits

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ $ $ Issuances Premiums received Policy charges() () Surrenders and withdrawals()()()()()()Benefit payments()() ()() Interest credited Other () ()

Balance at March 31,

$ $ $ $ $ $

Weighted-average credit rate

Net amount at risk

N/A

Cash surrender value

%$ $ $

%-%

Greater than %

Total

- basis points above

Less than %

%-%

Greater than %

Total

Grand Total

$ $ $

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

%$ $ $

%-%

Greater than %

Total

$ $ $

- basis points above

Less than %

$ $ $

%-%

Greater than %

Total

Grand Total

$ $ $

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ $ Capitalizations Amortization expense()()()()()Foreign exchange adjustment() ()

Balance at March 31, 2023

$ $ $ $ $

Balance at January 1, 2024

$ $ $ $ $ Capitalizations Amortization expense()()()()()Foreign exchange adjustment() ()

Balance at March 31, 2024

$ $ $ $ $

$ $ $ $ $ Capitalizations Amortization expense()()()()()()Foreign exchange adjustment () ()

Balance at March 31, 2023

$ $ $ $ $ $

Balance at January 1, 2024

$ $ $ $ $ $ Capitalizations Amortization expense()()()()()()Foreign exchange adjustment () ()

Balance at March 31, 2024

$ $ $ $ $ $

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

Less reinsurance recoverables

()()

Net balance at beginning of period

Incurred related to:Current year Prior years ()Total incurred Paid related to:Current year Prior years Total paid

Net balance at end of period

Plus reinsurance recoverables

Balance at end of period

$ $

$ Health insurance Total$ $

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $

Equity exchange traded fund(1)

U.S. Government and Agency Other bonds

Guaranteed annuity contract(2)

Short-term investments Other $ $ $

Other long-term investments(3)

Total pension assets

(1)A fund including marketable securities that mirror the S&P 500 index.

(2)Representing a guaranteed annuity contract issued by Globe Life Inc.'s subsidiary, American Income Life Insurance Company, to fund the obligations of the American Income Life Insurance Company Collective Bargaining Agreement Employees Pension Plan.

(3)Includes non-redeemable investment funds that report the Globe Life Inc. Pension Plan's pro-rata share of the limited partnership's net asset value (NAV) per share, or its equivalent, as a practical expedient for fair value. As of March 31, 2024, the Globe Life Inc. Pension Plan owned less than % of two long-term investment funds.

(4)A fund including U.S. dollar-denominated investment-grade securities issued by industrial, utility, and financial companies with maturities greater than years.

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ ) ()

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

%$ $()$ $ $ Senior notes08/21/202008/15/2030% ()

Senior notes(1)

05/19/202206/15/2032% () Junior subordinated debentures11/17/201711/17/2057% () Junior subordinated debentures06/14/202106/15/2061% ()

Total long-term debt

()

Term loan(2)

05/11/202311/11/2024% () FHLB borrowings Commercial paper ()

Total short-term debt

()

Total debt

$ $()$ $ $

(1)An additional $ million par value and book value is held by insurance subsidiaries that eliminates in consolidation.

(2)Interest calculated quarterly using Secured Overnight Financing Rate (SOFR) plus basis points.

The commercial paper has the highest priority of all unsecured debt, followed by senior notes then junior subordinated debentures. The senior notes are callable under a make-whole provision, and the junior subordinated debentures are subject to an optional redemption from issuance. Interest on the % junior subordinated debentures is payable quarterly while all other long-term debt is payable semi-annually.

billion revolving credit facility that may be increased to $ billion. The amended credit facility matures March 29, 2029 and may be extended up to periods upon the Company's request. Pursuant to this agreement, the participating lenders have agreed to make revolving loans to Globe Life and to issue secured or unsecured letters of credit. The Company has not drawn on any of the credit to date.

The facility is further designated as a back-up credit line for a commercial paper program under which the Company may either borrow from the credit line or issue commercial paper at any time, with total commercial paper outstanding not to exceed the facility maximum of $ billion, less any letters of credit issued. Interest is charged at variable rates. In accordance with the agreement, Globe Life is subject to certain covenants regarding capitalization. As of March 31, 2024, the Company was in full compliance with these covenants.

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ Annualized interest rate % % %Letters of credit outstanding$ $ $ Remaining amount available under credit line

Credit Facility—Commercial Paper Activity

(Dollar amounts in thousands)


	Three Months Ended March 31,
	2024		2023
Average balance of commercial paper outstanding during period (par value)	$		$
Daily-weighted average interest rate (annualized)		%		%
Maximum daily amount outstanding during period (par value)	$		$
Commercial paper issued during period (par value)
Commercial paper matured during period (par value)	()		()
Net commercial paper issued (matured) during period (par value)

% of outstanding borrowings.

Globe Life owned $ million in FHLB common stock as of March 31, 2024 and $ million as of December 31, 2023. The FHLB stock is restricted for the duration of the membership and recorded at cost (par) as required by applicable guidance. The FHLB stock is included in "Other long-term investments" in the Condensed Consolidated Balance Sheets. Borrowings with the FHLB are subject to the availability of pledged assets at the insurance subsidiaries of Globe Life. As of March 31, 2024, Globe Life's insurance subsidiaries maximum borrowing capacity under the FHLB facility was approximately $ million, net of outstanding funding agreements and short-term borrowings, on pledged assets with a fair value of $ billion. As of March 31, 2024, $ million in funding agreements were outstanding with the FHLB, compared to $ million as of December 31, 2023. This amount is included in "Other policyholders' funds" in the Condensed Consolidated Balance Sheets. In addition, the Company had $ million in short-term borrowings from the FHLB as of March 31, 2024, compared to $ as of December 31, 2023, this amount is recorded in "Short-term debt".

segments: life insurance, supplemental health insurance, annuities, and investments. In addition, other expenses not included in these segments are reported in "Corporate & Other."

Globe Life's reportable insurance segments are based on the insurance product lines it markets and administers: life insurance, supplemental health insurance, and annuities. These major product lines are set out as reportable segments because of the common characteristics of products within these categories, comparability of margins, and

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ Direct to Consumer Liberty National United American Family Heritage Other $ $ $ $

Three Months Ended March 31, 2023

Life

Health

Annuity

Total

Distribution Channel

Amount

% of

Total

Amount

% of

Total

Amount

% of

Total

Amount

% of

Total

American Income

Direct to Consumer

Liberty National

United American

Family Heritage

Other

Due to the nature of the life insurance industry, Globe Life has no individual or group that would be considered a major customer. Substantially all of Globe Life's business is conducted in the United States.

The measure of profitability established by the chief operating decision makers for the insurance segments is underwriting margin before other income and administrative expenses, in accordance with the manner in which the segments are managed. It essentially represents gross profit margin on insurance products before insurance administrative expenses and consists primarily of premium less net policy benefits, acquisition expenses, and commissions. Required interest on policy liabilities is reflected as a component of the Investment segment (rather than as a component of underwriting margin in the insurance and annuity segments) in order to match this cost with the investment income earned on the assets supporting the policy liabilities.

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ $ $ $ Net investment income Other income Total revenue Expenses:Policy benefits Required interest on reserves()()() Amortization of acquisition costs Commissions, premium taxes, and non-deferred acquisition costs

Insurance administrative expense(1)

Parent expense (2) Stock-based compensation expense Interest expense Total expenses () Subtotal ()() Non-operating items (2)

Measure of segment profitability (pretax)

$ $ $ $ $()$ Realized gains (losses)()Non-operating expenses()

Income before income taxes per Condensed Consolidated Statements of Operations

(1)Administrative expense is not allocated to insurance segments.

(2)Non-operating expenses.

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Globe Life Inc.

Notes to Condensed Consolidated Financial Statements

(Dollar amounts in thousands, except per share data)

$ $ $ $ $ $ Net investment income Other income Total revenue Expenses:Policy obligations Required interest on reserves()()() Amortization of acquisition costs Commissions, premium taxes, and non-deferred acquisition costs

Insurance administrative expense(1)

Parent expense Stock-based compensation expense Interest expense Total expenses () Subtotal () Non-operating items

Measure of segment profitability (pretax)

$ $ $ $ $()$ Realized gains (losses)()

Income before income taxes per Condensed Consolidated Statements of Operations

(1)Administrative expense is not allocated to insurance segments.

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CAUTIONARY STATEMENTS

We caution readers regarding certain forward-looking statements contained in the foregoing discussion and elsewhere in this document, and in any other statements made by, or on behalf of Globe Life whether or not in future filings with the Securities and Exchange Commission. Any statement that is not a historical fact, or that might otherwise be considered an opinion or projection concerning the Company or its business, whether express or implied, is meant as and should be considered a forward-looking statement. Such statements represent management's opinions concerning future operations, strategies, financial results or other developments. We specifically disclaim any obligation to update or revise any forward-looking statement because of new information, future developments, or otherwise.

Forward-looking statements are based upon estimates and assumptions that are subject to significant business, economic and competitive uncertainties, many of which are beyond our control, including uncertainties related to the impact of the recent pandemic and associated direct and indirect effects on our business operations, financial results, and financial condition. If these estimates or assumptions prove to be incorrect, the actual results of Globe Life may differ materially from the forward-looking statements made on the basis of such estimates or assumptions. Whether or not actual results differ materially from forward-looking statements may depend on numerous foreseeable and unforeseeable events or developments, which may be national in scope, related to the insurance industry generally, or applicable to the Company specifically. Such events or developments could include, but are not necessarily limited to:

1.Economic and other conditions, including the continued impact of inflation, geopolitical events, and the recent pandemic on the U.S. economy, leading to unexpected changes in lapse rates and/or sales of our policies, as well as levels of mortality, morbidity, and utilization of health care services that differ from Globe Life's assumptions;

2.Regulatory developments, including changes in accounting standards or governmental regulations (particularly those impacting taxes and changes to the Federal Medicare program that would affect Medicare Supplement);

3.Market trends in the senior-aged health care industry that provide alternatives to traditional Medicare (such as Health Maintenance Organizations and other managed care or private plans) and that could affect the sales of traditional Medicare Supplement insurance;

4.Interest rate changes that affect product sales, financing costs, and/or investment portfolio yield;

5.General economic, industry sector or individual debt issuers’ financial conditions (including developments and volatility arising from geopolitical events, particularly in certain industries that may comprise part of our investment portfolio) that may affect the current market value of securities we own, or that may impair an issuer’s ability to make principal and/or interest payments due on those securities;

6.Changes in the competitiveness of the Company's products and pricing;

7.Litigation results;

8.Levels of administrative and operational efficiencies that differ from our assumptions (including any reduction in efficiencies resulting from increased costs arising from the impact of higher than anticipated inflation);

9.The ability to obtain timely and appropriate premium rate increases for health insurance policies from our regulators;

10.The customer response to new products and marketing initiatives;

11.Reported amounts in the consolidated financial statements which are based on management estimates and judgments which may differ from the actual amounts ultimately realized;

12.Compromise by a malicious actor or other event that causes a loss of secure data from, or inaccessibility to, our computer and other information technology systems;

13.The impact of reputational damage on the Company's ability to attract and retain agents;

14.The severity, magnitude, and impact of natural or man-made catastrophic events, including but not limited to pandemics, tornadoes, hurricanes, earthquakes, war and terrorism, on our operations and personnel, commercial activity, level of claims, and demand for our products; and

15.Globe Life's ability to access the commercial paper and debt markets, particularly if such markets become unpredictable or unstable for a certain period.

Readers are also directed to consider other risks and uncertainties described in other documents on file with the Securities and Exchange Commission.

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GLOBE LIFE INC.

Management's Discussion & Analysis

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in conjunction with Globe Life's Condensed Consolidated Financial Statements and Notes thereto appearing elsewhere in this report. The following management discussion will only include comparison to prior year.

"Globe Life" and the "Company" refer to Globe Life Inc. and its subsidiaries and affiliates.

Results of Operations


						How Globe Life Views Its Operations. Globe Life Inc. is the holding company for a group of insurance companies that market primarily individual life and supplemental health insurance to lower middle to middle-income households throughout the United States. We view our operations by segments, which are the insurance product lines of life, supplemental health, and annuities, and the investment segment that supports the product lines. Segments are aligned based on their common characteristics, comparability of the profit margins, and management techniques used to operate each segment.

						Insurance Product Line Segments. The insurance product line segments involve the marketing, underwriting, and administration of policies. Each product line is further segmented by the various distribution channels that market the insurance policies. Each distribution channel operates in a niche market offering insurance products designed for that particular market. Whether analyzing profitability of a segment as a whole, or the individual distribution channels within the segment, the measure of profitability used by management is the underwriting margin, as seen below:
						Premium revenue (Policy obligations) (Policy acquisition costs and commissions) Underwriting margin
						Investment Segment. The investment segment involves the management of our capital resources, including investments and the management of liquidity. Our measure of profitability for the investment segment is excess investment income, as seen below:
						Net investment income (Required interest on policy liabilities) Excess investment income

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GLOBE LIFE INC.

Management's Discussion & Analysis

Current Highlights.

•Net income as a return on equity (ROE) for the three months ended March 31, 2024 was 21.3% and net operating income as an ROE, excluding accumulated other comprehensive income(1) was 14.3%.

•Total premium increased 5% over the same period in the prior year. Life premium increased 4% for the period from $773 million in 2023 to $804 million in 2024.

•Net investment income increased 10% over the same period in the prior year.

•Total net sales increased 7% over the same period in the prior year from $190 million in 2023 to $204 million in 2024. The average producing agent count across all of the exclusive agencies increased 13% over the prior year.

•Book value per share increased 33% over the same period in the prior year from $39.74 to $53.03. Book value per share, excluding accumulated other comprehensive income(1), increased 12% over the prior year from $70.34 in 2023 to $79.00 in 2024.

The following graphs represent net income and net operating income for the three month periods ended March 31, 2024 and 2023.

(1)As shown in the charts above, net operating income is the consolidated total of segment profits after tax and as such is considered a non-GAAP measure. It has been used consistently by Globe Life's management for many years to evaluate the operating performance of the Company. It differs from net income primarily because it excludes certain non-operating items such as realized gains and losses and certain significant and unusual items included in net income. Net income is the most directly comparable GAAP measure.

Net operating income as an ROE, excluding accumulated other comprehensive income (AOCI), is considered a non-GAAP measure. Management utilizes this measure to view the business without the effect of changes in AOCI, which are primarily attributable to fluctuation in interest rates. The impact of the adjustment to exclude AOCI is $(2.47) billion and $(2.96) billion for the three months ended March 31, 2024 and 2023, respectively.

Book value per share, excluding AOCI, is also considered a non-GAAP measure. Management utilizes this measure to view the book value of the business without the effect of changes in AOCI, which are primarily attributable to fluctuation in interest rates. The impact of the adjustment to exclude AOCI is $(25.97) and $(30.60) for the three months ended March 31, 2024 and 2023, respectively.

Refer to Analysis of Profitability by Segment for non-GAAP reconciliation to GAAP.

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GLOBE LIFE INC.

Management's Discussion & Analysis

Summary of Operations. Net income increased 14% to $254 million during the three months ended March 31, 2024, compared with $224 million in the same period in 2023. On a diluted per common share basis, net income per common share for the three months ended March 31, 2024 increased 17% from $2.28 to $2.67.

Net operating income increased 6% to $264 million for the three months ended March 31, 2024, compared with $248 million for the same period in 2023, primarily due to a 50% increase in excess investment income as well as a 6% increase in life underwriting margin. On a diluted per common share basis, net operating income per common share for the three months ended March 31, 2024 increased from $2.53 to $2.78, a 10% increase. Net operating income is the consolidated total of segment profits after tax and as such is considered a non-GAAP measure. Net income is the most directly comparable GAAP measure. We do not consider realized gains and losses to be a component of our core insurance operations or operating segments. Additionally, net income was affected by certain non-operating items. We do not view these items as components of core operating results because they are not indicative of past performance or future prospects of the insurance operations. We remove items such as these that relate to prior periods or are non-operating items when evaluating the results of current operations, and therefore exclude such items from our segment analysis for current periods.

The liability for future policy benefits is determined each reporting period based on the net level premium method. Net level premiums reflect a recomputed net premium ratio using actual experience since the issue date, and expected future experience based on future cash-flow assumptions. See Note 6—Policy Liabilities for additional information. The policy liability is accrued as premium revenue is recognized and adjusted for differences between actual and expected experience in the form of remeasurement gains and losses during the period.

The Company continues to see positive signs in its core operations, including sales and premium growth, and a strong ROE, excluding accumulated other comprehensive income.

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GLOBE LIFE INC.

Management's Discussion & Analysis

Globe Life's operations on a segment-by-segment basis are discussed in depth below. Net operating income has been used consistently by management for many years to evaluate the operating performance of the Company and is a measure commonly used in the life insurance industry. It differs from GAAP net income primarily because it excludes certain non-operating items such as realized gains and losses and other significant and unusual items included in net income. Management believes an analysis of net operating income is important in understanding the profitability and operating trends of the Company’s business. Net income is the most directly comparable GAAP measure.

Analysis of Profitability by Segment

(Dollar amounts in thousands)


	Three Months Ended March 31,
	2024		2023		Change		%
Life insurance underwriting margin	$	309,011	$	291,274	$	17,737	6
Health insurance underwriting margin	93,770		91,332		2,438		3
Annuity underwriting margin	1,915		2,288		(373)		(16)
Excess investment income	43,785		29,255		14,530		50
Other insurance:
Other income	76		50		26		52
Administrative expense	(80,411)		(73,907)		(6,504)		9
Corporate and other	(40,714)		(35,131)		(5,583)		16
Pre-tax total	327,432		305,161		22,271		7
Applicable taxes	(63,333)		(57,119)		(6,214)		11
Net operating income	264,099		248,042		16,057		6
Reconciling items, net of tax:
Realized gains (losses)	(9,321)		(24,432)		15,111
Non-operating expenses	(561)		—		(561)
Net income	$	254,217	$	223,610	$	30,607	14

The life insurance segment is our primary segment and is the largest contributor to earnings in each period presented. The life insurance segment underwriting margin increased $18 million compared with the prior period, primarily a result of increased premiums and favorable policy obligations as a percent of premium. Excess investment income increased $15 million compared with the prior period, resulting from growth in our invested assets and increased yields due to higher interest rates. The health segment contributed to the growth in income as well, contributing $94 million of underwriting margin in the first three months of 2024 compared with $91 million in the first three months of 2023.

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GLOBE LIFE INC.

Management's Discussion & Analysis

In 2024, the largest contributor of total underwriting margin was the life insurance segment and the primary distribution channel was the American Income Life Division (American Income). The following charts represent the breakdown of total underwriting margin by operating segment and distribution channel for the three months ended March 31, 2024.

Total premium income rose 5% for the three months ended March 31, 2024 to $1.15 billion. Total net sales increased 7% to $204 million, when compared with 2023. Total first-year collected premium (defined in the following section) increased 10% to $161 million for 2024 compared to $146 million in 2023.

Life insurance premium income increased 4% to $804 million over the prior-year total of $773 million. Life net sales rose 7% to $149 million for the first three months of 2024. First-year collected life premium increased 8% to $111 million. Life underwriting margin, as a percent of premium, was flat at 38% for 2024 and 2023. Underwriting margin increased to $309 million in 2024, compared to $291 million for the same period in 2023.

Health insurance premium income increased 6% to $341 million over the prior-year total of $322 million. Health net sales rose 9% to $54 million for the first three months of 2024. First-year collected health premium rose 17% to $51 million. Health underwriting margin, as a percent of premium, was 27% in 2024, compared to 28% for the same period in 2023. Health underwriting margin increased 3% to $94 million for the first three months of 2024, compared to the same period in 2023.

Excess investment income, the measure of profitability of our investment segment, increased 50% during the first three months of 2024 to $43.8 million from $29.3 million in the same period in 2023. Excess investment income per common share, reflecting the impact of our share repurchase program and increased net investment income, increased 53% to $0.46 from $0.30 when compared with the same period in 2023.

Insurance administrative expenses increased 9% in 2024 when compared with the prior-year period. These expenses were 7.0% as a percent of premium during 2024 compared to 6.7% in 2023.

For the three months ended March 31, 2024, the Company repurchased 128 thousand Globe Life Inc. shares at a total cost of $15.6 million for an average share price of $122.13.

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GLOBE LIFE INC.

Management's Discussion & Analysis

The discussions of our segments are presented in the manner we view our operations, as described in Note 12—Business Segments.

We use three measures as indicators of premium growth and sales over the near term: “annualized premium in force,” “net sales,” and “first-year collected premium.”

•Annualized premium in force is defined as the premium income that would be received over the following twelve months at any given date on all active policies if those policies remain in force throughout the twelve-month period.

•Net sales are calculated as annualized premium issued, net of cancellations in the first thirty days after issue, except in the case of Direct to Consumer, where net sales is annualized premium issued at the time the first full premium is paid after any introductory offer period has expired. Management considers net sales to be a better indicator of the rate of premium growth than annualized premium issued.

•First-year collected premium is defined as the premium collected during the reporting period for all policies in their first policy year. First-year collected premium takes lapses into account in the first year when lapses are more likely to occur, and thus is a useful indicator of how much new premium is expected to be added to premium income in the future.

See further discussion of the distribution channels below for Life and Health.

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GLOBE LIFE INC.

Management's Discussion & Analysis

LIFE INSURANCE

Life insurance is the Company's predominant segment. During 2024, life premium represented 70% of total premium and life underwriting margin represented 76% of the total underwriting margin. Additionally, investments supporting the reserves for life products produce the majority of excess investment income attributable to the investment segment.

The following table presents the summary of results of life insurance. Further discussion of the results by distribution channel is included below.

Life Insurance

Summary of Results

(Dollar amounts in thousands)


	Three Months Ended March 31,						Change
	2024			2023
	Amount		% of Premium	Amount		% of Premium	Amount		%
Premium and policy charges	$	804,265	100	$	772,597	100	$	31,668	4

Policy obligations	519,871		65	507,977		66	11,894		2
Required interest on reserves	(199,707)		(25)	(189,821)		(25)	(9,886)		5
Net policy obligations	320,164		40	318,156		41	2,008		1
Commissions, premium taxes, and non-deferred acquisition expenses	89,322		11	83,578		11	5,744		7
Amortization of acquisition costs	85,768		11	79,589		10	6,179		8
Total expense	495,254		62	481,323		62	13,931		3
Insurance underwriting margin	$	309,011	38	$	291,274	38	$	17,737	6

Net policy obligations amounted to 40% of premium for the three months ended March 31, 2024 compared to 41% in the year ago period.

The table below summarizes life underwriting margin by distribution channel.

Life Insurance

Underwriting Margin by Distribution Channel

(Dollar amounts in thousands)


	Three Months Ended March 31,
	2024			2023			Change
	Amount		% of Premium	Amount		% of Premium	Amount		%
American Income	$	187,068	45	$	175,567	45	$	11,501	7
Direct to Consumer	58,585		24	56,161		23	2,424		4
Liberty National	30,713		34	27,690		32	3,023		11
Other	32,645		64	31,856		61	789		2
Total	$	309,011	38	$	291,274	38	$	17,737	6

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Globe Life Inc.

Management's Discussion & Analysis

The following table presents Globe Life's life insurance premium by distribution channel.

Life Insurance

Premium by Distribution Channel

(Dollar amounts in thousands)


	Three Months Ended March 31,						Change
	2024			2023
	Amount		% of Total	Amount		% of Total	Amount		%
American Income	$	414,044	52	$	387,512	50	$	26,532	7
Direct to Consumer	248,040		31	247,667		32	373		—
Liberty National	90,777		11	85,203		11	5,574		7
Other	51,404		6	52,215		7	(811)		(2)
Total	$	804,265	100	$	772,597	100	$	31,668	4

Annualized life premium in force was $3.23 billion at March 31, 2024, an increase of 4% over $3.11 billion a year earlier.

An analysis of life net sales, an indicator of new business production, by distribution channel is presented below.

Life Insurance

Net Sales by Distribution Channel

(Dollar amounts in thousands)


	Three Months Ended March 31,						Change
	2024			2023
	Amount		% of Total	Amount		% of Total	Amount		%
American Income	$	97,195	65	$	83,329	59	$	13,866	17
Direct to Consumer	28,563		19	32,467		23	(3,904)		(12)
Liberty National	21,605		15	21,979		16	(374)		(2)
Other	2,134		1	2,594		2	(460)		(18)
Total	$	149,497	100	$	140,369	100	$	9,128	7

First-year collected life premium by distribution channel is presented in the table below.

Life Insurance

First-Year Collected Premium by Distribution Channel

(Dollar amounts in thousands)


	Three Months Ended March 31,						Change
	2024			2023
	Amount		% of Total	Amount		% of Total	Amount		%
American Income	$	72,954	66	$	63,758	62	$	9,196	14
Direct to Consumer	17,927		16	20,795		20	(2,868)		(14)
Liberty National	17,807		16	15,795		16	2,012		13
Other	1,992		2	2,263		2	(271)		(12)
Total	$	110,680	100	$	102,611	100	$	8,069	8

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Globe Life Inc.

Management's Discussion & Analysis

A discussion of life operations by distribution channel follows.

The American Income Life Division markets to members of labor unions and other affinity groups and continues to diversify its lead sources, utilizing third-party internet vendor leads and obtaining referrals to facilitate sustainable growth. This division is Globe Life's largest contributor of life premium of any distribution channel at 52% of the Company's March 31, 2024 total life premium. For the three months ended March 31, 2024, the average monthly life premium issued per policy was $58 as compared to $53 for the same period in the prior year. Net sales were $97 million for the three months ended March 31, 2024, up from $83 million in the year-ago period. The underwriting margin, as a percent of premium, was 45% for the three months ended March 31, 2024 and 2023.

Below is the average producing agent count for the three months ended for the American Income Life Division. The average producing agent count is based on the actual count at the beginning and end of each week during the year. The average producing agent count increased 15% over the year-ago period, and over 65% of the division's net sales are driven by agents that have been producing for the division for 6 months or more. The increase in average producing agent count was driven by an increase in new agent recruiting. Sales growth in this division, as well as within our other exclusive agencies, is generally dependent on growth in the size of the agency force.


	At March 31,		Change
	2024	2023	Amount	%
American Income	11,139	9,714	1,425	15

American Income Life continues to focus on growing and strengthening the agency force, specifically through emphasis on agency middle-management growth and additional agency office openings. In addition to offering financial incentives and training opportunities, the agency has made considerable investments in information technology, including a customer relationship management (CRM) tool for the agency force. This tool is designed to drive productivity in lead distribution, conservation of business, manager dashboards and new agent recruiting. Additionally, this division has invested in and successfully implemented technology that allows the agency force to engage in virtual recruiting, training, and sales activity. The agents have shifted to primarily a virtual experience with the customers and have generated a vast majority of sales through virtual presentations. We find this flexibility to be enticing for new recruits as well as a driver of sustainability for our agency force.

The Direct to Consumer Division (DTC) offers adult and juvenile life insurance through a variety of marketing approaches, including direct mailings, insert media, and electronic media. In recent years, production from electronic media, which is comprised of sales through both the internet and inbound phone calls to our call center, continue to be the customer preference when compared to direct mail. The proportion of sales from the internet and inbound phone calls continue to outpace the activity from the direct mailings, but all three channels continue to work in an omnichannel approach. The different media channels support and complement one another in the division's efforts to reach the consumer. Additionally, this channel provides critical support to our agency business through brand impressions and the generation of sales leads. The DTC's long-term growth has been fueled by constant innovation and name recognition. We continually introduce new initiatives in this division in an attempt to increase response rates and create a seamless customer experience.

The juvenile market is an important source of sales, it is also a vehicle to reach the parents and grandparents of juvenile policyholders, who are more likely to respond favorably to a DTC solicitation for life coverage on themselves in comparison to the general adult population. Also, future offerings to juvenile policyholders and their parents are sources of lower acquisition-cost life insurance sales in the future.

DTC net sales declined 12% to $29 million for the three months ended March 31, 2024 compared with $32 million for the same period in the prior year. This decline is due primarily to reductions in direct mail and mailing insert marketing activity resulting from the impact of inflation on postage, paper and online advertising costs. While total sales have declined, the focus has been on improving profitability and improving the underwriting margin. DTC’s underwriting margin, as a percent of premium, was 24% for the three months ended March 31, 2024 compared with 23% for the same period in 2023.

The Liberty National Division markets individual life insurance to middle-income household and worksite customers. Recent investments in new sales technologies as well as recent growth in middle management within

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Globe Life Inc.

Management's Discussion & Analysis

the agency are expected to help continue this growth. The underwriting margin as a percent of premium was 34% for the three months ended March 31, 2024, up from 32% during the same period a year ago. The increase is primarily attributable to increased premiums and lower policy obligations as a percent of premium, during the current quarter of 2024 as compared to same period in 2023. For the three months ended March 31, 2024, the average monthly life premium per policy issued was $44 compared with $43 for the same period in the prior year.

Net sales fell 2% in the three months ended March 31, 2024 over the same period in 2023. In the first quarter, a new underwriting and new-business platform was implemented, which resulted in a temporary slowdown in the time to issue policies.

Below is the average producing agent count for the three months ended for the Liberty National Division. The average producing agent count is based on the actual count at the beginning and end of each week during the year.


	At March 31,		Change
	2024	2023	Amount	%
Liberty National	3,419	3,011	408	14

The Liberty National Division average producing agent count increased significantly compared with the prior-year comparable period. We continue to execute our long-term plan to grow this agency through expansion from small-town markets in the Southeast to more densely populated areas with larger pools of potential agent recruits and customers. Continued expansion of this agency's presence into more heavily populated, less-penetrated areas will help create long-term agency growth. In addition to the aforementioned geographic expansion, we have also started a campaign of market expansion to increase our agency presence in cities where we currently have offices, but not enough to properly serve the community, region, area and city. These tend to be larger geographic cities which will help create long-term sustainable agency growth. Additionally, the agency continues to help improve the ability of agents to develop new worksite marketing business. Systems that have been put in place, including the addition of a CRM platform and enhanced analytical capabilities, have helped the agents develop additional worksite marketing opportunities as well as improve the productivity of agents selling in the individual life market. As the division continues to gain momentum in its sales and recruiting initiatives, as well as advances in its technology and CRM platform, the agency anticipates continued growth in recruiting activity and average producing agent count and projects sales growth for the full year.

The Other Agencies distribution channels primarily include non-exclusive independent agencies selling primarily life insurance. The other distribution channels contributed $51 million of life premium income, or 6% of Globe Life's total life premium income in the three months ended March 31, 2024, and contributed 1% of net sales for the period.

HEALTH INSURANCE

Health insurance sold by the Company primarily includes Medicare Supplement insurance including Retiree Health Insurance business, accident coverage, and other limited-benefit supplemental health products including accident, cancer, critical illness, heart, and intensive care products.

Health premium accounted for 30% of our total premium in 2024, while the health underwriting margin accounted for 23% of total underwriting margin. Health underwriting margin increased 3% to $94 million compared to $91 million in the prior year. The Company continues to emphasize life insurance sales relative to health due to life’s superior long-term profitability and its greater contribution to excess investment income.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Management's Discussion & Analysis

The following table presents underwriting margin data for health insurance.

Health Insurance

Summary of Results

(Dollar amounts in thousands)


	Three Months Ended March 31,						Change
	2024			2023
	Amount		% of Premium	Amount		% of Premium	Amount		%
Premium	$	341,019	100	$	322,493	100	$	18,526	6

Policy obligations	202,327		60	190,962		59	11,365		6
Required interest on reserves	(27,173)		(8)	(26,323)		(8)	(850)		3
Net policy obligations	175,154		52	164,639		51	10,515		6
Commissions, premium taxes, and non-deferred acquisition expenses	58,784		17	54,214		17	4,570		8
Amortization of acquisition costs	13,311		4	12,308		4	1,003		8
Total expense	247,249		73	231,161		72	16,088		7
Insurance underwriting margin	$	93,770	27	$	91,332	28	$	2,438	3

The table below summarizes health underwriting margin by distribution channel.

Health Insurance

Underwriting Margin by Distribution Channel

(Dollar amounts in thousands)


	Three Months Ended March 31,
	2024			2023			Change
	Amount		% of Premium	Amount		% of Premium	Amount		%
United American	$	11,906	8	$	12,938	10	$	(1,032)	(8)
Family Heritage	35,838		35	31,749		33	4,089		13
Liberty National	26,672		56	26,870		57	(198)		(1)
American Income	19,192		63	18,386		62	806		4
Direct to Consumer	162		1	1,389		8	(1,227)		(88)
Total	$	93,770	27	$	91,332	28	$	2,438	3

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Management's Discussion & Analysis

Globe Life markets supplemental health insurance products through a number of distribution channels. The following table is an analysis of our health premium by distribution channel.

Health Insurance

Premium by Distribution Channel

(Dollar amounts in thousands)


	Three Months Ended March 31,						Increase (Decrease)
	2024			2023
	Amount		% of Total	Amount		% of Total	Amount		%
United American	$	141,635	42	$	132,607	41	$	9,028	7
Family Heritage	103,391		30	96,072		30	7,319		8
Liberty National	47,630		14	46,972		15	658		1
American Income	30,497		9	29,594		9	903		3
Direct to Consumer	17,866		5	17,248		5	618		4
Total	$	341,019	100	$	322,493	100	$	18,526	6

Premium related to limited-benefit supplemental health products comprise $192 million, or 56%, of the total health premiums for the three months ended March 31, 2024, compared with $180 million, or 56%, in the same period in the prior year. Premium from Medicare Supplement products comprises the remaining $149 million, or 44%, for the three months ended March 31, 2024, compared with $142 million, or 44%, in the same period in the prior year.

Annualized health premium in force was $1.40 billion at March 31, 2024, an increase of 5% over $1.33 billion a year earlier.

Presented below is a table of health net sales by distribution channel.

Health Insurance

Net Sales by Distribution Channel

(Dollar amounts in thousands)


	Three Months Ended March 31,						Increase (Decrease)
	2024			2023
	Amount		% of Total	Amount		% of Total	Amount		%
United American	$	16,423	30	$	15,380	31	$	1,043	7
Family Heritage	24,966		46	22,543		45	2,423		11
Liberty National	7,613		14	7,096		14	517		7
American Income	4,594		8	4,504		9	90		2
Direct to Consumer	804		2	550		1	254		46
Total	$	54,400	100	$	50,073	100	$	4,327	9

Health net sales related to limited-benefit supplemental health products comprise $40 million, or 73%, of the total health net sales for the three months ended March 31, 2024, compared with $38 million, or 77%, in the same period in the prior year. Medicare Supplement sales make up the remaining $14 million, or 27%, for 2024 compared with $12 million, or 23%, in the same period in the prior year.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Management's Discussion & Analysis

The following table presents health insurance first-year collected premium by distribution channel.

Health Insurance

First-Year Collected Premium by Distribution Channel

(Dollar amounts in thousands)


	Three Months Ended March 31,						Increase (Decrease)
	2024			2023
	Amount		% of Total	Amount		% of Total	Amount		%
United American	$	19,181	38	$	15,096	35	$	4,085	27
Family Heritage	18,983		37	17,200		40	1,783		10
Liberty National	6,895		14	6,111		14	784		13
American Income	4,590		9	4,117		9	473		11
Direct to Consumer	884		2	814		2	70		9
Total	$	50,533	100	$	43,338	100	$	7,195	17

First-year collected premium related to limited-benefit supplemental health products is $37 million, or 73%, of total first-year collected premium for the three months ended March 31, 2024 compared with $30 million, or 70%, in the same period in the prior year. First-year collected premium from Medicare Supplement policies makes up the remaining $14 million, or 27%, for the three months ended March 31, 2024 compared with $13 million, or 30%, in the same period in the prior year.

A discussion of health operations by distribution channel follows.

The United American Division consists of non-exclusive independent agencies who may also sell for other companies. The United American Division was Globe Life's largest health agency in terms of health premium income, with sales up 7% from the same period in the prior-year period.

This division includes three different units:

•UA General Agency, which primarily sells individual Medicare Supplement insurance through independent agents;

•Special Markets, which markets retiree health insurance to employer and union groups through brokers; and

•Globe Life Benefits, which offers group worksite supplemental health insurance through brokers.

The majority of the premium revenue comes from Medicare Supplement. Underwriting margin as a percent of premium for the division for the three months ended March 31, 2024 was 8% compared with 10% in the same period in 2023.

The Family Heritage Division primarily markets limited-benefit supplemental health insurance in non-urban areas. Most of its policies include a cash-back feature, such as a return of premium, where any excess of premiums over claims paid is returned to the policyholder at the end of a specified period stated within the insurance policy. Underwriting margin as a percent of premium was 35% for the three months ended March 31, 2024 compared with 33% in 2023.

The division experienced a 11% rise in health net sales as compared with the three-month period a year ago, primarily due to improved agent productivity and training. The division will continue to implement incentive and retention programs to further these increases in the number of producing agents.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Management's Discussion & Analysis

Below is the average producing agent count at the end of the period for the Family Heritage Division. The average producing agent count is based on the actual count at the beginning and end of each week during the year. The average producing agent count was approximately flat compared with the same period a year ago; however, the division has recently increased efforts to grow agent count and middle management. While growth in net sales and earned premium is impacted by agent productivity, growth in the number of average producing agents is what will ultimately be the primary driver of future growth in sales, similar to our other exclusive agencies.


	At March 31,		Change
	2024	2023	Amount	%
Family Heritage	1,295	1,298	(3)	—

The Liberty National Division represented 14% of all Globe Life health premium income for the three months ended March 31, 2024. The Liberty National Division markets limited-benefit supplemental health products, consisting primarily of cancer and critical illness insurance. Much of Liberty National's health business is generated through worksite marketing targeting small businesses. Health premium at the Liberty National Division was $48 million for the three months ended March 31, 2024 up from $47 million for the same period in 2023. Liberty National's first-year collected premium rose 13% to $7 million in the three months ended March 31, 2024 compared with $6 million for the same period in 2023. Health net sales for the three months ended March 31, 2024 rose 7% from the comparable period in 2023, a result of the continued impact of the division's return to face-to-face customer interaction, and the option of virtual sales. For the three months ended March 31, 2024 and 2023, underwriting margin as a percent of premium was 56% and 57%, respectively.

The Company's other distribution channels, while primarily focused on selling life insurance, also market health products. The American Income Life Division primarily markets accident plans. The Direct to Consumer Division primarily markets Medicare Supplements to employer or union-sponsored groups. On a combined basis, these other channels accounted for 14% of health premium for the three months ended March 31, 2024 and 2023.

ANNUITIES

Annuities represent an insignificant part of our business. We do not currently market stand-alone fixed or deferred annuity products, favoring instead protection-oriented life and supplemental health insurance products.

INVESTMENTS

We manage our capital resources, including investments and cash flow, through the investment segment. Excess investment income represents the profit margin attributable to investment operations and is the measure that we use to evaluate the performance of the investment segment as described in Note 12—Business Segments. It is defined as net investment income less the required interest attributable to policy liabilities.

Management also views excess investment income per diluted common share as an important and useful measure to evaluate the performance of the investment segment. It is defined as excess investment income divided by the total diluted weighted average shares outstanding, representing the contribution by the investment segment to the consolidated earnings per share of the Company. As excess investment income per diluted common share incorporates all invested assets and insurance liabilities, we view excess investment income per diluted common share as a useful measure to evaluate the investment segment.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Management's Discussion & Analysis

Excess Investment Income. The following table summarizes Globe Life's investment income, excess investment income, and excess investment income per diluted common share.

Analysis of Excess Investment Income

(Dollar amounts in thousands, except for per share data)


	Three Months Ended March 31,				Change
	2024		2023		Amount		%
Net investment income	$	282,578	$	257,105	$	25,473	10
Interest on policy liabilities(1)	(238,793)		(227,850)		(10,943)		5
Excess investment income	$	43,785	$	29,255	$	14,530	50

Excess investment income per diluted share	$	0.46	$	0.30	$	0.16	53

Mean invested assets (at amortized cost)	$	21,156,813	$	20,147,812	$	1,009,001	5
Average insurance policy liabilities	17,275,395		16,487,932		787,463		5

(1)Interest on policy liabilities is a component of total policyholder benefits, a GAAP measure.

Excess investment income increased $14.5 million, or 50%, compared with the year-ago period. Excess investment income per diluted common share was $0.46 for the three months ended March 31, 2024, an increase of 53% over the prior-year period. Excess investment income per diluted common share generally increases at a faster pace than excess investment income because the number of diluted shares outstanding generally decreases from year to year as a result of our share repurchase program.

Net investment income for the three months ended March 31, 2024 was $283 million or 10% greater than the year-ago period. Mean invested assets increased 5% during the first three months of 2024 over the same period last year. The effective annual yield rate earned on the fixed maturity portfolio was 5.24% in the first three months of 2024, compared with 5.18% a year earlier. Investment income grew in the current period primarily due to the growth in invested assets and higher interest rates compared to the prior year. In addition to fixed maturities, the Company has also invested in commercial mortgage loans and limited partnerships with debt like characteristics that diversify risk and enhance risk-adjusted, capital-adjusted returns on the portfolio. The earned yield on these investments for the three months ended March 31, 2024 was 9.50%. The earned yield on the Company's commercial mortgage loans for the three months ended March 31, 2024 was 8.70%. See additional information in Note 4—Investments.

Globe Life's net investment income benefits from higher interest rates on new investments. While increasing interest rates have resulted in a net unrealized loss from our available for sale debt securities included in accumulated other comprehensive income (loss) as of March 31, 2024, we are not concerned because we do not generally intend to sell, nor is it likely that we will be required to sell, the fixed maturities prior to their anticipated recovery.

Required interest on insurance policy liabilities reduces excess investment income, as it is the amount of net investment income considered by management necessary to “fund” required interest on insurance policy liabilities. As such, it is reclassified from the insurance segment to the investment segment. As discussed in Note 12—Business Segments, management regards this as a more meaningful analysis of the investment and insurance segments. Required interest is based on the original discount rate assumptions for our insurance policies in force.

The vast majority of our life and health insurance policies are fixed interest rate protection policies, not investment products, and are accounted for under current GAAP accounting guidance for long-duration insurance products which mandate that interest rate assumptions for a particular block of business be “locked in” for the life of that block of business. Each calendar year, we set the original discount rate to be used to calculate the benefit reserve liability for all insurance policies issued that year. The liability reported on the balance sheet is updated in subsequent periods using current discount rates as of the end of the relevant reporting period with a corresponding adjustment to Other Comprehensive Income.

GL Q1 2024 FORM 10-Q

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Globe Life Inc.

Management's Discussion & Analysis

The discount rate used for policies issued in the current year has no impact on the in-force policies issued in prior years as the rates of all prior issue years are also locked in for purposes of recognizing income. As such, the overall original discount rate for the entire in-force block of 5.5% is a weighted average of the discount rates being used from all issue years. Changes in the overall weighted-average discount rate over time are caused by changes in the mix of the reserves on the entire block of in force business. Business issued in the current year has little impact on the overall weighted-average original discount rate due to the size of our in-force business.

In comparison to the year-ago period, required interest on insurance policy liabilities increased $11 million, or 5%, to $239 million, compared with the 5% growth in average interest-bearing insurance policy liabilities.

Realized Gains and Losses. Our life and health insurance companies collect premium income from policyholders for the eventual payment of policyholder benefits, sometimes paid many years or even decades in the future. Since benefits are expected to be paid in future periods, premium receipts in excess of current expenses are invested to provide for these obligations. For this reason, we hold a significant investment portfolio as a part of our core insurance operations. This portfolio consists primarily of high-quality fixed maturities containing an adequate yield to provide for the cost of carrying these long-term insurance product obligations. As a result, fixed maturities are generally held for long periods to support these obligations. Expected yields on these investments are taken into account when setting insurance premium rates and product profitability expectations.

Despite our intent to hold fixed maturity investments for a long period of time, investments are occasionally sold, exchanged, called, or experience a credit loss event, resulting in a realized gain or loss. Gains or losses are only secondary to our core insurance operations of providing insurance coverage to policyholders. In a bond exchange offer, bondholders may consent to exchange their existing bonds for another class of debt securities. The Company also has investments in certain limited partnerships, held under the fair value option, with fair value changes recognized in Realized gains (losses) in the Condensed Consolidated Statements of Operations.

Realized gains and losses can be significant in relation to the earnings from core insurance operations, and as a result, can have a material positive or negative impact on net income. The significant fluctuations caused by gains and losses can cause period-to-period trends of net income that are not indicative of historical core operating results or predictive of the future trends of core operations. Accordingly, they have no bearing on core insurance operations or segment results as we view operations. For these reasons, and in line with industry practice, we remove the effects of realized gains and losses when evaluating overall insurance operating results.

The following table summarizes our tax-effected realized gains (losses) by component.

Analysis of Realized Gains (Losses), Net of Tax

(Dollar amounts in thousands, except for per share data)


	Three Months Ended March 31,
	2024								2023
	Amount				Per Share				Amount				Per Share
Fixed maturities:
Sales	$	111			$	—			$	(283)			$	—
Matured or other redemptions(1)	—				—				1				—
Provision for credit losses	70				—				(25,884)				(0.26)
Fair value option—change in fair value	(12,168)				(0.13)				1,468				0.01
Mortgages	(691)				—				(1,012)				(0.01)
Other investments	248				—				(170)				—
Total realized gains (losses)—investments	(12,430)				(0.13)				(25,880)				(0.26)
Other gains (losses)(2)	3,109				0.03				1,448				0.01
Corporates:
Financial
Insurance - life, health, P&C	$	107,010	$	—	$	(12,472)	$	94,538			$	2,413,685	$	61,715	$	(163,455)	$	2,311,945	13	13
Banks	36,906		—		(4,401)		32,505				1,327,272		25,019		(71,714)		1,280,577		7	7
Other financial	74,965		—		(25,255)		49,710				1,287,194		25,634		(153,171)		1,159,657		7	7
Total financial	218,881		—		(42,128)		176,753				5,028,151		112,368		(388,340)		4,752,179		27	27
Industrial
Energy	44,652		—		(7,481)		37,171				1,446,480		58,637		(62,324)		1,442,793		8	8
Basic materials	—		—		—		—				1,166,385		39,248		(64,501)		1,141,132		6	6
Consumer, non-cyclical	—		—		—		—				2,096,651		32,071		(160,828)		1,967,894		11	11
Other industrials	5,185		110		—		5,295				1,101,059		32,541		(78,817)		1,054,783		6	6
Communications	—		—		—		—				868,131		21,006		(73,323)		815,814		4	5
Transportation	8,403		—		(415)		7,988				534,468		21,113		(24,649)		530,932		3	3
Consumer. cyclical	136,343		—		(25,059)		111,284				515,169		4,941		(57,735)		462,375		3	3
Technology	32,543		625		—		33,168				280,668		3,521		(44,670)		239,519		1	1
Total industrial	227,126		735		(32,955)		194,906				8,009,011		213,078		(566,847)		7,655,242		42	43
Utilities	34,698		722		(1,523)		33,897				2,017,967		73,925		(94,130)		1,997,762		11	11
Total corporates	480,705		1,457		(76,606)		405,556				15,055,129		399,371		(1,049,317)		14,405,183		80	81
States, municipalities, and political divisions:
General obligations	—		—		—		—				887,013		8,526		(135,003)		760,536		4	4
Revenues	—		—		—		—				2,409,292		38,820		(268,326)		2,179,786		13	12
Total states, municipalities, and political divisions	—		—		—		—				3,296,305		47,346		(403,329)		2,940,322		17	16
Other fixed maturities:
Government (U.S., municipal, and foreign)	—		—		—		—				442,903		8		(42,654)		400,257		2	2
Collateralized debt obligations	37,110		5,036		—		42,146				37,110		5,036		—		42,146		—	—
Other asset-backed securities	11,696		—		(409)		11,287				86,352		3		(4,057)		82,298		1	1
Total fixed maturities	$	529,511	$	6,493	$	(77,015)	$	458,989			$	18,917,799	$	451,764	$	(1,499,357)	$	17,870,206	100	100

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Globe Life Inc.

Management's Discussion & Analysis

Corporate securities, which consist of bonds and redeemable preferred stocks, were the largest component of the fixed maturity portfolio as of March 31, 2024, representing 80% of amortized cost, net, and 81% of fair value. The remainder of the portfolio is invested primarily in securities issued by the U.S. government and U.S. municipalities. The Company holds insignificant amounts in foreign government bonds, collateralized debt obligations, asset-backed securities, and mortgage-backed securities. Corporate securities are diversified over a variety of industry sectors and issuers. At March 31, 2024, the total fixed maturity portfolio consisted of 991 issuers.

Fixed maturities had a fair value of $18.1 billion at March 31, 2024, compared with $17.9 billion at December 31, 2023. The net unrealized loss position in the fixed-maturity portfolio increased from $1.0 billion at December 31, 2023 to $1.4 billion at March 31, 2024 due to an increase in market rates during the period.

For more information about our fixed maturity portfolio by component at March 31, 2024 and December 31, 2023, including a discussion of allowance for credit losses, an analysis of unrealized investment losses, and a schedule of maturities, see Note 4—Investments.

An analysis of the fixed maturity portfolio by composite quality rating at March 31, 2024 and December 31, 2023, is shown in the following tables. The composite rating for each security, other than private-placement securities managed by third parties, is the average of the security’s available ratings as assigned by Moody’s Investor Service, Standard & Poor’s, Fitch Ratings, and Dominion Bond Rating Service, LTD. The ratings assigned by these four nationally recognized statistical rating organizations are evenly weighted when calculating the average. The composite quality rating is created utilizing a methodology developed by Globe Life using ratings from the various rating agencies noted above. The composite quality rating is not a Standard & Poor's credit rating. Standard & Poor's does not sponsor, endorse, or promote the composite quality rating and shall not be liable for any use of the composite quality rating. Included in the following chart are private placement fixed maturity holdings at amortized cost, net of allowance for credit losses, of $420 million ($379 million at fair value) for which the ratings were assigned by the third-party managers.

Fixed Maturities by Rating

At March 31, 2024

(Dollar amounts in thousands)


	Amortized Cost, net		% of Total	Fair Value		% of Total	Average Composite Quality Rating on Amortized Cost, net
Investment grade:
AAA	$	965,429	5	$	875,076	5
AA	3,248,431		17	2,790,548		15
A	5,543,934		28	5,298,428		29
BBB+	3,585,771		18	3,422,218		19
BBB	4,448,720		23	4,172,227		23
BBB-	1,163,450		6	1,114,439		6
Total investment grade	18,955,735		97	17,672,936		97	A-

Below investment grade:
BB	463,486		3	391,460		2
B	37,767		—	36,187		—
Below B	40,769		—	43,770		1
Total below investment grade	542,022		3	471,417		3	BB
	$	19,497,757	100	$	18,144,353	100

Weighted average composite quality rating							A-

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Globe Life Inc.

Management's Discussion & Analysis

Fixed Maturities by Rating

At December 31, 2023

(Dollar amounts in thousands)


	Amortized Cost, net		% of Total	Fair Value		% of Total	Average Composite Quality Rating on Amortized Cost
Investment grade:
AAA	$	952,822	5	$	880,729	5
AA	3,179,618		17	2,789,626		15
A	5,118,085		27	4,976,280		28
BBB+	3,615,102		19	3,495,898		19
BBB	4,278,786		23	4,056,833		23
BBB-	1,243,875		6	1,211,851		7
Total investment grade	18,388,288		97	17,411,217		97	A-

Below investment grade:
BB	450,503		3	376,912		3
B	37,896		—	35,929		—
Below B	41,112		—	46,148		—
Total below investment grade	529,511		3	458,989		3	BB
	$	18,917,799	100	$	17,870,206	100

Weighted average composite quality rating							A-

The overall quality rating of the portfolio is A-, the same as of year-end 2023. Fixed maturities rated BBB are 47% of the total portfolio at March 31, 2024, down from 48% at December 31, 2023. While this ratio is high relative to our peers, it is at its lowest level in over 10 years and we have limited exposure to higher-risk assets such as derivatives, equities, and asset-backed securities. Additionally, the Company does not participate in securities lending and has no off-balance sheet investments as of March 31, 2024. Of our fixed maturity purchases, BBB securities generally provide the Company with the best risk-adjusted, capital-adjusted returns largely due to our ability to hold securities to maturity regardless of fluctuations in interest rates or equity markets.

An analysis of changes in our portfolio of below-investment grade fixed maturities at amortized cost, net of allowance for credit losses is as follows:

Below-Investment Grade Fixed Maturities

(Dollar amounts in thousands)


	Three Months Ended March 31,
	2024		2023
Balance at beginning of period	$	529,511	$	542,497
Downgrades by rating agencies	—		98,658
Upgrades by rating agencies	(4,592)		—
Acquisitions (Dispositions)	17,462		(13,675)
Provision for credit losses	88		(32,767)
Amortization and other	(447)		886
Balance at end of period	$	542,022	$	595,599

Our investment policy calls for investing primarily in fixed maturities that are investment grade and meet our quality and yield objectives. Thus, the balance of below-investment grade issues is primarily the result of ratings downgrades of existing holdings. Below-investment grade bonds at amortized cost, net of allowance for credit

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Globe Life Inc.

Management's Discussion & Analysis

losses, were 7% of our shareholders’ equity excluding accumulated other comprehensive income as of March 31, 2024. Globe Life invests long term and as such, one of our key criterion in our investment process is to select issuers that are anticipated to weather multiple financial cycles.

OPERATING EXPENSES

Operating expenses are included in the "Corporate and Other" segment and are classified into two categories: insurance administrative expenses and expenses of the Parent Company. Insurance administrative expenses generally include expenses incurred after a policy has been issued. As these expenses relate to premium for a given period, management measures the expenses as a percentage of premium income. The Company also views stock-based compensation expense as a Parent Company expense. Expenses associated with the issuance of our insurance policies are reflected as acquisition expenses and included in the determination of underwriting margin.

An analysis of operating expenses is shown below.

Operating Expenses Selected Information

(Dollar amounts in thousands)


	Three Months Ended March 31,						Increase
	2024			2023			(Decrease)
	Amount		% of Premium	Amount		% of Premium	Amount		%
Insurance administrative expenses:
Salaries	$	31,174	2.7	$	29,870	2.7	$	1,304	4
Other employee costs	10,013		0.9	9,413		0.9	600		6
Information technology costs	18,307		1.6	14,249		1.3	4,058		28
Legal costs	5,273		0.4	3,740		0.3	1,533		41
Other administrative costs	15,644		1.4	16,635		1.5	(991)		(6)
Total insurance administrative expenses	80,411		7.0	73,907		6.7	6,504		9

Parent company expense	2,826			2,585			241
Stock compensation expense	9,267			7,679			1,588


Non-operating expenses	710			—			710

Total operating expenses, per Condensed Consolidated Statements of Operations	$	93,214		$	84,171		$	9,043	11

Total operating expenses for March 31, 2024 increased in comparison with the prior year primarily due to increases in insurance administrative expenses as well as stock compensation expense. Insurance administrative expenses increased $6.5 million primarily due to higher information technology costs, legal costs and salaries. Insurance administrative expenses as a percent of premium were 7.0% for the three months ended March 31, 2024 compared to 6.7% for the same period in 2023.

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Globe Life Inc.

Management's Discussion & Analysis

SHARE REPURCHASES

Globe Life has an ongoing share repurchase program that began in 1986. The share repurchase program is reviewed with the Board of Directors by management quarterly, and continues indefinitely unless and until the Board of Directors decides to suspend, terminate or modify the program. On April 25, 2024, the Board of Directors authorized the repurchase of up to $1.3 billion for the two-year period ended December 31, 2025. Management generally determines the amount of repurchases based on the amount of the excess cash flows and other available sources after the payment of dividends to the Parent Company shareholders, general market conditions, and other alternative uses. Since implementing our share repurchase program in 1986, we have used $9.4 billion of excess cash flow at the Parent Company to repurchase Globe Life Inc. common shares after determining that the repurchases provide a greater risk-adjusted after-tax return than other investment alternatives.

Excess cash flow at the Parent Company is primarily comprised of dividends received from the insurance subsidiaries less interest expense paid on its debt and other limited operating activities. Additionally, when stock options are exercised, proceeds from these exercises and the resulting tax benefit are used to repurchase additional shares on the open market to minimize dilution as a result of the option exercises.

The following chart summarizes share repurchases for the three month periods ended March 31, 2024 and 2023.

Analysis of Share Repurchases

(Amounts in thousands, except per share data)


	Three Months Ended March 31,
	2024					2023
	Shares	Amount		Average Price		Shares	Amount		Average Price
Purchases with:
Excess cash flow at the Parent Company(1)	128	$	15,602	$	122.13	1,176	$	135,321	$	115.04
Option exercise proceeds	63	7,927		126.20		368	42,754		116.27
Total	191	$	23,529	$	123.47	1,544	$	178,075	$	115.33

(1)Excludes excise tax on the repurchase of treasury stock of $(60) thousand and $1.2 million for the three months ended March 31, 2024 and 2023, respectively.

The amount of share repurchases during the quarter were lower than anticipated solely due to the evaluation of a potential acquisition wherein we paused share repurchases until a conclusion on the acquisition was reached. Globe Life Inc. ultimately decided not to pursue the acquisition. Throughout the remainder of this discussion, share repurchases will only refer to those made from excess cash flow at the Parent Company.

FINANCIAL CONDITION

Liquidity. Liquidity provides Globe Life with the ability to meet on demand the cash commitments required to support our business operations and meet our financial obligations. Our liquidity is primarily derived from multiple sources: positive cash flow from operations, a portfolio of marketable securities, a revolving credit facility, commercial paper, and advances from the Federal Home Loan Bank.

Insurance Subsidiary Liquidity. The operations of our insurance subsidiaries have historically generated substantial cash inflows in excess of immediate cash needs. Cash inflows for the insurance subsidiaries primarily include premium and investment income. In addition to investment income, maturities and scheduled repayments in the investment portfolio are cash inflows. Cash outflows from operations include policy benefit payments, commissions, administrative expenses, and taxes. A portion of the excess cash inflows in the current year will provide for the payment of future policy benefits and are invested primarily in long-term fixed maturities as they better match the long-term nature of these obligations. Excess cash available from the insurance subsidiaries’ operations is generally distributed as a dividend to the Parent Company, subject to regulatory restrictions. The dividends are generally paid in amounts equal to the subsidiaries’ prior year statutory net income excluding realized capital gains. While the leading source of the excess cash is investment income, a significant portion of the excess cash also comes from underwriting income due to our high underwriting margins and effective expense control.

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Globe Life Inc.

Management's Discussion & Analysis

While the insurance subsidiaries annually generate more operating cash inflows than cash outflows, the companies also have the entire available-for-sale fixed maturity investment portfolio available to create additional cash flows if required.

Four of our insurance subsidiaries are members of the FHLB of Dallas. FHLB membership provides the insurance subsidiaries with access to various low-cost collateralized borrowings and funding agreements. While not the only source of liquidity, the FHLB could provide the insurance subsidiaries with an additional source of liquidity, if needed. Refer to Note 11—Debt for further details.

Parent Company Liquidity. An important source of Parent Company liquidity is the dividends from its insurance subsidiaries. These dividends are received throughout the year and are used by the Parent Company to pay dividends on common and preferred stock, interest and principal repayment requirements on Parent Company debt, and operating expenses of the Parent Company.


	Three Months Ended March 31,				Twelve Months Ended December 31,
	2024		2023		Projected 2024	2023
Liquidity Sources:
Dividends from Subsidiaries	$	52,046	$	129,725	$490,000—510,000	$	459,535
Excess Cash Flows(1)	62,118		124,510		450,000—470,000	416,081

(1)Excess cash flows are reported gross of shareholder dividends. For the three months ended March 31, 2024 and 2023, shareholder dividends were $21 million and $20 million, respectively. For the twelve months ended December 31, 2024, we project approximately $88 million in shareholder dividends, compared to the $84 million paid in 2023.

Dividends from subsidiaries and excess cash flows are projected to be higher in 2024 than in 2023 primarily due to lower life obligations and the growth in our underwriting margins in 2023, both of which resulted in higher statutory earnings generated by the affiliates. Additional sources of liquidity for the Parent Company are cash, intercompany receivables, intercompany borrowings, debt markets, term loans, and a revolving credit facility.

Short-Term Borrowings. An additional source of Parent Company liquidity is a credit facility with a group of lenders. The facility was amended on March 29, 2024, resulting in an increased capacity of $250 million. The facility allows for unsecured borrowings and stand-by letters of credit up to $1 billion, which could be increased up to $1.25 billion. While the Parent Company may request the increase, it is not guaranteed. The updated five-year credit agreement will mature on March 29, 2029. Up to $250 million in letters of credit can be issued against the facility. The facility serves as a back-up line of credit for a commercial paper program under which commercial paper may be issued at any time, with total commercial paper outstanding not to exceed the facility maximum, less any letters of credit issued. Interest charged on the commercial paper program resembles variable rate debt due to its short term nature. As of March 31, 2024, we had available $561 million of additional borrowing capacity under this facility, compared to $330 million a year earlier. As of March 31, 2024, the Parent Company was in full compliance with all covenants related to the aforementioned debt.

As a part of the credit facility, Globe Life has stand-by letters of credits. These letters of credit are issued on behalf of our insurance subsidiaries.

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Globe Life Inc.

Management's Discussion & Analysis

The following tables present certain information about our commercial paper borrowings.

Credit Facility—Commercial Paper

(Dollar amounts in thousands)


	At
	March 31, 2024			December 31, 2023			March 31, 2023
Balance of commercial paper at end of period (par value)	$	324,000		$	319,000		$	305,000
Annualized interest rate	5.63		%	5.71		%	5.28		%
Letters of credit outstanding	$	115,000		$	115,000		$	115,000
Remaining amount available under credit line	561,000			316,000			330,000

Credit Facility—Commercial Paper Activity

(Dollar amounts in thousands)


	Three Months Ended March 31,
	2024			2023
Average balance of commercial paper outstanding during period (par value)	$	346,088		$	293,892
Daily-weighted average interest rate (annualized)	5.68		%	4.95		%
Maximum daily amount outstanding during period (par value)	$	384,000		$	477,700

The Company increased the commercial paper borrowings by $5 million since year-end. The Company was able to issue commercial paper as needed under this facility during the three months ended March 31, 2024 and 2023.

Globe Life expects to have readily available funds for 2024 and the foreseeable future to conduct its operations and to maintain target capital ratios in the insurance subsidiaries through liquid assets currently available, internally-generated cash flow and the credit facility. In the event that more liquidity is needed, the Parent Company could generate additional funds through multiple sources including, but not limited to, the issuance of debt, an additional short-term credit facility or term loan, and intercompany borrowing.

Consolidated Liquidity. Consolidated net cash inflows from operations were $351 million in the first three months of 2024, compared with $477 million in the same period of 2023. The decrease is primarily attributable to fluctuations in the settlement of certain amounts included in other liabilities. In addition to cash inflows from operations, our insurance companies received proceeds from dispositions of fixed maturities available for sale, mortgage loans, and other long-term investments in the amount of $96 million during the first three months of 2024. As previously noted under the caption Short-Term Borrowings, the Parent Company has in place a revolving credit facility. The insurance companies have no additional outstanding credit facilities.

Cash and short-term investments were $142 million at March 31, 2024, compared with $185 million at December 31, 2023. In addition to these liquid assets, $18 billion (fair value at March 31, 2024) of fixed income securities are available for sale in the event of an unexpected need. Approximately $1.4 billion, at fair value, are pledged for outstanding FHLB advances and reinsurance. Further, approximately 97% of our fixed income securities are publicly traded, freely tradable under SEC Rule 144, or qualified for resale under SEC Rule 144A. While our fixed income securities are classified as available for sale, we have the ability and general intent to hold any securities to recovery or maturity. Our strong cash flows from operations, on-going investment maturities, and available liquidity under our credit facility make any need to sell securities for liquidity highly unlikely.

Capital Resources. The Parent Company's capital structure consists of short-term debt (the commercial paper facility and current maturities of long-term debt), long-term debt, and shareholders’ equity. It does not include short-term FHLB borrowings, which are obligations of the insurance subsidiaries and typically repaid over the course of the year.

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GLOBE LIFE INC.

Management's Discussion & Analysis

Long-Term Borrowings. The outstanding long-term debt at book value was $1.6 billion at March 31, 2024 and $1.6 billion at December 31, 2023.

Selected Information about Debt Issues

As of March 31, 2024

(Dollar amounts in thousands)


Instrument	Issue Date	Maturity Date	Coupon Rate	Interest Payment Dates	Par Value		Book Value		Fair Value
Senior notes	09/27/2018	09/15/2028	4.550%	semiannual	$	550,000	$	546,462	$	539,198
Senior notes	08/21/2020	08/15/2030	2.150%	semiannual	400,000		396,786		334,816
Senior notes(1)	05/19/2022	06/15/2032	4.800%	semiannual	250,000		245,972		242,950

Junior subordinated debentures	11/17/2017	11/17/2057	5.275%	semiannual	125,000		123,431		123,538
Junior subordinated debentures	06/14/2021	06/15/2061	4.250%	quarterly	325,000		317,327		270,010



Total long-term debt					1,650,000		1,629,978		1,510,512


Term loan(2)	05/11/2023	11/11/2024	6.680%	quarterly	170,000		169,676		169,676
FHLB borrowings					242,000		242,000		242,000
Commercial paper					324,000		321,868		321,868
Total short-term debt					736,000		733,544		733,544

Total debt					$	2,386,000	$	2,363,522	$	2,244,056

(1)An additional $150 million par value and book value is held by insurance subsidiaries that eliminates in consolidation.

(2)Interest calculated quarterly using Secured Overnight Financing Rate (SOFR) plus 135 basis points.

Financing costs for the corporate and other segment consist primarily of interest on our various debt instruments. The table below presents the components of financing costs and reconciles interest expense per the Condensed Consolidated Statements of Operations.

Analysis of Financing Costs

(Dollar amounts in thousands)


	Three Months Ended March 31,				Increase (Decrease)
	2024		2023		Amount		%
Interest on funded debt	$	16,926	$	20,244	$	(3,318)	(16)
Interest on term loans	2,999		—		2,999		—
Interest on short-term debt	8,683		4,623		4,060		88
Other	13		—		13		—
Financing costs	$	28,621	$	24,867	$	3,754	15

During the first three months of 2024, financing costs increased 15% compared with the prior year. The increase in financing costs is primarily due to higher short-term interest rates. More information on our debt transactions is disclosed in the Financial Condition section of this report.

Subsidiary Capital: The National Association of Insurance Commissioners (NAIC) has established a risk-based factor approach for determining threshold risk-based capital levels for all insurance companies. This approach was designed to assist the regulatory bodies in identifying companies that may require regulatory attention. A Risk-Based Capital (RBC) ratio is typically determined by dividing adjusted total statutory capital by the amount of risk-based capital determined using the NAIC’s factors. If a company’s RBC ratio approaches two times the RBC amount, the company must file a plan with the NAIC for improving its capital levels (this level is commonly referred

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GLOBE LIFE INC.

Management's Discussion & Analysis

to as “Company Action Level” RBC). Companies typically hold a multiple of the Company Action Level RBC depending on their particular business needs and risk profile.

Our goal is to maintain statutory capital within our insurance subsidiaries at levels necessary to support our current ratings. For 2024, Globe Life has targeted a consolidated Company Action Level RBC ratio of 300% to 320%. The Company has concluded that this capital level is more than adequate and sufficient to support its current ratings, given the nature of its business and its risk profile. For 2023, our consolidated Company Action Level RBC ratio was 314%. The Parent Company is committed to maintaining the targeted consolidated RBC ratio at its insurance subsidiaries and has sufficient liquidity available to provide additional capital if necessary.

Shareholders' Equity: Shareholders’ equity was $5.0 billion at March 31, 2024. This compares with $4.5 billion at December 31, 2023 and $3.8 billion at March 31, 2023. During the three months since December 31, 2023, shareholders’ equity increased as a result of net income of $254 million during the first three months of 2024, but was offset by share repurchases of $16 million and an additional $8 million in share repurchases to offset the dilution from stock option exercises. Additionally, the balance of AOCI increased $305 million primarily due to increased interest rates and discount rates over the period.

On March 18, 2024, the Parent Company announced that it had declared a quarterly dividend of $0.24 per share. This dividend was paid on May 1, 2024.

We plan to use excess cash available at the Parent Company as efficiently as possible in the future. Possible uses of excess cash flow include, but are not limited to, share repurchases, acquisitions, shareholder dividend payments, investments in securities, or repayment of short-term debt. We will determine the best use of excess cash after ensuring that targeted capital levels are maintained in our insurance subsidiaries. If market conditions are favorable, we currently expect that share repurchases will continue to be a primary use of those funds.

Future policy benefits are computed using current discount rates with the impact of changes in discount rates included in accumulated other comprehensive income. Additionally, the liability for future policy benefits is calculated using net premiums rather than gross premiums. Given that gross premiums are considerably higher than net premiums for our business, as seen in Note 6—Policy Liabilities, the measurement of the liability is higher than what it would be had it been computed using gross premiums. This is an important consideration when analyzing shareholders' equity.

Globe Life is required under GAAP to revalue its available for sale fixed maturity portfolio to fair market value at the end of each accounting period. These changes, net of their associated impact on income tax, are reflected directly in shareholders’ equity. Fluctuations in interest rates cause undue volatility in the period-to-period presentation of our shareholders’ equity, capital structure, and financial ratios. Due to the long-term nature of our fixed maturity investments and policy liabilities and the strong cash flows consistently generated by our insurance subsidiaries, we have the ability to hold our securities to maturity. As such, we do not expect to incur losses due to fluctuations in market value of fixed maturities caused by market rate changes and temporarily illiquid markets. Accordingly, our management, credit rating agencies, lenders, many industry analysts, and certain other financial statement users prefer to remove the effect of this accounting rule when analyzing our balance sheet, capital structure, and financial ratios.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no quantitative or qualitative changes with respect to market risk exposure during the three months ended March 31, 2024.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures: Globe Life Inc., under the direction of the Co-Chairmen and Chief Executive Officers and the Executive Vice President and Chief Financial Officer, has established disclosure controls and procedures that are designed to ensure that information required to be disclosed by Globe Life in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. The disclosure controls and procedures are also intended to ensure that such information is accumulated and communicated to Globe Life's management, including the Co-Chairmen and Chief Executive Officers and the Executive Vice President and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosures.

As of the end of the fiscal quarter completed March 31, 2024, an evaluation was performed under the supervision and with the participation of Globe Life management, including the Co-Chairmen and Chief Executive Officers and the Executive Vice President and Chief Financial Officer, of the disclosure controls and procedures (as those terms are defined in Rule 13a-15(e) under the Securities Exchange Act of 1934). Based upon their evaluation, the Co-Chairmen and Chief Executive Officers and the Executive Vice President and Chief Financial Officer have concluded that disclosure controls and procedures are effective as of the date of this Form 10-Q. In compliance with Section 302 of the Sarbanes Oxley Act of 2002 (18 U.S.C. § 1350), each of these officers executed a Certification included as an exhibit to this Form 10-Q.

Changes in Internal Control over Financial Reporting: During the period ended March 31, 2024, there were no changes to Globe Life Inc.'s internal control over financial reporting or in other factors that could significantly affect the internal control over financial reporting subsequent to the date of their evaluation which have materially affected, or are reasonably likely to materially affect, internal control over financial reporting.

Part II—Other Information

Item 1. Legal Proceedings

Discussion regarding litigation and unclaimed property audits is provided in Note 5—Commitments and Contingencies.

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Item 1A. Risk Factors

The following is an update to the material risks previously disclosed in the Company's December 31, 2023 Form 10-K. There are no other material changes to the Company's risk factors.

Our businesses are heavily regulated and changes in regulation or regulatory scrutiny may have a material adverse impact on our business, financial condition or results of operation.

Insurance companies, including our insurance subsidiaries, are subject to extensive supervision and regulation in the states in which they conduct business. The primary purpose of this supervision and regulation is the protection of policyholders, not investors. Regulatory agencies have broad administrative power over numerous aspects of our business, including premium rates for our life, Medicare Supplement and other supplement health products, as well as other terms and conditions included in the insurance policies offered by our insurance subsidiaries, marketing practices, advertising, agent licensing, independent agent practices, policy forms, capital adequacy, solvency, reserves and permitted investments.

Regulatory authorities also have the power to conduct investigations, and to bring administrative or judicial proceedings against us, which could result in suspension or revocation of our licenses, cease and desist orders, fines, civil penalties, disgorgement, criminal penalties or other disciplinary action that could have a material adverse impact on our business, financial condition or results of operation. Press coverage and other public statements that allege wrongdoing, even if untrue, can lead to increased regulatory inquiries or investigations including any that may arise in connection with the subpoenas we recently received from U.S. Attorney’s Office for the Western District of Pennsylvania seeking documents related to sales practices by certain of our independent sales agents contracted to sell American Income Life Insurance Company policies. Additionally, any violation or alleged violation of law or regulations could result in significant legal costs or in legal proceedings that may result in monetary and legal remedies being imposed against the Company, which could have a material adverse effect on our business, financial condition or results of operations.

The insurance laws, regulations and policies currently affecting our companies may change at any time, possibly having an adverse effect on our business. Should regulatory changes occur, we may be unable to maintain all required licenses and approvals, or fully comply with the wide variety of applicable laws and regulations or the relevant authority’s interpretation of such laws and regulations. If we do not have the requisite licenses and approvals or do not comply with applicable regulatory requirements, the insurance regulatory authorities could preclude or temporarily suspend some or all of our business activities and/or impose substantial fines.

The use of third-party vendors, including independent sales agents, to support the Company's operations makes the Company susceptible to the operational risk of those third parties, which could lower revenues, increase costs, reduce profits, disrupt business, or damage the Company’s reputation.

The Company utilizes third-party vendors, including independent sales agents, to provide certain business services and functions, which exposes the Company to risks outside the control of the Company. The reliance on these third-party vendors creates a number of business risks, such as the risk that the Company may not maintain service quality, control or effective management of the outsourced business operations and that the Company cannot control the information systems, facilities or networks of such third-party vendors. We employ controls and procedures designed to facilitate service quality of our third party vendors; however, such controls and procedures cannot be 100% effective in all cases. The Company may be adversely affected by a third-party vendor who operates in a poorly controlled manner or fails to deliver contracted services, which could lower revenues, increase costs, reduce profits, disrupt business, or damage the Company’s reputation.

Extensive federal and state laws regulate our business, imposing certain requirements that independent sales agents must follow in dealing with clients. Misconduct of our independent sales agents could result in violations of law by, or claims against, us or our subsidiaries. From time to time, we are subject to private litigation as a result of alleged misconduct by independent agents. We employ controls and procedures designed to prevent and detect agent misconduct; however, such controls and procedures cannot be 100% effective in all cases. Instances of misconduct or non-compliance or violations of laws or regulations by our independent sales agents could result in adverse findings in either examinations or litigation and subject us to sanctions, monetary liabilities, restrictions on or loss of the operation of our business or reputational harm, any of which could have a material adverse effect on our business, financial condition or results of operations.

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Additionally, the Company is at risk of being unable to meet legal, regulatory, financial or customer obligations if the information systems, facilities or networks of a third-party vendor are disrupted, damaged or fail, whether due to physical disruptions, such as fire, natural disaster, pandemic or power outage, or due to cybersecurity incidents, ransomware or other impacts to vendors, including labor strikes, political unrest and terrorist attacks.

We have become subject to, and may in the future be subject to, short selling strategies driving down the market price of our common stock.

Short selling is the practice of selling securities that the seller does not own but may have borrowed with the intention of buying identical securities back at a later date. A short seller hopes to profit from a decline in the value of the securities between the sale of the borrowed securities and the purchase of the replacement shares, as the short seller expects to pay less in that purchase than it received in the sale. Because it is in the short seller’s best interests for the price of the securities to decline, some short sellers publish, or arrange for the publication of, opinions or characterizations regarding the relevant issuer, its business prospects and similar matters calculated to or which may create negative market momentum, which may permit them to obtain profits for themselves as a result of selling the stock short. Companies, like us, that are subject to unfavorable allegations, even if untrue, may have to expend a significant amount of resources to investigate such allegations and/or defend themselves, including in connection with securityholder litigation against the Company or investigations by regulators related to or prompted by such allegations.

In April 2024, we were the target of several short sellers who published reports making allegations about the Company, which resulted in a significant decline in the price of our common stock. In addition, these reports resulted in significant negative publicity against us, damaged our reputation, and exposed us to securities class action litigation. We have already expended significant resources to defend and repair our reputation. We will continue to defend against any unfounded and unsubstantiated claims about our business, our disclosures and the integrity of our financial statements, which may require us to expend significant resources.

We may be subject to additional short seller reports and activity in the future. The publication of any such commentary regarding us may bring about a temporary, or long term, decline in the market price of our common stock. No assurances can be made that similar declines in the market price of our common stock or negative publicity will not occur in the future, in connection with such commentary by short sellers or otherwise.

Damage to the brand and reputation of Globe Life or its subsidiaries could affect our ability to conduct business.

Negative publicity through traditional media, internet, social media, and other public forums, including short seller reports and allegations of independent agent misconduct could damage our brand or reputation, which could adversely impact our ability to recruit and retain agents, our ability to market our products, and the persistency of in-force policies. A reduction in the number of agents selling our products, or the rate of growth of the number of agents selling our products may have an adverse impact on product sales and profit, and such impact may be material.

Recent volatility in the trading price of our common stock has and can be expected to result in securities class action litigation.

In April 2024, the trading price of our common stock dropped following the publication of certain short seller reports. As of the date of this Report, one putative securities class action has been filed against Globe Life Inc. and we expect that other putative class action claims may be filed as well. While we intend to defend such actions vigorously, any judgment against us or any future stockholder litigation could have a material adverse effect on our business, financial condition or results of operations.

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Purchases of Certain Equity Securities by the Issuer and Others for the First Quarter of 2024


Period	(a) Total Number of Shares Purchased	(b) Average Price Paid Per Share		(c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	(d) Maximum Number of Shares (or Approximate Dollar Amount) that May Yet Be Purchased Under the Plans or Programs
January 1-31, 2024	150,000	$	122.14	150,000	—
February 1-29, 2024	40,557	128.40		40,557	—
March 1-31, 2024	—	—		—	—

Item 5. Other Information

During the three months ended March 31, 2024, none of our directors or officers or a Rule 10b5-1 trading arrangement or a Non-Rule 10b5-1 trading arrangement, as each term is defined under Item 408(a) of Regulation S-K.

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Item 6. Exhibits


Exhibit No.						Description
10.1						Second Amended and Restated Credit Agreement dated as of March 29, 2024 among Bank of America, N.A., the Lenders party thereto, Globe Life Inc. and TMK RE, LTD
31.1						Rule 13a-14(a)/15d-14(a) Certification by J. Matthew Darden
31.2						Rule 13a-14(a)/15d-14(a) Certification by Frank M. Svoboda
31.3						Rule 13a-14(a)/15d-14(a) Certification by Thomas P. Kalmbach
32.1						Section 1350 Certification by J. Matthew Darden, Frank M. Svoboda, and Thomas P. Kalmbach
101.INS						XBRL Instance Document- the instance document does not appear in the Interactive Data file because the XBRL tags are embedded within the Inline XBRL document.
101.SCH						Inline XBRL Taxonomy Extension Schema Document.
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document.
104						Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101).

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


									GLOBE LIFE INC.

Date: May 8, 2024									/s/ J. Matthew Darden
									J. Matthew Darden
									Co-Chairman and Chief Executive Officer

Date: May 8, 2024									/s/ Frank M. Svoboda
									Frank M. Svoboda
									Co-Chairman and Chief Executive Officer

Date: May 8, 2024									/s/ Thomas P. Kalmbach
									Thomas P. Kalmbach
									Executive Vice President and Chief Financial Officer

GL Q1 2024 FORM 10-Q

GLOBE LIFE INC. - Quarter Report: 2024 March (Form 10-Q)

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