Filed Pursuant to Rule 433
Registration Statement No. 333-277075
American International Group, Inc.
$1,250,000,000
$625,000,000 4.850% Notes Due 2030
$625,000,000 5.450% Notes Due 2035
| Issuer: | American International Group, Inc. |
| Offering Format: | SEC Registered |
| Securities: |
4.850% Notes Due 2030 (the “2030 Notes”)
5.450% Notes Due 2035 (the “2035 Notes” and, together with the 2030 Notes, the “Notes”)
|
| Expected Ratings (Moody’s / S&P / Fitch)*: | Baa2 (positive) / BBB+ (positive) / BBB+ (stable) |
| Security Type: | Senior Unsecured Fixed Rate Notes |
| Trade Date: | May 5, 2025 |
| Settlement Date**: | May 7, 2025 (T + 2) |
| Maturity Date: |
2030 Notes: May 7, 2030
2035 Notes: May 7, 2035
|
| Principal Amount: |
2030 Notes: $625,000,000
2035 Notes: $625,000,000
|
| Price to Public: |
2030 Notes: 99.851% of principal amount
2035 Notes: 99.954% of principal amount
|
| Gross Underwriting Discount: |
2030 Notes: 0.350%
2035 Notes: 0.450%
|
| Net Proceeds to Issuer Before Expenses: |
2030 Notes: $621,881,250
2035 Notes: $621,900,000
|
| Spread to Treasury Benchmark: |
2030 Notes: T + 95 basis points
2035 Notes: T + 112 basis points
|
| Treasury Benchmark: |
2030 Notes: 3.875% due April 30, 2030
2035 Notes: 4.625% due February 15, 2035
|
| Treasury Benchmark Yield: |
2030 Notes: 3.934%
2035 Notes: 4.336%
|
| Coupon: |
2030 Notes: 4.850%
2035 Notes: 5.450%
|
| Yield to Maturity: |
2030 Notes: 4.884%
2035 Notes: 5.456% |
| Interest Payment Dates: | Semi-annually on May 7 and November 7 of each year, commencing November 7, 2025 |
| Day Count Convention: | 30/360, unadjusted |
| Denominations: | $2,000, with increments of $1,000 thereafter |
| Early Redemption: | Make-whole redemption at any time prior to (i) April 7, 2030, with respect to the 2030 Notes, at a discount rate of Treasury + 15 basis points and (ii) February 7, 2035, with respect to the 2035 Notes, at a discount rate of Treasury + 20 basis points. Par redemption at any time on or after (i) April 7, 2030, with respect to the 2030 Notes and (ii) February 7, 2035, with respect to the 2035 Notes. |
| CUSIP/ISIN: |
2030 Notes: 026874 DW4 / US026874DW49
2035 Notes: 026874 DX2 / US026874DX22
|
| Joint Global Coordinators: |
Citigroup Global Markets Inc. Morgan Stanley & Co. LLC BofA Securities, Inc. Goldman Sachs & Co. LLC J.P. Morgan Securities LLC
|
| Co-Managers: |
Barclays Capital Inc. BNP Paribas Securities Corp. Deutsche Bank Securities Inc. U.S. Bancorp Investments, Inc. Wells Fargo Securities, LLC |
* Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
** The issuer expects that delivery of the Notes will be made to investors on or about May 7, 2025, which is the second business day following the date of the pricing of the Notes. Under Rule 15c6-1 of the U.S. Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle on the first business day following the date of any contract for sale, unless the parties to a trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes on any date prior to the first business day before the settlement date will be required to specify an alternative settlement cycle at the time of the trade to prevent a failed settlement and should consult their own advisers in connection with that election.
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The issuer has filed a registration statement, including a prospectus, with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Citigroup Global Markets Inc. toll-free at 1-800-831-9146, Morgan Stanley & Co. LLC toll-free at 1-866-718-1649, BofA Securities, Inc. toll-free at 1-800-294-1322, Goldman Sachs & Co. LLC toll-free at 1-866-471-2526 or J.P. Morgan Securities LLC collect at 1-212-834-4533.
No PRIIPs or UK PRIIPs KID – no PRIIPs or UK PRIIPs key information document (KID) has been prepared as not available to retail in EEA or UK.
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