As filed with the Securities and Exchange Commission on April 27, 2022

Registration No. 333-252121

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

PRE-EFFECTIVE AMENDMENT NO. 4

FORM S-1

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

Transamerica Life Insurance Company

(Exact Name of Registrant as specified in its charter)


Iowa	6311	39-0989781
(State or other jurisdiction of	(Primary Standard Industrial	(I.R.S. Employer
Incorporation or organization)	Classification Code Number)	Identification Number)

6400 C Street SW

Cedar Rapids, IA 52499

Telephone Number: (319) 355-8511

(Address, including zip code, and telephone number, including area code, of Principal Executive Offices)

Brian Stallworth, Esq.

Transamerica Life Insurance Company

c/o Office of the General Counsel

6400 C Street SW

Cedar Rapids, IA 52499-4240

Telephone Number: (319) 355-8511

(Name, Address, including zip code, and telephone number, including area code, of Agent for Service)

Approximate date of commencement of proposed sale to the public: As soon as practicable after this registration statement becomes effective.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. ☒

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this Form is post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐

TRANSAMERICA STRUCTURED INDEX ADVANTAGE^SM ANNUITY

An Individual Flexible Premium Deferred Index-Linked Annuity Policy

Issued by Transamerica Life Insurance Company

This prospectus includes important information about the Transamerica Structured Index Advantage^SM Annuity (the “Policy”), which you can use to accumulate funds for retirement or other long-term financial planning purposes on a tax-deferred basis. This prospectus describes all material terms of the Policy, including material state variations. You should carefully read this prospectus and speak with your financial professional about whether the Policy is appropriate for you. You should also consult with a tax professional.

The Policy allows you to allocate your premium payments and earnings (if any) among the Policy’s investment options, which currently include index-linked investment options (“Index Account Options”) and a fixed interest option (“Fixed Account Option”).

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Index Account Options. Each Index Account Option is tied (or “linked”) to the performance of a specific market index or exchange-traded fund for a defined time period (a “Crediting Period”). Each Index Account Option currently has a Buffer downside feature that provides limited protection against any negative Index rate of return that may be charged to your investment for a Crediting Period. Each Index Account Option currently also has a Cap upside feature that places a maximum limit on any positive Index rate of return that may be credited to your investment for a Crediting Period.

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Fixed Account Option. The Fixed Account Option guarantees principal and a rate of interest for a 1-year Crediting Period.

We expect to add and remove investment options from time to time. We will always offer the following Index Account Option: S&P 500® Index, 1-Year Crediting Period, Buffer (Buffer Rate: 10%), Cap (Cap Rate: No lower than 1.50%), no Credit Advantage Fee.

You should not buy this Policy if you are not willing to assume its investment risks. See PRODUCT RISK FACTORS beginning on page 16. Index-linked annuities are complicated investments. You may lose money, including your principal investment and previously credited earnings. Charges and adjustments under the Policy could cause your losses to be greater than the downside protection of the Index Account Options. Your losses may be significant.

Before the end of a Crediting Period for an Index Account Option, if you take a surrender or withdrawal, or if you exercise the Performance Lock feature, or if you annuitize, or if the death benefit is paid, or if a fee or charge is deducted, the transaction will be based on the interim value of your investment in that Index Account Option. Interim values fluctuate daily, positively or negatively. Interim values could reflect significantly less gain or more loss than would be applied at the end of a Crediting Period. For as long as you have multiple ongoing Crediting Periods for Index Account Options, there may be no time that any such transaction listed above can be performed without the application of at least one interim value.

Before the end of a Crediting Period for an Index Account Option, if you take any type of partial withdrawal, or if a fee or charge is deducted from that Index Account, your investment base will be proportionately reduced. This negative adjustment could be greater than the amount withdrawn or deducted and could negatively impact your gains or losses significantly.

A six-year surrender charge period applies to the initial and any additional premium payment. In addition, a surrender or withdrawal may be subject to federal and state income taxes and a 10% federal penalty tax if made before age 59¹⁄₂.

You may be able to pay investment advisory fees directly from this Policy. Advisory fee withdrawals will reduce your Policy value and will be subject to the same risks and consequences of withdrawals, including surrender charges, interim value adjustments, negative adjustments, and income taxes and tax penalties and proportionate reductions to the death benefit. For tax-qualified Policies, there is no maximum limit on advisory fee withdrawals. For non-qualified Policies, advisory fee withdrawals are subject to a maximum limit of 1.5% of the Policy’s cash value (determined without regard to any surrender charges) each Policy Year. We will not report advisory fee withdrawals as taxable distributions to the IRS. However, we cannot guarantee that federal and/or state taxing authorities will not subject advisory fee withdrawals to income taxes or tax penalties. You should consult a tax professional.

Our financial obligations under the Policy are subject to our financial strength and claims-paying ability.

The Securities and Exchange Commission (the “SEC”) has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.

If you are a new investor in the Policy, you may cancel your Policy within 10 days (30 days for replacement Policies). In some states or circumstances, this period may be longer. Upon cancellation, you will receive the value of your Policy, plus any fees or charges deducted on the date of cancellation, unless a different amount is required by law. If you invest in an Index Account Option, you will be subject to risk of loss during the right to cancel period because the amount refunded will be based on an interim value. State law may require us to refund the greater of your Policy value or your premium payment(s). For IRAs, we will refund your premium payment(s) if cancelled within the first seven days of the right to cancel period.

Transamerica Capital, Inc. is the principal underwriter for the Policy. The minimum initial premium is $25,000. This prospectus is not an offer to sell the securities, and it is not soliciting an offer to buy the securities, in any state where offers or sales are not permitted.

Prospectus Date: May 2, 2022

LOGO

TABLE OF CONTENTS



GLOSSARY			1

SUMMARY			5

BUYING THE POLICY			5

PHASES OF THE POLICY			5

FEES AND CHARGES			9

TYPES OF ACCOUNTS			9

AVAILABLE ALLOCATION ACCOUNTS			13

PRODUCT RISK FACTORS			16

RISK OF LOSS			16

ALLOCATION ACCOUNT AVAILABILITY RISK			16

LIQUIDITY RISK			16

INDEX PERFORMANCE RISK			17

WITHDRAWAL AND SURRENDER RISK			19

BUFFER RISK			20

CAP RISK			20

INTERIM VALUE RISK			21

NEGATIVE ADJUSTMENT TO INDEX BASE RISK			21

PERFORMANCE LOCK RISK			22

CREDIT ADVANTAGE RISK			23

DEATH BENEFIT SELECTION RISK			23

INDEX SUBSTITUTION RISK			23

RISK OF LOSS DURING CANCELLATION PERIOD			24



FINANCIAL STRENGTH AND CLAIMS-PAYING ABILITY			24

CYBER SECURITY AND BUSINESS CONTINUITY RISKS			24

COMPANY RISKS RELATED TO THE COVID-19 PANDEMIC AND UNCERTAIN MARKET ENVIRONMENT			25

FEES AND CHARGES			25

SURRENDER CHARGES			25

MAXIMUM POTENTIAL LOSS DUE TO INTERIM VALUE			26

SERVICE CHARGE			26

GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER FEE			26

CREDIT ADVANTAGE FEE			27

SPECIAL SERVICE FEES			28

REDUCED FEES AND CHARGES			28

ORDERING OF FEES AND CHARGES			28

PREMIUM TAXES			28

FEDERAL, STATE, AND LOCAL TAXES			28

ADVISORY FEES			29

THE ANNUITY			29

PREMIUM PAYMENTS			30

INITIAL PREMIUM PAYMENT			30

ADDITIONAL PREMIUM PAYMENTS			31

ALLOCATION OF PREMIUM PAYMENTS			32



POLICY VALUE AND CASH VALUE			32

POLICY VALUE			32

CASH VALUE			32

TYPES OF ACCOUNTS			33

FIXED HOLDING ACCOUNT			33

FIXED ACCOUNT OPTION			33

INDEX ACCOUNT OPTIONS			33

PERFORMANCE LOCK ACCOUNT			34

VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION			34

INDEX ACCOUNT OPTION VALUE			34

NEGATIVE ADJUSTMENTS TO INDEX BASE			35

INTERIM VALUES			36

INDEX SUBSTITUTIONS			38

PERFORMANCE LOCK			39

THE INDEXES			40

EXCHANGE TRADED FUNDS (ETFS)			41

AVAILABLE ALLOCATION ACCOUNTS			42

FIXED ACCOUNT OPTION			42

AVAILABLE INDEX ACCOUNT OPTIONS			42

SELECTING ALLOCATION ACCOUNTS FOR INVESTMENT			50

ABILITY TO TRANSFER BETWEEN ALLOCATION ACCOUNTS			52



CREDITING PERIODS EXTENDING BEYOND THE LATEST ANNUITY COMMENCEMENT DATE			52

DEFAULT OPTION			52

ACCESS TO YOUR MONEY			52

SURRENDERS AND WITHDRAWALS			53

GROSS AND NET WITHDRAWALS			54

SURRENDER CHARGE WAIVERS			54

ADVISORY FEE WITHDRAWALS			56

SYSTEMATIC PAYOUT OPTION			56

INVOLUNTARY CASHOUT			56

SIGNATURE GUARANTEE			56

DEATH BENEFIT			57

GENERAL			57

BENEFICIARIES			58

GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER			59

THE DEATH BENEFIT AMOUNT			60

DEATH AFTER THE ANNUITY COMMENCEMENT DATE			61

BENEFICIARY CONTINUATION			62

ANNUITY PAYMENTS (INCOME PHASE)			63

TAX INFORMATION			65

DISTRIBUTION			73

OTHER INFORMATION			74

COMPANY OVERVIEW			79

BUSINESS			79



MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS			97

FINANCIAL STATEMENTS			111

APPENDIX A			A-1

INTERIM VALUE CALCULATIONS AND EXAMPLES			A-1

INTERIM VALUE FORMULA			A-1

CALCULATING OPTION VALUE			A-2

DERIVATIVE DESCRIPTIONS			A-3

EXAMPLES			A-4

APPENDIX B			B-1



ADDITIONAL EXAMPLES FOR INDEX ACCOUNT OPTIONS			B-1

APPENDIX C			C-1

REDUCTION TO GUARANTEED MINIMUM DEATH BENEFIT FOR WITHDRAWALS UNDER GMDB RIDER			C-1

APPENDIX D			D-1

ADDITIONAL INDEX INFORMATION			D-1

S&P 500^® INDEX			D-1

FIDELITY WORLD FACTOR LEADERS INDEX^SM 0.5% AR			D-2

iSHARES^® RUSSELL 2000 ETF			D-2

iSHARES^® U.S. TECHNOLOGY ETF			D-3

GLOSSARY

Account – An Index Account, the Fixed Account, the Fixed Holding Account, or the Performance Lock Account.

Accrued Credit Advantage Fees – Accrued Credit Advantage Fees are used to calculate Interim Values for an Index Account Option subject to a Credit Advantage Fee. Interim Values will reflect a dollar for dollar reduction equal to Accrued Credit Advantage Fees, which accrue on a daily basis during the Crediting Period.

Administrative Office – Transamerica Life Insurance Company, Attention: Customer Care Group, 6400 C Street SW, Cedar Rapids, IA 52499, (800) 525-6205.

Advisory Fee Withdrawals (advisory fee withdrawals) – If you are receiving investment advice from a financial professional who charges you investment advisory fees for their services, you may request that your financial professional or financial professional’s firm be permitted to request withdrawals from the Policy for the purpose of paying your investment advisory fees. Investment advisory fees are in addition to and separate from the Policy’s fees and charges. For tax-qualified Policies issued as an IRA or in connection with certain tax-qualified retirement plans, there is no maximum limit on advisory fee withdrawals. For non-qualified Policies, advisory fee withdrawals are subject to a maximum limit of 1.5% of the Policy’s cash value (determined without regard to any surrender charges) each Policy Year. Please contact our Administrative Office to inquire about setting up advisory fee withdrawals.

Allocation Account – An Index Account Option or the Fixed Account Option.

Allocation Anniversary – Each twelve-month anniversary of the Crediting Period start date of an Index Account Option. The number of Allocation Anniversaries is equal to the length of the Crediting Period in years.

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For a 1-year Crediting Period, there would be only one Allocation Anniversary. For example, if you begin a 1-year Crediting Period for an Index Account Option on January 1, 2022, the only Allocation Anniversary would be January 1, 2023.

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For a 2-year Crediting Period, there would be two Allocation Anniversaries. For example, if you begin a 2-year Crediting Period for an Index Account Option on January 1, 2022, the Allocation Anniversaries would be January 1 of 2023 and 2024.

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For a 6-year Crediting Period, there would be six Allocation Anniversaries. For example, if you begin a 6-year Crediting Period for an Index Account Option on January 1, 2022, the Allocation Anniversaries would be January 1 of 2023, 2024, 2025, 2026, 2027, and 2028.

Annuitant – The person on whose life any annuity payments involving life contingencies will be based.

Annuity Commencement Date – The date upon which annuity payments are to commence.

Beneficiary (beneficiary) – A person designated to receive the death benefit.

Best Entry Reset Maximum – For a Best Entry Enhanced Index Account Option, a percentage representing the maximum total reduction in the Initial Index Value allowed due to one or more resets.

Best Entry Reset Minimum Value – For a Best Entry Enhanced Index Account Option, the lowest value to which the Initial Index Value can be reset. The Best Entry Reset Minimum Value equals the Index Value at the beginning of the Crediting Period multiplied by (1 plus the Best Entry Reset Maximum).

Best Entry Reset Threshold – For a Best Entry Enhanced Index Account Option, the net percentage decrease in the Index Value necessary to reset the Initial Index Value on an Observation Day, comparing the Index Value at the beginning of the Crediting Period to the Index Value on that Observation Day.

Bond Reference Portfolio Yield – A reference portfolio yield rate which is the sum of a treasury rate and an option adjusted spread from a widely utilized bond index. The Bond Reference Portfolio Yield used to calculate Interim Value on a given Business Day will be based on the option adjusted spread as of the prior Business Day.

Buffer – The Downside Protection Type for the available Index Account Options. If you select an Index Account Option, your investment will incur loss at the end of the Crediting Period for negative Index performance beyond the Buffer Rate. If the negative Index performance does not go beyond the Buffer Rate, you will not incur loss as a result of that negative Index performance. For example, if you select an Index Account Option with a Buffer Rate of 10%, and at the end of the Crediting Period the Index Change is -5%, your Index Credit Rate would be 0% (i.e., no loss due to negative Index performance). If the Index Change were -15%, your Index Credit Rate would be -5% and you would incur loss.


Transamerica Structured Index Advantage^SM Annuity		1

Buffer Rate – A percentage used to calculate the Index Credit Rate for an Index Account Option when the Index Change is negative.

Business Day – Any day when the New York Stock Exchange is open for regular trading.

Cap – The Growth Opportunity Type for the available Index Account Options. If you select an Index Account Option, you will participate in positive Index performance at the end of the Crediting Period up to the Cap Rate, but no positive Index performance beyond the Cap Rate. For instance, if you select an Index Account Option with a Cap Rate of 10%, and at the end of the Crediting Period the Index Change is 5%, your Index Credit Rate (i.e., your Index rate of return) would be +5%. If the Index Change were 15%, your Index Credit Rate would be limited to +10%.

Cap Rate – A percentage used to calculate the Index Credit Rate for an Index Account Option when the Index Change is positive.

Company (we, us, our) – Transamerica Life Insurance Company.

Credit Advantage – We currently offer certain Index Account Options with Caps that are designated as “Credit Advantage.” You will pay an additional fee if you select one of these Index Account Options for investment. In exchange for the additional fee, these Index Account Options provide more upside potential, based on the Cap Rates we declare, than would be provided if their Caps were not designated as “Credit Advantage.”

Credit Advantage Fee – The additional fee charged when you invest in an Index Account Option with a Credit Advantage Cap, including certain Basic Index Account Options and each Enhanced Index Account Option.

Crediting Period – The duration of an Allocation Account’s investment term, expressed in years. The Crediting Period is also the period of time during which the performance of an Index Account Option is linked to the performance of an Index.

Default Option – Currently, the Fixed Account Option.

Downside Protection Type – A feature of an Index Account Option that provides limited protection from negative Index performance. (Buffer is the only Downside Protection Type that we are currently offering as part of the Index Account Options.)

Final Index Value – The Index Value for the final day of a Crediting Period.

Fixed Account – The fixed interest account supporting the Fixed Account Option and the Performance Lock Account.

Fixed Account Option – The fixed interest investment option under the Policy.

Fixed Holding Account – The interest-bearing account generally in which premium payments are held until allocated to an Allocation Account.

Guaranteed Minimum Death Benefit (guaranteed minimum death benefit) – The minimum death benefit provided by the Guaranteed Minimum Death Benefit (GMDB) rider, which may be elected for an additional charge at the time you purchase the Policy. The guaranteed minimum death benefit will equal 100% of the Policy Value as of the rider effective date. Thereafter, over the life of the rider, the guaranteed minimum death benefit will increase dollar for dollar for subsequent premium payments, and will be proportionately reduced by withdrawals. If the GMDB rider has been elected, the guaranteed minimum death benefit is only payable upon the death of the Annuitant during the accumulation phase.

GMDB Benefit Base – Under the Guaranteed Minimum Death Benefit rider, the GMDB Benefit Base equals the guaranteed minimum death benefit under the rider (including any increases for additional premium payments and proportionate reductions for withdrawals).

Good Order (good order) – The receipt by the Company, at our Administrative Office, of all information, documentation, instructions, and/or premium payment deemed necessary by the Company to issue the Policy or execute any transaction pursuant to the terms of the Policy.

Growth Opportunity Type – A feature of an Index Account Option that determines how and the extent to which an Index Account Option will participate in positive Index performance. (Cap is the only Growth Opportunity Type that we are currently offering as part of the Index Account Options.)

Index – The market index or exchange-traded fund to which an Index Account Option may be linked.

Index Account / Index Account Option – An index-linked investment option under the Policy.


Transamerica Structured Index Advantage^SM Annuity		2

Index Account Option Value – The value of your investment in an Index Account Option at the end of a Crediting Period.

Index Base – The portion of the Policy Value allocated to an Index Account Option, less the sum of any adjustments for withdrawals or fees and charges deducted from the Index Account Option since inception of a Crediting Period.

Index Change – The net percentage change in the Index Value between the first day of a Crediting Period and the last day of the Crediting Period.

Index Credit – A dollar amount of gain or loss reflected in your Index Account Option Value at the end of a Crediting Period. Index Credit may be positive, negative, or equal to zero.

Index Credit Rate – A percentage gain or loss used to calculate your Index Account Option Value at the end of a Crediting Period. The Index Credit Rate may be positive, negative, or equal to zero.

Index Value – The value of an Index at the end of a day. When the Index is a market index, the Index Value at the end of a day is the closing value of the Index for that day. When the Index is an exchange-traded fund, the Index Value at the end of a day is the closing share price of the fund for that day on the fund’s primary stock exchange. The Index Value on any day that is not a Business Day is the value of the Index at the end of the next Business Day. The Company relies on the Index Values reported by a third-party.

Initial Index Value – The Index Value on the first day of a Crediting Period. The Initial Index Value may be reset to a lower Index Value under a Best Entry Enhanced Index Account Option.

Interim Value – The value of an Index Account Option on any Business Day during the Crediting Period, except the first and last day of the Crediting Period, used to determine the amount available in the Index Account for withdrawals, Surrender, annuitization, and the death benefit and to pay fees and charges. If you exercise Performance Lock, the “locked-in” gain or loss will be based on an Interim Value (less any Remaining Credit Advantage Fees and any other applicable charges). The Interim Value for a Business Day is calculated at the end of that Business Day.

Interim Values could reflect significantly less gain or more loss than would be applied at the end of the Crediting Period. As such, there could be significantly less money available to you for a transaction that is processed based on an Interim Value. If a premium payment allocated to an Index Account Option is still within its six-year surrender charge period, then in addition to applicable surrender charges, your Interim Values may be lower than they would be if there wasn’t an ongoing surrender charge period depending on market conditions.

Interim Value Index Credit Rate – A percentage gain or loss used to calculate an Interim Value for an Index Account Option. The Interim Value Index Credit Rate may be positive, negative, or equal to zero.

Minimum Required Cash Value – The minimum benefits under the Policy required by applicable state law.

Negative Adjustment (negative adjustment) – A proportional reduction in your Index Base if (i) a fee or charge is deducted from an Index Account Option before the conclusion of the Crediting Period; or (ii) you take any type of withdrawal (including an automatic withdrawal, advisory fee withdrawal, minimum required distribution, surrender charge-free withdrawal, or any other withdrawal) from an Index Account Option before the conclusion of the Crediting Period. A negative adjustment could be greater than the amount withdrawn, and could significantly reduce your gains (if any) or contribute to losses at the end of the Crediting Period (because the Index rate of return will be applied to a smaller Index Base). A negative adjustment will also result in lower Interim Values for the remainder of the Crediting Period (because the interim rate of return will be applied to a smaller Index Base).

Observation Day – For a Best Entry Enhanced Index Account Option, any day on which we observe the Index Value to determine whether to reset the Initial Index Value.

Observation Frequency – For a Best Entry Enhanced Index Account Option, the length of time (i) between the Crediting Period start date and the first Observation Day and (ii) between Observation Days.

Option Value – The value of a hypothetical portfolio of options used to estimate the value of your Index Credit prior to the end of the Crediting Period. The replicating portfolio of options are designated by us for each Index Account Option and are used to estimate the fair value of the risk of loss and the possibility of gain at the end of a Crediting Period, expressed in percentage terms. If Option Value calculation data is not available on a Business Day, we will use the last available Option Value calculation data for Interim Values.

Owner (you, your) – The person who may exercise all rights and privileges under the Policy, including the Owner and any joint Owner.

Payee – The person to whom annuity payments will be made.


Transamerica Structured Index Advantage^SM Annuity		3

Performance Lock – A feature that may be exercised for any Index Account Option on any Business Day between the first and last day of the Crediting Period. If you exercise the Performance Lock feature, your Interim Value as of the Performance Lock Date (less any Remaining Credit Advantage Fees and any other applicable charges) will be “locked-in.” You will no longer participate in any Index performance (positive or negative) for that Index Account Option, and no Index Credit will be applied at the end of the Crediting Period for that Index Account Option.

You may exercise Performance Lock for one, some, or all of your Index Account Options. If you have multiple ongoing Crediting Periods for the same Index Account Option, you may exercise Performance Lock for one, some, or all of them. You may decide not to exercise Performance Lock at all.

Performance Lock Account – An interest-bearing account to which your locked-in Interim Value (less any Remaining Credit Advantage Fees and any other applicable charges) will be transferred upon exercising Performance Lock for an Index Account Option. The amount held in the Performance Lock Account will be credited compound interest daily based on the annual interest rate in effect on that day, and will be reduced on a dollar for dollar basis for any fees, charges, or withdrawals deducted from the Performance Lock Account. The Performance Lock Account is part of our Fixed Account. If you exercise Performance Lock multiple times (for different Index Account Options or different Crediting Periods for the same Index Account Option) within a one year period, amounts held in the Performance Lock Account that are attributable to one exercise of Performance Lock will be treated as distinct from any amounts attributable to another exercise of Performance Lock.

Performance Lock Date – If you exercise the Performance Lock feature for an Index Account Option, the date as of which your Interim Value for that Index Account Option (less any Remaining Credit Advantage Fees and any other applicable charges) is locked-in.

Policy – The Transamerica Structured Index Advantage^SM Annuity.

Policy Anniversary – The anniversary of the Policy Date for each year the Policy remains in force. If a certain date does not exist in a given month, the first day of the following month will be used.

Policy Date – The date on which the Policy becomes effective.

Policy Quarter – Each three month period beginning on the Policy Date.

Policy Value – The amount that represents the value of your investment in the Accounts.

Policy Year – The 12-month period following the Policy Date. The first Policy Year starts on the Policy Date. Each subsequent Policy Year starts on the Policy Anniversary.

Premium Payment (premium payment) – An amount paid to us by or on behalf of an Owner, as consideration for the benefits provided under the Policy.

Remaining Credit Advantage Fees – Applicable only to an Index Account Option subject to a Credit Advantage Fee. Before the end of the Crediting Period, Remaining Credit Advantage Fees equal the total Credit Advantage Fee less any Credit Advantage Fees that were previously assessed. At the end of the Crediting Period, Remaining Credit Advantage Fees equal the total Credit Advantage Fee less any Credit Advantage Fees that were previously assessed.

Renewal Letter – We will send existing Owners a personalized letter at least 21 days before the end of each Crediting Period (or at least 21 days before the next Allocation Anniversary after exercising Performance Lock for an Index Account Option). Among other information, your Renewal Letter will: (i) remind you of your opportunity to decide how your Policy Value should be re-invested; (ii) remind you of the Allocation Account(s) that will be available for investment, as set forth in the prospectus for the Policy at that time; (iii) provide the current upside rates for the available Allocation Account(s); and (iv) remind you to submit instructions to us at least one Business Day before the end of the Crediting Period (or the next Allocation Anniversary, if you exercised Performance Lock).

Surrender – A full withdrawal of cash value and termination of the Policy.

Withdrawal (withdrawal) – A withdrawal of cash value from the Policy that is less than a Surrender. Any withdrawal that you request includes: one-time withdrawals, automatic withdrawals under the systematic payout option, withdrawals taken to satisfy minimum required distributions under the Internal Revenue Code, withdrawals of the surrender charge-free amount (a surrender charge-free withdrawal), withdrawals under the Nursing Care and Terminal Condition Waiver, withdrawals under the Unemployment Waiver, and advisory fee withdrawals.


Transamerica Structured Index Advantage^SM Annuity		4

Written Notice – Written notice, signed by the Owner, that gives us the information we require and is received in good order at the Administrative Office. For some transactions, we may accept an electronic notice or telephone instructions. Such electronic notice must meet the requirements for good order that we establish for such notices.

SUMMARY

The Transamerica Structured Index Advantage^SM Annuity is an individual flexible premium deferred index-linked annuity policy. You can use the Policy to accumulate funds for retirement or other long-term financial planning purposes on a tax-deferred basis, and you may choose to convert those accumulated funds into a stream of guaranteed income payments from us. The amount of money that you are able to accumulate under your Policy will depend upon the performance of the investment options you select, the fees and charges deducted from your Policy, and the actions that you take with respect to your Policy, such as whether and when you take withdrawals. The Policy also includes a death benefit to help you financially protect your designated beneficiaries.

The Policy is designed primarily for investors who expect to remain invested in an Allocation Account until the end of its Crediting Period and may be appropriate for you if you have a long investment time horizon. This Policy is not designed for people who expect to take early or frequent withdrawals. See PRODUCT RISK FACTORS for information about the Policy’s investment risks.

Transamerica Life Insurance Company is the issuer of the Policy. An investment in the Policy is subject to the risks related to us. Any obligations, guarantees, and benefits under the Policy are subject to our financial strength and claims-paying ability. See COMPANY OVERVIEW and FINANCIAL STATEMENTS for detailed information about the Company, including financial information.

BUYING THE POLICY

If you, any joint Owner, and the designated Annuitant are younger than age 86 as of the date the Policy application is signed, you may buy the Policy.

You may obtain an application to purchase the Policy through a financial intermediary appointed by us as an insurance agent who sells the Policy. Submit your completed, signed, and dated application and your initial premium payment to us through your financial intermediary. The minimum initial premium payment is $25,000. See THE ANNUITY, PURCHASE, PREMIUM PAYMENTS – INITIAL PREMIUM PAYMENT, and SELECTING ALLOCATION ACCOUNTS FOR INVESTMENT for additional information about buying the Policy.

We currently issue Policies that are treated as “qualified” or “non-qualified” under the Internal Revenue Code. Earnings accumulate under the Policy on a tax-deferred basis and will be taxed as ordinary income only when withdrawn or otherwise paid out. If you purchase the Policy through an individual retirement account (IRA) or through a tax-qualified plan, you do not get any additional tax benefit under the Policy. See TAX INFORMATION.

You may cancel your Policy after you purchase it, but only if you cancel it within the prescribed period. See PURCHASE – Right to Cancel Period. State variations may apply to your Policy. See OTHER INFORMATION – State Variations for state by state differences.

PHASES OF THE POLICY

The Policy, like all deferred annuity policies, has two phases: (1) an “accumulation phase” for retirement savings and (2) an “income phase” for a stream of income.

The Accumulation Phase

You should consider the following important features of the accumulation phase:

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Index-Linked and Fixed Interest Investment Options. To help you accumulate assets during the accumulation phase, you can invest your premium payments in (and at certain times transfer Policy Value among) the Policy’s available investment options. The available investment options currently include certain index-linked investment options (“Index Account Options”) and a fixed interest option (“Fixed Account Option”) (together “Allocation Accounts”). The performance of your Policy will vary depending on the performance of the Allocation Accounts that you choose. Each Allocation Account has its own unique risks.

If you invest in an Index Account Option, the Index Account Option’s downside protection may not fully protect you from loss. Your losses could be significant.

See AVAILABLE ALLOCATION ACCOUNTS for information about the Allocation Accounts that are currently available for investment. See also SELECTING ALLOCATION ACCOUNTS FOR INVESTMENT for important information about how to obtain current upside rates for the Allocation Accounts.


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•

Crediting Periods. Each Allocation Account has an investment term, expressed in years, representing the duration of an investment in that Allocation Account (a “Crediting Period”).

•

For an Index Account Option, gain or loss is generally applied to your Policy at the end of the Crediting Period. See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – INDEX ACCOUNT OPTION VALUE.

•

Also for an Index Account Option, gain or loss will be applied when any of the following transactions are performed before the end of the Crediting Period: (i) Surrender of the Policy; (ii) any type of withdrawal from that Index Account Option (including an automatic withdrawal, advisory fee withdrawal, minimum required distribution, surrender charge-free withdrawal, or any other withdrawal); (iii) exercise of Performance Lock; (iv) annuitization of the Policy; (v) payment of the death benefit; or (vi) deduction of a fee or charge from that Index Account Option (including the service charge, a GMDB rider fee, or a Credit Advantage Fee, except Accrued Credit Advantage Fees). Such interim gain and loss calculations are based on Interim Values.

Interim Values fluctuate daily, positively or negatively. Depending on market conditions, Interim Values could be unfavorable to you because they could reflect significantly less gain or more loss than would be applied at the end of a Crediting Period. There could be significantly less money available to you for any transaction that is processed based on an Interim Value, which could significantly reduce the values received under the Policy.

See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – INTERIM VALUES and APPENDIX A: INTERIM VALUE CALCULATIONS AND EXAMPLES.

•

For the Fixed Account Option, interest is credited to your Policy each day until the end of the Crediting Period. See TYPES OF ACCOUNTS – FIXED ACCOUNT OPTION.

At the end of the Crediting Period for an Allocation Account, you may choose to reinvest in the same Allocation Account for another Crediting Period if it is available for investment at that time. You may also choose to transfer Policy Value in that Allocation Account to any other Allocation Account that is available for investment at that time. In the absence of instructions, your Policy Value in the expiring Allocation Account will be automatically reinvested in the same Allocation Account for another Crediting Period. If the expiring Allocation Account is no longer available for investment, your Policy Value in the expiring Allocation Account will be transferred to the Default Option. Currently, the Default Option is the Fixed Account Option, with the annual interest rate that we have declared for new Crediting Periods. See SELECTING ALLOCATION ACCOUNTS FOR INVESTMENT.

Please note that if you invest in an Allocation Account for which you already have an ongoing Crediting Period, you will have multiple ongoing Crediting Periods for the same Allocation Account. Under such circumstances, each ongoing Crediting Period for the same Allocation Account will be treated as a separate investment under the Policy.

•

No Interim Transfers Between Investment Options. You may transfer Policy Value between Allocation Accounts only at certain times. You are permitted to transfer Policy Value from an Allocation Account in which you are currently invested only at the end of that Allocation Account’s Crediting Period as described above. Policy Value transferred into an Allocation Account cannot be applied to an ongoing Crediting Period. This means that when you transfer Policy Value between Allocation Accounts, the transfer will start a new Crediting Period for the Allocation Account receiving the transfer.

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Access to Your Money. You may Surrender your Policy or take withdrawals from your Policy at any time during the accumulation phase.

•

If you Surrender the Policy, you will receive your Policy’s cash value. Your cash value is equal to the Policy Value less any surrender charges, if applicable. If your cash value is lower than the Minimum Required Cash Value upon Surrender, you will receive the Minimum Required Cash Value. Your Policy will terminate upon Surrender.

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If you take a withdrawal from the Policy that is less than a Surrender, the amount withdrawn will be deducted pro-rata from your Allocation Accounts and the Performance Lock Account unless you instruct us otherwise. Withdrawals will not be taken from the Fixed Holding Account unless all other Accounts have been exhausted of value. In general, the minimum withdrawal amount is $500. Withdrawals may be subject to surrender charges and may trigger the deduction of other fees and charges.

•

A Surrender and withdrawals may be subject to federal and state income taxes and a 10% federal tax penalty if made before age 59 ¹⁄₂.

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If an amount is deducted from an Index Account Option as a result of a withdrawal or Surrender before the end of the Crediting Period, the transaction will be processed based on an Interim Value for that Index Account Option. As previously noted, Interim Values could be unfavorable to you. If you take a withdrawal or Surrender while your Policy has multiple ongoing Crediting Periods for Index Account Options that end at different times, an Interim Value for some or all of your Index Account Options may apply depending on your instructions to us.


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•

When any type of withdrawal is taken from an Index Account Option before the end of the Crediting Period (including an automatic withdrawal, advisory fee withdrawal, minimum required distribution, surrender charge-free withdrawal, or any other withdrawal), there is a proportional reduction to your investment base (a “negative adjustment”). A negative adjustment could be greater than the amount withdrawn due to the proportional nature of the reduction. See TYPES OF ACCOUNTS – Index Account Options – Negative Adjustments to Index Base for an explanation of how the negative adjustment is calculated. A negative adjustment could significantly reduce your gains (if any) or contribute to losses at the end of the Crediting Period (because the Index rate of return will be applied to a smaller Index Base). A negative adjustment will also result in lower Interim Values for the remainder of the Crediting Period (because the interim rate of return will be applied to a smaller Index Base).

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A withdrawal taken from an Index Account Option at the end of the Crediting Period is not subject to a negative adjustment or an Interim Value. However, any such withdrawal is subject to applicable surrender charges and taxes (including a 10% federal penalty tax if taken before age 59¹⁄₂) as discussed above. If you wish to take a withdrawal at the end of the Crediting Period, we must receive your withdrawal request at least one Business Day before the end of the Crediting Period.

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If you are receiving investment advice from a financial professional who charges you investment advisory fees for their services, you may be able to pay investment advisory fees directly from this Policy via advisory fee withdrawals. Investment advisory fees are in addition to and separate from the Policy’s fees and charges. Advisory fee withdrawals will reduce your Policy Value and will be subject to the same risks and consequences of withdrawals, including applicable surrender charges, Interim Value adjustments, negative adjustments, and taxes (including a 10% federal penalty tax if taken before age 59¹⁄₂) and proportionate reductions to the death benefit. For tax-qualified Policies issued as an IRA or in connection with certain tax-qualified retirement plans, there is no maximum limit on advisory fee withdrawals. For non-qualified Policies, advisory fee withdrawals are subject to a maximum limit of 1.5% of the Policy’s cash value (determined without regard to any surrender charges) each Policy Year. We will not report advisory fee withdrawals as taxable distributions to the IRS; therefore, they may not be subject to federal income tax. However, we cannot guarantee that federal and/or state taxing authorities will not subject advisory fee withdrawals to income taxes or tax penalties. You should consult with a tax professional.

You should carefully consider the risks and consequences associated with a Surrender or withdrawal under the Policy. Surrender charges and taxes that may apply to a Surrender or withdrawal may be significant. In addition, because of the application of an Interim Value and negative adjustment, a Surrender or withdrawal prior to the end of a Crediting Period for an Index Account Option may significantly reduce the value of your investment and result in losses. The loss may be more than the downside protection applicable to the Index Account Options from which the Surrender or withdrawal is made.

Automatic withdrawals under the systematic payout option, minimum required distributions, and regular advisory fee withdrawals will repeatedly expose you to the risks and consequences of withdrawals, including applicable surrender charges, Interim Value adjustments, negative adjustments, and income taxes and tax penalties and proportionate reductions to the death benefit.

See ACCESS TO YOUR MONEY later in this prospectus for additional information about Surrendering the Policy and taking withdrawals.

•

Additional Premium Payments. You may make additional premium payments during the accumulation phase, subject to certain restrictions. An additional premium payment may be invested in one or more of the Allocation Accounts that are available for investment at that time. See PREMIUM PAYMENTS for additional information.

•

Performance Lock. On any Business Day between the first and last day of the Crediting Period for an Index Account Option, you may exercise the Performance Lock feature. If you exercise Performance Lock, your Interim Value for that Index Account Option (less any Remaining Credit Advantage Fees and any other applicable charges) on the Performance Lock Date is “locked-in” and transferred to the Performance Lock Account, where it will remain until the next Allocation Anniversary unless earlier withdrawn or annuitized. The amount held in the Performance Lock Account will be credited compound interest daily based on the annual interest rate in effect on that day, and will be reduced on a dollar for dollar basis for any fees, charges, or withdrawals deducted from the Performance Lock Account. See TYPES OF ACCOUNTS – INDEX ACCOUNT OPTIONS – Performance Lock for additional information about this feature.

•

Death Benefit –

•

Standard Death Benefit. The Policy includes a standard death benefit for no additional charge. The standard death benefit amount differs depending on whether the Annuitant and Owner under the Policy are the same person.

•

If the Annuitant and the Owner are the same person, then upon the death of such person during the accumulation phase, the standard death benefit will equal the Policy Value (i.e., the total value of your investment in the Accounts, with no deduction for any surrender charges).


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•

If the Annuitant and the Owner are not the same person, the amount payable under the standard death benefit will depend on whether the deceased is the Annuitant or the Owner. Upon the death of the Annuitant, the standard death benefit will equal the Policy Value. Upon the death of the Owner, the standard death benefit will equal the Policy’s cash value (i.e., the Policy Value less any applicable surrender charges).

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Optional Death Benefit. The Policy offers an optional death benefit rider (the GMDB rider) for an additional charge. If the Annuitant is younger than age 81 as of the date that the Policy application is signed, you may elect the GMDB rider. The GMDB rider may only be elected at the time that you purchase the Policy (under limited circumstances, the GMDB rider may be re-elected after termination). The GMDB rider provides for a guaranteed minimum death benefit equal to total premium payments reduced proportionately for withdrawals (including an automatic withdrawal, advisory fee withdrawal, minimum required distribution, surrender charge-free withdrawal, or any other withdrawal). The guaranteed minimum death benefit under the GMDB rider is payable only upon the death of the Annuitant during the accumulation phase. This means:

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If the Annuitant and the Owner under the Policy are the same person, then upon the death of such person during the accumulation phase, the death benefit will be the greater of the guaranteed minimum death benefit and the Policy Value.

•

If the Annuitant and Owner are not the same person, then upon the death of the Annuitant during the accumulation phase, the death benefit will equal the greater of the guaranteed minimum death benefit and the Policy Value. If the Owner pre-deceases the Annuitant during the accumulation phase, the standard death benefit will apply (i.e., cash value). The guaranteed minimum death benefit would not be payable because it is not payable upon the death of an Owner who is not also the Annuitant.

If the Annuitant and Owner under your Policy will not be the same person, and death benefit coverage on the Owner’s life is more important to you than death benefit coverage on the Annuitant’s life, the GMDB rider is not appropriate for you because the guaranteed minimum death benefit will not be payable upon the death of an Owner who is not also the Annuitant.

We will add to the death benefit any additional amounts necessary to comply with applicable state non-forfeiture law.

See DEATH BENEFIT for additional information about the Policy’s death benefit. See also FEES AND CHARGES – GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER FEE for information about the GMDB rider’s additional charge.

The Income Phase

After your third Policy Anniversary (or earlier if required by state law), you may elect to annuitize your Policy, converting your accumulated assets into a stream of guaranteed income payments from us. This is the Policy’s income phase. The Policy includes multiple fixed income options from which you can select.

If you have not annuitized your Policy by the Policy Anniversary on or following the Annuitant’s 99^th birthday (or earlier if required by state law), your Policy will automatically enter the income phase. If you have not elected a fixed income option at that time, the fixed income option “Life with 10 Years Certain” will be selected for you unless we agree to another method of payment.

When your Policy enters the income phase, the accumulation phase ends. You cannot invest in any Allocation Accounts during the income phase, and you cannot withdraw money from your Policy during the income phase. The death benefit from the accumulation phase terminates at the beginning of the income phase (including the optional GMDB rider, if elected), although certain fixed income options may provide for an amount payable upon death.

If your Policy is annuitized on a date other than the end of the Crediting Period for an Index Account Option, the amount to be annuitized will be based on an Interim Value. If your Policy is annuitized when you have multiple ongoing Crediting Periods for Index Account Options that end at different times, the amount annuitized will be based on an Interim Value for some or all of your Index Account Options. As such, for as long as you have multiple ongoing Crediting Periods for Index Account Options, there may be no date that you can select for annuitizing that will not result in the application of at least one Interim Value.

See ANNUITY PAYMENT (INCOME PHASE) for additional information about the income phase. See OTHER INFORMATION – State Variations for a description of material state variations related to the Policy’s income phase, as well as other state by state differences under the Policy.

Surrender charges do not apply upon annuitization.


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FEES AND CHARGES

Charges for Early Withdrawals (Surrender Charges). If you take a withdrawal from your Policy, or Surrender your Policy, during the first 6 years after you purchase the Policy or make an additional premium payment, you will be assessed a surrender charge of up to 8% (as a percentage of premium payments withdrawn), declining to 0% over that time period.

For example, if you were to withdraw $100,000 during the surrender charge period, you could be assessed a charge of up to $8,000 on the amount withdrawn.

Surrender charges do not apply to certain amounts withdrawn during the surrender charge period, regardless of whether such amounts are withdrawn as part of a withdrawal or Surrender. See FEES AND CHARGES – Surrender Charges for more information. See also ACCESS TO YOUR MONEY – SURRENDER CHARGE WAIVERS for information about surrender charge waivers.

Maximum Potential Loss Due to Interim Value. Before the end of a Crediting Period for an Index Account Option, if you take a Surrender or withdrawal, or if you exercise the Performance Lock feature, or if you annuitize the Policy, or if the Policy’s death benefit is paid, or if a fee or charge is deducted from that Index Account Option, the transaction will be based on the Interim Value of your investment in that Index Account Option. The application of an Interim Value to such transactions could result in a loss beyond the downside protection for the Index Account Option. In extreme circumstances, for any Index Account Option, the total loss could be 100% (i.e., a complete loss of your principal and any prior earnings).

Ongoing Fees and Charges. Listed below are the fees and charges you may pay each year under the Policy. Please refer to your Policy’s specifications page for information about the specific fees and charges that apply to you. These fees and charges are in addition to and separate from any investment advisory fees you may be charged by a financial professional to provide you with investment advice. If such investment advisory fees were included below, your overall fees and charges would be higher.

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Service Charge. We will deduct a service charge from your Policy on each Policy Anniversary prior to the Annuity Commencement Date and when you Surrender the Policy. Each time we deduct this charge, it will not exceed 2% (as a percentage of your Policy Value, before the deduction of any fees or charges on that date) or a maximum of $50, whichever is less, and we will waive the charge if your Policy Value, or if your total premium payments minus prior withdrawals, on that date is at least equal to the minimum amount specified in your Policy.

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Optional Death Benefit Fee. If you elect the optional Guaranteed Minimum Death Benefit (GMDB) rider at the time you purchase the Policy, you will be subject to an additional fee of up to 0.50% (as an annualized percentage of the GMDB Benefit Base) depending on the Annuitant’s age on the date that you sign the application for the Policy. See FEES AND CHARGES – GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER FEE and DEATH BENEFIT – GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER

Transaction Charges. Other than surrender charges, the following transaction charges may apply under the Policy:

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Credit Advantage Fee. If you invest in an Index Account Option with a Cap designated as “Credit Advantage,” including certain Basic Index Account Options and each Enhanced Index Account Option, you will pay an additional fee for the increased upside potential associated with that Index Account Option. The annualized fee percentage is the percentage of your Policy Value allocated to that Index Account Option on the first day of the Crediting Period. Each available Index Account Option with a Credit Advantage Cap has an annualized fee percentage of 1.25%.

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Special Service Fees. We may deduct a charge for various special services (e.g., overnight delivery). The fees charged for any such service will vary, but will not exceed $50 per service.

See FEES AND CHARGES later in this prospectus for additional information, including examples.

TYPES OF ACCOUNTS

Fixed Holding Account

Before an initial or additional premium payment is allocated to one or more Allocation Accounts, it will be held in the Fixed Holding Account until the next upcoming 1st, 8th, 15th, or 22nd calendar day of any month, whichever occurs first. On such day, the premium payment (plus any accrued interest) will be allocated to the appropriate Allocation Account(s) and the Crediting Period(s) will begin on that day.

Amounts held in the Fixed Holding Account are credited compound interest daily. We may change the current annual interest rate for the Fixed Holding Account at any time at our discretion, subject to a guaranteed minimum effective annual interest rate of 0.25%. The current annual interest rate for the Fixed Holding Account is available online https://www.transamerica.com/annuities/rila or upon request by contacting our Administrative Office or your financial intermediary.


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See TYPES OF ACCOUNTS – FIXED HOLDING ACCOUNT later in this prospectus for additional information.

Fixed Account Option

If you invest in the Fixed Account Option, we guarantee your principal and a fixed annual interest rate for a 1-year Crediting Period. We will credit compound interest daily throughout the Crediting Period based on the annual interest rate we declared for that Crediting Period. The current annual interest rate for the Fixed Account Option is available online at https://www.transamerica.com/annuities/rila or upon request by contacting our Administrative Office or your financial intermediary. See SELECTING ALLOCATION ACCOUNTS FOR INVESTMENT for additional information about how to obtain the current annual interest rate for the Fixed Account Option.

See TYPES OF ACCOUNTS – FIXED ACCOUNT OPTION later in this prospectus for additional information.

Index Account Options

Generally. When you invest in an Index Account Option, your investment begins on the first day of the Crediting Period and generally ends on the last day of the Crediting Period. There are certain events that could end your investment before the last day of the Crediting Period, such as if you take a full withdrawal from that Index Account Option, Surrender the Policy, or annuitize the Policy, or if the death benefit becomes payable, or if you exercise Performance Lock, before the end of the Crediting Period.

At the end of the Crediting Period, we apply gain or loss to your Policy based on how the Index Account Option performed. The Index Account Option’s performance is linked to the performance of a specific market index or exchange-traded fund (the “Index”). The Index’s performance is measured by calculating the net percentage change in the value of the Index (the “Index Change”) between the first day of the Crediting Period (the “Initial Index Value”) and the last day of the Crediting Period (the “Final Index Value”).

For example, regardless of how the Index otherwise performed between the beginning and end of the Crediting Period:

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If the Initial Index Value is 1000 and the Final Index Value is 1100, the Index Change would be +10% (i.e., (1100/1000) – 1 = 10%).

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Likewise, if the Initial Index Value is 1000 and the Final Index Value is 900, the Index Change would be -10% (i.e., (900/1000) – 1 = -10%).

The amount of gain or loss applied to your investment at the end of the Crediting Period will depend on the Index Change and the Index Account Option’s upside and downside features, as described below.

Positive Index Change (Applying the Cap). When the Index Change at the end of the Crediting Period is positive, your Policy gains value. The extent to which you participate in the positive Index performance depends on the Index Account Option’s “Growth Opportunity Type.”

We currently only offer Index Account Options with “Cap” as the Growth Opportunity Type. Due to the operation of the Cap, you will participate in positive Index performance up to the Cap Rate, but no positive Index performance beyond the Cap Rate. For instance, if you select an Index Account Option with a Cap Rate of 10%, and at the end of the Crediting Period the Index Change is 5%, your Index Credit Rate (i.e., your Index rate of return) would be +5%. If the Index Change were 15%, your Index Credit Rate would be limited to +10%.

You will not participate in any Index performance beyond the Cap Rate. The Cap Rate limits the upside potential of your investment. The Cap is measured over the life of the Crediting Period, which can be more than one year. In cases where a Crediting Period is more than one year, the Cap Rate for that Crediting Period would be less if measured on an annual basis.

For additional information and examples for Cap, see AVAILABLE ALLOCATION ACCOUNTS – GROWTH OPPORTUNITY TYPE: CALCULATING GAIN USING THE CAP later in this prospectus.

Zero Index Change. When the Index Change at the end of the Crediting Period is zero, your Policy will not gain or lose value as a result of the Index performance.


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Negative Index Change (Applying the Buffer). When the Index Change at the end of the Crediting Period is negative, your Policy will lose value only to the extent that the Index Account Option’s downside protection does not protect you from loss. The downside protection provided by an Index Account Option will depend on its “Downside Protection Type.”

We currently only offer Index Account Options with Buffer as the Downside Protection Type. Due to the operation of the Buffer, your investment will incur loss for negative Index performance beyond the Buffer Rate. The Buffer Rate represents the percentage of your investment that is protected from loss. For instance, assuming a Buffer Rate of 10%, it is possible that you could lose 90% of your investment as a result of negative Index performance. A Buffer absorbs the impact of negative Index performance before the negative Index performance impacts your investment.

If the negative Index performance does not go beyond the Buffer Rate, you will not incur loss as a result of that negative Index performance. For example, if you select an Index Account Option with a Buffer and a Buffer Rate of 10%, and at the end of the Crediting Period the Index Change is -5%, your Index Credit Rate would be 0% (i.e., no loss due to negative Index performance).

If the negative Index performance goes beyond the Buffer Rate, your investment will incur loss. Your Index Credit Rate will be a percentage equal to the excess Index Change over the Buffer Rate. Under these circumstances, the Buffer would provide only partial protection from loss related to the negative Index performance. For example, if you select an Index Account Option with a Buffer and a Buffer Rate of 10%, and at the end of the Crediting Period the Index Change is -15%, your Index Credit Rate would be -5% and you would incur loss.

The Buffer provides limited downside protection. You assume the risk of loss for negative Index performance in excess of the Buffer Rate. Your losses could be significant. The Buffer is measured over the life of the Crediting Period, which can be more than one year. In cases where a Crediting Period is more than one year, the Buffer for that Crediting Period is the total Buffer for the life of the Crediting Period.

For additional information and examples of how we calculate your Index Credit Rate using Buffer, see AVAILABLE ALLOCATION ACCOUNTS – DOWNSIDE PROTECTION TYPE: CALCULATING LOSS USING THE BUFFER.

Index Account Option Value. The value of your investment in an Index Account Option at the end of a Crediting Period is your Index Account Option Value. Your Index Account Option Value is calculated by applying the “Index Credit Rate” to your “Index Base.”

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Index Credit Rate / Index Credit. The Index Credit Rate represents the percentage gain or loss that we apply to your Index Account at the end of the Crediting Period (i.e., your Index rate of return). Your gain or loss can also be expressed as a dollar amount, which we then refer to as the “Index Credit.” The Index Credit Rate and the Index Credit may be positive, negative, or zero.

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Index Base. Your Index Base generally represents your investment in the Index Account Option.

The following is an example of how we calculate your Index Account Option Value at the end of a Crediting Period: Assume you invest $10,000 in an Index Account Option. At the beginning of the Crediting Period, your Index Base is $10,000. At the end of the Crediting Period, your Index Base is still $10,000 if there were no deductions for fees or charges or withdrawals before the end of the Crediting Period. At the end of the Crediting Period, we will apply the Index Credit Rate to your Index Base to calculate your Index Account Option Value.

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Assuming an Index Credit Rate of +10%, your Index Account Option Value would equal $11,000 (i.e., $10,000 x (1 + 10%) = $11,000). The Index Credit is +$1,000.

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Assuming an Index Credit Rate of -10%, your Index Account Option Value would equal $9,000 (i.e., $10,000 x (1 + -10%) = $9,000). The Index Credit is -$1,000.

Any fees or charges deducted at the end of the Crediting Period will be deducted on a dollar for dollar basis from your Index Account Option Value after the Index Credit is applied. Continuing the examples above, if a $50 service charge were deducted from that Index Account Option on the same day that the Index Credit was applied, the Index Account Option Value would be reduced after the Index Credit to $10,950 (i.e., $11,000 - $50) or $8,950 (i.e., $9,000 - $50), respectively. See FEES AND CHARGES.

See TYPES OF ACCOUNTS – INDEX ACCOUNT OPTIONS and VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION later in this prospectus for more information.

Negative Adjustments to Index Base. On the first day of the Crediting Period, your Index Base equals the dollar amount that you allocated to that Index Account Option. Your Index Base for that Index Account Option will not change unless a fee or charge is deducted from that Index Account Option, or if you take any type of withdrawal from that Index Account Option (including an automatic withdrawal, advisory fee withdrawal, minimum required distribution, surrender charge-free withdrawal, or any other withdrawal), before the end of the Crediting Period, in which case your Index Base will be subject to a negative adjustment at that time. The negative adjustment is a proportionate reduction to your Index Base. It is derived by reducing your Index Base by the same percentage as the percentage reduction to your Interim Value due to the amount of the withdrawal or the fee or charge deducted (which is deducted from the Interim Value on a dollar for dollar basis).


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A negative adjustment to your Index Base could result in less gain (if any) or more loss at the end of a Crediting Period, perhaps significantly less gain or more loss, because the Index Credit Rate will be applied to a lower Index Base. All withdrawals taken, and fees and charges deducted, from an Index Account Option before the end of a Crediting Period will trigger a negative adjustment to your Index Base, even fees and charges that are periodically deducted from your Policy. A negative adjustment to your Index Base may be greater than the amount withdrawn or the fee or charge deducted. A negative adjustment will also result in lower Interim Values for the remainder of the Crediting Period (because the interim rate of return will be applied to a smaller Index Base). There is no way to increase your Index Base during a Crediting Period, and therefore no way to reverse or offset the negative impact of a negative adjustment to your Index Base.

See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – NEGATIVE ADJUSTMENTS TO INDEX BASE later in this prospectus for additional information, including examples. See also APPENDIX B: ADDITIONAL EXAMPLES FOR INDEX ACCOUNT OPTIONS for additional examples of negative adjustments.

Interim Values. We calculate the Interim Value of your investment in an Index Account Option each Business Day between the first and last day of the Crediting Period. The Interim Value on a given Business Day determines the amount available from that Index Account Option for withdrawals, Surrender, and the other transactions listed below. The Interim Value is calculated at the end of a Business Day.

The Interim Value for an Index Account Option will generally change each Business Day, and the change may be positive or negative compared to the last Business Day (even when the Index has increased in value). You should understand that the Interim Value for an Index Account Option on a Business Day will not impact your investment in that Index Account Option unless one of the following transactions occurs on that Business Day:

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A fee or charge is deducted from the Index Account Option;

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An amount is deducted from the Index Account Option as a result of a Surrender or withdrawal (including an automatic withdrawal, advisory fee withdrawal, minimum required distribution, surrender charge-free withdrawal, or any other withdrawal);

•

The Policy is annuitized;

•

The death benefit is paid; or

•

You exercise the Performance Lock feature (that Business Day being the Performance Lock Date).

In any of those circumstances—including the deduction of a periodic fee or charge—the transaction will be processed based on the Interim Value for that Index Account Option on that Business Day. If you have multiple ongoing Crediting Periods for Index Account Options that end at different times, the transactions listed above will be based on an Interim Value for some or all of your Index Account Options. For as long as you have multiple ongoing Crediting Periods for Index Account Options, there may be no time that any such transaction can be performed without the application of at least one Interim Value.

Interim Values for an Index Account Option generally reflect less upside potential and less downside protection than would otherwise apply at the end of the Crediting Period. As such, when a transaction is processed based on an Interim Value, the Interim Value could reflect less gain or more loss (perhaps significantly less gain or more loss) than would be applied at the end of the Crediting Period. This means that there could be significantly less money available under your Policy for fees and charges, withdrawals, a Surrender, annuitization, and the death benefit. The application of an Interim Value may result in a loss to an Owner even if the reference Index at the time of withdrawal or Surrender or other transaction listed above is higher than at the beginning of the Crediting Period. If you use the Performance Lock feature to lock-in an Interim Value (less any Remaining Credit Advantage Fees and any other applicable charges) that is lower than the amount you invested in that Index Account Option on the Crediting Period start date, you may be locking-in a loss.

If a premium payment allocated to an Index Account Option is still within its six-year surrender charge period, then in addition to applicable surrender charges, the Interim Value of your investment will include an adjustment that could reduce or increase your Interim Value depending on market conditions. In decreasing fixed income yield environments, this adjustment will serve to reduce the Interim Value. In increasing fixed income yield environments, this adjustment will serve to increase the Interim Value. The impact of the adjustment on Interim Value is at its greatest on the first day of the surrender charge period and lessens as the remaining number of days in the surrender charge period decreases. There is no adjustment if a premium payment allocated to an Index Account Option is outside of the six-year surrender charge period. Please note that a six-year surrender charge period applies to each premium payment, including the initial premium payment and any additional premium payment.

For additional information about how Interim Values are calculated, including our Interim Value formula and examples, see VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – INTERIM VALUES. See also APPENDIX A: INTERIM VALUE CALCULATIONS AND EXAMPLES for detailed explanations and additional examples of Interim Value calculations.


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Index Substitutions. During a Crediting Period, if a market index serving as an Index is discontinued or if the calculation of the index is substantially changed by the index provider, or if Index Values should become unavailable for any reason, or if an exchange-traded fund (ETF) that is serving as an Index is liquidated or otherwise no longer exists or if its investment objectives, strategies, or risks substantially change, we may substitute the Index with a new Index, once we obtain all necessary regulatory approvals. We will notify you of any such substitution in writing. We will seek to notify you at least 30 days prior to substituting an Index for any Index Account Option in which you are invested. However, in the event that it is necessary to substitute on less than 30 days’ notice due to circumstances outside of our control, we will provide notice of the substitution as soon as practicable. If we substitute an Index, we will select a new Index that we determine in our judgment is comparable to the old Index.

See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – INDEX SUBSTITUTIONS for additional information, including information about how we calculate the Index Change after a substitution and examples.

Performance Lock. On any Business Day between the first and last day of the Crediting Period for an Index Account Option, you may exercise the Performance Lock feature. You may exercise Performance Lock for one, some, or all of your Index Account Options. If you have multiple ongoing Crediting Periods for the same Index Account Option, you may exercise Performance Lock for one, some, or all of them. You may decide not to exercise Performance Lock at all.

If you exercise Performance Lock for an Index Account Option, your Interim Value for that Index Account Option (less any Remaining Credit Advantage Fees and any other applicable charges) on the Performance Lock Date is “locked-in” and transferred to the Performance Lock Account. You may “manually” exercise Performance Lock by contacting us on any Business Day before the end of the Crediting Period. You may also exercise Performance Lock “automatically” based on a target gain that you provide us in advance.

After you exercise Performance Lock, until the next Allocation Anniversary, the amount held in the Performance Lock Account will be credited compound interest daily based on the annual interest rate in effect on that day, and will be reduced on a dollar for dollar basis for any fees, charges, or withdrawals deducted from the Performance Lock Account. We may change the current annual interest rate at any time at our discretion, subject to a guaranteed minimum effective annual interest rate of 0.25%.

On the next Allocation Anniversary, you may transfer the amount held in the Performance Lock Account to any Allocation Account that is available for investment. You could also withdraw such amount or annuitize the Policy, but it cannot remain in the Performance Lock Account. We must receive your instructions at least one Business Day before the next Allocation Anniversary. In the absence of instructions, the amount held in the Performance Lock Account will be automatically reinvested in the same Index Account Option for which your exercised Performance Lock. If that Index Account Option is no longer available for investment, such amount will be transferred to the Default Option. Currently, the Default Option is the Fixed Account Option.

If you exercise Performance Lock, you will be locking-in an Interim Value (and that Interim Value will be reduced dollar for dollar by any Remaining Credit Advantage Fees and any other applicable charges). If you lock-in an amount that is lower than the amount you invested in that Index Account Option on the Crediting Period start date, you may be locking-in a loss. Amounts held in the Performance Lock Account will not participate in any Index performance (positive or negative). No Index Credit will be applied at the end of the Crediting Period of the Index Account Option for which you exercised Performance Lock. Depending on when you exercised Performance Lock, your investment might not participate in Index performance for up to one year.

See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – PERFORMANCE LOCK for additional information about this feature, including examples.

AVAILABLE ALLOCATION ACCOUNTS

Summary of Available Allocation Accounts. Summarized below are the Allocation Accounts that are currently available for investment. For a complete listing of Allocation Accounts that are currently available for investment, see AVAILABLE ALLOCATION ACCOUNTS later in this prospectus.

•

Fixed Account Option. We are offering one Fixed Account Option. It has a 1-year Crediting Period and a guaranteed minimum effective annual interest rate of 0.25%.

•

Basic Index Account Options. We are offering 20 “Basic Index Account Options.” Each Basic Index Account Option has the following design elements:

•

An Index, either the S&P 500^® Index, Fidelity World Factor Leaders Index^SM 0.5% AR, iShares^® Russell 2000 ETF, or iShares^® U.S. Technology ETF.


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•

A Crediting Period, either 1 year, 2 years, or 6 years.

•

Buffer as its Downside Protection Type, with a Buffer Rate of either 10%, 15%, or 20%.

•

Cap as its Growth Opportunity Type, with a guaranteed minimum Cap Rate to which we are subject when we declare new Cap Rates for new Crediting Periods.

•

Enhanced Index Account Options (Best Entry). We are offering two “Enhanced Index Account Options,” both of which are “Best Entry” options. You will pay an additional charge if you select a Best Entry option for investment, as discussed further below. Each Best Entry option has the following design elements:

•

An Index, either the S&P 500^® Index or Fidelity World Factor Leaders Index^SM 0.5% AR.

•

A Crediting Period of 6 years.

•

A Buffer as its Downside Protection Type, with a Buffer Rate of 10%.

•

A Cap as its Growth Opportunity Type, with a guaranteed minimum Cap Rate to which we are subject when we declare new Cap Rates for new Crediting Periods.

Four additional design elements related to Best Entry’s Initial Index Value reset feature, as discussed under “Explanation of Best Entry” below.

The Cap for certain Basic Index Account Options and for each Enhanced Index Account Option is designated as “Credit Advantage.” You will pay an additional annualized fee of 1.25% if you select an Index Account Option with a Credit Advantage Cap for investment. In exchange for the additional fee, the Cap will provide more upside potential, based on the Cap Rates we declare, than would be provided if the Cap were not designated as “Credit Advantage.” There is no guarantee that the increased upside potential of a Credit Advantage Cap will result in gains at least equal to the additional fee or any gains at all. The additional fee will increase any losses or decrease any gains.

The availability of Allocation Accounts may vary by financial intermediary. You may obtain information about the Allocation Accounts that are available through your financial intermediary by contacting your financial professional or our Administrative Office.

Selecting Allocation Accounts For Investment. When you are purchasing the Policy, coming to the end of a Crediting Period, making an additional premium payment, or coming to the next Allocation Anniversary after you exercise Performance Lock for an Index Account Option, you will have an opportunity to select from among the available Allocation Accounts for investment.

A complete listing of Allocation Accounts that are currently available for investment can be found in tables under AVAILABLE ALLOCATION ACCOUNTS later in this prospectus. Those tables do not include the current annual interest rate for the Fixed Account Option or the current Cap Rates for the Index Account Options’ Caps (together, “current upside rates”) because we may declare new current upside rates for new Crediting Periods, subject to the guaranteed limits set forth in those tables. The current upside rates determine the Allocation Accounts’ potential for gain. Therefore, it is important that you obtain and carefully review the current upside rates when selecting your Allocation Accounts.

See SELECTING ALLOCATION ACCOUNTS FOR INVESTMENT later in this prospectus for detailed information about how to obtain current upside rates and what to expect when selecting your Allocation Accounts.

Summary Explanation of Best Entry. When you invest in any Index Account Option, we measure your Index rate of return based on your Initial Index Value. If there is a market downturn after your Crediting Period starts, your gains could be less and your losses could be greater at the end of the Crediting Period. Best Entry, on a limited basis, can help reduce this risk through its Initial Index Value reset feature, as described further below.

Each Best Entry option has a Cap and Buffer. We will calculate your Index Change for a Best Entry option the same way as a Basic Index Account Option. We will apply the Cap if the Index Change is positive or zero, or Buffer if the Index Change is negative. There is only one difference between Best Entry and a Basic Index Account Option:

•

Under a Basic Index Account Option, the Initial Index Value is always the Index Value on the Crediting Period start date.

•

Best Entry’s Initial Index Value reset feature is based on the following four design elements: (i) a monthly Observation Frequency; (ii) six Observation Days; (iii) a Best Entry Reset Threshold of -5%; and (iv) a Best Entry Reset Maximum of -20%. How the Initial Index Value reset feature works:

•

The Index Value on the first day of the Crediting Period is the starting Initial Index Value.


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•

The Initial Index Value may reset only on an “Observation Day.” There are only six Observation Days and therefore only six calendar days on which the Initial Index Value is eligible to reset.

•

Each Observation Day will correspond to the same calendar day on which the Crediting Period began and is determined based on the monthly Observation Frequency. This means there is one month (i) between the Crediting Period start date and the first Observation Day and (ii) between Observation Days. Observation Days will begin with the month immediately following the Crediting Period start date. For example: if the Crediting Period start date is January 1, 2022, the six Observation Days would be February 1, March 1, April 1, May 1, June 1, and July 1, 2022.

•

On an Observation Day, the Initial Index Value will automatically reset if both:

(i)

The value of the Index has decreased by the “Best Entry Reset Threshold” (which is expressed as -5%) compared to the Index Value on the first day of the Crediting Period; and

(ii)

The Index Value on that Observation Day is lower than the current Initial Index Value (taking into account any prior reset that has occurred since the beginning of the Crediting Period).

For example, assume the Crediting Period start date is January 1. Also assume the Initial Index Value on January 1 is 1000. On February 1 (the first Observation Day), if the Index Value is 950 or lower (which represents a 5% decrease from the Index Value on the first day of the Crediting Period, i.e., 1000 – (1000 x 0.05) = 950), the Initial Index Value will automatically reset to the Index Value on February 1, subject to the “Best Entry Reset Minimum Value” discussed below. However, if the Index Value on February 1 is higher than 950, the Initial Index Value would remain at 1000. Continuing this example, assuming the Initial Index Value reset to 950 on February 1, if the Index Value on March 1 (the second Observation Day) is lower than 950, the Initial Index Value would automatically reset to the Index Value on March 1, subject to the Best Entry Reset Minimum Value. If the Index Value on March 1 is 950 or higher, the Initial Index Value would remain at 950. The same analysis would be performed on each of the remaining four Observation Days (April 1, May 1, June 1, and July 1).

•

In no event will the Initial Index Value be reset to a higher Index Value.

•

In no event will the Initial Index Value reset below a certain Index Value called the “Best Entry Reset Minimum Value.” The Best Entry Reset Minimum Value is derived by multiplying the Index Value on the Crediting Period start date by the “Best Entry Reset Maximum,” which is equal to -20%. No future resets are allowed if the Initial Index Value has been reset to the Best Entry Reset Minimum Value.

For example, assume the Crediting Period start date is January 1. Also assume the Index Value on January 1 is 1000 and the Best Entry Reset Maximum is -20%. The Best Entry Reset Minimum Value would be 800 (i.e., 1000 x (1 + -10%) = 800). The Initial Index Value could never reset below 800. On February 1 (the first Observation Day), assume the Index Value is 750. The Initial Index Value would reset from 1000 to 800, not from 1000 to 750. The Initial Index Value would then remain at 800 for the remainder of the Crediting Period. On the remaining five Observation Days (March 1, April 1, May 1, June 1, and July 1), there would be no reset, even if the Index Value is lower than 800.

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The Initial Index Value, as reset, if applicable, will be used to calculate the Index Change at the end of the Crediting Period.

For example, assume the Index Value on the Crediting Period start date is 1000. Also assume the Initial Index Value reset from 1000 to 945 on an Observation Day and there were no other resets. Based on these assumptions, the Initial Index Value at the end of the Crediting Period would be 945. Accordingly, when calculating the Index Change at the end of the Crediting Period, we would use the reset Initial Index Value of 945 rather than the original Initial Index Value of 1000.

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Assuming a Final Index Value of 1100, the Index Change would be +16.4% (i.e., (1100/945) – 1 = +16.4%). If the original Initial Index Value of 1000 had applied instead, the Index Change would have been only +10% (i.e., (1100/1000) – 1 = +10%). Please note that the reset increases gains in this example only if the Cap Rate is higher than 10%. If the Cap Rate is 10% or lower, the Index Credit Rate would be the same regardless of the reset due to the upside limitations of the Cap.

•

Assuming a Final Index Value of 825, the Index Change would be -12.69% (i.e., (825/945) – 1 = -12.69%). If the original Initial Index Value of 1000 had applied instead, the Index Change would have been -17.5% (i.e., (825/1000) – 1 = -17.5%). In this example, the reset decreases losses because the Index Change using the original Index Value (-17.5%) exceeds the Buffer Rate of 10% to a greater extent than the Index Change using the reset Initial Index Value (-12.69%). Hypothetically, if the Index Change using the original Initial Index Value was instead -10% and the Index Change using the reset Initial Index Value was instead -5%, the reset would have no impact on your Index rate of return, because the Index Change in either case would not exceed the Buffer Rate of 10%.

Each Best Entry option is subject to a Credit Advantage Fee. As a result, you will pay an additional annualized fee of 1.25% if you select a Best Entry option for investment. The additional fee will increase any losses or decrease any gains. While Best Entry may help you increase your gains or decrease your losses, it is subject to the same risks associated with Cap and Buffer. You will not participate in any positive Index performance above the Cap Rate, and the Buffer provides only limited downside protection. Your losses could be significant.


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In addition, on any calendar day that is not an Observation Day, which represent the overwhelming number of days in a Best Entry option Crediting Period, the Initial Index Value will not be eligible for reset, regardless of how badly the Index performs.

For additional information and examples of Best Entry, see AVAILABLE ALLOCATION ACCOUNTS – ENHANCED INDEX ACCOUNT OPTIONS – Best Entry.

PRODUCT RISK FACTORS

RISK OF LOSS

An investment in this Policy is subject to the risk of loss. You may lose money, including your principal investment and previously credited earnings. Your losses may be significant.

ALLOCATION ACCOUNT AVAILABILITY RISK

We reserve the right to add and remove Allocation Accounts as available investment options. Allocation Accounts will only be added or removed through an amendment to this prospectus. We also reserve the right to make different Allocation Accounts available for investment in connection with only new premium payments (i.e., initial or additional premium payments) as opposed to at the end of a Crediting Period. There is no guarantee that an Allocation Account that you select for investment will always be available to you in the future or available with the same current upside rates.

Our only guarantee regarding the availability of Allocation Accounts is that we will always offer at least the following Basic Index Account Option for investment: S&P 500^® Index, 1-Year Crediting Period, Buffer (Buffer Rate: 10%), Cap (Cap Rate: No lower than 1.50%), and no Credit Advantage Fee. Please note the Index for that Index Account Option remains subject to our right of substitution. See INDEX SUBSTITUION RISK below.

If we remove an Allocation Account, it will be closed such that no new premiums, reinvestments, or transfers will be allowed into that Allocation Account. If you are currently invested in an Allocation Account and it is removed, you may remain in that Allocation Account until the end of the Crediting Period.

If you are not comfortable with the risk that we may not offer Allocation Accounts in the future that are attractive to you based on your personal preferences, risk tolerances, or time horizon, or with the risk that we may offer only a single Index Account Option in the future, this Policy is not appropriate for you. You may Surrender your Policy (i.e., take a full withdrawal) if there are no Allocations Accounts that you wish to select, but the Surrender may be subject to surrender charges, will be based on an Interim Value if taken before the end of a Crediting Period for an Index Account Option, may be subject to taxes (including a 10% federal penalty tax if taken before age 59¹⁄₂), and your Policy will terminate.

LIQUIDITY RISK

We designed the Policy to be a long-term investment. If you are not a long-term investor, this Policy may not be appropriate for you.

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Transfer Limitations. The Policy restricts transfers between investment options, which will limit your ability to reallocate your Policy Value in response to changes in market conditions or your personal circumstances. You may transfer Policy Value invested in an Allocation Account only at the end of that Allocation Account’s Crediting Period (or on the next Allocation Anniversary, if you exercised Performance Lock).

•

Withdrawal and Surrender Consequences. You may take a withdrawal or a Surrender at any time during the accumulation phase; however, there may be significant risks and negative consequences associated with any such withdrawal or Surrender, including potential surrender charges, taxes and tax penalties, and negative impacts to the value of your investment. See WITHDRAWAL AND SURRENDER RISK.

•

Interim Values. There may be long periods of time when you cannot perform a transaction under the Policy that is not based on one or more Interim Values. For as long as you have multiple ongoing Crediting Periods for Index Account Options, there may be no time that any such transaction can be performed without the application of at least one Interim Value. See INTERIM VALUE RISK.

•

Taxes. Income taxes and certain tax restrictions may apply to any withdrawal or Surrender. If taken before age 59¹⁄₂, a withdrawal or Surrender may also be subject to a 10% federal penalty tax.

•

Delays in Payment. We generally make payment of any amount due from the Policy within seven days from the date we receive in good order all required information. When permitted by law, however, we may defer payment of any withdrawal or Surrender proceeds for up to six months from the date we receive your request.


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INDEX PERFORMANCE RISK

The following risks related to Index performance apply when you invest in an Index Account Option.

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Negative Index Performance Could Result in Loss. The performance of any Index may fluctuate, sometimes rapidly and unpredictably. Both short-term and sustained negative Index performance, over one or multiple Crediting Periods, may cause you to lose principal or previous earnings. The historical performance of an Index does not guarantee future results. It is impossible to predict whether an Index will perform positively or negatively over the course of a Crediting Period or multiple Crediting Periods.

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Exposure to Investment Risks. When you invest in an Index Account Option, you are indirectly exposed to the investment risks associated with the linked Index. When the Index is a market index, you are indirectly exposed to the investment risks that could cause the stocks or other assets that make-up the Index to decrease in value. When the Index is an ETF, you are indirectly exposed to the investment risks associated with the ETF’s investment objective and strategies, as well as its market trading risks, all of which could cause the market price for the ETF’s shares to decrease in value. The Indexes are subject to a variety of investment risks, many of which are complicated and interrelated and all of which may adversely affect the performance of the Index. If you invest in an Index Account Option with an Index that exposes you to higher investment risks, your risk of loss may be higher depending on the Index Account Option’s downside protection.

The specific investment risks associated with the market indexes and ETFs serving as Indexes are discussed under “Investment Risks for the Market Indexes” and “Investments Risks for the Exchange Traded Funds (ETFs)” respectively below.

•

Point-to-Point Index Change Calculations. We calculate Index Changes by comparing the value of the Index between two specific points in time, which means the performance of the Index may be negative or flat even if the Index performed positively for certain time periods between those two specific points in time. This is true even for Index Account Options with Crediting Periods that are multiple years in length.

•

Dividends Excluded From Index Values. Index Values do not include income from any dividends or other distributions paid by a market index’s component companies or by an ETF. The exclusion of dividends and other distributions from Index Values negatively impacts an Index’s performance.

•

No Rights in the Index. When the Index is a market index, you are not investing in the Index (which is impossible) and you have no rights with respect to the index, the index provider, or any aspect of the index or any companies whose securities comprise the index. When the Index is an ETF, you are not a shareholder in the ETF and you have no voting, dividend, liquidation, or other rights that belong to shareholders in the ETF.

•

COVID-19 Pandemic. The COVID-19 pandemic has at times led to significant volatility and negative returns in the financial markets. If these market conditions continue or reoccur, they could negatively impact the performance of the Indexes in the future. The duration of the COVID-19 pandemic, and the future impact that the pandemic may have on the financial markets and global economy, cannot be foreseen.

•

Ukraine-Russia Conflict Risk. The military invasion of Ukraine initiated by Russia in February 2022 and the resulting response by the United States and other countries have led to economic disruptions, as well as increased volatility and uncertainty in the financial markets. It is not possible to predict the ultimate duration and scope of the conflict, or the future impact on U.S. and global economies and financial markets. The performance of the Indexes may be adversely affected. This risk could be higher for the Fidelity World Factor Leaders Index^SM 0.5% AR, which has exposure to European or Russian markets.

Investment Risks for the Market Indexes

The following Indexes are market indexes: S&P 500^® Index and Fidelity World Factor Leaders Index^SM 0.5% AR. Each market index that may serve as an Index is subject to the following risks:

•

Market Risk. Each market index could decrease in value over short periods due to short-term market movements and over longer periods during more prolonged market downturns. Negative fluctuations in the value of a market index may be significant and unpredictable.

•

Equity Risk. Each market index is comprised of equity securities. Equity securities are subject to changes in value, and their values may be more volatile than those of other asset classes. Equity securities may underperform in comparison to the general financial markets, a particular financial market, or other asset classes.

•

Issuer Risk. The performance of each market index depends on the performance of individual securities that make-up the index. Changes in the financial condition or credit rating of an issuer of those securities may cause the value of the securities to decline.

•

Large-Cap Risk. Large-capitalization companies may be less able than smaller capitalization companies to adapt to changing market conditions. Large-capitalization companies may be more mature and subject to more limited growth potential compared with smaller capitalization companies. During different market cycles, the performance of large-capitalization companies has trailed the overall performance of the broader securities markets.


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Additional Investment Risks Related to the Fidelity World Factor Leaders Index^SM 0.5% AR. In addition to the risks identified above that apply to each of the market indexes that may serve as an Index, the Fidelity World Factor Leaders Index^SM0.5% AR is associated with additional investment risks, such as the following:

•

Performance Drag Risk. The daily performance of this Index is reduced by 0.5% annually. Without this adjustment to the return, the performance of this Index over any one year period would be approximately 0.5% higher. While this performance adjustment is not a charge under the Policy, it reduces the performance of this Index and therefore may negatively impact the performance of your Policy if you select an Index Account Option that is linked to this Index.

•

Smaller-Cap Risk. Compared to large-capitalization companies, mid- and small-capitalization companies may be less stable and more susceptible to adverse developments. In addition, the securities of mid- and small-capitalization companies may be more volatile and less liquid than those of large-capitalization companies. These risks are generally greater for small-capitalization companies.

•

Foreign Securities Risk. Investments in the securities of non-U.S. issuers are subject to the risks associated with investing in those non-U.S. markets, such as heightened risks of inflation or nationalization. Investments in non-U.S. companies may lose money due to political, economic, and geographic events affecting issuers of non-U.S. securities or non-U.S. markets. In addition, non-U.S. securities markets may trade a small number of securities and may be unable to respond effectively to changes in trading volume, potentially making prompt liquidation of holdings difficult or impossible at times.

•

Currency Risk. The value of the Index could decline if the currency of a non-U.S. market depreciates against the U.S. dollar. Currency exchange rates can be very volatile and can change quickly and unpredictably.

•

Factor-Based Methodology Risk. The Index is designed to offer exposure to companies that are deemed to have certain characteristics (or factors), including: attractive valuations, high quality profiles, lower volatility than the broader market, and positive momentum signals. Also, the non-U.S. component of the Index is designed to offer exposure to non-U.S. companies with low correlation to the U.S. equity market. There is no guarantee that a factor-based selection methodology will enhance performance or reduce risk.

•

New/Exclusive Index Risk. The Index is exclusively licensed to Transamerica for use with this Policy. If the exclusive licensing agreement is not renewed, the Index may become available through other investment vehicles or may be discontinued. The Index does not have a performance history that pre-dates the offering of this Policy, and there may be less public information about this Index compared other market indexes like the S&P 500^® Index. Inquiries regarding this Index, including requests for daily Index Values, should be directed to our Administrative Office.

Investments Risks for the Exchange Traded Funds (ETFs)

The following Indexes are ETFs: iShares^® Russell 2000 ETF and iShares^® U.S. Technology ETF. Each ETF that may serve as an Index is subject to the following risks:

•

Market Risk. Each ETF could lose money over short periods due to short-term market movements and over longer periods during more prolonged market downturns. Negative fluctuations in the value of an ETF may be significant and unpredictable.

•

Equity Risk. Each ETF primarily invests in equity securities. Equity securities are subject to changes in value, and their values may be more volatile than those of other asset classes. Equity securities may underperform in comparison to the general financial markets, a particular financial market, or other asset classes.

•

Issuer Risk. The performance of each ETF depends on the performance of individual securities in which the ETF invests. Changes in the financial condition or credit rating of an issuer of those securities may cause the value of the securities to decline.

•

Fees and Expenses. Each ETF is subject to fees and expenses, including management fees and transaction costs, that reduce the performance of the ETF.

•

Tracking Error Risk. Each ETF seeks to track the investment results of a specific market index. There is no guarantee that an ETF’s investment results will have a high degree of correlation to the index it seeks to track or that an ETF will achieve its investment objective. Each ETF may be subject to tracking error, which is the divergence of an ETF’s performance from that of the index it seeks to track. This risk may be heightened during times of increased market volatility or other unusual market conditions. Among other reasons, tracking error may result because an ETF incurs fees and expenses while the index does not.

•

Market Trading Risk. Each ETF faces numerous market trading risks, including the potential lack of an active market for fund shares, losses from trading in secondary markets, periods of high volatility, and disruptions in the creation/redemption process. Any of these factors, among others, may lead to an ETF’s shares trading at a premium or discount to net asset value.


Transamerica Structured Index Advantage^SM Annuity		18

Additional Investment Risks Related to the iShares^® Russell 2000 ETF. In addition to the risks identified above that apply to each of the ETFs that may serve as an Index, this ETF is subject to additional investment risks, such as the following:

•

Small-Cap Risk. Compared to mid- and large-capitalization companies, small-capitalization companies may be less stable and more susceptible to adverse developments. In addition, the securities of small-capitalization companies may be more volatile and less liquid than those of mid- and large-capitalization companies.

Additional Investment Risks Related to the iShares^® U.S. Technology ETF. In addition to the risks identified above that apply to each of the ETFs that may serve as an Index, this ETF is subject to additional investment risks, such as the following:

•

Technology Company Risk. Technology companies may have limited product lines, markets, financial resources, or personnel. Technology companies typically face intense competition and potentially rapid product obsolescence. They are also heavily dependent on intellectual property rights and may be adversely affected by the loss or impairment of those rights. Companies in the technology sector are facing increased government and regulatory scrutiny and may be subject to adverse government or regulatory action.

•

Mid-Cap Risk. Compared to large-capitalization companies, mid-capitalization companies may be less stable and more susceptible to adverse developments. In addition, the securities of mid-capitalization companies may be more volatile and less liquid than those of large-capitalization companies.

WITHDRAWAL AND SURRENDER RISK

You should fully understand the risks associated with any withdrawal or Surrender before you purchase the Policy and before you decide to take a withdrawal or Surrender. You should consult with your financial and tax professionals before you purchase the Policy or take a withdrawal or Surrender.

•

A Surrender will terminate the Policy and all its benefits, including the death benefit. See ACCESS TO YOUR MONEY.

•

Charges may be deducted when you take a withdrawal or Surrender, including surrender charges. These charges may be significant. See FEES AND CHARGES.

•

Any type of withdrawal or a Surrender taken before the end of a Crediting Period for an Index Account Option will be processed based on an Interim Value for that Index Account Option, which may reflect less gain or more loss (perhaps significantly less gain or more loss) than would be applied at the end of the Crediting Period. There could be significantly less money available to you for a withdrawal or Surrender that is processed based on an Interim Value. The application of an Interim Value may result in a loss to an Owner even if the reference Index at the time of withdrawal or Surrender is higher than at the beginning of the Crediting Period. See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – INTERIM VALUES.

•

Any type of withdrawal taken before the end of a Crediting Period for an Index Account Option will result in a negative adjustment to your Index Base for that Index Account Option, which may reduce your gains or contribute to losses at the end of the Crediting Period and will reduce Interim Values for the remainder of the Crediting Period. A negative adjustment to your Index Base may be greater than the amount withdrawn.

See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – NEGATIVE ADJUSTMENTS TO INDEX BASE.

•

Income taxes, federal tax penalties, and certain tax restrictions may apply to a withdrawal or Surrender. A withdrawal or Surrender may be taxable, and if taken before age 59¹⁄₂, may be subject to a 10% federal penalty tax. See TAX INFORMATION – Taxation of Surrenders and Withdrawals.

•

Any withdrawal you take will reduce the Policy Value (because you are taking money out of your Policy) and the amount of the death benefit, including the guaranteed minimum death benefit (perhaps significantly) if the GMDB rider has been elected. The guaranteed minimum death benefit will be reduced in the same proportion that a gross withdrawal reduces your Policy Value, and this reduction may be more than the dollar amount withdrawn. See POLICY VALUE AND CASH VALUE and DEATH BENEFIT.

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Transamerica Structured Index Advantage^SM Annuity		19

For tax-qualified Policies issued as an IRA or in connection with certain tax-qualified retirement plans, there is no maximum limit on advisory fee withdrawals. For non-qualified Policies, advisory fee withdrawals are subject to a maximum limit of 1.5% of the Policy’s cash value (determined without regard to any surrender charges) each Policy Year. We will not permit advisory fee withdrawals to be taken in excess of the maximum limit. If you attempt to take advisory fee withdrawals in excess of the maximum limit, we will notify you.

We will not report advisory fee withdrawals as taxable distributions to the IRS; therefore, they may not be subject to federal income tax. However, regardless of how Transamerica treats advisory fee withdrawals for tax reporting purposes, federal and/or state taxing authorities could determine that advisory fee withdrawals should be treated as taxable withdrawals from your Policy, in which case the amount of the advisory fees deducted from your Policy could be subject to income tax, and a 10% federal penalty tax could apply if the advisory fee withdrawal was taken before you attained age 59½. You should consult with a tax professional. See ACCESS TO YOUR MONEY – ADVISORY FEE WITHDRAWALS and TAX INFORMATION – Special Rules for Advisory Fee Payments.

•

BUFFER RISK

Buffers do not provide complete protection from loss related to negative Index performance. You assume the risk that you will incur losses to the extent that an Index Account Option’s Buffer does not protect you from negative Index performance.

The following table shows the maximum potential loss due to negative Index performance at the end of a Crediting Period for each Buffer Rate that we currently offer. Please note the maximum loss at the end of a Crediting Period could be greater due to fees and charges.


Buffer Rate		Maximum Potential Loss Due to Negative Index Performance at End of Crediting Period (before fees and charges)
10%		90%
15%		85%
20%		80%

The limits on loss are for the duration of a single Crediting Period. If you invest in the same Index Account Option for multiple Crediting Periods, losses over multiple Crediting Periods may be larger than the stated limit for a single Crediting Period.

The maximum potential loss due to the application of an Interim Value is greater than the maximum potential loss at the end of a Crediting Period. In extreme circumstances, it is possible to lose 100% of your investment in any Index Account Option due to the application of an Interim Value (i.e., a complete loss of your principal and any prior earnings).

In general, depending on applicable rates, an Index Account Option with relatively more downside protection based on its Buffer Rate is likely to have relatively less upside potential based on its Cap Rate. Conversely, depending on applicable rates, an Index Account Option with relatively less downside protection based on its Buffer Rate is likely to have more upside potential based on its Cap Rate.

For any new Index Account Option that we offer in the future, we will set the rate(s) for its Downside Protection Type in our discretion.

CAP RISK

When you invest in an Index Account Option, the upside potential of your investment is generally limited by a Cap. A Cap may limit the upside potential of your investment by limiting your participation in positive Index performance, in which case the Index Credit Rate used to calculate gains will be lower than the Index Change.

In general, depending on applicable rates, an Index Account Option with relatively more upside potential based on its Cap Rate is likely to have relatively less downside protection based on its Buffer Rate. Conversely, depending on applicable rates, an Index Account Option with relatively less upside potential based on its Cap Rate is likely to have more downside protection based on its Buffer Rate.

We may declare new Cap Rates for the available Index Account Options for new Crediting Periods. We set these rates in our discretion, within any guaranteed limits to which we are subject as described in this prospectus. You bear the risk that the rate(s) we declare for a new Crediting Period will not be any more or less favorable to you than any guaranteed limits to which we are subject.


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INTERIM VALUE RISK

On each Business Day between the first and last day of a Crediting Period for an Index Account Option, the value of your investment in that Index Account Option is represented by the Interim Value. The Interim Value on a given Business Day determines the amount available from that Index Account Option for withdrawals, Surrender, annuitization, the death benefit, Performance Lock and to pay fees and charges.

•

A fee or charge is deducted from the Index Account Option;

•

An amount is deducted from the Index Account Option as a result of a Surrender or withdrawal (including an automatic withdrawal, advisory fee withdrawal, minimum required distribution, surrender charge-free withdrawal, or any other withdrawal);

•

The Policy is annuitized;

•

The death benefit is paid; or

•

You exercise the Performance Lock feature (that Business Day being the Performance Lock Date).

Interim Values for an Index Account Option generally reflect less upside potential and less downside protection than would otherwise apply at the end of the Crediting Period. As such, when a transaction is processed based on an Interim Value, the Interim Value could reflect less gain or more loss (perhaps significantly less gain or more loss) than would be applied at the end of the Crediting Period. This means that there could be significantly less money available under your Policy for fees and charges, withdrawals, a Surrender, annuitization, and the death benefit. In extreme circumstances, it is possible to lose 100% of your investment in any Index Account Option due to the application of an Interim Value (i.e., a complete loss of your principal and any prior earnings).

We calculate Interim Values by using a formula that looks to changes in the values of certain financial instruments, including derivative instruments referencing the Index (Option Value) and fixed income instruments (Bond Reference Portfolio Yield). This formula is designed to produce an estimated fair value for your investment in the Index Account Option on that Business Day. In general, the lower the Option Value and/or Bond Reference Portfolio Yield, the lower the Interim Value. Interim Values are not tied directly to the Index. The application of an Interim Value may result in a loss to an Owner even if the reference Index at the time of withdrawal or Surrender or other transaction listed above is higher than at the beginning of the Crediting Period.

If a premium payment allocated to an Index Account Option is still within its six-year surrender charge period, then in addition to applicable surrender charges, the Interim Value formula described above includes an adjustment to the impact of fixed income markets on the Interim Value of your investment. In decreasing yield environments, this adjustment will serve to reduce the Interim Value. The impact of the adjustment on Interim Value is at its greatest on the first day of the surrender charge period. Please note that a six-year surrender charge period applies to each premium payment, including the initial premium payment and any additional premium payment.

If you select an Index Account Option subject to a Credit Advantage Fee, your Interim Values will also reflect a dollar for dollar reduction equal to Accrued Credit Advantage Fees. The daily accrual of Accrued Credit Advantage Fees does not impact your Index Base. However, Accrued Credit Advantage Fees will reduce Interim Value and, in turn, the amount available in the Index Account for withdrawals, Surrender, annuitization, and the death benefit and to pay fees and charges.

See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – INTERIM VALUES and APPENDIX A: INTERIM VALUE CALCULATIONS AND EXAMPLES.

NEGATIVE ADJUSTMENT TO INDEX BASE RISK


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end of the Crediting Period, in which case your Index Base will be subject to a negative adjustment at that time. The negative adjustment is a proportionate reduction to your Index Base. It is derived by reducing your Index Base by the same percentage as the percentage reduction to your Interim Value due to the amount of the withdrawal or the fee or charge deducted (which is deducted from the Interim Value on a dollar for dollar basis).

Once your Index Base for an Index Account Option has been negatively adjusted, there is no way to increase your Index Base for the remainder of the Crediting Period, and therefore no way to reverse or offset the negative impact of a negative adjustment to your Index Base.

Negative adjustments will have long-term, adverse impacts on your Policy. By reducing the potential gains under your Policy, and potentially resulting in more loss under your Policy, negative adjustments will ultimately reduce the amount available for withdrawal or Surrender throughout the accumulation phase, the amount payable as a death benefit during the accumulation phase, and the amount paid out during the income phase after annuitization.

See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – NEGATIVE ADJUSTMENTS TO INDEX BASE and APPENDIX B: ADDITIONAL EXAMPLES FOR INDEX ACCOUNT OPTIONS.

PERFORMANCE LOCK RISK

On any Business Day between the first and last day of the Crediting Period for an Index Account Option, you may exercise the Performance Lock feature. If you exercise Performance Lock, your Interim Value for that Index Account Option (less any Remaining Credit Advantage Fees and any other applicable charges) on the Performance Lock Date is “locked-in” and transferred to the Performance Lock Account, where it will remain until the next Allocation Anniversary unless earlier withdrawn or annuitized. The amount held in the Performance Lock Account will be credited compound interest daily based on the annual interest rate in effect on that day, and will be reduced on a dollar for dollar basis for any fees, charges, or withdrawals deducted from the Performance Lock Account.

The Performance Lock feature is subject to the following risks:

•

If you lock-in an Interim Value (less any Remaining Credit Advantage Fees and any other applicable charges) that is lower than the amount you invested in that Index Account Option on the Crediting Period start date, you may be locking-in a loss. It is possible that you would have realized less loss or no loss if you exercised the Performance Lock feature at a different time or not at all.

•

Amounts held in the Performance Lock Account will not participate in any Index performance (positive or negative). No Index Credit will be applied at the end of the Crediting Period of the Index Account Option for which you exercised Performance Lock. The sooner after the Crediting Period start date or an Allocation Anniversary that you exercise Performance Lock, the longer you will forego participating in Index performance. Your investment will remain in the Performance Lock Account until the next Allocation Anniversary unless earlier withdrawn or annuitized. Depending on when you exercise Performance Lock, your investment might not participate in Index performance for up to one year.

•

If you exercise Performance Lock manually, we will lock-in the next calculated Interim Value (less any Remaining Credit Advantage Fees and any other applicable charges) after we receive your request in good order. You won’t know the locked-in Interim Value in advance. The locked-in Interim Value may be lower or higher than the Interim Value that was last calculated before you submitted your request. When you exercise Performance Lock automatically, you will not know the locked-in Interim Value in advance, but the locked-in Interim Value (less any Remaining Credit Advantage Fees and any other applicable charges) will be triggered by the target gain that you set in advance.

•

Withdrawals from the Performance Lock Account are not subject to Interim Values or negative adjustments to an Index Base, but are subject to the other risks associated with withdrawals or a Surrender, including applicable surrender charges and taxes and a 10% federal penalty tax if made before age 59¹⁄₂.


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•

We will not provide advice or notify you regarding whether you should exercise the Performance Lock feature or the optimal time for doing so. We will not warn you if you exercise the Performance Lock feature at a sub-optimal time. We are not responsible for any losses related to your decision whether or not to exercise the Performance Lock feature. There may not be an optimal time to exercise the Performance Lock feature during a Crediting Period. It may be better for you if you do not exercise Performance Lock during a Crediting Period. It is impossible to know with certainty whether or not Performance Lock should be exercised.

See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – PERFORMANCE LOCK.

CREDIT ADVANTAGE RISK

Among the available Index Account Options, we currently offer certain Index Account Options with Caps that are designated as “Credit Advantage.” You will pay an additional fee if you select one of these Index Account Options for investment. In exchange for the additional fee, these Index Account Options provide more upside potential based on the Cap Rates we declare, than would be provided if their Caps were not designated as “Credit Advantage.” There is no guarantee that the increased upside potential of a Credit Advantage Cap will result in gains at least equal to the additional fee or any gains at all, or that an Index Account Option with a Credit Advantage Cap will outperform an Index Account Option without a Credit Advantage Cap. The additional fee will increase your losses or decrease your gains.

See FEES AND CHARGES – CREDIT ADVANTAGE FEE. See also VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – NEGATIVE ADJUSTMENTS TO INDEX BASE and INTERIM VALUE.

BEST ENTRY INITIAL INDEX VALUE RESET FEATURE RISK

Each Best Entry option includes an Initial Index Value reset feature that may increase your gains or decrease your losses, but there is no guarantee that it will actually increase your gains or decrease your losses. It is possible that the Initial Index Value will not reset because the contingencies upon which the reset depends may not occur. Under such circumstances, the reset feature will ultimately have no impact on your gains or losses. Even if a reset occurs, the Best Entry option is still subject to the same risks associated with the Cap and the Buffer.

See AVAILABLE ALLOCATION ACCOUNTS – ENHANCED INDEX ACCOUNT OPTIONS – Best Entry.

DEATH BENEFIT SELECTION RISK

The Policy’s death benefit is primarily designed to provide death benefit coverage upon the death of the Annuitant. If the Annuitant and Owner under your Policy will not be the same person, and death benefit coverage on the Owner’s life is more important to you than death benefit coverage on the Annuitant’s life, the optional GMDB rider is not appropriate for you.

Upon death during the accumulation phase of an Owner who is not also the Annuitant, there is only one possible death benefit amount: the Policy’s cash value (i.e., the Policy Value less any applicable surrender charges). If you elected the GMDB rider, the rider’s guaranteed minimum death benefit would not be payable because it only becomes payable upon the death of the Annuitant. You will have paid an additional fee for an optional feature that provided no financial benefit.

The GMDB rider is designed to provide a minimum death benefit, not necessarily an enhanced death benefit. The guaranteed minimum death benefit equals total premium payments reduced proportionately for withdrawals (including automatic withdrawals, advisory fee withdrawals, minimum required distributions, and any other withdrawal). Even if you elected the GMDB rider, upon death during the accumulation phase of the Annuitant, if the Policy Value (i.e., the total value of your investment in the Accounts, with no deduction for any surrender charges) is greater than the guaranteed minimum death benefit under the GMDB rider, the death benefit will be the Policy Value, same as the standard death benefit. You will have paid an additional fee for an optional feature that provided no financial benefit.

Surrender charges do not apply to payment of the death benefit payable upon the death of the Annuitant (where the death benefit is equal to either Policy Value or, if the GMDB rider has been elected, the guaranteed minimum death benefit). Surrender charges do apply to payment of the death benefit payable upon the death of an Owner who is not also the Annuitant (where the death benefit is equal to the Policy’s cash value).

See DEATH BENEFIT for additional information, including information on how the guaranteed minimum death benefit under the GMDB rider is calculated.

INDEX SUBSTITUTION RISK

During a Crediting Period, if a market index serving as an Index is discontinued or if the calculation of the index is substantially changed by the index provider, or if Index Values should become unavailable for any reason, or if an ETF that is serving as an Index is liquidated or otherwise no longer exists or if its investment objectives, strategies, or risks substantially change, we may substitute the Index with a new Index, once we obtain all necessary regulatory approvals. We will notify you of any such substitution in writing.


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If we substitute an Index, we will select a new Index that we determine in our judgment is comparable to the old Index. We may look at factors that include, but are not limited to, asset class, index composition, strategy, and index liquidity. You will have no right to reject the substitution of an Index. The performance of the new Index may differ significantly from the performance of the old Index. If we substitute the Index for an Index Account Option in which you are invested, your investment in the Policy is subject to the same terms and conditions as any other investment in an Allocation Account under the Policy. For example, you will not be permitted to transfer Policy Value prior to the end of a Crediting Period if a substitution occurs.

If we substitute an Index during a Crediting Period, we will calculate the Index Change using the original Index up until the substitution date. After the substitution date, we will calculate the Index Change using the replacement Index, but with a revised Initial Index Value for the replacement Index. The revised Initial Index Value for the replacement Index will reflect the Index Change for the original Index from the start of the Crediting Period to the substitution date. We will use a similar process if multiple substitutions occur during a Crediting Period. The substitution of an Index will have no impact on the Index Account Option’s Crediting Period, Growth Opportunity Type, Downside Protection Type, or any other features or rates for that Index Account Option other than the Index to which the Index Account Option is linked.

See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – INDEX SUBSTITUTIONS.

RISK OF LOSS DURING CANCELLATION PERIOD

You may cancel your Policy after you purchase it, but only if you cancel it within the prescribed period, which is generally 10 days after you receive the Policy (or 30 days for replacement Policies) but could vary by state. The amount refunded will generally be the Policy Value on the date of cancellation, plus any fees or charges deducted under the Policy on the date of the cancellation. If you invest in an Index Account Option when you purchase the Policy, you will be subject to risk of loss during the right to cancel period because the amount refunded upon cancellation (Policy Value) will be based on an Interim Value. See INTERIM VALUE RISK above.

State variations may apply to your right to cancel period. See OTHER INFORMATION – State Variations.

FINANCIAL STRENGTH AND CLAIMS-PAYING ABILITY

An investment in the Policy is subject to the risks related to us, Transamerica Life Insurance Company. Any obligations (including under the Index Account Options, the Fixed Account Option, the Fixed Holding Account, and the Performance Lock Account), guarantees, and benefits under the Policy are subject to our financial strength and claims-paying ability. If we experience financial distress, we may be permitted by law to delay payments to you for up to six months, and we ultimately may not be able to meet our obligations to you.

The following risks relate to the Separate Account: (i) amounts under the Policy are not held in a separate account registered under Investment Company Act of 1940; (ii) Owners do not share in the investment performance of assets held in the Separate Account; and (iii) the obligations under this Policy are independent of the investment performance of the Separate Account and are the obligations of the Company.

More information about Transamerica Life Insurance Company, including our financial strength ratings, is available by visiting www.transamerica.com or calling toll-free (800) 525-6205. We encourage you to read the information about Transamerica Life Insurance Company, including our financial statements, included in COMPANY OVERVIEW and FINANCIAL STATEMENTS in this prospectus.

CYBER SECURITY AND BUSINESS CONTINUITY RISKS

Our operations support complex transactions and are highly dependent on the proper functioning of information technology and communication systems. Any failure of or gap in the systems and processes necessary to support complex transactions and avoid systems failure, fraud, information security failures, processing errors, cyber intrusion, loss of data, and breaches of regulation may lead to a materially adverse effect on our administration of the Policy. We cannot assure you that interruptions, failures, or breaches in security of these processes and systems will not occur, or if they do occur, that they can be timely detected and remediated. Also, our business operations may be adversely affected by volatile natural and man-made disasters, including (but not limited to) hurricanes, earthquakes, terrorism, civil unrest, geopolitical disputes, military action, fires and explosions, pandemic diseases, and other catastrophes. Such events may impact the availability and capacity of our key personnel and may have a materially adverse effect on our administration of the Policy.


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COMPANY RISKS RELATED TO THE COVID-19 PANDEMIC AND UNCERTAIN MARKET ENVIRONMENT

The COVID-19 pandemic has resulted in operational disruptions, as well as market volatility and general economic uncertainty. To address operational disruptions in connection with the COVID-19 pandemic, we have implemented business continuity plans so we can continue to provide services to our customers, even as many of our employees and the employees of our service providers continue to work remotely. While these efforts have been successful to date, we continue to be subject to risks that could negatively impact our operations, including system failure, mail delivery delays, unavailability of critical personnel due to illness or other reasons related to the pandemic, and disruptions to service providers.

Significant market volatility and negative market returns have occurred during the COVID-19 pandemic. While we are confident in our ability to manage the financial risks related to the COVID-19 pandemic, the extent and duration of such risks cannot be predicted with certainty, and prolonged negative economic conditions could have a negative impact on our financial condition. It is possible these risks could impact our financial strength and claims-paying ability.

In addition, the COVID-19 pandemic is contributing to an evolving and uncertain market environment. This market environment is also impacted by other interrelated factors such as changes in interest rates, rising inflation, and actions by governmental authorities. The impact of these market conditions on Policy performance cannot be predicted with certainty. Increases in interest rates could result in lower Interim Values as Bond Reference Portfolio Yields decrease. Increases in our hedging costs due to inflation or other factors could result in the declaration of lower Cap Rates for the Index Account Options, subject to the guaranteed limits described in this prospectus. Market conditions could also negatively impact the performance of the markets to which the Indexes are exposed.

FEES AND CHARGES

There are fees and charges associated with the Policy that may reduce the return on your investment. Please note that if a fee or charge is deducted from an Index Account Option before the end of a Crediting Period for an Index Account Option (including a periodic fee or charge), the deduction will be from the Interim Value of your investment in that Index Account Option. As discussed, when a transaction is processed based on an Interim Value, the Interim Value could reflect less gain or more loss (perhaps significantly less gain or more loss) than would be applied at the end of the Crediting Period. This means that there could be significantly less money available under your Policy for fees and charges and could cause you to incur significant loss. The deduction would also result in a negative adjustment to your Index Base, which will result in lower Interim Values for the remainder of the Crediting Period and could result in less gain (if any) or more loss at the end of the Crediting Period.

SURRENDER CHARGES

During the accumulation phase, you can withdraw part (withdrawal) or all (Surrender) of your Policy’s cash value. Restrictions may apply to qualified Policies. When you take a withdrawal or Surrender, we may apply a surrender charge to compensate us for start-up expenses of the Policy relating to sales, including commissions to registered representatives and other promotional expenses.

Surrender charges, if any, apply to each premium payment, regardless of how Policy Value is allocated among the Allocation Accounts. The surrender charge decreases based on the number of years since the premium payment was made, as reflected in the table below.


Surrender Charge (as a percentage of premium withdrawn or Surrendered)
Number of Years Since Premium Payment Date		Surrender Charge
Year 0-1		8%
Year 1-2		8%
Year 2-3		7%
Year 3-4		6%
Year 4-5		5%
Year 5-6		4%
Year 6+		0%

You can withdraw up to 10% of your premium payments each Policy Year free of surrender charges. This amount is referred to as the “surrender charge-free amount” and is determined at the time of withdrawal or Surrender. This amount is not cumulative, so any surrender charge-free amount not used in one year does not increase the surrender charge-free amount in subsequent years. If the withdrawal or Surrender is in excess of the surrender charge-free amount, you will have to pay any applicable surrender charge on the excess amount.

For example, assume your premium payments total $100,000 and your Policy Value is $106,000 at the beginning of the second Policy Year and you request a withdrawal of $30,000. Since that amount is more than your surrender charge-free amount ($10,000), you would pay a surrender charge of $1,600 on the remaining $20,000 (i.e., 8% x ($30,000 – $10,000) = $1,600). Likewise, assume your Policy Value is $80,000 (total premium payments total $100,000) at the beginning of the second Policy Year and you Surrender your Policy. You would pay a surrender charge of $7,200 (i.e., 8% x ($100,000 – ($100,000 x 10%)) = $7,200).


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For surrender charge purposes, earnings are considered to be withdrawn first, then the oldest premium is considered to be withdrawn next. While there is no surrender charge on the withdrawal of earnings or premium payments that are no longer subject to surrender charges, such amounts count towards your surrender charge-free amount when withdrawn. This means that withdrawing such amounts will reduce (possibly to zero) your surrender charge-free amount for a Policy Year.

Keep in mind that withdrawals may be taxable and, if taken before age 59½, may be subject to a 10% federal penalty tax. For tax purposes, withdrawals from non-qualified Policies are considered to come from taxable earnings first

See ACCESS TO YOUR MONEY – SURRENDER CHARGE WAIVERS for information about the Policy’s surrender charge waivers. Please note that any amounts withdrawn pursuant to a surrender charge waiver will count against the surrender charge-free amount for a Policy Year.

We may elect to reduce or eliminate the amount of the surrender charge when the Policy is sold under circumstances which reduce our sales or other expenses, or when required by regulation or regulatory authority.

MAXIMUM POTENTIAL LOSS DUE TO INTERIM VALUE

Before the end of a Crediting Period for an Index Account Option, if you take a Surrender or withdrawal, or if you exercise the Performance Lock feature, or if you annuitize the Policy, or if the Policy’s death benefit is paid, or if a fee or charge is deducted from that Index Account Option, the transaction will be based on the Interim Value of your investment in that Index Account Option. The application of an Interim Value to such transactions could result in a loss beyond the downside protection for the Index Account Option. In extreme circumstances, for any Index Account Option, the total loss could be 100% (i.e., a complete loss of your principal and any prior earnings).

SERVICE CHARGE

We will deduct a service charge from your Policy on each Policy Anniversary prior to the Annuity Commencement Date and when you Surrender the Policy. Each time we deduct this charge, it will not exceed 2% (as a percentage of your Policy Value, before the deduction of any fees or charges on that date) or a maximum of $50, whichever is less. We reserve the right to waive this charge for any reason, but we guarantee that we will waive the charge if your Policy Value, or if your total premium payments minus prior withdrawals, on that date is at least equal to the minimum amount specified in your Policy.

For example, assume your Policy Value is $100,000 on a Policy Anniversary prior to the Annuity Commencement Date. Because 2% of your Policy Value on that Policy Anniversary (i.e., $2,000) is more than the maximum service charge of $50, the service charge on that Policy Anniversary would be limited to $50.

When assessed, this charge will be allocated among all of your Allocation Accounts and the Performance Lock Account in the same proportion to how your Policy Value in those Accounts is allocated at that time and will be deducted on a dollar for dollar basis. This charge will not be deducted from the Fixed Holding Account unless all other Accounts have been exhausted of value.

GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER FEE

If you elect the optional GMDB rider, you will be subject to an additional fee. You may elect the GMDB rider only at the time that you purchase the Policy (under limited circumstances, the GMDB rider may be re-elected after termination). The fee depends on the Annuitant’s age on the date that you sign the application for the Policy (or, under limited circumstances, at the time your re-election request is received in good order), as set forth in the following table:


Age of Annuitant		Fee Percentage
0-50		0.05%
51-70		0.15%
71-80		0.50%

The fee percentage applicable to your rider will not change for the life of your rider. If you re-elect the GMDB rider, the re-elected rider will be subject to the annualized fee percentages we are offering at the time of re-election. The annualized fee percentage will not exceed 2.00%.

The fee is charged as a percentage of your GMDB Benefit Base, which equals the guaranteed minimum death benefit under the rider (including any increases for additional premium payments and proportionate reductions for withdrawals).


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The additional fee will be calculated and deducted quarterly, on the same day of the month as the rider effective date. If that day does not exist for a given month, the first calendar day of the following month will be used. The quarterly fee is calculated by multiplying the GMDB Benefit Base by the GMDB rider fee percentage and dividing that amount by four. For example, assume your annualized fee percentage for the GMDB rider is 0.50%, and at the end of a quarterly period prior to the Annuity Commencement Date, your GMDB Benefit base is $100,000. On that date, your GMDB rider fee would be $125 (i.e., $100,000 x 0.50% / 4 = $125).

This fee will be deducted on a pro-rated basis (based on the number of days that have elapsed since the end of the last Policy Quarter) if the rider is terminated. However, the pro-rated charge will not be deducted upon termination due to death.

See DEATH BENEFIT – GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER for information about how the guaranteed minimum death benefit is calculated.

CREDIT ADVANTAGE FEE

If you invest in an Index Account Option with a Cap designated as “Credit Advantage,” including certain Basic Index Account Options and each Enhanced Index Account Option, you will pay an additional fee for the increased upside potential associated with that Index Account Option. The fee percentage is annualized, which generally means that even if two Index Account Options are subject to the same fee percentage but the lengths of their Crediting Periods differ, you will pay more if you select the Index Account Option with the longer Crediting Period.

The annualized fee percentage is the percentage of your Policy Value allocated to that Index Account Option on the first day of the Crediting Period. Each available Index Account Option with a Credit Advantage Cap has an annualized fee percentage of 1.25%. The annualized fee percentage for an Index Account Option with a Credit Advantage Cap as shown in this prospectus will not change for the life of the Policy. The dollar amount of the Credit Advantage Fee is calculated at the beginning of the Crediting Period. The fee amount will equal the dollar amount allocated to the Index Account Option on the first day of the Crediting Period, multiplied by the Credit Advantage Fee percentage, multiplied by the length of the Crediting Period (in years). For example, assume you invest $100,000 in an Index Account Option with a Credit Advantage Cap, a 6 year Crediting Period, and Credit Advantage Fee of 1.25% (annualized). Based on these assumptions, you would be subject to a total Credit Advantage Fee of $7,500 for that Crediting Period (i.e., ($100,000 x 1.25%) x 6 = $7,500). If the Crediting Period were instead only 1 year, you would be subject to a total Credit Advantage Fee of $1,250 (i.e., ($100,000 x 1.25%) x 1 = $1,250).

The Credit Advantage Fee is not assessed at the beginning of the Crediting Period. The Credit Advantage Fee is assessed at the end of the Crediting Period or, in certain circumstances, before the end of the Crediting Period as explained further below. Before the end of the Crediting Period, your Interim Values will reflect reductions for Accrued Credit Advantage Fees. Accrued Credit Advantage Fees accrue on a daily basis, each day by a dollar amount equal to the Remaining Crediting Advantage Fees less the Accrued Credit Advantage Fees, divided by the total number of days remaining in the Crediting Period. The accrual of Accrued Credit Advantage Fees against Interim Value does not impact your Index Base (i.e., it does not trigger negative adjustments to your Index Base), but will reduce the amount available in the Index Account for withdrawals, Surrender, annuitization, and the death benefit and to pay fees and charges. See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – NEGATIVE ADJUSTMENTS TO INDEX BASE and INTERIM VALUE for additional information.

If you invest in an Index Account Option subject to a Credit Advantage Fee, the Credit Advantage Fee will be assessed as follows:

(1)

If you do not take a withdrawal or Surrender from the Index Account Option prior to the end of the Crediting Period, and you do not exercise the Performance Lock feature, the full Credit Advantage Fee amount will be deducted from your Index Account Option Value at the end of the Crediting Period on a dollar for dollar basis. The Credit Advantage Fee would be in addition to any other fees or charges assessed at the end of the Crediting Period.

(2)

If you take a full withdrawal from the Index Account Option or a Surrender prior to the end of the Crediting Period, the Remaining Credit Advantage Fees will be deducted from the amount payable from that Index Account Option on a dollar for dollar basis. Please note that any Accrued Credit Advantage Fees would already be reflected in your Interim Value. The Credit Advantage Fee would be in addition to any other fees or charges applicable to the withdrawal or Surrender.

(3)

If you take a partial withdrawal from the Index Account Option prior to the end of the Crediting Period, a portion of the Credit Advantage Fee will be assessed. The total deduction from Interim Value will equal (a) + (b) + (c), where:

(a) = the amount of the requested withdrawal from the Index Account Option.

(b) = the Credit Advantage Fee assessed, less Accrued Credit Advantage Fees


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Please note:

•

The Credit Advantage Fee assessed will equal: Remaining Credit Advantage Fees x (amount withdrawn / Interim Value). Remaining Credit Advantage Fees and Interim Value in this calculation are those values immediately prior to the withdrawal.

•

If the Credit Advantage Fee assessed is less than or equal to Accrued Credit Advantage Fees as of the date of the withdrawal, (b) in this formula will equal $0.

•

If the Credit Advantage Fee assessed is greater than Accrued Credit Advantage Fees as of the date of the withdrawal, (b) in this formula will equal the difference between the Credit Advantage Fee assessed and Accrued Credit Advantage Fees.

•

After the withdrawal, the next calculated Interim Value will reflect a reduction in Accrued Credit Advantage Fees. Accrued Credit Advantage Fees will be reduced by the Credit Advantage Fee assessed on the withdrawal. Accrued Credit Advantage Fees will not be reduced below $0.

(4)

If you exercise Performance Lock, the “locked-in” Interim Value (which will already reflect Accrued Credit Advantage Fees) will be reduced dollar for dollar by the Remaining Credit Advantage Fees and any other applicable fees or charges.

(5)

If a death benefit becomes payable, Remaining Credit Advantage Fees as of the date we receive due proof of death will be waived. If the death benefit is based on Interim Value, any Accrued Credit Advantage Fees reflected in the Interim Value and will not be waived.

In no event will the Credit Advantage Fee amount paid for an Index Account Option for a single Crediting Period exceed the total Credit Advantage Fee amount calculated at the beginning of the Crediting Period.

SPECIAL SERVICE FEES

We may deduct a charge for the following special services: overnight delivery, duplicate policies, non-sufficient checks on new business, duplicate Form 1099 and Form 5498 tax forms, check copies, printing and mailing previously submitted forms, and asset verification requests from mortgage companies. The fees charged for any such service will vary, but will not exceed $50 per service. We will not deduct the charge from your Policy. We will require you to pay by credit card or other accepted method when you request the service. If the service involves the issuance of a check to you, we may allow you to deduct the charge from the final check.

REDUCED FEES AND CHARGES

We may, at our discretion, reduce or eliminate certain fees and charges for certain Policies (including employer-sponsored savings plans), which may result in decreased costs and expenses.

ORDERING OF FEES AND CHARGES

At the end of the Crediting Period for an Index Account Option, fees and charges are applied after the Index Credit. Likewise, before the end of a Crediting Period for an Index Account Option, gains and losses resulting from Interim Value adjustments are applied before fees and charges. For the Fixed Account Option, the Performance Lock Account, or the Fixed Holding Account, fees and charges are applied after daily interest.

If multiple fees or charges are applied to an Account on the same day, they will be applied in the following order: (1) GMDB rider fee; (2) Credit Advantage Fee when Performance Lock is exercised; (3) Credit Advantage Fee at the end of a Crediting Period; (4) Credit Advantage Fee when a withdrawal is taken before the end of a Crediting Period; (5) service charge.

PREMIUM TAXES

A deduction is also made for premium taxes, if any, imposed on us by a state, municipality, or other government agency. We will, at our discretion, deduct the tax, currently ranging from 0% to 3.5%, from the Policy Value when you begin receiving annuity payments, you Surrender the Policy, or death proceeds are paid. We may decide to deduct the tax at the time that you make a premium payment or when due to the applicable taxing authority.

FEDERAL, STATE, AND LOCAL TAXES

We may in the future deduct charges from the Policy for any taxes we incur because of the Policy. However, no deductions are being made at the present time.


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ADVISORY FEES

If you are receiving investment advice from a financial professional, you may be subject to investment advisory fees charged by your financial professional or your financial professional’s firm. Investment advisory fees are in addition to and separate from the Policy’s fees and charges. If investment advisory fees were included in the cost of maintaining the Policy, your costs would be higher.

THE ANNUITY

This prospectus describes information you should know before you purchase the Policy.

An annuity is a contract between you (the Owner) and an insurance company (in this case, us), where the insurance company promises to pay you an income in the form of annuity payments. These payments begin on a designated date, referred to as the Annuity Commencement Date. Until the Annuity Commencement Date, your annuity is in the accumulation phase and the earnings (if any) are generally tax deferred. Tax deferral means you are not taxed until you take money out of your annuity. Once your Policy is annuitized, your annuity switches to the income phase.

We currently sell Policies that are “qualified” or “non-qualified” under the Internal Revenue Code. You will get no additional tax advantage from this annuity if you are investing in this annuity through a tax-advantaged retirement plan (such as a 401(k) plan or Individual Retirement Account (“IRA”)). We currently sell Policies to the following plans: Traditional IRAs, Roth IRAs, SIMPLE IRAs, SEP-IRAs, 457(f) plans (in certain circumstances) and Section 401(a) plans (including profit sharing plans, defined benefit pension plans, defined contribution pension plans, 401(k) plans, and combination defined benefit/contribution plans). If you purchase the Policy as an individual retirement annuity or as part of a 403(b) plan, 457 plan, a pension plan, a profit sharing plan (including a 401(k) plan, or certain other employer sponsored programs), your Policy is a qualified Policy. If you purchase the Policy as part of any other arrangement, your Policy is a non-qualified Policy.

The Policy is a “deferred” annuity. You can use the Policy to accumulate funds for retirement or other long-term financial planning purposes. Your individual investment and your rights are determined primarily by your own Policy.

The Policy is a “flexible premium” annuity because after you purchase it, you can generally make additional premium payments until the Annuity Commencement Date. Each additional premium payment must be at least $50 unless a different minimum is stated in your Policy. You are not required to make any additional premium payments.

The Policy is “index-linked” because the value of each Index Account Option is linked to the performance of an Index. If you invest in one or more Index Account Options, the amount of money you are able to accumulate under your Policy depends (at least in part) upon the performance of your Index Account Options. You could lose a significant amount of money that you allocate to the Index Account Options.

We do not guarantee that the Fixed Account Option will always be available. If the Fixed Account Option is available and you invest amounts in the Fixed Account Option for a Crediting Period, your principal is guaranteed and will earn interest at a guaranteed annual interest rate during that Crediting Period. The amount of money you are able to accumulate depends upon the total interest credited.

Do not purchase this Policy if you plan to use it for resale, speculation, arbitrage, viatication, or any other type of collective investment scheme.

Your Policy is not intended or designed to be traded on any stock exchange or secondary market. By purchasing this Policy, you represent and warrant that you are not using the Policy for resale, speculation, arbitrage, viatication, or any other type of collective investment scheme.

PURCHASE

We will not issue a Policy unless:

•

We receive in good order all information needed to issue the Policy. See OTHER INFORMATION – Sending Forms and Transaction Requests in Good Order.

•

We receive in good order (at our Administrative Office) a minimum initial premium payment (including anticipated premiums from exchanges, transfers, or rollovers as indicated on your application or electronic order form).

•

The Annuitant, Owner, and any joint Owner are younger than age 86 as of the date that the application is signed. The age limit may be lower for qualified Policies.

•

The Owner and Annuitant have an immediate familial relationship, unless the Owner is the Annuitant or the Owner is not an individual.


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Right to Cancel Period: You may cancel your Policy after you purchase it, but only if you return it within the prescribed period, which is generally 10 days after you receive the Policy (for replacements the right to cancel period is generally 30 days) but could vary by state. The refund will generally be the Policy Value on the date of cancellation (plus any fees or charges deducted under the Policy on the date of the cancellation). If you invest in an Index Account Option when you purchase the Policy, you will be subject to risk of loss during the right to cancel period because the amount refunded upon cancellation (Policy Value) will be based on an Interim Value. Interim Values fluctuate daily, positively or negatively, and may be unfavorable to you. See PRODUCT RISK FACTORS – INTERIM VALUE RISK. Surrender charges do not apply upon cancellation. State law may require us to refund the greater of your Policy Value or your premium payment(s). For IRAs, we will refund your premium payment(s) if cancelled within the first seven days of the right to cancel period. We will pay the refund after we receive in good order at our Administrative Office within the applicable period Written Notice of cancellation and the returned policy. The Policy will then be deemed void.

State variations may apply to your Policy. See OTHER INFORMATION – State Variations.

Additional fees will apply under the Policy if you elect the optional Guaranteed Minimum Death Benefit (GMDB) rider or an Index Account Option with a Cap designated as “Credit Advantage.” The GMDB rider may not be available for all Policies, in all states, at all times, or through all financial intermediaries.

We reserve the right to reject any application.

PREMIUM PAYMENTS

You should make checks for premium payments payable to Transamerica Life Insurance Company and send them to the Administrative Office. Your check must be honored in order for us to pay any associated annuity payments and benefits due under the Policy.

We do not accept cash. We reserve the right to not accept third party checks. A third party check is a check that is made payable to one person who endorses it and offers it as payment to a second person. Checks should normally be payable to us, however, in some circumstances, at our discretion, we may accept third party checks that are from a rollover or transfer from other financial institutions. Any third party checks not accepted by us will be returned.

We reserve the right to reject or accept any form of payment. Any unacceptable forms of payment will be returned.

We reserve the right to restrict or refuse any premium payment.

INITIAL PREMIUM PAYMENT

The initial premium payment for qualified and non-qualified Policies must be at least $25,000 (including anticipated premiums from exchanges, transfers, or rollovers as indicated on your application or electronic order form).

You must obtain our prior approval to purchase a Policy with an amount in excess of:

•

$1,000,000 provided that you, any joint Owner, and the Annuitant are all younger than age 71; or

•

$500,000 if you, any joint Owner, or the Annuitant is at least age 71.

Your initial premium payment may not be credited to your Policy on the day that you leave your premium payment with your financial intermediary. Your financial intermediary may take a period of time to assess whether buying this Policy is suitable for you. Your financial intermediary may send us your initial premium payment while they complete this assessment. Your financial intermediary must also ensure that we have all the information needed for us to process your Policy. We will not begin to process your Policy during this period.

We will credit your initial premium payment to your Policy within two Business Days after the Business Day that we receive your initial premium payment, your application (or order form), and once we determine that your Policy information is both complete and in good order. This time period is in addition to the time your financial intermediary may take to complete their part of the process.

If your information is not received in good order and we are unable to complete our part of the process within 30 Business Days after the Business Day that we receive your initial premium payment and your application (or electronic order form), then we will return your initial premium payment at that time. We will credit your initial premium payment within two Business Days after your information is both complete and in good order.


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Neither we nor your financial intermediary are responsible for lost investment opportunities while we each complete our review processes. Any initial premium payments received by us will be held in our general account until credited to your Policy. You will not earn interest on your initial premium payment during these review periods.

The date on which we credit your initial premium payment to your Policy is generally the Policy Date. Please note, the Policy Date is not the date that the initial premium payment is allocated to the selected Allocation Account(s), because the initial premium payment will be held in the Fixed Holding Account until the next 1st, 8th, 15th, or 22nd calendar day after the Policy Date, whichever occurs first. The Policy Date is used to determine certain time periods under your Policy, such as Policy Years, Policy Quarters, and Policy Anniversaries.

We will consider any premium that we receive with your Policy application and within 14 calendar days of the date you sign your Policy application (or 60 calendar days if the Policy is funded through an exchange, transfer, or rollover) to be part of your initial premium payment. We will not wait until the end of the 14 calendar day (or 60 calendar day) period to apply your total initial premium payment to the Policy. We will credit the portion of your initial premium payment accompanying your Policy application or that we otherwise receive before the Policy Date as described in the paragraph immediately above. We will credit any more initial premium that we receive on or after the Policy Date within two Business Days after the Business Day we receive it. Once credited to your Policy, such premium will be held in the Fixed Holding Account until the next 1st, 8th, 15th, or 22nd calendar day after we receive it, whichever occurs first, and then allocated among the Allocation Accounts in accordance with your instructions. Please note, if we receive any portion of the initial premium after the Policy Date, the Crediting Periods associated with your initial premium payment may have different start dates.

ADDITIONAL PREMIUM PAYMENTS

You are not required to make any additional premium payments. However, you can generally make additional premium payments during the accumulation phase. Additional premium payments must be at least $50. We will credit an additional premium payment to your Policy within two Business Days after the Business Day we receive the premium payment and required information in good order at our Administrative Office.

Before an additional premium payment is allocated to the selected Allocation Account(s), it will be held in the Fixed Holding Account until the next upcoming 1st, 8th, 15th, or 22nd calendar day after we credit the additional premium payment to your Policy, whichever occurs first.

When you allocate an additional premium payment to one or more Allocation Accounts, a new Crediting Period will begin for each Allocation Account receiving the premium payment. No portion of an additional premium payment can be applied to an ongoing Crediting Period. Please note that if you invest in an Allocation Account for which you already have an ongoing Crediting Period, you will have multiple ongoing Crediting Periods for the same Allocation Account. Under such circumstances, each ongoing Crediting Period for the same Allocation Account will be treated as a separate investment under the Policy.

After the first Policy Year, we reserve the right to require our prior approval for any cumulative premium payments in a single Policy Year in excess of the following limits:

•

Non-qualified Policies – $25,000.

•

Qualified Policies – the lesser of any minimums required by the Internal Revenue Service or $60,000.

If you do not obtain prior approval for premium payments in excess of the dollar amounts listed above, any prohibited premium payment will be deemed not in good order.

We will not allow additional premium payments under a Policy after the Owner (or oldest joint Owner) attains the age of 90. We reserve the right to further limit or refuse additional premium payments. We may prohibit Owners from making additional premium payments under the Policy in the future on a non-discriminatory basis. If we exercise this right, Owners will lose the ability to increase Policy Value and the optional death benefit, if elected, through additional premium payments.

MAXIMUM TOTAL PREMIUM PAYMENTS

We reserve the right to require our prior approval of any cumulative premium payments in excess of:

•

$1,000,000 provided that you, any joint Owner, and the Annuitant were all younger than age 71 on the date you signed the application; or

•

$500,000 if you, any joint Owner, or the Annuitant were at least age 71 on the date you signed the application.

The maximum limit on total premium payments includes premium payments under the Policy and other policies with the same Owner or same Annuitant issued by us or an affiliate. If you do not obtain prior approval for premium payments in excess of the dollar amounts listed above, any prohibited premium payment will be deemed not in good order.


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ALLOCATION OF PREMIUM PAYMENTS

Initial Premium Payment

When you purchase the Policy, we will allocate your initial premium payment to the Allocation Account(s) you selected based on the allocation instructions in your application. The allocations in your allocation instructions must be in whole percentages and must total 100%.

Additional Premium Payments

The allocation instructions in your application will initially serve as your standing allocation instructions for additional premium payments. You may change your standing allocation instructions for additional premium payments by sending written instructions to our Administrative Office, by telephone, or other electronic means acceptable to us, subject to the limitations described under OTHER INFORMATION – Telephone and Electronic Transactions. The new instructions will apply to premium payments received on or after the date we receive the change request in good order.

If you make an additional premium payment and it is accompanied by allocation instructions, we will allocate the premium payment to the Allocation Account(s) you selected based on those instructions. The allocation instructions accompanying your additional premium payment will not replace your standing allocation instructions unless you specifically instruct us otherwise.

If you make an additional premium payment and it is not accompanied by allocation instructions, we will process the additional premium payment based on your standing allocation instructions. If those standing allocation instructions are not in good order because they instruct us to allocate the premium payment (or a portion thereof) to an unavailable Allocation Account, we will process the additional premium payment as follows:

•

For each Allocation Account in your standing allocation instructions, if that Allocation Account (or another Allocation Account that we designate in an amendment to this prospectus) is available for investment, we will allocate the applicable percentage of your premium payment to that Allocation Account in accordance with your standing allocation instructions.

•

For each Allocation Account in your standing allocation instructions, if that Allocation Account is not available for investment, we will attempt to contact you and your financial intermediary to request new instructions with respect to the applicable portion of your premium payment. We will make multiple attempts over a 30-day period. During this 30-day period, the applicable portion of your premium payment will be held in the Fixed Holding Account. If we do not receive new instructions in good order within 30 days, we will allocate that portion of your premium payment to the Default Option on the next upcoming 1st, 8th, 15th, or 22nd calendar day of any month, whichever occurs first.

Currently, the Default Option is the Fixed Account Option. See DEFAULT OPTION.

POLICY VALUE AND CASH VALUE

POLICY VALUE

Prior to the Annuity Commencement Date, your Policy Value represents the value of your investment in your Accounts, which may include the Fixed Holding Account, the Fixed Account Option, one or more Index Account Options, and the Performance Lock Account. If you invest in an Index Account Option, your Policy Value will reflect the Interim Values of your investment between the first and last day of the Crediting Period.

On any day during the accumulation phase, your total Policy Value is equal to:

•

Your total premium payment(s); minus

•

Your total gross withdrawals from the Policy (including amounts deducted for surrender charges); plus

•

Your accumulated gains on amounts allocated to Index Account(s); minus

•

Your accumulated losses on amounts allocated to Index Account(s); plus

•

Interest credited on amounts allocated to the Fixed Account and Fixed Holding Account; minus

•

Amounts deducted for fees and charges and taxes if any.

After the Annuity Commencement Date, your Policy does not have a Policy Value.

CASH VALUE

Prior to the Annuity Commencement Date, your cash value represents the total amount that is available for withdrawal or Surrender. Your cash value is equal to the Policy Value less any surrender charges, if applicable. Your cash value may be lower than or equal to your Policy Value.


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After the Annuity Commencement Date, your Policy does not have a cash value.

TYPES OF ACCOUNTS

FIXED HOLDING ACCOUNT

The initial premium payment will be allocated from the Fixed Holding Account as described above after the Policy Date. An additional premium payment will be allocated as described above after we credit the additional premium payment to your Policy. If the Policy Date, or the date we credit an additional premium payment, is the 1st, 8th, 15th, or 22nd calendar day, it will be allocated on the next 1st, 8th, 15th, or 22nd calendar day, whichever occurs first.

Amounts held in the Fixed Holding Account are credited compound interest daily based on the annual interest rate in effect on that day. We may change the current annual interest rate for the Fixed Holding Account at any time at our discretion, subject to a guaranteed minimum effective annual interest rate of 0.25%. You bear the risk that we will not credit interest at a rate greater than the guaranteed minimum effective annual interest rate.

You may obtain the current annual interest rate online at https://www.transamerica.com/annuities/rila or upon request by contacting our Administrative Office or your financial intermediary.

When your allocation instructions for an initial or additional premium payment are not in good order because they instruct us to allocate your premium payment to an Allocation Account that is no longer available for investment, your premium payment may be held in the Fixed Holding Account for a longer period of time than described above. See PREMIUM PAYMENTS – ALLOCATION OF PREMIUM PAYMENTS for additional information.

FIXED ACCOUNT OPTION

We may declare a new annual interest rate for new Crediting Periods. We determine the annual interest rates for new Crediting Periods at our discretion, subject to a guaranteed minimum effective annual interest rate of 0.25%. You bear the risk that we will not credit interest for a new Crediting Period at a rate greater than the guaranteed minimum effective annual interest rate.

The annual interest rate declared for an ongoing Crediting Period will not change. However, the annual interest rate we declare for the Fixed Account Option may differ from Crediting Period to Crediting Period. For example, assume you have Policy Value invested in the Fixed Account Option with an ongoing 1-year Crediting Period. If the Fixed Account Option is still available for investment and you invest additional amounts in the Fixed Account Option, you will have two separate ongoing 1-year Crediting Periods for the Fixed Account Option, and the interest rates for those Crediting Periods may differ.

We do not guarantee that a Fixed Account Option will always be available for investment.

INDEX ACCOUNT OPTIONS

When you invest in an Index Account Option, your investment begins on the first day of the Crediting Period and generally ends on the last day of the Crediting Period. There are certain events that could end your investment before the last day of the Crediting Period, such as if you take a full withdrawal from that Index Account Option, Surrender the Policy, or annuitize the Policy, or if the death benefit becomes payable, or if you exercise Performance Lock, before the end of the Crediting Period.

At the end of the Crediting Period, we apply gain or loss to your Policy based on how the Index Account Option performed. The Index Account Option’s performance is linked to the performance of an Index, which will either be a market index or an exchange-traded fund. See THE INDEXES. The Index’s performance is measured by calculating the Index Change, which is the percentage difference between the Initial Index Value and the Final Index Value.


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For example, regardless of how the Index otherwise performed between the beginning and end of the Crediting Period:

•

If the Initial Index Value is 1000 and the Final Index Value is 1100, the Index Change would be +10% (i.e., ((1100/1000) – 1 = 10%).

•

Likewise, if the Initial Index Value is 1000 and the Final Index Value is 900, the Index Change would be -10% (i.e., ((900/1000) – 1 = -10%).

The amount of gain or loss applied to your investment at the end of the Crediting Period will depend on the Index Change and the Index Account Option’s upside and downside features:

•

When the Index Change at the end of the Crediting Period is positive, your Policy gains value. The extent to which you participate in the positive Index performance depends on the Index Account Option’s Growth Opportunity Type. We currently only offer Index Account Options with Cap as the Growth Opportunity Type. Due to the operation of the Cap, you will participate in positive Index performance up to the Cap Rate, but no positive Index performance beyond the Cap Rate. For instance, if you select an Index Account Option with a Cap Rate of 10%, and at the end of the Crediting Period the Index Change is 5%, your Index Credit Rate would be +5%. If the Index Change were 15%, your Index Credit Rate would be limited to +10%. See AVAILABLE ALLOCATION ACCOUNTS – GROWTH OPPORTUNITY TYPE: CALCULATING GAIN USING THE CAP for more information.

•

When the Index Change at the end of the Crediting Period is zero, your Policy will not gain or lose value as a result of the Index performance.

•

When the Index Change at the end of the Crediting Period is negative, your Policy will lose value only to the extent that the Index Account Option’s downside protection does not protect you from loss. The downside protection provided by an Index Account Option will depend on its Downside Protection Type. We currently only offer Index Account Options with Buffer as the Downside Protection Type. Due to the operation of the Buffer, your investment will incur loss for negative Index performance beyond the Buffer Rate. If the negative Index performance does not go beyond the Buffer Rate, you will not incur loss as a result of that negative Index performance. For example, if you select an Index Account Option with a Buffer and a Buffer Rate of 10%, and at the end of the Crediting Period the Index Change is -5%, your Index Credit Rate would be 0% (i.e., no loss due to negative Index performance). If the Index Change were -15%, your Index Credit Rate would be -5% and you would incur loss.

•

See AVAILABLE ALLOCATION ACCOUNTS – DOWNSIDE PROTECTION TYPE: CALCULATING LOSS USING THE BUFFER for more information.

For more information about how gains and losses are calculated at the end of the Crediting Period, as well as about Interim Values and the Performance Lock feature, including examples, see VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION below.

PERFORMANCE LOCK ACCOUNT

The Performance Lock Account is an interest-bearing account to which your locked-in Interim Value (less any Remaining Credit Advantage Fees and any other applicable charges) will be transferred upon exercising Performance Lock for an Index Account Option. The amount held in the Performance Lock Account will be credited compound interest daily based on the annual interest rate in effect on that day, and will be reduced on a dollar for dollar basis for any fees, charges, or withdrawals deducted from the Performance Lock Account, until the next Allocation Anniversary. We may change the current annual interest rate for the Performance Lock Account at any time at our discretion, subject to a guaranteed minimum effective annual interest rate of 0.25%. You bear the risk that we will not credit interest at a rate greater than the guaranteed minimum effective annual interest rate. You may obtain the current annual interest rate online at https://www.transamerica.com/annuities/rila or upon request by contacting our Administrative Office or your financial intermediary. The Performance Lock Account is part of our Fixed Account.

See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – PERFORMANCE LOCK for information about the Performance Lock feature.

VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION

INDEX ACCOUNT OPTION VALUE

The value of your investment in an Index Account Option at the end of a Crediting Period is your Index Account Option Value. Your Index Account Option Value is calculated using the following formula:

Index Account Option Value = Index Base x (1 + Index Credit Rate)


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•

The Index Credit Rate and the Index Credit may be positive, negative, or zero.

•

Index Base. Your Index Base generally represents your investment in the Index Account Option.

•

Assuming an Index Credit Rate of +10%, your Index Account Option Value would equal $11,000 (i.e., $10,000 x (1 + 10%) = $11,000). The Index Credit is +$1,000.

•

Assuming an Index Credit Rate of -10%, your Index Account Option Value would equal $9,000 (i.e., $10,000 x (1 + -10%) = $9,000). The Index Credit is -$1,000.

NEGATIVE ADJUSTMENTS TO INDEX BASE

On the first day of the Crediting Period, your Index Base equals the dollar amount that you allocated to that Index Account Option. Your Index Base for that Index Account Option will not change unless a fee or charge is deducted from that Index Account Option, or if you take any type of withdrawal from that Index Account Option (including an automatic withdrawal, advisory fee withdrawal, minimum required distribution, surrender charge-free withdrawal, or any other withdrawal), before the end of the Crediting Period, in which case your Index Base will be subject to a negative adjustment at that time. The negative adjustment is a proportionate reduction to your Index Base. It is derived by reducing your Index Base by the same percentage as the percentage reduction to your Interim Value due to the amount of the withdrawal or the fee or charge deducted (which is deducted from the Interim Value on a dollar for dollar basis).

For example, assume that your Index Base on the first day of a Crediting Period for an Index Account is $10,000. Further, assume that there are no deductions as a result of fees, charges, or withdrawals from that Index Account until a given day before the end of the Crediting Period, on which day your Interim Value is $9,500 (before any deductions for fees, charges, or withdrawals) and a total of $475 in fees, charges, or withdrawals is deducted from that Index Account Option on that date. The $475 deduction would reduce your Interim Value to $9,025, representing a 5% reduction in your Interim Value (i.e., ($9,025 / $9,500) – 1 = 5%). As such, your Index Base would likewise be reduced by 5% from $10,000 to $9,500 (i.e., ($10,000 x (1 + -5%) = $9,500), a negative adjustment to the Index Base of -$500. Please note that in this example, the negative adjustment to the Index Base (-$500) was greater than the reduction in the Interim Value (-$475).

Continuing this example to the end of the Crediting Period, assume that there are no other deductions as a result of fees, charges, or withdrawals from that Index Account Option before the end of the Crediting Period:

•

Assuming an Index Credit Rate of +10%, your Index Account Option Value would equal $10,450 (i.e., $9,500 x (1 + 10%) = $10,450). The Index Credit is +$950. In comparison, had your original Index Base of $10,000 not been subject to the negative adjustment earlier in this example, the Index Account Option Value would have equaled $11,000 (i.e., $10,000 x (1 + 10%) = $11,000), and the Index Credit would have been +$1,000.

•

Assuming an Index Credit Rate of -10%, your Index Account Option Value would equal $8,550 (i.e., $9,500 x (1 + -10%) = $8,550). The Index Credit is -$950. In comparison, had your original Index Base of $10,000 not been subject to the negative adjustment earlier in this example, the Index Account Option Value would have equaled $9,000 (i.e., $10,000 x (1 + -10%) = $9,000), and the Index Credit would have been -$1,000.


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If you select an Index Account Option subject to a Credit Advantage Fee, please note:

•

Your Interim Values will reflect a dollar for dollar reduction equal to Accrued Credit Advantage Fees. The daily accrual of Accrued Credit Advantage Fees does not impact your Index Base (i.e., it does not trigger a negative adjustment to your Index Base). However, Accrued Credit Advantage Fees will reduce the amount available in the Index Account for withdrawals, Surrender, annuitization, and the death benefit and to pay fees and charges.

•

If you select an Index Account Option subject to a Credit Advantage Fee and there is a deduction for a fee, charge, or withdrawal that triggers a negative adjustment to your Index Base, the proportionate reduction to your Index Base will be based on what your Interim Value would have been on that date in the absence of Accrued Credit Advantage Fees. As a result of this special treatment, the daily accrual of Accrued Credit Advantage Fees will not have the effect of increasing the percentage by which we reduce your Index Base when a negative adjustment occurs. This special treatment is limited solely to the application of negative adjustments to the Index Base when you select an Index Account Option subject to a Credit Advantage Fee.

See APPENDIX B: ADDITIONAL EXAMPLES FOR INDEX ACCOUNT OPTIONS for additional examples of negative adjustments.

INTERIM VALUES

We calculate the Interim Value of your investment in an Index Account Option each Business Day between the first and last day of the Crediting Period. The Interim Value on a given Business Day determines the amount available from that Index Account Option for withdrawals, Surrender, and the other transactions listed below. The Interim Value is calculated at the end of a Business Day.

•

A fee or charge is deducted from the Index Account Option;

•

The Policy is annuitized;

•

The death benefit is paid; or

•

You exercise the Performance Lock feature (that Business Day being the Performance Lock Date).

The Interim Value for an Index Account Option is calculated using the following formula:

Index Base x (1 + Interim Value Index Credit Rate) – Accrued Credit Advantage Fees, if applicable

•

Index Base. Similar to the end of a Crediting Period, we calculate Interim Values by applying a percentage gain or loss to your Index Base.

•

Interim Value Index Credit Rate. The Interim Value Index Credit Rate is a rate of return that may be positive, negative, or zero. We calculate this interim rate of return differently than the Index Credit Rate at the end of the Crediting Period.


Transamerica Structured Index Advantage^SM Annuity		36

•

Gains and losses for Interim Values are not directly tied to the performance of the Index for the Index Account Option. We calculate the Interim Value Index Credit Rate by using a formula that looks to changes in the values of certain financial instruments, including derivative instruments referencing the Index (Option Value) and fixed income instruments (Bond Reference Portfolio Yield). The values of these instruments can be affected by factors such as Index performance, volatility (based on availability of calculation data), and interest rates. This formula is designed to produce an estimated fair value for your investment in the Index Account Option on that Business Day. The estimated fair value is intended to reflect factors such as the likelihood, and magnitude of, a positive or negative Index Credit Rate at the end of the Crediting Period, the length of time remaining in the Crediting Period, and the risk of loss and the possibility of gain at the end of the Crediting Period.

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If a premium payment allocated to an Index Account Option is still within its six-year surrender charge period, then in addition to applicable surrender charges, the Interim Value formula described above includes an adjustment to the impact of fixed income markets on the Interim Value of your investment. In decreasing yield environments, this adjustment will serve to reduce the Interim Value. In increasing yield environments, this adjustment will serve to increase the Interim Value. The impact of the adjustment on Interim Value is at its greatest on the first day of the surrender charge period and lessens as the remaining number of days in the surrender charge period decreases. There is no adjustment if a premium payment allocated to an Index Account Option is outside of the six-year surrender charge period. Please note that a six-year surrender charge period applies to each premium payment, including the initial premium payment and any additional premium payment.

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Accrued Credit Advantage Fees (Credit Advantage Only). If the Index Account Option is subject to a Credit Advantage Fee, Accrued Credit Advantage Fees are reflected in the Interim Value as a dollar for dollar reduction after the Index Base is applied to the Interim Value Index Credit Rate.

Our process for calculating Interim Values is explained in detail in APPENDIX A: INTERIM VALUE CALCULATIONS AND EXAMPLES, including the formula we use to calculate the Interim Value Index Credit Rate.

The following examples are intended to illustrate how an Interim Value is calculated. Assume that you purchase a Policy with the standard death benefit, and on the Policy Date, you invest $10,000 in an Index Account Option with a 1-year Crediting Period and a Cap that isn’t designated as Credit Advantage. Further, assume that you take no withdrawals from that Index Account Option, or exercise the Performance Lock feature, before the end of the Crediting Period.

Based on these assumptions, Examples 1 and 2 illustrate the Interim Value calculation halfway through the Crediting Period with positive and negative market scenarios, respectively. Examples 3 and 4 illustrate the Interim Value calculation close to the end of the Crediting Period with positive and negative market scenarios, respectively. The Examples assume that the Interim Values are calculated 182 days (Examples 1 and 2) or 335 days (Examples 3 and 4) into the 6-year surrender charge period applicable to your premium payment. In these examples, if you had elected the GMDB rider or an Index Account Option with a Credit Advantage Cap, your Interim Values would be lower depending on the applicable fee percentages, the dates on which those charges are deducted, and the actions you take under the Policy (i.e., when and if you take a Surrender or withdrawal, exercise Performance Lock, or annuitize the Policy).


	Example 1			*Example 2*			*Example 3*			*Example 4*
*Index Base*	$	10,000		$	10,000		$	10,000		$	10,000

*Interim Value Index Credit Rate*
Option Value
Current day		4.00	%		-4.00	%		4.00	%		-4.00	%
First day of Crediting Period		2.00	%		2.00	%		2.00	%		2.00	%

# of calendar days remaining in Crediting Period		183			183			30			30
# of calendar days in Crediting Period		365			365			365			365
ratio		0.5014			0.5014			0.0822			0.0822

Option Value rate		2.9973	%		-5.0027	%		3.8356	%		-4.1644	%

Bond Reference Portfolio Yield
Current day		1.93	%		1.93	%		2.46	%		2.46	%
First day of Crediting Period		2.00	%		2.00	%		2.00	%		2.00	%
Calendar days remaining/365.25		0.5010			0.5010			0.0821			0.0821

Bond Reference Portfolio Yield rate		0.0341	%		0.0341	%		-0.0369	%		-0.0369	%

Days Remaining in Surrender Charge Period
# of calendar days remaining in surrender charge period		2008			2008			1855			1855
# of calendar days in surrender charge period		2190			2190			2190			2190
1 - ratio		0.08311			0.08311			0.15297			0.15297

*Interim Value Index Credit Rate*		3.00	%		-5.00	%		3.83	%		-4.17	%


Transamerica Structured Index Advantage^SM Annuity		37


*Interim Value*
Index Base	$	10,000		$	10,000		$	10,000		$	10,000
Interim Value Index Credit Rate		3.00	%		-5.00	%		3.83	%		-4.17	%
Interim Value	$	10,300		$	9,500		$	10,383		$	9,583

As previously noted, if a premium payment allocated to an Index Account Option is still within its 6-year surrender charge period, then in addition to applicable surrender charges, your Interim Values for that Index Account Option may be higher or lower than if the premium payment were outside of its surrender charge period. In comparison to the examples above, the table below shows what the Interim Value would have been in each example had the premium payment not been within its surrender charge period at those times (all other assumptions being the same):


Interim Value
Index Base	$	10,000		$	10,000		$	10,000		$	10,000
Interim Value Index Credit Rate		3.03	%		-4.97	%		3.80	%		-4.20	%
Interim Value	$	10,303		$	9,503		$	10,380		$	9,580

See APPENDIX A: INTERIM VALUE CALCULATIONS AND EXAMPLES for detailed explanations and examples of Interim Value calculations.

INDEX SUBSTITUTIONS

During a Crediting Period, if a market index serving as an Index is discontinued, or if the calculation of the Index is substantially changed by the index provider, or if Index Values should become unavailable for any reason, or if an ETF that is serving as an Index is liquidated or otherwise no longer exists, or if its investment objectives, strategies, or risks substantially change, we may substitute the Index with a new Index once we obtain all necessary regulatory approvals. We will notify you of any such substitution in writing. We will seek to notify you at least 30 days prior to substituting an Index for any Index Account Option in which you are invested. However, in the event that it is necessary to substitute on less than 30 days’ notice due to circumstances outside of our control, we will provide notice of the substitution as soon as practicable. If we substitute an Index, we will select a new Index that we determine in our judgment is comparable to the old Index. We may look at factors which include, but are not limited to, asset class, index composition, strategy, and index liquidity.

This example is intended to show how we would calculate the Index Change during a Crediting Period in which an Index was substituted.

Index Change on substitution date for original Index


Initial Index Value for original Index		1000
Index Value for original index on substitution date		1050
Index Change for original Index on substitution date		(1050 /1000) -1 = 5%

This 5% Index Change on the substitution date is then used to calculate the revised Initial Index Value for the replacement Index.

Revised Initial Index Value for replacement Index


Index Change for original Index on substitution date		5%
Index Value for replacement Index on substitution date		1000
Revised Initial Index Value for replacement Index		1000 / (100% + 5%) = 952.38

The Index Change calculation for that Crediting Period is then based on the change between the revised Initial Index Value for the replacement Index, and the Final Index Value for the replacement Index.


Transamerica Structured Index Advantage^SM Annuity		38

PERFORMANCE LOCK

On any Business Day between the first and last day the Crediting Period for an Index Account Option, you may exercise the Performance Lock feature. You may exercise Performance Lock for one, some, or all of your Index Account Options. If you have multiple ongoing Crediting Periods for the same Index Account Option, you may exercise Performance Lock for one, some, or all of them. You may decide not to exercise Performance Lock at all.

If you exercise Performance Lock, you will be locking-in an Interim Value (and that Interim Value will be reduced dollar for dollar by any Remaining Credit Advantage Fees and any other applicable charges). Interim Values fluctuate daily, positively or negatively, and may be unfavorable to you. If you lock-in an amount that is lower than the amount you invested in that Index Account Option on the Crediting Period start date, you may be locking-in a loss. Amounts held in the Performance Lock Account will not participate in any Index performance (positive or negative). No Index Credit will be applied at the end of the Crediting Period of the Index Account Option for which you exercised Performance Lock. Depending on when you exercised Performance Lock, your investment might not participate in Index performance for up to one year.

For example, assume you invest $10,000 in an Index Account Option and you elect to exercise Performance Lock. If the Interim Value on the Performance Lock Date is $10,500 and there is $300 in Remaining Credit Advantage Fees and other applicable charges for that Index Account Option, we will transfer $10,200 to the Performance Lock Account, locking-in $200 of gain (before any future credited interest, fees or charges, or withdrawals applied to the Performance Lock Account). Conversely, if the Interim Value on the Performance Lock Date is $9,500 and there is $300 in Remaining Credit Advantage Fees and other fees, we will transfer $9,200 to the Performance Lock Account, locking-in an $800 loss (before any future credited interest, fees or charges, or withdrawals applied to the Performance Lock Account).

You may “manually” exercise Performance Lock by contacting us on any Business Day before the end of the Crediting Period, in which case we will lock-in the Interim Value (less any Remaining Credit Advantage Fees and any other applicable charges) next calculated after we receive your request in good order.

You may also exercise Performance Lock “automatically” based on a target gain that you provide us in advance. If you wish to enroll in this feature, you must provide us with instructions that identify a target gain percentage. After you enroll, Performance Lock will be automatically exercised if your Interim Value (after the deduction of any Remaining Credit Advantage Fees and any other applicable charges) is greater than your Index Base by a percentage at least equal to your target gain. For instance, if you instruct us to exercise Performance Lock on any Business Day that would lock-in at least a 5% gain, Performance Lock will be automatically exercised on any Business Day that the Interim Value (after the deduction of any Remaining Credit Advantage Fees and any other applicable charges) is at least 5% greater than your Index Base. In this example, if your Interim Value on a Business Day were at least 5% greater than your Index Base, but the deduction of any Remaining Credit Advantage Fees or other applicable charges would result in less than a 5% gain, Performance Lock would not be automatically exercised on that Business Day. You may cancel your target gain instructions at any time before Performance Lock is exercised.

If you submit instructions with your Policy application for Performance Lock to be automatically exercised for an Index Account Option, those instructions will apply to any portion of your initial premium payment allocated to that Index Account Option (including any portion of your initial premium payment that we receive after the Policy Date). Those instructions will not apply to any additional premium payment, any other Index Account Option, or any future Crediting Period. You must submit separate instructions to exercise Performance Lock automatically in those instances.

If you exercise Performance Lock manually, you won’t know the locked-in Interim Value in advance. The locked-in Interim Value may be lower or higher than the Interim Value that was last calculated before you submitted your request. If you exercise Performance Lock automatically, you will not know the locked-in Interim Value in advance, but the locked-in Interim Value (less the deduction of any Remaining Credit Advantage Fees and any other applicable charges) will be triggered by the target gain that you set in advance.

On the Performance Lock Date, the amount transferred to the Performance Lock Account will equal the locked-in Interim Value (less any Remaining Credit Advantage Fees and any other applicable charges). Thereafter, until the next Allocation Anniversary, that amount will be credited compound interest daily based on the annual interest rate in effect on that day, and will be reduced on a dollar for dollar basis for any fees, charges, or withdrawals deducted from the Performance Lock Account. We may change the current annual interest rate at any time at our discretion, subject to a guaranteed minimum effective annual interest rate of 0.25%. For any date on which a fee, charge, or withdrawal is deducted from the Performance Lock Account, daily interest will have been credited before the deduction of the fee, charge, or withdrawal.


Transamerica Structured Index Advantage^SM Annuity		39

The amount held in the Performance Lock Account will remain there until the next Allocation Anniversary unless earlier withdrawn or annuitized. On the next Allocation Anniversary, you may transfer the amount held in the Performance Lock Account to any Allocation Account that is available for investment. You could also withdraw such amount or annuitize the Policy, but it cannot remain in the Performance Lock Account. We must receive your instructions at least one Business Day before the next Allocation Anniversary. In the absence of instructions, the amount held in the Performance Lock Account will be automatically reinvested in the same Index Account Option for which your exercised Performance Lock. If that Index Account Option is no longer available for investment, such amount will be transferred to the Default Option. Currently, the Default Option is the Fixed Account Option.

Other information about Performance Lock:

•

Exercise of the Performance Lock feature is irrevocable.

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The Performance Lock Account is an interest-bearing holding account under the Policy; it is not an investment option that you can select for investment.

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There is no limit on the number of times that you may exercise Performance Lock during the accumulation phase, but it may be exercised only once during any single Crediting Period for an Index Account Option.

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If you have multiple ongoing Crediting Periods for the same Index Account Option, you may exercise Performance Lock for one, some, or all of them. You may provide separate manual or automatic Performance Lock instructions for any such Crediting Period.

•

If you exercise Performance Lock multiple times (for different Index Account Options or different Crediting Periods for the same Index Account Option) within a one year period, amounts held in the Performance Lock Account that are attributable to one exercise of Performance Lock will be treated as distinct from any amounts attributable to another exercise of Performance Lock for purposes of crediting interest; deducting fees, charges, and withdrawals; and transferring amounts from the Performance Lock Account on the next Allocation Anniversary.

THE INDEXES

Each Index Account Option is linked to the performance of an Index. Each Index is either a market index or an exchange-traded fund (“ETF”).

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A market index tracks, directly or indirectly, the performance of a specific basket of stocks or other assets considered to represent a particular market or sector. Please note that by investing in an Index Account Option that is linked to the performance of a market index, you are not investing in the market index (it is not possible to invest directly in a market index) and you have no rights with respect to the index.

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ETFs are SEC-registered investment companies whose shares are traded throughout the day on national stock exchanges at market prices. Please note that when you invest in an Index Account Option that is linked to the performance of an ETF, you are not investing in the ETF and you are not a shareholder in the ETF. You will have no voting, dividends, liquidation, or other rights that belong to shareholders in the ETF.

See “PRODUCT RISK FACTORS – Index Performance Risks” for a discussion of the investment risks associated with the Indexes.

When the Index is a market index, the Index Value at the end of a day is the closing value of the Index for that day. When the Index is an ETF, the Index Value at the end of a day is the closing share price for that day on the ETF’s primary stock exchange. The Index Value on any day that is not a Business Day is the value of the Index at the end of the next Business Day.

We rely on the Index Values reported to us by a third-party when administering the Policy. MARKET INDEXES

The Indexes described in this section are market indexes. You may request additional information about each Index from our Administrative Office or your financial intermediary.

S&P 500^® Index

The S&P 500^® Index (Ticker: SPX) is widely regarded as the best single gauge of large-cap U.S. equities. This market index includes 500 leading companies and captures approximately 80% coverage of available market capitalization. The S&P 500^® Index is calculated without adjustments for dividends.


Transamerica Structured Index Advantage^SM Annuity		40

Fidelity World Factor Leaders Index^SM0.5% AR

The Fidelity World Factor Leaders Index^SM 0.5% AR (Ticker: FIDWFLEN) is an adjusted return equity index offering exposure to U.S. and developed market non-U.S. companies. The index provider of the Index and the underlying indexes is Fidelity Product Services LLC (FPS).

The daily performance of this Index is reduced by 0.5% annually. Without this adjustment to the return, the performance of this Index over any one year period would be approximately 0.5% higher. While this performance adjustment is not a charge under the Policy, it reduces the performance of this Index and therefore may negatively impact the performance of your Policy if you select an Index Account Option that is linked to this Index.

This Index and the underlying indexes are calculated without adjustments for dividends.

This Index is comprised of two underlying market indexes with assigned weightings. This Index is rebalanced daily based on the underlying indexes’ assigned weightings.

The first underlying index is the Fidelity U.S. Multifactor Index (price return) (Ticker: FIDUSMFP). It has an assigned weighting of 60%. The Fidelity U.S. Multifactor Index is designed to reflect the performance of stocks of large-capitalization U.S. companies with attractive valuations, high quality profiles, lower volatility than the broader market, and positive momentum signals. Approximately 100 stocks from the top 1000 U.S. stocks based on market capitalization are selected for inclusion in this underlying index. This underlying index is rebalanced semi-annually.

The second underlying index is the Fidelity International Multifactor Index (price return) (Ticker: FIDINTFP). It has an assigned weighting of 40%. The Fidelity International Multifactor Index is designed to reflect the performance of stocks of large and mid-capitalization developed international companies with attractive valuations, high quality profiles, positive momentum signals, lower volatility than the broader market, and low correlation to the U.S. equity market. Approximately 200 stocks from the top 1000 developed international stocks based on market capitalization are selected for inclusion in this underlying index. This underlying index is rebalanced semi-annually.

Each underlying index is designed to emphasize companies with the following factors: attractive valuations, high quality profiles, positive momentum signals and lower volatility than the broader market. The Fidelity International Multifactor Index also emphasizes companies with low correlation to the U.S. equity market.

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“Attractive valuations” refers to companies with strong cash flows; earnings before interest, tax, depreciation, and amortization; book value; and earnings estimates relative to share price or enterprise value.

•

“High quality profile” refers to companies with strong profit generation, earnings, and cash flows.

•

“Positive momentum” refers to companies showing positive market returns during recent periods.

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“Lower volatility than the broader market” refers to companies that have demonstrated more stable returns with less sensitivity to market movements relative to other companies.

•

“Low correlation to the U.S. equity market” refers to companies in a non-U.S. sector whose returns are not strongly tied to the U.S. market.

Each underlying index is constructed by: (i) calculating weighted-average scores based on the targeted factors; (ii) selecting the highest scoring stocks within each weighted sector (and, in the case of the Fidelity International Multifactor Index, by country/region with an emphasis on lower U.S. market correlation); and (iii) assigning equal weights to all stocks selected for inclusion. At each rebalance for an underlying index, all stocks in the universe of eligible stocks are ranked by weighted-average scores from highest to lowest. The lowest ranked stocks that are already included in the index at time of rebalance are removed from the index until a turnover threshold of 20% by weight has been reached. For each stock removed from the index, it is replaced with the highest ranking stock from the universe of eligible stocks that is not already included in the index.

Fidelity World Factor Leaders Index^SM0.5% AR is exclusively licensed to Transamerica for use with this Policy. Inquiries regarding this Index, including requests for daily Index Values, should be directed to our Administrative Office.

EXCHANGE TRADED FUNDS (ETFS)

The Indexes described in this section are ETFs. Additional information about each ETF is available on the SEC’s website at www.sec.gov and copies of that information may be obtained, upon payment of a duplicating fee, by electronic request at the following email address: publicinfo@sec.gov. The SEC file number for each ETF is provided below. Please note that such information is not prepared by us and may be intended for shareholders of the ETFs. You will not be a shareholder of an ETF by investing in an Index Account Option that is linked to the performance of an ETF. You may also request additional information about each ETF from our Administrative Office or your financial intermediary.


Transamerica Structured Index Advantage^SM Annuity		41

iShares^® Russell 2000 ETF

The iShares^® Russell 2000 ETF (NYSE Arca: IWM) (SEC file number 333-92935) seeks to track the investment results of the Russell 2000^® Index, an index composed of small-capitalization U.S. equities. The Russell 2000^® Index measures the performance of the small capitalization sector of the U.S. equity market, as defined by FTSE Russell.

iShares^® U.S. Technology ETF

The iShares^® U.S. Technology ETF (NYSE Arca: IYW) (SEC file number 333-92935) seeks to track the investment results of the Russell 1000 Technology RIC 22.5/45 Capped Index, which is composed large-, and mid -capitalization U.S. companies. The Russell 1000 Technology RIC22.5/45 Capped Index is designed to measure the performance of U.S. companies in the technology sector.

AVAILABLE ALLOCATION ACCOUNTS

FIXED ACCOUNT OPTION

The table below shows the Fixed Account Option that we currently offer. We may offer other Fixed Account Options in the future.

FIXED ACCOUNT OPTION CURRENTLY AVAILABLE FOR INVESTMENT


Crediting Period		Guaranteed Minimum Effective Annual Interest Rate
1-Year		0.25%

AVAILABLE INDEX ACCOUNT OPTIONS

We currently offer two categories of Index Account Options: “Basic Index Account Options” and “Enhanced Index Account Options.” The available Basic Index Account Options and Enhanced Index Account Options are set forth in this section.

We reserve the right to add and remove Index Account Options as available investment options.

We reserve the right to add and remove Index Account Options as available investment options.We guarantee that we will always offer at least the following Basic Index Account Option for investment: S&P 500^® Index, 1-Year Crediting Period, Buffer (Buffer Rate: 10%), Cap (Cap Rate: No lower than 1.50%), and no Credit Advantage Fee. Please note the Index for that Index Account Option remains subject to our right of substitution. See INDEX SUBSTITUTIONS. We may not offer any other Basic Index Account Options or any Enhanced Index Account Options for investment in the future. You may not be able to invest in a particular Index Account Option in the future, even if it was previously made available to you. Index Account Options will only be added or removed through an amendment to this prospectus

There is no guarantee that the increased upside potential of a Credit Advantage Cap will result in gains at least equal to the additional fee or any gains at all, or that an Index Account Option with a Credit Advantage Cap will outperform an Index Account Option without a Credit Advantage Cap. The additional fee will increase any losses or decrease any gains.

Basic Index Account Options

The table below lists the Basic Index Account Options that we currently offer and includes the following information for each Basic Index Account Option:

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The Index. See THE INDEXES for information about the various Indexes.

•

The Crediting Period.

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The Downside Protection Type and related rate (i.e., Buffer and Buffer Rate). The Downside Protection Type and related rate for an Index Account Option will not change for as long as you own the Policy.


Transamerica Structured Index Advantage^SM Annuity		42

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The Growth Opportunity Type (i.e., Cap). The current Cap Rates are not shown in the table below because we may declare new rates for new Crediting Periods. You may obtain the current rates for new Crediting Periods online at https://www.transamerica.com/annuities/rila or upon request by contacting our Administrative Office or your financial intermediary. See SELECTING ALLOCATION ACCOUNTS FOR INVESTMENT.

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For any Basic Index Account Option with a Credit Advantage Cap, the guaranteed maximum annualized Credit Advantage Fee of 1.25%.

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The guaranteed limit on the Cap Rate to which we are subject when we declare new rates for new Crediting Periods.

BASIC INDEX ACCOUNT OPTIONS CURRENTLY AVAILABLE FOR INVESTMENT


Index	Crediting Period	Downside Protection Type and Rate	Growth Opportunity Type	Credit Advantage Fee (annualized)	Guaranteed Limit on Rate For Growth Opportunity Type
S&P 500^® Index	1-Year	Buffer Buffer Rate: 10%	Cap	N/ A	Cap Rate: No lower than 1.50%
Fidelity World Factor Leaders Index^SM 0.5% AR	1-Year	Buffer Buffer Rate: 10%	Cap	N/ A	Cap Rate: No lower than 1.50%
iShares^® Russell 2000 ETF	1-Year	Buffer Buffer Rate: 10%	Cap	N/ A	Cap Rate: No lower than 1.50%
iShares^® U.S. Technology ETF	1-Year	Buffer Buffer Rate: 10%	Cap	N/ A	Cap Rate: No lower than 1.50%
S&P 500^®Index	2-Year	Buffer Buffer Rate: 10%	Cap	N/ A	Cap Rate: No lower than 4.00%
Fidelity World Factor Leaders Index^SM0.5% AR	2-Year	Buffer Buffer Rate: 10%	Cap	N/ A	Cap Rate: No lower than 4.00%
iShares^®Russell 2000 ETF	2-Year	Buffer Buffer Rate: 10%	Cap	N/ A	Cap Rate: No lower than 4.00%
iShares^®U.S. Technology ETF	2-Year	Buffer Buffer Rate: 10%	Cap	N/ A	Cap Rate: No lower than 4.00%
S&P 500^®Index	2-Year	Buffer Buffer Rate: 15%	Cap	N/ A	Cap Rate: No lower than 3.00%
Fidelity World Factor Leaders Index^SM0.5% AR	2-Year	Buffer Buffer Rate: 15%	Cap	N/ A	Cap Rate: No lower than 3.00%
iShares^®Russell 2000 ETF	2-Year	Buffer Buffer Rate: 15%	Cap	N/ A	Cap Rate: No lower than 3.00%
iShares^®U.S. Technology ETF	2-Year	Buffer Buffer Rate: 15%	Cap	N/ A	Cap Rate: No lower than 3.00%
S&P 500^®Index	2-Year	Buffer Buffer Rate: 15%	Cap (Credit Advantage)	1.25%	Cap Rate: No lower than 5.00%
Fidelity World Factor Leaders Index^SM0.5% AR	2-Year	Buffer Buffer Rate: 15%	Cap (Credit Advantage)	1.25%	Cap Rate: No lower than 5.00%
iShares^®Russell 2000 ETF	2-Year	Buffer Buffer Rate: 15%	Cap (Credit Advantage)	1.25%	Cap Rate: No lower than 5.00%
iShares^®U.S. Technology ETF	2-Year	Buffer Buffer Rate: 15%	Cap (Credit Advantage)	1.25%	Cap Rate: No lower than 5.00%
S&P 500^®Index	6-Year	Buffer Buffer Rate: 10%	Cap	N/ A	Cap Rate: No lower than 10.00%
Fidelity World Factor Leaders Index^SM0.5% AR	6-Year	Buffer Buffer Rate: 10%	Cap	N/ A	Cap Rate: No lower than 10.00%
S&P 500^® Index	6-Year	Buffer Buffer Rate: 20%	Cap	N/A	Cap Rate: No lower than 8.00%
Fidelity World Factor Leaders Index^SM0.5% AR	6-Year	Buffer Buffer Rate: 20%	Cap	N/A	Cap Rate: No lower than 8.00%

Growth Opportunity Type: Calculating Gain Using the Cap

At the end of the Crediting Period for a Basic Index Account Option, if the Index Change is positive or zero, we use the Cap to calculate your gain, if any.


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We calculate your Index Credit Rate using the Cap as follows:

•

If the Index Change is positive and less than or equal to the Cap Rate, your Index Credit Rate will equal the Index Change.

•

If the Index Change is positive and exceeds the Cap Rate, your Index Credit Rate will equal the Cap Rate.

•

If the Index Change is zero, your Index Credit Rate will equal zero.

Due to the operation of the Cap, you will not participate in any Index performance beyond the Cap Rate. The Cap Rate limits the upside potential of your investment. The Cap is measured over the life of the Crediting Period, which can be more than one year. In cases where a Crediting Period is more than one year, the Cap Rate for that Crediting Period would be less if measured on an annual basis.

For each Index Account Option, we may declare a new Cap Rate for new Crediting Periods, subject to the guaranteed minimum Cap Rate for that Index Account Option. We reserve the right to declare no Cap Rate for a new Crediting Period. There will be no limit on gains during a new Crediting Period if we declared no Cap Rate.

The illustration below includes two examples of how we calculate the Index Credit Rate at the end of a Crediting Period using a Cap. Both examples assume a Cap Rate of 10%.

LOGO

•

In the first example, the Index Change is +5%, which does not exceed the Cap Rate, so your Index Credit Rate would be +5%.

•

In the second example, the Index Change is +15%, which exceeds the Cap Rate, so your Index Credit Rate would be +10%.

Credit Advantage Cap. We calculate the Index Credit Rate the same way regardless of whether a Cap is designated as “Credit Advantage.” When an Index Account Option has a Credit Advantage Cap, we will declare a Cap Rate that is higher than we would otherwise declare if the Cap

were not designated as “Credit Advantage.” We provide this increased upside potential in exchange for the additional fee.

Downside Protection Type: Calculating Loss Using The Buffer

At the end of the Crediting Period for a Basic Index Account Option, if the Index Change is negative, we use the Buffer to calculate your loss, if any. The Buffer Rate represents the percentage of your investment that is protected from loss. For instance, assuming a Buffer Rate of 10%, it is possible that you could lose 90% of your investment as a result of negative Index performance. A Buffer absorbs the impact of negative Index performance before the negative Index performance impacts your investment.

If the Index Change at the end of the Crediting Period is negative, the value of your investment will decrease if the Index Change goes beyond the Buffer Rate.


Transamerica Structured Index Advantage^SM Annuity		44

We calculate your Index Credit Rate using the Buffer as follows:

•

If the Index Change is below the Buffer Rate, your Index Credit Rate will equal 0%. Under these circumstances, the Buffer would provide complete protection from loss related to the negative Index performance.

•

If the Index Change goes beyond the Buffer Rate, your Index Credit Rate will be a percentage equal to the excess Index Change over the Buffer Rate. Under these circumstances, the Buffer would provide only partial protection from loss related to the negative Index performance.

The illustration below includes three examples of how the Buffer applies when the Index Change is negative. Each example assumes a Buffer Rate of 10%.

LOGO

•

In the first example, the Index Change is -5%, which does not go beyond the Buffer Rate, so the Buffer would completely protect you from loss related to the negative Index performance. Your Index Credit Rate would be 0%.

•

In the second example, the Index Change is -15%, which goes beyond the Buffer Rate, so the Buffer would only partially protect you from loss related to the negative Index performance. Your Index Credit Rate would be -5%.

•

In the third example, the Index Change is -25%, which goes beyond the Buffer Rate, so the Buffer would only partially protect you from loss related to the negative Index performance. Your Index Credit Rate would be -15%.

Enhanced Index Account Options

The table below lists the Enhanced Index Account Options that we currently offer. Currently, we are only offering one type of Enhanced Index Account Option: “Best Entry.” We reserve the right to offer different types of Enhanced Index Accounts in the future. We may not always offer Best Entry options.

Each Best Entry option is subject to a Credit Advantage Fee. You will pay an additional annualized fee of 1.25% if you select a Best Entry option for investment.

The table below includes the following information for each Best Entry option:

•

The Index. See THE INDEXES for information about the various Indexes.


Transamerica Structured Index Advantage^SM Annuity		45

•

The Crediting Period.

•

The Growth Opportunity Type (i.e., Cap). The current Cap Rates are not shown in the table below because we may declare new Cap Rates for new Crediting Periods. You may always obtain the current rates for new Crediting Periods online at https://www.transamerica.com/annuities/rila or upon request by contacting our Administrative Office or your financial intermediary. See SELECTING ALLOCATION ACCOUNTS FOR INVESTMENT.

•

The guaranteed maximum annualized Credit Advantage Fee of 1.25%.

•

The guaranteed limit on the Cap Rate, to which we are subject when we declare a new Cap Rate for new Crediting Periods.

•

Terms related to the Initial Index Value reset feature. Each Best Entry option includes an Initial Index Value reset feature that may help you increase gains or decrease losses, as explained after the table below. These terms for a Best Entry Option will not change for as long as you own the Policy.

BEST ENTRY OPTIONS CURRENTLY AVAILABLE FOR INVESTMENT

Index

Crediting
Period

Downside
Protection
Type and Rate

Growth

Opportunity Type

Credit
Advantage
Fee
(annualized)

Guaranteed

Limit on

Rate For

Growth
Opportunity

Type

Initial Index Value Reset Feature

Observation
Frequency

Number of
Observation
Days

Best
Entry Reset
Threshold /
Best
Entry Reset
Maximum

S&P 500^® Index

6-Year

Buffer

Buffer Rate
10%

Cap

(Credit Advantage)

1.25%

Cap Rate:
12.00%

Monthly

-5% / -20%

Fidelity World Factor Leaders Index^SM 0.5% AR

6-Year

Buffer

Buffer Rate
10%

Cap

(Credit Advantage)

1.25%

Cap Rate:
12.00%

Monthly

-5% / -20%

Explanation of Best Entry

When you invest in any Index Account Option, we measure your Index rate of return based on your Initial Index Value. If there is a market downturn after your Crediting Period starts, your gains could be less and your losses could be greater at the end of the Crediting Period. Best Entry, on a limited basis, can help reduce this risk through its Initial Index Value reset feature, as described further below.

•

Under a Basic Index Account Option, the Initial Index Value is always the Index Value on the Crediting Period start date.

•

Under a Best Entry option, the Initial Index Value may automatically reset from the Index Value on the Crediting Period start date to a lower Index Value that occurred after the Crediting Period began. If the Initial Index Value resets, the lower Initial Index Value will be reflected in the Index Change used to calculate gains or losses. As explained further below, resetting to a lower Initial Index Value will serve to potentially increase your gains or decrease your losses.

How the Initial Index Value reset feature works:

•

The Index Value on the first day of the Crediting Period is the starting Initial Index Value.

•

The Initial Index Value may reset only on an “Observation Day.” There are only six Observation Days and therefore only six calendar days on which the Initial Index Value is eligible to reset.

•


Transamerica Structured Index Advantage^SM Annuity		46

•

On an Observation Day, the Initial Index Value will automatically reset if both:

(i)

The value of the Index has decreased by the “Best Entry Reset Threshold” (which is expressed as -5%) compared to the Index Value on the first day of the Crediting Period; and

(ii)

The Index Value on that Observation Day is lower than the current Initial Index Value (taking into account any prior reset that has occurred since the beginning of the Crediting Period).

See “Example – General Illustration of Best Entry” below for examples of this automatic reset calculation.

•

In no event will the Initial Index Value be reset to a higher Index Value.

•

The Initial Index Value, as reset, if applicable, will be used to calculate the Index Change at the end of the Crediting Period.

•

The Initial Index Value reset feature may affect Interim Values prior to the end of the Crediting Period. If the Initial Index Value does not reset, Interim Values will be unaffected by the reset feature. Each time the Initial Index Value resets, future Interim Values will be calculated using the reset Initial Index Value. A reset of the Initial Index Value will never result in lower Interim Values than if the Initial Index Value had not reset.

Each Best Entry option is subject to Credit Advantage Fees. As a result, you will pay an additional annualized fee of 1.25% if you select a Best Entry option for investment. The additional fee will increase any losses or decrease any gains.

While Best Entry may help you increase your gains or decrease your losses, it is subject to the same risks associated with the Cap Growth Opportunity Type and the Buffer Downside Protection Type.

•

You will not participate in any positive Index performance above the Cap Rate. If your Initial Index Value has reset, you may be more likely to realize gains at the end of the Crediting Period than if the Initial Index Value had not been reset, but the upside potential of your investment continues to be limited by the same Cap Rate.

•

The Buffer provides only limited downside protection. If your Initial Index Value has reset, you may be less likely to realize loss at the end of the Crediting Period than if the Initial Index Value had not been reset, but you still assume the risk of loss for negative Index performance beyond the same Buffer Rate. Your losses could be significant.

Example – General Illustration of Best Entry. To help you understand the Initial Index Value reset feature, consider the following example. Assume you select a Best Entry option for which the following applies:

•

Crediting Period: 6 Years

•

Number of Observation Days: 6

•

Observation Frequency: Monthly

•

Best Entry Reset Threshold: -5%

•

Best Entry Reset Maximum: -20%

•

Cap Rate: 20%

•

Buffer Rate: 10%

Now assume that the value of the Index on day 1 of the Crediting Period is 1000. Based on these assumptions, your Initial Index Value will either (a) remain at 1000 or (b) reset to the lowest Index Value observed on any Observation Day provided that at least one observed Index Value is equal to or lower than 950 (i.e., 1000 – (1000 x 5%) = 950). However, in no event can the Initial Index Value be reset below the Best Entry Reset Minimum Value of 800 (i.e., 1000 x (1 + -20%) = 800).

Remember that if the Initial Index Value resets at least once, it will never reset to a higher Index Value.


Transamerica Structured Index Advantage^SM Annuity		47

The illustration below reflects how the Index hypothetically performed between the Crediting Period start date and the last Observation Day.

LOGO

The following table describes whether or not the Initial Index Value reset on the Observation Days.


Observation Day	Index Value	Initial Index Value			Explanation
Observation Day	Index Value	Immediately Before Reset Opportunity	Immediately After Reset Opportunity	Did a Reset Occur?	Explanation
1	965	1000	1000	No	The Index Value on the Observation Day (965) was not at least 5% lower than the starting Index Value (1000).
2	950	1000	950	Yes	The Index Value on the Observation Day (950) was at least 5% lower than the starting Index Value (1000), and there were no prior resets to consider.
3	958	950	950	No	The Index Value on the Observation Day (958) was not at least 5% lower than the starting Index Value (1000), nor was it lower than the Initial Index Value immediately prior to the reset opportunity (950).
4	935	950	935	Yes	The Index Value on the Observation Day (935) was at least 5% lower than the starting Index Value (1000), and was lower than the Initial Index Value immediately prior to the reset opportunity (950).
5	930	935	930	Yes	The Index Value on the Observation Day (930) was at least 5% lower than the starting Index Value (1000), and was lower than the Initial Index Value immediately prior to the reset opportunity (935).
6	945	930	930	No	The Index Value on the Observation Day (932) was at least 5% lower than the starting Index Value (1000), but was not lower than the Initial Index Value immediately prior to the reset opportunity (930).

Note that the lowest Index Value in this example was 925, but the Initial Index Value did not reset to 925. The Initial Index Value was not reset to 925 because that Index Value did not occur on an Observation Day.

Also note that because the lowest Index Value on any Observation Day wasn’t lower than the Best Entry Reset Minimum Value of 800, the Buffer Reset Maximum did not affect any Initial Index Value resets.

At the end of the Crediting Period in this example, the Index Change will be positive if the Final Index Value is greater than 930, zero if the Final Index Value is 930, or negative if the Final Index Value is lower than 930. Without the Initial Index Value reset feature in this example, the Index Change would have been positive if the Final Index Value were greater than 1000, zero if the Final Index Value were equal to 1000, or negative if the Final Index Value were lower than 1000.


Transamerica Structured Index Advantage^SM Annuity		48

To show how the Initial Index Value reset feature could help increase gains and decrease losses in this example, the following table reflects hypothetical Index Changes and Index Credit Rates based on an Initial Index Value of 1000 (reflecting no reset) versus an Initial Index Value of 930 (reflecting the reset), using assumed Final Index Values, the assumed Cap Rate (20%), and the assumed Buffer Rate (10%). You should note that depending on the Final Index Value, the Initial Index Value reset feature may or may not increase gains or decrease losses, even when a reset occurs.


Final Index Value	Initial Index Value = 1000 (Reflects No Reset)		Initial Index Value = 930 (Reflects Reset)		Impact of Initial Index Value Reset on Gains or Losses
Final Index Value	Index Change	Index Credit Rate	Index Change	Index Credit Rate
1200	+20%	+20%	+29%	+20%⁽¹⁾	None
1150	+15%	+15%	+23.7%	+20%⁽¹⁾	Increased Gains
1100	+10%	+10%	+18.3%	+18.3%	Increased Gains
1000	0%	0%	+7.5%	+7.5%	Increased Gains
900	-10%	0%⁽²⁾	-3.2%	0%⁽²⁾	None
800	-20%	-10%⁽³⁾	-14%	-4%⁽³⁾	Decreased Losses

(1)	Index Credit Rate equals the Cap Rate because the Index Change exceeds the Cap Rate.

(2)	Index Credit Rate equals 0% because the negative Index Change does not go beyond the Buffer Rate.

(3)	Index Credit Rate equals the negative Index Change in excess of the Buffer Rate.

Example – Illustration of Best Entry Reset Maximum. To help you understand how the Best Entry Reset Maximum works, consider the following example. Once again, assume you select a Best Entry option for which the following applies:

•

Crediting Period: 6 Years

•

Number of Observation Days: 6

•

Observation Frequency: Monthly

•

Best Entry Reset Threshold: -5%

•

Best Entry Reset Maximum: -20%

•

Cap Rate: 20%

•

Buffer Rate: 10%

Again, assume that the value of the Index on day 1 of the Crediting Period is 1000. Based on these assumptions, your Initial Index Value will either (a) remain at 1000 or (b) reset to the lowest Index Value on any Observation Day, provided that at least one observed Index Value is equal to or lower than 950 (i.e., 1000 – (1000 x 5%) = 950). However, in no event can the Initial Index Value be reset below the Best Entry Reset Minimum Value of 800 (i.e., 1000 x (1 + -20%) = 800).

The illustration below reflects how the Index hypothetically performed on between the Crediting Period start date and the last Observation Day.

LOGO


Transamerica Structured Index Advantage^SM Annuity		49

The following table describes whether or not the Initial Index Value reset on the Observation Days.


Observation Day	Index Value	Initial Index Value			Explanation
Observation Day	Index Value	Immediately Before Reset Opportunity	Immediately After Reset Opportunity	Did a Reset Occur?	Explanation
1	965	1000	1000	No	The Index Value on the Observation Day (965) was not at least 5% lower than the starting Index Value (1000).
2	900	1000	900	Yes	The Index Value on the Observation Day (900) was at least 5% lower than the starting Index Value (1000), and was lower than the Initial Index Value immediately prior to the reset opportunity (1000).
3	850	900	850	Yes	The Index Value on the Observation Day (850) was at least 5% lower than the starting Index Value (1000), and was lower than the Initial Index Value immediately prior to the reset opportunity (900).
4	780	850	800	Yes	The Index Value on the Observation Day (780) was at least 5% lower than the starting Index Value (1000), and was lower than the Initial Index Value immediately prior to the reset opportunity (850). However, because the Initial Index Value cannot reset below the Best Entry Reset Minimum Value (800), the Initial Index Value was reset to 800 rather than 780.
5	760	800	800	No	No resets allowed after the Initial Index Value has been reset to the Best Entry Reset Minimum Value.
6	765	800	800	No	No resets allowed after the Initial Index Value has been reset to the Best Entry Reset Minimum Value.

Because the Initial Index Value reset to the Best Entry Reset Minimum Value (800) on the 4^th Observation Day, no resets were allowed on the 5^th and 6^th Observation Days, even though the Index Values on those Observation Days were lower than the current Initial Index Value of 800. At the end of the Crediting Period in this example, the Index Change will be positive if the Final Index Value is greater than 800, zero if the Final Index Value is 800, or negative if the Final Index Value is lower than 800.

SELECTING ALLOCATION ACCOUNTS FOR INVESTMENT

WE RESERVE THE RIGHT TO ADD AND REMOVE ALLOCATION ACCOUNTS AS AVAILABLE INVESTMENT OPTIONS. ALLOCATION ACCOUNTS WILL ONLY BE ADDED OR REMOVED THROUGH AN AMENDMENT TO THIS PROSPECTUS.

WE ALSO RESERVE THE RIGHT TO MAKE DIFFERENT ALLOCATION ACCOUNTS AVAILABLE FOR INVESTMENT IN CONNECTION WITH ONLY NEW PREMIUM PAYMENTS (INITIAL OR ADDITIONAL PREMIUM PAYMENTS) AS OPPOSED TO REINVESTMENTS AND TRANSFERS AT THE END OF A CREDITING PERIOD (OR THE NEXT ALLOCATION ANNIVERSARY AFTER YOU EXERCISE PERFORMANCE LOCK). AN ALLOCATION ACCOUNT THAT IS CURRENTLY AVAILABLE FOR INVESTMENT MAY NOT BE AVAILABLE FOR INVESTMENT IN THE FUTURE.

IF WE REMOVE AN ALLOCATION ACCOUNT, IT WILL BE CLOSED SUCH THAT NO NEW PREMIUMS, REINVESTMENTS, OR TRANSFERS WILL BE ALLOWED INTO THAT ALLOCATION ACCOUNT. IF YOU ARE CURRENTLY INVESTED IN AN ALLOCATION ACCOUNT AND IT IS REMOVED, YOU MAY REMAIN IN THAT ALLOCATION ACCOUNT UNTIL THE END OF THE CREDITING PERIOD.

WE GUARANTEE THAT WE WILL ALWAYS OFFER AT LEAST THE FOLLOWING BASIC INDEX ACCOUNT OPTION: S&P 500^® INDEX, 1-YEAR CREDITING PERIOD, BUFFER (BUFFER RATE: 10%), CAP (CAP RATE: NO LOWER THAN 1.50%), AND NO CREDIT ADVANTAGE FEE. PLEASE NOTE THE INDEX FOR THAT INDEX ACCOUNT OPTION REMAINS SUBJECT TO OUR RIGHT OF SUBSTITUTION. SEE INDEX SUBSTITUTIONS.

WE DO NOT GUARANTEE THAT WE WILL ALWAYS OFFER ANY OTHER BASIC INDEX ACCOUNT OPTION, AN ENHANCED INDEX ACCOUNT OPTION, OR A FIXED ACCOUNT OPTION. WE WILL OFFER THE FIXED ACCOUNT OPTION (WITH A 1-YEAR CREDITING PERIOD) FOR AT LEAST AS LONG AS IT SERVES AS THE DEFAULT OPTION.

IF YOU ARE NOT COMFORTABLE WITH THE RISK THAT WE MAY NOT OFFER ALLOCATION ACCOUNTS IN THE FUTURE THAT ARE ATTRACTIVE TO YOU BASED ON YOUR PERSONAL PREFERENCES, RISK TOLERANCES, OR TIME HORIZON, OR WITH THE RISK THAT WE MAY OFFER ONLY A SINGLE INDEX ACCOUNT OPTION IN THE FUTURE, THIS POLICY IS NOT APPROPRIATE FOR YOU. YOU MAY SURRENDER YOUR POLICY (TAKE A FULL WITHDRAWAL) IF THERE ARE NO ALLOCATIONS ACCOUNTS THAT YOU WISH TO SELECT, BUT THE SURRENDER MAY BE SUBJECT TO SURRENDER CHARGES, WILL BE BASED ON AN INTERIM VALUE IF TAKEN BEFORE THE END OF A CREDITING PERIOD FOR AN INDEX ACCOUNT OPTION, MAY BE SUBJECT TO TAXES (INCLUDING A 10% FEDERAL PENALTY TAX IF TAKEN BEFORE AGE 59¹⁄₂), AND YOUR POLICY WILL TERMINATE.


Transamerica Structured Index Advantage^SM Annuity		50

When you are purchasing the Policy, coming to the end of a Crediting Period, making an additional premium payment, or coming to the next Allocation Anniversary after you exercise Performance Lock for an Index Account Option, you will have an opportunity to select from among the available Allocation Accounts for investment.

The Fixed Account and Index Account Options that are currently available for investment are listed in tables under AVAILABLE ALLOCATION ACCOUNTS. Those tables do not include the current annual interest rate for the Fixed Account Option or the current Cap Rates for the Index Account Options’ Caps (together, “current upside rates”) because we may declare new current upside rates for new Crediting Periods, subject to the guaranteed limits set forth in those tables. The current upside rates determine the Allocation Accounts’ potential for gain. Therefore, it is important that you obtain and carefully review the current upside rates when selecting your investment options.

The following provides additional information about what to expect when selecting Allocation Accounts for investment:

•

New Purchasers. If you are a new purchaser of the Policy, the current upside rates in effect on the date that you sign the Policy application will apply to the premium accompanying your Policy application. We will also apply those same rates to any more premium we receive within 14 calendar days of your signature date (or 60 calendar days if the Policy is funded through an exchange, transfer, or rollover). Any premium we receive after that date will be considered an additional premium payment, and the current upside rates in effect at the time of receipt will apply. See “Additional Premium Payments” below.

For example, if you sign the Policy application on January 30, the current upside rates as of that date will apply to the premium accompanying your Policy application. In addition, if we receive any more premium from you on or before February 13 (March 31 if the Policy is funded through an exchange, transfer, or rollover), the same rates will apply to that premium, even if the rates we are offering have otherwise changed since January 30. Any premium we receive after February 13 (or March 31 if the Policy is funded through an exchange, transfer, or rollover) will be considered to be an additional premium payment and different rates may apply.

Current upside rates will be provided to your financial intermediary and are always available online at https://www.transamerica.com/annuities/rila. We publish new rates at least 14 calendar days before they take effect. The rates applicable to your initial premium payment will be stated in the confirmation of your purchase.

•

Additional Premium Payments. When making an additional premium payment, you should obtain the current upside rates online at https:// www.transamerica.com/annuities/rila or by contacting our Administrative Office or your financial intermediary.

•

For each Allocation Account in your standing allocation instructions, if that Allocation Account is available for investment, we will allocate the applicable percentage of your premium payment to that Allocation Account in accordance with your standing allocation instructions.

•

End of a Crediting Period. If you are coming to the end of a Crediting Period, we will send you a Renewal Letter (which will include current upside rates) at least 21 days before the end of the Crediting Period. We must receive your instructions at least one Business Day before the end of the Crediting Period. In the absence of instructions, your Policy Value in the expiring Allocation Account will be automatically reinvested in the same Allocation Account for another Crediting Period. If the expiring Allocation Account is no longer available for investment, your Policy Value in the expiring Allocation Account will be transferred to the Default Option.


Transamerica Structured Index Advantage^SM Annuity		51

•

Next Allocation Anniversary After Exercising Performance Lock. If you exercised Performance Lock for an Index Account Option, on the next Allocation Anniversary, you may transfer the amount held in the Performance Lock Account to any Allocation Account that is available for investment. You could also withdraw such amount or annuitize the Policy, but it cannot remain in the Performance Lock Account. You must submit instructions to us at least one Business Day before the next Allocation Anniversary. In the absence of instructions, the amount held in the Performance Lock Account will be automatically reinvested in the same Index Account Option for which your exercised Performance Lock. If that Index Account Option is no longer available for investment, the amount held in the Performance Lock Account will be transferred to the Default Option. We will send you a Renewal Letter (which will include current upside rates) at least 21 days before the next Allocation Anniversary, provided that you exercised Performance Lock no later than 21 days of the next Allocation Anniversary. If you exercised Performance Lock within 21 days of the next Allocation Anniversary, you will not receive a Renewal Letter. You should obtain the current upside rates online at https://www.transamerica.com/annuities/rila or by contacting our Administrative Office or your financial intermediary. Please note that we will not permit you to have more than 97 ongoing Crediting Periods at once.

ABILITY TO TRANSFER BETWEEN ALLOCATION ACCOUNTS

You may transfer Policy Value between Allocation Accounts only at certain times. You are permitted to transfer Policy Value from an Allocation Account in which you are currently invested only at the end of that Allocation Account’s Crediting Period as described above. Policy Value transferred into an Allocation Account cannot be applied to an ongoing Crediting Period. This means that when you transfer Policy Value between Allocation Accounts, the transfer will start a new Crediting Period for the Allocation Account receiving the transfer.

CREDITING PERIODS EXTENDING BEYOND THE LATEST ANNUITY COMMENCEMENT DATE

When allocating an additional premium or Policy Value at the end of a Crediting Period among the investment options that are generally available for investment, you may not invest in any Allocation Account that has a Crediting Period that extends beyond the last available Annuity Commencement Date. If there is no eligible Allocation Account, only the Default Option will be available to you for investment. The Annuity Commencement Date will never be later than the Policy Anniversary on or following the Annuitant’s 99th birthday (or earlier if required by state law). See ANNUITY PAYMENTS (INCOME PHASE).

DEFAULT OPTION

Under certain circumstances as described in this prospectus, your premium payment or Policy Value will be automatically allocated to the Fixed Account Option, which is currently the Default Option. We reserve the right to change the Default Option (including to an Index Account Option), but will not change the Default Option without first amending this prospectus.

Once a premium payment or Policy Value has been allocated to the Fixed Account Option by default, your investment in the Fixed Account Option is subject to the same terms and conditions as any other investment in the Fixed Account Option. You may not transfer Policy Value invested in the Fixed Account Option until the end of the Crediting Period. You may withdraw amounts invested in the Fixed Account Option at any time; however, you will be subject to applicable surrender charges and income taxes (including a 10% federal penalty tax if taken before age 59¹⁄₂).

In each circumstance where Policy Value may be automatically allocated to the Default Option, we reserve the right to designate in an amendment to this prospectus a different Allocation Account to receive that Policy Value in lieu of the Default Option. We will not exercise this right without first amending this prospectus. For example, if we remove an Allocation Account from the Policy but add a new Allocation Account with substantially similar features, we may specify in an amendment to this prospectus that the new Allocation Account will replace the removed Allocation Account in Owners’ standing allocation instructions for additional premium payments, or that Policy Value will be automatically reinvested in the new Allocation Account rather than the Default Option at the end of a Crediting Period (or on the next Allocation Anniversary if Performance Lock has been exercised) in the absence of instructions.

ACCESS TO YOUR MONEY

During the accumulation phase, you have access to the money in your Policy by taking a withdrawal or Surrender. You may also take automatic withdrawals by electing the systematic payout option. You may also authorize your financial professional to deduct advisory fees directly from the Policy via advisory fee withdrawals.

Remember:

•

A Surrender will terminate the Policy and all its benefits, including the death benefit.


Transamerica Structured Index Advantage^SM Annuity		52

•

Charges may be deducted when you take a withdrawal or Surrender, including surrender charges. These charges may be significant. See FEES AND CHARGES.

•

Any type of withdrawal or a Surrender taken before the end of a Crediting Period for an Index Account Option will be processed based on an Interim Value for that Index Account Option, which may reflect less gain or more loss (perhaps significantly less gain or more loss) than would be applied at the end of the Crediting Period. There could be significantly less money available to you for a withdrawal or Surrender that is processed based on an Interim Value. The application of an Interim Value may result in a loss to an Owner even if the reference Index at the time of withdrawal or Surrender is higher than at the beginning of the Crediting Period. See VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – INTERIM VALUES.

•

Income taxes, federal tax penalties, and certain restrictions may apply to a withdrawal or Surrender. A withdrawal or Surrender may be taxable, and if taken before age 59¹⁄₂, may be subject to a 10% federal penalty tax. See TAX INFORMATION – Taxation of Surrenders and Withdrawals.

•

Any type of withdrawal you take will reduce the Policy Value (because you are taking money out of your Policy) and the amount of the death benefit, including the guaranteed minimum death benefit (perhaps significantly) if the GMDB rider has been elected. The guaranteed minimum death benefit will be reduced in the same proportion that the gross withdrawal reduces your Policy Value, and this reduction may be more than the dollar amount withdrawn. See POLICY VALUE AND CASH VALUE and DEATH BENEFIT.

•

Advisory fee withdrawals will reduce your Policy Value and will be subject to the same risks and consequences of withdrawals, including applicable surrender charges, Interim Value adjustments, negative adjustments, and taxes (including a 10% federal penalty tax if taken before age 59¹⁄₂) and proportionate reductions to the death benefit. Advisory fee withdrawals for non-qualified Policies are subject to a maximum limit each Policy Year. We will not report advisory fee withdrawals as taxable distributions to the IRS; therefore, they may not be subject to federal income tax. However, regardless of how Transamerica treats advisory fee withdrawals for tax reporting purposes, federal and/or state taxing authorities could determine that advisory fee withdrawals should be treated as taxable withdrawals from your Policy, in which case the amount of the advisory fees deducted from your Policy could be subject to income tax, and a 10% federal penalty tax could apply if the advisory fee withdrawal was taken before you attained age 59¹⁄₂. You should consult a tax professional. See ADVISORY FEE WITHDRAWALS below.

•

Automatic withdrawals under the systematic payout option (see SYSTEMATIC PAYOUT OPTION below), minimum required distributions, and regular advisory fee withdrawals will repeatedly expose you to the risks and consequences of withdrawals, including applicable surrender charges, Interim Value adjustments, negative adjustments, and income taxes and tax penalties and proportionate reductions to the death benefit.

During the income phase, you will receive annuity payments under the fixed income option you select. You may not take any withdrawals or Surrender the Policy. The Policy has no cash value during the income phase.

SURRENDERS AND WITHDRAWALS

During the accumulation phase, you may withdraw all (Surrender) or a portion (withdrawal) of your Policy’s cash value. Your cash value is equal to the Policy Value less any surrender charges, if applicable. If you request a Surrender, you will receive the Policy’s cash value. If your cash value is lower than the Minimum Required Cash Value upon Surrender, you will receive the Minimum Required Cash Value.

If you request a withdrawal, the minimum withdrawal is $500, with the exception of automatic withdrawals and minimum required distributions. When requesting a withdrawal:

•

You may instruct us that the withdrawal is to be taken from one or more of your Index Account Options, your Fixed Account Option, and/or the Performance Lock Account. You cannot instruct us to take a withdrawal from the Fixed Holding Account until all of your Allocation Accounts and the Performance Lock Account have been exhausted of value.

•

In the absence of instructions, the withdrawal will be taken from each Account in proportion to the portion of Policy Value in each Account, excluding the Fixed Holding Account until all other Accounts have been exhausted of value.


Transamerica Structured Index Advantage^SM Annuity		53

•

If you have multiple ongoing Crediting Periods for the same Allocation Account, any withdrawal from that Allocation Account will always be taken pro-rata from all of the Crediting Periods. You could instruct us not to take the withdrawal from that Allocation Account, but you could not instruct us to take the withdrawal from only one or some of those Crediting Periods.

•

If you exercise Performance Lock multiple times (for different Index Account Options or different Crediting Periods for the same Index Account Option) within a one year period, amounts held in the Performance Lock Account that are attributable to one exercise of Performance Lock will be treated as distinct from any amounts attributable to another exercise of Performance Lock. However, any withdrawal from the Performance Lock Account will always be taken pro-rata from those distinct amounts. You could instruct us not to take the withdrawal from the Performance Lock Account, but you could not instruct us to take the withdrawal from amounts only attributable to a specific exercise of Performance Lock.

We must receive your withdrawal or Surrender request, in good order, before the Annuity Commencement Date. Withdrawals and Surrenders will normally be effective as of the end of the Business Day the request is received in good order. If we receive a request before the end of a Crediting Period, and the request does not specify a withdrawal or Surrender date, we will process the withdrawal or Surrender as of the date received, which could be before the end of the Crediting Period. We encourage you to specify a withdrawal or Surrender date with your request when you intend to take a withdrawal or Surrender at the end of a Crediting Period.

Payment of withdrawal or Surrender proceeds will generally occur within seven days from the date we receive in good order all required information. See OTHER INFORMATION – Timing of Payments for information about when payments may be deferred.

GROSS AND NET WITHDRAWALS

You may request withdrawals in either a gross or a net amount. In the absence of instructions, the withdrawal will be taken on a gross basis. The gross withdrawal is the total amount which will be deducted from your Policy Value as a result of the withdrawal, including any applicable surrender charges and any other fees and charges, while the net withdrawal is the amount you actually receive (exclusive of any tax withholdings). The gross withdrawal may be more than your requested withdrawal amount, if requested on a net basis, depending on whether surrender charges and any other fees and charges apply at the time of the withdrawal.

The gross withdrawal equals the net withdrawal plus the surrender charge and any other fees and charges on the excess withdrawal amount.

The excess withdrawal amount is the portion of the requested withdrawal or Surrender that is subject to surrender charges (that is, the portion which is in excess of the surrender charge-free portion). For example, if the requested withdrawal or Surrender amount is $1,000, and the surrender charge-free amount is $200, then the excess withdrawal that is subject to surrender charge would be $800.

•

If you request that the withdrawal be taken on a gross basis, you may not receive the withdrawal amount requested. Any surrender charges and any other fees and charges that apply to the withdrawal will be deducted from the amount you receive rather than your Policy Value. As such, your Policy Value will be reduced by the withdrawal amount you requested, but you may receive less than that amount.

Assuming you request a gross withdrawal of $5,000, with no surrender charge-free amount and a 7% surrender charge, your Policy Value will be reduced by $5,000 and you will receive a net amount equal to $4,650 (i.e., $5,000 – ($5,000 x 7%) = $4,650).

•

If you request that the withdrawal be taken on a net basis, you will receive the withdrawal amount requested (exclusive of any tax withholdings). However, any fees and charges that apply at the time of the withdrawal, including surrender charges, will also be deducted from your Policy Value. As such, your Policy Value may be reduced by an amount greater than the amount you receive.

Assuming you request a net withdrawal of $5,000, with no surrender charge-free amount and a 7% surrender charge, your Policy Value will be reduced by $5,376.64 (i.e., $5,000 / (1 – 7%) = $5,376.34) and you will receive a net amount equal to $5,000.

SURRENDER CHARGE WAIVERS

This section describes the surrender charge waivers that are available under the Policy. Please note that any amounts withdrawn or Surrendered under any of these surrender charge waivers will count against the surrender charge-free amount for a Policy Year.

Withdrawals taken under a surrender charge waiver are still subject to the same risks as any other withdrawals, including the risks listed at the beginning of this section (except surrender charges) and described further in the cross-referenced sections.

Minimum Required Distributions

For tax-qualified plans and policies, withdrawals taken to satisfy minimum required distribution requirements under Section 401(a)(9) of the Internal Revenue Code (IRC) are available with no surrender charges. The amount available from this Policy with respect to the minimum required distribution is based solely on this Policy.


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Any amount requested in excess of the IRC minimum required distribution will have the appropriate surrender charges applied, unless the excess distribution qualifies as surrender charge free under any additional options provided (e.g., the surrender charge-free amount).

Nursing Care and Terminal Condition Waiver

No surrender charges will apply if you take a withdrawal ($1,000 minimum), under certain circumstances, because you or your spouse has been:

•

Confined in a hospital or nursing facility for 30 days in a row after the Policy Date; or

•

Diagnosed with a terminal condition after the Policy Date (usually a life expectancy of 12 months or less).

For a waiver due to a condition related to confinement in a hospital or nursing facility, we must receive each withdrawal request (and proof of eligibility with each request) no later than 90 days following the date that confinement has ceased, unless it can be shown that it was not reasonably possible to provide the notice and proof within the above time period and that the notice and proof were given as soon as reasonably possible. However, in no event shall the notice and proof be provided later than one year following the date that confinement has ceased.

For a waiver related to a terminal condition, proof of eligibility is required only with the initial withdrawal request and must be furnished by the attending physician. We must receive a new request for each withdrawal under this waiver. Each withdrawal request must be received no later than one year following diagnosis of the terminal condition.

You may exercise this benefit at any time during the accumulation phase. This benefit is also available to the Annuitant or Annuitant’s spouse if the Owner is not a natural person. There is no restriction on the maximum amount you may withdraw under this benefit. There is no charge for this benefit.

This benefit is not intended to provide long-term care or nursing home insurance. This benefit is not available if the Owner or Owner’s spouse (Annuitant or Annuitant’s spouse, if the Owner is a non-natural person) has been admitted to a hospital on the Policy Date or already resides in a nursing facility on the Policy Date.

The Nursing Care and Terminal Condition Waiver may vary for certain Policies and may not be available for all Policies, in all states, or at all times. See OTHER INFORMATION – State Variations.

Unemployment Waiver

No surrender charges will apply if you take a withdrawal ($1,000 minimum), under certain circumstances, after you or your spouse become unemployed due to:

•

Involuntary termination of employment; or

•

Involuntary lay off.

In order to qualify, you (or your spouse, whichever is applicable) must have been:

•

Employed full time for at least two years prior to becoming unemployed;

•

Employed full time on the Policy Date;

•

Unemployed for at least 60 days in a row at the time of withdrawal;

•

Must have a minimum cash value at the time of withdrawal of $5,000; and

•

You (or your spouse) must be receiving unemployment benefits.

You must provide written proof from your state’s Department of Labor, which verifies that you qualify for and are receiving unemployment benefits at the time of withdrawal. The determination letter must be received by us no later than 90 days following the date of the withdrawal request.

You may use this benefit at any time during the accumulation phase and for so long as you meet the criteria specified above. This benefit is also available to the Annuitant or Annuitant’s spouse if the Owner is not a natural person. There is no restriction on the maximum amount you may withdraw under this benefit. There is no charge for this benefit.

The Unemployment Waiver may vary for certain Policies and may not be available for all Policies, in all states, or at all times. See OTHER INFORMATION – State Variations.


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ADVISORY FEE WITHDRAWALS

If you are receiving investment advice from a financial professional who charges you investment advisory fees for their services, you may request that your financial professional or financial professional’s firm be permitted to request withdrawals from the Policy for the purpose of paying your investment advisory fees. Investment advisory fees are in addition to and separate from the Policy’s fees and charges. There is no additional charge for this service.

In order to setup advisory fee withdrawals, you must complete our form specifically designed for this authorization. Once we receive this form in good order and we approve it, your financial professional or your financial professional’s firm will be able to receive investment advisory fees directly from your Policy through withdrawals. To inquire about setting up advisory fee withdrawals, contact us at our Administrative Office.

You may cancel advisory fee withdrawals at any time. We reserve the right to cancel advisory fee withdrawals at any time upon notice to you.

If the Policy is a tax-qualified Policy issued as an IRA or in connection with certain tax-qualified retirement plans, there is no maximum limit on advisory fee withdrawals.

For non-qualified Policies, advisory fee withdrawals are subject to a maximum limit of 1.5% of the Policy’s cash value (determined without regard to any surrender charges) each Policy Year. For the first Policy Year, the maximum limit will be based on your cash value as of the Policy Date. For a subsequent Policy Year, the maximum limit will be based on your cash value as of the Policy Anniversary that began that Policy Year. Advisory fee withdrawals in excess of the maximum limit will not be permitted. If you attempt to take advisory fee withdrawals in excess of the maximum limit, we will notify you.

Your financial professional acts on your behalf, not ours. We are not party to any agreement between you and your financial professional, nor are we responsible for your financial professional’s actions. We do not verify that deductions for investment advisory fees align with the terms of your agreement with your financial professional. We do not set your investment advisory fee or receive any part of it. Any deductions for investment advisory fees you pay are in addition to this Policy’s fees and expenses.

See FEDERAL TAX CONSIDERATIONS – Special Rules for Advisory Fee Payments for additional information.

SYSTEMATIC PAYOUT OPTION

You can select at any time during the accumulation phase to receive regular automatic withdrawals from your Policy by using the systematic payout option.

Automatic withdrawals can be taken monthly, quarterly, semi-annually, or annually. Each withdrawal must be at least $50. Monthly and quarterly automatic withdrawals must generally be taken by electronic funds transfer directly to your checking or savings account. There is no charge for this benefit.

You may stop automatic withdrawals at any time with a 30 day Written Notice sent to our Administrative Office.

INVOLUNTARY CASHOUT

If your Policy Value is below $2,000, and there have been no premium payments made to the Policy within the last two Policy Years, we reserve the right to terminate the Policy and pay the Policy Value (an “Involuntary Cashout”). If the Policy Value is lower than the Minimum Required Cash Value, you will receive the Minimum Required Cash Value.

If you elected the optional Guaranteed Minimum Death Benefit (GMDB) rider, we will not invoke the Involuntary Cashout provision if the GMDB rider is in-force and has a death benefit amount of $2,000 or greater. If the Involuntary Cashout provision is invoked when the death benefit amount under the GMDB rider is less than $2,000, we will pay the greater of the amount described in the paragraph immediately above or the death benefit amount.

SIGNATURE GUARANTEE

As a protection against fraud, we require a signature guarantee (i.e., Medallion Signature Guarantee as required by us) for the following transaction requests:

•

Any withdrawal or Surrender over $250,000 unless it is a custodial owned annuity;

•

Any non-electronic disbursement request made on or within 15 days of a change to the address of record for the Owner’s account;


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•

Any electronic fund transfer instruction changes on or within 15 days of an address change;

•

Any withdrawal or Surrender when we have been directed to send proceeds to a different personal address from the address of record for that Owner. PLEASE NOTE: This requirement will not apply to requests made in connection with exchanges of one annuity for another with the same Owner in a “tax-free exchange”;

•

Any withdrawal or Surrender when we do not have an originating or guaranteed signature on file unless it is a custodial owned annuity; or

•

Any other transaction we require.

We may change the specific requirements listed above, or add signature guarantees in other circumstances, at our discretion if we deem it necessary or appropriate to help protect against fraud. For current requirements, please refer to the requirements listed on the appropriate form or call us at (800) 525-6205.

You can obtain a Medallion signature guarantee from more than 7,000 financial institutions across the United States and Canada that participate in a Medallion signature guarantee program. The best source of a Medallion signature guarantee is a bank, savings and loan association, brokerage firm, or credit union with which you do business. A notary public cannot provide a Medallion signature guarantee. Notarization will not substitute for a Medallion signature guarantee.

DEATH BENEFIT

The Policy includes a death benefit that will become payable to the named beneficiary or beneficiaries under certain circumstances as described in this section. The death benefit may become payable only during the accumulation phase of the Policy.

GENERAL

The Policy includes a standard death benefit for no additional charge. The Policy also offers an optional death benefit rider (the GMDB rider) for an additional charge. If the Annuitant is younger than age 81 as of the date that the Policy application is signed, you may elect the GMDB rider. The GMDB rider may only be elected at the time that you purchase the Policy (under limited circumstances, the GMDB rider may be re-elected after termination).

The following summarizes the standard and optional death benefit that may be payable under the Policy:

•

Standard Death Benefit (No Additional Charge). The standard death benefit amount differs depending on whether the Annuitant and Owner under the Policy are the same person.

•

If the Annuitant and the Owner are not the same person, the amount payable under the standard death benefit will depend on whether the deceased is the Annuitant or the Owner. Upon the death of the Annuitant, the standard death benefit will equal the Policy Value. Upon the death of the Owner, the standard death benefit will equal the Policy’s cash value (i.e., the Policy Value less any applicable surrender charges).

•

Optional Death Benefit – GMDB Rider (Additional Charge). The GMDB rider provides for a guaranteed minimum death benefit. The guaranteed minimum death benefit under the GMDB rider is payable only upon the death of the Annuitant during the accumulation phase. This means:

•

If the Annuitant and Owner under the Policy are not the same person:

•

Upon the death of the Annuitant during the accumulation phase, the death benefit will equal the greater of the guaranteed minimum death benefit and the Policy Value.

•

If the Owner pre-deceases the Annuitant during the accumulation phase, the death benefit will equal the standard death benefit (i.e., cash value). The guaranteed minimum death benefit would not be payable.


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The following table reflects the standard and optional death benefit that may be payable under the Policy as described above:


	Standard Death Benefit – Owner & Annuitant are Same Person	Standard Death Benefit – Owner & Annuitant are Different People	Optional Death Benefit Elected – Owner & Annuitant are Same Person	Optional Death Benefit Elected – Owner & Annuitant are Different People
Owner Dies During Accumulation Phase	Policy Value	Cash Value	Greater of Policy Value and guaranteed minimum death benefit	Cash Value (no guaranteed minimum death benefit)
Annuitant Dies During Accumulation Phase	Policy Value	Policy Value	Greater of Policy Value and guaranteed minimum death benefit	Greater of Policy Value and guaranteed minimum death benefit

Upon death during the accumulation phase of an Owner who is not also the Annuitant, there is only one possible death benefit amount: the Policy’s cash value. If you elected the GMDB rider, the rider’s guaranteed minimum death benefit would not apply. You would have paid an additional fee for an optional feature that provided no financial benefit.

The GMDB rider is designed to provide a minimum death benefit, not necessarily an enhanced death benefit. If you elect the GMDB rider, and the Policy Value is greater than the guaranteed minimum death benefit at the time that the death benefit becomes payable, the death benefit will be the Policy Value, same as the standard death benefit, in which case you will have paid an additional fee for an optional feature that provided no financial benefit.

In all cases, if the death benefit amount is lower than the minimum we are required to pay under applicable law, we will pay the greater amount required by applicable law.

See below THE DEATH BENEFIT AMOUNT for more information about how the death benefit is calculated, and GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER for more information about the optional death benefit rider, including how the rider’s guaranteed minimum death benefit is calculated. See also FEES AND CHARGES – GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER FEE earlier in this prospectus for information about the additional fee associated with the GMDB rider.

All death benefit guarantees are subject to our financial strength and claims-paying ability.

State variations may apply to the death benefit under your Policy. See OTHER INFORMATION – State Variations.

No death benefit will be payable on or after the Annuity Commencement Date. Please note that the Annuity Commencement Date is the date that the Policy enters the income phase. The Annuity Commencement Date will never be later than the Policy Anniversary on or following the Annuitant’s 99th birthday (or earlier if required by state law). In the event of a death on or after the Annuity Commencement Date, the amount payable will depend on the fixed income option selected for the income phase.

We will determine the amount of (if any) and process the death benefit proceeds payable on a Policy, upon receipt at our Administrative Office of satisfactory proof of death, written directions regarding how to process the death benefit, and any other documents, forms, and information that we need (collectively referred to as “due proof of death”). For Policies with multiple beneficiaries, we will process the death benefit when the first beneficiary provides us with due proof of their share of the death benefit. We will not pay any remaining beneficiary their share until we receive due proof of death from that beneficiary. Such beneficiaries continue to bear the investment risk of the Policy until they submit due proof of death. The death benefit proceeds remain invested in accordance with the allocations made by the Owner, and otherwise in accordance with the terms of the Policy and as described in this prospectus, until the beneficiary has provided us with due proof of death and all death benefit proceeds have been paid. Due proof of death must be received in good order to avoid a delay in processing the death benefit claim. See OTHER INFORMATION – Sending Forms and Transaction Requests in Good Order.

Please note, we may be required to remit the death benefit proceeds to a state prior to receiving due proof of death. See OTHER INFORMATION – Abandoned or Unclaimed Property. We reserve the right to independently verify the status of any life relevant to the Policy, including verifying when or if an Owner or the Annuitant has died.

Payment of death benefit proceeds will generally occur within seven days from the date we receive due proof of death. See OTHER INFORMATION – Timing of Payments for information about when payments may be deferred.

BENEFICIARIES

You may designate a beneficiary or beneficiaries to receive amounts payable upon your death. The beneficiary designation will remain in effect until changed. You may change the designated beneficiary by sending us Written Notice. The beneficiary designation (or beneficiary change) will take effect upon the date you sign it. The beneficiary’s consent to such change is not required unless the beneficiary was irrevocably designated or law requires consent. If an irrevocable beneficiary dies, the Owner may then designate a new beneficiary. We will not be liable for any payment made before the Written Notice is received at our Administrative Office.


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If there is more than one beneficiary at any level (primary or contingent), and you failed to specify their interest, they will share equally.

GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER

If available, you may elect the Guaranteed Minimum Death Benefit (GMDB) rider when you purchase the Policy. There will be an additional charge for this rider. See FEES AND CHARGES – GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER FEE. After the Policy is issued, you cannot elect this rider (in certain circumstances, you can re-elect the rider after the Policy is issued).

This benefit is not available if the Annuitant is age 81 or older on the date you sign the application. The rider may vary for certain Policies and may not be available for all Policies, in all states, at all times or through all financial intermediaries. See OTHER INFORMATION – State Variations. Once you elect a death benefit and your Policy is issued, your death benefit cannot be changed and you will not be impacted if we decide to stop offering the rider.

If elected, the GMDB rider provides for a guaranteed minimum death benefit upon the death of the Annuitant during the accumulation phase. The guaranteed minimum death benefit will equal 100% of the Policy Value as of the rider effective date. Thereafter, over the life of the rider, the guaranteed minimum death benefit will increase dollar for dollar for subsequent premium payments, and will be proportionately reduced by any adjusted withdrawals (as described further below).

Upon the death during the accumulation phase of the Annuitant, if the GMDB rider has been elected, the death benefit will equal either (a) the guaranteed minimum death benefit under the rider or (b) the Policy Value, whichever is greater. Because the GMDB rider includes a guaranteed minimum death benefit that could be greater than Policy Value, the GMDB rider may increase the amount payable compared to the standard death benefit. However, if the Policy Value is greater than the guaranteed minimum death benefit at the time that the death benefit becomes payable, the death benefit under the GMDB rider will be the Policy Value, same as the standard death benefit, in which case you will have paid an additional fee for an optional feature that provided no financial benefit.

When you take any type of withdrawal (including an automatic withdrawal, advisory fee withdrawal, minimum required distribution, surrender charge-free withdrawal, or any other withdrawal), your guaranteed minimum death benefit will be proportionately reduced by an amount called the “adjusted withdrawal.” The adjusted withdrawal reduces your guaranteed minimum death benefit in the same proportion that the gross withdrawal reduces your Policy Value.

The adjusted withdrawal may be more than the dollar amount of your withdrawal request. This will be the case if the guaranteed minimum death benefit exceeds the Policy Value at the time of withdrawal. If you have a qualified Policy, minimum required distributions rules may require you to request a withdrawal.

The formula used to calculate the adjusted withdrawal amount is AW = DP x (GW/PV) where:


AW		= Adjusted withdrawal
DP		= Greater of PV or GMDB
GW		= Gross withdrawal
PV		= Policy Value prior to the withdrawal
GMDB		= Guaranteed minimum death benefit prior to the withdrawal

We have included a detailed explanation of this adjustment with examples in APPENDIX C – REDUCTION TO GUARANTEED MINIMUM DEATH BENEFIT FOR WITHDRAWALS UNDER GMDB RIDER.

The GMDB rider (and the GMDB rider fee) will terminate upon the earliest of:

•

The Annuity Commencement Date;

•

Upon the death of the Annuitant

•

Upon the death of the Owner

•

Surrender of the Policy; or

•

Other termination of the Policy.

Under limited circumstances, the GMDB rider may be re-elected after termination. See BENEFICIARY CONTINUATION – Re-Election of GMDB Rider Upon Continuation.

You cannot choose to terminate the GMDB rider unless you Surrender the Policy.


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THE DEATH BENEFIT AMOUNT

Death of Person who is both the Annuitant and an Owner Before the Annuity Commencement Date

The death benefit becomes payable if:

•

You are both the Annuitant and the Owner (or joint Owner) of the Policy; and

•

You die before the Annuity Commencement Date.

Under these circumstances, the death benefit will equal the greatest of:

Policy Value (Standard or Optional Death Benefit). The Policy Value (which will already reflect any applicable fluctuations of the Interim Value) on the date we receive due proof of death and an election of method of settlement.

Guaranteed Minimum Death Benefit (Optional Death Benefit Only). If the Guaranteed Minimum Death Benefit (GMDB) rider has been elected, the guaranteed minimum death benefit on the date of death (plus any additional premium payments received, less any gross withdrawals, after the date of death to the date of payment of death proceeds on a dollar for dollar basis). See GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER above for information about how the guaranteed minimum death benefit is calculated.

In all cases, if the death benefit is lower than the Minimum Required Cash Value, the death benefit will be the Minimum Required Cash Value.

If an Owner is not also the Annuitant, in the event of simultaneous deaths of the Owner and the Annuitant, the death proceeds equal the amount described in this subsection.

Death of Person who is an Owner but not the Annuitant

The death benefit becomes payable if:

•

You are the Owner (or joint Owner) of the Policy but not also the Annuitant; and

•

You die before the Annuity Commencement Date.

Under these circumstances, the death benefit will equal the Policy’s cash value.

For purposes of this section, if the Owner is not an individual, then the death of the Annuitant will be treated as the death of the Owner who is also the Annuitant, as described under “Death of Person who is both the Annuitant and an Owner” above.

Death of Annuitant Who is Not an Owner Before the Annuity Commencement Date

If the Annuitant dies before the Annuity Commencement Date, the Annuitant is not the Owner, and the Owner is a natural person:

•

The Owner shall become the Annuitant or, in the case of joint Owners where neither is the deceased Annuitant, the younger Owner shall become the Annuitant; and

•

The Policy Value will be adjusted to equal the greatest of:

The Policy Value on the date we receive due proof of death and an election of method of settlement; or

If the Guaranteed Minimum Death Benefit (GMDB) rider has been elected, the guaranteed minimum death benefit on the date of death (plus any additional premium payments received, less any gross withdrawals, after the date of death on a dollar for dollar basis). See GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER above for information about how the guaranteed minimum death benefit is calculated.

In addition to the applicable amount above, we will increase the adjustment by any additional amount necessary to satisfy Minimum Required Cash Value requirements.

This is a one-time only Policy Value adjustment applied at the time the Owner becomes the Annuitant.

If the GMDB rider was previously elected, the rider will terminate at the time of due proof of death. The GMDB rider may be re-elected by the Owner within 30 days of our receipt of due proof of death provided that the rider’s age eligibility requirements are satisfied and we are still offering the rider. The GMDB rider fee percentages in effect at the time we receive your re-election request in good order would apply upon re-election. See FEES AND CHARGES – GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER FEE. If the GMDB rider is re-elected, the Policy Value used to determine the initial guaranteed minimum death benefit under the re-elected rider will be the Policy Value at time of re-election. If re-elected at time of continuation, this would be the Policy Value immediately following the one-time adjustment described above.


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At the time of the one-time adjustment described above, the Policy Value invested in any Allocation Account will remain invested in that Allocation Account in accordance with the general terms of the Policy as described in this prospectus. Any Policy Value added to the Policy as a result of the adjustment will be held in the Fixed Holding Account pending our receipt of new allocation instructions. If we receive allocation instructions within 30 days of continuation, this portion of the Policy Value will be allocated in accordance with those instructions on the next upcoming 1st, 8th, 15th, or 22nd calendar day of any month, whichever occurs first, and the Crediting Period(s) will begin on that day. If we do not receive allocation instructions within 30 days of continuation, this portion of the Policy Value will be automatically allocated to the Default Option.

After the adjustment, the Policy’s death benefit may then become payable at a later date prior to the Annuity Commencement Date as set forth under Death of Owner Before the Annuity Commencement Date above.

Interim Value

If the Policy is invested in an Index Account Option, and the Policy Value or cash value death benefit becomes payable before the end of the Crediting Period, the amount payable from that Index Account Option will be calculated based on the Interim Value of that Index Account Option. Interim Values for an Index Account Option generally reflect less upside potential and less downside protection than would otherwise apply at the end of the Crediting Period. As such, the Interim Value could reflect less gain or more loss (perhaps significantly less gain or more loss) than would be applied at the end of the Crediting Period. This means that there could be significantly less money available under your Policy for the death benefit.

Distribution Rules

When a death benefit becomes payable upon the death of an Owner, the death benefit will be paid in accordance with the following rules:

If an individual Owner is alive at the time of the decedent’s death, payment will be made to that surviving Owner; otherwise

If a primary beneficiary is alive at the time of the decedent’s death, payment will be made to the primary beneficiary; otherwise

If a primary beneficiary dies before the decedent and there are additional living primary beneficiaries, the deceased primary beneficiary’s interest will be shared proportionately with all living primary beneficiaries; otherwise

If all primary beneficiaries die before the decedent’s death, payment will be made to the living contingent beneficiary(ies), if any; otherwise

If a contingent beneficiary dies before the decedent and there are additional living contingent beneficiaries, the deceased contingent beneficiary’s interest will be shared proportionately with all living contingent beneficiaries; otherwise

In the event no primary or contingent beneficiaries have been named and/or all have died before the decedent, payment will be made to the decedent’s estate.

If a primary or contingent beneficiary dies after the decedent’s death, but prior to death proceeds being payable to the beneficiary, payment will be made to the beneficiary’s estate.

Please note, in accordance with the rules above, if there is a surviving Owner when a death benefit becomes payable, the surviving Owner will receive the death benefit (i.e., the surviving Owner takes the place of any beneficiary designation).

The person receiving the death benefit may choose to receive the death benefit as a lump sum, as annuity payments, or as otherwise permitted by the Company in accordance with applicable law. The beneficiary may be able to continue the Policy in his or her own name if the beneficiary is the Owner’s surviving spouse, as described below. Distribution requirements may apply upon the death of any Owner. See TAX INFORMATION for a more detailed discussion of the distribution requirements that apply under the Policy in accordance with the Internal Revenue Code.

DEATH AFTER THE ANNUITY COMMENCEMENT DATE

The amount payable, if any, on or after the Annuity Commencement Date depends on the fixed income option selected. However, in all cases if an Owner dies on or after the Annuity Commencement Date, any remaining interest in the Policy will continue to be distributed at least as rapidly as under the method of distribution being used as of the date of the Owner’s death. In addition, please carefully note the following:

IF:

•

You are not the Annuitant; and


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•

You die on or after the Annuity Commencement Date; and

•

The entire guaranteed amount in the Policy has not been paid;

THEN:

•

The remaining portion of such guaranteed amount in the Policy will continue to be distributed at least as rapidly as under the method of distribution being used as of the date of your death.

IF:

•

You are the Owner and Annuitant; and

•

You die after the Annuity Commencement Date; and

•

The fixed income option you selected did not have or no longer has a guaranteed period.

THEN:

•

No additional payments will be made.

BENEFICIARY CONTINUATION

Spousal Continuation

Spousal continuation provisions may be exercised upon the death of the Owner/Annuitant (when the same person) or death of the Owner (when the Owner and Annuitant are not the same person) during the accumulation phase. In such circumstances, the spousal beneficiary may elect to continue the Policy in his or her own name as the new Owner and Annuitant. The Policy Value will be adjusted to an amount equal to the death benefit amount payable to the spousal beneficiary determined upon such election and receipt of due proof of death.

The terms and conditions of the Policy that applied prior to the decedent’s death will continue to apply, with certain exceptions described in the Policy. For purposes of the death benefit on the continued Policy, the death benefit is calculated in the same manner as it was prior to continuation on the date the spouse continues the Policy. However, see Re-Election of GMDB Rider Upon Continuation below.

See TAX INFORMATION – Same Sex Relationships for more information concerning spousal continuation involving same sex spouses.

For these purposes, if the sole primary beneficiary of the Policy is a revocable grantor trust, and the spouse of the decedent is the sole grantor, trustee, and beneficiary of the trust, and the trust is using the spouse of the decedent’s social security number at the time of claim, she or he shall be treated as the decedent’s spouse. In those circumstances, the decedent spouse will be treated as the beneficiary of the Policy for purposes of applying the spousal continuation provisions of the Policy.

For these purposes, if the Owner is an individual retirement account within the meaning of IRC sections 408 or 408A and if the Annuitant’s spouse is the sole primary beneficiary of the Annuitant’s interest in such account, the Annuitant’s spouse will be treated as the beneficiary of the Policy for purposes of applying the spousal continuation provisions of the Policy.

If the Policy is continued, all current surrender charges at the time of continuation will be waived. Any premium payments received after the time of continuation will be subject to any applicable surrender charges.

Non-Spouse Beneficiary Continuation

Non-spouse beneficiary continuation provisions may be exercised upon the death of the Annuitant when the Owner and Annuitant are the same person. For a beneficiary who elects to receive the death benefit in a form other than a lump sum (for example, a 5-year delay or a non-qualified stretch), the Policy Value will be adjusted to equal the death benefit payable to that beneficiary determined upon such election and receipt of due proof of death. See TAX INFORMATION for a more detailed discussion of the distribution options and requirements that apply under the Policy in accordance with the Internal Revenue Code.

The terms and conditions of the Policy that applied prior to the Owner’s death will continue to apply, with certain exceptions described in the Policy. For purposes of the death benefit on the continued Policy, the death benefit is calculated in the same manner as it was prior to continuation on the date the beneficiary continues the Policy. However, see Re-Election of GMDB Rider Upon Continuation below.

Current surrender charges will be waived. However, any premium payments received after the beneficiary elects their form of distribution (for example a 5-year delay or non-qualified stretch) will be subject to any applicable surrender charges.


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Investments in Allocation Accounts Upon Continuation

At the time that the Policy is continued, the Policy Value invested in any Allocation Account will remain invested in that Allocation Account in accordance with the general terms of the Policy as described in this prospectus. Any death benefit in excess of the Policy Value will be held in the Fixed Holding Account pending our receipt of new allocation instructions. If we receive allocation instructions within 30 days of continuation, this portion of the Policy Value will be allocated in accordance with those instructions on the next upcoming 1st, 8th, 15th, or 22nd calendar day of any month, whichever occurs first, and the Crediting Period(s) will begin on that day. If we do not receive allocation instructions within 30 days of continuation, this portion of the Policy Value will be automatically allocated to the Default Option.

If a Crediting Period for an Allocation Account ends while the death claim is pending, Policy Value invested in that Allocation Account will be automatically reinvested in the same Allocation Account based on the applicable rates for the new Crediting Period, provided that the same Allocation Account is available for investment. If the same Allocation Account is not available for investment, the Policy Value will be automatically transferred to the Fixed Holding Account until the death claim can be processed. Once the death claim is processed, we must receive new allocation instructions for that Policy Value within 30 days of continuation or it will be automatically allocated to the Default Option, as described above.

Re-Election of GMDB Rider Upon Continuation

If a Policy has a GMDB rider when the death benefit becomes payable or a one-time adjustment to the Policy Value as described in this section occurs, the rider will terminate upon our receipt of due proof of death of the decedent.

When the Policy is continued by a surviving spouse upon payment of a death benefit, the surviving spouse may re-elect the GMDB rider under the Policy, if the rider is available at that time. The initial guaranteed minimum death benefit under the re-elected rider will be the Policy Value at time of re-election. If re-elected at time of continuation, this would be the Policy Value immediately following the one-time adjustment described above. A non-spouse beneficiary who continues the Policy upon payment of the death benefit cannot re-elect the GMDB rider.

Upon the death of an Annuitant who is not an Owner, the surviving Owner may re-elect the GMDB rider under the Policy following the one-time adjustment to Policy Value, if the rider is available at that time. The initial guaranteed minimum death benefit under the re-elected rider will be the Policy Value at time of re-election. If re-elected at time of continuation, this would be the Policy Value immediately following the one-time adjustment described above.

Re-election is available only if the Annuitant has not reached the age of 81 at the time of the re-election.

If you re-elect the optional GMDB rider, you will be subject to an additional fee. The fee (if any) depends on the Annuitant’s age at the time your re-election request is received in good order. See FEES AND CHARGES – GUARANTEED MINIMUM DEATH BENEFIT (GMDB) RIDER FEE.

ANNUITY PAYMENTS (INCOME PHASE)

Upon the Annuity Commencement Date, your annuity switches from the accumulation phase to the income phase. You may use the Policy Value, or the Minimum Required Cash Value, if greater, on the Annuity Commencement Date to purchase one or more fixed income options. The annuity payments will be made to the Payee(s).

You can generally change the Annuity Commencement Date by giving us 30 days’ Written Notice. Unless required by state law this date cannot be earlier than the third Policy Anniversary. The latest Annuity Commencement Date generally cannot be later than the Policy Anniversary on or following the Annuitant’s 99th birthday (or earlier if required by state law).

Before the Annuity Commencement Date, if the Annuitant is alive, you may choose a fixed income option or change your election. Once proceeds become payable and a fixed income option has been selected, we will issue a supplementary contract to reflect the terms of the selected option. The contract will name the Payee(s) and will describe the payment schedule.

Your Policy may not be “partially” annuitized. For example, you may not apply a portion of your Policy Value to a fixed income option while keeping the remainder of your Policy Value in the accumulation phase.

Risk of Annuitizing Prior to the End of a Crediting Period

The Policy allows annuitization at times that may not correspond to the end of a Crediting Period. If the Policy is annuitized before the end of a Crediting Period for an Index Account Option, the amount from that Index Account Option being annuitized will be calculated based on an Interim Value. As discussed under VALUING YOUR INVESTMENT IN AN INDEX ACCOUNT OPTION – INTERIM VALUES, an Interim Value could reflect significantly less gain or more loss than would be applied at the end of the Crediting Period. As such, there could be significantly less money available to you for annuitization, potentially reducing the value of your income stream during the income phase.


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If your Policy is annuitized when you have multiple ongoing Crediting Periods for Index Account Options that end at different times, the amount annuitized will be based on an Interim Value for some or all of your Index Account Options. As such, for as long as you have multiple ongoing Crediting Periods for Index Account Options, there may be no date that you can select for annuitizing that will not result in the application of at least one Interim Value.

Fixed Income Options

The Policy provides several fixed income options that are described below. Each fixed income option provides for fixed annuity payments, meaning that the amount of each payment will be set on the Annuity Commencement Date and will not change.

The amount payable under a fixed income option is determined based on the amount applied to a fixed income option and the minimum guaranteed interest rate tables and mortality tables included in your Policy. Payments at the time of their commencement will not be less than those that would be provided by the application of the Policy proceeds to purchase a single premium immediate annuity policy at purchase rates offered by the Company at the time to the same class of Annuitants.

You must decide if you want your annuity payments to be guaranteed for the Annuitant’s lifetime, a period certain, or a combination thereof. Generally, annuity payments will be lower if you combine a period certain or guaranteed amount with a lifetime guarantee (e.g., Life with 10 Years Period Certain, or Guaranteed Return of Policy Proceeds). Likewise, annuity payments will also generally be lower the longer the period certain (because you are guaranteed payments for a longer time).

Payments will be made at 1, 3, 6, or 12 month intervals. We reserve the right to avoid making payments of less than $20.00. Certain income options may not be available or may be limited for qualified plans and qualified policies in order to ensure compliance with the Internal Revenue Code. If the proceeds are less than $2,000, we reserve the right to pay them out as a lump sum instead of applying them to a fixed income option. We may require proof of age before making annuity payments.

A charge for premium taxes may be made when annuity payments begin.

The fixed income options currently available are explained below. You may choose any combination of these fixed income options. Certain fixed income options may not be available or may be limited for qualified plans and qualified policies in order to ensure compliance with the Internal Revenue Code.

Income for a Specified Period. We will make level annuity payments only for a fixed period that you choose. Payments must not be for less than 120 months and should not exceed the Annuitant’s life expectancy. In the event of the death of the person receiving payments prior to the end of the fixed period elected, payments will be continued to that person’s beneficiary. No funds will remain at the end of the period.

If your Policy is a qualified Policy, this annuity payment option may not satisfy minimum required distribution rules. Consult a financial professional before electing this option.

Income of a Specified Amount. Payments are made for any specified amount until the amount applied to this option, with interest, is exhausted. Payments must not be for less than 120 months and should not exceed the Annuitant’s life expectancy. This will be a series of level annuity payments followed by a smaller final annuity payment. In the event of the death of the person receiving payments prior to the time Policy proceeds with interest are exhausted, payments will be continued to that person’s beneficiary.

If your Policy is a qualified Policy, this annuity payment option may not satisfy minimum required distribution rules. Consult a financial professional before electing this option.

Life Income. You may choose between:

•

Life Only – Payments will be made only during the Annuitant’s lifetime. The last annuity payment will be the payment immediately before the Annuitant’s death. If you choose this option and the Annuitant dies before the due date of the first annuity payment, no payments will be made.

This option is not available if the Annuitant has an adjusted age greater than 85 as of the Annuity Commencement Date.

•

Life with 10 Years Period Certain – Payments will be made for the longer of the Annuitant’s lifetime or ten years.

•

Guaranteed Return of Policy Proceeds – Payments will be made for the longer of the Annuitant’s lifetime or until the total dollar amount of payments made to you equals the amount applied to this option.

Joint and Survivor Annuity. You may choose:

•

Life Only – Payments are made during the joint lifetime of the Annuitant and a joint Annuitant of your selection. Annuity payments will be made as long as either person is living. If you choose this option and both joint Annuitants die before the due date of the first annuity payment, no payments will be made.


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This option is not available if an Annuitant has an adjusted age greater than 85 as of the Annuity Commencement Date.

•

Life with 10 Years Period Certain – Payments will be made for the longer of the lifetime of the Annuitant and joint Annuitant or ten years.

Other fixed income options may be arranged by agreement with us. Some fixed income options may not be available for all Policies or all ages, or we may limit certain fixed income options to ensure they comply with the applicable tax law provisions.

NOTE CAREFULLY

IF:

•

You choose Life Income with No Period Certain or a Joint and Survivor Annuity with No Period Certain; and

•

The Annuitant dies (or both joint Annuitants die) before the due date of the second (third, fourth, etc.) annuity;

THEN:

•

We may make only one (two, three, etc.) annuity payments.

IF:

•

You choose Income for a Specified Period, Life Income – Life with 10 Years Certain, Life Income – Guaranteed Return of Policy Proceeds, or Income of a Specified Amount; and

•

The person receiving annuity payments dies prior to the end of the guaranteed period;

THEN:

•

The remaining guaranteed annuity payments will be continued to a new Payee, or their present value may be paid in a single sum.

We will not pay interest on amounts represented by uncashed annuity payment checks if the postal or other delivery service is unable to deliver checks to the Payee’s address of record. The person receiving annuity payments is responsible for keeping us informed of his/her current address.

You must annuitize your Policy no later than the latest Annuity Commencement Date. If you do not elect a fixed income option by the latest Annuity Commencement Date, the default fixed income option will be Life with 10 Years Certain unless we agree to another method of payment.

Please note, all benefits (including guaranteed minimum death benefits) terminate upon annuitization. The only benefits that remain include the guarantees provided under the terms of the applicable fixed income option.

TAX INFORMATION

NOTE: We have prepared the following information on federal taxes as a general discussion of the subject. It is not not exhaustive, does not purport to cover all situations, and is not intended as tax advice to any taxpayer. The federal tax consequences discussed herein reflect our understanding of current law, and the law may change. No representation is made regarding the likelihood of continuation of the present federal tax law or of the current interpretations by the Internal Revenue Service (“IRS”). The discussion briefly references federal estate, gift and generation-skipping transfer taxes, but principally discusses federal income taxes. No attempt is made to consider any applicable state or other income tax laws, any state and local estate or inheritance tax, or other tax consequences of ownership or receipt of distributions under the Policy. You should consult your own financial professional about your own circumstances. The Company makes no guarantee regarding any tax treatment — federal, state, or local — of any Policy or of any transaction involving a Policy.

Introduction

Deferred annuity policies are a way of setting aside money for future needs like retirement. Congress recognized how important saving for retirement is and provided special rules in the Internal Revenue Code (the “Code”) for annuities. Simply stated, these rules generally provide that individuals will not be taxed on the earnings, if any, on the money held in an annuity policy until withdrawn. This is referred to as tax deferral. When a non-natural person (e.g., corporation or certain trusts) owns a nonqualified policy, the policy will generally not be treated as an annuity for tax purposes. Thus, the Owner must generally include in income any increase in the Policy Value over the investment in the policy during each taxable year.


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There are different rules as to how you will be taxed depending on how you take the money out and the type of Policy- qualified or nonqualified.

If you purchase the Policy as an individual retirement annuity (“IRA”) or as a part of a 403(b) plan, 457 plan, a pension plan, a profit sharing plan (including a 401(k) plan), or certain other employer sponsored retirement programs, Your Policy is referred to as a qualified Policy. There is no additional tax deferral benefit derived from placing qualified funds into a deferred annuity. Features other than tax deferral should be considered in the purchase of a qualified Policy. There are limits on the amount of contributions you can make annually to a qualified Policy. Other restrictions may apply including terms of the plan in which you participate. To the extent there is a conflict between a plan’s provisions and a Policy’s provisions, the plan’s provisions will control.

If you purchase the Policy other than as part of any arrangement described in the preceding paragraph, the Policy is referred to as a nonqualified Policy.

You will generally not be taxed on increases in the value of your Policy, whether qualified or nonqualified, until a distribution occurs (e.g., as a surrender, withdrawal, or as annuity payments). However, you may be subject to current taxation if you assign or pledge or enter into an agreement to assign or pledge any portion of the Policy. you may also be subject to current taxation if you make a gift of a nonqualified Policy without valuable consideration. All amounts received from the Policy that are includible in income are taxed at ordinary income rates; no amounts received from the Policy are taxable at the lower rates applicable to capital gains.

The IRS has not reviewed the Policy for qualification as an IRA or otherwise, and has not addressed in a ruling of general applicability whether the death benefit options and riders available, with the Policy, if any, comport with IRA qualification requirements.

Tax Status of a Nonqualified Policy

Distribution Requirements. The Code requires that nonqualified policies contain specific provisions for distribution of Policy proceeds upon the death of any Owner. In order to be treated as an annuity policy for federal income tax purposes, the Code requires that such policies provide that if any Owner dies on or after the annuity starting date and before the entire interest in the policy has been distributed, the remaining portion must be distributed at least as rapidly as under the method in effect on such Owner’s death. If any Owner dies before the annuity starting date, the entire interest in the policy must generally be distributed (1) within 5 years after such Owner’s date of death or (2) to (or for the benefit of) a designated beneficiary, over the life of such designated beneficiary (or over a period not extending beyond the life expectancy of such beneficiary) and such distributions must begin not later than 1 year after the date of the Owner’s death (also known as a “stretch” payout). The designated beneficiary must be an individual. The applicable payments are calculated using the Single Life Expectancy Table set forth in Treasury Regulations § 1.401(a)(9)-9, A-1. However, if upon such Owner’s death the Owner’s surviving spouse is the designated beneficiary of the policy, then the policy may be continued with the surviving spouse as the new Owner. If any Owner is a non-natural person, then for purposes of these distribution requirements, the primary Annuitant shall be treated as an Owner and any death or change of such primary Annuitant shall be treated as the death of an Owner.

The nonqualified policies contain provisions intended to comply with these requirements of the Code. No regulations interpreting these requirements of the Code have yet been issued and thus no assurance can be given that the provisions contained in the policies satisfy all such Code requirements. The provisions contained in the policies will be reviewed and modified if necessary to assure that they comply with the Code requirements when clarified by regulation or otherwise.

Recharacterization. In some circumstances, the IRS and courts have recharacterized variable annuity policies by treating the policyholder, for federal income tax purposes, as owning the separate account assets on which the policy is based. The IRS guidance in this area has focused on whether the policyholder has excessive control over the separate account assets. Such control may exist if the policyholder can allocate amounts under the policy to purchase specific assets within the separate account that also are available outside of the policy. In addition, the IRS and courts considered whether the variable annuity holder’s position is substantially identical to what it would have been if the holder had purchased the separate account assets directly, rather than having purchased a variable annuity policy. Similar federal income tax principles also can operate to recharacterize an arrangement for income tax purposes in certain circumstances, such as if the substance of the arrangement differs from its form. If the authorities on policyholder control or similar tax principles apply, the tax-deferred status of the policy may be adversely affected. For example, the owner of the policy could be taxed annually on the income and gains attributable to the assets that determine the policy values and benefits.

We do not believe that these authorities or tax principles should apply to this Policy. Although we hold certain amounts attributable to the Policy in our Separate Account, you do not share in the investment performance of any assets in the Separate Account. Rather, our obligations under the Policy are independent of the investment performance of the Separate Account. In addition, allocations under the Policy to the Index Account Options are distinguishable from a direct investment in the assets comprising the corresponding indexes, including any exchange-traded fund that we choose as an index. However, there is no IRS guidance or other authority directly addressing whether or how the rules summarized above may apply to the Policy. We reserve the right to amend this Policy, retroactively or prospectively, to reflect any changes or clarifications that may be needed or are appropriate to maintain the Policy’s tax status or to conform the Policy to any applicable changes in the tax qualification requirements. Concerned Owners should consult their own financial professionals regarding the tax matter discussed above.


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Non-Natural Persons. Pursuant to Section 72(u) of the Code, a nonqualified Policy held by a taxpayer other than a natural person generally will not be treated as an annuity policy under the Code; accordingly, an Owner who is not a natural person will recognize as ordinary income for a taxable year the excess, if any, of the Policy Value over the “investment in the contract”. There are some exceptions to this rule and a prospective purchaser of the Policy that is not a natural person should discuss these rules with a competent financial professional.

Annuity Commencement Date. If the Policy’s Annuity Commencement Date occurs (or is scheduled to occur) at a time when the Annuitant has reached an advanced age, e.g., past age 95, it is possible that the Policy would not be treated as an annuity for federal income tax purposes. In that event, any increases in the Policy Value could be currently includable in the Owner’s income.

The remainder of the discussion in this TAX INFORMATION section assumes that the Policy qualifies as an annuity policy for federal income tax purposes.

Taxation of a Nonqualified Policy in General

Code Section 72 governs taxation of annuities in general. We believe that an Owner who is an individual will not be taxed on increases in the value of a Policy until such amounts are surrendered or distributed. For this purpose, the assignment, pledge, or agreement to assign or pledge any portion of the Policy Value as collateral for a loan generally will be treated as a distribution of such portion. You may also be subject to current taxation if you make a gift of a nonqualified Policy without valuable consideration. The taxable portion of a distribution is taxable as ordinary income.

Different Individual Owner and Annuitant

If the Owner and Annuitant on the Policy are different, there may be negative tax consequences and uncertainty regarding how federal income tax rules apply to the Policy. You should consult your legal counsel or financial professional if you are considering designating a different individual as the Annuitant on your Policy to determine the potential tax ramifications of such a designation.

Annuity Starting Date

This section makes reference to the annuity starting date as defined in Section 72 of the Code and the applicable regulations. Generally, the definition of annuity starting date will correspond with the definition of Annuity Commencement Date used in your Policy and the dates will be the same. If there is a conflict between the definitions, we will interpret and apply the definitions in order to ensure your Policy maintains its status as an annuity policy for federal income tax purposes. You may wish to consult a financial professional for more information on when this issue may arise.

Taxation of Annuity Payments

Although the tax consequences may vary depending on the Annuity Payment Option you select, in general, for nonqualified and certain qualified policies, only a portion of the annuity payments you receive will be includable in your gross income.

In general, the excludable portion of each annuity payment you receive will be determined by dividing the “investment in the policy” on the annuity starting date by the total expected return under the Policy (determined under Treasury regulations) for the term of the payments. This is the percentage of each annuity payment that is excludable.

The remainder of each annuity payment is includable in gross income. Once the “investment in the policy” has been fully recovered, the full amount of any additional annuity payments is includable in gross income and taxed as ordinary income. The “investment in the policy” is generally equal to the premiums you pay for the Policy with after-tax money, reduced by any amounts you have previously received from the Policy that are excludable from gross income. If you select more than one Annuity Payment Option, special rules govern the allocation of the Policy’s entire “investment in the policy” to each such option, for purposes of determining the excludable amount of each payment received under that option and the tax treatment of other distributions from the Policy thereafter. You should consult a competent financial professional as to the potential tax effects of allocating less than the full Policy Value to any particular Annuity Payment Option.

If, after the annuity starting date, annuity payments stop because an Annuitant died, the excess (if any) of the “investment in the policy” as of the annuity starting date over the aggregate amount of annuity payments received that was excluded from gross income may be allowable as a tax deduction. Under the Tax Cuts and Jobs Act of 2017, this deduction is suspended until after 2025.

Taxation of Surrenders and Withdrawals - Nonqualified Policies

When you surrender your Policy, you are generally taxed on the amount that your surrender proceeds exceeds the “investment in the policy”. The “investment in the policy” is generally equal to the premiums you pay for the Policy with after-tax money, reduced by any amounts you have previously received from the Policy that are excludable from gross income. Withdrawals are generally treated


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first as taxable income to the extent of the excess in the Policy Value over the “investment in the policy.” Distributions taken under the systematic payout option are treated for tax purposes as withdrawals, not annuity payments. In general, loans, pledges, and collateral assignments as security for a loan are taxed in the same manner as withdrawals and surrenders. You may also be subject to current taxation if you make a gift of a nonqualified Policy without valuable consideration. All taxable amounts received under a Policy are subject to tax at ordinary income tax rates rather than capital gains tax rates.

The Code also provides that amounts received from the Policy that are includible in gross income (including the taxable portion of some annuity payments) may be subject to a penalty tax. The amount of the penalty tax is equal to 10% of the amount that is includable in income. Some withdrawals and other amounts will be exempt from the penalty tax. Amounts received that are not subject to the penalty tax include, among others, any amounts: (1) paid on or after the taxpayer reaches age 59¹⁄₂; (2) paid on or after the Owner (or where the Owner is a non-natural person, the primary Annuitant) dies; (3) attributable to the taxpayer becoming disabled (as that term is defined in the Code); (4) paid in a series of substantially equal periodic payments made annually (or more frequently) over the life (or life expectancy) of the taxpayer or the joint lives (or joint life expectancies) of the taxpayer and the taxpayer’s designated beneficiary; (5) paid under an immediate annuity (as defined in the Code); or (6) allocable to “investment in the policy” made prior to August 14, 1982. Regarding the disability exception, because we cannot verify that an individual is disabled, we will report such withdrawals to the IRS as early withdrawals with no known exception from the penalty tax.

Other exceptions may be applicable under certain circumstances and special rules may be applicable in connection with the exceptions enumerated above. In addition, there is some uncertainty regarding whether and how certain of the exceptions apply in the case of a Policy issued to a non-natural person, such as a trust. You may wish to consult a financial professional for more information regarding the imposition of the penalty tax.

Aggregation

All nonqualified deferred annuity policies that are issued by us (or our affiliates) to the same Owner (policyholder) during the same calendar year are treated as one annuity for purposes of determining the amount includable in the Owner’s income when a taxable distribution (other than annuity payments) occurs. The effects of such aggregation are not always clear; however, it could affect the amount of a withdrawal, a surrender, or an annuity payment that is taxable and the amount that might be subject to the 10% penalty tax described above. If you are considering purchasing multiple policies from us (or our affiliates) during the same calendar year, You may wish to consult with your financial professional regarding how aggregation will apply to your policies.

Special Rules for Advisory Fee Payments

We permit fees to be paid from the Policy directly to a professional investment adviser that you have retained to provide advice to you regarding the Policy. We will treat such advisory fee payments as an expense of the Policy and not a taxable distribution from the Policy if the Policy is a qualified Policy issued as an IRA or in connection with certain tax-qualified retirement plans. Additionally, in line with a Private Letter Ruling that Transamerica has obtained from the Internal Revenue Service, we also will treat fees paid directly to a professional investment advisor from your non-qualified policy as a non taxable distribution to the extent that these fees do not exceed an annual rate of 1.5% of the Policy’s cash value (determined without regard to any surrender charges).

Regardless of how Transamerica treats the payment of such advisory fees for tax reporting purposes, federal and/or state taxing authorities could determine that the advisory fees should be treated as taxable withdrawals from your Policy, in which case the amount of the advisory fees deducted from your Policy could be included in your gross income for state and federal income tax purposes and a 10% penalty tax could apply if the advisory fees were deducted from your Policy Value before you attained age 59¹⁄₂.

Tax-Free Exchanges of Nonqualified Policies

We may issue the nonqualified Policy in exchange for all or part of another annuity contract that you own. Such an exchange will be tax free if certain requirements are satisfied. If you exchange all of another annuity contract and the exchange is tax free, your “investment in the policy” immediately after the exchange will generally be the same as that of the annuity contract exchanged, increased by any additional premium payment made as part of the exchange. If you exchange part of another annuity contract and the exchange is tax free, your “investment in the policy” immediately after the exchange will generally be increased by a pro rata portion of the “investment in the policy” that you exchanged. In either case, your Policy Value immediately after the exchange may exceed your “investment in the policy.” That excess may be includable in income should amounts subsequently be withdrawn or distributed from the Policy (e.g., as a withdrawal, surrender, annuity income payment or death benefit).

If you exchange part of an existing contract for the Policy, and within 180 days of the exchange you received a payment other than certain annuity payments (e.g., you take a withdrawal) from either contract, the exchange may not be treated as a tax free exchange. Rather, some or all of the amount exchanged into the Policy could be includible in your income and subject to a 10% penalty tax.

You should consult your financial professional in connection with an exchange of all or part of an annuity contract for the Policy, especially if you may take a withdrawal from either contract within 180 days after the exchange.


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Medicare Tax

Distributions from nonqualified annuity policies are considered “investment income” for purposes of the Medicare tax on investment income. Thus, in certain circumstances, a 3.8% tax may be applied to some or all of the taxable portion of distributions (e.g., earnings) to individuals, trusts, and estates whose income exceeds certain threshold amounts. We are required to report distributions taken from nonqualified annuity policies as being potentially subject to this tax. While distributions from qualified policies are not subject to the tax, such distributions may be includable in income for purposes of determining whether certain Medicare tax thresholds have been met. As such, distributions from your qualified Policy could cause your other investment income to be subject to the tax. Please consult a financial professional for more information.

Same Sex Relationships

Same sex couples have the right to marry in all states. The parties to each marriage that is valid under the law of any state will each be treated as a spouse as defined in this Policy. Individuals in other arrangements, such as civil unions, registered domestic partnerships, or other similar arrangements, that are treated as a valid marriage under the applicable state law, will each be treated as a spouse as defined in this Policy for state law purposes. However, individuals in such other arrangements that are not recognized as marriage under the relevant state law will not be treated as married or as spouses as defined in this Policy for federal tax purposes. Therefore, exercise of the spousal continuation provisions of this Policy or any riders by individuals who do not meet the definition of “spouse” may have adverse tax consequences and/or may not be permissible. Please consult a financial professional for more information on this subject.

Taxation of Death Benefit Proceeds

Amounts may be distributed from the Policy because of your death or the death of the Annuitant. Generally, such amounts should be includable in the income of the recipient: (1) if distributed in a lump sum, these amounts are taxed in the same manner as a surrender; (2) if distributed via withdrawals, these amounts are taxed in the same manner as withdrawals; or (3) if distributed under an Annuity Payment Option, these amounts are taxed as annuity payments.

Transfers, Assignments or Exchanges of Policies

A transfer of ownership or assignment of a Policy, the designation of an Annuitant or payee or other beneficiary who is not also the Owner, the exchange of a Policy and certain other transactions, or a change of Annuitant other than the Owner, may result in certain income or gift tax consequences to the Owner that are beyond the scope of this discussion. An Owner contemplating any such transaction or designation should contact a competent financial professional with respect to the potential tax effects.

Charges

It is possible that the IRS may take a position that fees for certain optional death benefits are deemed to be taxable distributions to you. In particular, the IRS may treat fees associated with an optional benefit as a taxable withdrawal, which might also be subject to a tax penalty if the withdrawal occurs prior to age 59¹⁄₂. Although we do not believe that the fees associated with any optional benefit provided under the Policy should be treated as taxable withdrawals, the tax rules associated with these benefits are unclear, and we advise that you consult your financial professional prior to selecting any optional benefit under the Policy.

Federal Estate, Gift and Generation-Skipping Transfer Taxes

The estate and gift tax unified credit basic exclusion amount is $10,000,000, subject to inflation adjustments (using the C-CPI-U), for taxable years beginning after December 31, 2017, and before January 1, 2026. The maximum rate is 40%.

The uncertainty as to how the current law might be modified in the future underscores the importance of seeking guidance from a competent professional to help ensure that your estate plan adequately addresses your needs and that of your beneficiaries under all possible scenarios.

Federal Estate Taxes. While no attempt is being made to discuss the Federal estate tax implications of the Policy in detail, a purchaser should keep in mind that the value of an annuity policy owned by a decedent and payable to a beneficiary by virtue of surviving the decedent is included in the decedent’s gross estate. Depending on the terms of the annuity policy, the value of the annuity included in the gross estate may be the value of the lump sum payment payable to the designated beneficiary or the actuarial value of the payments to be received by the beneficiary. Consult an estate planning professional for more information.

Generation-Skipping Transfer Tax. Under certain circumstances, the Code may impose a “generation skipping transfer tax” when all or part of an annuity policy is transferred to, or a death benefit is paid to, an individual two or more generations younger than the Owner or to a person that is more than 37¹⁄₂ years younger than the Owner. Regulations issued under the Code may require us to deduct the tax from your Policy, or from any applicable payment, and pay it directly to the IRS.


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Qualified Policies

The Policy is designed for use with several types of tax-qualified individual and employee-sponsored retirement plans which are briefly described below. The tax rules applicable to participants and beneficiaries in tax-qualified retirement plans vary according to the type of plan and the terms and conditions of the plan. Special favorable tax treatment may be available for certain types of contributions and distributions. Adverse tax consequences may result from contributions in excess of specified limits, distributions prior to age 59¹⁄₂ (subject to certain exceptions), distributions that do not conform to specified commencement and minimum distribution rules, and in other specified circumstances. The distribution rules under Section 72(s) of the Code do not apply to annuities provided under a plan described in Sections 401(a), 403(a), 403(b), 408 or 408A of the Code, but other similar rules may. Some retirement plans are subject to distribution and other requirements that are not incorporated into the policies or our Policy administration procedures. Owners, employers, participants, and beneficiaries are responsible for determining that contributions, distributions, and other transactions with respect to the policies comply with applicable law.

Traditional Individual Retirement Annuities (IRAs). In order to qualify as a traditional individual retirement annuity under Section 408(b) of the Code, a Policy must satisfy certain conditions: (i) the Owner must be the Annuitant; (ii) the Policy generally is not transferable by the Owner, e.g., the Owner may not designate a new Owner, designate a contingent Owner or assign the Policy as collateral security; (iii) subject to special rules, the total premium payments for any calendar year may not exceed the amount specified in the Code for the year, except in the case of nontaxable transfer or a rollover amount or contribution under Section 402(c), 402(e)(6), 403(a)(4), 403(b)(8), 403(b)(10), 408(d)(3) or 457(e)(16) of the Code; (iv) annuity payments or withdrawals according to the requirements in the IRS regulations (minimum required distributions) must begin no later than April 1 of the calendar year following the calendar year in which the Annuitant attains age 72 (or age 70¹⁄₂ if the Annuitant attained 70¹⁄₂ before 1/1/2020); (v) an Annuity Payment Option with a period certain that will guarantee annuity payments beyond the life expectancy of the Annuitant and the beneficiary may not be selected; (vi) certain payments of death benefits must be made in the event the Annuitant dies prior to the distribution of the Policy Value; (vii) the entire interest of the Owner is non-forfeitable; and (viii) the premiums must not be fixed. Policies intended to qualify as traditional individual retirement annuities under Section 408(b) of the Code contain such provisions. Amounts in the individual retirement annuity (other than nondeductible contributions) generally are taxed only when distributed from the annuity. Distributions prior to age 59¹⁄₂ are subject to a 10% penalty tax (unless certain exceptions apply).

SIMPLE and SEP IRAs are types of IRAs that allow employers to contribute to IRAs on behalf of their employees. SIMPLE IRAs permit certain small employers to establish SIMPLE plans as provided by Section 408(p) of the Code, under which employees may elect to defer to a SIMPLE IRA a specified percentage of compensation. The sponsoring employer is required to make matching or non-elective contributions on behalf of employees. Distributions from SIMPLE IRAs generally are subject to the same rules that apply to IRA distributions. Subject to certain exceptions, distributions prior to age 59¹⁄₂ are subject to a 10 percent penalty tax, which is increased to 25 percent if the distribution occurs within the first two years after the commencement of the employee’s participation in the plan. SEP IRAs permit employers to make contributions to IRAs on behalf of their employees, up to a specified dollar amount for the year and subject to certain eligibility requirements as provided by Section 408(k) of the Code. Distributions from SEP IRAs are subject to the same rules that apply to IRA distributions and are taxed as ordinary income.

The IRS has not reviewed this Policy for qualification as a traditional IRA, SIMPLE IRA or SEP IRA, and has not addressed in a ruling of general applicability whether any death benefits available under the Policy comport with qualification requirements.

Roth Individual Retirement Annuities (Roth IRA). The Roth IRA, under Section 408A of the Code, contains many of the same provisions as a traditional IRA. However, there are some differences. First, the contributions are not deductible and must be made in cash or as a rollover or transfer from another Roth IRA, a traditional IRA or other allowed qualified plan. A rollover from or conversion of an IRA to a Roth IRA may be subject to tax. The ability to make cash contributions to Roth IRAs is available to individuals with earned income and whose modified adjusted gross income is under a specified dollar amount for the year. Subject to special rules, the amount per individual that may be contributed to all IRAs (Roth and traditional) is an amount specified in the Code for the year. Secondly, the distributions are taxed differently. The Roth IRA offers tax-free distributions when taken 5 tax years after the first contribution to any Roth IRA of the individual and taken after one of the following: attaining age 59¹⁄₂, to pay for qualified first time home buyer expenses (lifetime maximum of $10,000), or due to death or disability. All other distributions are subject to income tax when taken from earnings and may be subject to a penalty tax unless an exception applies. Please note that specific tax ordering rules apply to Roth IRA distributions. Unlike the traditional IRA, there are no minimum required distributions during the Owner’s lifetime; however, minimum required distributions at death are generally the same as for traditional IRAs.

The IRS has not reviewed this Policy for qualification as a Roth IRA or otherwise, and has not addressed in a ruling of general applicability whether any death benefits available under the Policy comport with qualification requirements.

Section 403(b) Plans. Under Section 403(b) of the Code, payments made by public school systems and certain tax exempt organizations to purchase policies for their employees are generally excludable from the gross income of the employee, subject to certain limitations. However, such payments may be subject to Federal Insurance Contributions Act (FICA or Social Security) taxes. The Policy includes a death benefit that in some cases may exceed the greater of the premium payments or the Policy Value.


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Additionally, in accordance with the requirements of the Code, Section 403(b) annuities generally may not permit distribution of (i) elective contributions made in years beginning after December 31, 1988, and (ii) earnings on those contributions, and (iii) earnings on amounts attributed to elective contributions held as of the end of the last year beginning before January 1, 1989, unless certain events have occurred. Specifically, distributions of such amounts will be allowed only upon the death of the employee, on or after attainment of age 59¹⁄₂, severance from employment, disability, or financial hardship, except that income attributable to elective contributions may not be distributed in the case of hardship. For policies issued after 2008, amounts attributable to non-elective contributions may be subject to distribution restrictions specified in the employer’s Section 403(b) plan. Employers using the Policy in connection with Section 403(b) plans may wish to consult with their financial professional.

Pursuant to tax regulations, we generally are required to confirm, with your 403(b) plan sponsor or otherwise, that surrenders, loans or transfers you request from a 403(b) Policy comply with applicable tax requirements before we process your request. We will defer such payments you request until all information required under the tax law has been received. By requesting a surrender or transfer, you consent to the sharing of confidential information about you, the Policy, and transactions under the Policy and any other 403(b) policies or accounts you have under the 403(b) plan among us, your employer or plan sponsor, any plan administrator or record keeper, and other product providers.

Pension and Profit-Sharing Plans. Sections 401(a) and 403(a) of the Code permit employers to establish various types of retirement plans for employees and self-employed individuals to establish qualified plans for themselves and their employees. Such retirement plans may permit the purchase of the policies to accumulate retirement savings. Adverse tax consequences to the plan, the participant or both may result if the Policy is assigned or transferred to any individual as a means to provide benefit payments. Contributions to and distributions from such plans are limited by the Code and may be subject to penalties.

Deferred Compensation Plans. Section 457(b) of the Code, while not actually providing for a qualified plan as that term is normally used, provides for certain deferred compensation plans established and maintained by state and local governments (and their agencies and instrumentalities) and tax exempt organizations. Under such plans a participant may be able to specify the form of investment in which his or her participation will be made. For non-governmental Section 457(b) plans, all such investments, however, are typically owned by, and are subject to, the claims of the general creditors of the sponsoring employer. Depending on the terms of the particular plan, a non-government employer may be entitled to draw on deferred amounts for purposes unrelated to its Section 457(b) plan obligations. In general, all amounts received under a non-governmental Section 457 plan are taxable in the year paid (or in the year paid or made available in the case of a non-governmental 457(b) plan). Distributions from non-governmental 457(b) plans are subject to federal income tax withholding as wages, distributions from governmental 457(b) plans are subject to withholding as “eligible rollover distributions” as described in the section entitled “Withholding.” below. Contributions to and distributions from such plans are limited by the Code and may be subject to penalties. Deferred compensation plans of governments and tax-exempt entities that do not meet the requirements of Section 457(b) are taxed under Section 457(f), which means compensation deferred under the plan is included in gross income in the first year in which the compensation is not subject to substantial risk of forfeiture.

Ineligible Owners - Qualified Policies

We currently will not issue new policies to/or for the following plans: 403(a), 403(b), 412(i)/412(e)(3), 419, 457 (we will in certain limited circumstances accept 457(f) plans), employee stock ownership plans, Keogh/H.R.-10 plans and any other types of plans at our sole discretion.

Taxation of Surrenders and Withdrawals - Qualified Policies

In the case of a withdrawal under a qualified Policy (other than from a deferred compensation plan under Section 457 of the Code), a pro rata portion of the amount you receive is taxable, generally based on the ratio of your “investment in the policy” to your total account balance or accrued benefit under the retirement plan. Your “investment in the policy” generally equals the amount of any non-deductible premium payments made by you or on your behalf. If you do not have any non-deductible premium payments, your investment in the contract will be treated as zero.

In addition, a penalty tax may be assessed on amounts surrendered from the Policy prior to the date you reach age 59¹⁄₂, unless you meet one of the exceptions to this rule which are similar to the penalty exceptions for distributions from nonqualified policies discussed above. However, the exceptions applicable for qualified policies differ in some respects from those provided to nonqualified policies. You may wish to consult a financial professional for more information regarding the application of these exceptions to your circumstances. You may also be required to begin taking minimum distributions from the Policy by a certain date. The terms of the plan may limit the rights otherwise available to you under the Policy.

Qualified Plan Required Distributions

For qualified plans under Section 401(a), 403(a), 403(b), and 457, the Code requires that distributions generally must commence no later than the later of April 1 of the calendar year following the calendar year in which the Owner (or plan participant) (i) reaches age 72 (or 70¹⁄₂ if he/she attained 70¹⁄₂ prior to 1/1/2020) or (ii) retires, and must be made in a specified form or manner. If a participant


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is a “5 percent Owner” (as defined in the Code), or in the case of an IRA (other than a Roth IRA which is not subject to the lifetime required minimum distribution rules), distributions generally must begin no later than April 1 of the year following the calendar year in which the Owner (or plan participant) reaches age 72 (or 70¹⁄₂ if he/she attained 70¹⁄₂ prior to 1/1/2020). The actuarial present value of death benefit options and riders elected may need to be taken into account in calculating required minimum distributions. Please consult with your financial professional to learn more about an optional living or death benefit prior to purchase.

When you pass away, if you have not named an individual beneficiary (for example, you named your estate as beneficiary or didn’t name a beneficiary at all) then generally the entire remaining balance of your qualified plan must be distributed by the end of the 5th year following your death (and if required distributions began prior to your death then the remaining balance also must be distributed at least as rapidly as it was during your life). If you named an individual designated beneficiary or beneficiaries, then they must withdraw the entire account by the 10th calendar year following the year of your death. If you named an “eligible designated beneficiary” or beneficiaries, they may take their distributions over the beneficiary’s life or a period not extending beyond their life expectancy. An eligible designated beneficiary includes your surviving spouse, your minor child, a disabled individual, a chronically ill individual, or an individual who is not more than 10 years younger than you. Certain trusts created for the exclusive benefit of disabled or chronically ill beneficiaries are included. your minor child must still take remaining distributions within 10 years once they reach age 18. Additionally, your surviving spouse beneficiary my delay commencement of distributions until the later of the end of the year that you would have attained age 72, or the surviving spouse’s required beginning date. Additionally, if your surviving spouse is the sole beneficiary, he/she may be able to continue the Policy as his or her own following your death, if applicable tax rules permit.

The minimum distribution rules are complex and uncertain in certain respects. Each Owner is responsible for requesting distributions under the Policy that satisfy applicable tax rules. We do not attempt to provide more than general information about the use of the Policy with the various types of retirement plans. Purchasers of policies for use with any retirement plan should consult their legal counsel and financial professional regarding the suitability of the Policy.

The Code generally requires that interest in a qualified Policy be non-forfeitable.

You should consult your legal counsel or financial professional if you are considering purchasing an enhanced death benefit or other optional rider, or if you are considering purchasing a Policy for use with any qualified retirement plan or arrangement.

Withholding

The portion of any distribution under a Policy that is includable in gross income will be subject to federal income tax withholding unless the recipient of such distribution elects not to have federal income tax withheld. Election forms will be provided at the time distributions are requested or taken. The amount of withholding varies according to the type of distribution. The withholding rates applicable to the taxable portion of periodic payments (other than eligible rollover distributions) are the same as the withholding rates generally applicable to payments of wages. A 10% withholding rate applies to the taxable portion of non-periodic payments. Regardless of whether you elect not to have federal income tax withheld, you are still liable for payment of federal income tax on the taxable portion of the payment. For qualified policies taxable, “eligible rollover distributions” from Section 401(a) plans, Section 403(a) annuities, Section 403(b) tax-sheltered annuities, and governmental 457 plans are subject to a mandatory federal income tax withholding of 20%. An eligible rollover distribution is any distribution from such a plan, other than specified distributions such as distributions required by the Code, distributions in a specified annuity form or hardship distributions. The 20% withholding does not apply, however, to nontaxable distributions or if (i) the employee (or employee’s spouse or former spouse as beneficiary or alternate payee) chooses a “direct rollover” from the plan to a tax-qualified plan, IRA, Roth IRA or 403(b) tax-sheltered annuity or to a governmental 457 plan that agrees to separately account for rollover contributions; or (ii) a non-spouse beneficiary chooses a “direct rollover” from the plan to an IRA established by the direct rollover.

In some cases, we may be required to withhold federal income taxes from amounts that are transferred from your Policy to a state’s unclaimed property fund. The amount transferred also may be subject to federal income tax reporting.

Annuity Purchases by Residents of Puerto Rico

The IRS has announced that income received by residents of Puerto Rico under life insurance or annuity policies issued by a Puerto Rico branch of a United States life insurance company is U.S.-source income that is generally subject to United States federal income tax.

Annuity Policies Purchased by Non-resident Aliens and Foreign Corporations

The discussion above provided general information (but not tax advice) regarding U.S. federal income tax consequences to annuity Owners that are U.S. persons. Taxable distributions made to Owners who are not U.S. persons will generally be subject to U.S. federal income tax withholding at a 30% rate, unless a lower treaty rate applies. In addition, distributions may be subject to state and/or municipal taxes and taxes that may be imposed by the Owner’s country of citizenship or residence. Prospective foreign Owners are advised to consult with a qualified financial professional regarding U.S., state, and foreign taxation for any annuity policy purchase.


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Foreign Account Tax Compliance Act (“FATCA”)

If the payee of a distribution from the Policy is a foreign financial institution (“FFI”) or a non-financial foreign entity (“NFFE”) within the meaning of the Code as amended by the Foreign Account Tax Compliance Act (“FATCA”), the distribution could be subject to U.S. federal withholding tax on the taxable amount of the distribution at a 30% rate irrespective of the status of any beneficial Owner of the Policy or the distribution. The rules relating to FATCA are complex, and a financial professional should be consulted if an FFI or NFFE is or may be designated as a payee with respect to the Policy.

Possible Tax Law Changes

Although the likelihood and nature of legislative or regulatory changes is uncertain, there is always the possibility that the tax treatment of the Policy could change by legislation, regulation, or otherwise. You should consult a financial professional with respect to legal or regulatory developments and their effect on the Policy.

We have the right to modify the Policy to meet the requirements of any applicable laws or regulations, including legislative changes that could otherwise diminish the favorable tax treatment that annuity Owners currently receive.

DISTRIBUTION

Distribution and Principal Underwriting Agreement. We have entered into a principal underwriting agreement with our affiliate, Transamerica Capital, Inc. (TCI), for the distribution and sale of the Policies. We pay commissions to TCI, which are passed through to selling firms. (See below). We also pay TCI an “override” that is a percentage of total commissions paid on sales of our Policies which is not passed through to the selling firms and we may reimburse TCI for certain expenses it incurs in order to pay for the distribution of the Policies. TCI may market the Policies through bank-affiliated firms, national brokerage firms, regional and independent broker-dealers and independent financial planners.

Compensation to Broker-Dealers Selling the Policies. The Policies are offered to the public through broker-dealers (“selling firms”) that are licensed under the federal securities laws; the selling firm and/or its affiliates are also licensed under state insurance laws. The selling firms have entered into written selling agreements with us and with TCI as principal underwriter for the Policies. We pay commissions through TCI to the selling firms for their sales of the Policies.

The selling firms are paid commissions for the promotion and sale of the Policies according to one or more schedules. The amount and timing of commissions may vary depending on the selling agreement and the share purchased, but the commission range is from 0.25% up to 7.2% of premium payments (additional amounts may be paid as overrides to wholesalers) and from 0% up to 1.5% of policy value.

To the extent permitted by Financial Industry Regulatory Authority (FINRA) rules, the Company and TCI may pay (or allow other broker-dealers to provide) promotional incentives or payments in the form of cash or non-cash compensation or reimbursement to some, but not all, selling firms and their sales representatives. These arrangements are described further below.

The sales representative who sells you the Policy typically receives a portion of the compensation we (and our affiliates) pay to the selling firms, depending on the agreement between the selling firm and its representative and the firm’s internal compensation program. These programs may include other types of cash and non-cash compensation and other benefits. Ask your sales representative for further information about the compensation your sales representative, and the selling firm that employs your sales representative, may receive in connection with your purchase of a Policy. Also inquire about any compensation arrangements that we and our affiliates may have with the selling firm, including the conflicts of interests that such arrangements may create.

You should be aware that a selling firm or its sales representatives may receive different compensation or incentives for selling one product over another. In some cases, these differences may create an incentive for the selling firm or its sales representatives to recommend or sell the Policy to you. You may wish to take such incentives into account when considering and evaluating any recommendation relating to the Policies.

Special Compensation Paid to Affiliated Firms. We and/or our affiliates provide paid-in capital to TCI and we or our affiliates may pay all or a portion of the cost of TCI’s operating and other expenses, including costs for facilities, legal and accounting services, and other internal administrative functions. We and/or our affiliates also provide TCI with a percentage of total commissions paid on sales of our Policies and provide TCI with capital payments that are not contingent on sales.

TCI’s registered representatives and supervisors may receive non-cash compensation, such as attendance at conferences, seminars and trips (such as travel, lodging and meals in connection therewith), entertainment, merchandise and other similar items, payments, loans, loan forgiveness, or loan guarantees.


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Additional Compensation That We, TCI and/or Our Affiliates Pay to Selected Selling Firms. TCI, in connection with the sales of the Policies, may pay certain selling firms additional cash amounts in order to receive enhanced marketing services and increased access to their sales representatives. In exchange for providing TCI with access to their distribution network, such selling firms may receive additional compensation or reimbursement for, among other things, the hiring and training of sales personnel, marketing, sponsoring of conferences, meetings, seminars, events, and/or other services they provide to us and our affiliates. To the extent permitted by applicable law, We, TCI and other parties may provide the selling firms with occasional gifts, meals, tickets or other non-cash compensation as an incentive to sell the Policies. These special compensation arrangements are not offered to all selling firms and the terms of such arrangements may differ among selling firms.

No specific charge is assessed directly to owners of the Policy to cover commissions, non-cash compensation, and other incentives or payments described above. We do intend to recoup commissions and other sales expenses and incentives we pay, however, through fees and charges deducted under the Policy and other corporate revenue.

OTHER INFORMATION

Sending Forms and Transaction Requests in Good Order

We cannot process your requests for transactions relating to the Policy until they are received in good order. “Good order” means the actual receipt of the instructions relating to the requested transaction in writing (or, when appropriate, by telephone or electronically), along with all forms, information and supporting legal documentation necessary to effect the transaction. This information and documentation generally includes, to the extent applicable to the transaction: your completed application; the Policy number; the transaction amount (in dollars or percentage terms); the names and allocations to and/or from the accounts affected by the requested transaction; the dated signatures of all Owners (exactly as registered on the Policy) if necessary; social security number or taxpayer I.D.; and any other information or supporting documentation that we may require, including any spousal or joint Owner’s consents. With respect to purchase requests, “good order” also generally includes receipt of sufficient funds to effect the purchase. We may, in our sole discretion, determine whether any particular transaction request is in good order, and we reserve the right to change or waive any good order requirements at any time.

“Received” or receipt in good order generally means that everything necessary must be received by us, at our Administrative Office specified in the Glossary. We reserve the right to reject electronic transactions that do not meet our requirements.

Telephone and Electronic Transactions

Currently, certain transactions may be made by telephone or other electronic means acceptable to us upon our receipt of the appropriate authorization. We may discontinue this option at any time. To access information and perform transactions electronically, we require you to create an account with a username and password, and to maintain a valid e-mail address.

We will not be liable for following instructions communicated by telephone or electronically we reasonably believe to be genuine. We will employ reasonable procedures to confirm that instructions we receive are genuine. Our procedures require you to provide information to verify your identity when you call us and we will record conversations with you. We may also require written confirmation of the request. When someone contacts our Administrative Office and follows our procedures, we will assume you are authorizing us to act upon those instructions. For electronic transactions through the internet, you will need to provide your username and password. You are responsible for keeping your password confidential and must notify us of any loss, theft or unauthorized use of your password.

Please note that the telephone and/or electronic device transactions may not always be available. Any telephone, fax machine or other electronic device, whether it is yours, your service provider’s, or your financial representative(’s), can experience outages or slowdowns for a variety of reasons. These outages or slowdowns may delay or prevent our processing of your request. If the volume of transactions is unusually high, we might not have anyone available, or lines available, to take your transaction. Although we have taken precautions to limit these problems, we cannot promise complete reliability under all circumstances. If you are experiencing problems, you should make your request by writing to our Administrative Office.

We reserve the right to revoke your telephone and other electronic transaction privileges at any time without revoking all Owners’ privileges.

State Variations

The following section describes modifications to this prospectus required by one or more state insurance departments as of the date of this prospectus. Unless otherwise noted, variations apply to all forms of Policies we issue. References to certain state’s variations do not imply that we actually offer Policies in each such state. These variations are subject to change without notice and additional variations may be imposed as specific states approve new riders. The Company will amend this prospectus upon notification of any additional variations received from one or more state insurance departments.


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Arizona. Owners age 65 and above have a 30 day right to cancel period for non-replacement policies.

California. The Policy may be canceled by returning the policy form. A refund will be paid within 30 days from the date notice of cancellation was received and refund will include any fees or charges. Owners age 60 or above have a 30 day right to cancel period. Owners age 60 or above also have the option to elect immediate investment in investment options of their choice, and receive Policy Value if they cancel; or, they may allocate the initial premium payment to the Fixed Holding Account for 35 calendar days at the end of which the Policy Value is moved to the investment options of their choice, and they would receive return of premium if they cancel.

No Nursing Care and Terminal Condition Waiver or Unemployment Waiver.

The minimum amount that will be paid on Surrender is equal to the sum of (1) and (2), where: (1) is the Fixed Account portion of the Minimum Required Cash Value, equal to the greater of (a) and (b), where: (a) equals 87.5% of premiums and transfers to the Fixed Account and Fixed Holding Account, less prior requested withdrawals and transfers from the Fixed Account and Fixed Holding Account, less a $50 deduction at the beginning of each Policy Year, all accumulated at the Minimum Nonforfeiture Interest Rate; and (b) equals the present value of the Fixed Account and Fixed Holding Account portions of the maturity value of the paid up annuity benefit which would provided at maturity. (2) is equal to the Index Account portion of the Policy Value less the surrender charge attributable to the Index Account(s).

Connecticut. During the right to cancel period, prior to delivery of the policy form, the Owner will receive return of premium.

Delaware. Right to cancel period for replacement policy is 20 days and we will return premium.

Florida. Owners have a 21 day right to cancel period. The Annuity Commencement Date is not allowed until after the first Policy Anniversary. If the Company defers payments or transfers from the Policy, the interest rate will be the Moody’s Corporate Bond Yield Average – Monthly Average Corporate as of the date the request or claim is received. The service charge will be deducted from the Policy Value’s earnings, if available.

Georgia. During the right to cancel period, the Owner will receive return of premium for non-replacement policies and return of Policy Value for replacement policies.

Hawaii. The right to cancel period will be 10 days for return of premium for non-replacement policies.

Idaho. Right to cancel period for a replacement policy is 20 days. If we defer payment under this provision, we will pay interest at the rate specified in the Idaho Code.

Louisiana. Right to cancel period for non-replacement policy is 10 days.

Massachusetts. No Nursing Care and Terminal Condition Waiver or Unemployment Waiver.

Minnesota. The right to cancel period will be 30 days for return of premium for replacement policies.

Missouri. During the right to cancel period, the Owner will receive return of premium for non-replacement policies and replacement policies. Right to cancel period for replacement policy is 20 days.

Montana. For the death benefit, upon receipt of satisfactory proof of death in Good Order and written directions from each eligible beneficiary how they wish to receive the amount payable, we will pay the death benefit(s) within 60 days. If payment of death benefits is made more than 30 days after such receipt and direction, we will pay interest from the 30th day to the date of payment at a rate not less than required by applicable Montana statutes.

North Dakota. Right to cancel period for non-replacement policy is 20 days.

Nebraska. Right to cancel period for non-replacement policy is 10 day return of premium.

New Hampshire. The right to cancel period will be return of premium for non-replacement policies.

New Mexico. During the right to cancel period, the Owner will receive return of premium for non-replacement policies.

Nevada. During the right to cancel period, the Owner will receive return of premium for non-replacement policies and replacement policies.

Oklahoma. Right to cancel period for replacement policy is 20 days. During the right to cancel period, the Owner will receive return of premium for non-replacement policies and replacement policies. If we do not pay you within 30 days of the date of your Policy cancellation, your payment will include interest to be paid using the same rate of interest as the average U.S. Treasury bill rate for the preceding calendar year, plus 2 percentage points, which shall accrue from the date of the cancellation until payment is made.

Pennsylvania. Right to cancel period for internal replacement policy is 45 days. Under the Nursing Care and Terminal Condition Waiver, for purposes of serving the 30-day confinement period, separate periods of confinement in a Hospital or Nursing Facility for the same cause or causes will be treated as one continuous period of confinement if such periods of confinement occur within six months of one another.


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Rhode Island. Right to cancel period for non-replacement policy is 20 days and return of premium. For the death benefit, we will pay interest on the amount payable to the eligible recipient at a rate of 9.00% per annum from the date of death to the date of payment of the death benefit.

South Carolina. Right to cancel period for non-replacement policy is 10 days.

Tennessee. Right to cancel period for replacement policy is 20 days. During the right to cancel period, the Owner will receive return of premium for non-replacement policies and replacement policies. No Unemployment Waiver.

Texas. Right to cancel period for non-replacement policy is 20 days and return of premium.

Utah. Right to cancel period for non-replacement policy is 20 days. During the right to cancel period, the Owner will receive return of premium for non-replacement policies and replacement policies. No Unemployment Waiver. Premiums are only allowed within the first 3 Policy Years. We will process the Surrender or withdrawal within no more than 20 days of receiving the request in Good Order (i.e., we have no right to delay payment for up to six months).

Washington. Right to cancel period for replacement policy is 20 days. During the right to cancel period, the Owner will receive return of premium for non-replacement policies and replacement policies.

West Virginia. During the right to cancel period, the Owner will receive return of premium for non-replacement policies.

Timing of Payments

Payment of any amount due from the Policy for a Surrender, withdrawal, or death proceeds will generally occur within seven days from the date we receive in good order all required information. We may defer payments or transfers from the Policy if:

•

The New York Stock Exchange is closed other than for usual weekends or holidays or trading on the Exchange is otherwise restricted;

•

An emergency exists as defined by the Securities and Exchange Commission (SEC) or the SEC requires that trading be restricted; or

•

The SEC permits a delay for the protection of Owners.

When permitted by law, we may defer payment of any withdrawals or Surrender proceeds from the Policy for up to 6 months from the date we receive your request. If the Owner or Annuitant dies after the request is received, but before the request is processed, the request will be processed before the death proceeds are determined. Interest may be paid on any amount deferred for 30 days or more, based on the Index Account Option(s) selected. For amounts allocated to the Fixed Account and Fixed Holding Account and the Performance Lock Account, the interest rate will be the guaranteed minimum effective annual interest rate specified by the Policy, unless otherwise required by law. If we delay payment of any transactions as noted above, we will disclose to you the specified date on which the above transactions will be effective and the reason for the delay.

We may defer payment of any amount until your premium payment check has cleared your bank.

Legal Proceedings

We, like other life insurance companies, are subject to regulatory and legal proceedings in the ordinary course of our business. Such legal and regulatory matters include proceedings specific to us and other proceedings generally applicable to business practices in the industry in which we operate. In some lawsuits and regulatory proceedings involving insurers, substantial damages have been sought and/or material settlement payments have been made. Although the outcome of any litigation or regulatory proceeding cannot be predicted with certainty, at the present time, we believe that there are no pending or threatened proceedings or lawsuits that are likely to have a material adverse impact on Transamerica Capital, Inc.’s ability to perform under its principal underwriting agreement or on our ability to meet our obligations under the Policy.

Minimum Required Cash Value

Benefits available under this Policy, including any paid up annuity values, cash values, or death benefits, will not be less than the minimum benefits required by applicable state law. Minimum benefits will be increased to reflect any guaranteed additional amounts credited to the Policy and will be decreased by prior withdrawals.

The Minimum Required Cash Value is the amount prescribed by applicable state non-forfeiture law, and is the minimum amount required to be paid to you on Surrender. The Minimum Required Cash Value is equal to the sum of:

(1)

87.5% of premiums and transfers to the Fixed Account and Fixed Holding Account and the Performance Lock Account, less prior requested withdrawals and transfers from the Fixed Account and Fixed Holding Account and the Performance Lock Account, less a $50 deduction at the beginning of each Policy Year, all accumulated at the minimum non-forfeiture interest rate applicable to your Policy; and


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(2)

The Index Account portion of the Policy Value less the surrender charge attributable to the Index Account.

Adjustments for Index Splits

Adjustments may be made to Index Values so that any Index performance calculations are not affected by an Index stock or other split (a multiplying or dividing of an Index’s share count that affects the Index’s price).

Separate Account

Amounts under the Policy that are not held in the Fixed Account Option or the Fixed Holding Account or the Performance Lock Account are held in an unregistered Separate Account of the Company. We have exclusive and absolute ownership and control of the assets of the Separate Account and the assets of the Separate Account. The Separate Account is uninsulated, meaning that the assets of the Separate Account are chargeable with liabilities arising out of other business the Company may conduct. It is a non-unitized separate account. You do not share in the investment performance of assets allocated to the Separate Account. All investment income, gains, and losses, whether or not realized, from assets allocated to the Separate Account are owned by the Company. The obligations under this Policy are independent of the investment performance of the Separate Account and are the obligations of the Company.

We will maintain in the Separate Account assets with an aggregate value at least equal to the reserves and other contract liabilities of the Separate Account. If the aggregate value of Separate Account assets should fall below such amount, the Company will transfer assets into the Separate Account so that the value of the Separate Account’s assets is at least equal to such amount. Assets supporting reserves for annuity benefits under such contracts, in the course of payment, shall not be maintained in the Separate Account.

The Separate Account was established under Iowa law and is not registered under the Investment Company Act of 1940.

Exemption from Exchange Act Reporting

We are relying on the exemption provided by Rule 12h-7 under the 1934 Act. In reliance on that exemption, we do not file periodic and current reports that we would be otherwise required to file pursuant to Section 15(d) of the 1934 Act.

Anti-Money Laundering

Federal laws designed to counter terrorism and prevent money laundering by criminals might in certain circumstances require us to reject a premium payment and/or “freeze” an Owner’s account. If these laws apply in a particular situation, we would not be allowed to pay any request for withdrawals or death benefits, make transfers, or continue making annuity payments absent instructions from the appropriate federal regulator. We may also be required to provide information about you and your Policy to government agencies or departments.

Contract Terms

The entire contract between you and the Company consists of the Policy and any applications, endorsements, or riders. No change to the contract is valid unless made in writing by us and approved by one of our authorized officers.

Regulatory Modifications to Policy

We reserve the right to amend the Policy, including any riders or endorsements, as necessary to comply with specific direction provided by our state or federal regulators, through change of law, rule, regulation, bulletin, regulatory directives or agreements. The Policy is intended to qualify as an annuity contract for federal income tax purposes. The provisions of the Policy are to be interpreted to maintain such qualification, notwithstanding any other provisions to the contrary. To maintain such tax qualification, we reserve the right to amend the Policy, retroactively or prospectively, to reflect any changes or clarifications that may be needed or are appropriate to maintain such tax qualification or to conform the Policy to any applicable changes in the tax qualification requirements. Any such amendment will be filed with and approved by the appropriate regulatory authorities prior to use. We will send you a copy in the event of any such amendment. If you refuse such an amendment, you must provide Written Notice to us, and your refusal may result in adverse tax consequences.

Certain Offers

We may pay you more than your then current Policy Value for your voluntary participation in certain promotional offerings. We will notify you of the terms of any such programs.


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Age or Sex Corrections and Evidence of Survival

We may require proof of the Annuitant’s or Owner’s age and/or sex before any payments associated with the Policy are made, including annuity payments. If the age and/or sex of the Annuitant or Owner is incorrectly stated, we will base any such payment on the Annuitant’s or Owner’s correct age and/or sex, if applicable. If required by law to ignore differences in the sex of the Annuitant, annuity payments will be determined using the unisex factors. Any underpayment made by us will be paid with the next payment. Any overpayment by us will be deducted from future payments. Any underpayment or overpayment will include annual interest at a rate of 1% per year, from the date of the underpayment or overpayment to the date of the adjustment. We have the right to reasonably require satisfactory evidence that a person is alive if a payment is based on that person being alive.

Rights of Ownership

You, as Owner of the Policy, exercise all rights under the Policy. For example, subject to limitations, you can assign this Policy with our consent, Surrender the Policy to us, amend or modify the Policy with our consent, receive annuity payments or name a Payee to receive the payments, and exercise every other right and benefit contained in the Policy. The use of these rights may be subject to the consent of any assignee or irrevocable beneficiary, and of the spouse in a community or marital property state. Unless we have been notified of a community or marital property interest in this Policy, we will rely on our good faith belief that no such interest exists and will assume no responsibility for inquiry. We reserve the right to refuse our consent on a non-discriminatory basis with respect to any action under the Policy that requires our consent.

Change of Ownership

You can change the Owner of this Policy from yourself to a new Owner with our consent. We reserve the right to refuse our consent on a non-discriminatory basis, including to the extent necessary to qualify for the exemption from 1934 Act reporting under Rule 12h-7. You must send Written Notice, to our Administrative Office, which contains all necessary information to make the change. Any Owner change made, unless otherwise specified by the Owner, shall take effect on the date the notification is signed by the Owner, when received in good order, subject to any payments made or actions taken by us prior to receipt of the notification and subject to our consent. No change will apply to any payment we made before the Written Notice was received. We may require that the change be endorsed in the Policy. Changing the Owner does not change the beneficiary or the Annuitant. A change of ownership may result in adverse tax consequences.

Change of Annuitant

Once this Policy is issued, generally, the Annuitant cannot be changed. In certain circumstances the Annuitant can be changed, such as when the Policy is transferred pursuant to a divorce or when a Policy is continued by a surviving spouse.

Assignment

This Policy may be assigned with our consent. To extent permitted by state law, we reserve the right to refuse our consent on a non-discriminatory basis, including to the extent necessary to qualify for the exemption from 1934 Act reporting under Rule 12h-7. You must send written requests, to our Administrative Office, which contains all necessary information to make the change. Any assignment made, unless otherwise specified by the Owner, shall take effect on the date the notification is signed by the Owner, when received in good order, subject to any payments made or actions taken by us prior to receipt of the notification and subject to our prior approval. We assume no responsibility for the validity of any assignment. Any claim made under an assignment shall be subject to proof of interest and the extent of the assignment. Assignment of this Policy may result in adverse tax consequences.

Abandoned or Unclaimed Property

Every state has unclaimed property laws that generally provide for escheatment to the state of unclaimed property (including proceeds of annuity, life, and other insurance policies) under various circumstances. In addition to the state unclaimed property laws, we may be required to escheat property pursuant to regulatory demand, finding, agreement, or settlement. To help prevent such escheatment, it is important that you keep your contact and other information on file with us up to date, including the names, contact information, and identifying information for Owners, the Annuitant, beneficiaries, Payees, and other relevant parties. Such updates should be communicated in a form and manner satisfactory to us.

Reports to Owners

We will give you a report at least once each Policy Year. This report will show any information required by law or regulation and will be mailed to your last known address as shown in our records or otherwise provided to you according to your preferences. The information provided will be as of a date not more than four months prior to the date of the mailing. We will provide copies of the report available to you upon written or oral request at no additional cost.


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COMPANY OVERVIEW

BUSINESS

Overview

Transamerica Life Insurance Company (TLIC or the Company) is an Iowa stock life insurance company 100% owned by Commonwealth General Corporation (CGC), a Delaware domiciled company. CGC is an indirect, wholly owned subsidiary of Aegon N.V., a holding company organized under the laws of The Netherlands.

The Company sells individual life insurance, including index universal life, whole life, term life, and final expense life. It also sells variable annuities. In addition, the Company offers supplemental health insurance, group life insurance, group annuity contracts and stable value solutions. The Company is licensed in 49 states and the District of Columbia, Guam, Puerto Rico and US Virgin Islands. Sales of the Company’s products are primarily through a network of independent agents and broker-dealers, affiliated agencies, and financial institutions.

The Company is licensed in 49 states and the District of Columbia, Guam, Puerto Rico and US Virgin Islands. Sales of the Company’s products are primarily through a network of independent agents and broker-dealers, affiliated agencies, and financial institutions.

Effective December 31, 2020, Pine Falls Re, Inc., a Vermont domiciled insurance captive subsidiary which engaged in the business of reinsuring certain secondary guarantee universal life risks from TLIC, merged into TLIC.

Effective October 1, 2020 Transamerica Premier Life Insurance Company (TPLIC) was merged into TLIC. The effect of the merger to policyholders was minimal. All client benefits, as well as policy and certificate features (including the policy numbers), remain the same.

Effective October 1, 2020, MLIC Re I, Inc., a Vermont domiciled insurance captive subsidiary which engaged in the business of reinsuring certain industrial, ordinary and universal in-force life insurance business from TPLIC, merged into TLIC.

Effective July 1, 2019, Transamerica Advisors Life Insurance Company (TALIC), an Arkansas-domiciled Corporation, was merged into the Company. The Company was the surviving corporation. All client benefits, as well as policy and certificate features (including the policy numbers), remain the same.

Marketing and Distribution

The Company sells its products through a diverse wholesale and retail distribution network, including affiliated agencies as well as unaffiliated independent broker-dealers, financial institutions, wire-houses, regional firms, pension plan administrators, life insurance agents and specialists, registered investment advisors, producer groups and independent marketing organizations.

Reinsurance

The Company follows the industry practice of reinsuring with other companies, both affiliated and non-affiliated, a portion of its business in order to reduce net liability on individual risks, to provide protection against large losses, achieve greater diversification of risks and obtain statutory capital relief. The maximum net amount at risk of individual ordinary life insurance retained by the Company on any one life is $10 million. The Company cedes insurance on both an automatic basis, whereby risks are ceded to a reinsurer on specific blocks of business where the underlying risks meet certain predetermined criteria, and on a facultative basis, whereby the reinsurer’s prior approval is required for each risk reinsured.

Management continually evaluates the collectability of outstanding reinsurance. During the period covered in the included financial statements, management established an allowance for claims reserves related to an unaffiliated reinsurer, Scottish Re Group (SRUS), in receivership. The allowance established at year-end 2021 was $109 million. This determination was made based on the facts and circumstances of the legal proceedings surrounding SRUS financial condition and its ability to pay the Company outstanding and unpaid claims.

See Note 8 to the 2021 audited statutory financial statements, included in this prospectus, for a description of the Company’s reinsurance contracts and significant reinsurance transactions executed.

Ratings

Ratings with respect to claims-paying ability and financial strength are one factor utilized in establishing the competitive position of insurance companies. These ratings represent each agency’s opinion of an insurance company’s financial strength, operating performance, strategic position and ability to meet its obligations to policyholders. Such factors are important to policyholders, agents


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and intermediaries. They are not evaluations directed toward the protection of investors and are not recommendations to buy, sell or hold securities. Rating agencies utilize quantitative and qualitative analysis, including the use of key performance indicators, financial and operating ratios and proprietary capital models to establish ratings for the Company and certain subsidiaries. Ratings are continually evaluated relative to performance, as measured using these metrics and the impact that changes in the underlying business in which it is engaged can have on such measures. In an effort to minimize the adverse impact of this risk, the Company maintains regular communications with the rating agencies, performs evaluations utilizing its own calculations of these key metrics and considers such evaluation in the way it conducts its business.

Ratings are important to maintaining public confidence in the Company and its ability to market annuity and life insurance products. Rating agencies continually review the financial performance and condition of insurers, including the Company. Any lowering of the Company’s ratings could have an adverse effect on the Company’s ability to market its products and could increase the rate of surrender of the Company’s products. Both of these consequences could have an adverse effect on the Company’s liquidity and, under certain circumstances, net income. As of December 31, 2021, TLIC has a financial strength rating of “A” (Excellent) from A.M. Best Company, Inc. (“A.M. Best”) and its claims-paying ability/ financial strength is rated “A1” (Good) by Moody’s Investors Service, Inc. (“Moody’s”) and “A+” (Strong) by Standard & Poor’s Rating Services (“S&P”).

Competition

The US marketplace is highly competitive. Our competitors include other large insurance carriers marketing individual non-participating whole life, endowment and term contracts, structured settlements, pension products and reinsurance as well as single fixed and flexible premium annuity products, guaranteed interest contracts (GICs), synthetic GICs and funding agreements, in addition to group life, universal life, credit life, and individual and specialty health coverages. We also face competition from technology-driven and digitally-enabled start-ups, fintechs and insurtechs. With respect to insurance carriers, some have higher financial strength ratings and/or larger market share than Transamerica.

Regulation

Regulation at State Level

TLIC is domiciled and licensed in the State of Iowa as a life insurance Company. The financial statements of the Company are presented on the basis of accounting practices prescribed and permitted by the Iowa Insurance Division (IID). The IID recognizes only statutory accounting practices prescribed or permitted by the State of Iowa for determining and reporting the financial condition and results of operations of an insurance company and for determining its solvency under Iowa Insurance Law. The National Association of Insurance Commissioners’ (NAIC) Accounting Practices and Procedures Manual (AP&P Manual or NAIC SAP) has been adopted as a component of prescribed practices by the State of Iowa.

State insurance authorities have broad administrative powers with respect to various aspects of the insurance business including: licensing to transact business; licensing agents; admittance of assets to statutory surplus; regulating premium rates for certain insurance products; approving policy forms; regulating unfair trade and claims practices; establishing reserve requirements and solvency standards; fixing maximum interest rates on life insurance policy loans and minimum accumulation or surrender values; regulating the type, amounts and valuations of investments permitted; regulating reinsurance transactions, including the role of captive reinsurers, and other matters.

The NAIC is an organization, whose mandate is to benefit state insurance regulatory authorities and consumers by promulgating model insurance laws and regulations for adoption by the states. The NAIC also provides standardized insurance industry accounting and reporting guidance through the AP&P Manual. However, model insurance laws and regulations are only effective when adopted by the states, and statutory accounting and reporting principles continue to be established by individual state laws, regulations and permitted practices. Changes to the AP&P Manual or modifications by the various state insurance departments may affect the statutory capital and surplus of TLIC.

Annual and Quarterly Reports and Statutory Examinations

Insurance companies are required to file detailed annual and quarterly statutory financial statements with state insurance regulators in the states in which they are domiciled, in accordance with accounting practices and procedures prescribed or permitted by these state insurance departments, and accounts are subject to examination by such regulators at any time. In addition, insurance regulators periodically examine an insurer’s financial condition, adherence to statutory accounting practices, and compliance with insurance department rules and regulations.

As part of their routine regulatory oversight process, state insurance departments periodically conduct detailed examinations, generally once every three to five years, of the books, records and accounts of insurance companies domiciled in their states. Such examinations generally are conducted in coordination with the insurance departments of other domestic states under guidelines promulgated by the NAIC.


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The latest coordinated examination of TLIC was completed on June 30, 2021 with no exceptions noted in the examination report.

Market Conduct

State insurance regulatory authorities regularly make inquiries, hold investigations and administer market conduct examinations with respect to insurers’ compliance with applicable insurance laws and regulations, including among other things, the form and content of disclosure to consumers, advertising, sales practices and complaint handling. State regulators have imposed significant fines on various insurers for improper market conduct. TLIC continually monitors sales, marketing and advertising practices and related activities of agents and personnel and provides continuing education and training in an effort to ensure compliance with applicable insurance laws and regulations. There can be no guarantee that any non-compliance with such applicable laws and regulations would not have a material adverse effect on the Company.

Statutory Surplus

As a licensed insurer, TLIC, is subject to the supervision of the regulators of each state in which it is licensed, and each state has the discretionary authority, in connection with the ongoing licensing of such entity, to limit or prohibit writing new business within its jurisdiction when, in the state’s judgment, such entity is not maintaining adequate statutory surplus or capital or is operating in a hazardous financial condition. The Company does not currently anticipate that any regulator would limit the amount of new business that TLIC may write due to an inability to meet the levels of statutory surplus required by the regulators.

Risk-Based Capital

TLIC is subject to the Risk Based Capital (RBC) requirements for life insurance companies. All states have adopted the NAIC RBC model law or a substantially similar law. The RBC calculation, which regulators use to assess the sufficiency of an insurer’s statutory surplus, measures the risk characteristics of a company’s assets, liabilities and certain off-balance sheet items. In general, RBC is calculated by applying factors to various asset, premium, claim, expense and reserve items. The requirements result in insurers maintaining, for the protection of policyholders, capital in excess of statutory surplus requirements. Insurers having less statutory surplus than required by the RBC model formula will be subject to varying degrees of regulatory action depending on the level of capital inadequacy.

An insurance company’s state of domicile imposes minimum RBC requirements that were developed by the NAIC. The formulas for determining the amount of RBC specify various weighting factors that are applied to financial balances or various levels of activity based on the perceived degree of risk. Regulatory compliance is determined by a ratio of a company’s regulatory total adjusted capital to its authorized control level RBC, as defined by the NAIC. Companies below specific trigger points or ratios are classified within certain levels, each of which requires specified corrective action. The company action level (CAL) RBC ratio for the Company decreased to 401% at December 31, 2021, from 410% at December 31, 2020. Regulatory action against a company may be initiated when this ratio falls below 200%. The Company considers its surplus position more than adequate to handle severe adverse experience based upon industry standards and its own risk analysis. At December 31, 2021 year end for the periods presented, the Company meets the minimum RBC requirements.

Regulation of Investments

The Company is subject to the laws and regulations of the State of Iowa that require diversification of its investment portfolios and limit the amount of investments in certain investment categories such as below-investment grade fixed income securities, real estate-related equity and common stocks. Failure to comply with these laws and regulations would cause investments exceeding regulatory limitations to be treated as non-admitted assets for purposes of measuring statutory surplus, and, in some instances, could require divestiture of such non-qualifying investments. The Company believes that its investments are in compliance, in all material respects, with such laws and regulations as of December 31, 2021.

Derivatives Regulation

The Company’s derivatives use is subject to statutory and regulatory requirements of the State of Iowa, the Company’s domiciliary state, which requires the Company to follow a board-approved derivatives’ use plan. The Company’s derivatives’ use plan meets the requirements of Iowa.

Title VII of the Dodd-Frank Act is a framework to regulate the over-the-counter (“OTC”) derivatives markets through the required clearing of certain types of OTC transactions and the posting of collateral, each of which results in additional risk mitigation costs to the Company. TLIC is subject to the posting and collection of initial margin on its non-cleared OTC derivatives portfolios with certain of their counterparties. These initial margin requirements may require the Company to hold more cash and highly liquid securities with lower yields than it might otherwise hold in the absence of the initial margin requirements; potentially resulting in a reduction of investment income. Furthermore, U.S. and global regulation of the derivatives markets continues to evolve, potentially creating unexpected costs as well as opportunities.


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Tax Matters

Life insurance products may be used to provide income tax deferral and income tax free death benefits. Annuity contracts retirement plans may be used to provide income tax deferral. The value of these benefits is related to the level of income tax rates and capital gains tax rates. Changes to the income tax rates and the capital gains tax rates can affect the value of these benefits, and therefore the desirability of those products.

The current Congress and administration are debating tax bills that may raise tax rates on individuals with income above certain levels, may increase the corporate tax rate or impose a new corporate minimum tax, and enhance the value and availability of retirement products. The enactment of these proposals could increase the market for tax deferred insurance and retirement products while also potentially decreasing their after-tax profitability to insurers. The Company continues to monitor any new tax law and regulatory changes to determine potential impacts on its business and the resulting impact in its financials.

Cybersecurity, Privacy, and Data Collection

Cybersecurity and privacy is an important and evolving part of insurance company regulation. On October 24, 2017, the NAIC adopted the Insurance Data Security Model Law, which establishes standards for data security and for the investigation of cybersecurity events involving unauthorized access to, or the misuse of, certain nonpublic information. Additionally, states continue to adopt legislation or implement regulations addressing cybersecurity. For example, the New York Department of Financial Services issued a wide-sweeping cybersecurity regulation that became effective on March 1, 2017. Also, on January 1, 2020, the California Privacy Act Policy went into effect, which among other regulations, requires numerous privacy protections for California residents.

As a result of increased innovation and technology (especially with respect to “big data”) in the insurance sector, the NAIC is monitoring technology developments and has developed or is developing regulations and regulatory guidance. The NAIC has adopted guiding principles related to artificial intelligence, its use in the insurance sector, and its impact on consumer protection and privacy, marketplace dynamics, and the state-based insurance regulatory framework. The NAIC is also evaluating the need for changes to state insurance privacy protections regarding the collection, use, and disclosure of information gathered in connection with insurance transactions. Further, the NAIC and state insurance regulators have been focused on addressing unfair discrimination in the use of consumer data and technology, and some states have passed laws or introduced legislation targeting unfair discrimination practices.

We expect that cybersecurity, privacy, and data collection will remain an important issue for insurance regulators. We cannot predict what, if any, changes to laws and regulations may be enacted with regard to innovation and technology in the insurance sector. We expect that our costs of compliance with cybersecurity, privacy, and data regulations will increase in the future as we become subject to additional and more comprehensive regulation at the state and federal levels, although such costs cannot be predicted with certainty.

HUMAN CAPITAL

Human Capital Resources Objectives

The Company’s success is highly dependent on human capital. The well-being of our employees is a key priority, and we strive to promote a dynamic and welcoming workplace that promotes inclusive diversity and equity, fosters collaboration and encourages employees to bring their best ideas to work every day. As of December 31, 2021, the Company had approximately 5,600 employees of which 99% were classified as full time, and 1% were classified as part time. In addition, the following provides additional breakdowns of the workforce:

•

Exempt – Salaried Employees: 66%

•

Non-exempt – Hourly Employees: 34%

•

Female: 52%

•

Male: 46%

•

Do Not Wish to Disclose: 2%

For 2021, the voluntary annualized attrition rate was 13.9%.

The Company’s human capital management focuses on the following priorities:

Inclusion & Diversity

The Company believes that its rich culture of inclusion and diversity enables it to create, develop and fully leverage the strengths of its workforce to exceed customer expectations and meet its growth objectives. Current key initiatives include employee experience,


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Employee Resource Groups (“ERG”), learning and development, and talent acquisition, The Company places a high value on inclusion, engaging employees in distinct ERG programs led by employees with diverse backgrounds, experiences or characteristics who share a common interest in professional development, improving corporate culture and delivering sustained business results. The Company maintains its ERG’s across a variety of affinities, such as: Black Professionals for Change, the Women’s Impact Network, our Multicultural Network, and Transamerica Proud dedicated to LGBTQ+ and allies. The Company sponsors these groups with a dedicated Inclusion & Diversity team, to serve as a source of inclusion and to support the acquisition of diverse talent internally and externally. Each ERG has an executive sponsor and is guided by their own ERG charter.

The Company has implemented several measures that focus on ensuring accountabilities exist for making progress in diversity. For example, the CEO and other senior leaders have diversity and inclusion objectives embedded in their annual personal performance goals. The Company also commits to having a diverse talent pipeline by partnering with its business units to recruit diverse talent across all leadership and skill areas. The Company trains its recruiting workforce in diversity sourcing strategies and partners with external organizations that develop and supply diverse talent. As of December 31, 2021, approximately 52% of the Company’s workforce was female while 46% of the Company’s employees in managerial roles were female. In addition, 33% of the Company’s management board (excluding the CEO) were female.

Employee Development and Training

The Company continues to emphasize employee development and training. To empower employees to contribute to their full potential, we provide a range of development programs and opportunities, and resources employee’s need to be successful. The Transamerica Learn Center platform, launched in 2020, supplements our talent development strategies. It is an online portal that enables employees to access instructor-led classroom or virtual courses and self-directed web-based courses. We believe these behavioral expectations are integrated into the way we assess and select talent, manage performance, and develop our people. We are committed to identifying and developing the talents of our next generation leaders. We have a robust talent and succession planning process and have established specialized programs to support the development of our talent pipeline for critical roles in general management, finance, technology and other key areas. On an annual basis, we conduct an Organization Talent Review with our Chief Executive Officer and all segment, business unit, and function leaders focusing on leadership and key talent, and the succession for our most critical roles.

Compensation Programs and Employee Benefits

The main objective of the Company’s compensation program is to provide a compensation package that will attract, retain, motivate and reward employees in each location in which the Company does business. We do this by linking changes in compensation to overall Company performance, as well as each individual’s contribution and impact to the Company’s success. The emphasis on overall Company performance is intended to align the employee’s financial interests with the interests of shareholders and other stakeholders. The Company seeks fairness in total compensation with reference to external benchmarking, internal comparisons and the relationship between management and non-management remuneration. In addition to competitive base salaries, the Company accomplishes this compensation objective through its short-term incentive plan, which generally includes all levels of employees, and long-term incentive plan for more senior executives which provides a stock-based award with multiple year vesting requirements for retention purposes.

The Company is committed to providing comprehensive benefit options and it is our intention to offer benefits that will allow our employees and their families to live healthier and more secure lives. Some examples of the Company’s wide-ranging benefits offered are: Medical insurance, prescription drug benefits, dental insurance, vision insurance, life insurance, disability insurance, health savings accounts, flexible spending accounts, a 401(k) plan with company match and a cash balance pension plan, as of which are subsidized (or entirely paid) by the Company. In addition, there is also a complete voluntary set of benefit offerings so employees may decide what other benefits meet their particular situation.

Employee Engagement

To ensure we provide a rich experience for our employees, we measure organizational culture and engagement to build on the competencies that are important for our future success. Weengage independent third parties to conduct cultural and employee engagement surveys. Theseinclude corporate culture assessments, as well as real-time feedback on employee engagement and well-being focused on physical, emotional, social and financial health.

Tenure/Promotion/Turnover

We continually monitor employee turnover rates, both regionally and, as our success depends upon retaining our highly trained professional human capital resources, we believe the combination of competitive compensation and career growth and development opportunities have helped increase employee tenure and reduce voluntary turnover. The average tenure of our employees is approximately 10 years and approximately 27% of our employees have been employed by us for more than 15 years, and approximately 17% of our employees have been employed by us for more than 20 years.


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Recruitment

The Company works diligently to attract the best talent from a diverse range of sources in order to meet the current and future demands of our business. We have established relationships with universities, professional associations, and industry groups to proactively attract talent. The Company has a strong employee value proposition that leverages our unique culture, collaborative working environment and shared sense of purpose to attract talent to our Company. We empower them to find new and better ways of doing things and the scale of our business means that careers can develop in exciting and unexpected directions. In 2021, we hired 737 new employees at our Company.

AVAILABLE INFORMATION

Information about the Company is available at www.transamerica.com.

The Securities and Exchange Commission (SEC) maintains an internet site (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. The Company does not file reports with the SEC in reliance on an exemption from such reporting requirements as set forth in Rule 12h-7 under the Securities Exchange Act of 1934.

PROPERTY

The Company’s principal executive offices are located at 4333 Edgewood Road, NE, Cedar Rapids, IA 52499. The Company believes that its present and planned facilities are adequate for the anticipated needs of the Company.

RISKS RELATED TO OUR BUSINESS AND INDUSTRY

Risks Related to the Impact of Economic and Financial Market Conditions on Our Business

We are exposed to significant financial and capital markets risks, including changes in interest rates, credit spreads, and equity prices that may have a material adverse effect on our results of operations, financial condition and liquidity.

We are exposed to significant financial and capital markets risks, including changes in interest rates, credit spreads, equity prices, real estate values, foreign currency exchange rates, market volatility, performance of the global economy in general, and the performance of the specific obligors included in our portfolio. Adverse changes in these rates, spreads and prices may occur due to changes in monetary policy and the economic climate, the liquidity of a market or market segment, investor return expectations and/or risk tolerance, insolvency or financial distress of key market makers or participants, changes in market perceptions of credit worthiness, governmental monetary policies and political conditions, and other factors outside of our control.

Our exposure to interest rate risk relates primarily to market price and cash flow variability associated with changes in interest rates. A rise in interest rates will decrease the net unrealized gain position of our investment portfolio. Tax planning strategies can also be adversely affected by a rise in interest rates by limiting the ability to recognize tax benefits associated with operating and capital loss carryforwards. Conversely, due to the long-term nature of some of our liabilities, sustained declines in interest rates may subject us to reinvestment risk, increased hedging costs, spread compression and capital volatility. For example, during periods of low or declining interest rates the yield on new investments will be lower than that on existing investments, thus lowering the average yield that we earn on our investment portfolio. In addition, there may be economic scenarios, including periods of rising interest rates, that increase the attractiveness of other investments to the Company’s customers, which could increase life insurance policy loan, surrender, and withdrawal activity in a given period. Such situations could result in cash outflows requiring that the Company sell investments at a time when the prices of those investments are adversely affected, which may result in realized investment losses. Unanticipated withdrawals and terminations may also cause the Company to accelerate other expenses, which reduces net income in the period of the acceleration.

The Company’s insurance and investment products are also sensitive to interest rate fluctuations and expose the Company to the risk that falling interest rates or credit spreads will reduce the Company’s margin, or the difference between the returns earned on the investments that support the obligations under these products and the amounts that must be paid to policyholders and contract holders. Because the Company may reduce the interest rates credited on most of these products only at limited, pre-established intervals, and because some contracts have guaranteed minimum interest crediting rates, or may be subject to regulatory minimum rates, declines in interest rates may adversely affect the profitability of these products.

Although the Company seeks to carefully measure and manage its interest rate risk positions, the Company’s estimate of the liability cash flow profile may be inaccurate, and it might need to sell assets in order to cover the liability, which could adversely affect the Company’s financial position and results of operations.


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The exposure to credit spreads primarily relates to market price and cash flow variability and reinvestment risk associated with changes in credit spreads. If issuer credit spreads widen or increase significantly over an extended period of time, it would likely result in additional other-than-temporary impairments and increases in the net unrealized loss position in our investment portfolio. If credit spreads tighten significantly, net investment income associated with new purchases of fixed maturities may be reduced. Credit spread tightening may also cause an increase in the reported value of certain liabilities that are valued using a discount rate that reflects our own credit spread (“OCS”). OCS is the impact to the fair value measurement of certain liabilities that takes into account the risk that an obligation will not be fulfilled. In addition, market volatility may make it difficult to value certain of our securities if trading becomes less frequent. As such, valuations may include assumptions or estimates that may result in significant period-to-period changes due to market volatility, which could have a material effect on our results of operations or financial condition.

The exposure to equity risks primarily relates to the potential for lower earnings associated with our equity-based separate accounts and investment advisory business, where fee income is earned based upon account values. The significant fluctuations and volatility in equity markets over the last several years have significantly impacted the account values and related fee income during those years. In addition, certain of our products offer guaranteed benefits that increase our potential benefit exposure and statutory capital exposure if equity markets decline. Sustained declines in equity markets may result in the need to devote significant additional capital to support these products. Conversely, a period of large positive equity returns can have an adverse effect on company liquidity due to required variation margin posting on cleared derivatives used to hedge the exposure to down equity markets associated with these guaranteed benefits. Investments in our general account also include some equity exposure via private equity positions and other alternative asset classes which may be highly correlated with equity markets.

We also invest in commercial mortgage loans, commercial mortgage-backed securities (“CMBS”) and real estate investment trusts (“REITs”). The value of our real estate investments may be negatively impacted by general economic conditions in the real estate sector, including supply and demand, market volatility, and interest rate fluctuations, as well as the creditworthiness of obligors.

The Company uses derivative instruments to manage exposures and mitigate risks. Our estimates and assumptions made in connection with our use of any derivatives may fail to reflect or correspond to our actual exposure. Our derivative investments may also be insufficient to hedge the risks in relation to our obligations. Counterparty defaults could have a material adverse effect on our financial condition and results of operations. In addition, ratings downgrades or financial difficulties of derivative counterparties may require us to utilize additional capital with respect to the affected businesses.

The Company maintains an Asset Valuation Reserve (“AVR”) as prescribed by the NAIC for the purpose of offsetting potential credit related investment losses on each invested asset category, excluding cash, policy loans and income receivable. The Company records an Interest Maintenance Reserve (“IMR”) as prescribed by the NAIC, which represents the net deferral for interest-related gains or losses arising from the sale of certain investments, such as bonds, mortgage loans and loan-backed and structured securities sold. See Note 2 and to the audited statutory financial statements of this prospectus for additional information regarding the Company’s use of an AVR and IMR.

Difficult conditions in the global economy and capital markets could adversely affect the Company’s business and operating results and these conditions may not improve in the near future.

At times throughout the past few years, volatile conditions have characterized financial markets. Stressed conditions, volatility and disruptions in global capital markets, particular markets or financial asset classes could adversely affect the Company’s investment portfolio. Disruptions in one market or asset class can also spread to other markets or asset classes.

General economic conditions could also adversely affect the Company by impacting consumer behavior and pressuring investment results. Consumer behavior changes could include decreased demand for the Company’s products. For example, holders of interest-sensitive life insurance and annuity products may engage in an elevated level of discretionary withdrawals of contract-holder funds. Investment results could be adversely affected as deteriorating financial and business conditions affect the issuers of the securities in the investment portfolio.

Changes in market interest rates may adversely affect our financial results

The profitability of many of our products depends in part on earning interest; therefore, interest rate fluctuations could negatively affect our financial results. Some of our fixed products have interest rate guarantees that expose us to the risk that changes in interest rates will reduce our “spread” or the difference between the amounts that we are required to pay under the contracts and the amounts we are able to earn on our general account investments intended to support our obligations under the contracts. Declines in our spread or instances where the returns on our general account investments are not enough to support the interest rate guarantees on these products could have a material adverse effect on our financial results.


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In periods of increasing interest rates, we may not be able to replace the assets in our general account with higher yielding assets needed to fund the higher interest crediting rates. We therefore may have to accept a lower spread and thus lower profitability and greater loss of existing contracts and related assets. In periods of declining interest rates, we have to reinvest the cash we receive as interest or return of principal on our investments in lower yielding instruments than available previously. Moreover, borrowers may prepay fixed income securities in our general account in order to borrow at lower market rates, which exacerbates this risk. As we are entitled to reset the interest rates on our fixed rate annuities only at limited, pre-established intervals, and since many of our policies have guaranteed minimum interest crediting rates, our spreads could decrease and potentially become negative.

In periods of increasing interest rates, policy loans and surrenders and withdrawals of life insurance policies and annuity contracts may increase as policyholders seek products with perceived higher returns. This process may lead to cash outflows of our existing block of business. These outflows may require investment assets to be sold at a time when the prices of those assets are lower because of the increase in market interest rates, which may result in realized investment losses. A sudden demand among policyholders to change product types or withdraw funds could lead us to sell assets at a loss to meet funding demands. Some of our separate account products include material guarantees where the cost of providing those guarantees are dependent on interest rate levels.

While interest rates have generally remained historically low in recent years, the present interest rate environment is evolving due to a combination of factors, including the COVID-19 pandemic, market conditions (e.g., rising inflation), and actions by governmental authorities. The future interest rate environment cannot be predicted with certainty.

A large-scale pandemic or epidemic (such as COVID-19), natural and man-made catastrophes, climate change, the continued threat or acts of terrorism, or ongoing military and other actions may result in decreases in the Company’s net income, revenue, and assets under management and may adversely impact its investment portfolio.

A large-scale pandemic or epidemic; natural and man-made catastrophes; climate change; the continued threat or acts of terrorism within the U.S. and abroad; geopolitical disputes, ongoing military and other actions (such as Russia’s invasion of Ukraine and the resulting response by the United States and other countries); and heightened security measures in response to these types of threats may cause significant volatility and declines in the U.S., European, and other securities markets, loss of life, property damage, additional disruptions to commerce and reduced economic activity. As a result, the Company’s net income and/or revenue, and some of the assets in the Company’s investment portfolio, may be adversely affected by declines in the securities markets and economic activity.

The Company cannot predict whether or the extent to which industry sectors in which it maintains investments may suffer losses as a result of potential decreased commercial and economic activity, how any such decrease might impact the ability of companies within the affected industry sectors to pay the interest or principal on their securities, or how the value of any underlying collateral might be affected.

We continue to closely monitor developments related to the COVID-19 pandemic and its impact on our business. The economic conditions and uncertainties during the pandemic have at times negatively impacted our net income, revenue, and assets under management and our investment portfolio. To date, we do not believe that these economic conditions and uncertainties have materially impacted our overall financial condition.

The extent to which the pandemic will impact our business and operations in the future will depend on future developments, which are highly uncertain and cannot be predicted, including the scope and duration of the pandemic and actions taken by governmental authorities and other third parties in response to the pandemic. Pandemic-related developments that could negatively impact our financial condition may include (but are not necessarily limited to): (i) changes in market conditions related to market volatility, reduced liquidity, changes in interest rates, economic shutdowns or slowdowns, government regulations, and counterparty defaults; (ii) voluntary or government mandated hardship assistance that we provide to our customers in the form of, e.g., grace periods for failure to make timely payments; (iii) reductions in new sales of our financial products or reductions in fees collected by us, or increases in withdrawals, cancellations, or defaults with respect to our customers’ existing financial products; (iv) limitations on our access to sources of capital and our ability to obtain reinsurance; (v) the occurrence of new variants of the COVID virus; (vi) the severity and duration of waves in infections and hospitalizations; (vii) the efficacy of vaccines, therapeutic treatments, and other healthcare programs; and (viii) high employment levels. Any risk management or contingency plans or preventative measures we take may not adequately predict or address the impact of the COVID-19 pandemic on our business. In addition to the risks listed above, to the extent that the pandemic impacts our business, it may also have the effect of heightening the other risks described in this section of the prospectus.

Potential changes to the manner in which the London Inter-bank Offered Rate (“LIBOR”) is determined and the potential for the replacement or discontinuation of LIBOR as a benchmark interest rate may affect the Company’s cost of capital and net investment income.


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LIBOR is an interest rate benchmark which underpins hundreds of trillions of dollars of financial contracts around the world; it is available in five currencies and a range of tenors. On July 27, 2017, the U.K. Financial Conduct Authority announced that it will no longer persuade or compel LIBOR panel banks to submit LIBOR quotes after 2021. It remains unclear if, how and in what form, LIBOR may continue to exist, as remaining tenors will continue to be published through at least June 30, 2023. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (constituted of major derivative market participants and their regulators), has begun publishing a Secured Overnight Funding Rate (“SOFR”) which is intended to replace U.S. dollar LIBOR, and SOFR-based investment products have been issued in the U.S. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication. Markets are slowly developing in response to these new rates and questions around liquidity in these rates and how to appropriately adjust these rates to eliminate any economic value transfer at the time of transition remain a significant concern for the Company and others in the marketplace. The effect of any changes or reforms to LIBOR or discontinuation of LIBOR on new or existing financial instruments to which the Company has exposure or the activities in the Company’s businesses will vary depending on a variety of factors. Accordingly, it is difficult to predict the full impact of the transition away from LIBOR on certain derivatives and floating rate securities the Company holds, and any other assets, liabilities, models, assumptions, and the cost of capital, as well as contractual rights and obligations, whose value is tied to LIBOR. The value or profitability of these products and instruments may be adversely affected.

Some of the Company’s investments are relatively illiquid.

The Company holds certain investments that may lack liquidity, such as publicly and privately placed corporate bonds and structured securities based upon residential or commercial mortgage loans or trust preferred securities, commercial mortgage loans, policy loans, consumer loans secured by securities portfolios, equity real estate, including real estate joint ventures and other limited partnership interests. If the Company requires significant amounts of cash on short notice in excess of normal cash requirements or is required to post or return collateral in connection with the investment portfolio, derivatives transactions or securities lending activities, the Company may have difficulty selling these investments in a timely manner, be forced to sell them for less than the Company otherwise would have been able to realize, or both. The Company does not have the intent to sell, nor is it more likely than not that it will be required to sell, bonds and stocks in an unrealized loss position. Investment losses, however, may be realized to the extent liquidity needs require the disposition of bonds and stocks in unfavorable interest rate, liquidity or credit spread environments. The Company has exposure to mortgage-backed securities, which could cause declines in the value of its investment portfolio.

Securities and other capital markets products connected to residential mortgage lending, particularly those backed by non-agency loans, may become less liquid. The value of the Company’s investments in mortgage-backed securities may be negatively impacted by an unfavorable change in or increased uncertainty regarding delinquency rates, foreclosures, home prices, and refinancing opportunities. In addition, securities backed by commercial mortgages are sensitive to the strength of the related underlying mortgage loans, the U.S. economy, and the supply and demand for commercial real estate. Deterioration in the performance of the residential and commercial mortgage sector could cause declines in the value of that portion of the Company’s investment portfolios.

Defaults on commercial mortgage loans and volatility in performance may adversely affect the Company’s results of operations and financial condition.

A decline in the commercial real estate market within the U.S. resulting from changes in interest rates, real estate market conditions or an economic downturn may have a negative impact on the value of the Company’s commercial mortgage loan portfolio. The Company has a broadly diversified commercial mortgage loan portfolio (i.e., property type or geographic location), but negative developments across a certain property type or the occurrence of a negative event within a geographic region may have a significant negative impact, if the Company has some concentration risk within that property type or geographic region. The Company’s operations and financial conditions may be adversely affected from an increase in borrower defaults within the Company’s commercial mortgage loan portfolio.

The determination of the amount of allowances and impairments taken on the Company’s investments is judgmental and could materially impact its results of operations or financial position.

The Company’s determination of the amount of allowances and impairments varies by investment type and is based on its periodic evaluation and assessment of known and inherent risks associated with the relevant asset class. Such evaluations and assessments are revised as conditions change and new information becomes available. The Company updates its evaluations regularly and reflects changes in allowances and impairments in operations as such evaluations are revised. Market volatility can make it more difficult to value the Company’s securities if trading in such securities becomes less frequent. In addition, a forced sale by holders of large amounts of a security, whether due to insolvency, liquidity, or other issues with respect to such holders, could result in declines in the price of a security. Furthermore, additional impairments may need to be taken or allowances provided for in the future. Historical trends may not be indicative of future impairments or allowances.

The Company’s valuation of investments is based on amortized cost, fair value, and the equity method of accounting in the Company’s statutory financial statements, which may be significantly different than the values at which the investments may ultimately be realized.


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The Company’s investments primarily consist of bonds, stocks, investments in subsidiaries, mortgage loans, policy loans, short-term investments and alternative investments. On the basis of accounting practices prescribed or permitted by the Iowa Department of Insurance (“IID”).

See Note 5 to the audited statutory financial statements, included in this prospectus, for a discussion of the Company’s fair value categories and valuation methodologies.

Investments not carried at fair value in the Company’s statutory financial statements (certain bonds and stocks and commercial mortgage loans) may have fair values which are substantially higher or lower than the carrying value reflected in the Company’s statutory financial statements. Each such asset class is regularly evaluated for impairment under the accounting guidance appropriate to the respective asset class.

The Company’s valuation of certain bonds and stocks held at fair value may include methodologies, estimates and assumptions which are subject to differing interpretations and could result in changes to investment valuations that may materially and adversely affect the Company’s results of operations or financial condition.

The determination of fair values in the absence of quoted market prices is based on valuation methodologies, values of securities the Company deems to be comparable and assumptions deemed appropriate given the circumstances. The use of different methodologies and assumptions may have a material effect on the estimated fair value amounts. Further, rapidly changing and unprecedented credit and equity market conditions could materially impact the valuation of securities as reported within the Company’s statutory financial statements, and the period-to-period changes in value could vary significantly. Decreases in value may have a material adverse effect on the Company’s results of operations or financial condition.

Guarantees within certain of the Company’s and its insurance entities’ products may adversely affect the Company’s financial condition or results of operations.

The Company offers guarantees which can include a return of no less than the total deposits made on the contract less any customer withdrawals, total deposits made on the contract less any customer withdrawals plus a minimum return, or the highest contract value on a specified anniversary date minus any customer withdrawals following the contract anniversary. These guarantees can also include benefits payable in the event of death, upon annuitization, upon periodic withdrawal or at specified dates during the accumulation period.

TLIC remains ultimately liable for the specific guaranteed benefits and is subject to the risk that reinsurers are unable or unwilling to pay. In addition, TLIC is subject to the risk that hedging and other risk management procedures prove ineffective, or the estimates and assumptions made in connection with their use fail to reflect or correspond to the actual liability exposure, or that unanticipated policyholder behavior or mortality, combined with adverse market events, produces economic losses beyond the scope of the risk management techniques employed. These risks, individually or collectively, may have a material adverse effect on the Company’s financial condition or results of operations.

Deviations from assumptions regarding future persistency, mortality, morbidity, and interest rates used in calculating reserve amounts could have a material adverse impact on the Company’s results of operations or financial condition.

The Company’s earnings significantly depend upon the extent to which the actual experience is consistent with the assumptions the Company uses in setting prices for its products and establishing liabilities for some future policy benefits and claims. Such amounts are established based on estimates by actuaries of how much the Company will need to pay for future benefits and claims. The process of calculating reserve amounts for some products within a life insurance organization involves the use of a number of assumptions, including those related to persistency (how long a contract stays with a company), mortality (the likelihood of death or the likelihood of survival), morbidity (likelihood of sickness or disability) and interest rates (the rates expected to be paid or received on financial instruments, including insurance or investment contracts). In addition, significant changes in mortality or morbidity could emerge gradually over time, due to changes in the natural environment, including climate change, the health habits of the insured population, treatment patterns and technologies for disease or disability, the economic environment, or other factors. Actual results could differ significantly from those assumed. Although the Company may be permitted to increase premiums or adjust other charges and credits during the life of certain policies or contracts, the adjustments permitted under the terms of the policies or contracts may not be sufficient to maintain profitability or may cause the policies or contracts to lapse. As such, significant deviations from one or more of these assumptions could result in a material adverse impact on the Company’s life insurance entities’ results of operations or financial condition.

Pricing of the Company’s insurance and deferred annuity products are also based in part upon expected persistency of these products, which is the probability that a policy or contract will remain in force from one period to the next. Persistency within the Company’s annuities business may be significantly impacted by the value of guaranteed minimum benefits contained in many of the Company’s variable annuity products being higher than current account values, in light of poor equity market performance or extended periods of low interest rates, as well as other factors. Persistency could be adversely affected generally by developments affecting client


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perceptions of the Company, including perceptions arising from adverse publicity. Many of the Company’s products also provide the Company’s customers with wide flexibility with respect to the amount and timing of premium deposits and the amount and timing of withdrawals from the policy’s value. Results may vary based on differences between actual and expected premium deposits and withdrawals for these products, especially if these product features are relatively new to the marketplace. The pricing of certain of the Company’s variable annuity products that contain certain living benefit guarantees is also based on assumptions about utilization rates, or the percentage of contracts that will utilize the benefit during the contract duration, including the timing of the first lifetime income withdrawal. Results may vary based on differences between actual and expected benefit utilization.

Rising inflation could have an adverse impact on the Company’s results of operations or financial condition.

During inflationary periods, the value of our fixed maturity investments may fall. Inflation also increases expenses, which will negatively impact our results of operations or financial condition in the event that such additional costs cannot be offset. Prolonged and elevated inflation could adversely affect the financial markets and the economy generally and dispelling it may require governments to pursue a restrictive fiscal and monetary policy, which could constrain overall economic activity and our growth.

Climate change could have an adverse impact on the Company’s results of operations or financial condition.

We are exposed to economic risks related to climate change. Our results of operations or financial condition could be negatively impacted by increased costs, or financial losses on investments, arising from various events related to climate change, such as changes in public policy (either contributing to the adverse effects of climate change or promoting adaption to climate change), short-term or long-term market distributions, changes in mortality assumptions, changes in consumer behavior, extreme weather events, litigation, advancements in technology, and longer-term shifts in climate patterns. Climate change could also impact the types of assets in which we invest. For example, as the transition to a lower-carbon, more energy-efficient economy continues, regulators could require us (or we could voluntarily choose) to invest less in carbon-based industries, even though investments in carbon-based industries may have better returns in the short or long term. In addition, real estate investments may expose us to greater climate change risk, as climate change may negatively impact market prices or supply and demand, and may make extreme weather events more likely or frequent.

Risks Related to the Legal and Regulatory Environment of the Insurance Industry

Changes in state laws and federal laws regarding fiduciary/best interest standards may affect the Company’s operations and profitability.

The sales of the Company’s insurance products and securities are subject to strict regulation. In February 2020, the National Association of Insurance Commissioners (NAIC) adopted a model rule requiring a “best interest” standard of care in connection with sales of annuity products. Approximately half the state insurance regulators have adopted the NAIC model, or their own regulations that may impose similar obligations as the NAIC’s model.

The SEC adopted Regulation Best Interest which went into effect in June 2020 and establishes a standard of care for broker-dealers and their associated persons when they make recommendations to retail customers of any securities transactions. It remains unclear whether or to what extent Regulation Best Interest, and the evolving nature of the enforcement and interpretation of the rules by the SEC, could ultimately affect distribution partners’ willingness to recommend our insurance products. The Department of Labor (“DOL”) issued Prohibited Transaction Exemption 2020-02 in December 2020, a class exemption on fiduciary investment advice to retirement investors, which became effective in February 2021. In connection with the exemption, the DOL issued interpretative guidance that changed a long-standing interpretation of what constitutes “investment advice” under the Employee Retirement Income Security Act of 1974 (“ERISA”) in the context of rollovers from or into retirement plans and Individual Retirement Accounts (“IRAs”). The new interpretation has resulted in many of the Company’s distribution partners becoming investment advice fiduciaries under ERISA, which has impacted how and whether they sell the Company’s products.

These state and federal regulations have increased overall compliance costs for distribution partners that sell the Company’s products. In addition, these standards of care may lead to greater exposure to legal claims in certain circumstances, including an increased risk of regulatory enforcement actions or potentially private claims. To the extent that distribution partners that sell the Company’s products face heightened regulatory scrutiny, additional regulatory compliance obligations and additional litigation risks, they may choose to change their business or service models to avoid the regulations or could de-emphasize the sale of the annuity and insurance products that the Company issues, which could affect the Company’s business, results of operations and financial condition.

Certain changes in accounting and/or financial reporting standards issued by the National Association of Insurance Commissioners, state insurance departments, the Securities and Exchange Commission or other standard-setting bodies could have a material adverse impact on the Company’s financial condition or results of operations.

The Company and its insurance entities are required to comply with the Statutory Accounting Principles (“SAP”) established by the NAIC and adopted and administered by state departments of insurance. The various components of SAP (such as actuarial reserve methodologies) are currently subject to review by the NAIC and its task forces and committees, as well as by state insurance


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departments, in an effort to address emerging issues and otherwise improve or alter financial reporting. Calculations made in accordance with SAP also govern the ability of the Company’s insurance entities to pay dividends to their respective parent companies. The Company cannot predict whether or in what form reforms will be enacted and, if so, whether the enacted reforms will positively or negatively affect the Company’s insurance entities.

The NAIC’s Accounting Practices and Procedures Manual (AP&P Manual) provides that state insurance departments may permit insurance companies domiciled therein to depart from SAP through prescribed practices or by granting them permitted practices.

The financial statements of the Company are presented on the basis of accounting practices prescribed or permitted by the IID. The IID recognizes only statutory accounting practices prescribed or permitted by the State of Iowa for determining and reporting the financial condition and results of operations of an insurance company and for determining its solvency under Iowa Insurance Law. The AP&P Manual has been adopted as a component of prescribed practices by the State of Iowa.

The State of Iowa has adopted a prescribed accounting practice that differs from that found in the AP&P Manual related to the reported value of the assets supporting the Company’s guaranteed separate accounts. As prescribed by Iowa Administrative Code 508A.1.4, the Company is entitled to value the assets of the guaranteed separate account at amortized cost, whereas the assets would be required to be reported at fair value under Statement of Statutory Accounting Principles (SSAP) No. 56, Separate Accounts, of the NAIC AP&P. There is no impact to the Company’s income or surplus as a result of utilizing this prescribed practice.

During 2019, the Company was able to release a permitted practice through the early adoption of SSAP No. 108, Derivatives Hedging Variable Annuities Guarantees (SSAP 108). The Company elected early adoption of SSAP No. 108 effective July 1, 2019. The early adoption allowed for transition from and release of a similar permitted practice in place with the IID since October 1, 2016 (the Permitted Practice). The Company received approval from the IID on September 4, 2019, enabling the Company to issue third quarter 2019 reporting under the SSAP 108 standard. The Significant Accounting Estimates and Significant Accounting Policies section provides additional detail on the Company’s accounting policies and accounting standard adoptions.

The Company cannot predict what permitted and prescribed practices any applicable state insurance department may allow or mandate in the future, nor can the Company predict whether or when the insurance departments of states of domicile of the Company’s competitors may permit them to utilize advantageous accounting practices that depart from SAP. Moreover, although states generally defer to the interpretations of the insurance department of the state of domicile with respect to the application of regulations and guidelines, neither the action of the domiciliary state nor the action of the NAIC is binding on a non-domiciliary state. Accordingly, a state could choose to follow a different interpretation. The Company can give no guarantees that future changes to SAP or components of SAP, or the ability to apply a prescribed practice or the granting of permitted practices to the Company’s competitors, will not have a material impact on the Company’s financial condition or results of operations.

The Company’s insurance entities are subject to extensive regulation.

The Company’s insurance entities are subject to extensive state regulatory oversight in the jurisdictions in which each does business as well as to federal oversight in some aspects of their business. Insurance companies are regulated by the insurance departments of the states in which they are domiciled or licensed. State insurance authorities have broad administrative powers with respect to various aspects of the insurance business. The Company could be adversely affected by, among other things, changes in state law relating to marketing, privacy, acquisitions, payment of dividends, reinsurance, the form and content of insurance policies (including pricing), licensing, regulation of premium rates, premium tax increases, rating and underwriting restrictions and limitations, asset and reserve valuation requirements, enterprise risk management, surplus requirements, limitations on investments, accounting standards and Risk Based Capital (“RBC”) requirements. Also, applicable state insurance laws, rather than federal bankruptcy laws, apply to the liquidation or restructuring of insurance companies, and certain states require insurers to participate in various types of guaranty associations or other similar arrangements for impaired or insolvent insurance companies. The primary purpose of such regulatory supervision is to protect policyholders, rather than the Company. Changes in regulations, or in the interpretation or application of existing laws or regulations, may adversely impact pricing, capital requirements, reserve adequacy, or exposure to litigation and could increase the costs of regulatory compliance. The Company cannot predict the effect that any proposed or future legislation or change in the interpretation or application of existing laws or regulations may have on its financial condition or results of operations.

From time to time, increased scrutiny has been placed upon the U.S. insurance regulatory framework, and a number of state legislatures have considered or enacted legislative measures that alter, and in many cases increase, state authority to regulate insurance and reinsurance companies. In addition to legislative initiatives of this type, the NAIC and insurance regulators are regularly involved in a process of re-examining existing laws and regulations and their application to insurance and reinsurance companies and may impose changes in the future that put further regulatory burdens on insurers and, thus, could have an adverse effect on TLIC’s results of operations and financial condition. Changes are often implemented in order to benefit policyholders to the detriment of insurers.

At the federal level, the Company could be affected by laws and regulations that may affect certain aspects of the insurance industry. While the federal government in most contexts currently does not directly regulate the insurance business, federal legislation and administrative policies in a number of areas, including limitations on antitrust immunity, minimum solvency requirements, systemic


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risk regulation, grant of resolution authority to a federal agency, uniform market conduct standards, credit for reinsurance initiatives, other proposals at the federal level to replace or streamline state regulatory processes, employee benefits regulation, age, sex and disability-based discrimination, financial services regulation, and federal taxation, can significantly affect the insurance business.

State regulatory oversight and various proposals at the federal level could in the future adversely affect the Company’s ability to sustain adequate returns in certain lines of business. It is not possible to predict the future impact of changing regulation on the Company’s financial condition or results of operations. The Company cannot predict whether any of the proposals will ultimately become laws, regulations or other requirements applicable to its business.

In addition to the risks described herein, any shutdown of the U.S. federal government could significantly impact the non-emergency operations of the Company’s federal regulators. As a result, a shutdown may also affect the timeline for product filings requiring a federal regulator’s approval.

The Company could be adversely affected if its controls designed to ensure compliance with guidelines, policies and legal and regulatory standards are not effective.

The Company’s business is highly dependent on the ability to engage on a daily basis in a large number of insurance underwriting, claims processing and investment activities, many of which are highly complex. These activities often are subject to internal guidelines and policies, as well as to legal and regulatory standards. A control system, no matter how well-designed and operated, can provide only reasonable assurance that the control system’s objectives will be met. Ineffective controls could lead to financial loss, unanticipated risk exposure (including underwriting, credit and investment risk) or damage to the Company’s reputation.

Litigation or regulatory actions could have a material adverse impact on the Company.

Current and future litigation or regulatory investigations and actions in the ordinary course of operating the Company’s business, including class action lawsuits, may negatively affect the Company by resulting in the payment of substantial awards or settlements, increasing legal and compliance costs, requiring the Company to change certain aspects of its business operations, diverting management attention from other business issues, harming the Company’s reputation with customers or making it more difficult to retain current customers and to recruit and retain agents or TLIC employees.

The amount of statutory capital that the Company and its insurance subsidiaries have and the amount of statutory capital they must hold can vary significantly from time to time and is sensitive to a number of factors outside of the Company’s control, including equity market and credit market conditions and the regulatory environment and rules.

The Company is a licensed insurance entity. Insurance regulators and the NAIC prescribe accounting standards and statutory capital and reserve requirements for the Company and its U.S. insurance entities. The NAIC has established regulations that provide minimum capitalization requirements based on RBC formulas for life insurance companies. The RBC formula for life companies establishes capital requirements relating to insurance, business, asset and interest rate risk, including equity, interest rate, operational and management and expense recovery risks associated with life and annuity products that contain death benefits and/or certain living benefits.

In any particular year, statutory surplus amounts and RBC ratios may increase or decrease depending on a variety of factors, including the amount of statutory income or losses generated by the Company (which itself is sensitive to equity market and credit market conditions), the amount of additional capital they must hold to support their business growth, changes in equity market levels, changes in reserve requirements, credit market volatility, changes in consumer behavior, the value of certain bonds in their investment portfolios, the value of certain derivative instruments that do not get hedge accounting treatment, changes in interest rates and foreign currency exchange rates, and changes to the NAIC RBC formulas. Nationally Recognized Statistical Rating Organizations (“NRSROs”) may also implement changes to their internal models, which differ from the NAIC RBC model, that have the effect of increasing or decreasing the amount of statutory capital that the Company must hold in order to maintain their current ratings. Increases in the amount of required statutory reserves reduce the statutory surplus used in calculating the Company’s RBC ratio.

In December 2017, President Trump signed into law H.R.1, commonly referred to as the Tax Cuts and Jobs Act. Following the reduction in the federal corporate income tax rate pursuant to the Tax Cuts and Jobs Act, the NAIC adopted revisions to certain factors used to calculate life RBC. These revisions to the NAIC’s life RBC calculation resulted in increases in RBC requirements impacting the RBC ratio of the Company. In December 2021, the NAIC implemented RBC factor revisions for bonds and bond type holdings, real estate, and longevity risk. These revisions to the NAIC’s life RBC calculation had offsetting impacts but overall resulted in increased RBC requirements impacting the RBC ratio of the Company.


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Changes in tax laws could adversely affect the Product.

Congress has periodically considered legislation that, if enacted, could materially reduce or eliminate many of the tax advantages of purchasing and owning annuity and life insurance products. In addition, Congress has considered proposals to further limit the tax benefits of retirement accounts. If these proposals or other changes affecting the taxation of life insurance and/or annuity contracts, or the qualification requirements for retirement plans, were to be enacted, the Company’s sale of these products could be adversely affected.

Legislation that increases the taxation on insurance products; for example, limiting the amount of inside buildup subject to tax deferral could make the Company’s products less competitive.

Changes to regulations under the Employee Retirement Income Security Act of 1974 (“ERISA”) could adversely affect the Company’s distribution model, by restricting the Company’s ability to provide customers with advice.

The prohibited transaction rules of ERISA and the Internal Revenue Code (“IRC”) generally restrict the provision of investment advice to ERISA plans and participants and IRAs owners, if the investment recommendation results in fees paid to the individual advisor, his or her firm, or their affiliates, that vary according to the investment recommendation chosen. Although the DOL issued final regulations which provide limited relief from these investment advice restrictions, the investment advice restrictions could restrict the ability of the Company’s affiliated broker-dealers and their registered representatives to provide investment advice to ERISA plans and participants and with respect to IRAs. Also, the investment advice restrictions may require the fee and revenue arrangements of certain advisory programs to be revenue neutral, resulting in potential lost revenues for these broker-dealers and their affiliates.

In addition, the DOL has issued a number of regulations that increase the level of disclosure that must be provided to plan sponsors and participants. These ERISA disclosure requirements will increase the Company’s regulatory and compliance burden, resulting in increased costs. See “The Company’s insurance entities are subject to extensive regulation” for further information on the impact of regulations issued by the DOL.

Other Risks Related to Our Business

The Company is rated by S&P, Moody’s, and A.M. Best, and a decline in ratings could adversely affect the Company’s operations.

Financial strength and claims-paying ability ratings, which various Nationally Recognized Statistical Rating Organizations (NRSROs) publish as indicators of an insurance company’s ability to meet contract holder and policyholder obligations, are important to maintaining public confidence, competitive position and ability to market products. Such factors are important to policyholders, agents and intermediaries; however, they are not evaluations directed towards the protection of investors and are not recommendations to buy, sell or hold securities. Downgrades in TLIC financial strength ratings could have an adverse effect on the Company’s financial condition and certain of its results of operations in many ways, including reducing new sales and renewals of insurance products, annuities, and other investment products, adversely affecting the Company’s relationships with its sales force and independent sales intermediaries, materially increasing the number or amount of policy surrenders and withdrawals by contract holders and policyholders, requiring a reduction in prices to remain competitive, and adversely affecting the Company’s ability to obtain reinsurance at reasonable prices or at all.

Additionally, various NRSROs also publish credit ratings for TLIC. Credit ratings are indicators of a debt issuer’s ability to meet the terms of debt obligations in a timely manner and are important factors in the Company’s overall funding profile and ability to access certain types of liquidity. Downgrades in the credit ratings for TLIC and its subsidiaries could have an adverse effect on the Company’s financial condition and results of operations in many ways, including adversely limiting access to capital markets, potentially increasing the cost of debt, and requiring the posting of collateral.

NRSROs also evaluate the insurance industry as a whole and may change a company’s financial strength ratings based on the NRSROs’ overall view of the industry. For example, in recent years, certain NRSROs revised the rating outlook for certain companies (not including TLIC) due to the disruptions to the economy and financial markets caused by the COVID-19 pandemic. It is possible that TLIC’s credit rating could be downgraded in the future based on NRSROs’ evaluation of the life insurance industry as a whole.

Ratings are subject to ongoing review by A.M. Best, Moody’s, and S&P, and the maintenance of such ratings cannot be assured. If any rating is reduced from its current level, the Company’s financial position and results of operations could be adversely affected. The Company cannot predict what actions rating agencies may take, or what actions it may take in response to the actions of rating agencies, which could adversely affect its business. As with other companies in the financial services industry, the Company’s ratings could be downgraded at any time and without any notice by any NRSRO.


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The Company’s risk management policies, practices and procedures could leave it exposed to unidentified or unanticipated risks, which could negatively affect its business or result in losses.

The Aegon Enterprise Risk Management (ERM) framework and associated policies are adopted by all Transamerica Insurance entities, including the Company. As an insurance group, Aegon manages risk for the benefit of its customers and other stakeholders. As a result, Aegon is exposed to a range of underwriting, operational, and financial risks. Aegon’s risk management and internal control systems are designed to ensure that these risks are managed effectively and efficiently in a way that is aligned with Aegon’s strategy.

Aegon’s Enterprise Risk Management framework is designed and applied to identify and manage potential risks that may affect Aegon and the Company. This means identifying and managing individual and aggregate risks within Aegon’s tolerance in order to provide reasonable assurance regarding the achievement of Aegon’s objectives.

For the Company, risk management involves:

Understanding the risks that the Company faces;

Maintaining a company-wide framework through which the risk-return trade-off associated with these risks can be assessed;

Maintaining risk tolerances and supporting policies to limit exposure to a particular risk or combination of risks; and

Monitoring risk exposures and actively maintaining oversight of the Company’s overall risk and solvency positions.

By setting certain predefined tolerances and adhering to policies that limit the overall risk to which the Company is exposed, the Company is able to accept risk with the knowledge of potential returns and losses.

The Company’s policies and procedures to identify, monitor, and manage both internal and external risks may not effectively mitigate these risks or predict future exposures, which could be different or significantly greater than expected. As the Company’s businesses change, new products are developed, new business strategies implemented, or the markets in which the Company operates evolve, new or additional risks may emerge that are not adequately covered by the current ERM framework. These additional risks and uncertainties not currently known to the Company may adversely affect its business, results of operations, or financial condition.

The Company’s business success depends, in part, on effective information technology systems and on continuing to develop and implement improvements in technology.

The Company depends in large part on technology systems for conducting business and processing claims, as well as for providing the data and analytics it utilizes to manage its business, and thus the Company’s business success is dependent on maintaining the effectiveness of existing technology systems and on continuing to develop and enhance technology systems that support its business processes and strategic initiatives in a cost- and resource- efficient manner. Some system development projects that are long-term in nature, may negatively impact the Company’s expense ratios as it invests in the projects, and may cost more to complete than the Company expects. In addition, system development projects may not deliver the benefits the Company expects once they are complete, or may be replaced, or become obsolete more quickly than expected, which could result in accelerated recognition of expenses. If the Company does not effectively and efficiently manage and upgrade its technology portfolio, including with respect to the technology portfolio of its recently acquired businesses, or if the costs of doing so are higher than it expects, the Company’s ability to provide competitive services to new and existing customers in a cost-effective manner and its ability to implement its strategic initiatives could be adversely impacted.

The Company faces a risk of non-availability and increased cost of reinsurance.

Market conditions beyond the Company’s control determine the availability and cost of the reinsurance protection it purchases. The Company can offer no guarantees that reinsurance will remain continuously available to it to the same extent, and with the same terms and rates, as are currently available. If the Company is unable to maintain its current level of reinsurance or purchase new reinsurance protection in amounts that it considers sufficient and at prices that it considers acceptable, the Company would either have to be willing to accept an increase in its net exposures or reduce its insurance writings. A significant reinsurer’s insolvency or inability to make payments under the terms of a reinsurance treaty could subject the Company to credit risk with respect to its ability to recover amounts due from reinsurers. Because of the risks set forth above, the Company may not be able to collect all amounts due to it from reinsurers, and reinsurance coverage may not be available to it in the future at commercially reasonable rates or at all. These risks could have a material adverse effect on the results of operations or financial condition of the Company.

A breach of information security or other unauthorized data access could have an adverse impact on the Company’s business and reputation.


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In the ordinary course of business, the Company collects, processes, transmits, and stores large quantities of personally identifiable information, customer financial and health information, and proprietary business information (collectively referred to herein as “Sensitive Information”). The secure processing, storage, maintenance, and transmission of this Sensitive Information are vital to the Company’s operations and business strategy. Although the Company undertakes substantial efforts to reasonably protect Sensitive Information, including internal processes and technological defenses that are preventative or detective, and other commercially reasonable controls designed to provide multiple layers of security, Sensitive Information maintained by the Company may be vulnerable to attacks by computer hackers, to physical theft by other third-party criminals, or to other compromise due to error or malfeasance by an individual providing services. Attacks may include both sophisticated cyber attacks perpetrated by organized crime groups, “activists,” or state-sponsored groups, as well as non-technical attacks ranging from sophisticated social engineering to simple extortion or threats, which can lead to access, disclosure, disruption or further attacks. Such events may expose the Company to civil and criminal liability or regulatory action, harm its reputation among customers, deter people from purchasing the Company’s products, cause system interruptions, require significant technical, legal and other remediation expenses, and otherwise have an adverse impact on its business. Third parties to whom the Company outsources certain functions are also subject to the risks outlined above, and if such a third party suffers a breach of information security involving the Company’s Sensitive Information, such breach may result in the Company incurring substantial costs and other negative consequences, including a material adverse effect on its business, financial condition, results of operations and liquidity. Extended periods of remote work arrangements could introduce additional operational risk, including but not limited to cybersecurity risks. There may be an increased risk of cyber-attacks during geopolitical or military conflict (such as Russia’s invasion of Ukraine and the resulting response by the United States and other countries). The Company offers no guarantees that it will be able to implement information security measures to prevent all breaches of information security.

Losses due to system failures or physical locations being unavailable to conduct business could have an adverse impact on the Company’s business and reputation.

Network, utility, telecommunications, business systems, hardware and/or software failures due to a computer virus or cyber-attack, such as a distributed denial of service attack, could prevent the Company from conducting its business for a sustained period of time. The Company’s facilities could be inaccessible due to a disaster, natural or man-made catastrophe, blackout, terrorist attack or war. Even if the personnel providing services to the Company are able to report to work, they may be unable to perform their duties for an extended period of time if the Company’s data or systems are disabled or destroyed. There can be no assurance that the Company’s business continuation plans and insurance coverages would be effective in mitigating any negative effects on the Company’s operations or profitability, and the Company could be adversely impacted by any disruption of its ability to conduct business. We continue to closely monitor developments related to the COVID-19 pandemic and its impact on our business and operations. We do not believe that our administration of our insurance contracts has been disrupted in a significant manner, even as many of our employees and the employees of our third-party service providers continue to work remotely. Climate change could increase our overall risk as extreme weather events may become more likely or frequent. We rely on certain third-parties to provide certain services important to our business operations. While we monitor the performance of such third-parties, including those with employees who operate remotely, successful implementation and execution of their business continuity strategies are largely outside of our control. Weaknesses or failures within a vendor’s business continuity plan could materially disrupt our business operations.

The Company may be subject to intellectual property risk.

The Company relies on copyright, trademark, patent and trade secret laws, as well as various contractual rights and obligations, to protect its intellectual property. Although the Company uses a broad range of measures to protect its intellectual property rights, third parties may infringe or misappropriate its intellectual property. The Company may resort to litigation in order to enforce its intellectual property rights. Such litigation would represent a diversion of resources that may be significant in amount, and the final outcome of any litigation cannot be predicted with certainty. The Company’s inability to successfully secure or enforce the protection of the Company’s intellectual property assets, despite the Company’s best efforts, could have a material adverse effect on its business and ability to compete.

The Company also may be subject to costly litigation in the event that another party alleges that its operations or activities infringe upon that party’s intellectual property rights. The Company may be subject to claims by third parties for alleged infringement of third-party patents, copyrights, trademarks, trade secrets or breach of any license. If the Company were found to have infringed any third-party intellectual property rights, it could incur substantial liability, and in limited circumstances could be enjoined from providing certain products or services to its customers. Alternatively, the Company could be required to enter into costly licensing arrangements with third parties to resolve any alleged intellectual property infringement claims brought by third parties.

LEGAL PROCEEDINGS

Refer to Note 15 in the audited statutory financial statements for a discussion of legal proceedings.


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DIRECTORS AND EXECUTIVE OFFICERS

Set forth below is a list of our directors and executive officers. None of our directors are considered to be independent, as each director is also an officer of, or otherwise employed by, Transamerica Corporation or a subsidiary thereof, including TLIC.


Name	Age	Position
Blake S. Bostwick	43	Director, President and Chief Executive Officer
Fredrick J. Gingerich	43	Director, Chairman Of the Board, Controller, Vice President and Assistant Treasurer
Zachary Harris	42	Director
Matthew McCorry	47	Director
Karyn S.W. Polak	51	Director, General Counsel, Senior Vice President and Secretary
Scott Albertson	55	Chief Tax Officer and Vice President
Christopher Ashe	51	Treasurer, Executive Vice President and Chief Financial Officer
Kent G. Callahan	61	Chief Executive Officer, Workplace Solutions Division and Senior Vice President
Phillip S. Eckman	55	Chief Operating Officer, Workplace Solutions Division and Senior Vice President
Christopher Giovanni	41	Chief Strategy and Development Officer and Senior Vice President
Thomas Haus	52	Chief Technology Officer and Senior Vice President
Chad Meyers	49	Head of Internal Audit and Vice President
Mark Pinocci	51	Chief Compliance Officer and Senior Vice President
Julie Spore	49	Chief Risk Officer and Senior Vice President
Kevin Strobel	55	Chief Investment Officer and Vice President

Blake S. Bostwick was appointed to the Board of Directors of the Company on March 2, 2016. He was also elected President on March 11, 2016 and Chief Executive Officer, Individual Solutions Division on May 29, 2020. He began his career with Transamerica (Transamerica Corporation and its subsidiaries, including TLIC) in 2002 and has served in various positions including his current role as Chief Executive Officer of Transamerica’s Individual Solutions Division and prior roles as Chief Executive Officer of Transamerica’s Workplace Solutions Division and Transamerica’s Enterprise Chief Operating Officer. Throughout 2021, Mr. Bostwick served on the Board of Directors of the Insured Retirement Institute (“IRI”) and the Life Insurance Council of New York, Inc. (“LICONY”). He received his B.A. in Finance from the University of Wisconsin.

Fredrick J. Gingerich was elected Vice President and Controller of the Company on September 30, 2019. He was also elected Assistant Treasurer of TLIC on May 29, 2020. On March 31, 2021, Mr. Gingerich was appointed to the Board of Directors of TLIC and elected Chairman of the Board. He began his career with Transamerica (Transamerica Corporation and its subsidiaries including TLIC) in 2012 and has served in various positions in Finance including his current role as Head of Financial Reporting. Prior to his career at Transamerica, Mr. Gingerich served in a variety of positions in standardizing and auditing accounting and financial reporting practices in his roles as Senior Auditor with Ernst & Young LLP, Senior Financial Consultant with Anthem and Finance Manager with Spot Trading, LLC, an options trading firm where he had responsibility for overseeing regular close processes. He received a B.A. in Accounting from Goshen College and his MBA from the University of Iowa and he is a Certified Public Accountant. Mr. Gingerich has served on the Board of Directors for the Hillcrest Academy and the Crowded Closet.

Zachary Harris was appointed to the Board of Directors of the Company on June 15, 2021. Mr. Harris began his career with Transamerica (Transamerica Corporation and its subsidiaries including TLIC) in 2009 and has served in various positions in with the Company’s retirement operations including his current role as Head of Retirement Operations. Prior to his career with Transamerica, Mr. Harris served as Accounting Manager with Lumbermans Mutual Casualty Company and Senior Financial Analyst with Aon PLC. Mr. Harris received his B.S. in Finance from Millikin University and a MBA at Roosevelt University. He is a Certified Public Accountant.

Matthew McCorry was appointed to the Board of Directors of the Company on June 15, 2021 was elected Chief Operating Officer, Individual Solutions Division of Transamerica Life Insurance Company (“TLIC”) on December 15, 2020. On June 15, 2021, he was appointed to the Board of Directors of TLIC. Mr. McCorry began his career with Transamerica (Transamerica Corporation and its subsidiaries, including TLIC) in 2020 as Chief Operating Officer, Individual Solutions Division. Prior to his career with Transamerica, Mr. McCorry was the Principle, U.S. Advisory Insurance Leader for KPMG LLP. He received a B.A. in Economics from the University of Connecticut.

Karyn S.W. Polak was elected General Counsel of the Company on December 1, 2019. On May 29, 2020 she was elected Senior Vice President and on September 14, 2020 she was appointed to the Board of Directors of TLIC and elected Secretary. Ms. Polak began her career with Transamerica (Transamerica Corporation and its subsidiaries, including TLIC) in 2019 as General Counsel. Prior to her career with Transamerica, she served in a variety of positions, most recently as Deputy General Counsel at PNC Bank, N.A., leading the Asset Management Group legal team and serving as the Legal representative to PNC’s Office of the Customer. Ms. Polak is currently a Member of the Transamerica Management Board, Chair of the AEGON Transamerica Foundation, and a board member of the Transamerica Institute. She has served on numerous community and industry non-profits and advisory committees in New York and Philadelphia and is a member of the Greater Baltimore Committee. Ms. Polak received her J.D. from the Boston University School of Law and her B.A. in Political Science and French from Washington University in St. Louis.


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Scott Albertson was elected Chief Tax Officer of the Company on December 1, 2021. He was also elected Vice President of TLIC on October 17, 2016. He began his career with Transamerica (Transamerica Corporation and its subsidiaries, including TLIC) in 2003 and has served in a variety of positions including his current role as Head of Tax of the Transamerica Finance Division. Mr. Albertson currently also serves on the Board of Directors for the AEGON Transamerica Foundation and the Transamerica Institute as well as many officer roles with other Transamerica subsidiaries. Prior to his career at Transamerica, Mr. Albertson served as Tax Manager for Arthur Andersen. He received his B.S. in Accounting from the University of Northern Iowa and a Master’s of Science in Taxation from Golden Gate University. Mr. Albertson also holds an inactive Certified Public Accountant (“CPA”) license from the State of Iowa.

Christopher Ashe was elected Chief Financial Officer, Executive Vice President and Treasurer of the Company on June 15, 2021. Mr. Ashe began his career with Transamerica (Transamerica Corporation and its subsidiaries, including TLIC) in 2021. Prior to his career with Transamerica, he served in several capacities, most recently as Senior Vice President and Chief Financial Officer for New York Life Insurance Company. His other prior roles included Vice President of Financial Planning and Analysis at Prudential, and Chief Financial Officer, Retirement Division at Genworth Financial. Mr. Ashe is a Chartered Financial Analyst and received his B.S. in Business Management from Rutgers University and his MBA in Finance from Georgia State University.

Kent Callahan was elected Chief Executive Officer, Workplace Solutions Division of the Company on May 29, 2020. On May 10, 2021, he was elected Senior Vice President of TLIC. He has also served in other officer capacities with TLIC in the past such as Executive Vice President, and Division President. Mr. Callahan began his career with Transamerica (Transamerica Corporation and its subsidiaries, including TLIC) in 1986 and has served in many capacities in marketing, sales, business development, pensions including his prior position as President and Chief Executive Officer, Transamerica Investments and Retirement. Mr. Callahan received his B.A. from Ohio Wesleyan University, is a member of LIMRA Secure Retirement Institute, and holds Series 6 and Series 63 licenses and a Georgia State Securities License.

Christopher Giovanni was elected Senior Vice President and Chief Strategy & Development Officer of the Company on December 20, 2021. Mr. Giovanni began his career with Transamerica (Transamerica Corporation and its subsidiaries including TLIC) in 2021 as Chief Strategy & Development Officer. Prior to his career with Transamerica, he served in various leadership roles including Corporate Treasurer and Head of Investor Relations and Strategic Planning with Lincoln National and Vice President with Goldman Sachs & Company. Mr. Giovanni received a B.B.A. in Finance from Loyola University Maryland.

Thomas Haus was elected Senior Vice President and Chief Technology Officer of the Company on May 29, 2020. Mr. Haus began his career with Transamerica (Transamerica Corporation and its subsidiaries including TLIC) in 2018 as Chief Technology Officer, Enterprise Solutions. Prior to his career with Transamerica he was the Chief Architect at Ameriprise Financial, leading all technology and architecture, innovation and infrastructure. He has also held key leadership positions with Blue Cross Blue Shield MN and SUPERVALU. Mr. Haus received a B.A. in Accounting, Management Information Systems and Finance from Creighton University.

Chad Meyers was elected Head of Internal Audit of the Company on April 25, 2019. He was also elected Vice President of TLIC on November 20, 2017. He began his career with Transamerica (Transamerica Corporation and its subsidiaries, including TLIC) in 2005 as part of the Internal Audit team and has served in various positions including his current role as Vice President and Head of Internal Audit. Mr. Meyers also currently serves as a member of the Cedar Rapids School District’s Audit Committee and the Kirkwood Community College Foundation Board as well as serving as an Executive sponsor for Family Connections Employee Resource Group. He also volunteers as a coach for area youth baseball and basketball teams. Mr. Meyers received his B.A. in Accounting from the University of Iowa, his MBA in Finance from Upper Iowa University and he is a Certified Public Accountant (inactive) and also a Certified Investments and Derivatives Auditor. He periodically returns to the University of Iowa as a guest lecturer at the Tippie College of Business and also is a member of Transamerica’s Intern Committee.

Mark Pinocci was elected Chief Compliance Officer of the Company on June 27, 2018. He was also elected as Senior Vice President of TLIC on May 10, 2021. He began his career with Transamerica (Transamerica Corporation and its subsidiaries, including TLIC) in 2017 as Division Compliance Officer, Head of Distribution Compliance. He currently serves on Transamerica’s Americas Operational Risk Committee and oversees the Enterprise Compliance & Ethics program as Enterprise Chief Compliance Officer. Prior to his career at Transamerica, Mr. Pinocci served in a variety of positions including Senior Vice President and Chief Compliance Officer for Citizen Bank’s Wealth Management Division. He received his B.B.A. from Hofstra University. He also holds a Series 7, 24 and 63 licenses.

Julie Spore was elected Chief Risk Officer and Senior Vice President of the Company on April 29, 2019. Ms. Spore started her career with Transamerica (Transamerica Corporation and its subsidiaries, including TLIC) in 1994 and has served in a variety of positions including her current role as Chief Risk Officer and prior roles as Head of Operational Risk Management and Chief Risk Officer of the Transamerica Business Services Division. She also currently serves as a member of the Transamerica Management Board and the American Academy of Actuaries. Ms. Spore has earned the Chartered Enterprise Risk Analyst (CERA) and Associate of the Society of Actuaries (ASA) designations and is a member of the American Academy of Actuaries. She serves on the Vaughan Institute of Risk Management Advisory Board at the University of Iowa. She received her B.S. in actuarial science from The University of Iowa.


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Kevin Strobel was elected Chief Investment Officer of the Company on August 1, 2020. On May 29, 2020, he was elected Vice President of TLIC. Mr. Strobel began his career with Transamerica (Transamerica Corporation and its subsidiaries, including TLIC) in 1998 and has served in various positions in Finance including his current role as Chief Investment Officer and Head of Investments and General Account ALM. He also serves as the Chief Investment Officer to the AEGON Transamerica Foundation. Mr. Strobel received his B.A. from Whitman College and his M.A. and Ph.D. from the University of Wisconsin in Math and he is a member of the Fellow, Society of Actuaries.

Philip S. Eckman was elected Chief Operating Officer, Workplace Solutions Division and Senior Vice President of the Company on May 29, 2020. Mr. Eckman began his career with Transamerica (Transamerica Corporation and its subsidiaries, including TLIC) in 1996 and has served in a variety of positions. including his current role as Chief Operating Officer of Workplace Solutions . Prior to his career with Transamerica he practiced law with a focus on civil litigation. Mr. Eckman received his Bachelor of Arts from Gustavus Adolphus College, and his Juris Doctorate from William Mitchell College of Law, and also holds Series 7, 24, and 65 securities licenses.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-Looking Information

The information included herein contains certain forward-looking statements with respect to the results of operations, businesses and financial condition of the Company made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Whenever used in this prospectus, words such as “anticipate,” “estimate,” “expect,” “intend,” “plan,” “believe,” “project,” “target,” “will,” “shall,” “could,” “may” and other words of similar meaning are intended to identify such forward-looking statements. These forward-looking statements are based on current expectations and involve a number of risks and uncertainties that are difficult to predict. These forward-looking statements are not a guarantee of future performance, and certain important factors that may cause actual results to differ materially from those expressed or implied in such forward-looking statements include, among others, the following possibilities:

(a)	Fluctuations in the results of operations or financial condition;

(b)	actual claims losses exceeding reserves for claims;

(c)

difficult economic and business conditions, including financial, capital and credit market conditions as a result of changes in interest rates or prolonged periods of low interest rates, equity prices, volatility, yields and liquidity in the equity and credit markets, as well as geopolitical conditions and the impact of political, regulatory, judicial, economic or financial events, including terrorism, epidemics or pandemics, impacting financial markets generally and companies in the Company’s investment portfolio specifically;

(d)	the degree to which the Company chooses not to hedge risks, or the potential ineffectiveness or insufficiency of hedging or risk management strategies the Company does implement;

(e)	changes in certain accounting and/or financial reporting standards issued by the Financial Accounting Standards Board (“FASB”), SEC, NAIC or other standard-setting bodies;

(f)	the inability to maintain the availability of systems and facilities in the event of a disaster, natural or man-made catastrophe, blackout, terrorist attack or war;

(g)	heightened competition that affects the cost of, and demand for, the Company’s products, specifically including the intensification of price competition, the entry of new competitors, consolidation, technological innovation and the development of new products by new and existing competitors;

(h)

adverse state and federal legislation and regulation, including, among other things, tax law changes impacting the federal estate tax and tax treatment of life insurance and investment products; limitations on premium levels; restrictions on product approval and policy issuance; increases in minimum capital and reserves and other financial viability requirements; restrictions on mutual fund service fee payments; changes affecting sales practices, including investigations and/or claims handling and escheat investigations; and regulatory actions of the SEC, the DOL, or other regulators;

(i)	the inability to mitigate the capital impact associated with statutory reserving and capital requirements;

(j)	failure to maintain or expand distribution channels;

(k)	possible difficulties in executing, integrating and realizing projected results of acquisitions, divestitures and restructurings;

(l)	loss of key vendor relationships or failure of a vendor to protect confidential and proprietary information;

(m)

changes in interest rates and the equity markets causing a reduction in the market value of the Company’s investment portfolio, investment income and/or asset fees; an acceleration of other expenses; a reduction in separate account assets or a reduction in the demand for the Company’s products; increased liabilities related to living benefits and death benefit guarantees; or an impact on ultimate realizability of deferred tax assets;


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(n)	outlook changes and downgrades in the financial strength and claims-paying ability ratings of the Company assigned by NRSROs;

(o)	competitive, regulatory or tax changes that affect the cost of, or demand for, products;

(p)	fluctuations in RBC levels

(q)	settlement of tax liabilities for amounts that differ significantly from those recorded on the balance sheets;

(r)

deviations from assumptions regarding future persistency, mortality and morbidity rates (including as a result of natural and man-made catastrophes, pandemics, epidemics, malicious acts, terrorist acts and climate change), and interest rates used in calculating reserve amounts and in pricing products;

(s)	adverse results and/or resolution of litigation, arbitration, regulatory investigation and/or inquiry;

(t)	the availability, pricing and effectiveness of reinsurance;

(u)	the effectiveness of policies and procedures for managing risk;

(v)	interruption in telecommunication, information technology or other operational systems or failure to maintain the security, confidentiality or privacy of sensitive data on such systems;

(w)

adverse consequences, including financial and reputational costs, regulatory problems and potential loss of customers resulting from a breach of information security, a failure to meet privacy regulations, or inability to secure and maintain the confidentiality of proprietary or customers’ personal information;

(x)	the inability to protect intellectual property and defend against claims of infringement;

(y)	realized losses with respect to impairments of assets in the investment portfolio of the Company;

(z)	exposure to losses related to variable annuity guarantee benefits, including from downturns and volatility in equity markets;

(aa)	statutory reserve requirements associated with term and universal life insurance policies and principles-based reserving requirements;

(ab)	lack of liquidity in certain investments, access to credit facilities, or other inability to access capital; and

(ac)	defaults on commercial mortgages and volatility in their performance.

The Company undertakes no commitment to revise or update any forward-looking statements as a result of new information, future events or development, except as required by law.

Overview

The following discussion provides an assessment of the financial position and results of operations of the Company for the three years ended December 31, 2021. This discussion and analysis is based on and should be read in conjunction with the audited statutory financial statements and related notes within the financial statement section of this document.

Basis of Presentation

The accompanying financial statements have been prepared in conformity with accounting practices prescribed or permitted by the Iowa Insurance Division (IID), which practices differ from accounting principles generally accepted in the United States of America (GAAP).

The IID recognizes only statutory accounting practices prescribed or permitted by the State of Iowa for determining and reporting the financial condition and results of operations of an insurance company, and for determining its solvency under the Iowa Insurance Law. The NAIC Accounting Practices and Procedures Manual (NAIC SAP or AP&P Manual) has been adopted as a component of prescribed practices by the State of Iowa. Prescribed statutory accounting practices include state laws and regulations. Permitted statutory accounting practices encompass accounting practices that are not prescribed. See the audited financials for a summary of the accounting practices permitted and prescribed by the IID and reflected in the Company’s financial statements.

Revenues and Expenses

The Company earns revenues and generates cash primarily from life insurance premiums, annuity considerations, policy charges, retirement plans and net investment income. Life insurance premiums are recognized as revenue over the premium paying period of the related policies. Annuity considerations are recognized as revenue when received. Policy charges are comprised of several components including asset fees, which are earned primarily from separate account values generated from the sale of individual and


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group variable annuities and life insurance products and cost of insurance charges earned on all life insurance products except traditional, which are assessed on the amount of insurance in force in excess of the related policyholder account value. Policy charges also include administrative fees, which include fees charged per contract on a variety of the Company’s products and premium loads on universal life insurance products and surrender fees which are charged as a percentage of premiums/deposits withdrawn during a specified period for annuity and certain life insurance contracts. Net investment income includes earnings on investments supporting life, health, and annuity and retirement plans, all net of related investment expenses.

Management makes decisions concerning the sale of invested assets based on a variety of market, business, tax and other factors. All realized gains and losses generated by these sales are reported in net realized capital gains and losses. Also included in net realized investment gains and losses are the impact of exercised, matured or terminated derivatives. All charges related to other-than-temporary impairments of bonds, specific commercial mortgage loans, other investments, and changes in the valuation allowance not related to specific commercial mortgage loans are reported in net realized capital gains and losses.

The Company’s primary expenses include benefits to policyholders and beneficiaries, commissions and other business expenses. Policy benefits and claims that are expensed include interest credited to policy account balances, benefits and claims incurred in the period in excess of related policy reserves and other changes in future policy benefits. Commissions include commissions paid by the Company to affiliates and non-affiliates on sales of products.

Profitability

The Company’s profitability largely depends on its ability to effectively price, underwrite and manage risk on its various products, administer customer funds and control operating expenses. Lapse rates and policyholder behavior on existing contracts also impact profitability. The lapse rate and distribution of lapses affect surrender charges.

In particular, the Company’s profitability is driven by premiums and considerations for life, health, annuity and retirement plan products, fee income on separate account products, general and separate account asset levels and management’s ability to manage interest spread income. Premiums and considerations for life, health, annuity contracts can vary based on a variety of market, business and other factors. While asset fees are largely at guaranteed annual rates, amounts earned vary directly with the underlying performance of the separate accounts. Interest spread income is comprised of net investment income, excluding any applicable allocated charges for invested capital, less interest credited to policyholder accounts. Interest spread income can vary depending on crediting rates offered by the Company, performance of the investment portfolio, including the rate of prepayments, changes in market interest rates and the level of invested assets, the competitive environment and other factors.

In addition, life, health and annuity profits are significantly impacted by mortality and morbidity experience. Asset impairments and the tax position of the Company also impact profitability.

Fair Value Measurements

See Note 4 and Note 5 to the audited statutory financial statements for details regarding the Company’s policies for fair value measurements of assets and liabilities.

Credit Risk Associated with Derivatives

See Note 2 to the audited statutory financial statements for details regarding the Company’s evaluation of credit risk associated with derivatives.

Significant Accounting Estimates and Significant Accounting Policies

The preparation of the statutory financial statements requires the Company to make estimates and assumptions that affect the amounts reported in the statutory financial statements and accompanying notes. Significant estimates include legal and regulatory reserves, certain investment and derivative valuations, future policy benefits and claims, provision for income taxes and valuation of deferred tax assets. Actual results could differ significantly from those estimates.

Significant accounting estimates include Policy Reserves and Claims reserves. The aggregate policy reserves for life insurance policies are based upon required supporting tables prescribed by the NAIC. The reserves are calculated using interest rates ranging from 2.00 to 6.50 percent and are computed principally on the Net Level Premium Valuation and the Commissioner’s Reserve Valuation Method. Reserves for universal life policies are based on account balances adjusted for the Commissioner’s Reserve Valuation Method or Actuarial Guideline XXXVIII. Effective July 1, 2017, term life insurance follows Valuation Manual section 20 (VM-20) reserve requirements. During Q2 2020, the Company implemented an assumption update to increase its mortality rates by 2% to more accurately reflect experience on life blocks of business, resulting in additional reserve balances.


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In support of presentation of prior-year restated balances to reflect the mergers executed in 2020, the IID issued a no objection letter for the Company to present historical permitted practices issued by the Captive Insurance Division of the Vermont Department of Financial Regulation to PFRe and MLIC Re. The prior permitted practices allowed the captives to include as an admitted asset the value of letters of credit serving as collateral for reinsurance credit taken by affiliates in connection with reinsurance agreements. These historical permitted practices were included on a merged entity basis of the Company for periods prior to the effective date of the mergers. The letter of credit, totaling $1.87 billion at December 31, 2019 is for the benefit of TLIC and TPLIC. The permitted practice terminated upon the merger of PFRe and MLIC Re into the Company and has no impact to the Company at December 31, 2020.

Effective December 31, 2019, the Company adopted a new accounting policy governing how Variable Annuity reserves are calculated, based on the requirements outlined in VM-21 2020 NAIC Valuation Manual: Requirements for Principle-Based Reserves for Variable Annuities (VM-21). The adoption had a material impact to the reserve calculation for the Variable Annuities line of business, resulting in an increase to the VM-21 reserve of $1.218 billion.

Accident and health policy reserves are equal to the greater of the gross unearned premiums or any required mid-terminal reserves plus net unearned premiums and the present value of amounts not yet due on both reported and unreported claims. Claim reserves represent the estimated accrued liability for claims reported to the Company and claims incurred but not yet reported through the balance sheets date. These reserves are estimated using either individual case-basis valuations or statistical analysis techniques. These estimates are subject to the effects of trends in claim severity and frequency. The estimates are continually reviewed and adjusted as necessary as experience develops or new information becomes available.

Significant accounting policies over investment reporting includes Bonds valuation and the usage of Derivatives. Investments in bonds, except those to which the Securities Valuation Office (SVO) of the NAIC has ascribed a NAIC designation of 6, are reported at amortized cost using the interest method. Bonds ascribed a NAIC designation of 6 are reported at the lower of amortized cost or fair value with unrealized gains and losses reported in changes in capital and surplus. Derivative instruments are subject to market risk, which is the possibility that future changes in market prices may make the instruments less valuable. The Company uses derivatives as hedges, consequently, when the value of the hedged asset or liability changes, the value of the hedging derivative is expected to move in the opposite direction. Market risk is a consideration when changes in the value of the derivative and the hedged item do not completely offset (correlation or basis risk) which is mitigated by active measuring and monitoring by the Company.

In 2019, the NAIC revised the AVR Factors (basic contribution, reserve objective and maximum reserve) to be consistent with the risk-based capital (RBC) after-tax factors, which were amended in 2018 as a result of federal tax reform. The AVR factor changes were effective for year-end 2019, and were recorded as a Change in Valuation basis direct to surplus of the Company. As of December 31, 2019, the factor changes decreased Capital and Surplus by $183 million.

Note 2 to the audited statutory financial statements, included in this prospectus, provide a summary of significant accounting policies. Refer to Note 3 to the audited financial statements discusses in more detail the accounting adoption of VM-21.

Results of Operations

2021 Compared to 2020

The following table summarizes the Company’s results of operations for the years ended:


	Year Ended December 31
	(dollars in millions)
	2021			2020			$Change			% Change
Revenues
Premiums and other considerations	$	14,482.1		$	16,722.7		$	(2,240.6	)		-15.5	%
Net investment income	$	3,190.6		$	3,360.6		$	(170.0	)		-5.3	%
Commissions and expense allowances on reinsurance ceded	$	187.0		$	660.8		$	(473.8	)		-253.4	%
Reserve adjustment on reinsurance ceded	$	(259.9	)	$	(273.1	)	$	13.2			-5.1	%
Consideration received on reinsurance recapture and novations	$	963.0		$	2,957.7		$	(1,994.7	)		-207.1	%
Fee revenue and other income	$	2,259.1		$	2,096.0		$	163.1			7.2	%

Total revenue	$	20,821.9		$	25,524.7		$	(4,702.8	)		-22.6	%

Benefits and expenses
Death benefits	$	2,927.6		$	2,863.1		$	64.5			2.2	%
Annuity benefits	$	1,797.9		$	1,528.0		$	269.9			15.0	%
Accident and health benefits	$	945.4		$	1,119.8		$	(174.4	)		-18.4	%
Surrender benefits	$	18,144.8		$	15,351.8		$	2,793.0			15.4	%
Other benefits	$	291.9		$	234.1		$	57.8			19.8	%


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	Year Ended December 31
	(dollars in millions)
	2021			2020			$Change			% Change
Net increase (decrease) in reserves	$	942.2		$	4,985.5		$	(4,043.3	)		-429.1	%
Commissions	$	1,375.3		$	1,435.0		$	(59.7	)		-4.3	%
Net transfers to (from) separate accounts	$	(8,880.8	)	$	(4,850.0	)	$	(4,030.8	)		45.4	%
IMR adjustment due to reinsurance	$	(43.2	)	$	—		$	(43.2	)		100.0	%
General insurance expenses and other	$	1,417.9		$	1,780.2		$	(362.3	)		-25.5	%

Total benefits and expenses	$	18,919.0		$	24,447.5		$	(5,528.5	)		-29.2	%

Gain (loss) from operations before dividends and federal income taxes	$	1,902.8		$	1,077.2		$	825.6			43.4	%

Dividends to policyholders	$	10.0		$	10.2		$	(0.2	)		-1.8	%

Gain (loss) from operations before federal income taxes	$	1,892.9		$	1,067.0		$	825.9			43.6	%
Federal income tax (benefit) expense	$	(184.7	)	$	(108.8	)	$	(75.9	)		41.1	%

Net gain (loss) from operations	$	2,077.6		$	1,175.8		$	901.8			43.4	%
Net realized capital gains (losses), after tax and amounts transferred to interest maintenance reserve	$	(1,924.5	)	$	112.7		$	(2,037.2	)		105.9	%

Net income (loss)	$	153.1		$	1,288.5		$	(1,135.4	)		-741.6	%

Premiums and other considerations decreased $2,240.6 million year over year. The decrease was primarily driven by sales decline in 2021 of the variable annuities business of $1,241.0 million aligning with the strategic decision to exit several variable annuity product offerings. In addition, the decrease was driven by one-time reinsurance transactions of $1,452.1 million in 2021 compared to $435.0 million in 2020 to cede life business to an unaffiliated entity.

Commissions and expense allowances on reinsurance ceded decreased $473.8 million year over year. The decrease was primarily driven by a one-time reinsurance transaction with an unaffiliated entity in 2021 of $283.0 million. In addition, a decrease of $351.2 million was driven by affiliate mergers and affiliate reinsurance transactions that occurred in 2020, not repeating in 2021. These decreases were partially offset by an increase of $172.2 million due to reinsurance recaptures from affiliates in 2021.

Consideration received on reinsurance recaptures and novations decreased $1,994.7 million year over year. The decrease was primarily driven by the recapture of life business from affiliated entities of $1,677.0 million year over year as well as $310.0 million related to the recapture of the long-term care business previously reinsured with Senior Health Insurance Company of Pennsylvania (SHIP) in 2020 which did not recur in 2021.

Annuity benefits increased $269.9 million year over year. This was primarily driven by a $270.0 million increase due to a rise in decrement rates year over year.

Accident and health benefits decreased $174.4 million year over year primarily as a result of assumption updates and favorable morbidity of $176.0 million for the long-term care business in 2021.

Surrender benefits increased $2,793.0 million year over year. This was primarily driven by the variable annuity business which increased $2,604.0 million attributable to transition of administration of the business to the Company from a third-party and a program intended to entice policyholders to surrender their policy in exchange for cash. Retirement plan surrender benefits increased in 2021 by $314.0 million due mainly to an increase in mid-market withdrawals of $485.8 million driven by the discontinuance of policies on that block, partially offset by a decrease in large market withdrawals of $171.8 million. These increases were partially offset by $59.6 million driven by higher lapses on the universal life business in 2021. In addition, fixed annuity surrenders also decreased $39.0 million attributable to continued low interest rates that increased persistency in 2021.

Net increase (decrease) in reserves decreased $4,043.3 million year over year. This was primarily due to VM-21 reserve impacts which resulted in 2021 reserves exceeding 2020 reserves by $2,451.0 million. The reduction in reserves in 2021 is also driven by a $2,376.0 million year over year decrease due to reinsurance transactions executed in both 2021 and 2020. Additionally, $432.0 million of the decrease was driven by a decline in net cash flows on the retirement plan business. The decreases were partially offset by a $1,100.0 million release of an actuarial guideline (AG) 38 reserves in 2020.

Net transfers from separate accounts increased $4,030.8 million year over year as a result of 2021 experience of the variable annuity business which saw an increase in surrenders of $2,505.0 million, an increase in death benefits of $341.4 million, and a decrease in premium of $1,127.0 million.

General insurance expenses and other decreased $362.3 million year over year. This was primarily driven by litigation settlement accruals of $97.0 million recorded in 2020, not recurring in 2021. In addition, a $250.0 million increase in 2020 expenses related to affiliated mergers did not recur in 2021.


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Net realized capital losses, after tax and amounts transferred to interest maintenance reserve increased $2,037.2 million year over year. This was primarily due to losses on variable annuity hedges of $3,220.1 million. These losses were partially offset in 2021 by macro hedge gains of $447.2 million, gains on the disposition of bonds of $292.0 million, a $338.5 million gain on the transfer of stock to an affiliate, as well as market gains of $163.0 million.

Results of Operations

2020 Compared to 2019

The following table summarizes the Company’s results of operations for the years ended:


	Year Ended December 31
				*(dollars in millions)*
	2020			2019			$ Change			% Change
Revenues
Premiums and other considerations	$	16,722.7		$	15,707.9		$	1,014.8			6.1	%
Net investment income	$	3,360.6		$	2,764.9		$	595.7			17.7	%
Commissions and expense allowances on reinsurance ceded	$	660.8		$	469.8		$	191.0			28.9	%
Reserve adjustment on reinsurance ceded	$	(273.1	)	$	(128.2	)	$	(144.9	)		53.1	%
Consideration received on reinsurance recapture and novations	$	2,957.7		$	15.5		$	2,942.2			99.5	%
Fee revenue and other income	$	2,096.0		$	2,149.9		$	(53.9	)		-2.6	%

Total revenue	$	25,524.7		$	20,979.8		$	4,545.0			17.8	%

Benefits and expenses
Death benefits	$	2,863.1		$	2,358.0		$	505.0			17.6	%
Annuity benefits	$	1,528.0		$	1,492.0		$	36.0			2.4	%
Accident and health benefits	$	1,119.8		$	1,112.5		$	7.3			0.7	%
Surrender benefits	$	15,351.8		$	16,301.3		$	(949.5	)		-6.2	%
Other benefits	$	234.1		$	229.9		$	4.2			1.8	%
Net increase (decrease) in reserves	$	4,985.5		$	(1,329.3	)	$	6,314.8			126.7	%
Commissions	$	1,435.0		$	1,480.6		$	(45.6	)		-3.2	%
Net transfers to (from) separate accounts	$	(4,850.0	)	$	(5,129.7	)	$	279.7			-5.8	%
IMR adjustment due to reinsurance	$	—		$	—		$	—			0.0	%
General insurance expenses and other	$	1,780.2		$	1,253.8		$	526.4			29.6	%

Total benefits and expenses	$	24,447.5		$	17,769.2		$	6,678.4			27.3	%

Gain (loss) from operations before dividends and federal income taxes	$	1,077.2		$	3,210.6		$	(2,133.4	)		-198.1	%

Dividends to policyholders	$	10.2		$	10.3		$	(0.1	)		-0.8	%

Gain (loss) from operations before federal income taxes	$	1,067.0		$	3,200.4		$	(2,133.4	)		-199.9	%
Federal income tax (benefit) expense	$	(108.8	)	$	(39.1	)	$	(69.7	)		64.0	%

Net gain (loss) from operations	$	1,175.8		$	3,239.5		$	(2,063.7	)		-175.5	%
Net realized capital gains (losses), after tax and amounts transferred to interest maintenance reserve	$	112.7		$	468.6		$	(355.9	)		-315.7	%

Net income (loss)	$	1,288.5		$	3,708.1		$	(2,419.6	)		-187.8	%

Premiums and other considerations increased $1,014.8 million year over year. Retirement plan premiums increased $2,451.6 million attributable to increases in net fixed deposits and separate account deposits and transfers in 2020. In addition, increases in sales drove Fixed annuity (FA) premiums to increase $118.1 million in 2020. These increases were offset due to sales decline in the variable annuities block of $917.7 million in 2020 aligning with the strategic decision to exit several variable annuity product offerings. Life premiums also decreased $636.0 million due to one-time reinsurance transactions executed in 2020.

Net investment income increased $595.7 million year over year. The increase was primarily driven by a $650.0 million acquisition of hedge equity option positions, as well as a $116.0 million dividend paid from Transamerica Realty Investment Properties, LLC (TRIP) as part of the Transamerica Pyramid Properties, LLC (TPP) sale that closed during Q4 of 2020. This increase was partially offset by a decrease in affiliated common stock income of $100.0 million, as well as a $45.1 million decrease in income from short-term bonds driven by interest rate reductions in early 2020.


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Consideration received on reinsurance transactions increased $2,942.2 million year over year. This was primarily driven by the recapture of life business from affiliated entities of $2,640.4. Additionally, $310.0 million of the increase related to the recapture of the long-term care business previously reinsured with Senior Health Insurance Company of Pennsylvania (SHIP).

Death benefits increased $505.0 million year over year. This was primarily driven by an increase of $307.3 million across the life business in 2020 due to increase in both the volume and severity of claims as well as unclaimed property. In addition, COVID-19 death claims drove $213.1 million of the increase in 2020.

Surrender benefits and withdrawals decreased $949.5 million year over year. This was primarily driven by a decline in annuity withdrawals of $726.5 million due to lower decrement rates experienced in 2020. In addition, lower surrender experience and terminated policies during 2019 on life business contributed $134.0 million of the decrease in 2020.

Net increase (decrease) in reserves increased $6,314.8 million year over year. This was primarily due to reserve impacts from the implementation of valuation manual 21 (VM-21) which resulted in 2020 reserves exceeding 2019 reserves by 3,094.7. In addition, annuity reserves increased $325.2 million driven by higher persistency due to the low interest rate environment in 2020. A reinsurance recapture in 2020 also increased life reserves by $2,124.0 million. Additionally, separate accounts deposits for Retirement Plans increased reserves by $1,587.9 in 2020. These were partially offset by an intercompany merger in 2020 decreased Actuarial Guideline (AG) 38 reserves in the amount of $917.0 million.

General insurance expenses and other increased $526.4 million year over year. This increase was primarily driven by incremental litigation accruals of $167.2 million, an increase in letter of credit (LOC) release fees of $92.0 million related to intercompany mergers, as well the establishment of a $147.6 million payable resulting from the recapture agreement related to the long-term care business formerly reinsured with SHIP in 2020

Net realized gains decreased by $355.9 million year over year. The primary drivers of this decrease from 2019 to 2020 were a reduction in gains from derivatives of $126.6 million, driven by losses on the macro hedge positions on the variable annuity business, as well as a $191.6 million decrease driven by a capital loss reported as a hedge reserve offset. This hedge reserve offset represents the amount of derivative gain/loss in excess of natural market offsets recognized on associated liabilities which are deferred under SSAP 108.

Liquidity and Capital Resources

The Company actively manages our liquidity in light of changing market, economic, and business conditions.

Liquidity Management Overview

The Company actively manages liquidity in light of constantly changing market, economic, and business conditions. The Company’s liquidity management policy requires that projected excess liquidity be measured on an ongoing basis and that specific liquidity standards be met under “normal” and “stressed” scenario assumptions with the liquidity “sources” and “uses” determined over multiple time horizons. While the Company has access to lines of credit, the liquidity policy requires that the Company provide for liquidity needs without reliance on these lines of credit. Liquidity results and requirements are reported to both senior management and the Board.

The Company’s asset-liability management process takes into account the expected cash flows on investments and expected policyholder payments, required derivative settlement, margin and collateral calls due to market volatility, as well as the specific nature and risk profile of the liabilities. The Company also considers attributes of the various categories of liquid assets, for example, type of asset and credit quality, in evaluating the adequacy of insurance operations’ liquidity under a variety of stress scenarios.

Sources of Liquidity

The investment portfolio provides the majority of our cash flow and liquidity resources. The Company’s investment strategies are intended to provide adequate funds to pay benefits without forced sales of investments. Products that have liabilities with longer durations, such as certain life insurance policies and structured settlement annuities, are matched with investments which have similar estimated lives such as long-term fixed maturities and commercial mortgage loans. Shorter-term liabilities are matched with shorter-term fixed maturities. In addition, sufficient levels of cash are held to fund anticipated operating expenses, surrenders, and withdrawals.

The Company defines liquid assets to include cash, cash equivalents, short-term investments, publicly traded and highly-marketable fixed-income securities, such as US Treasuries which could be easily sold or pledged to meet obligations in prolonged stress periods. As of December 31, 2021 and 2020, the Company had liquid assets of $2.126 billion and $1.832 billion, respectively. The portion of total liquid assets consisting of cash and cash equivalents was $2.092 billion and $1.330 billion, respectively.


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Other than internal sources of funds, the Company also maintains multiple borrowing facilities, such as lines of credit with Aegon NV, Inter-Company loans, repurchase agreements with various counterparties, and when deemed appropriate, Federal Home Loan Bank (FHLB) advances.

Uses of Liquidity

The Company’s liquidity uses primarily relate to obligations associated with insurance policies, operating expenses, the payment of dividends, the payment of income taxes and the payment for derivative settlement, margin, and collateral calls. Obligations associated with insurance policies include the payment of benefits, as well as cash payments made in connection with policy and contract surrenders and withdrawals. As of December 31, 2021, these contractual obligations expected to be paid from TLIC are $1.155 billion in less than 1 year, $1.886 billion in 1-3 years, and $1.310 billion in 3-5 years, respectively under “normal” scenario assumptions. Payment amounts reflect the Company’s estimate of undiscounted cash flows related to these obligations and commitments.

In managing the liquidity of insurance operations, the Company considers the risk of policyholder and contract holder withdrawals of funds occurring earlier than assumed when selecting assets to support these contractual obligations. Surrender charges, market value adjustments (MVAs), and other contract provisions are used to mitigate the extent, timing, and profitability impact of such withdrawals. Certain policy lapses and surrenders occur in the normal course of business. If interest rates rise significantly, the Company will likely experience an increase in lapses.

Due to the sale of variable annuity products and other market sensitivity products, derivatives are utilized (e.g., interest rate swaps) to better match liability behavior, which could lead to liquidity demands through derivative settlement, variation margin, and collateral calls. Both initial liquidity usage cost and contingent liquidity cost on equity and interest rate market movement are taken into pricing consideration. The Company expects the anticipated fee income to offset some of the liquidity demand. As of December 31, 2021, the projected TLIC derivative settlement over next five years is positive under “normal” scenario.

Capital Resources

Our principal sources of capital are insurance premiums and annuity considerations, net investment income, and proceeds from the maturity and sale of investments. The primary uses of these funds are investing activities, payments of policyholder benefits, commissions and operating expenses, and contract maturities, withdrawals, and surrenders. The payment of dividends and other distributions to CGC is subject to insurance laws and regulations. In general, dividends in excess of prescribed limits are deemed “extraordinary” and require regulatory approval.

The NAIC establishes risk-based capital (RBC) standards for life insurance companies. If an insurer’s RBC falls below specified levels, the insurer will be subject to different degrees of regulatory action depending upon the level of deficiency. As of December 31, 2021 and 2020, the Company’s RBC ratio was well above regulatory action levels as described in the Regulation section. The Company maintains a strong capital position in light of its risks and that it is well positioned to meet policyholder and other obligations.

Off-Balance Sheet Arrangements

The Company has entered into and maintains off-balance sheet arrangements that could have a potential impact on future contractual obligations and liquidity of the Company. The significant off-balance sheet arrangements include Synthetic Guaranteed Investment Contracts (GICs) and contractual guarantees.

A synthetic GIC is an off-balance sheet fee-based product sold primarily to tax qualified plans. The plan sponsor retains ownership and control of the related plan assets. The Company provides book value benefit responsiveness in the event that qualified plan benefit requests exceed plan cash flows. In certain contracts, the Company agrees to make advances to meet benefit payment needs and earns a market interest rate on these advances. The periodically adjusted contract-crediting rate is the means by which investment and benefit responsive experience is passed through to participants. In return for the book value benefit responsive guarantee, the Company receives a premium that varies based on such elements as benefit responsive exposure and contract size. The Company underwrites the plans for the possibility of having to make benefit payments and also must agree to the investment guidelines to ensure appropriate credit quality and cash flow. Funding requirements to date have been minimal and management does not currently anticipate any future material funding requirements that would have a material impact on reported financial results.

The Company has provided guarantees for the performance of affiliates or subsidiaries that are involved in the guaranteed sale of investments in low-income housing tax credit partnerships. The nature of the obligation is to provide third party investors with a minimum guaranteed annual and cumulative return on their contributed capital which is based on tax credits and tax losses generated from the low income housing tax credit partnerships. Guarantee payments arise if low income housing tax credit partnerships experience unexpected significant decreases in tax credits and tax losses or there are compliance issues with the partnerships. A significant portion of the remaining term of the guarantees is between 13-18 years. In the event the Company is required to make a payment under this guarantee, the payment would be reflected in the Company’s financial statements as a decrease in net investment income. The current assessment of risk of making payments under these guarantees is remote.


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EXECUTIVE COMPENSATION

This section describes the Company’s executive compensation program, as well as all compensation awarded to, earned by, or paid to our principal executive officer, our principal financial officer, and our three other most highly paid executive officers for the time periods indicated. These individuals are collectively referred to as the “Named Executive Officers” or “NEOs.”

Compensation Discussion and Analysis

All executive officers who provide services to TLIC are employees of affiliates of Transamerica Corporation (for purposes of this executive compensation section, “Transamerica”) and are paid by TLIC. The description of the compensation plans and compensation-related information presented in this Compensation Discussion and Analysis is related to Transamerica. The compensation tables thereafter contain the compensation paid by TLIC or its subsidiaries to the Named Executive Officers.

Compensation and Benefits Philosophy

The compensation and benefits programs for Transamerica executives are designed with the goal of providing compensation that is fair, reasonable, and competitive. The programs are intended to enable Transamerica to attract and retain highly-qualified executives, provide a well-balanced and performance-related compensation package for executives, ensure that the interest of the executives are aligned with Transamerica’s business strategy and risk tolerance as well as the objectives, values and long-term interests of Transamerica, and enhance the transparency and simplicity of the executives’ compensation, consistent with the principle of “pay for performance”.

Review of the policy

Transamerica believes that the best way to accomplish alignment of compensation plans with the interest of Transamerica is to link pay directly to individual and company-wide performance. When performance exceeds expectations, pay levels are targeted to be competitive. When performance falls below expectations, pay levels are targeted below the competitive median. Benefit programs are designed to provide competitive levels of protection and financial security and are not based on performance.

Transamerica benchmarks each job as part of an annual compensation survey process, including a custom peer survey prepared by an external consultant for executives. After evaluation with the consultant, Human Resources will prepare a recommendation to Transamerica senior management to review before providing to the Transamerica Compensation Committee of the Board of Directors (“Compensation Committee”) for review and approval. The Compensation Committee has complete authority for all pay elements related to the executive officers. No executive officer of TLIC serves on the Compensation Committee.

Ensuring pay remains competitive

Transamerica regularly compares its level of executive compensation with those at other, comparable companies. Companies included in the peer group have been chosen according to the following criteria:

•

Industry (preferably life insurance)

•

Size (companies with similar assets, revenues, and market capitalization)

•

Geographic scope (preferably companies operating globally)

•

Location (companies based in United States)

Components of Total Compensation

Transamerica’s executive compensation and benefits package consists of fixed compensation (i.e., salary), variable (i.e., performance based) compensation and retirement and other benefits. Each component is designed to achieve a specific purpose and contribute to a total package that is competitive, appropriately performance-based, and valued by Transamerica’s executives.

Transamerica has a general Separation Pay Plan for most employees, but for executive officers, a post-termination agreement may be arranged, subject to certain limits such as one-time fixed compensation plus any earned, but unvested, variable compensation.

Fixed compensation

Fixed compensation is determined based on competitive pay practices and is aligned with the individual’s relative role and responsibilities. Fixed compensation may be in the form of base salary or fixed shares.


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For fixed shares, select employees receive part of their fixed compensation in Aegon shares annually, in addition to receiving fixed compensation in cash like base salary. The grant price of these shares is equal to the volume weighted average price on the Euronext stock exchange in Amsterdam during the period between December 15 preceding the plan year and January 15 of the plan year. Once allocated these shares are unconditional and do not depend on the continued employment of the employee. These shares are paid at the Annual General Meeting three years after the plan year in which they were granted. During the deferral period, the employee is not eligible to receive dividend.

Variable compensation

Variable compensation consists of short-term incentive compensation and long-term incentive compensation. Short-term incentive compensation is paid in cash and long-term incentive compensation is paid in shares. For short-term compensation, select employees, known as Material Risk Takers (MRT), participate in a specific variable compensation plan known as the MRT Plan. Payment is made once the financial results for the financial year in question have been reviewed and approved by Transamerica’s board. Generally, employees eligible for an award under the MRT Plan must be actively employed at the time of payment in order to become vested in an award for a performance year, except in the event of retirement (age 55 with at least 10 years of service), approved under Transamerica’s long term disability plan, experience a job elimination, or die during the performance year.

The MRT Plan also pays awards in shares of the parent company, Aegon N.V. At the beginning of each one–year performance period, conditional shares at target performance are made available. The number of conditional target shares are calculated using the fair value of one Aegon N.V. share at the beginning of that financial year. This fair value is equal to the average price on the Euronext Amsterdam stock exchanges for the period December 15 through January 15, and is then converted to US Dollars. Actual shares earned will be determined once the results as compared to the pre-agreed performance targets are calculated and personal performance is evaluated, provided the executive remains in continuous employment. At the end of the one-year performance period, the actual shares are earned, but not yet vested. The vesting period for the MRT Plan four years. Participants must be actively employed at the time awards become vested and payable, except that recipients may become eligible for awards upon retirement, job elimination, death, disability or in the event of a divestiture impacting a significant portion of a specified business.

The MRT Plan performance targets are based on a combination of Aegon, Transamerica, and individual performance. This performance is determined using a mix of financial and non-financial indicators. Examples of financial indicators include such customary measures as earnings & return on capital while non-financial indicators may include such measures as service levels and progress on enterprise key projects. Transamerica believes these indicators provide an accurate and reliable reflection of company and individual performance. Performance of the financial and non-financial indicators are assessed by Transamerica’s Compensation Committee and validated by Aegon and Transamerica’s finance and risk departments. The maximum variable compensation an executive officer may earn is 150% of target.

Retirement and other benefit plans

Transamerica provides company-sponsored retirement and other benefit plans to executives. The retirement and other benefit plans provided to executives of Transamerica are consistent with that which is provided for all employees of affiliates of Transamerica.

The Transamerica Pension Plan (“Pension Plan”) is a tax-qualified defined benefit plan intended to provide for an employee’s financial security in retirement. Eligible employees of an affiliate of Transamerica who have completed six months of service and are age 18 or older are eligible to participate in the plan. Participants become fully vested in the Pension Plan after the completion of three years of vesting service. Transamerica funds the Pension Plan and invests the assets in a trust for the sole purpose of providing retirement benefits to participants and beneficiaries of the Pension Plan.

The Transamerica Employee Excess Retirement Plan (“EERP”) is a non-qualified plan that covers all eligible employees for whom benefits are restricted by the Internal Revenue Code due to earnings restrictions, up to a specified level of earnings. Otherwise, eligibility and vesting provisions are consistent with those as provided in the Pension Plan.

The Transamerica Supplemental Retirement Plan (“SRP”) is a non-qualified plan that covers select executive employees in addition to the Pension Plan and EERP. Participation must be approved by the Transamerica Compensation Committee.

The Pension Plan. EERP, and SRP, if applicable, provide benefits in the form of a cash balance pay credit of 5% of eligible earnings. The participant also earns an interest credit on their benefit annually. Distributions may be provided in multiple life annuity options or a lump sum. Some participants may be grandfathered in previous defined benefit formulas depending on prior plan provisions.

The Transamerica 401(k) Retirement Savings Plan (“401k Plan”) is a tax-qualified defined contribution plan intended to provide a supplement for an employee’s financial security in retirement. Eligible employees of an affiliate of Transamerica are immediately eligible to participate in the 401k Plan. Eligible participants may elect to contribute to the 401k Plan and Transamerica will match contributions at a rate of 100% of the first 3% of eligible compensation plus 50% of the next 2% of eligible compensation deferred to the 401k Plan. Contributions are invested in a variety of investment options available under the plan, as directed by the participant. Vesting in employer matching contributions and earnings or losses on those contributions occurs immediately.


Transamerica Structured Index Advantage^SM Annuity		106

The Transamerica Non-Qualified Deferred Compensation Plan (“NQDC Plan”) is a non-qualified plan that provides for deferral of compensation, subject to plan limitations. Eligible employees must be considered key management employees identified on an annual basis. Eligible participants may elect to contribute to the plan up to a certain level of eligible earnings and Transamerica will match contributions up to a certain level at a rate of 100% of the first 3% of eligible compensation deferred to the NQDC Plan (but no greater than 100% of the first 3% of eligible compensation plus 50% of the next 2% of eligible compensation deferred to the 401k Plan and NQDC Plan combined). Contributions are invested in a variety of investment options available under the plan, as directed by the participant. Vesting in employer contributions and earnings or losses on those contributions occurs immediately.

Other compensation and benefit plans

Transamerica provides a competitive benefits package in addition to retirement plans (such as medical, dental, disability, life insurance and other benefits).

Compensation Committee Interlocks and Insider Participation

No reportable interlocking relationship existed between the Compensation Committee of Transamerica or our board of directors and any other entity during the fiscal year ended December 31, 2021.

Named Executive Officers

The Company’s NEOs are:

•

Blake Steven Bostwick – President (principal executive officer)

•

Cornelis Michiel van Katwijk – EVP & Chief Financial Officer (principal financial officer)*

•

Christopher Ashe – Chief Financial Officer, Executive Vice President and Treasurer (principal financial officer)*

•

Kent G Callahan – Senior Vice President; Chief Executive Officer, Workplace Solutions Division

•

Philip Sherman Eckman – Senior Vice President; Chief Operating Officer, Workplace Solutions Division

•

Matthew McCorry – Chief Operating Officer, Individual Solutions Division

*	Mr. Michiel Van Katwijk’s employment was terminated on September 9, 2021. Mr. Ashe was elected Chief Financial Officer, Executive Vice President and Treasurer on June 15, 2021.

Summary Compensation Table

The following table presents compensation earned by the Company’s NEOs during 2021, 2020, and 2019. Principal positions reflect those held during the fiscal year ended December 31, 2021.


Name and Principal Position	Year		Salary ($) (1)		Bonus ($) (2)		Stock Awards ($) (3)		Change in Pension Value and Nonqualified Deferred Compensation Earnings ($) (4)		All Other Compensation ($) (5)		Total Compensation ($)
Blake Steven Bostwick President, Individual Solutions		2019		650,000		460,000		386,683		14,304		56,208		1,567,195
		2020		771,339		400,000		454,727		16,594		53,657		1,696,317
		2021		800,000		365,000		809,403		18,666		36,976		2,030,045
Cornelis Michiel van Katwijk EVP & Chief Financial Officer		2019		825,000		554,035		189,652		11,884		122,161		1,702,732
		2020		833,123		425,969		133,599		15,718		153,697		1,562,106
		2021		571,875		302,730		106,052		16,663		168,421		1,165,741
Christopher Ashe EVP & Chief Financial Officer		2021		436,364		—		164,382		—		12,133		612,879
Kent G Callahan CEO, Workplace Solutions		2019		725,000		400,000		358,559		20,251		34,519		1,538,329
		2020		789,608		340,000		419,985		24,992		34,149		1,608,734
		2021		800,000		325,000		783,592		28,784		36,683		1,974,059
Philip Sherman Eckman SVP & COO Workplace Solutions		2019		453,462		243,500		188,355		36,518		22,027		943,862
		2020		504,923		284,564		128,940		45,303		24,620		988,350
		2021		500,000		225,047		337,638		48,152		21,788		1,132,625
Matthew McCorry COO, Individual Solutions		2020		281,667		300,000		—		—		2,442		584,109
Matthew McCorry COO, Individual Solutions		2021		650,000		385,000		177,366		—		208,700		1,421,066


Transamerica Structured Index Advantage^SM Annuity		107

(1)	Represents the cash amount earned in base salary each fiscal year.

(2)	Represents the cash received from the MRT Plan as well as any sign-on bonuses, as applicable.

(3)	Represents the stock awards from the MRT Plan that vested in the year presented and fixed shares earned in the year presented.

(4)	Represents the change in Pension Value. There are no above-market or preferential earnings to report from NQDC plans.

(5)	Represents all other taxable compensation received by the employee for each fiscal year plus company contributions for 401k and non-qualified deferred comp plans.

Grants of Plan-Based Awards

The following table summarizes the estimated payouts under the grants made to the NEOs in 2021 under our equity or incentive plans.


	Estimated Future Payouts Under Equity Incentive Plan Awards (1)						All Other Stock Awards (2)
Name	Threshold (#)		Target (#)		Maximum (#)		Number of Shares of Stock or Units (#)
Blake Steven Bostwick		114,422		228,844		343,266		87,060
Cornelis Michiel van Katwijk		63,541		127,083		190,625		17,173
Christopher Ashe		109,447		218,894		328,341		40,889
Kent G Callahan		99,497		198,995		298,492		49,748
Philip Sherman Eckman		42,441		84,883		127,325		6,218
Matthew McCorry		52,547		105,094		157,641		—

(1)	Represents MRT Plan bonus awards in the form of shares for the 2021 performance year.

(2)	Represents the fixed shares awarded as of 12/31/2021.

Outstanding equity awards at fiscal year-end table

The following table summarizes the number and value of stock awards awarded to NEOs that vested for year-ending December 31, 2021.


Name	Stock Awards
Name	Number of shares acquired on vesting (#) (1)		Value realized on vesting ($) (1)
Blake Steven Bostwick		123,280	$	588,625
Cornelis Michiel van Katwijk		10,507	$	37,013
Christopher Ashe		—		—
Kent G Callahan		122,226	$	583,592
Philip Sherman Eckman		65,478	$	312,638
Matthew McCorry		37,147	$	177,366

(1)	Represents shares vested and value realized upon vesting in 2021.

Option exercises and stock vested table

The following table summarizes the number and value of stock awarded but not yet vested to NEOs as of year-ending December 31, 2021.


Name	Stock Awards
Name	Number of Shares or Units of Stock That Have Not Vested (1) (#)		Market Value of Shares or Units of Stock That Have Not Vested (1) ($)
Blake Steven Bostwick		805,975		3,771,027
Cornelis Michiel van Katwijk		508,748		2,396,324
Christopher Ashe		570,712		2,617,981
Kent G Callahan		634,817		2,934,660
Philip Sherman Eckman		244,240		1,128,474
Matthew McCorry		291,581		1,343,746

(1)	Represents unvested shares and market value of those unvested shares as of 12/31/2021.


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Pension Benefits

The following table shows years of credited service, the PV of the accumulated benefits and payments made for the Company’s Qualified and non-qualified retirement plans for the year-ending December 31, 2021.


Name	Plan name	Number of years credited service (#)		Present value of accumulated benefit ($)		Payments during last fiscal year ($)
Blake Steven Bostwick	Qualified		19.36		346,188		—
	EERP		19.36		242,283		—
	SRP		5		425,970		—
Cornelis Michiel van Katwijk	Qualified		4		—		95,188
	EERP		4		168,466		—
	SRP		3		292,251		—
Christopher Ashe	Qualified		1		—		—
	EERP		1		—		—
	SRP		1		22,005		—
Kent G Callahan	Qualified		35.5		2,025,541		—
	SRP		35.5		3,390,173		—
Philip Sherman Eckman	Qualified		25.14		1,207,440		—
	EERP		25.14		1,886,194		—
Matthew McCorry	Qualified		2		—		—
	EERP		2		—		—

Qualified = Transamerica Pension Plan

EERP = Transamerica Employee Excess Restoration Plan

SRP = Transamerica Supplemental Retirement Plan

Valuation Method used to determine present value of the accrued benefit: Traditional Unit Credit

Material Assumptions used to determine the present value of the accrued benefit: 2.80% discount rate; 4.00% cash balance interest credit; PRI-2012 90% White Collar and 10% Blue Collar Employee Tables projected forward with Scale MP-2021 for all years

Difference in years of service vs. credited service: Bostwick, Callahan, Eckman – no difference;

Ashe – was 0.55 years but was rounded up to 1 as he earned the full year of service since he attained 1.000 hours in 2021;

Van Katwijk – 30 years of service but most of his service was not in the U.S. so he only received credit for 4 years for the pension plans

McCorry – had 1.43 years of service but was round up to 2 as he earned the full year of service since he attained 1,000 hours in 2021.

Nonqualified Deferred Compensation

The following table shows the Nonqualified Deferred Compensation plans as of year-ending December 31, 2021.


Name	Plan Name(1)	Executive contributions in last fiscal year ($)		Registrant contributions in last fiscal year ($)		Aggregate earnings in last fiscal year ($)			Aggregate withdrawals/distributions ($)		Aggregate balance at last fiscal year end ($)
Blake Steven Bostwick	NQDC Plan		101,236		26,250		363,058			—		2,483,357
Cornelis Michiel van Katwijk	NQDC Plan		210,442		18,728		56,001			—		718,553
Christopher Ashe	NQDC Plan		20,000		12,000		861			—		32,861
Kent G Callahan	NQDC Plan		90,000		33,750		834,788			—		7,105,665
Philip Sherman Eckman	NQDC Plan		65,250		13,050		(311,061	)		—		3,941,593
Matthew McCorry	NQDC Plan		—		200,000		12,625			—		212,625

(1)	NQDC Plan replaced the EPS Plan on 1/1/2005. Aggregate earnings in last fiscal year and Aggregate balance at last fiscal year includes the NQDC and EPS Plans.

Potential Payments Upon Termination or Change in Control

The following table shows the potential payments that would have been made to the NEOs, assuming that employment with the Company was terminated on December 31, 2021. Payments are triggered upon certain events, such as involuntary termination of employment for reasons other than cause or a change in control, according to conditions set forth in the termination agreement such as non-solicitation of clients and/or employees for a period of time, as well as confidentiality requirements. For Mr. Michiel van Katwijk, who terminated employment on September 9, 2021, the table below reflects the amounts payable in connection with his termination of employment.


Transamerica Structured Index Advantage^SM Annuity		109


Name	Cash Severance ($) (1)		2021 Non-Equity Incentive Plans ($) (2)		2021 Equity Plans ($) (3)		Total ($)
Blake Steven Bostwick		1,150,000		575,000		3,771,027		5,496,027
Cornelis Michiel van Katwijk		—		319,315		2,396,324		2,715,639
Christopher Ashe		1,100,000		550,000		2,617,981		4,267,981
Kent G Callahan		1,100,000		550,000		2,934,660		4,584,660
Philip Sherman Eckman		353,365		341,250		1,128,474		1,823,089
Matthew McCorry		50,000		422,500		1,343,746		1,816,246

(1)	Amount is equal to annual base (cash) salary plus 2021 fixed share amount as of 12/31/2021

(2)	Equal to MRT cash bonus at target for 2021 plan year (no performance results applied)

(3)	All earned but unvested shares as of 12/31/2021 valued at year-end share price. Also includes 2021 MRT Plan year share values at target (no performance results applied). All Fixed Shares and Sign-on shares are included.

Director Compensation

During 2021, all directors of the Company were also employees of the Company and did not receive additional compensation for their services as directors.

SECURITY OWNERSHIP OF BENEFICIAL OWNERSHIP AND MANAGEMENT

The Company is a wholly-owned subsidiary of Commonwealth General Corporation (CGC). None of the Company’s directors or executive officers beneficially owns shares of the Company’s common stock. There are no anticipated changes in control of the Company.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Related Party Transactions Policy and Procedures

Related party transactions may include those transactions that involve any transaction or series of transactions in which the Company or a subsidiary is a participant, involving an amount in excess of $120,000, and involving a related party who has a direct or indirect material interest. Under SEC rules, a related party is a director, executive officer, beneficial owner of more than 5% of our common stock or immediate family member of any of the foregoing.

The Company maintains a Code of Conduct (the “Code”) and Business Conduct Policy and Procedures (the “Policy”) that obligate directors, officers, and employees to promote at all times the best interests of the Company. The Policy provides that business should be “conducted honestly with integrity and transparency, in accordance with the Code of Conduct, the Corporation’s policies and procedures, and the letter and spirit of the law.” A conflict of interest may arise if competing professional or personal obligations or financial interests prevent directors, officers, and employees from carrying out their duties in an open and even-handed manner. All transactions involving legal entities and related parties must be reported in accordance with the Code of Conduct and the Business Conduct Policy and Procedures.

The Company has not entered into a reportable related party transaction based on the SEC definition outlined above during the past fiscal year during the last three fiscal years.

Relationships and Related Party Transactions Involving its Affiliates

The Company, along with its parent company, has established approval and escalation thresholds for certain business transactions by various risk or management committees and/or boards, and this includes transactions with related parties. If a transaction involving the Company and a related party meets those thresholds, it must be approved by the applicable committees and/or boards prior to execution. Any significant transactions within Transamerica will go through the governance channels of the organization. This can include risk committees, the Americas Management Board, and/or the board of directors of the Company.

The Company has entered into agreements with affiliates and subsidiaries as a part of its ongoing operations whereby material transactions occur on a recurring basis according to the terms of the agreement(s). These agreements, which are in writing, include cost sharing, tax sharing, investment management, real estate management, reinsurance, and administrative services. Any agreement that utilizes allocation methodology to allocate expenses to related parties is performed in accordance with Statements of Statutory Accounting Principles (SSAP) Number 70, Allocation of Expenses. See note 13 in the audited financial statements for further discussion of related party transactions.


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FINANCIAL STATEMENTS


Transamerica Structured Index Advantage^SM Annuity		111

FINANCIAL STATEMENTS – STATUTORY BASIS

AND SUPPLEMENTARY INFORMATION

Transamerica Life Insurance Company

Years Ended December 31, 2021, 2020 and 2019

Transamerica Life Insurance Company

Financial Statements – Statutory Basis

and Supplementary Information

Years Ended December 31, 2021, 2020 and 2019

Contents


Report of Independent Auditors			1

Audited Financial Statements

Balance Sheets – Statutory Basis			3

Statements of Operations – Statutory Basis			4

Statements of Changes in Capital and Surplus – Statutory Basis			5

Statements of Cash Flow – Statutory Basis			7

Notes to Financial Statements – Statutory Basis

1. Organization and Nature of Business			9

2. Basis of Presentation and Summary of Significant Accounting Policies			10

3. Accounting Changes and Correction of Error			25

4. Fair Values of Financial Instruments			26

5. Investments			35

6. Premium and Annuity Considerations Deferred and Uncollected			57

7. Policy and Contract Attributes			58

8. Reinsurance			75

9. Income Taxes			78

10. Capital and Surplus			85

11. Securities Lending			86

12. Retirement and Compensation Plans			88

13. Related Party Transactions			89

14. Managing General Agents and Third-Party Administrators			96

15. Commitments and Contingencies			96

16. Sales, Transfer, and Servicing of Financial Assets and Extinguishments of Liabilities			102

17. Reconciliation to Statutory Statement			105

18. Subsequent Events			105

Appendix A – Listing of Affiliated Companies			107

Statutory-Basis Financial Statement Schedules

Summary of Investments – Other Than Investments in Related Parties			110

Supplementary Insurance Information			111

Reinsurance			112

LOGO

Report of Independent Auditors

To the Board of Directors of

Transamerica Life Insurance Company

Opinions

We have audited the accompanying statutory basisfinancial statements of Transamerica Life Insurance Company (the “Company”), which comprise the balance sheets as of December 31, 2021 and 2020, and the related statements of operations, of changes in capital and surplus and of cash flowfor each of the three years in the period ended December 31, 2021, including the related notes and schedules of supplementary insurance information and reinsurance for each of the three years in the period ended December 31, 2021 and summary of investments—other than investments in related parties as of December 31, 2021 listed in the accompanying index(collectively referred to as the “financial statements”).

Unmodified Opinion on Statutory Basis of Accounting

In our opinion, the accompanying financial statements present fairly, in all material respects, the admitted assets, liabilities and capital and surplus of the Company as of December 31, 2021 and 2020 and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2021, in accordance with the accounting practices prescribed or permitted by the Iowa Insurance Division described in Note 2.

Adverse Opinion on U.S. Generally Accepted Accounting Principles

In our opinion, because of the significance of the matter discussed in the “Basis for Adverse Opinion on U.S. Generally Accepted Accounting Principles” section of our report, the accompanying financial statements do not present fairly, in accordance with accounting principles generally accepted in the United States of America, the financial position of the Company as of December 31, 2021 and 2020, or the results of its operations or its cash flows for each of the three years in the period ended December 31, 2021.

Basis for Opinions

We conducted our audit in accordance with auditing standards generally accepted in the United States of America (US GAAS). Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of the Company and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.

Basis for Adverse Opinion on U.S. Generally Accepted Accounting Principles

As described in Note 2 to the financial statements, the financial statements are prepared by the Company on the basis of the accounting practices prescribed or permitted by the Iowa Insurance Division, which is a basis of accounting other than accounting principles generally accepted in the United States of America.

The effects on the financial statements of the variances between the statutory basis of accounting described in Note 2 and accounting principles generally accepted in the United States of America, although not reasonably determinable, are presumed to be material.

PricewaterhouseCoopers LLP, One North Wacker, Chicago, IL 60606

T: (312) 298 2000, F: (312) 298 2001, www.pwc.com/us

LOGO

Responsibilities of Management for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with the accounting practices prescribed or permitted by the Iowa Insurance Division. Management is also responsible for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for one year after the date the financial statements are available to be issued.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with US GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements.

In performing an audit in accordance with US GAAS, we:

•

Exercise professional judgment and maintain professional skepticism throughout the audit.

•

Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

•

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. Accordingly, no such opinion is expressed.

•

Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements.

•

Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit.

/s/ PricewaterhouseCoopers LLP

Chicago, Illinois

April 14, 2022

Transamerica Life Insurance Company

Balance Sheets – Statutory Basis

(Dollars in Millions)


	December 31
	2021			2020

Admitted assets
Cash, cash equivalents and short-term investments	$	2,126		$	1,832
Bonds		49,942			50,444
Preferred stocks		120			105
Common stocks		3,527			3,556
Mortgage loans on real estate		9,153			9,015
Real estate		52			56
Policy loans		1,986			2,037
Securities lending reinvested collateral assets		2,073			2,115
Derivatives		1,760			2,973
Other invested assets		3,054			3,222

Total cash and invested assets		73,793			75,355

Accrued investment income		694			697
Premiums deferred and uncollected		181			240
Net deferred income tax asset		825			812
Other assets		1,211			1,344
Separate account assets		126,088			121,820

Total admitted assets	$	202,792		$	200,268


Liabilities and capital and surplus
Aggregate reserves for policies and contracts	$	51,983		$	50,966
Policy and contract claim reserves		1,177			1,257
Liability for deposit-type contracts		824			946
Other policyholders’ funds		38			32
Transfers from separate accounts due or accrued		(658	)		(823	)
Funds held under reinsurance treaties		3,043			3,889
Asset valuation reserve		1,250			1,198
Interest maintenance reserve		1,382			1,389
Derivatives		2,360			3,493
Payable for collateral under securities loaned and other transactions		2,312			2,755
Borrowed money		3,870			3,486
Variable annuity reserve hedge offset deferral		250			145
Other liabilities		1,596			1,605
Separate account liabilities		126,088			121,820

Total liabilities		195,515			192,158

Total capital and surplus		7,277			8,110

Total liabilities and capital and surplus	$	202,792		$	200,268

See accompanying notes.

Transamerica Life Insurance Company

Statements of Operations – Statutory Basis

(Dollars in Millions)


	Year Ended December 31
	2021			2020			2019

Revenues
Premiums and other considerations	$	14,482		$	16,723		$	15,708
Net investment income		3,191			3,361			2,765
Commissions and expense allowances on reinsurance ceded		187			661			470
Reserve adjustment on reinsurance ceded		(260	)		(273	)		(128)
Consideration received on reinsurance recapture and novations		963			2,958			15
Fee revenue and other income		2,259			2,096			2,150

Total revenue		20,822			25,526			20,980

Benefits and expenses
Death benefits		2,928			2,863			2,358
Annuity benefits		1,798			1,528			1,492
Accident and health benefits		945			1,120			1,112
Surrender benefits		18,145			15,352			16,301
Other benefits		292			234			230
Net increase (decrease) in reserves		942			4,985			(1,329)
Commissions		1,375			1,435			1,481
Net transfers to (from) separate accounts		(8,881	)		(4,850	)		(5,130)
IMR adjustment due to reinsurance		(43	)		—			—
General insurance expenses and other		1,418			1,780			1,254

Total benefits and expenses		18,919			24,447			17,769

Gain (loss) from operations before dividends and federal income taxes		1,903			1,079			3,211

Dividends to policyholders		10			10			10

Gain (loss) from operations before federal income taxes		1,893			1,069			3,201
Federal income tax (benefit) expense		(185	)		(109	)		(39)

Net gain (loss) from operations		2,078			1,178			3,240
Net realized capital gains (losses), after tax and amounts transferred to interest maintenance reserve		(1,924	)		113			469

Net income (loss)	$	154		$	1,291		$	3,709

See accompanying notes.

Transamerica Life Insurance Company

Statements of Changes in Capital and Surplus – Statutory Basis

(Dollars in Millions)


	Common Stock		Treasury Stock			Surplus Notes			Paid-in Surplus			Special Surplus Funds			Unassigned Surplus			Total Capital and Surplus

Balance at January 1, 2019	$	7	$	(58	)	$	310		$	4,163		$	232		$	4,231		$	8,885
Net income (loss)		—		—			—			—			—			3,709			3,709
Change in net unrealized capital gains/losses, net of taxes		—		—			—			—			(37	)		(239	)		(276)
Change in net deferred income tax asset		—		—			—			—			—			(160	)		(160)
Change in nonadmitted assets		—		—			—			—			—			124			124
Change in reserve on account of change valuation basis		—		—			—			—			—			(1,218	)		(1,218)
Change in asset valuation reserve		—		—			—			—			—			(252	)		(252)
Change in surplus as a result of reinsurance		—		—			—			—			—			(143	)		(143)
Change in surplus notes		—		—			(250	)		—			—			—			(250)
Change in treasury stock		—		58			—			—			—			—			58
Change in letter of credit		—		—			—			—			—			(160	)		(160)
Dividends to stockholders		—		—			—			—			—			(733	)		(733)
Return of capital		—		—			—			(308	)		—			—			(308)
Other changes - net		—		—			—			2			2			71			75

Balance at December 31, 2019	$	7	$	—		$	60		$	3,857		$	197		$	5,230		$	9,351
Net income (loss)		—		—			—			—			—			1,291			1,291
Change in net unrealized capital gains/losses, net of taxes		—		—			—			—			(342	)		216			(126)
Change in net deferred income tax asset		—		—			—			—			—			(126	)		(126)
Change in nonadmitted assets		—		—			—			—			—			201			201
Change in reserve on account of change valuation basis		—		—			—			—			—			14			14
Change in asset valuation reserve		—		—			—			—			—			69			69
Change in surplus as a result of reinsurance		—		—			—			—			—			(51	)		(51)
Change in surplus notes		—		—			(60	)		—			—			—			(60)
Change in letter of credit		—		—			—			—			—			(1,870	)		(1,870)
Capital contribution		—		—			—			700			—			—			700
Dividends to stockholders		—		—			—			—			—			(1,200	)		(1,200)
Other changes - net		—		—			—			5			—			(88	)		(83)

Balance at December 31, 2020	$	7	$	—		$	—		$	4,562		$	(145	)	$	3,686		$	8,110

Continued on next page.

Transamerica Life Insurance Company

Statements of Changes in Capital and Surplus – Statutory Basis

(Dollars in Millions)

Common
Stock

Treasury
Stock

Large Accelerated Filer

Accelerated Filer

Non-Accelerated Filer

Smaller Reporting Company

Emerging Growth Company

TRANSAMERICA LIFE INSURANCE CO S-1/A