UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~December~~ February 3, ~~2025~~2026

AMERICAN FINANCIAL GROUP, INC.

(Exact name of registrant as specified in its charter)

Ohio	~~1-13653~~	311-~~1544320~~13653	31-1544320
(State or other jurisdiction of incorporation)	~~(Commission File Number)~~	(~~IRS~~Commission ~~Employer~~File ~~Identification No.~~Number)	(IRS Employer Identification No.)
301 East Fourth Street, Cincinnati, OH			45202
(Address of principal executive offices)			(Zip Code)

301 East Fourth Street, Cincinnati, OH		45202
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: 513-579-2121

Registrant’s telephone number, including area code: (513) 579-2121

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	AFG	New York Stock Exchange
5.875% Subordinated Debentures due March 30, 2059	AFGB	New York Stock Exchange
5.125% Subordinated Debentures due December 15, 2059	AFGC	New York Stock Exchange
5.625% Subordinated Debentures due June 1, 2060	AFGD	New York Stock Exchange
4.5% Subordinated Debentures due September 15, 2060	AFGE	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 13(a) of the Exchange Act. ☐

~~Securities registered pursuant to~~ Section 2 ~~12(b)~~– ofFinancial ~~the~~Information ~~Act:~~

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	AFG	New York Stock Exchange
5.875% Subordinated Debentures due March 30, 2059	AFGB	New York Stock Exchange
5.125% Subordinated Debentures due December 15, 2059	AFGC	New York Stock Exchange
5.625% Subordinated Debentures due June 1, 2060	AFGD	New York Stock Exchange
4.5% Subordinated Debentures due September 15, 2060	AFGE	New York Stock Exchange

Item 2.02

Results Of Operations And Financial Condition.

Reference is made to the press release of American Financial Group, Inc. (the “Company”) relating to the announcement of the Company’s results of operations for the fourth quarter of 2025 and the year ended December 31, 2025 and the availability of the Investor Supplement on the Company’s website. The press release was issued on February 3, 2026. A copy of the press release is furnished as Exhibit 99.1 and a copy of the Investor Supplement is furnished as Exhibit 99.2 and are incorporated herein by reference.

Section 8 – Other Events

Item 8.01

Other Events.

OnIn ~~December 3, 2025,~~ the ~~Board~~press ofrelease ~~Directors~~referenced ofin ~~American~~Item ~~Financial Group, Inc~~2.02 ~~(the “Company”) approved a new share repurchase program authorizing the repurchase of up to 5~~above,~~000,000~~ ~~shares of~~ the Company’s ~~common~~also ~~stock~~announced ~~from~~that ~~time~~its toBoard ~~time on the open market (including through the use~~ of ~~trading~~Directors ~~plans~~declared ~~intended~~a tospecial, ~~qualify under Rule 10b5~~one-1time ~~under~~cash ~~the~~dividend ~~Securities Exchange Act~~ of ~~1934, as amended), in privately negotiated transactions or by other methods in accordance with federal securities laws and other restrictions, at the Company’s discretion~~$1.50 ~~The~~per ~~Company’s new~~ share repurchase program, which will expire following December 31, 2030, will replace the current share repurchase program, which is scheduled to expire after December 31, 2025. The timing and amount of ~~any shares repurchased under the program will be determined by the~~ Company’s ~~management~~Common ~~based on its evaluation of market and business conditions and other factors~~Stock. The ~~Company~~dividend is ~~not~~payable ~~obligated~~on toFebruary 25, ~~repurchase~~2026 ~~any~~to ~~specific~~holders ~~amount~~ of ~~shares~~record ofon ~~common~~February 16, ~~stock~~2026.

The information under Item 2.02 and in Exhibits 99.1 and 99.2 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 as amended (the “Exchange Act), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

Section 9 – Financial Statements and Exhibits

Item 9.01

Financial Statements and Exhibits.

(a)

Financial statements of business acquired. Not applicable.

(b)

Pro forma financial information. Not applicable.

(c)

Shell company transactions. Not applicable

(d)

Exhibits.

104 Cover page Interactive Date File (embedded within Inline XBRL document).


Exhibit No.		Description

99.1		Earnings Release dated February 3, 2026, reporting American Financial Group Inc. results for the fourth quarter and full year results for the period ended December 31, 2025.

99.2		Investor Supplement – Fourth Quarter 2025

104		Cover page Interactive Date File (embedded within Inline XBRL document)

SIGNATURES

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

Joseph C. Alter Vice President, Deputy General Counsel & Secretary

~~AMERICAN FINANCIAL GROUP, INC.~~

AMERICAN FINANCIAL GROUP, INC.

Date: December 5, 2025

/s/ Joseph C. Alter

Date: February 4, 2026

/s/ Joseph C. Alter

Joseph C. Alter

Vice President

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