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SPECIMEN as if filed with Securities and Exchange Commission on May 1, 2022.
Registration Nos. 333-00000/811-00000

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-4

Registration Statement
Under
the Securities Act of 1933
Pre-Effective Amendment No.
Post-Effective Amendment No. 44
And/Or  
Registration Statement
Under
the Investment Company Act of 1940
Amendment No. 333

N4-TST-403
(Exact Name of Registrant)
 

KEY INFORMATION

Important Information You Should Consider About the Contract

  FEES AND EXPENSES LOCATION IN PROSPECTUS
Charges for Early Withdrawals

Withdrawal charges vary by class. A Withdrawal Charge of up to 10.00% may be assessed on any premium payment paid up to 12 years before the date of the withdrawal.

For example, if you purchase a B Class for $100,000 and surrender your Contract during the first year, You will pay a Withdrawal Charge of up to $10,000.

Charges – Withdrawal Charges
Transaction Charges In addition to surrender charges, you also may be charged for other transactions. Although we do not currently charge a fee for transfers of cash value among Divisions or between the Divisions and the Fixed Account, We reserve the right to impose a transfer fee of $25. Account reduction loans will incur a $75 account reduction loan initiation fee. Charges – Transfer Fee
Ongoing Fees and Expenses (annual charges) The table below describes the fees and expenses that you may pay each year, depending on the options you choose. Please refer to your Contract specifications page for information about the specific fees you will pay each year based on the options you have elected. Information about Fees
  Annual Fee Minimum Maximum  
  Base Contract (varies by Contract class) 0.50(1) 1.45(1)  
  Investment options (Portfolio fees and expenses) 0.53(2) 1.23(2)  
  Optional benefits available for an additional charge (for a single optional benefit, if elected) 0.35(3) 0.95(3)  
 

(1) As a percentage of your Account Balance in the Separate Account.

(2) As a percentage of average daily net assets of the Separate Account.

(3) For the GMIB fee: as a percentage of your guaranteed minimum income base. For the LRG fee: as a percentage of your total guaranteed withdrawal amount.

 
  Because your Contract is customizable, the choices you make affect how much you will pay. To help understand the cost of owning your Contract, the following table shows the lowest and highest cost you could pay each year, based on current charges. This estimate assumes that you do not take withdrawals from the Contract, which could add surrender charges that substantially increase costs.  
  Lowest Annual Cost: Highest Annual Cost:   
   $984  $3091  
  • Assumes:
• Investment of $100,000
• 5% annual appreciation
• Least expensive combination of Contract classes and Portfolio fees and expenses
• No optional benefits
• No sales charges
• No additional purchase payments, transfers or withdrawals
• Assumes:
• Investment of $100,000
• 5% annual appreciation
• Most expensive combination of Contract classes, optional benefits and Portfolio fees and expenses
• No sales charges
• No additional purchase payments, transfers or withdrawals
 

 

  RISKS LOCATION IN PROSPECTUS
Risk of Loss
You can lose money by investing in the Contract, including loss of principal.
Principal Risks
Not a Short-Term Investment

This Contract is not a short-term investment and is not appropriate for an investor who needs ready access to cash.
• Withdrawal Charges may apply for up to 12 years following each purchase payment. Withdrawal Charges will reduce the value of your Contract if you withdraw money during that time.

• The benefits of tax deferral and living benefit protections also mean that the Not a Short-Term Investment This Contract is not a short-term investment and is not appropriate for an investor who needs ready access to cash.
• Withdrawal Charges may apply for up to 12 years following each purchase payment. Withdrawal Charges will reduce the value of your Contract if you withdraw money during that time. • The benefits of tax deferral and living benefit protections also mean that the Contract is more beneficial to investors with a long time horizon.

• Earnings on your Contract are taxed at ordinary income tax rates when You withdraw them, and You may have to pay a penalty if You take a withdrawal before age 59 12

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Principal Risks
Risks Associated with Investment Options

• An investment in the Contract is subject to the risk of poor investment performance and can vary depending on the performance of the investment options available under the Contract (e.g., Portfolios).

• Each investment option (including the Fixed Account investment option) will have its own unique risks.

• You should review these investment options before making an investment decision.

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Principal Risks
Insurance Company Risks
An investment in the Contract is subject to the risks related to the Company. Any obligations (including under the Fixed Account), guarantees, or benefits are subject to the claims-paying ability of the Company, and our long term ability to make such payments, and are not guaranteed by any other party. XYZ Insurance is regulated as an insurance company under state law, which generally includes limits on the amount and type of investments in its general account. However, there is no guarantee that we will be able to meet our claims paying obligations; there are risks to purchasing any insurance product. More information about the Company, including its financial strength ratings, is available upon request by visiting https://www.example-insurance.co/about-us/corporate-profile/ratings/.
Principal Risks

 

  RESTRICTIONS LOCATION IN PROSPECTUS
Investments

Although we do not currently charge a fee for transfers of cash value among Divisions or between the Divisions and the Fixed Account, We reserve the right to impose a transfer fee of $25.

We reserve the right to add, remove or substitute Portfolios.

The Company also has policies and procedures that attempt to detect and deter frequent transfers in situations where we determine there is a potential for arbitrage trading, and in those instances, there are additional limits that apply to transfers.

Charges – Transfer Fee
Optional Benefits

Many optional benefits limit or restrict the Portfolios that you may select under the Contract. We may change these restrictions in the future.

You are required to have a certain Contract value for some optional benefits. If withdrawals reduce Your Contract below this value, your optional benefits may be reduced or terminated.

Subsequent purchase payments are currently restricted for certain optional benefits.

Benefits Available Under the Deferred Annuity
  TAXES LOCATION IN PROSPECTUS
Tax Implications
• You should consult with a tax professional to determine the tax implications of an investment in and purchase payments received under the Contract.
• There is no additional tax benefit if You purchase the Contract through a tax-qualified plan or individual retirement account (IRA).• Earnings on your Contract are taxed at ordinary income tax rates when You withdraw them, and You may have to pay a penalty if You take a withdrawal before age 59 12. /=
Federal Tax Considerations
  CONFLICTS OF INTEREST LOCATION IN PROSPECTUS
Investment Professional Compensation Your investment professional may receive compensation for selling this Contract to You, both in the form of commissions and because XYZ Insurance may share the revenue it earns on this Contract with the professional’s firm. This conflict of interest may influence your investment professional to recommend this Contract over another investment. Who Sells the Deferred Annuities
Exchanges Some investment professionals may have a financial incentive to offer you a new contract in place of the one you own. You should only exchange your Contract if you determine, after comparing the features, fees, and risks of both contracts, that it is better for you to purchase the new contract rather than continue to own your existing Contract. Replacement of Annuity Contracts
 

FEES

The following tables describe the fees and expenses that you will pay when buying, owning, and surrendering or making withdrawals from the Contract. Please refer to your Contract specifications page for information about the specific fees you will pay each year based on the options you have elected.

The first table describes the fees and expenses that you will pay at the time that you buy the Contract, surrender or make withdrawals from the Contract, or transfer Contract value between investment options. State premium taxes may also be deducted.

Transaction Expenses

  B Class C Class L Class E Class E Bonus
Class
Sales Load Imposed on Purchases 0% 0% 0% 0% 0%
Withdrawal Charge (as a percentage of the amount withdrawn) (1) 10% 0% 9% 0% 3%
Transfer Fee (2) 25 25 25 25 25
Account Reduction Loan Initiation Fee (3) 75 75 75 75 75

A Withdrawal Charge may apply if You take a withdrawal from your Deferred Annuity. The charge on the amount withdrawn for each class is calculated according to the following schedule:

If withdrawn during
contract year
B Class (4) C Class L Class E Class E Bonus
Class
1 10% None 9% None 3%
2 9%  —  8%  —  3%
3 9%  —  7%  —  3%
4 9%  —  6%  —  3%
5 8%  —  5%  —  3%
6 7%  —  4%  —  3%
7 6%  —  2%  —  3%
8 5%  —  0%  —  0%
9 4%  —  0%  —  0%
10 3%  —  0%  —  0%
11 2%  —  0%  —  0%
12 1%  —  0%  —  0%
Thereafter 0%  —  0%  —  0%

 

(1)

There are times when the Withdrawal Charge does not apply to amounts that are withdrawn from the Deferred Annuity. For example, after the first Contract Year, each year You may withdraw up to 10% of your Account Balance without a Withdrawal Charge. These withdrawals are made on a non-cumulative basis.

(2)

Although not currently charged, we reserve the right to limit transfers as described later in this Prospectus and we reserve the right to impose a transfer fee. The amount of this fee will be no greater than $25 per transfer.

(3)

The fee may be waived for certain groups.

(4)

Represents the maximum Withdrawal Charges for B Class Deferred Annuities. For all other B Class Deferred Annuities (except Deferred Annuities issued in Connecticut or New York and certain other states) the Withdrawal Charges for the B Class are as follows: during Contract Year 1:9%, Year 2: 9%, Year 3: 9%, Year 4: 9%, Year 5: 8%, Year 6: 7%, Year 7: 6%, Year 8: 5%, Year 9: 4%, Year 10: 3%, Year 11: 2%, Year 12: 1%, Year 13 and Thereafter: 0%. For Deferred Annuities issued in Connecticut and certain other states or for public school employees in certain states, the Withdrawal Charges for the B Class are as follows: Year 1:10%, Year 2: 9%, Year 3: 8%, Year 4: 7%, Year 5: 6%, Year 6: 5%, Year 7: 4%, Year 8: 3%, Year 9: 2%, Year 10: 1%, Year 11 and Thereafter: 0%. Deferred Annuities issued in New York and certain other states, the Withdrawal Charges for the B Class are as follows: during Contract Year 1: 9%; Year 2: 9%; Year 3: 8%; Year 4: 7%; Year 5: 6%; Year 6: 5%; Year 7: 4%; Year 8: 3%; Year 9: 2%; Year 10: 1%; Year 11 and thereafter: 0%.

 

The next table describes the fees and expenses that you will pay each year during the time that you own the Contract (not including Portfolio Company fees and expenses). If you choose to purchase an optional benefit, you will pay additional charges, as shown below.

Annual Contract Expenses

Expense B Class C Class L Class E Class E Bonus
Class
Annual Contract Fee (5) $30 $30 $30 $30 $30
Base Contract Expenses (as a percentage of average account value) (6)(7) 1.15% 1.45% 1.30% 0.40% 0.95%
Optional Annual Step-Up Death Benefit (as a percentage of average account value) 0.10% 0.10% 0.10% 0.10% 0.10%
Optional Guaranteed Minimum Income Benefit (as a percentage of the Income Base) (8) 0.70% 0.70% 0.70% 0.70% 0.70%
Optional Lifetime Redemption Guarantee Benefit - maximum charge (as a percentage of the Benefit Base) (9) 0.95% 0.95% 0.95% 0.95% 0.95%
Optional Lifetime Redemption Guarantee Benefit - current charge (as a percentage of the Benefit Base) (9) 0.95% 0.95% 0.95% 0.95% 0.95%
Waiver of Withdrawal Charge for Nursing Home or Hospital Confinement (10) $10 - $10 - $10
(5)

This fee may be waived under certain circumstances. For classes B, C, and L this fee is waived if your total purchase payments for the prior 12 months are at least $2,000 on the day the fee is deducted or if your Account Balance is at least $25,000 on the day the fee is deducted and for e and e Bonus classes if your Account Balance is at least $50,000 on the day the fee is deducted. The fee will be deducted on a pro-rata basis (determined based upon the number of complete months that have elapsed since the prior Contract Anniversary) if You take a total withdrawal of your Account Balance. This fee will not be deducted if You are on medical leave approved by your employer or called to active armed service duty at the time the fee is to be deducted and your employer has informed us of your status. During the pay-out phase we reserve the right to deduct this fee.

(6)

You pay the Base Contract Expenses for your class of the Deferred Annuity during the pay-in phase of your Contract. Charges for optional benefits are those for a Deferred Annuity purchased after April 30, 2009. Different charges may have been in effect for prior time periods.

(7)

The Base Contract Expenses for the E Bonus Class will be reduced by 0.45% to 0.50% after You have held the Contract for seven years.

(8)

You may not have the Guaranteed Minimum Income Benefit and the Lifetime Redemption Benefit in effect at the same time. The charge for the Guaranteed Minimum Income Benefit is a percentage of your guaranteed minimum income base, as defined later in this Prospectus, and is deducted at the end of each Contract Year by withdrawing amounts on a pro-rata basis from your Fixed Interest Account Balance and Separate Account Balance (net of any loans). (We take amounts from the Separate Account by canceling, if available, Accumulation Units from your Separate Account Balance.) You do not pay this charge once You are in the pay-out phase of your Contract. Different charges for the Guaranteed Minimum Income Benefit were in effect prior to May 4, 2009.

(9)

The charge for the Lifetime Redemption Guarantee Benefit is a percentage of your Total Guaranteed Withdrawal Amount, as defined later in this Prospectus, and is deducted at the end of each Contract Year by withdrawing amounts on a pro-rata basis from your Fixed Interest Account Balance and Separate Account Balance. (We take amounts from the Separate Account by canceling Accumulation Units from your Separate Account Balance.) You do not pay this charge once You are in the pay-out phase of your Contract or after your rider terminates. If an Automatic Annual Step-Up occurs under a Lifetime Redemption Guarantee Benefit, we may increase the Lifetime Redemption Guarantee Benefit charge to the current charge, but no more than a maximum of 0.95%. Different charges for the optional Lifetime Redemption Guarantee Benefit were in effect prior to May 4, 2009. If, at the time the Contract was issued, the current charge for the benefit was equal to the maximum charge, then the charge for the benefit will not increase upon an Automatic Annual Step-Up. (See Lifetime Redemption Guarantee Benefit for more information.)

(10)

The fee may be waived for certain groups.

 

The next item shows the minimum and maximum total operating expenses charged by the Portfolios that you may pay periodically during the time that you own the Contract. These amounts also include applicable Platform Charges if you choose to invest in certain Portfolios.(1) A complete list of Portfolios available under the Contract, including their annual expenses, may be found in “Appendix A-Portfolio Companies Available Under the Contract” at the back of this Prospectus.

Annual Portfolio Company Expenses Minimum Maximum
(expenses that are deducted from Portfolio Company assets, including management fees, distribution and/or service (12b-1) fees, and other expenses) 0.53% 1.23%
(1) Investments in the XYZ Funds Division are subject to a platform charge of 0.25%. We reserve the right to impose an additional platform charge on Divisions that we add to the Contract in the future. The additional amount will not exceed the annual rate of 0.25% of the average Account Balance in any such Divisions.

 Examples

These Examples are intended to help You compare the cost of investing in the Contract with the cost of investing in other variable annuity contracts. These costs include Transaction Expenses, Annual Contract Expenses and Annual Portfolio Operating Expenses.

The Examples assume that you invest $100,000 in the Contract for the time periods indicated. The Examples also assumes that your investment has a 5% return each year. Examples 1 through 5 assume the most expensive combination of Annual Portfolio Company Expenses and optional benefits available for an additional charge. Examples 6 through 10 assume You purchased the Contract with no optional benefits that resulted in the least expensive combination of charges.

Example 1. This example shows the dollar amount of expenses that You would bear on a $100,000 investment in B Class for the time periods indicated. Your actual costs may be higher or lower.

Assumptions:

You bear the Minimum or Maximum Total Annual Portfolio Operating Expenses (without reimbursement and/or waiver of expenses);
You select the B Class;
the underlying Portfolio earns a 5% annual return;
You select the Annual Step-Up Death Benefit; and
You select the Lifetime Redemption Guarantee Benefit.

 

Based on these assumptions, your charges would be:

  1 Year 3 Years 5 Years 10 Years
If you surrender your Contract at the end of the applicable time period        
Maximum 12,460 18,681 25,265 41,188
Minimum $11,760 $16,586 $21,787 $34,342

  1 Year 3 Years 5 Years 10 Years
If you annuitize your Contract at the end of the applicable time period        
Maximum 3,460 10,581 18,065 38,488
Minimum $2,760 $ 8,486 $14,587 $31,642

  1 Year 3 Years 5 Years 10 Years
If you do not surrender your Contract at the end of the applicable time period        
Maximum 3,460 10,581 18,065 38,488
Minimum $2,760 8,486 $14,587 $31,642

Example 2. This example shows the dollar amount of expenses that You would bear on a $100,000 investment in C Class for the time periods indicated. Your actual costs may be higher or lower.

Assumptions:

You bear the Minimum or Maximum Total Annual Portfolio Operating Expenses (without reimbursement and/or waiver of expenses);
You select the C Class;
the underlying Portfolio earns a 5% annual return;
You select the Annual Step-Up Death Benefit; and
You select the Lifetime Redemption Guarantee Benefit.

Based on these assumptions, your charges would be:

  1 Year 3 Years 5 Years 10 Years
If you do not surrender your Contract at the end of the applicable time period:        
Maximum 3,760 $11,470 $19,525 41,281
Minimum $3,060 9,388 $16,090 $34,634
  1 Year 3 Years 5 Years 10 Years
If you surrender your Contract at the end of the applicable time period:        
Maximum 3,760 $11,470 $19,525 41,281
Minimum $3,060 9,388 $16,090 $34,634
  1 Year 3 Years 5 Years 10 Years
If you annuitize your Contract at the end of the applicable time period:        
Maximum 3,760 $11,470 $19,525 41,281
Minimum $3,060 9,388 $16,090 $34,634

Example 3. This example shows the dollar amount of expenses that You would bear on a $100,000 investment in L Class for the time periods indicated. Your actual costs may be higher or lower.

Assumptions:

You bear the Minimum or Maximum Total Annual Portfolio Operating (without reimbursement and/or waiver of expenses);
You select the L Class;
the underlying Portfolio earns a 5% annual return;
You select the Annual Step-Up Death Benefit; and
You select the Lifetime Redemption Guarantee Benefit.

Based on these assumptions, your charges would be:

  1 Year 3 Years 5 Years 10 Years
If you surrender your Contract at the end of the applicable time period        
Maximum 12,610 17,326 23,297 39,895
Minimum $11,910 $15,238 $19,841 $33,149
  1 Year 3 Years 5 Years 10 Years
If you annuitize at the end of the applicable time period        
Maximum 3,610 11,026 18,797 39,895
Minimum $2,910 8,938 $15,341 $33,149
  1 Year 3 Years 5 Years 10 Years
If you do not surrender your Contract at the end of the applicable time period        
Maximum 3,610 11,026 18,797 39,895
Minimum $2,910 8,938 $15,341 $33,149

 

Example 4. This Example shows the dollar amount of expenses that You would bear on a $100,000 investment in E Class for the time periods indicated. Your actual costs may be higher or lower.

Assumptions:

You bear the Minimum or Maximum Total Annual Portfolio Operating Expenses (without reimbursement and/or after waiver of expenses);
You select the E Class;
The underlying Portfolio earns a 5% annual return;
You select the Annual Step-Up Death Benefit; and
You select the Lifetime Redemption Guarantee Benefit.

 

Based on these assumptions, your charges would be:

  1 Year 3 Years 5 Years 10 Years
If you surrender your Contract at the end of the applicable time period        
Maximum 2,810 8,637 14,839 32,147
Minimum $2,110 $6,514 $11,266 $24,851
  1 Year 3 Years 5 Years 10 Years
If you annuitize at the end of the applicable time period        
Maximum 2,810 8,637 14,839 32,147
Minimum $2,110 $6,514 $11,266 $24,851
  1 Year 3 Years 5 Years 10 Years
If you do not surrender your Contract at the end of the applicable time period        
Maximum 2,810 8,637 14,839 32,147
Minimum $2,110 $6,514 $11,266 $24,851

Example 5. This Example shows the dollar amount of expenses that You would bear on a $100,000 investment in E Bonus Class for the time periods indicated. Your actual costs may be higher or lower.

Assumptions:

You bear the Minimum or Maximum Total Annual Portfolio Operating Expenses (without reimbursement and/or waiver of expenses);
You select the E Bonus Class;
The underlying Portfolio earns a 5% annual return;
You select the Annual Step-Up Death Benefit; and
You select the Lifetime Redemption Guarantee Benefit.

Based on these assumptions, your charges would be:

  1 Year 3 Years 5 Years 10 Years
If you surrender your Contract at the end of the applicable time period        
Maximum 6,260 12,685 19,781 35,069
Minimum $5,560 $10,582 $16,274 $27,987
  1 Year 3 Years 5 Years 10 Years
If you annuitize your Contract at the end of the applicable time period        
Maximum 3,260 9,985 17,081 35,069
Minimum $2,560 $7,882 $13,574 $27,987
  1 Year 3 Years 5 Years 10 Years
If you do not surrender your Contract at the end of the applicable time period        
Maximum 3,260 9,985 17,081 35,069
Minimum $2,560 $7,882 $13,574 $27,987
PRINCIPAL RISKS

Investing in the Contracts involves risks. The following are the principal risks of an investment in the Contract. You should carefully consider the below risks in addition to the other information contained in this Prospectus.

Risk of Loss. An investment in the Contract is not a bank deposit and is not guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency. The Contract is subject to market risk (the risk that your investments may decline in value or underperform your expectations). As a result, You can lose money by investing in the Contract, including loss of principal.

Not a Short-Term Investment. This Contract is not a short-term investment and is not appropriate for an investor who needs ready access to cash. If you withdraw early, you may have to pay a Withdrawal Charge and/or income taxes, including a tax penalty if you are younger than age 59 12. Withdrawal Charges may apply for up to 12 years following each purchase payment. Withdrawal Charges will reduce the value of your Contract if you withdraw money during that time. The benefits of tax deferral and living benefit protections also mean that the Contract is more beneficial to investors with a long time horizon.

Risk of Underlying Portfolios. An investment in the Contract is subject to the risk of poor investment performance and can vary depending on the performance of the investment options available under the Contract (e.g., Portfolio Companies). Each investment option (including the Fixed Account investment option) will have its own unique risks. We do not provide any investment advice and do not recommend or endorse any particular Portfolio. You bear the risk of any decline in the Account Balance of your Contract resulting from the performance of the Portfolio You have chosen. You should review these investment options before making an investment decision. Information regarding the Portfolios available under your Contract is available in Appendix A to this Prospectus.

Risks Associated with the Company. An investment in the Contract is subject to the risks related to the Company. Any obligations (including under the Fixed Account), guarantees, or benefits are subject to the claims-paying ability of the Company, and our long term ability to make such payments, and are not guaranteed by any other party. XYZ Insurance is regulated as an insurance company under state law, which generally includes limits on the amount and type of investments in its general account. However, there is no guarantee that we will be able to meet our claims paying obligations; there are risks to purchasing any insurance product.

Conflicts of Interest. Your investment professional may receive compensation for selling this Contract to You, both in the form of commissions and because XYZ Insurance may share the revenue it earns on this Contract with the professional’s firm. This conflict of interest may influence your investment professional to recommend this Contract over another investment. In addition, some investment professionals may have a financial incentive to offer you a new contract in place of the one you own. You should only exchange your Contract if you determine, after comparing the features, fees, and risks of both contracts, that it is better for you to purchase the new contract rather than continue to own your existing Contract.

Suitability. An investment in the Contract may not be suitable for all investors. For example, there is no additional tax benefit if You purchase the Contract through a tax-qualified plan or individual retirement account (IRA). Therefore, there should be reasons other than tax deferral for acquiring the Contract. You should consult with a tax or investment professional to determine the tax and other implications of an investment in and purchase payments received under the Contract.

Taxation Risk. Although the provisions of the Code relevant to the Contract are generally described under “Federal Tax Considerations,” an investor should consult its own tax advisor concerning the effects of federal, state, local and foreign tax law on the Contract. No assurance can be given that, even if the tax provisions currently applicable to the Contract are favorable, the law or regulations or interpretations thereunder will not change and the Contract may be disadvantaged.

Cybersecurity. Cybersecurity breaches can be intentional or unintentional events, and can occur through unauthorized access to computer systems, networks or devices; infection from computer viruses or other malicious software code; or attacks that shut down, disable, slow or otherwise disrupt operations, business processes or website access or functionality. Cybersecurity breaches can interfere with our processing of contract transactions, including the processing of transfer orders from our website or with the Portfolios; impact our ability to calculate Accumulation Unit Values; cause the release and possible destruction of confidential Contract Owner or business information; or impede order processing or cause other operational issues. Although we continually make efforts to identify and reduce our exposure to cybersecurity risk, there is no guarantee that we will be able to successfully manage this risk at all times.

Bonus Class Risk. Expenses of a class that includes a bonus feature may be higher than expenses of a class of the Deferred Annuity without the bonus, and the additional amount of the bonus may be more than offset by the additional fees and charges associated with the bonus Class, including Withdrawal Charges. Any bonus associated with the class will be retrieved upon exercise of a “free look” cancellation.

COVID-19 Risk. The pandemic spread of the novel coronavirus COVID-19 is causing illnesses and deaths. This pandemic, other pandemics, and their related major public health issues are having a major impact on the global economy and financial markets. Governmental and non-governmental organizations may not effectively combat the spread and severity of such a pandemic, increasing its harm to the Company. Any of these events could have a material adverse effect on the Company’s operations, business, financial results, or financial condition.

BENEFITS AVAILABLE UNDER THE CONTRACT

The following table summarizes information about the benefits available under the Contract:

Name of Benefit Purpose Is Benefit
Standard or
Optional?
Maximum Fee Brief Description of
Restrictions/Limitations
Standard Death Benefit Guarantees that the death benefit will not be less than the greatest of (1) your Account Balance less any outstanding loans; or (2) total purchase payment reduced proportionately by the percentage reduction in Account Balance attributable to each partial withdrawal less any outstanding loans (including any applicable withdrawal charge). Standard None
  • Withdrawals could significantly reduce the benefit.
Annual Step-Up Death Benefit Guarantees that the death benefit will not be less than the greater of (1) your Account Balance; or (2) your Highest Anniversary Value as of each Contract Anniversary. Optional 0.10% as a percentage of your average Account Balance
  • Withdrawals could significantly reduce the benefit.
  • You may not purchase this benefit if You are 80 years of age or older.
  • Available only at issue
Guaranteed Minimum Income Benefit Designed to guarantee a predictable, minimum level of fixed income payments, regardless of investment performance of your Account Balance during the pay-out phase. Optional 1.50% of your Guaranteed Minimum Income Base
  • You may not have this optional benefit and another living benefit (Lifetime Redemption Guarantee) in effect at the same time.
  • Age restrictions apply.
  • May only be exercised after a 10-year waiting period.
  • Availability subject to state laws
  • Cannot be terminated
  • Withdrawals could significantly reduce the benefit.
Lifetime Redemption Guarantee Benefit Guaranteed Payments for Life. So long as You make your first withdrawal on or after the date You reach age 59.5, the LWG guarantees that we will make payments to You over your lifetime, even if your Remaining Guaranteed Withdrawal Amount and/or Account Balance decline to zero. Optional 0.95% of your Total Guaranteed Withdrawal Amount
  • Benefit limits available investment options. (See “LWG - Investment Allocation Restrictions” below)
  • Age restrictions apply.
  • You may not have this optional benefit and another optional living benefit (Guaranteed Minimum Income Benefit) in effect at the same time.
  • In the first 15 contract years you may only cancel this benefit every 5 Contract Years. Thereafter you may cancel annually within 30 days following the eligible Contract Anniversary
Waiver of Withdrawal Charge for Nursing Home or Hospital Confinement Allows you to withdraw money without a Withdrawal Charge in the event of nursing home or hospital confinement, subject to certain conditions Standard No charge
  • Only available after the first Contract Year.
  • Age restrictions, ownership requirements and doctor certification requirements apply.
  • Must be approved in your state
  • You must meet certain length of confinement requirements.

Death Benefit -- Generally

One of the insurance guarantees we provide You under your Deferred Annuity is that your Beneficiaries will be protected during the “pay-in” phase against market downturns. You name your Beneficiary(ies).

If You intend to purchase the Deferred Annuity for use with a SEP or SIMPLE IRA, please refer to the discussion concerning IRAs in the Tax Section of this Prospectus.

The standard death benefit is described below. An additional optional death benefit is described in the “Optional Benefits” section. Check your Contract and riders for the specific provisions applicable to You. The optional death benefit may not be available in your state (check with your registered representative regarding availability). There is no death benefit after the pay-out phase begins, however, depending on the pay-out option you elect, any remaining guarantee will be paid to your Beneficiary.

The death benefit is determined as of the end of the business day on which we receive both due proof of death and an election for the payment method.

If we are presented with notification of your death before any requested transaction is completed (including transactions under automated investment strategies, the minimum distribution program and the Systematic Withdrawal Program), we will cancel the request. As described above, the death benefit will be determined when we receive due proof of death and an election for the payment method.

Until the Beneficiary (or each Beneficiary if there are multiple Beneficiaries) submits the necessary documentation in Good Order, the Account Balance attributable to his/her portion of the death benefit remains in the Divisions and is subject to investment risk.

Where there are multiple Beneficiaries, the death benefit will only be determined as of the time the first Beneficiary submits the necessary documentation in Good Order. If the death benefit payable is an amount that exceeds the Account Balance on the day it is determined, we will apply to the Contract an amount equal to the difference between the death benefit payable and the Account Balance, in accordance with the current allocation of the Account Balance. This death benefit amount remains in the Divisions and/or Fixed Interest Account until each of the other Beneficiaries submits the necessary documentation in Good Order to claim his/her death benefit. Any death benefit amounts held in the Divisions on behalf of the remaining Beneficiaries are subject to investment risk. There is no additional death benefit guarantee.

Your Beneficiary has the option to apply the death benefit less any applicable premium and other taxes to a pay-out option offered under your Deferred Annuity. Your Beneficiary may, however, decide to take payment in one sum, including either by check, by placing the amount in an account that earns interest, or by any other method of payment that provides the Beneficiary with immediate and full access to the proceeds or under other settlement options that we may make available.

Total Control Account

The Beneficiary may elect to have the Contract’s death proceeds paid through a settlement option called the Total Control Account, subject to our current established administrative procedures and requirements. The Total Control Account is an interest-bearing account through which the Beneficiary has immediate and full access to the proceeds, with unlimited draft writing privileges. We credit interest to the account at a rate that will not be less than a guaranteed minimum annual effective rate.

Assets backing the Total Control Accounts are maintained in our General Account and are subject to the claims of our creditors. We will bear the investment experience of such assets; however, regardless of the investment experience of such assets, the interest credited to the Total Control Account will never fall below the applicable guaranteed minimum annual effective rate. Because we bear the investment experience of the assets backing the Total Control Account, we may receive a profit from these assets. The Total Control Account is not insured by the FDIC or any other governmental agency.

Standard Death Benefit

If You die during the pay-in phase and You have not chosen the optional death benefit, the death benefit the Beneficiary receives will be equal to the greater of:

1. Your Account Balance, less any outstanding loans; or
2. Total purchase payments reduced proportionately by the percentage reduction in Account Balance attributable to each partial withdrawal, less any outstanding loans (including any applicable Withdrawal Charge).

Example

    Date Amount
A Initial Purchase Payment 10/1/2019 $100,000
    Date Amount
B Account Balance 10/1/2020
(First Contract Anniversary)
$104,000
C Death Benefit As of 10/1/2020 $104,000
(= greater of A and B)
D Account Balance 10/1/2021
(Second Contract Anniversary)
$90,000
E Death Benefit 10/1/2021 $100,000
(= greater of A and D)
F Withdrawal 10/2/2021 $9,000
G Percentage Reduction in Account Balance 10/2/2021 10%
(=F/D)
H Account Balance after
Withdrawal
10/2/2021 $81,000
(= D – F )
I Purchase Payments
reduced for
Withdrawal
As of 10/2/2021 $90,000
[= A-(A x G)]
J Death Benefit 10/2/2021 $90,000
(= greater of H and I)

Notes to Example:

Any Withdrawal Charge withdrawn from the Account Balance is included when determining the percentage of Account Balance withdrawn.

Account Balances on 10/1/21 and 10/2/21 are assumed to be equal prior to the withdrawal.

There are no loans.

 

APPENDIX A — INVESTMENT OPTIONS AVAILABLE UNDER THE DEFERRED ANNUITY

 The following is a list of Portfolios available under the Contract. More information about the Portfolios is available in the prospectuses for the Portfolios, which may be amended from time to time and can be found online at example.net/files. You can also request this information at no cost by calling 800-638-7732, by sending an email request to help@example.net, or through your registered representative. Depending on the optional benefits you choose, you may not be able to invest in certain Portfolio Companies.

The current expenses and performance information below reflects fees and expenses of the Portfolios, but do not reflect the other fees and expenses that your Deferred Annuity may charge, such as Platform Charges. Expenses would be higher and performance would be lower if these other charges were included. Each Portfolio Company's past performance is not necessarily an indication of future performance.

INVESTMENT

OBJECTIVE

PORTFOLIO AND

ADVISER/SUBADVISER

CURRENT

EXPENSES

PLATFORM

CHARGE

CURRENT

EXPENSES

+

PLATFORM

CHARGE

AVERAGE ANNUAL

TOTAL RETURNS

(as of 12/31/2020)

1

YEAR

5

YEAR

10

YEAR

Seeks long-term growth of capital.

XYZ Funds Global Small Capitalization Fund - Class 2

XYZ Capital Research and Management Company

0.99% 0.25% 1.24% 29.72% 14.43% 9.43%
Seeks growth of capital.

XYZ Funds Growth Fund - Class 2

XYZ Capital Research and Management Company

0.61% 0.25% 0.86% 52.10% 22.75% 16.85%
Seeks long-term growth of capital and income.

XYZ Funds Growth and Income Fund - Class 2

XYZ Capital Research and Management Company

0.55% 0.25% 0.80% 13.54% 13.93% 12.74%
Seeks as high a level of current income as is consistent with the preservation of capital.

XYZ Funds Bond Fund - Class 2*

XYZ Capital Research and Management Company

0.46% 0.25% 0.71% 9.73% 4.92% 3.92%
Seeks a balance between a high level of current income and growth of capital, with a greater emphasis on growth of capital.

XYZ Funds Balanced Allocation Portfolio - Class C

XYZ Investment Advisers, LLC

1.02% 1.02% 15.57% 10.74% 8.73%
Seeks growth of capital.

XYZ Asset Allocation Portfolio - Class B

XYZ Investment Advisers, LLC

0.94% 0.94% 16.59% 11.30% 9.32%
Seeks long-term capital appreciation.

XYZ Small Cap Value Portfolio - Class B*

XYZ Investment Advisers, LLC

Subadvisers: XYZ Investments Fund Advisers; XYZ Capital Management Incorporated

1.11% 1.11% -0.57% 9.74% 8.09%
Seeks to track the performance of the MSCI EAFE® Index.

XYZ MSCI EAFE® Index Portfolio - Class B

XYZ Investment Advisers, LLC

Subadviser: XYZ Equity Advisors, LLC

0.64% 0.64% 7.58% 7.17% 5.07%
Seeks to track the performance of the Russell 2000® Index.

XYZ Russell 2000® Index Portfolio - Class B

XYZ Investment Advisers, LLC

Subadviser: XYZ Equity Advisors, LLC

0.58% 0.58% 19.35% 12.94% 10.94%
Seeks to track the performance of the Standard & Poor's 500® Composite Stock Price Index.

XYZ Stock Index Portfolio - Class B*

XYZ Investment Advisers, LLC

Subadviser: XYZ Equity Advisors, LLC

0.52% 0.52% 17.83% 14.65% 13.32%
* The Portfolio is subject to an expense reimbursement or fee waiver arrangement. The annual expenses shown reflect temporary fee reductions.

Investment Allocation Restrictions For Certain Optional Benefits

If You elect the Lifetime Redemption Guarantee, You are limited to allocating your purchase payments and Account Balance among the following funding options:

  • XYZ Asset Allocation Portfolio

If You elect the Guaranteed Minimum Income benefit You are limited to allocating your purchase payments and Account Balance among the following funding options and the Fixed Account:

  • XYZ Stock Index
  • XYZ MSCI EAFE(R) Index
  • XYZ Russell 2000(R) Index