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.

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:

Positive Index Change. 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.”

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.

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.

There is an implicit ongoing fee on Index-Linked Options to the extent that your participation in Index gains is limited by the Insurance Company through the use of a cap, participation rate, or some other rate or measure, which means that your returns may be lower than the Index’s returns. In return for accepting this limit on Index gains, you will receive some protection from Index losses; and this implicit ongoing fee is not reflected in the tables below.

^[1]  If before the Term End Date you take a full or partial withdrawal (including any financial adviser fees that you choose to have us pay from this Contract), execute a Performance Lock, annuitize the Contract, we pay a death benefit, or when we deduct Contract fees and expenses, we calculate the Index Option Value by applying the Daily Adjustment.

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

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 2.00%), and no Credit Advantage Fee. Please note the Index for that Index Account Option remains subject to our right of substitution. See INDEX SUBSTITUTION RISK below.

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 59½), and your Policy will terminate.

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.

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 or Participation 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 or Participation 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.

GROWTH OPPORTUNITY TYPE RISK

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

We may declare new Cap Rates and Participation 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.

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.

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.

INDEX PERFORMANCE RISK

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

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.

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.

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.

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.    

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.

INDEX-LINKED INTEREST STRATEGIES

Each Index-Linked Interest Strategy credits an amount of Index-Linked Interest at the end of each Crediting Period determined by the performance of a particular Index or Indices and the applicable Crediting Method. Each Crediting Method measures the net performance of the applicable Index between the beginning and end of a Crediting Period (i.e., “Point to Point”) or each Contract Year during the Crediting Period (i.e., “Annual Lock”) subject to either the Cap Rate or Performance Trigger Rate, and either the Floor or the Buffer. Cap Rates, Performance Trigger Rates, Floors and Buffers apply to an entire Crediting Period for Point to Point Index-Linked Interest Strategies and apply to each Contract Year in a Crediting Period for Annual Lock Index-Linked Interest Strategies.

There are currently 30 Index-Linked Interest Strategies available under the Contract. The table below lists the Index, Crediting Method and Crediting Period for each of the 30 Index-Linked Interest Strategies.

Additional information about the operation of the Index-Linked Interest Strategies is provided under “Additional Information about the Index-Linked Interest Strategies” immediately below.

ADDITIONAL INFORMATION ABOUT THE INDEX-LINKED INTEREST STRATEGIES

INDEXES

Currently, each Index-Linked Interest Strategy credits interest based on the performance of one of the following Indexes, each covering different asset classes.

S&P 500^® Index (SPX). Widely regarded as the best gauge of the U.S. stock market, this world-renowned index tracks the performance of 500 large companies in leading industries of the U.S. economy.

Generic Mid-Cap^® Index (GMCX). The Generic Mid-Cap^® Index measures the performance of the mid-cap segment of the U.S. equity universe.

Generic Large-Cap Index^® (GLCX). The Generic Large Cap Index includes 100 of the largest domestic and international non-financial companies listed on the Stock Market based on market capitalization. The Index reflects companies across major industry groups including computer hardware and software, telecommunications, retail/wholesale trade and biotechnology.

Generic International Index (GIIX). Generic International Index is an equity index that captures large and mid-cap representation across 21 developed markets around the world, including Europe, Australasia and the Far East, excluding the United States and Canada. The Index covers approximately 85% of the free float-adjusted market capitalization in each of the 21 countries.

We reserve the right to add, remove or replace any Index-Linked Interest Strategy, Index, or Crediting Method in the future, subject to any necessary regulatory approvals. If we replace an Index, this will not cause a change in the Cap Rate, Performance Trigger Rate, Floor or Buffer for the current Crediting Period. Adding or removing an Index does not cause a change in the Floor or Buffer because those elements do not change for the life of your Contract. Any Index-Linked Interest Strategies based on the performance of a newly added Index will have a new Cap Rate or Performance Trigger Rate. Changes to the Cap Rates or Performance Trigger Rates, if any, occur at the start of the next Crediting Period. If we add or remove an Index (as opposed to replacing an Index with another Index), the changes will not be effective for your Contract until the start of the next Crediting Period.

We may replace an Index if it is discontinued, or the Index is no longer available to us or if the Index’s calculation changes substantially. Additionally, we may replace an Index if hedging instruments become difficult to acquire or the cost of hedging becomes excessive. We may do so at the end of a Crediting Period or during a Crediting Period. We will notify you in writing at least 30 days before we replace an Index.

If we replace an Index, we will attempt to select a new Index that is similar to the old Index. In making this evaluation, we will look at factors such as asset class, Index composition, strategy or methodology inherent to the Index and Index liquidity. If we replace an Index during a Crediting Period, we will calculate the Index Change using the old Index up until the replacement date. After the replacement date, we will calculate the Index Change using the new Index, but with a modified start of Crediting Period value for the new Index. The modified start of Crediting Period value for the new Index will reflect the Index Change for the old Index from the start of the Crediting Period to the replacement date.

In some cases an index may be substituted without a replacement.

Additional Index information, including disclaimers, may be found in Appendix C. The investment risks associated with the Indexes are discussed under the section titled “Index Risk.”

An investment in the Contract is not an investment in the companies that comprise the Indexes. You should understand that you will have no voting rights, no rights to receive cash dividends or other distributions, and no other rights with respect to the companies that comprise the Indexes.

Index-linked and variable annuity contracts are complex insurance and investment vehicles. You may lose money, including your principal investment and previously credited earnings. Contract fees and expenses could cause your losses to be greater than the downside protection of the Index-Linked Strategy Option. Your losses may be significant.

You may lose money due to contract adjustments if amounts are withdrawn.

CREDITING METHODS

To determine the Index-Linked Interest credited to an Index-Linked Interest Strategy at the end of a Crediting Period, we calculate the Adjusted Index Change for that Index-Linked Interest Strategy. We calculate the Adjusted Index Change by applying the applicable Crediting Method. The Contract provides for four Crediting Methods: (1) Point to Point Cap Rate with Buffer; (2) Point to Point Cap Rate with Floor; (3) Point to Point Performance Trigger Rate with Buffer; and (4) Annual Lock Cap Rate with Buffer.

Each Crediting Method includes the following elements:

Each of these elements and each of the Crediting Methods is explained below, along with examples of how the Adjusted Index Change is determined for each Crediting Method in the case of both positive and negative Index Changes.

Crediting Period. The Crediting Period for an Index-Linked Interest Strategy is either one, three or six years. Crediting Periods begin on your Contract’s Anniversary Date.

Index Change. To calculate the Adjusted Index Change, we first calculate the Index Change. The Index Change for a Point to Point Index-Linked Interest Strategy is the net change percentage in the Index Value from the start of a Crediting Period to the end of the Crediting Period, before any applicable adjustment for either the Cap Rate or Performance Trigger Rate and either the Floor or Buffer. The Index Change for an Annual Lock Index-Linked Interest Strategy is determined from the start of each Contract Year to the end of each Contract Year in a Crediting Period, before any applicable adjustment for the Cap Rate and the Buffer.

Example: Assume that you allocate Account Value to a Point to Point Index-Linked Interest Strategy using the S&P 500^® Index and between the beginning and end of the Crediting Period, the value of the securities comprising the S&P 500^® increases by 5%. The Index Change for that Index-Linked Interest Strategy would be 5%. If instead the S&P 500^® decreased by 5%, the Index Change for the Index-Linked Interest Strategy would be -5%.

After the Index Change is calculated, we next calculate the Adjusted Index Change. The Adjusted Index Change reflects any applicable adjustments for either the Cap Rate or the Performance Trigger Rate and either the Floor or the Buffer. Index-Linked Interest will be credited to the Strategy Base Value at a rate equal to the Adjusted Index Change.

Floor. If the Crediting Method for an Index-Linked Interest Strategy includes a Floor, the Floor is the maximum negative Adjusted Index Change for that Index-Linked Interest Strategy for a given Crediting Period. The Floor represents the most negative Index-Linked Interest that you can be credited under an Index-Linked Interest Strategy for a Crediting Period.

For those Crediting Methods with a Floor, the Floor is always set at a loss of 10%. This may also be expressed as a floor equal to negative 10% (-10%).

Example 1: Assume that you allocate Account Value to an Index-Linked Interest Strategy with a Crediting Method that includes a Floor and, at the end of the Crediting Period, the Index Change is -6%. In this case, to calculate the Adjusted Index Change, we would compare the Floor of -10% to the Index Change of -5%. Because the Floor (-10%) is less (more negative) than the Index Change (-5%), the Adjusted Index Change would be -5%. As a result, we would credit Index-Linked Interest to your Strategy Base Value at the Adjusted Index Change of -5%. In this example, the Floor did not provide any downside protection.

Example 2: Assume that you allocate Account Value to an Index-Linked Interest Strategy with a Crediting Method that includes a Floor and, at the end of the Crediting Period, the Index Change is -15%. In this case, to calculate the Adjusted Index Change, we would compare the Floor of -10% to the Index Change of -15%. Because the Floor (-10%) is higher (less negative) than the Index Change (-15%), the Adjusted Index Change would be -10%. As a result, we would credit Index-Linked Interest to your Strategy Base Value at the Adjusted Index Change of -10%. In this example, the Floor provided downside protection by limiting your loss.

The Floor provides only limited protection against downside risk up to the current limit of -10%. You should understand that the Floor does not provide absolute protection against negative Index-Linked Interest and the Insurance Company does not guarantee that your Contract will always offer a Floor for a particular Index-Linked Interest Strategy. You may lose money.

Every Index-Linked Interest Strategy has its own Strategy Account Value. Any portion of your Account Value that is not allocated to an Index-Linked Interest Strategy with a Crediting Method that includes a Floor will not benefit from the downside protection provided by the Floor.

Buffer. If the Crediting Method for an Index-Linked Interest Strategy includes a Buffer, the Buffer represents the amount of negative Index Change that may occur before you are credited with a negative Index-Linked Interest for a Point to Point Index-Linked Interest Strategy, or a negative Adjusted Index Change applies for a Contract Year in a Crediting Period for an Annual Lock Index-Linked Interest Strategy. Each Index-Linked Interest Strategy will specify the Buffer for that strategy. Depending on which Index-Linked Interest Strategy you select, the Buffer will provide protection from a negative Index Change of up to 10% or up to 20%.

Example 1: Assume that you allocate Account Value to a Point to Point Index-Linked Interest Strategy with a Crediting Method that includes a Buffer of 10% and, at the end of the Crediting Period, the Index Change is -8%. In this case, to calculate the Adjusted Index Change, we would compare the Buffer of 10% to the Index Change of -8%. Because the negative Index Change (-8%) does not exceed the Buffer of 10%, the Adjusted Index Change would be 0%. As a result, we would not credit any Index-Linked Interest to your Strategy Base Value because the Adjusted Index Change equaled 0%. In this example, the Buffer provided complete downside protection by preventing you from being credited with negative Index-Linked Interest.

Example 2: Assume that you allocate Account Value to an Index-Linked Interest Strategy with a Crediting Method that includes a Buffer of 10% and, at the end of the Crediting Period, the Index Change is -15%. In this case, to calculate the Adjusted Index Change, we would compare the Buffer of 10% to the Index Change of -15%. Because the negative Index Change (-15%) exceeds the Buffer of 10%, the Adjusted Index Change would be -5% (i.e., -15% reduced by the Buffer of 10%). As a result, we would credit Index-Linked Interest to your Strategy Base Value based on an Adjusted Index Change of -5%. In this example, the Buffer provided downside protection because it did limit your loss from -15% to -5%, but it did not provide complete downside protection.

See “ANNUAL LOCK INDEX-LINKED INTEREST STRATEGIES” for examples for an Annual Lock Index-Linked Interest Strategy.

The Buffer for an Index-Linked Interest Strategy will not change for the life of your Contract. It is possible that we will change the Buffers for Contracts issued in the future, and that future Contracts may have different Buffers for different Index-Linked Interest Strategies.

Cap Rate. If the Crediting Method for an Index-Linked Interest Strategy includes a Cap Rate, the Cap Rate represents the maximum positive Adjusted Index Change for a given Crediting Period for a Point to Point Index-Linked Interest Strategy or for a Contract Year during a Crediting Period for an Annual Lock Index-Linked Interest Strategy. We set the Cap Rate for each Index-Linked Interest Strategy prior to the beginning of a Crediting Period, and the Cap Rate may vary between Index-Linked Interest Strategies. A Cap Rate for a Crediting Period may be higher or lower than the Cap Rates for previous or future Crediting Period. In no event will a Cap Rate be lower than the guaranteed minimum of [2.00% during the surrender charge period or less than 1.00% thereafter]. The Cap Rates for your initial Crediting Periods will be set forth in your Contract. Prior to the beginning of each subsequent Crediting Period, we will mail to you a 30-day advance written notice indicating how you may obtain the Cap Rates for the next Crediting Period.

The limit on index gains will not change during a crediting period.

Example 1: Assume that you allocate Account Value to a Point to Point Index-Linked Interest Strategy for a Crediting Period with a Cap Rate of 6%. Also assume that at the end of the Crediting Period, the Index Change is 5%. In this case, to calculate the Adjusted Index Change, we would compare the Cap Rate of 6% to the Index Change of 5%. Because the Index Change (5%) is less than the Cap Rate (6%), the Adjusted Index Change would be 5%. As a result, we would credit Index-Linked Interest to your Strategy Base Value at the Adjusted Index Change of 5%. In this example, the Cap Rate did not limit your potential gain.

Example 2: Assume that you allocate Account Value to a Point to Point Index-Linked Interest Strategy for a Crediting Period with a Cap Rate of 6%. Also assume that at the end of the Crediting Period, the Index Change is 12%. In this case, to calculate the Adjusted Index Change, we would compare the Cap Rate of 6% to the Index Change of 12%. Because the Index Change (12%) is higher than the Cap Rate (6%), the Adjusted Index Change would be 6%. As a result, we would credit Index Linked Interest to your Strategy Base Value at the Adjusted Index Change of 6%. In this example, the Cap Rate limited your potential gain.

See “ANNUAL LOCK INDEX-LINKED INTEREST STRATEGIES” for examples for an Annual Lock Index-Linked Interest Strategy. 

The Cap Rates do not guarantee a certain amount of Index-Linked Interest. The Cap Rates benefit us because they limit the amount of positive Index-Linked Interest that we may be obligated to credit for any Crediting Period. We set the Cap Rates at our discretion. You bear the risk that we will not set the Cap Rates higher than [2.00% during the surrender charge period and 1.00% thereafter].

Performance Trigger Rate. If the Crediting Method for an Index-Linked Interest Strategy includes a Performance Trigger Rate, the Performance Trigger Rate represents the positive Adjusted Index Change for a given Crediting Period if the Index Change for the Crediting Period is zero or greater. We set the Performance Trigger Rate for each Index-Linked Interest Strategy prior to the beginning of a Crediting Period, and the Performance Trigger Rate may vary between Index-Linked Interest Strategies. A Performance Trigger Rate for a Crediting Period may be higher or lower than the Performance Trigger Rates for previous or future Crediting Periods. In no event will a Performance Trigger Rate be lower than the guaranteed minimum of [2.00% during the surrender charge period or less than 1.00% thereafter]. The Performance Trigger Rates for your initial Crediting Periods will be set forth in your Contract. Prior to the beginning of each subsequent Crediting Period, we will mail to you a 30-day advance written notice indicating how you may obtain the Performance Trigger Rates for the next Crediting Period.

Example 1: Assume that you allocate Account Value to an Index-Linked Interest Strategy for a Crediting Period with a Performance Trigger Rate of 6%. Also assume that at the end of the Crediting Period, the Index Change is 3%. Because the Index Change is zero or greater (3%), the Adjusted Index Change will equal the Performance Trigger Rate (6%). As a result, we would credit Index-Linked Interest to your Strategy Base Value at the Adjusted Index Change of 6%. In this example, the Performance Trigger Rate was greater than the Index Change.

Example 2: Assume that you allocate Account Value to an Index-Linked Interest Strategy for a Crediting Period with a Performance Trigger Rate of 6%. Also assume that at the end of the Crediting Period, the Index Change is 10%. Because the Index Change is zero or greater (10%), the Adjusted Index Change will equal the Performance Trigger Rate (6%). As a result, we would credit Index-Linked Interest to your Strategy Base Value at the Adjusted Index Change of 6%. In this example, the Performance Trigger Rate limited your potential gain.

The Performance Trigger Rates do not guarantee a certain amount of Index-Linked Interest unless the applicable Index Change is zero or greater. The Performance Trigger Rates benefit us because they limit the amount of positive Index-Linked Interest that we may be obligated to credit for any Crediting Period. The Performance Trigger Rate will not change during the Crediting Period. We set the Performance Trigger Rates at our discretion. You bear the risk that we will not set the Performance Trigger Rates higher than [2.00% during the surrender charge period and 1.00% thereafter].

Before selecting a Cap or Performance Trigger the Insurance Company will take into consideration market trends, its ability to meet insurance needs of policy holders, and other factors at its own discretion.

Before selecting an Index-Linked Interest Strategy, you should consider your time horizon and insurance needs and whether tax-deferred growth potential and protection from losses justifies the reduced upside in participation in Index Growth under the Cap.

CREDITING PERIOD

The Crediting Period for an Indexed-Linked Interest Strategy may be one, three or six years. The initial Crediting Period begins on your Contract’s Effective Date. Each subsequent Crediting Period begins at the end of the prior Crediting Period. If any beginning/ending date of a Crediting Period is not a Business Day, the beginning/ending date will be the next Business Day. In extended periods of moderate to large negative market performance, 3-year and 6-year Crediting Period may provide less protection than the 1-year Terms because, in part, the Buffer is applied over a longer period of time.

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.

All withdrawals taken, and fees and charges deducted (including fees and charges that are periodically deducted from your Policy), before the end of a Crediting Period will trigger a negative adjustment to your Index Base. A negative adjustment to your Index Base may be greater than the reduction in your Interim Value. See APPENDIX B: ADDITIONAL EXAMPLES FOR INDEX ACCOUNT OPTIONS for examples of how your Index Base could be negative adjusted as a result of a fee or withdrawal.

The Performance Rate can be positive, zero or negative and is determined as follows:

Annual Return for last 10 years: Shield Option with 10% Cap Rate and 10% Buffer

The performance below is NOT the performance of any Index-Linked Option. Your performance under the Contract will differ, perhaps significantly. The performance below may reflect a different return calculation, time period, and limit on Index gains and losses than the Index-Linked Options, and does not reflect Contract fees and charges, including surrender charges and the Contract Adjustment, which reduce performance.

The following examples illustrate how we calculate and credit interest under each Index crediting methodology assuming hypothetical Index returns and hypothetical limits on Index gains and losses. The examples assume no withdrawals.

Year 1: The Index Change for the Contract Year is 13%. Due to the 10% Cap Rate, the Adjusted Index Change locked in for that Contract Year is 10%.

Year 2: The Index Change for the Contract Year is -5%. Although the Index Change was negative, it was still within the 10% Buffer amount, so all of the negative return is absorbed by the 10% buffer and the Adjusted Index Change locked in for that Contract Year is 0%.

Year 3: The Index Change for the Contract Year is 10%. Since the Index Change was positive but did not exceed the Cap Rate, the full 10% Index Change is locked in for that Contract Year.

Year 4: The Index Change for the Contract Year is -12%. Since the negative Index Change exceeds the 10% Buffer, you are partially protected from loss up to the 10% Buffer and the Adjusted Index Change locked in for that Contract Year is the remaining 2% loss.

Example 1A—Shield Option with Cap Rate:

Owner 1 allocates her $50,000 Purchase Payment into a 1-Year Term / Shield 10 / S&P 500^® Index with a Cap Rate of 10% and lets it renew year after year for five years. The following example illustrates how her initial $50,000 Purchase Payment could perform over a five-year period given fluctuating Index Values. For renewals into the same Shield Option a new Cap Rate would be declared and go into effect on the Contract Anniversary that coincides with the beginning of the new Shield Option. In some cases, we may declare a Cap Rate for a Shield Option as “uncapped” in which case the Performance Rate that can be received is equal to the Index Performance, subject to the Shield Rate. The example assumes no withdrawals.

Footnote 1: The Index Return above is a “price return index” and not a “total return index”, which means that the return does not reflect any dividends paid on the assets composing the Index, which will reduce the Index return and cause the Index to underperform a direct investment in the securities composing the Index.

Footnote 2: The underlying Index deducts fees and expenses when calculating the Index return, which reduces your return and will cause the Index to underperform a direct investment in the securities composing the Index.

INDEXES

Currently, each Index-Linked Interest Strategy credits interest based on the performance of one of the following Indexes, each covering different asset classes.

S&P 500^® Index (SPX). Widely regarded as the best gauge of the U.S. stock market, this world-renowned index tracks the performance of 500 large companies in leading industries of the U.S. economy.

Generic Mid-Cap^® Index (GMCX). The Generic Mid-Cap^® Index measures the performance of the mid-cap segment of the U.S. equity universe.

Generic Large-Cap Index^® (GLCX). The Generic Large-Cap Index includes 100 of the largest domestic and international non-financial companies listed on the Stock Market based on market capitalization. The Index reflects companies across major industry groups including computer hardware and software, telecommunications, retail/wholesale trade and biotechnology.

Generic International Index (GIIX). Generic International Index is an equity index that captures large and mid-cap representation across 21 developed markets around the world, including Europe, Australasia and the Far East, excluding the United States and Canada. The Index covers approximately 85% of the free float-adjusted market capitalization in each of the 21 countries.

Generic^® Mid -Cap Index ETF. The Generic® Mid-Cap Index ETF (NYSE Arca: GMCIX) (SEC file number 333-12345) seeks to track the investment results of the Generic® Mid-Cap Index, an index composed of mid-cap U.S. equities.

We reserve the right to add, remove or replace any Index-Linked Interest Strategy, Index, or Crediting Method in the future, subject to any necessary regulatory approvals. If we replace an Index, this will not cause a change in the Cap Rate, Performance Trigger Rate, Floor or Buffer for the current Crediting Period. Adding or removing an Index does not cause a change in the Floor or Buffer because those elements do not change for the life of your Contract. Any Index-Linked Interest Strategies based on the performance of a newly added Index will have a new Cap Rate or Performance Trigger Rate. Changes to the Cap Rates or Performance Trigger Rates, if any, occur at the start of the next Crediting Period. If we add or remove an Index (as opposed to replacing an Index with another Index), the changes will not be effective for your Contract until the start of the next Crediting Period.

We may replace an Index if it is discontinued or the Index is no longer available to us or if the Index’s calculation changes substantially. Additionally, we may replace an Index if hedging instruments become difficult to acquire or the cost of hedging becomes excessive. We may do so at the end of a Crediting Period or during a Crediting Period.

If we replace an Index, we will attempt to select a new Index that is similar to the old Index. In making this evaluation, we will look at factors such as asset class, Index composition, strategy, or methodology inherent to the Index and Index liquidity.

If we replace an Index during a Crediting Period, we will calculate the Index Change using the old Index up until the replacement date. After the replacement date, we will calculate the Index Change using the new Index, but with a modified start of Crediting Period value for the new Index. The modified start of Crediting Period value for the new Index will reflect the Index Change for the old Index from the start of the Crediting Period to the replacement date.

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. By using closing share price instead of the total return, your Index may perform worse than a direct investment in the underlying ETF itself.

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.

Additional Index information, including disclaimers, may be found in Appendix C. The investment risks associated with the Indexes are discussed under the section titled “Index Risk.”

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.

FIXED INTEREST STRATEGY

The effective annual interest rate for any Crediting Period will never be lower than the guaranteed minimum interest rate of [1%]. This rate is guaranteed to be a rate not less than the minimum interest rate allowed by state law. The effective annual interest rate represents the rate of daily compounded interest over a 12-month period. You bear the risk that we will never declare an interest rate for the Fixed Interest Strategy higher than the guaranteed minimum interest rate.

Payments from the Fixed Interest Strategy are also subject to minimum amounts required by state law. These minimum amounts only apply upon annuitization from the Fixed Interest Strategy, payment of a death benefit upon death of the Owner, or a full withdrawal from the Fixed Interest Strategy. We guarantee that if one of these events occurs, then the proceeds from the Fixed Interest Strategy (the amount applied to annuity payments or paid for a full withdrawal or death benefit) will be at least equal to the minimums required by state law. If necessary to meet this minimum, charges will be waived.

The Contract provides that you must allocate your Premium payment among the available investment options on the Effective Date for the initial Crediting Period.

DAILY ADJUSTMENT

Therefore, the Daily Adjustment could result in a loss beyond the protection of the Buffer or Floor. In extreme circumstances the Daily Adjustment could result in a loss beyond the protection of the 10%, 20%, or 30% Buffer; or -10% Floor. The maximum potential loss from a negative Daily Adjustment is: -99% for the Index Dual Precision Strategy, Index Precision Strategy, and Index Performance Strategy; and -35% for the Index Guard Strategy.  Such losses will be greater if the amount withdrawn (including any financial adviser fees that you choose to have us pay from this Contract) is also subject to a withdrawal charge, or is a deduction of Contract fees and expenses.

A withdrawal taken during the Term may not receive the full benefit of the Buffer or Floor because the Daily Adjustment takes into account what may potentially happen between the withdrawal date and the Term End Date. All other factors being equal, even if the current Index return during the Term is greater than the Cap, or the Trigger Rate for the Index Dual Precision Strategy or Index Precision Strategy, the Daily Adjustment will usually be lower than the Cap or Trigger Rate. For the Index Protection Strategy with Trigger and Index Precision Strategy, even if the current Index return during the Term is greater than or equal to zero, the Daily Adjustment will usually be lower than the Trigger Rate. For the Index Dual Precision Strategy, even if the Index return is greater than -10%, the Daily Adjustment will usually be lower than the Trigger Rate. This is because there is a possibility that the Index return could decrease before the Term End Date. Similarly, even though a negative Index return may be within the 10%, 20%, or 30% Buffer for the Index Dual Precision Strategy, Index Precision Strategy, and Index Performance Strategy, you still may receive a negative Daily Adjustment because there is a possibility that the Index Return could decrease before the Term End Date. The Daily Adjustment for Index Options with a Term length of more than 1-year may be more negatively impacted by changes in the expected volatility of Index prices than 1-year Term Index Options due to the difference in Term length. Also, the risk of a negative Daily Adjustment is greater for Index Options with a Term length of more than 1-year than for 1-year Term Index Options due to the Term length. 3-year and 6-year Term Index Options with a Participation Rate above 100% may also have larger fluctuations in the Daily Adjustment than Index Options either without a Participation Rate, or with a Participation Rate equal to 100%. Finally, a negative Index return for the Index Guard Strategy may result in you receiving a Daily Adjustment lower than the -10% Floor, because the Daily Adjustment reflects the present value of the Floor and you will not receive the full benefit of the -10% Floor until the Term End Date. A negative Daily Adjustment may cause you to realize loss of principal and previous earnings.

Item 17. Investment Options Available Under the Contract

(a) Variable Options

Same as VIP 2024

(b) Index-Linked Options

¹ The Index is a “price return index,” not a “total return index,” and therefore does not reflect dividends paid on the securities composing the Index

² The Index deducts fees and costs when calculating Index performance. This will reduce the Index return and will cause the Index to underperform a direct investment in the securities composing the Index.

Missing: IndexLinkedOptionAvailableRestrictionsTextBlock 

(c) Fixed Options

CHANGE IN CERTIFYING ACCOUNTANT

(a) Dismissal of Independent Registered Public Accounting Firm

Generic Big Four LLP, or Big, served as our independent registered public accounting firm prior to completion of the Merger. On March 25, 2024, following the completion of the Merger, Big was dismissed as our independent registered public accounting firm. The decision to dismiss Generic Big Four was approved by the Audit Committee of the Board.

The reports of Generic Big Four on our consolidated financial statements for the fiscal years ended December 31, 2023 and 2022 did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, or other similar opinion as defined in Item 304(a)(1)(ii) of Regulation S-K (17 CFR § 229.304(a)(1)(ii) except for an explanatory paragraph regarding existence of substantial doubt about the Company’s ability to continue as a going concern in the report for the year ended December 31, 2023.

During our two most recent fiscal years and the subsequent period from January 1, 2024 to March 25, 2024, there were (i) no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions thereto) with Generic Big Four on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement, if not resolved to the satisfaction of Generic Big Four, would have caused it to make reference to the subject matter of the disagreement in connection with its report and (ii) no reportable events (as described in Item 304(a)(1)(v) of Regulation S-K).

We provided Generic Big Four with a copy of the disclosures made above and requested Generic Big Four to furnish us with a letter addressed to the SEC stating whether it agrees with the statements made by us and, if not, stating the respects in which it does not agree. A copy of Generic Big Four’s letter to the SEC dated March 26, 2024 regarding these statements is filed as Exhibit 16.1 hereto.