Form 485BPOS ANNUITY INVESTORS VARIAB
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E-mailRegistration No. 333-19725
Registration No. 811-08017
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. 46 | ☒ |
AND/OR
REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940
| Amendment No. 105 | ☒ |
(Check appropriate box or boxes)
ANNUITY INVESTORS VARIABLE ACCOUNT B
(Exact Name of Registrant)
ANNUITY INVESTORS LIFE INSURANCE COMPANY ®
(Name of Insurance Company)
P.O. Box 5423, Cincinnati, Ohio 45201-5423
(Address of Insurance Company’s Principal Executive Offices)
Depositor’s Telephone Number (800) 789-6771
Copy to:
| DOMINIC BLUE | JOHN P. GRUBER, ESQ. | |
| Chief Executive Officer | Senior Vice President, General Counsel | |
| Annuity Investors Life Insurance Company | Secretary and Chief Compliance Officer | |
| P.O. Box 5423 | Annuity Investors Life Insurance Company | |
| Cincinnati, Ohio 45201-5423 | P.O. Box 5423 | |
| (Name and Address of Agent for Service) | Cincinnati, Ohio 45201-5423 |
Approximate Date of Proposed Public Offering: Continuous Offering
It is proposed that this filing will become effective (check appropriate box)
| ☒ | immediately upon filing pursuant to paragraph (b) of rule 485 |
| ☐ | on (date) pursuant to paragraph (b) of Rule 485 |
| ☐ | 60 days after filing pursuant to paragraph (a)(1) of Rule 485 |
| ☐ | on (date) pursuant to paragraph (a)(1) of Rule 485 |
If appropriate, check the following box:
| ☐ | this post-effective amendment designates a new effective date for a previously filed post-effective amendment. |
| Title of Securities Being Registered: | Units of Interest in Annuity Investors Variable Account B under | |
| The Commodore Spirit® Individual and Group Flexible Premium Deferred Annuities |
EXPLANATORY NOTE
This Post-Effective Amendment No. 46 to the Registration Statement on Form N-4 (File No. 333-19725) (the “Amendment”) is being filed for the purpose of including in the Registration Statement a prospectus supplement. Accordingly, the Amendment consists only of the facing page, this explanatory note, a supplement to the prospectus, an updated Part C, and the signature pages to the Registration Statement. The Amendment incorporates by reference the prospectus and Statement of Additional Information, each dated May 1, 2026, included in Post-Effective Amendment No. 45 to the Registration Statement on Form N-4 (File No. 333-19725), filed on April 29, 2026. The Amendment is not intended to amend or delete any part of the Registration Statements other than as set forth herein.
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ANNUITY INVESTORS® VARIABLE ACCOUNT B
THE COMMODORE SPIRIT®
PROSPECTUS FOR INDIVIDUAL AND GROUP FLEXIBLE PREMIUM DEFERRED ANNUITIES
SUPPLEMENT DATED JUNE 1, 2026
TO THE PROSPECTUS DATED MAY 1, 2026
This supplement is intended to update certain information in the prospectus for the variable annuity you own (the “Contract”). All other provisions outlined in your prospectus, as supplemented, remain unchanged. Unless otherwise indicated, terms used in this supplement have the same meaning as in your Contract prospectus.
NOTICE OF FUND MERGER
The Board of Trustees of the Lincoln Variable Insurance Products Trust has approved an Agreement and Plan of Reorganization to merge the LVIP American Century Large Company Value Fund - Standard Class II (the “Acquired Fund”) with and into the LVIP American Century Value Fund - Standard Class II (the “Acquiring Fund”). The Merger is subject to certain conditions and is expected to be effective on or about June 5, 2026 (the “Merger Effective Date”).
As a result, on the Merger Effective Date the Acquired Fund will transfer all of its assets and liabilities to the Acquiring Fund and will no longer be an investment option available under the Contract, and the Acquiring Fund will be added as an investment option available under the Contract.
Prior to the Merger Effective Date, you may reallocate any account value you have in the Acquired Fund subaccount to one or more of the other many subaccounts available in your variable annuity. The prospectuses of the underlying funds for the subaccounts can be accessed at MassMutualAscend.com/Variable-Compliance.
To reallocate your account value from the Acquired Fund subaccount to a subaccount investing in another underlying fund, please call 1-800-789-6771 between 9:30 a.m. and 4:00 p.m. ET and provide your transfer instructions before June 5, 2026. You can also fax your transfer instructions to 513-768-5115.
If you choose to do nothing, any account value you have in the Acquired Fund subaccount will be automatically reallocated to the subaccount investing in the Acquiring Fund on the Merger Effective Date or shortly thereafter. The prospectus for the Acquiring Fund can be accessed at MassMutualAscend.com/Variable-Compliance.
In either case, you will not be charged a transfer fee and the transfer will not count against your 12 free annual transfers.
APPENDIX A: INVESTMENT OPTIONS AVAILABLE UNDER THE CONTRACT
Effective on the Merger Effective Date, all references to the Acquired Fund are deleted from Appendix A: Investment Options Available Under the Contract and the following information for the Acquiring Fund is added:
| Average Annual Total Returns (as of 12/31/25) |
||||||||||||||||||
| INVESTMENT OBJECTIVE |
PORTFOLIO and ADVISOR/SUBADVISOR |
CURRENT EXPENSES |
1 year |
5 year |
10 Year |
|||||||||||||
| Long-term capital growth |
LVIP American Century Value Fund— Lincoln Financial Investments Corporation Sub-adviser: American Century Investment Management, Inc. |
.71 | % | 16.02 | % | 11.65 | % | 10.35 | % | |||||||||
| # | Certain Portfolios and their investment advisers have entered into temporary expense reimbursements and/or fee waivers, which are reflected in the Current Expenses. Please see the Portfolios’ prospectuses for additional information about these arrangements. |
THE PROSPECTUSES OF THE FUNDS CAN BE ACCESSED AT MASSMUTUALASCEND.COM/VARIABLE-COMPLIANCE. IF YOU HAVE ANY QUESTIONS ABOUT THIS SUPPLEMENT, PLEASE CALL 1-800-789-6771.
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE.
****************************************
2
PART C. Other Information
Note: This Part C contains information related to The Commodore Spirit® Variable Contract (File No. 333-19725), and Annuity Investors® Variable Account B.
| Item 27. | Exhibits |
| (a) |
| (b) | Not Applicable. |
| (c) | Distribution and Selling Agreements. |
DISTRIBUTION AGREEMENTS
| (1) |
| (2) |
| (i) |
| (ii) |
SELLING AGREEMENTS
| (3) |
| (4) |
| (5) |
RELATED AGREEMENTS
| (d) | Individual and Group Contract Forms, Endorsements and Riders. |
CONTRACTS
| (1) |
| (2) |
| (3) | Form of Group Flexible Premium Deferred Variable Annuity Contract (G801-BD (97)-3). 2A/ |
| (4) |
| (5) |
| (6) |
| (7) | Form of Group Flexible Premium Deferred Variable Annuity Contract (P2008603NW). 29/ |
1
| (8) |
LOAN ENDORSEMENTS
| (9) | Form of Loan Endorsement to Individual Contract (ELOAN (96)-3). 2A/ |
| (10) | Form of Loan Endorsement to Group Contract (EGLOAN (95)-3). 2A/ |
| (11) | Form of Loan Endorsement to Certificate of Participation under a Group Contract (ECLOAN (95)-3). 2A/ |
| (12) | Form of Loan Endorsement to Individual Contract (E1808703NW). 28/ |
| (13) | Form of Loan Endorsement to Group Contract (E2008403NW). 28/ |
| (14) | Form of Loan Endorsement to Certificate of Participation under a Group Contract (E2008503NW). 28/ |
| (15) |
TEXAS OPTIONAL RETIREMENT PROGRAM ENDORSEMENTS
| (16) | Form of Texas Optional Retirement Program Endorsement to Individual Contract (ETXORP (5/96)-3). 2A/ |
| (17) | Form of Texas Optional Retirement Program Endorsement to Group Contract (EGTXORP (5/96)-3). 2A/ |
| (18) |
LONG-TERM CARE WAIVER RIDERS
| (19) | Form of Long-Term Care Waiver Raider to Individual Contract (R115 (Rev. 8/95)-3. 1A/ |
| (20) | Form of Long-Term Care Waiver Rider to Group Contract (RG115 (Rev. 6/95)-3). 2A/ |
| (21) |
DEFERRED COMPENSATION ENDORSEMENTS
| (22) | Form of Deferred Compensation Endorsement to Group Contract (EG457 (95)-3). 2A/ |
| (23) |
SIMPLE IRA ENDORSEMENTS
| (24) | Form of SIMPLE IRA Endorsement to Individual Contract (E408P (Rev. 11/97)-3). 3/ |
| (25) | Form of SIMPLE IRA Endorsement to Individual Contract (E408P (97)-3). 39/ |
| (26) | Form of SIMPLE Individual Retirement Annuity Endorsement to Group Contract (EG408P (98)-3). 38/ |
| (27) |
| (28) | Revised Form of SIMPLE IRA Endorsement to Qualified Individual Contract (E6003202NW). 28/ |
ROTH IRA ENDORSEMENTS
| (29) | Form of Roth IRA Endorsement to Qualified Individual Contract (EIRAROTH (97)-3). 3/ |
| (30) | Form of Roth Individual Retirement Annuity Endorsement to Group Contract (EGIRA (98)-3). 38/ |
| (31) |
| (32) | Form of Roth IRA Endorsement to Qualified Individual Contract (E6003102NW). 28/ |
EMPLOYER PLAN ENDORSEMENTS
| (33) | Form of Employer Plan Endorsement to Individual Contract (EPLAN (96)-3). 3A/ |
| (34) | Form of Employer Plan Endorsement to Group Contract (EGPLAN (96)-3). 2A/ |
| (35) |
| (36) | Revised Form of Employer Plan Endorsement to Group Contract (EPLAN (Rev. 2/98)-3). 3/ |
| (37) |
| (38) |
TAX SHELTERED ANNUITY ENDORSEMENTS
| (39) | Form of Tax Sheltered Annuity Endorsement to Individual Contract (ETSA (Rev. 2/98)-3). 3/ |
| (40) | Form of Tax Sheltered Annuity Endorsement to Individual Contract (ETSA (96)-3). 2A/ |
| (41) | Form of Tax Sheltered Annuity Endorsement to Group Contract (EGTSA (Rev. 2/98)-3). 3/ |
| (42) | Form of Tax Sheltered Annuity Endorsement to Group Contract (EGTSA (96)-3). 2A/ |
| (43) |
| (44) |
| (45) | Revised Form of Tax Sheltered Annuity Endorsement to Qualified Individual Contract (E6003302NW). 28/ |
| (46) | Revised Form of Tax Sheltered Annuity Endorsement to Group Contract (E6007402NW). 28/ |
| (47) | Revised Form of Tax Sheltered Annuity Endorsement to Individual Contract (E6003306NW). 28/ |
| (48) |
| (49) | Revised Form of Tax Sheltered Annuity Endorsement to Group Contract (E6007405NW). 28/ |
| (50) |
| (51) | Revised Form of Tax Sheltered Annuity Endorsement to Group Contract (E6007408NW). 28/ |
| (52) |
QUALIFIED PENSION, PROFIT SHARING AND ANNUITY PLAN ENDORSEMENTS
| (53) |
| (54) |
| (55) |
| (56) |
| (57) |
| (58) |
| (59) |
| (60) |
| (61) |
| (62) |
| (63) |
| (64) |
GOVERNMENTAL SECTION 457 PLAN ENDORSEMENTS
| (65) |
| (66) | Form of Governmental Section 457 Plan Endorsement to Group Contract (EG457G (98)-3). 3/ |
| (67) |
| (68) |
| (69) | Form of Governmental Section 457 Plan Endorsement to Group Contract (E6007802NW). 28/ |
| (70) |
| (71) | Form of Governmental Section 457 Plan Endorsement to Group Contract (E6007805NW). 28/ |
| (72) |
SUCCESSOR OWNER ENDORSEMENTS
| (73) |
| (74) | Form of Successor Owner Endorsement to Group Contract (EGSUC (99)-3). 5/ |
| (75) |
INDIVIDUAL RETIREMENT ANNUITY ENDORSEMENTS
| (76) | Form of Individual Retirement Annuity Endorsement to Individual Contract (EIRA 996)-3). 2A/ |
| (77) | Form of Individual Retirement Annuity Endorsement to Individual Contract (EIRA (Rev. 9/97)-3. 2A/ |
| (78) | Form of Individual Retirement Annuity Endorsement to Group Contract (EGIRA (98)-3). 38/ |
| (79) |
| (80) |
OTHER ENDORSEMENTS
| (81) | Form of Unisex Endorsement to Non-Qualified Individual Contract (EASO (USX98)-3). 38/ |
| (82) | Form of Settlement Options Endorsement to Individual Contract and Group Contract (E6012104NW). 39/ |
GUARANTEED WITHDRAWAL BENEFIT RIDERS
| (83) | Form of Guaranteed Lifetime Withdrawal Benefit Rider for Individual Contract (R1813307NW). 22/ |
| (84) | Form of Guaranteed Lifetime Withdrawal Benefit Rider for Group Contract (R2010707NW). 22/ |
| (85) |
| (86) | Form of Guaranteed Minimum Withdrawal Benefit Rider for Individual Contract (R1813507NW). 22/ |
| (87) | Form of Guaranteed Minimum Withdrawal Benefit Rider for Group Contract (R2010907NW). 22/ |
| (88) |
INCOME BENEFIT RIDER
| (89) | Form of Income Benefit Rider to Qualified Individual Contract. 8/ |
| (90) | Form of Income Benefit Rider to Non-Qualified Individual Contract. 8/ |
| (91) |
| (92) | Form of Income Benefit Rider to Certificate of Participation under a Group Contract. 8/ |
DEATH BENEFIT ENDORSEMENTS
| (93) | Form of Optional Death Benefit Endorsement to Individual Contract. 9/ |
| (94) | Form of Death Benefit Amount Endorsement to Individual Contract. 10/ |
| (95) | Form of Death Benefit Amount Endorsement to Group Contract. 10/ |
| (96) | Form of Death Benefit Amount Endorsement to Certificate of Participation under a Group Contract. 10/ |
| (97) | Form of Death Benefit Amount Endorsement to Group Contract (E2007002NW). 28/ |
| (98) |
RMD ENDORSEMENTS
| (99) |
| (100) |
ACD ENDORSEMENTS
| (101) |
| (102) |
| (103) |
| (e) | Applications. |
INDIVIDUAL AND CERTIFICATE APPLICATIONS
| (1) |
| (2) |
GROUP APPLICATIONS
| (3) | Form of Application for Group Flexible Premium Deferred Annuity Contract. 2A/ |
| (4) | Revised Form of Application for Group Flexible Premium Deferred Annuity Contract. 4/ |
| (f) | Organizational Documents. |
ARTICLES OF INCORPORATION
| (1) |
CODE OF REGULATIONS
| (2) | Code of Regulations of Annuity Investors Life Insurance Company®. 1/ |
| (g) | Not Applicable. |
| (h) | Participation Agreements. |
AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS)
| (1) |
| (a) |
| (b) |
| (c) |
| (d) |
| (2) |
| (3) |
| (4) |
| (a) |
AMERICAN CENTURY
| (5) | [reserved] |
| (6) |
| (a) |
| (7) |
CALAMOS ADVISORS TRUST
| (8) |
| (i) | Calamos Advisors Trust: Amendment dated as of May 1, 2008 to Participation Agreement. 24/ |
| (9) |
| (10) |
DAVIS VARIABLE ACCOUNT FUND
| (11) |
| (a) | Davis Variable Account Fund: Addendum dated as of May 1, 2008 to Participation Agreement. 24/ |
BNY MELLON VARIABLE INVESTMENT FUND AND BNY MELLON INVESTMENT PORTFOLIOS
(f/k/a Dreyfus Variable Investment Fund and Dreyfus Investment Portfolios)
| (12) |
| (a) |
| (b) |
| (c) |
| (d) |
| (e) |
BNY MELLON SUSTAINABLE U.S. EQUITY PORTFOLIO (f/k/a Dreyfus Socially Responsible Growth Fund)
| (13) |
| (a) |
| (b) |
| (c) |
| (d) |
BNY MELLON STOCK INDEX FUND (f/k/a Dreyfus Stock Index Fund)
| (14) |
| (a) |
| (b) | BNY Mellon Stock Index Fund: Amendment dated as of July 1, 2002 to Fund Participation Agreement. 36/ |
| (c) |
| (d) |
BNY MELLON FUNDS (f/k/a Dreyfus Funds)
| (15) |
| (a) |
| (b) |
| (c) |
| (16) |
| (a) | BNY Mellon: Amendment to Letter Agreement (Shareholder Services) dated as of March 1, 2007. 39/ |
| (17) |
DEUTSCHE DWS
| (18) |
| (a) |
| (19) |
| (20) |
| (a) |
| (b) | Deutsche DWS: Amendment dated as of April 10, 2006 to Administrative Services Letter Agreement. 39/ |
| (c) | Deutsche DWS: Amendment dated as of May 1, 2008 to Administrative Services Letter Agreement. 24/ |
| (d) | Deutsche DWS: Amendment dated as of May 1, 2010 to Administrative Services Letter Agreement. 26/ |
| (21) |
ALPS VARIABLE INVESTMENT TRUST (Morningstar Portfolios) (f/k/a Ibbotson Portfolios)
| (22) |
| (a) | Morningstar Portfolios: Amendment to Fund Participation Agreement dated November 23, 2007. 39/ |
| (b) |
| (c) | Morningstar Portfolios : Amendment dated April 30, 2013 to Fund Participation Agreement. 31/ |
| (d) | Morningstar Portfolios: Amendment dated June 14, 2017 to Fund Participation Agreement. 34/ |
| (23) |
| (24) |
FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST
| (25) |
| (a) |
| (b) |
| (c) |
| (26) |
| (a) |
| (27) |
JANUS ASPEN SERIES
| (28) |
| (a) |
| (b) | Janus Aspen Series: Amendment effective January 2, 2004 to Fund Participation Agreements. 39/ |
| (c) | Janus Aspen Series: Amendment effective May 1, 2004 to Fund Participation Agreements. 39 / |
| (d) | Janus Aspen Series: Amendment effective December 1, 2005 to Fund Participation Agreements.21 |
| (29) |
| (30) |
MORGAN STANLEY VARIABLE INSURANCE FUND (f/k/a Van Kampen)
| (31) |
| (a) |
| (b) |
| (c) |
| (d) |
| (e) |
| (32) |
| (a) |
| (b) |
| (33) |
AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS)
(f/k/a Oppenheimer Variable Account Funds)
| (34) |
| (a) |
| (b) |
| (35) | Invesco: Letter Agreement (Administrative Services) with Invesco Funds dated July 1, 2002. 36/ |
| (36) |
PIMCO VARIABLE INSURANCE TRUST
| (37) |
| (a) | PIMCO Variable Insurance Trust: Amendment dated December 1, 2004 to Participation Agreement. 18/ |
| (b) |
| (c) |
| (d) | PIMCO Variable Insurance Trust: Amendment dated May 1, 2015 to Participation Agreement. 32/ |
| (38) |
| (39) |
THE TIMOTHY PLAN
| (40) |
| (i) | The Timothy Plan: Amendment effective January 12, 2006 to Participation Agreement. 21/ |
| (41) |
| (i) | Timothy Plan: Amendment as of May 19, 2009 to Administrative Services Agreement. 39/ |
| (42) |
WILSHIRE VARIABLE INSURANCE TRUST
| (43) |
| (44) |
LINCOLN VARIABLE INSURANCE PRODUCTS TRUST
| (45) |
| (46) |
| (i) | Not Applicable |
| (j) | Other Material Contracts |
| (1) |
| (2) | Amendment to MassMutual Administrative Services Agreement 40 |
| (k) |
| (l) | Consents of Independent Registered Public Accounting Firms |
| (i) | Consent of independent registered public accounting firm (KPMG LLP) FW |
| (m) | Not Applicable. |
| (n) | Not Applicable. |
| (o) | Not Applicable. |
| (p) |
| (1) |
| (2) |
| (3) |
| (4) |
| (5) |
| (6) |
| (7) |
| (8) |
| (9) |
| (10) |
| 1/ | Incorporated by reference to Form N-4 EL filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on December 23, 1996. |
| 1A/ | Incorporated by reference to Pre-Effective Amendment No. 1 (Form N-4 EL/A) filed on behalf of Annuity Investors® Variable Account A, 1933 Act File No. 033-59861 (Nauticus), 1940 Act File No. 811-07299, on November 8, 1995. |
| 2/ | Incorporated by reference to Pre-Effective Amendment No. 3 (Form N-4 EL/A) filed on behalf of Annuity Investors® Variable Account A, 1933 Act File No. 033-59861 (Nauticus), 1940 Act File No. 811-07299, on December 4, 1995. |
| 2A/ | Incorporated by reference to Pre-Effective Amendment No. 1 (Form N-4 EL/A) filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on June 3, 1997. |
| 2B/ | Incorporated by reference to Post-Effective Amendment No. 13 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on February 27, 2004. |
| 3/ | Incorporated by reference to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-51971 (Advantage), 1940 Act File No. 811-08017, on May 6, 1998. |
| 3A/ | Incorporated by reference to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-51955 (Independence), 1940 Act File No. 811-08017, on May 6, 1998. |
| 3B/ | [text intentionally deleted] |
| 4/ | Incorporated by reference to Post-Effective Amendment No. 2 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on April 29, 1998. |
| 5/ | Incorporated by reference to Post-Effective Amendment No. 1 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-51955 (Independence), 1940 Act File No. 811-08017, on February 26, 1999. |
| 6/ | [text intentionally deleted] |
| 7/ | [text intentionally deleted] |
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| 8/ | Incorporated by reference to Post-Effective Amendment No. 5 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on February 26, 1999. |
| 9/ | Incorporated by reference to Post-Effective Amendment No. 8 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on May 2, 2001. |
| 10/ | Incorporated by reference to Post-Effective Amendment No. 11 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on February 28, 2003. |
| 11/ | [text intentionally deleted] |
| 12/ | Incorporated by reference to Post-Effective Amendment No. 3 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on November 17, 1998. |
| 13/ | [text intentionally deleted] |
| 14/ | [text intentionally deleted] |
| 15/ | [text intentionally deleted] |
| 16/ | [text intentionally deleted] |
| 17/ | [text intentionally deleted] |
| 18/ | Incorporated by reference to Post-Effective Amendment No. 6 filed on behalf of Annuity Investors® Variable Account C, 1940 Act File No. 811-21095, on March 1, 2005. |
| 19/ | [text intentionally deleted] |
| 20/ | [text intentionally deleted] |
| 21/ | Incorporated by reference to Post-Effective Amendment No. 18 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on May 1, 2006. |
| 22/ | Incorporated by reference to Post-Effective Amendment No. 13 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-51955 (Independence), 1940 Act File No. 811-08017, on or about May 1, 2007. |
| 23/ | Incorporated by reference to Post-Effective Amendment No. 14 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-51955 (Independence), 1940 Act File No. 811-08017, on or about May 22, 2007. |
| 24/ | Incorporated by reference to Post-Effective Amendment No. 1 filed on behalf of Annuity Investors® Variable Account C, 1933 Act File No. 333-148676 (Access100), 1940 Act File No. 811-21095, on or about April 27, 2009. |
| 25/ | Incorporated by reference to Post-Effective Amendment No. 2 filed on behalf of Annuity Investors® Variable Account C, 1933 Act File No. 333-148387 (Transition20), 1940 Act File No. 811-21095, on or about February 16, 2010. |
| 26/ | Incorporated by reference to Post-Effective Amendment No. 3 filed on behalf of Annuity Investors® Variable Account C, 1933 Act File No. 333-148387 (Transition20), 1940 Act File No. 811-21095, on or about April 29, 2010. |
| 27/ | Incorporated by reference to Post-Effective Amendment No. 20 filed on behalf of Annuity Investors Variable Account A, 1933 Act File No. 033-59861 (Nauticus), 1940 Act File No. 811-07299, on or about April 22, 2011. |
| 28/ | Incorporated by reference to Post-Effective Amendment No. 21 filed on behalf of Annuity Investors Variable Account B, 1933 Act File No. 333-51971 (Advantage), 1940 Act File No. 811-08017, on or about April 25, 2012. |
| 28A/ | Incorporated by reference to Post-Effective Amendment No. 20 filed on behalf of Annuity Investors Variable Account B, 1933 Act File No. 333-51955 (Independence), 1940 Act File No. 811-08017, on or about April 23, 2012. |
| 29/ | Incorporated by reference to Post-Effective Amendment No. 27 filed on behalf of Annuity Investors Variable Account B, 1933 Act File. No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on or about April 26, 2012. |
| 30/ | Incorporated by reference to Post-Effective Amendment No. 22 filed on behalf of Annuity Investors Variable Account A, 1933 Act File No. 033-59861 (Nauticus), 1940 Act File No. 811-07299, on or about April 25, 2013. |
| 31/ | Incorporated by reference to Post-Effective Amendment No. 7 filed on behalf of Annuity Investors Variable Account C 1933 Act File No. 333-148387 (Transition20), 1940 Act File No. 811-21095 on or about April 25, 2014. |
| 32/ | Incorporated by reference to Post-Effective Amendment No. 8 filed on behalf of Annuity Investors Variable Account C 1933 Act File No. 333-148387 (Transition20), 1940 Act File No. 811-21095 on or about April 28, 2015. |
14
| 33/ | Incorporated by reference to Post-Effective Amendment No. 10 filed on behalf of Annuity Investors Variable Account C. 1933 Act File No. 333-148387 (Transition20), 1940 Act File No. 811-21095 on April 28, 2017. |
| 34/ | Incorporated by reference to Post-Effective Amendment No. 26 filed on behalf of Annuity Investors Variable Account B. 1933 Act File No. 333-51955 (Independence), 1940 act File No. 811-08017 on or about April 27, 2018. |
| 35/ | Incorporated by reference to Post-Effective Amendment No. 22 filed on behalf of AIM Variable Insurance Funds, Inc., 1933 Act File No. 33-57340, 1940 Act File No. 811-7452, on February 12, 2002 as Exhibit H75. |
| 36/ | Incorporated by reference to Pre-Effective Amendment No. 1 (Form N-4 EL/A) filed on behalf of Annuity Investors® Variable Account C, 1933 Act File No. 333-88300 (Helmsman), 1940 Act File No. 811-21095, on July 26, 2002. |
| 37/ | Incorporated by reference to Post-Effective Amendment No. 10 filed on behalf of Annuity Investors® Variable Account A, 1940 Act File No. 811-07299, on April 29, 2005. |
| 38/ | Incorporated by reference to Post-Effective Amendment No. 4 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Navigator), 1940 Act File No. 811-08017, on February 1, 1999. |
| 39/ | Incorporated by reference to Post-Effective Amendment No. 36 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on August 28, 2020. |
| 40/ | Incorporated by reference to Post-Effective Amendment No. 38 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on February 1, 2022. |
| 41/ | Incorporated by reference to Post-Effective Amendment No. 45 to Form N-4 filed on behalf of Annuity Investors Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on May 1, 2026. |
| 42/ | Incorporated by reference to Post-Effective Amendment No. 38 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on February 1, 2022. |
| 43/ | Incorporated by reference to Post-Effective Amendment No. 38 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on February 1, 2022. |
| 44/ | Incorporated by reference to Post-Effective Amendment No. 38 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on February 1, 2022. |
| 45/ | Incorporated by reference to Post-Effective Amendment No. 44 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333- 19725 (Spirit), 1940 Act File No. 811-08017, on May 1, 2025. |
| 46/ | Incorporated by reference to Post-Effective Amendment No. 44 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333- 19725 (Spirit), 1940 Act File No. 811-08017, on May 1, 2025. |
| 47/ | Incorporated by reference to Post-Effective Amendment No. 38 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on February 1, 2022. |
| 48/ | Incorporated by reference to Post-Effective Amendment No. 41 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on May 1, 2023. |
| 49/ | Incorporated by reference to Post-Effective Amendment No. 38 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on February 1, 2022. |
| 50/ | Incorporated by reference to Post-Effective Amendment No. 38 to Form N-4 filed on behalf of Annuity Investors® Variable Account B, 1933 Act File No. 333-19725 (Spirit), 1940 Act File No. 811-08017, on February 1, 2022. |
FW/ Filed herewith.
| Item 28. | Directors and Officers of Annuity Investors Life Insurance Company® |
The following are the Officers and Directors who are engaged directly or indirectly in activities relating to the Registrant or the variable annuity contracts offered by the Registrant and the executive officers of the Company.
| Name and Principal Business Address |
Positions and Offices with the Company | |
| Dominic Blue 1295 State Street, Springfield, MA 01111-001 |
Director, Chief Executive Officer | |
| Donna Carrelli 191 Rosa Parks Street, Cincinnati, OH 45202 |
Head of Insurance Operations | |
| Susan Cicco 1295 State Street, Springfield, MA 01111-001 |
Director | |
| Geoffrey J. Craddock 1295 State Street, Springfield, MA 01111-001 |
Director | |
| Roger W. Crandall 1295 State Street, Springfield, MA 01111-001 |
Director, Chairman of the Board | |
| Mary Jane Fortin 1295 State Street, Springfield, MA 01111-001 |
Director | |
| John P. Gruber 191 Rosa Parks Street, Cincinnati, Ohio 45202 |
Senior Vice President, Secretary, CCO and General Counsel | |
| Vy Ho 1295 State Street, Springfield, MA 01111-001 |
Director | |
| Paul A. LaPiana 1295 State Street, Springfield, MA 01111-001 |
Director | |
| Sears A. Merritt 1295 State Street, Springfield, MA 01111-001 |
Director | |
| Michael J. O’Connor 1295 State Street, Springfield, MA 01111-001 |
Director | |
| Eric W. Partlan 1295 State Street, Springfield, MA 01111-001 |
Director, Chief Investment Officer | |
| Brian P. Sponaugle 191 Rosa Parks Street |
Senior Vice President, Chief Financial Officer & Treasurer | |
| Item 29. | Persons Controlled by or Under Common Control with the Insurance Company and the Registered Separate Account |
The Insurance Company, Annuity Investors Life Insurance Company, is a stock life insurance company incorporated under the laws of the State of Ohio. It is a wholly owned subsidiary of MassMutual Ascend Life Insurance Company (formerly Great American Life Insurance Company), which is a wholly owned subsidiary of Glidepath Holdings, Inc., which is in turn a wholly owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”).
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Annuity Investors ® Variable Account B is a segregated asset account of Annuity Investors Life Insurance Company. ®
The following entities are, or may be deemed to be, controlled by MassMutual through the direct or indirect ownership of such entities’ stock or other ownership interests. In addition, MassMutual may be deemed to control
one or more investment pools not listed below and managed or sponsored by MassMutual or its affiliates, through direct or indirect ownership of shares or other interests in such investment pools.
DIRECT SUBSIDIARIES OF MASSMUTUAL - MassMutual is the sole owner of each subsidiary unless otherwise indicated.
C.M. Life Insurance Company (May 11, 1981), a Connecticut corporation.
MML Bay State Life Insurance Company (April 1, 1935), a Connecticut corporation.
CML Special Situations Investor LLC (November 17, 2014), a Delaware limited liability company.
CM Life Mortgage Lending LLC (March 16, 2023), a Delaware limited liability company.
MML Distributors, LLC (November 10, 1994), a Connecticut limited liability company (MassMutual – 99% and MassMutual Holding LLC – 1%).
MassMutual Holding LLC (November 30, 1984), a Delaware limited liability company.
MassMutual Holding LLC is the sole owner of each subsidiary or affiliate unless otherwise indicated.
MML Investors Services, LLC (December 31, 1981), a Massachusetts limited liability company.
MML Insurance Agency, LLC (November 16, 1990), a Massachusetts limited liability company.
MassMutual Assignment Company (October 4, 2000), a North Carolina corporation.
MassMutual Capital Partners LLC (September 20, 2006), a Delaware single-member limited liability company. MassMutual Holding LLC is the sole member.
LifeScore Labs, LLC (previously, Society of Grownups, LLC) (April 15, 2014), a Massachusetts limited liability company.
MassMutual Ventures Holding LLC (March 26, 2018), a Delaware limited liability company.
Crane APAC I LP (August 22, 2025), a United Kingdom private fund limited partnership (MassMutual owns 100% limited partnership interest.).
MassMutual Ventures US I LLC (formerly, MassMutual Ventures LLC) (June 10, 2014), a Delaware limited liability company.
MassMutual Ventures US II LLC (April 17, 2018), a Delaware limited liability company.
MassMutual Ventures US III LLC (May 21, 2020), a Delaware limited liability company.
MassMutual Ventures UK LLC (July 12, 2018), a Delaware limited liability company.
MassMutual Ventures Southeast Asia I LLC (September 25, 2018), a Delaware company.
MassMutual Ventures Southeast Asia II LLC (December 12, 2019), a Delaware limited liability company.
MassMutual Ventures Management LLC (April 4, 2018), a Delaware limited liability company.
MassMutual Ventures SEA Management Private Limited (June 20, 2018), a Singapore company.
MMV UK/SEA Limited (May 23, 2023), a company established in England and Wales.
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| (b) | MassMutual Ventures India Private Limited (January 10, 2024), an India company. |
MM Rothesay Holdco US LLC (September 24, 2013), a Delaware limited liability company.
Fern Street LLC (April 11, 2013), a Delaware limited liability company.
Sleeper Street LLC (October 4, 2019), a Delaware limited liability company.
MM Catalyst Fund LLC (November 25, 2020), a Delaware limited liability company.
MM Catalyst Fund II LLC (February 6, 2023), a Delaware limited liability company.
MM Asset Management Holding LLC (November 29, 2011), a Delaware limited liability company.
Barings LLC (July 5, 1940), a Delaware limited liability company.
Barings Securities LLC (July 1, 1994), a Delaware limited liability company.
Barings Guernsey Limited (February 20, 2001), a company organized under the laws of Guernsey.
Barings Europe Limited (June 5, 2017), a company organized under the laws of England and Wales.
Baring Asset Management Limited (April 6, 1994), a company incorporated under the laws of England and Wales.
Baring Fund Managers Limited (October 29, 1968), a company incorporated under the laws of England and Wales.
Baring International Investment Limited (June 7, 1979), a company incorporated under the laws of England and Wales.
Baring Investment Services Limited (May 18, 1988), a company incorporated under the laws of England and Wales.
Barings European Core Property Fund GP Sàrl (October 29, 2015), a special-purpose company organized in Luxembourg.
Barings BME GP Sàrl (July 31, 2020), a company organized under the laws of England and Wales.
Barings GPLF4(S) GP Sàrl (March 18, 2021), a company incorporated under the laws of Luxembourg.
Barings Italy S.r.l. (July 23, 2019), a company incorporated under the laws of Italy.
Barings Sweden AB (July 16, 2019), a company incorporated under the laws of Sweden.
Barings Asset Management Spain SL (October 13, 2019), a company incorporated under the laws of Spain.
Barings Netherlands B.V. (December 5, 2019), a company incorporated under the laws of the Netherlands.
Barings GmbH (formerly Barings Real Estate GmbH)
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(January 8, 2014), a German limited liability company.
Barings (U.K.) Limited (January 4, 1995), a company organized under the laws of England and Wales.
Baring France SAS (July 24, 1997), a company incorporated under the laws of France.
Baring International Fund Managers (Ireland) Limited (July 16, 1990), a company incorporated under the laws of Ireland.
Barings Switzerland Sàrl (December 18, 2013), a company established under the laws of Switzerland.
Barings Real Estate Advisers, Inc. (May 11, 2004), a Delaware corporation.
Barings Real Estate Acquisitions LLC (January 10, 2022), a Delaware limited liability company.
BMC Holdings DE LLC (March 29, 2013), a Delaware limited liability company.
Barings Finance LLC (December 12, 2012), a Delaware limited liability company.
BCF Europe Funding Limited (August 27, 2013), a company formed in the Republic of Ireland.
BCF Senior Funding I LLC (August 28, 2013), a limited liability company formed under the laws of the State of Delaware.
BCF Senior Funding I Designated Activity Company (January 20, 2016), a company formed in the Republic of Ireland.
Baring Asset Management (Asia) Holdings Limited (June 7, 1985), a company organized in Hong Kong.
Barings Japan Limited (January 13, 1986), a company organized in Japan that is registered as a Financial Business Operator (Registration No. 396-KLFB) for Type II Financial Instruments Business, Investment Advisory and Agency Business, and Investment Management Business with the Financial Services Agency in Japan under the Financial Instruments and Exchange Act (Act No. 25 of 1948).
Baring SICE (Taiwan) Limited (March 15, 1990), a regulated company organized in Taiwan.
Baring Asset Management (Asia) Limited (March 15, 1985), a company organized in Hong Kong.
Baring Asset Management Korea Limited, a regulated Korean company.
Barings Investment Management (Shanghai) Limited (August 3, 2018), a company established under Chinese law.
Barings Overseas Investment Fund Management (Shanghai) Limited (August 22, 2018).
Barings Singapore Pte. Ltd. (November 16, 2020), a company established under the laws of Singapore.
Barings Real Estate Investment Japan Limited (July 31, 2025), a company organized in Japan.
Barings Australia Holding Company Pty Ltd (October 12, 2009).
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Barings Australia Pty Ltd (October 16, 2009).
Barings Singapore Pte. Ltd. (November 16, 2020), an operating company established under the laws of Singapore.
Barings Australia Real Estate Holdings Pty Ltd (May 4, 2022), a private limited company established under the laws of Australia.
Barings Australia Real Estate Pty Ltd (May 4, 2022), a private limited company established under the laws of Australia.
Barings Australia Property Holdings Pty Ltd (May 5, 2010), a company established under the laws of Australia.
Barings Australia Structured Finance Holdings Pty Ltd (January 11, 2023), a private limited company established under the laws of Australia.
Barings Australia Structured Finance Pty Ltd (January 11, 2023), a private limited company established under the laws of Australia.
Gryphon Capital Partners Pty Ltd (January 2, 2014), a proprietary limited company established under the laws of Australia.
Gryphon Capital Management Pty Ltd (February 28, 2014), a proprietary limited company established under the laws of Australia.
Barings Real Estate Holdings LLC (October 7, 2021), a Delaware limited liability company.
Artemis Real Estate Partners LLC (August 27, 2009), a Delaware limited liability company.
Artemis Real Estate Advisors, LLC (July 25, 2019), a Delaware limited liability company.
Artemis Real Estate Partners Acquisitions I, LLC (March 23, 2010), a Delaware limited liability company.
MassMutual Private Wealth & Trust, FSB (January 12, 2000), a federally chartered stock savings bank.
MML Private Placement Investment Company I, LLC (May 15, 2007), a Delaware limited liability company.
MML Private Equity Fund Investor LLC (December 6, 2006), a Delaware limited liability company.
MM Private Equity Intercontinental LLC (September 24, 2013), a Delaware limited liability company.
MassMutual External Benefits Group LLC (September 23, 2010), a Delaware limited liability company.
Jefferies Finance LLC (July 26, 2004), a Delaware limited liability company. (MassMutual holds 50% voting ownership interest and Jefferies Financial Group Inc. holds 50% voting ownership interest.)
Apex Credit Holdings LLC (formerly known as Apex Credit Partners LLC, October 20, 2014), a Delaware limited liability company.
JFIN Co-Issuer Corporation (March 13, 2013), a Delaware corporation.
Jeffries MM Lending LLC (October 14, 2011), a Delaware limited liability company.
JFIN LC Fund LLC (February 1, 2016), a Delaware limited liability company.
JFIN Revolver Holdings II LLC (May 11, 2018), a Delaware limited liability company.
JFIN GP Adviser LLC (May 11, 2018), a Delaware limited liability company.
JFIN Europe GP, S.à.r.l. (December 18, 2015), a Luxembourg private limited liability company.
Jefferies Finance Europe, S.L.P. (July 20, 2020), an alternative investment fund.
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Jefferies Finance Europe, SCSp (March 10, 2016), an alternative investment fund.
Jefferies Finance Business Credit LLC (August 7, 2013), a Delaware limited liability company.
JFIN Business Credit Fund I LLC (August 7, 2013), a Delaware limited liability company.
JFIN Funding 2021 LLC (November 5, 2021), a Delaware limited liability company.
Jefferies Private Credit BDC Inc. (January 14, 2020), a Maryland corporation.
JCP Funding 2024 LLC (March 12, 2024), a Delaware limited liability company.
JSPCS MM LLC (July 8, 2024), a Delaware limited liability company
Jefferies Credit Partners LLC (formerly known as JFIN Asset Management LLC) (June 8, 2020), a Delaware limited liability company.
JDLF GP (Europe) S.a.r.l. (November 4, 2022), incorporated and existing under the laws of Luxembourg.
Jefferies Credit Management LLC (December 8, 2022), a Delaware limited liability company.
Jefferies Direct Lending Europe SCSp SICAV-RAIF (December 9, 2022), incorporated and existing under the laws of Luxembourg.
Jefferies Credit Management LLC (December 8, 2022), a Delaware limited liability company.
JCM GP I LLC (October 6, 2023), a Delaware limited liability company.
JCM H-2 Credit Fund GP LLC (May 15, 2024), a Delaware limited liability company.
JCP GP I LLC (October 12, 2023), a Delaware limited liability company.
JCP Direct Lending CLO 2022 LLC (November 1, 2021), a Delaware limited liability company.
JDLF II GP LLC (January 7, 2022), a Delaware limited liability company.
JDLF II GP LP (January 7, 2022), a Delaware partnership.
Jefferies Direct Lending Fund II C LP (January 7, 2022), a Delaware partnership.
Jefferies DLF 2 C Holdings LLC (March 28, 2022), a Delaware limited liability company.
Jefferies Direct Lending Fund II C SPE LLC (March 28, 2022), a Delaware limited liability company.
Jefferies DLF2 C Holdings-2 LLC (October 11, 2024), a Delaware limited liability company.
Jefferies Direct Lending Fund II C SPE-2 LLC (October 11, 2024), a Delaware limited liability company.
JDLF III GP LLC (January 30, 2024), a Delaware limited liability company.
JDLF III GP LP (January 30, 2024), a Delaware partnership.
Jefferies Direct Lending Fund III C LP (January 30, 2024), a Delaware partnership.
Jefferies DLF3 C Holdings LLC (December 3, 2024), a Delaware limited liability company.
Jefferies Direct Lending Fund III C SPE LLC (December 3, 2024), a Delaware limited liability company.
JFAM GP LLC (April 13, 2017), a Delaware limited liability company.
JFAM GP LP (April 13, 2017), a Delaware partnership.
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Jefferies Direct Lending Fund C LP (November 25, 2019), a Delaware partnership.
Jefferies DLF C Holdings LLC (February 11, 2020), a Delaware limited liability company.
Jefferies Direct Lending Fund C SPE LLC (February 11, 2020), a Delaware limited liability company.
JCP Direct Lending CLO 2023-1 LLC (May 11, 2023), a Delaware limited liability company.
JCP Direct Lending CLO 2023 Ltd. (May 23, 2023), a Jersey Channel Islands private limited company.
Jefferies M Super Private Credit Fund GP LLC (March 19, 2024), a Delaware limited liability company.
Jefferies Credit Partners Europe Limited (September 5, 2024), a private limited company formed in England and Wales.
Jefferies European Direct Lending Fund GP S.à r.l (December 24, 2025), a Luxembourg limited liability company.
JCP Congaree Credit Fund GP LLC (April 16, 2025), a Delaware limited liability company.
JCP Solaris Credit Fund GP LLC (June 20, 2025), a Delaware limited liability company.
Jeffries Credit Partners Structured Solutions Fund GP LLC (August 21, 2025), a Delaware limited liability company.
Apex Credit Partners LLC (formerly known as Apex Newco LLC) (July 15, 2021), a Delaware limited liability company.
Green SPE LLC (April 16, 2024), a Delaware limited liability company.
Green SPE 2025 LLC (October 1, 2024), a Delaware limited liability company.
Apex Credit CLO 13 Ltd. (September 9, 2024), a Cayman Islands Exempted Company. This entity is 54.34% owned by Apex Credit Partners LLC.
Apex GP I LLC (December 21, 2023), a Delaware limited liability company.
Apex Securitized Income Fund LP (December 22, 2023), a Delaware limited partnership
JFIN Revolver SPE1 2022 LLC (March 9, 2022), a Delaware limited liability company.
JFIN Revolver SPE3 2022 LLC (August 31, 2022), a Delaware limited liability company.
JFIN Revolver SPE4 2022 LLC (August 31, 2022), a Delaware limited liability company.
JFIN Revolver SPE4 2022 Ltd. (August 31, 2022), a Cayman Islands company.
JCP Private Loan Management GP LLC (March 16, 2023), a Delaware limited liability company.
JCP Private Loan Management LP (March 16, 2023), a Delaware limited partnership.
JF CEI Holdings 1 LLC (December 20, 2024), a Delaware limited liability company
JF CEI Holdings 2 LLC CP (December 20, 2024), a Delaware limited liability company.
Berkshire Way LLC (June 14, 2012), a Delaware limited liability company.
MML Strategic Distributors, LLC (June 7, 2013), a Delaware limited liability company.
MML Investment Advisers, LLC (September 24, 2013), a Delaware limited liability company.
Pioneers Gate LLC (October 27, 2014), a Delaware limited liability company.
MML Special Situations Investor LLC (November 17, 2014), a Delaware limited liability company.
Timberland Forest Holding LLC (October 12, 2015), a Delaware limited liability company. MassMutual’s ownership is 37% and 63% is held by MassMutual Trad Private Equity LLC.
Lyme Adirondack Forest Company, LLC (April 4, 2006), a Delaware limited liability company.
Lyme Adirondack Timber Sales, LLC (December 16, 2016), a Delaware company. (Note: Lyme Adirondack Timber Sales, Inc. merged with and into this company
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effective December 31, 2016.)
Lyme Adirondack Timberlands I, LLC (August 16, 2006), a Delaware limited liability company.
Lyme Adirondack Timberlands II, LLC (August 16, 2006), a Delaware limited liability company.
Insurance Road LLC (May 3, 2017), a Delaware limited liability company.
MassMutual Intellectual Property LLC (May 3, 2017), a Delaware limited liability company.
MassMutual Trad Private Equity LLC (May 3, 2017), a Delaware limited liability company.
Trad Investments I LLC (September 11, 2018), a Delaware limited liability company.
MassMutual Mortgage Lending LLC (October 30, 2017), a Delaware limited liability company.
MM Copper Hill Road LLC (October 5, 2017), a Delaware limited liability company.
EM Opportunities LLC (January 16, 2018), a Delaware limited liability company.
MassMutual MCAM Insurance Company, Inc. (March 18, 2018), a Vermont captive insurance company.
CML Global Capabilities (December 2, 2019), a Delaware limited liability company.
MM Global Capabilities I LLC (December 2, 2019), a Delaware limited liability company.
MassMutual Global Business Services India LLP (December 23, 2019), a limited partnership domiciled in the Republic of India (owned 99.8% by MM Global Capabilities I LLC).
MM Global Capabilities II LLC (December 2, 2019), a Delaware limited liability company.
MM Global Capabilities (Netherlands) B.V. (February 28, 2020), a company domiciled in the Netherlands (MM Global Capabilities I LLC and MM Global Capabilities II LLC are the partners of this company).
MassMutual Global Business Services Romania S.R.L. (March 31, 2020), a company domiciled in Romania.
MM Global Capabilities III LLC (December 3, 2019), a Delaware limited liability company that serves as a limited partner and holds ownership shares in MassMutual Global Business Services India LLP.
MM Investment Holding (September 21, 2020), a Cayman Islands company.
MML Management Corporation (October 14, 1968), a Massachusetts corporation.
MassMutual International Holding MSC, Inc. (January 31, 2001), a Massachusetts corporation.
MassMutual Holding MSC, Inc. (December 26, 1996), a Massachusetts corporation. This subsidiary qualifies as a “Massachusetts Security Corporation” under Chapter 63 of the Massachusetts General Laws.
MassMutual Asset Finance LLC (formerly known as Winmark Equipment Finance, LLC) (owned 99.61% by MM Investment Holding and 0.39% by C.M. Life Insurance Company).
MMAF Equipment Finance LLC 2019-B (August 23, 2019), a Delaware limited liability company.
MMAF Equipment Finance LLC 2020-A (May 27, 2020), a Delaware limited liability company.
MMAF Equipment Finance LLC 2022-A (February 24, 2022), a Delaware limited liability company.
MMAF Equipment Finance LLC 2023-A (June 14, 2023), a Delaware limited liability company.
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MMAF Equipment Finance LLC 2024-A (November 28, 2023), a Delaware limited liability company.
Barings Equipment Finance LLC 2025-A (December 30, 2024), a Delaware limited liability company t
Barings Equipment Finance LLC 2025-B (September 25, 2025), a Delaware limited liability company.
Barings Equipment Finance LLC 2026-A (December 30, 2025), a Delaware limited liability company.
MMIH Bond Holdings LLC (November 28, 2022), a Delaware limited liability company.
MML CM LLC (November 10, 2020), a Delaware limited liability company.
Flourish Holding Company LLC (February 14, 2022), a Delaware limited liability company.
Flourish Insurance Agency LLC (February 18, 2022), a Delaware limited liability company.
Flourish Financial LLC (November 3, 2017), a Delaware limited liability company.
Flourish Technologies LLC (May 11, 2021), a Delaware limited liability company.
SoraFinance, Inc. (November 8, 2021), a Delaware corporation.
Glidepath Holdings Inc. (February 4, 2021), a Delaware corporation.
MassMutual Ascend Life Insurance Company (December 29, 1961), an Ohio corporation.
Annuity Investors Life Insurance Company (November 13, 1981), an Ohio corporation.
MM Ascend Life Investor Services, LLC (formerly Great American Advisors, LLC) (December 10, 1993), an Ohio corporation.
MM Ascend Mortgage Lending LLC (March 17, 2023), a Delaware limited liability company.
MM Vine Street LLC (September 26, 2024), a Delaware limited liability company
Counterpointe – Ascend Mortgage Lending LLC (February 20, 2025), a Delaware limited liability company.
Manhattan National Holding Corporation (August 27, 2008), an Ohio corporation.
Manhattan National Life Insurance Company (May 21, 2014), an Ohio corporation.
MM/Barings Multifamily TEBS 2020 LLC (April 2, 2020) a Delaware limited liability company that engages in bond and mortgage loan securitization transactions.
MassMutual Ventures Europe/APAC I GP, LLC (September 28, 2022), a Delaware limited liability company.
MassMutual Ventures Europe/APAC I GP, L.P. (October 21, 2022), a Cayman Islands exempted limited partnership.
MassMutual Ventures Europe/APAC I, L.P. (October 21, 2022), a Cayman Islands exempted limited partnership.
MassMutual Ventures Southeast Asia III LLC (January 3, 2022), a Delaware limited liability company.
MMV Digital I LLC (May 18, 2022)), a Cayman Islands company.
MassMutual Ventures US IV GP, LLC (September 28, 2022), a Delaware limited liability company.
MassMutual Ventures US IV, L.P. (September 28, 2022), a Delaware limited partnership.
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MassMutual Ventures US IV LLC (December 8, 2021), a Delaware limited liability company that will hold investments.
DPI-ACRES Capital LLC (September 16, 2022), a Delaware limited liability company.
MMV CTF I GP, LLC (January 30, 2023), a Delaware limited liability company.
MassMutual Ventures Climate Technology Fund I LP (January 30, 2023) a Delaware fund.
DPI-ARES Mortgage Lending LLC (July 5, 2023) a Delaware limited liability company.
Counterpointe Sustainable Advisors LLC (April 4, 2023), a Delaware limited liability company. MassMutual has a 80.25% ownership interest in this company.
CSA Incentive Holdco LLC (April 6, 2023), a Delaware limited liability company.
CSA Intermediate Holdco LLC (April 4, 2023), a Delaware limited liability company.
Counterpointe Trust Services LLC (October 14, 2020), a Delaware limited liability company.
CP PACE LLC (October 14, 2020), Delaware limited liability company.
Counterpointe Titling Trust (November 6, 2020), a Delaware statutory trust.
Counterpointe Energy Solutions II LLC (April 6, 2023), a Delaware limited liability company.
Counterpointe Energy Solutions (CA) II LLC (April 6, 2023), a Delaware limited liability company.
Counterpointe Energy Solutions (IL) LLC (July 16, 2018), a Delaware limited liability company.
Loop-Counterpointe PACE LLC (July 16, 2018), a Delaware limited liability company.
Counterpointe Energy Solutions (FL) II LLC (October 2, 2023), a Delaware limited liability company.
CSA Employee Services Company LLC (April 6, 2023), a Delaware limited liability company.
Counterpointe Sustainable Real Estate II LLC (April 6, 2023), a Delaware limited liability company.
Counterpointe Energy Services LLC (March 17, 2015), a Delaware limited liability company.
Counterpointe Investment Management LLC (October 10, 2024), a Delaware limited liability company.
Stillings Street LLC (September 25, 2024), a Delaware limited liability company.
Eclipse Business Capital LLC (October 22, 2015) a Delaware limited liability company.
Counterpointe – MM Mortgage Lending LLC (February 20, 2025), a Delaware limited liability company
LNL MM, LLC (February 19, 2025), a Delaware limited liability company (MassMutual – 71.25%; MM Ascend 23.7%).
LNL MM D, LLC (February 19, 2025), a Delaware limited liability company.
LNL MM D Core, LLC (February 19, 2025), a Delaware limited liability company.
Corten Real Estate Credit Fund I LLC (January 15, 2026), a Delaware limited liability company. MassMutual owns 73.5% and MassMutual Ascend Life Insurance Company owns 24.5%.
CapSec LLC (June 25, 2025), a Delaware limited liability company.
LNL MM 2, LLC (May 8, 2025), a Delaware limited liability company (MassMutual – 85.5%; MM Ascend 9.5%).
Port 51 Lending Holdings LLC (June 8, 2022), a Delaware limited liability company
Port 51 Lending LLC (January 2, 2018), a Delaware limited liability company.
Port 51 Commercial LLC (July 8, 2025) a Delaware limited liability company.
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The following are investment-related special purpose entities of Barings LLC (“Barings”). All are 100% owned unless otherwise specified.
ALAND ROYALTY GP, LLC
Delaware - 6887128
ALASKA FUTURE FUND GP, LLC
Delaware – 7621080
BAI FUNDS SLP, LLC
Delaware – 7056431
BAI GP, LLC
Delaware – 6972999
BARINGS ACTIVE PASSIVE EQUITY DIRECT EAFE LLC
Delaware – 678445
BARINGS ASSET-BASED INCOME FUND (US) GP, LLC
Delaware, U.S.A. – 6399905
61.02% owned by Barings LLC
BARINGS BLUE RIDGE FUND GP LLC
Delaware, U.S.A. – 10477046
BARINGS BLUE RIDGE FUND, L.P.
Delaware, U.S.A. – 10477048
BARINGS CAPITAL SOLUTIONS PERPETUAL FUND (DE), L.P.
Delaware, U.S.A. – 7354538
32.63% owned by Barings LLC
BARINGS CENTRE STREET CLO EQUITY PARTNERSHIP GP, LLC
Delaware, U.S.A. – 67009373
BARINGS CLO INVESTMENT PARTNERS GP, LLC
Delaware, U.S.A. – 5895167
BARINGS CORE PROPERTY FUND GP LLC
Delaware, U.S.A. – 4219093
BARINGS DIRECT LENDING GP LTD.
Cayman Islands - WC-331849
BARINGS DIRECT INVESTMENTS LLC
Delaware, U.S.A. – 4296453
BARINGS DIVERSIFIED RESIDENTIAL FUND GP LLC
Delaware, U.S.A. – 3574626
BARINGS EMERGING GENERATION FUND GP, LLC
Delaware, U.S.A. – 7715719
50% owned by Barings LLC
BARINGS EMERGING GENERATION FUND II GP, LLC
Delaware, U.S.A. – 6638604
BARINGS EMERGING GENERATION FUND III GP, LLC
Delaware, U.S.A. – 10395626
BARINGS EMERGING GENERATION FUND III, LLC
Delaware, U.S.A. – 10395638
BARINGS EMERGING MARKETS BLENDED FUND I GP, LLC
Delaware, U.S.A. – 6229845
BARINGS EPLF5 RATED FEEDER GP LLC
Delaware, U.S.A. – 7493135
BARINGS ERS PE EMERGING MANAGER III GP, LLC
Delaware, U.S.A. – 7443853
BARINGS FC III LLC
Delaware, U.S.A. – 3467267
BARINGS GLOBAL ENERGY INFRASTRUCTURE ADVISORS LLC
Delaware, U.S.A. –6187863
BARINGS GLOBAL INVESTMENT FUNDS (U.S.) MANAGEMENT, LLC
Delaware, U.S.A. – 4864959
BARINGS GLOBAL SPECIAL SITUATIONS CREDIT FUND 4 GP (DELAWARE) LLC
Delaware, U.S.A. – 3075964
BARINGS GLOBAL REAL ASSETS FUND GP, LLC
Delaware, U.S.A. – 6662271
55.5% owned by Barings LLC
BARINGS GPSF LLC
Delaware, U.S.A. – 3022744
BARINGS HOTEL OPPORTUNITY VENTURE I GP, LLC
26
Delaware, U.S.A. – 5939453
50% owned by Barings LLC
BARINGS INFINITI FUND MANAGEMENT LLC
Delaware, U.S.A. – 7140111
BARINGS INFRASTRUCTURE CLO EQUITY PARTNERSHIP GP LLC
Delaware, U.S.A. – 10254364
BARINGS INFRASTRUCTURE SECONDARIES & SOLUTIONS FUND II MANAGING MEMBER LLC
Delaware, U.S.A. – 10426328
BARING INVESTMENT SERIES, LLC
Delaware, U.S.A. – 4057176
BARINGS NAPLF IV RATED FEEDER, L.P.
Delaware, U.S.A. – 1069319
BARINGS NEW JERSEY EMERGING MANAGER PROGRAM GP, LLC
Delaware, U.S.A. – 7175727
BARINGS NEW JERSEY EMERGING MANAGER PROGRAM II GP, LLC
Delaware, U.S.A. – 10182697
BARINGS NEW JERSEY EMERGING MANAGER PROGRAM II, L.P.
Delaware, U.S.A. – 10182696
BARINGS NORTH AMERICAN PRIVATE LOAN FUND MANAGEMENT, LLC
Delaware, U.S.A. – 6131639
BARINGS NORTH AMERICAN PRIVATE LOAN FUND II MANAGEMENT, LLC
Delaware, U.S.A. – 7868270
BARINGS NORTH AMERICAN PRIVATE LOAN FUND III MANAGEMENT, LLC
Delaware, U.S.A. – 6640173
BARINGS NORTH AMERICAN PRIVATE LOAN FUND IV (CAYMAN)-A, L.P.
Cayman Islands – WC-133150
BARINGS NORTH AMERICAN PRIVATE LOAN FUND IV MANAGEMENT, LLC
Delaware, U.S.A. – 10269278
BARINGS PORTFOLIO FINANCE IG HOLDINGS, LLC
Delaware, U.S.A. – 10415634
BARINGS PORTFOLIO FINANCE IG ISSUER I, LLC
Delaware, U.S.A. – 10359831
BARINGS REAL ASSET SPECIAL SERVICER LLC
Delaware, U.S.A. – 10422593
BARINGS REAL ESTATE EUROPEAN VALUE ADD FUND II FEEDER LLC
Cayman Islands – MC-3557
BARINGS SBIC II GP, LLC
Delaware, U.S.A. – 4948134
BARINGS SEM GP LLC
Delaware, U.S.A. – 4639492
BARINGS SMALL BUSINESS FUND LLC
Delaware, U.S.A. – 7875829
54.25% owned by Barings LLC
BARINGS SPECIALTY ASSET BASED FINANCE FUND GP LLC
Delaware, U.S.A. – 10510246
BARINGS TYIDF2 RATED FEEDER GP LLC
Delaware, U.S.A. – 7493145
BARINGS TYIDF2 RATED FEEDER, L.P.
Delaware, U.S.A. – 7493155
BARINGS – MM REVOLVER FUND GP LLC
Delaware, U.S.A. – 6354426
BCLF GP LLC
Delaware, U.S.A. – 2551895
BDAE PRIVATE FUND BLOCKER 2025, LLC
Delaware, U.S.A. – 10126772
BDAE PRIVATE FUND GP LLC
Delaware, U.S.A. – 33-3672699
BDAE PRIVATE FUND, LP
Delaware, U.S.A. – 33-3703068BENTON STREET ADVISORS, INC.
Cayman Islands – MC-186805
BHOVI INCENTIVE LLC
Delaware, U.S.A. – 6268804
50% owned by Barings LLC
BIG REAL ESTATE INCENTIVE I LLC
Delaware, U.S.A. – 6778920
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50% owned by Barings LLC
BIG REAL ESTATE INCENTIVE II LLC
Delaware, U.S.A. – 6778922
50% owned by Barings LLC
BMT RE DEBT FUND GP LLC
Delaware, U.S.A. – 6965646
BRECS VII GP LLC
Delaware, U.S.A. – 61147
BREDIF GP LLC
Delaware, U.S.A. – 3853440
CPF SPRINGING MEMBER, LLC
Delaware, U.S.A. – 3873032
CREA-MA REORGANIZATION TRUST
Delaware, U.S.A. – 000933540
LAKE JACKSON LLC
Delaware, U.S.A. – 6339374
MARTELLO RE GP LLC
Delaware, U.S.A. – 5993354
MEZZCO AUSTRALIA II LLC
Delaware, U.S.A. – 5346304
MEZZCO III LLC
Delaware, U.S.A. – 4557758
50% owned by Barings LLC
MEZZCO IV LLC
Delaware, U.S.A. – No number available
NAPLF (CAYMAN)-A SENIOR FUNDING IV LLC
Delaware, U.S.A. – 10373818
RECSA-NY GP LLC
Delaware, U.S.A. – 6101306
TERRAPIN MIDDLE MARKET INFRASTRUCTURE FUND, L.P.
Delaware, U.S.A. – 3903667
The following are subsidiary companies of MassMutual. The ownership interest is 20% or more. The ownership interest is MassMutual’s unless otherwise shown.
40 EXCHANGE MM MEMBER LLC
Ownership – 100%
100 W. 3RD STREET LLC
Ownership – 100%
12-18 WEST 55TH STREET PREDEVELOPMENT, LLC
Ownership – 90.20%
21 WEST 86TH LLC
Ownership – 96.24%
300 SOUTH TRYON HOTEL LLC
Ownership – 100%
300 SOUTH TRYON LLC
Ownership – 100%
ALAND ROYALTY HOLDINGS LP
Ownership – 26.69%
BARINGS AFFORDABLE HOUSING MORTGAGE FUND I LLC
Ownership – 100%
BARINGS AFFORDABLE HOUSING MORTGAGE FUND II LLC
Ownership – 100%
BARINGS AFFORDABLE HOUSING MORTGAGE FUND III LLC
Ownership – 100%
BARINGS CAPITAL SOLUTIONS PERPETUAL FUND (CA), L.P.
Ownership – 35.00%
BARINGS CONSTRUCTION LENDING FUND LP
Ownership – 74.16% MassMutual, 25.84% Third Party
BARINGS DIVERSIFIED RESIDENTIAL FUND LP
Ownership – 100%
BARINGS EMERGING GENERATION FUND II LP
Ownership – 27.13%
BARINGS EMERGING GENERATION FUND, LP
Ownership – 67.74%
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BARINGS GLOBAL ENERGY INFRASTRUCTURE FUND I LP
Ownership – 99.24%
BARINGS GLOBAL REAL ASSETS FUND, LP
Ownership – 26.14%%%
BARINGS HOTEL OPPORTUNITY VENTURE I LP
Ownership – 50.00%
BARINGS HOTEL OPPORTUNITY VENTURE II LP
Ownership – 50.00%
BARINGS MILLER INVESTMENT TRUST
Ownership – 57.33% MassMutual, 9.33% MM Ascend
BARINGS REAL ESTATE DEBT INCOME FUND LP
Ownership – 100%
BARINGS REAL ESTATE EUROPEAN VALUE ADD I SCSP
Ownership – 49.99%
BARINGS SMALL BUSINESS FUND, L.P.
Ownership – 33.60%
BARINGS U.S. CORE BOND FUND
Ownership – 100%
BARINGS U.S. HIGH YIELD FUND
Ownership – 33.09%
BARINGS-MM REVOLVER FUND LP
Ownership – 86.00%
BRAVA5 MALIC INVESTOR LLC
Ownership – 100% MM Ascend
BRAVA5 MM INVESTOR LLC
Ownership – 100%
CHASSIS ACQUISITION HOLDING LLC
Ownership – 30% (MassMutual Holding LLC)
CORNBROOK PRS HOLDINGS LLC
Ownership – 100%
CORNERSTONE FORT PIERCE DEVELOPMENT, LLC
Ownership – 90.00%
CORNERSTONE PERMANENT MORTGAGE FUND II LLC
Ownership – 100%
CORNERSTONE PERMANENT MORTGAGE FUND III LLC
Ownership – 100%
CORNERSTONE PERMANENT MORTGAGE FUND IV LLC
Ownership – 100%
CORNERSTONE PERMANENT MORTGAGE FUND LLC
Ownership – 100%
CRA AIRCRAFT HOLDING LLC
Ownership – 40.00%
RIDGE APARTMENTS, LLC
Ownership – 100%
CREA/PPC VENTURE, LLC
Ownership – 100%
CREA/WINDSTAR DUBLIN PLEASANTON, LLC
Ownership – 92.00%
E2E AFFORDABLE HOUSING DEBT FUND LLC
Ownership – 100%
EIP HOLDINGS I, LLC
Ownership – 28.96%
EURO REAL ESTATE HOLDINGS LLC
Ownership – 100%
FAN PIER DEVELOPMENT LLC
Ownership – 90.00%
GIA EU HOLDINGS LLC
Ownership – 100%
HB NAPLES GOLF OWNER LLC
Ownership – 100% (MassMutual Holding LLC)
LANDMARK MANCHESTER HOLDINGS LLC
Ownership – 100%
LONDON OFFICE JV HOLDINGS LLC
Ownership – 100%
MALIC AUSTRALIA BSOT LLC
Ownership – 100%
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MALIC DEBT PARTICIPATIONS LLC
Ownership – 100% (MM Ascend)
MIAMI DOUGLAS FOUR MM, LLC
Ownership – 100%
MARCO HOTEL LLC
Ownership – 100% (MassMutual Holding LLC)
MIAMI DOUGLAS ONE GP LLC
Ownership – 100%
MIAMI DOUGLAS THREE MM, LLC
Ownership – 100%
MIAMI DOUGLAS TWO GP LLC
Ownership – 100%
MIAMI DOUGLAS TWO LP
Ownership – 89.99%
MM 10 CENTENNIAL DRIVE MEMBER LLC
Ownership – 100%
MM 340 MADISON MEMBER LLC
Ownership – 100%
MM 1370 AVE OF AM LLC
Ownership – 100%
MM 1400 E 4TH STREET MEMBER LLC
Ownership – 100%
MM 425 MONTGOMERY MEMBER LLC
Ownership – 100%
MM 550 CORPORATE MEMBER LLC
Ownership – 100%
MM ASCEND DS INVESTORS LLC
Ownership – 100%
MM BIG PENINSULA CO-INVEST MEMBER LLC
Ownership – 27.20%
MM BROOKHAVEN MEMBER LLC
Ownership – 100%
MM CENTURY SQUARE MEMBER LLC
Ownership – 100%
MM DEBT PARTICIPATIONS LLC
Ownership – 100%
MM DEN PAV MEMBER LLC
Ownership – 100%
MM DS INVESTORS LLC
Ownership – 100%
MM EAST SOUTH CROSSING MEMBER LLC
Ownership – 100%
MM HORIZON SAVANNAH MEMBER LLC
Ownership – 100%
MM FREMONT MEMBER LLC
Ownership – 100%
MM HORIZON SAVANNAH MEMBER II LLC
Ownership – 100%
MM HORIZON SAVANNAH MEMBER III LLC
Ownership – 100%
MM IRONHEAD COMMERCE CENTER MEMBER LLC
Ownership – 100%
MM KANNAPOLIS INDUSTRIAL MEMBER LLC
Ownership – 100%
MM LIBERTY CENTRE MEMBER LLC
Ownership – 100%
MM MD2 STATION MEMBER LLC
Ownership – 100%
MM NATIONAL IOS PROGRAM MEMBER LLC
Ownership – 100%
MM NATIONAL SELF-STORAGE PROGRAM MEMBER LLC
Ownership – 100%
MM NATIONAL SELF-STORAGE PROGRAM MEMBER II LLC
Ownership – 100%
MM PARK CITY INVESTOR LLC
Ownership – 100%
MM REDISCOVER MEMBER LLC
Ownership – 100%
MM REED DISTRICT LANDCO MEMBER LLC
Ownership – 100%
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MM SEDONA VORTEX INVESTOR LLC
Ownership – 100%
MM SL WILLISTOWN LLC
Ownership – 100%
MM SPEEDWAY EL PASO MEMBER LLC
Ownership – 100%
MM SPEEDWAY EL PASO MEMBER II LLC
Ownership – 100%
MM STOWE INVESTOR LLC
Ownership – 100%
MM SUBLINE BORROWER LLC
Ownership – 100%
MM THE GILMAN MEMBER LLC
Ownership – 100%
MM TOKYO BTR1 LLC
Ownership – 70% MassMutual, 30% MM Ascend
MM VIRGINIAN INVESTOR LLC
Ownership – 100%
MMALIC 10 CENTENNIAL DRIVE MEMBER LLC
Ownership – 100% MM Ascend
MMLIC AUSTRALIA BAST LLC
Ownership – 100%
MMLIC AUSTRALIA BSOT LLC
Ownership – 100%
PACO FRANCE LOGISTICS LLC
Ownership – 100%
PDX SW THIRD HOTEL OWNER LLC
Ownership – 100%
RB APARTMENTS LLC
Ownership – 100% (MassMutual Holding LLC)
RED LAKE VENTURES, LLC
Ownership – 31.52%
RIVERWALK MM MEMBER, LLC
Ownership – 100%
SBNP SIA III LLC
Ownership – 99.00%
SBNP SIA IV LLC
Ownership – 99.00%
SL WILLISTOWN ONE LLC
Ownership – 100%
TEN FAN PIER BOULEVARD LLC
Ownership – 100%
THREE PW OFFICE HOLDING LLC
Ownership – 95.00%
TRAILSIDE MM MEMBER II LLC
Ownership – 100%
TRAILSIDE MM MEMBER LLC
Ownership – 100%
UNNA, DORTMUND HOLDING LLC
Ownership – 100%
VALIDUS HOLDING COMPANY LLC
Ownership – 40.44%
VGS ACQUISITION HOLDING, LLC
Ownership – 33.33% (MassMutual Holding LLC)
WASHINGTON GATEWAY APARTMENTS VENTURE LLC
Ownership – 95.80%
WASHINGTON GATEWAY THREE LLC
Ownership – 95.00%
WASHINGTON GATEWAY TWO HOLDINGS LLC
Ownership – 95.00%
WEST 37TH STREET HOTEL LLC
Ownership – 93.75%
WEST 46TH STREET HOTEL LLC
Ownership – 100%
The following are collateralized loan obligation vehicles of Jefferies Finance LLC.
APEX CREDIT CLO 2024-I LTD.
A Cayman Islands collateralized loan obligation vehicle in senior secured revolving credit loans. Jefferies Finance LLC owns 100% of the subordinated notes of the CLO.
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JFIN REVOLVER CLO 2017 Ltd.
A Cayman Islands collateralized loan obligation vehicle in senior secured revolving credit loans. Jefferies Finance LLC owns 100% of the subordinated notes of the CLO.
JFIN REVOLVER CLO 2018 Ltd.
A Cayman Islands collateralized loan obligation vehicle in senior secured revolving credit loans. The CLO is managed by Jefferies Finance LLC owns 100% of the subordinated notes of the CLO.
JFIN REVOLVER CLO 2019 LTD.
A Cayman Islands collateralized loan obligation vehicle investing in senior secured revolver credit loans. Jefferies Finance LLC owns 100% of the subordinated notes of the CLO .
JFIN REVOLVER CLO 2019-II LTD.
A Cayman Islands collateralized loan obligation vehicle investing in senior secured revolver credit loans. Jefferies Finance LLC owns 100% of the subordinated notes of the CLO .
JFIN REVOLVER CLO 2020 LTD.
A Cayman Islands collateralized loan obligation vehicle investing in senior secured revolver credit loans. Jefferies Finance LLC owns 100% of the subordinated notes of the CLO.
JFIN Revolver CLO 2021-II Ltd.
A Delaware limited company that invests in revolving credit loans. Jefferies Finance LLC owns 100%.
JFIN Revolver CLO 2021-V Ltd.
A Delaware limited company that invests in revolving credit loans. Jefferies Finance LLC owns 100%.
JFIN REVOLVER CLO 2022-II LTD.
A Cayman Islands company that invests in revolving credit loans. Jefferies Finance LLC owns 100%
JFIN REVOLVER CLO 2022-III LTD.
A Cayman Islands company that invests in revolving credit loans. Jefferies Finance LLC owns 100%.
JFIN REVOLVER CLO 2022-IV LLC
A Cayman Islands company that invests in revolving credit loans. Jefferies Finance LLC owns 100%.
JFIN REVOLVER CLO 2022-IV LTD.
A Cayman Islands company that invests in revolving credit loans. Jefferies Finance LLC owns 100%.
JFIN REVOLVER CLO 2024-I LTD.
A Cayman Islands company that invests in revolving credit loans. Jefferies Finance LLC owns 100%.
JFIN REVOLVER CLO 2025-I LTD.
A Cayman Islands company that invests in revolving credit loans. Jefferies Finance LLC owns 100%.
JFIN REVOLVER CLO 2025-II LTD.
A Cayman Islands company that invests in revolving credit loans. Jefferies Finance LLC owns 100%.
JFIN REVOLVER CLO 2026-I LTD.
A Cayman Islands company that invests in revolving credit loans. Jefferies Finance LLC owns 100%.
JFIN REVOLVER FUND, L.P.
A Delaware limited partnership formed to hold investments in revolving credit loans originated by Jefferies Finance LLC. MassMutual ownership is 57.95%
JFIN REVOLVER FUNDING 2021 LTD.
A Delaware limited company that invests in revolving credit loans. Jefferies Finance LLC owns 100%.
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JFIN REVOLVER FUNDING 2021-III LTD.
A Delaware limited company that invests in revolving credit loans. Jefferies Finance LLC owns 100%.
JFIN REVOLVER FUNDING 2021-IV LTD.
A Delaware limited company that invests in revolving credit loans. Jefferies Finance LLC owns 100%.
JFIN REVOLVER FUNDING 2022-I LTD.
A Delaware limited company that invests in revolving credit loans. Jefferies Finance LLC owns 100%.
The following are portfolio companies in which Jefferies Finance LLC, together with its subsidiaries, own at least 25% of the equity interests. The ownership percentage is indicated.
CUSTOM ECOLOGY HOLDCO, LLC
100% owned by Jefferies Finance LLC
The following are investment-related special purpose entities of Baring Asset Management Limited.
BARINGS CORE FUND FEEDER I GP S.À.R.L.
Luxembourg – B216891
This company is wholly owned by Baring Asset Management Limited.
BARINGS EUROPEAN DIRECT LENDING 1GP LLP
England & Wales – OC398370
A limited liability partnership organized under the laws of England and Wales.
(99.9% owned by Barings Global Advisors Limited and 0.1% owned by Barings Asset Management Limited.)
BARINGS GPC GP S.À.R.L.
Luxembourg – No number available
A Luxembourg company that acts as the general partner to Barings Global Credit Fund (LUX) SCSp, SICAV-SIF. This company is wholly owned by Baring Asset Management Limited.
BARINGS INVESTMENT FUND (LUX) GP S.À.R.L.
Luxembourg – B127566
A Luxembourg company that acts as the general partner to Barings Investment Fund (LUX) SCSp, SICAV-SIF. This company is wholly owned by Baring Asset Management Limited.
BARINGS UMBRELLA FUND (LUX) GP S.À.R.L.
Luxembourg – B240621
A Luxembourg company that acts as the general partner to Barings Investment Fund (LUX) SCSp, SICAV-SIF. This company is wholly owned by Baring Asset Management Limited.
PREIF HOLDINGS LIMITED PARTNERSHIP
United Kingdom – SL006640
This company is wholly owned by Baring Asset Management Limited.
33
The following is an investment-related special purpose entity of Baring Fund Managers Limited.
BCGSS 2 GP LLP
England & Wales – OC394864
This entity is 99.9% owned by Baring Fund Managers Limited and 0.1% owned by Barings Asset Management Limited.
MassMutual or its subsidiaries own a significant minority stake in the companies listed below.
AMHERST LONG TERM OWNER HOLDINGS, LLC
Delaware, U.S.A – 4439028
MassMutual’s interest is 24.5%
BEAUTY BRANDS ACQUISITION LLC
Delaware, U.S.A. – 7164322
MassMutual’s ownership interest is 32.63%
ENROLL CONFIDENTLY, INC.
Delaware – 7051382
MassMutual’s interest is 22.4%
IMBIBA GROWTH LLP
MassMutual’s ownership interest is 20.00%
LOW CARBON ENERGY HOLDING
United Kingdom – No number available at this time.
MassMutual’s interest is 32.2%
MARTELLO RE FEEDER LP
Delaware – 3119360
MassMutual Holding LLC’s interest is 58.05%
MARTELLO RE LP
Delaware - 6009011
MassMutual Holding LLC has an indirect ownership of 25.8% via Martello Re Feeder LP
ROTHESAY LIMITED (FORMERLY KNOWN AS ROTHESAY HOLDCO UK LIMITED)
England & Wales – 08668809.
MM Rothesay Holdco LLC’s interest is 47.6%.
YUNFENG FINANCIAL GROUP LIMITED
Hong Kong – No number available.
MassMutual International LLC’s ownership interest is 23.65%.
MassMutual has a 47.6% ownership interest in Rothesay Limited (through MM Rothesay Holdco US LLC). The following companies are affiliated with Rothesay Limited.
LT MORTGAGE FINANCING LIMITED
England & Wales – 09444756
ROTHESAY ASSET MANAGEMENT AUSTRALIA PTY LTD
New South Wales, Australia
ROTHESAY ASSET MANAGEMENT UK LIMITED
England & Wales – 10985333
ROTHESAY ASSET MANAGEMENT NORTH AMERICA LLC
Delaware, U.S.A. – 6570152
34
ROTHESAY FOUNDATION
England & Wales – 12263987
ROTHESAY LIFE PLC
England & Wales – 06127279
ROTHESAY MA NO. 1 LIMITED
England & Wales – 11641166
ROTHESAY MA NO. 3 LIMITED
England & Wales – 12300383
ROTHESAY MA NO. 4 LIMITED
England & Wales – 12300511
RIVERTON HOME FINANCE LIMITED
England & Wales - 11877651
ROTHESAY PENSIONS MANAGEMENT LIMITED
England & Wales – 06195160
ROTHESAY PROPERTY COMPANY 1 LIMITED
England & Wales – 04346508
ROTHESAY PROPERTY PARTNERSHIP 1 LLP
England & Wales – OC436469
MassMutual has a 32.63% ownership interest in Beauty Brands Acquisition LLC. The following companies are affiliated with Beauty Brands Acquisition LLC.
BEAUTY BRANDS ACQUISITION INTERMEDIATE LLC
Delaware, U.S.A. – 7164303
FORMA BRANDS, LLC
Delaware, U.S.A. – 7164339
| II. | REGISTERED INVESTMENT COMPANY AFFILIATES: Each of the following entities is a registered investment company sponsored by MassMutual or one of its affiliates. |
| a. | MassMutual Select Funds, a Massachusetts business trust that operates as a management investment company. |
| b. | MassMutual Premier Funds, a Massachusetts business trust that operates as a management investment company. |
| c. | MassMutual Advantage Funds, a Massachusetts business trust that operates as a management investment company. |
| d. | MML Series Investment Fund, a Massachusetts business trust that operates as a management investment company. All shares issued by the Trust are owned by MassMutual and certain of its affiliates. |
| e. | MML Series Investment Fund II, a Massachusetts business trust that operates as a management investment company. All shares issued by MML Series Investment Fund II are owned by MassMutual and certain of its affiliates. |
| f. | Barings Participation Investors, a Massachusetts business trust which operates as a closed-end investment company. |
| g. | Barings Corporate Investors, a Massachusetts business trust which operates as a closed-end investment company. |
| h. | Barings Global Short Duration High Yield Fund, a Massachusetts business trust which operates as a closed-end investment company. |
35
| i. | Barings BDC, Inc., a Maryland publicly-traded, externally managed business development company |
| Item 30. | Indemnification |
The Code of Regulations of Annuity Investors Life Insurance Company® provides in Article V as follows:
The Corporation shall, to the full extent permitted by the General Corporation Law of Ohio, indemnify any person who is or was director or officer of the Corporation and whom it may indemnify pursuant thereto. The Corporation may, within the sole discretion of the Board of Directors, indemnify in whole or in part any other persons whom it may indemnify pursuant thereto.
Insofar as indemnification for liability arising under the Securities Act of 1933 (“1933 Act”) may be permitted to directors, officers and controlling persons of the Depositor pursuant to the foregoing provisions, or otherwise, the Depositor has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the 1933 Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Depositor of expenses incurred or paid by the director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Depositor will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the 1933 Act and will be governed by the final adjudication of such issue.
The directors and officers of Annuity Investors Life Insurance Company® are covered under a Directors and Officers Reimbursement Policy. Under the Reimbursement Policy, directors and officers are indemnified for loss arising from any covered claim by reason of any Wrongful Act in their capacities as directors or officers, except to the extent the Company has indemnified them. In general, the term “loss” means any amount which the directors or officers are legally obligated to pay for a claim for Wrongful Acts. In general, the term “Wrongful Acts” means any breach of duty, neglect, error, misstatement, misleading statement, omission or act by a director or officer while acting individually or collectively in their capacity as such claimed against them solely by reason of their being directors and officers. The primary policy under the program is with National Union Fire Insurance Company of Pittsburgh, PA, in the name of American Premier Underwriters, Inc.
| Item 31. | Principal Underwriter |
| (a) | MM Ascend Life Investor Services, LLC (formerly Great American Advisors®, Inc.) is the principal underwriter for the following investment companies (including the Registrant): Annuity Investors® Variable Account A, Annuity Investors® Variable Account B, and Annuity Investors® Variable Account C. |
| (b) | The principal business address of each director and officer of MM Ascend Life Investor Services, LLC is 191 Rosa Parks Street, 12th Floor, Cincinnati, Ohio 45202. |
| Name |
Position with MM Ascend Life Investor Services, LLC | |
| Peter J. Nerone | President, Chief Executive Officer & Chief Compliance Officer | |
| Scott Kramer | Vice President, Chief Information Security Officer & Co-Chief Compliance Officer | |
| Athena Purdon | Treasurer | |
| (c) | Required information is included in, and incorporated by reference to, Part B of this Registration Statement. |
| Item 31A. | Information about Contracts with Index-Linked Options and Fixed Options Subject to a Contract Adjustment. |
Not applicable.
| Item 32. | Location of Accounts and Records |
Omitted
36
| Item 33. | Management Services |
Not Applicable.
| Item 34. | Fee Representation |
The Company represents that the fees and charges deducted under the Contract, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred and the risks assumed by the Company.
Undertakings
Rule 484 Undertaking – Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant Ha been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.
37
SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all the requirements for effectiveness of this registration statement under rule 485(b) under the Securities Act and has caused this Post-Effective Amendment to its Registration Statement to be signed on its behalf by the undersigned in the City of Cincinnati, State of Ohio on June 1, 2026.
| ANNUITY INVESTORS® VARIABLE ACCOUNT B | ||
| (Registrant) | ||
| By: | /s/ Brian P. Sponaugle | |
| Brian P. Sponaugle | ||
| Senior Vice President, Chief Financial Officer & Treasurer | ||
| Annuity Investors Life Insurance Company® | ||
| ANNUITY INVESTORS LIFE INSURANCE COMPANY® | ||
| (Insurance Company) | ||
| By: | /s/ Brian P. Sponaugle | |
| Brian P. Sponaugle | ||
| Senior Vice President, Chief Financial Officer & Treasurer | ||
As required by the Securities Act of 1933, as amended, this Post-Effective Amendment to the Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
| Signature |
Capacity |
Date | ||
| /s/ Dominic L. Blue* Dominic L. Blue* |
Director, Chief Executive Officer (principal executive officer) |
June 1, 2026 | ||
| /s/ Susan M. Cicco* Susan M. Cicco* |
Director |
June 1, 2026 | ||
| /s/ Geoffrey J. Craddock* Geoffrey J. Craddock* |
Director |
June 1, 2026 | ||
| /s/ Roger W. Crandall* Roger W. Crandall* |
Director, Chairman of the Board |
June 1, 2026 | ||
| /s/ MJ Fortin* MJ Fortin* |
Director, Chief Financial Officer (principal financial officer) |
June 1, 2026 | ||
| /s/ Vy Ho* Vy Ho* |
Director |
June 1, 2026 | ||
| /s/ Paul A. LaPiana* Paul A. LaPiana* |
Director |
June 1, 2026 | ||
| /s/ Sears A. Merritt* Sears A. Merritt |
Director |
June 1, 2026 | ||
| Signature |
Capacity |
Date | ||
| /s/ Michael J. O’Connor* Michael J. O’Connor* |
Director |
June 1, 2026 | ||
| /s/ Eric W. Partlan* Eric W. Partlan* |
Director |
June 1, 2026 | ||
| /s/ Brian P. Sponaugle Brian P. Sponaugle |
Senior Vice President, Chief Financial Officer & Treasurer (Principal Accounting Officer) | June 1, 2026 | ||
| /s/ John P. Gruber |
| *John P. Gruber, as Attorney-in-Fact June 1, 2026 |
ATTACHMENTS / EXHIBITS
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, KPMG
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