Form 485BXT METROPOLITAN LIFE INSURA

January 29, 2026 2:30 PM EST
As filed with the Securities and Exchange Commission on January 29, 2026
Registration Numbers 333-268428

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. 3
REGISTRATION STATEMENT UNDER
THE INVESTMENT COMPANY ACT OF 1940
 
 
Amendment No.

Metropolitan Life Insurance Company
(Exact Name of Insurance Company)
200 Park Avenue, New York, New York 10166
(Address of Insurance Company's Principal Executive Offices) (zip code)
(212) 578-9500
(Insurance Company's Telephone Number, including Area Code)
Monica Curtis
Executive Vice President and Chief Legal Officer
Metropolitan Life Insurance Company
200 Park Avenue
New York, New York 10166
(Name and Address of Agent for Service)
COPIES TO:
W. Thomas Conner, Esq.
Carlton Fields
1625 Eye Street, NW, Suite 800
Washington, DC 20006-4064
Approximate Date of Proposed Public Offering: On May 1, 2026
It is proposed that this filing will become effective (check appropriate box):
immediately upon filing pursuant to paragraph (b)
on (date) pursuant to paragraph (b)
60 days after filing pursuant to paragraph (a)(1)
on April 17, 2026 pursuant to paragraph (a)(1) of Rule 485 under the Securities Act of 1933 (“Securities Act”).
 
If appropriate, check the following box:
this post-effective amendment designates a new effective date for a previously filed post-effective amendment
 
Check each box that appropriately characterizes the Registrant:
New Registrant (as applicable, a Registered Separate Account or Insurance Company that has not filed a Securities Act
registration statement or amendment thereto within 3 years preceding this filing)

Emerging Growth Company (as defined by Rule 12b-2 under the Securities Exchange Act of 1934 (“Exchange Act”))
If an Emerging Growth Company, indicate by check mark if the Registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of Securities Act
Insurance Company relying on Rule 12h-7 under the Exchange Act
Smaller reporting company (as defined by Rule 12b-2 under the Exchange Act)


This Post-Effective Amendment is being filed pursuant to Rule 485(b)(1)(iii) under the Securities Act of 1933, as amended, for the sole purpose of delaying the effective date of Post-Effective Amendment No. 2 ("Amendment No. 2") to the Registration Statement File No. 333-268428 filed pursuant to Rule 485(a) under the Securities Act of 1933, as amended, on November 12, 2025. Parts A and B were filed in Amendment No. 1 which was filed on September 3, 2025 and subsequently delayed on November 12, 2025 and are incorporated herein by reference.


Part C
Other Information
Item 27. Exhibits
(a)
 
(b)
 
Custodian Agreements. Not applicable.
(c)
 
Underwriting Contracts.
(c)
(1)
(c)
(2)
(c)
(3)
(d)
 
Contracts, Certificates and Endorsements.
(d)
(1)
(d)
(2)
(d)
(3)
(d)
(4)
(d)
(5)
(d)
(6)
(d)
(7)
(d)
(8)
(d)
(9)
(d)
(10)
(d)
(11)
(d)
(12)

(d)
(13)
(d)
(14)
(d)
(15)
(e)
(1)
(e)
(2)
(e)
(3)
(f)
(1)
(f)
(2)
(g)
 
Reinsurance Contracts. Not applicable.
(h)
(1)
(h)
(2)
(h)
(3)
(h)
(4)
(h)
(5)
(h)
(6)
(h)
(7)

(h)
(8)
(h)
(9)
(h)
(10)
(h)
(11)
(h)
(12)
(h)
(13)
(h)
(14)
(h)
(15)
(h)
(16)
(h)
(17)
(h)
(18)

(h)
(19)
(h)
(20)
(h)
(21)
(h)
(22)
(h)
(23)
(h)
(24)
(i)
 
Administrative Contracts. Not applicable.
(j)
 
Other Material Contracts. Not applicable.
(k)
 
(l)
 
Consent of Independent Registered Public Accounting Firm. (To be filed by subsequent post-effective amendment to the
Registration Statement.)
(m)
 
Omitted Financial Statements. Not applicable.
(n)
 
Initial Capital Agreements. Not applicable.
(o)
 
Form of Initial Summary Prospectuses. Not applicable
(p)
(i)
(p)
(ii)
(q)
 
Letter Regarding Change in Certifying Accountant. Not applicable.
(r)
 
Historical Current Limits on Index Gains. Not applicable.
EX-101.INS
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EX-101.SCH
XBRL Taxonomy Extension Schema Document
EX-101.CAL
XBRL Taxonomy Extension Calculation Linkbase Document
EX-101.DEF
XBRL Taxonomy Extension Definition Linkbase Document
EX-101.LAB
XBRL Taxonomy Extension Labels Linkbase Document
EX-101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document

Item 28. Directors and Officers of the Insurance Company
Name and Principal Business Address
Positions and Offices with Depositor
Robert G. Hubbard
200 Park Avenue
New York, NY 10166
Chairman of the Board and Director
Michel A. Khalaf
200 Park Avenue
New York, NY 10166
President, Chief Executive Officer and Director
Carlos M. Gutierrez
200 Park Avenue
New York, NY 10166
Director
Carla Harris
200 Park Avenue
New York, NY 10166
Director
Laura J. Hay
200 Park Avenue
New York, NY 10166
Director
Jeh C. Johnson
200 Park Avenue
New York, NY 10166
Director
Christian S. Mumenthaler
200 Park Avenue
New York, NY 10166
Director
William E. Kennard
200 Park Avenue
New York, NY 10166
Director
Diana L. McKenzie
200 Park Avenue
New York, NY 10166
Director
Denise M. Morrison
200 Park Avenue
New York, NY 10166
Director
Mark A. Weinberger
200 Park Avenue
New York, NY 10166
Director
Set forth below is a list of certain principal officers of Metropolitan Life Insurance Company. The principal business address of each principal officer is 200 Park Avenue, New York, NY 10166 unless otherwise noted below.
NAME
POSITIONS WITH DEPOSITOR
Michel A. Khalaf
President and Chief Executive Officer
Bryan E. Boudreau
Executive Vice President & Chief Actuary
Marlene Debel
Executive Vice President and Chief Risk Officer
Monica Curtis
Executive Vice President and Chief Legal Officer and Head of Government Relations
John D. McCallion
Executive Vice President and Chief Financial Officer
John A. Hall
Executive Vice President and Treasurer
William C. O'Donnell
Executive Vice President, Chief Financial Officer, U.S., MetLife Holdings

NAME
POSITIONS WITH DEPOSITOR
Bill Pappas
Executive Vice President, Global Technology & Operations
Adrienne O’Neill
Executive Vice President and Chief Accounting Officer
Ramy Tadros
Regional President, U.S. Business and Head of MetLife Holdings
Item 28. Persons Controlled By or Under Common Control With The Depositor or Registrant
The Registrant is a separate account of Metropolitan Life Insurance Company under the New York Insurance law. Under said law the assets allocated to the Separate Account are the property of Metropolitan Life Insurance Company. Metropolitan Life Insurance Company is a wholly-owned subsidiary of MetLife, Inc., a publicly traded company. The following outline indicates those persons who are controlled by or under common control with MetLife, Inc. No person is controlled by the Registrant.
ORGANIZATIONAL STRUCTURE OF METLIFE, INC. AND SUBSIDIARIES
AS OF DECEMBER 31, 2025
Item 30. Indemnification
As described in their respective governing documents, MetLife, Inc. (the ultimate parent of the Depositor and MetLife Investors Distribution Company, the Registrant’s principal underwriter (the “Underwriter”)), which is incorporated in the state of Delaware, and the Depositor, which is incorporated in the state of New York, shall indemnify any person who is made or is threatened to be made a party to any civil or criminal suit, or any administrative or investigative proceeding, by reason of the fact that such person is or was a director or officer of the respective company, under certain circumstances, against liabilities and expenses incurred by such person.
MetLife, Inc. also has adopted a policy to indemnify employees (“MetLife Employees”) of MetLife, Inc. or its affiliates (“MetLife”), including any MetLife Employees serving as directors or officers of the Depositor or the Underwriter. Under the policy, MetLife, Inc. will, under certain circumstances, indemnify MetLife Employees for losses and expenses incurred in connection with legal actions threatened or brought against them as a result of their service to MetLife. The policy excludes MetLife directors and others who are not MetLife Employees, whose rights to indemnification, if any, are as described in the charter, bylaws or other arrangement of the relevant company.
MetLife, Inc. also maintains a Directors and Officers Liability and Corporate Reimbursement Insurance Policy under which the Depositor and the Underwriter, as well as certain other subsidiaries of MetLife, are covered. MetLife, Inc. also has secured a Financial Institutions Bond.
Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the Company, pursuant to the foregoing provisions, or otherwise, the Company has 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 Company of expenses incurred or paid by a director, officer or controlling person of the Company 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 Company 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.
Item 31. Principal Underwriters
(a) Other Activity. MetLife Investors Distribution Company also serves as principal underwriter and distributor of the Contracts. MetLife Investors Distribution Company is the principal underwriter for the following investment companies:
General American Separate Account Eleven
General American Separate Account Twenty-Eight
General American Separate Account Twenty-Nine
General American Separate Account Two
Metropolitan Life Separate Account UL
Metropolitan Life Variable Annuity Separate Account II
Metropolitan Tower Life Separate Account One
Metropolitan Tower Life Separate Account Two
New England Life Retirement Investment Account
New England Variable Annuity Fund I

Paragon Separate Account A
Paragon Separate Account B
Paragon Separate Account C
Paragon Separate Account D
Separate Account No. 13S
(b)
Management. MetLife Investors Distribution Company is the principal underwriter for the Contracts. The following persons are officers and directors of MetLife Investors Distribution Company. The principal business address for MetLife Investors Distribution Company is 200 Park Avenue, New York, NY 10166.
Name and Principal Business Address
Positions and Offices With Underwriter
Jessica T. Good
200 Park Avenue
New York, NY 10166
Director, Chair of the Board, President and Chief Executive Officer
Kelli Buford
200 Park Avenue
New York, NY 10166
Secretary
Michael J. McDermott
200 Park Avenue
New York, NY 10166
Director and Senior Vice President
Michael Yick
1 MetLife Way
Whippany, NJ 07981
Vice President and Treasurer
Alexis Kuchinsky
One MetLife Way
Whippany, NJ 07981
Chief Compliance Officer
Geoffrey Fradkin
200 Park Avenue
New York, NY 10166
Vice President
Gabriel Lopez
200 Park Avenue
New York, NY 10166
Director and Senior Vice President
Dan P. Antilley, Jr.
200 Park Avenue
New York, NY 10166
Senior Vice President and Chief Information Security Officer
Thomas J. Schuster
200 Park Avenue
New York, NY 10166
Director and Senior Vice President
Peter Gruppuso
200 Park Avenue
New York, NY 10166
Assistant Vice President and Chief Financial Officer
Geeta Alphonso-Napoli
200 Park Avenue
New York, NY 10166
Chief Legal Officer
Anika Wall
200 Park Avenue
New York, NY 10166
Director and Vice President
(c)
Compensation From the Registrant. The following aggregate amount of commissions and other compensation was received by the Distributor, directly or indirectly, from the Registrant during their last fiscal year:

(1)
Name of Principal Underwriter
(2)
Net Underwriting
Discounts and
Commissions
(3)
Compensation on
Redemption
(4)
Brokerage
Commissions
(5)
Other
Compensation
MetLife Investors Distribution Company
[To be filed by
subsequent post-
effective amendment
to the Registration
Statement.]
$0
$0
$0
Item 32. Location of Account and Records.
The following companies will maintain possession of the documents required by Section 31(a) of the Investment Company Act of 1940 and the Rules thereunder:
(a) Metropolitan Life Insurance Company, 200 Park Avenue, New York, NY 10166
(b) MetLife, 18210 Crane Nest Drive, Tampa, FL 33647
(c) MetLife Investors Distribution Company, 200 Park Avenue, New York, NY 10166
Item 33. Management Services.
Not Applicable.
Item 34. Fee Representation and Undertakings.
(a) Depositor hereby makes the following representation:
Metropolitan Life Insurance Company represents that the fees and charges deducted under the variable annuity contracts, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred and the risks assumed by Metropolitan Life Insurance Company under the Contract.
(b) Not applicable.


SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, duly authorized, in the City of New York, and State of New York, on this 29th day of January, 2026.
Metropolitan Life Separate Account E
(Registered Separate Account)
By:
Metropolitan Life Insurance Company
(Insurance Company)
 
 
By:
/s/ Jess Good
 
Vice President
 
Metropolitan Life Insurance Company
(Insurance Company)
By:
/s/ Jess Good
 
Vice President

SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration Statement has been signed by the following persons, in the capacities indicated, on January 29, 2026.
Signature
Title
*
 
Robert G. Hubbard
Chairman of the Board and Director
*
 
Michel A. Khalaf
President, Chief Executive Officer and Director
*
 
John D. McCallion
Executive Vice President and Chief Financial Officer
*
 
Adrienne O’Neill
Executive Vice President and Chief Accounting Officer
*
 
Christian S. Mumenthaler
Director
*
 
Carlos M. Gutierrez
Director
*
 
Carla A. Harris
Director
*
 
Laura J. Hay
Director
*
 
Jeh C. Johnson
Director
*
 
William E. Kennard
Director
*
 
Diana L. McKenzie
Director
*
 
Denise M. Morrison
Director
*
 
Mark A. Weinberger
Director

*By:
/s/ Heather Harker
 
Heather Harker
Attorney-in-Fact
January 29, 2026
*
Metropolitan Life Insurance Company. Executed by Heather Harker, on behalf of those indicated pursuant to powers of attorney.

ATTACHMENTS / EXHIBITS

POWER OF ATTORNEY FOR METROPOLITAN LIFE INSURANCE COMPANY



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