Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 1, 2021, the Board of Directors (the "Board") of Brighthouse Financial, Inc. (the "Company") increased the number of directors serving on the Board from eight to nine effective November 17, 2021 and appointed Carol D. Juel as a member of the Board, also effective November 17, 2021, to fill the resulting vacancy and serve until the Company's 2022 annual meeting of stockholders. Ms. Juel was also appointed to serve on the Audit Committee and the Finance and Risk Committee of the Board.

After considering all the relevant facts and circumstances, the Board determined that Ms. Juel qualifies as an independent director under applicable listing standards of The Nasdaq Stock Market LLC. There are no arrangements or understandings between Ms. Juel and any other persons pursuant to which she was selected as a director. There are no transactions in which Ms. Juel has a direct or indirect material interest requiring disclosure under Item 404(a) of Regulation S-K.

For the remainder of 2021, Ms. Juel will only receive a prorated portion of the annual retainer for independent directors for her service as a director in accordance with the Company's current compensation program for independent members of the Board, which is shown below: Description

                                       Amount and Form

Annual retainer for non-management directors $285,000 ($120,000 paid in cash and $165,000


                                                  paid in equity)

Chairman of the Board additional annual retainer $200,000 ($100,000 paid in cash and $100,000


                                                  paid in equity)
Audit Committee Chairperson additional annual     $35,000 paid in cash
retainer
Chairperson of the Compensation and Human Capital
Committee; Finance and Risk Committee; Investment $22,000 paid in cash
Committee; or Nominating and Corporate Governance
Committee additional annual retainer

Except as noted in the table above with respect to the amount and of form of compensation, the Company's compensation program for independent members of the Board is described in more detail in the Company's Definitive Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 28, 2021 under "Board and Corporate Governance Practices - Director Compensation."

A copy of the news release issued by the Company on November 1, 2021 announcing the appointment of Ms. Juel is attached hereto as Exhibit 99.1.

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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.       Description
  99.1              News Release of Brighthouse Financial, Inc., dated November 1, 2021,
                  announcing the appointment of Ms. Juel as a director.
104               Cover Page Interactive Data File (embedded within the Inline XBRL document)







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