Correspondence 0001559495-24-000012 from Symetra Life Insurance Co (CIK 0001559495)
Symetra Life Insurance Co (CIK 0001559495)
Date: March 25, 2024 · CIK: 0001559495 · Accession: 0001559495-24-000012
AI Filing Summary & Sentiment
File numbers found in text: 333-276608
Letter
VIA EDGAR and EMAIL Division of Investment Management, Disclosure Review and Accounting Office Washington, D.C. 20549 Re: Symetra Life Insurance Company (“Symetra”) - Symetra Trek Plus Initial Registration Statement on Form S-1 (Filing No: 333-276608) Response to Comments
Dear Mr. Zapata:
This letter responds to comments that you provided on March 19, 2024, with respect to the Staff’s review of the above referenced Registration Statement filed on January 19, 2024. Along with this letter, we are including the revised pages of the Symetra Trek Plus prospectus as an Appendix, which reflects conforming edits.
Our summary of the comments and our responses thereto are provided below.
1.Cover Page - Initial Set of Comments
a.Please include disclosure regarding the Right to Examine on the Cover Page.
•Symetra has included disclosure regarding the Right to Examine on the Cover Page. See the third to last paragraph on page A-3 of the attached Appendix.
b.The Crediting Methods table on the Cover Page has an incomplete sentence. Please revise.
•The Crediting Method table has been fixed to show the entire sentence. This was a formatting issue caused when the blackline was created.
c.Please add disclosure that withdrawals will trigger a value adjustment.
•Symetra has added disclosure to the Cover Page regarding the impact of withdrawals from the Indexed Accounts and the resulting reduction in value. See the fifth paragraph on page A-2 of the attached Appendix.
2.Defined Terms
a.Please clarify or delete the last sentence of the definition for the term “Dual Trigger Rate”.
•Symetra has deleted the last sentence of this definition. See page A-4 of the attached Appendix.
Alberto H. Zapata
Securities and Exchange Commission
March 25, 2024
Page 2
3.Summary
a.Please revise the section titled “What are the Indexes for the Indexed Accounts?” to mirror the language found on the Cover Page regarding these Indexes closing once the applicable Interest Term is over.
•Symetra has added language to this discussion to clarify that these Indexes will close once the applicable Interest Term is over. See page A-5 of the attached Appendix.
b.Please add disclosure in the section titled “What are the Crediting Methods for the Indexed Accounts?” or explain through correspondence the state approval process and the phrase “subject to state approval”.
•Symetra confirms that all state variations will be disclosed in Appendix A: State Variations. If there are contracts approved with variations after the effectiveness of the prospectus, Symetra will file a supplement to update the State Variations Chart. Prospective Contract Owners residing in a state that has not approved the revised Contract for Trek Plus will receive the existing Trek Plus contract without the added features.
c.Please add disclosure under the section titled “Can I make withdrawals?” that it may not be in a Contract Owner’s best interest to take withdrawals from the Contract.
•Symetra has added disclosure regarding the risk of taking withdrawals to this section. See page A-9 of the attached Appendix.
4.Interim Value Risk
a.Please add a hyperlink to “Appendix B” that is referenced in the last sentence of the first paragraph of the section titled “Interim Value Risk”.
•Symetra has hyperlinked the reference to Appendix B under this section. See page A-10 of the attached Appendix.
5.Investment Options
a.The second paragraph of this section discusses Indexed Accounts only available to Contracts purchased after May 1, 2024 but other disclosure uses May 7, 2024. Please update the date or provide further clarity regarding May 1 and May 7 dates.
•On page A-10 of the Appendix, the May 1, 2024 date is in relation to Indexed Accounts that will be added to the Contract. The May 7, 2024 date is discussing the closure of certain Indexed Accounts. The second paragraph of the section titled Investment Options is discussing the addition of certain Indexed Accounts to the Contract and therefore, May 1, 2024 is the correct effective date of this change.
A-2
Alberto H. Zapata
Securities and Exchange Commission
March 25, 2024
Page 3
6.Cover Page - Second Set of Comments
a.Please add prominent disclosure to the Cover Page that the product is not only a Single Premium Deferred index-linked annuity contract but that no additional premium payments are accepted.
•Symetra has added this disclosure in bold on the Cover Page. See the first paragraph on page A-1 of the attached Appendix.
b.Please add state variation disclosure and intermediary disclosure in the second paragraph of the Cover Page. In addition, please remove the word “general” from the State Variation disclosure found under the section titled “State Variations”.
•Symetra has added state and intermediary disclosure to the Cover Page as well as removed the word “general” from the State Variations section. See the second paragraph on page A-1 and page A-10 of the attached Appendix.
c.Please add disclosure under the bulleted item “Indices” to disclose that the indices offered are price return indices and do not reflect dividends.
•Symetra has added this disclosure in the first sentence under the first bulleted item titled “Indices”. See page A-1 of the attached Appendix.
d.Please add disclosure to the second sentence under the bulleted item “Indices” to disclose that the credited interest is based “in part” on the performance of the Indexes.
•Symetra has added this disclosure under the first bulleted item titled “Indexes”. See page A-1 of the attached Appendix.
e.Please add disclosure regarding the maximum potential loss, shown as a percentage, for negative performance in connection with the Buffer and Buffer Plus Rate. Language should address that the buffer and buffer plus rates may limit the negative interest credited and show the buffer ranges for currently offered Index Accounts. Describe that if there is negative interest, you could lose up to xx to xx in the investment accounts currently offered.
•Symetra has added this disclosure on the Cover Page. See the table under the first paragraph on page A-3 of the attached Appendix.
f.Please add disclosure that the company deducts a daily charge equal to an annual basis: 1% for 1-year interest term, 2% for 2-year interest term, and 6% for 6-year interest term.
•Symetra has added disclosure on the Cover Page to disclose the calculation of the Indexed Account Charge. See the fourth paragraph on page A-1 of the attached Appendix.
g.Please add disclosure regarding the Company’s ability to change the feature of Index Account from one term to the next and the right to remove an Index Account.
•Symetra has added this disclosure on the Cover Page. See the first full paragraph on page A-3 of the attached Appendix.
A-3
Alberto H. Zapata
Securities and Exchange Commission
March 25, 2024
Page 4
h.Please add disclosure regarding the following items to the Cover Page:
1.Add language that the Contract is not a short-term investment and not appropriate for immediate cash;
2.Disclose the maximum surrender charge;
3.Disclose the contract may not be appropriate if the investor plans to take withdrawal prior to the end of an Interest Term, especially if the withdrawals are repetitive. Disclose that if an investor plans to make repetitive withdrawals they should consult with a financial professional;
4.Disclose withdrawal will reduce the death benefit by more than the amount of the withdrawal and could reduce the amount of indexed interest credited at the end of an Interest Term; and
5.Prominently disclose, outside of the barrier context that is on the front cover, the maximum loss, as a percentage, if the interim value adjustment is negative.
•Symetra has added this disclosure on the Cover Page in the following locations:
1.Language that the Contract is not a short-term investment has been added as the second to last sentence of the first paragraph of the Cover Page. See page A-1 of the attached Appendix. The staff struck the comment to add “and not appropriate for immediate cash” under comment 7e below.
2.The maximum surrender charge has been disclosed on the Cover Page. See paragraph five of page A-2 of the attached Appendix.
3.Disclosure regarding the impact of withdrawals, especially repetitive withdrawals can be found on the Cover Page. See paragraph five on page A-2 of the attached Appendix.
4.Disclosure that withdrawals will reduce the death benefit by more than the amount of the withdrawal and could reduce the amount of indexed interest credited at the end of an Interest Term can be found in paragraph five on page A-2 of the attached Appendix.
5.Disclosure showing the maximum loss, as a percentage, outside of the barrier disclosure has been added to the Cover Page. See the table under the first paragraph on page A-3 of the attached Appendix.
i.Please expand the disclosure regarding the risk of losing the opportunity to realize a higher Index Return with the Trigger Rate and Dual Trigger Rate to include the Cap.
•Symetra has added this disclosure to the Cover Page. See paragraph eight of page A-2 of the attached Appendix.
j.Please confirm that the Buffer will not change for the Life of the Contract. Please also add prominent disclosure to the Cover Page and in the Summary section the minimum Buffer rates and state that those will always be available under the Contract. Alternatively, that Symetra does not guarantee Index Accounts that limit loses.
•Symetra confirms that the Buffer will not change for the life of a Contract.
•Symetra has added this disclosure to the Cover Page. See the second paragraph on page A-3 of the attached Appendix.
•Symetra has bolded the statement that the Buffer will not change in the Summary section. See page A-7 of the attached Appendix.
7. Summary - Second Set of Comments
a.Please confirm that the following sentence under the Buffer Plus Rate discussion found under the first
A-4
Alberto H. Zapata
Securities and Exchange Commission
March 25, 2024
Page 5
bullet point on page 9 is accurate: “The Buffer Plus Rate represents the percentage added to the Index Return to offset any negative Index Return including potentially providing a positive Adjusted Index Return when the Index Return is negative for a given Interest Term.” Confirm (in disclosure and response letter) that such percentage is added to index return if the index return is positive.
•Symetra confirms that the sentence is accurate and no disclosure changes are needed. The Buffer Plus Rate is only added to a negative Index Return. If the Index Return is positive, interest credited will equal the Buffer Plus Rate (currently 20%), plus any Index Return in excess of the Buffer Plus Rate, subject to a Cap or Participation Rate.
b.Please include examples showing how the interest is calculated when the Index Return is (1) Below the Buffer Plus Rate, (2) negative but less than the Buffer Plus Rate, (3) positive and up to the Buffer Plus Rate, and (4) positive and exceeding the Buffer Plus Rate. If examples are disclosed elsewhere in the prospectus, please include a cross reference to these examples.
•Examples for these situations can be found under Appendix D: Crediting Method Examples. Symetra has added a hyperlinked cross reference to this Appendix under the section titled “How do the Crediting Methods for the Indexed Accounts Work?” See page A-6 of the attached Appendix.
c.Please revise the second to last sentence of the Buffer Plus Rate bullet point on page 9 to read “ For Index Returns above the Buffer Plus Rate, the Adjusted Index Return is equal to the Index Return multiplied by the Participation Rate subject to the Cap, if applicable.”
•The suggested changes to this sentence do not accurately describe the Adjusted Index Return. Symetra has not made these changes and can confirm that the sentence as written is accurate.
d.Please confirm that the Buffer Plus Rate will not change for the life of the Contract.
•Symetra confirms that the Buffer Plus Rate will not change for the life of the Contract.
e.Under Comment 6(i) above, please strike the language “and not appropriate for immediate cash” from the Cover Page.
•Symetra did not add disclosure that the Contract is not appropriate for immediate cash.
Please direct any questions or comments regarding the Registration Statement to me at 515-471-3381 or at david.dimitri@symetra.com.
Sincerely,
/s/ David Dimitri
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Document
March 25, 2024
VIA EDGAR and EMAIL
U.S. Securities and Exchange Commission
Division of Investment Management, Disclosure Review and Accounting Office
Attn: Alberto H. Zapata
100 “F” Street NE
Washington, D.C. 20549
Re: Symetra Life Insurance Company (“Symetra”) - Symetra Trek Plus
Initial Registration Statement on Form S-1 (Filing No: 333-276608)
Response to Comments
Dear Mr. Zapata:
This letter responds to comments that you provided on March 19, 2024, with respect to the Staff’s review of the above referenced Registration Statement filed on January 19, 2024. Along with this letter, we are including the revised pages of the Symetra Trek Plus prospectus as an Appendix, which reflects conforming edits.
Our summary of the comments and our responses thereto are provided below.
1.Cover Page - Initial Set of Comments
a.Please include disclosure regarding the Right to Examine on the Cover Page.
•Symetra has included disclosure regarding the Right to Examine on the Cover Page. See the third to last paragraph on page A-3 of the attached Appendix.
b.The Crediting Methods table on the Cover Page has an incomplete sentence. Please revise.
•The Crediting Method table has been fixed to show the entire sentence. This was a formatting issue caused when the blackline was created.
c.Please add disclosure that withdrawals will trigger a value adjustment.
•Symetra has added disclosure to the Cover Page regarding the impact of withdrawals from the Indexed Accounts and the resulting reduction in value. See the fifth paragraph on page A-2 of the attached Appendix.
2.Defined Terms
a.Please clarify or delete the last sentence of the definition for the term “Dual Trigger Rate”.
•Symetra has deleted the last sentence of this definition. See page A-4 of the attached Appendix.
Alberto H. Zapata
Securities and Exchange Commission
March 25, 2024
Page 2
3.Summary
a.Please revise the section titled “What are the Indexes for the Indexed Accounts?” to mirror the language found on the Cover Page regarding these Indexes closing once the applicable Interest Term is over.
•Symetra has added language to this discussion to clarify that these Indexes will close once the applicable Interest Term is over. See page A-5 of the attached Appendix.
b.Please add disclosure in the section titled “What are the Crediting Methods for the Indexed Accounts?” or explain through correspondence the state approval process and the phrase “subject to state approval”.
•Symetra confirms that all state variations will be disclosed in Appendix A: State Variations. If there are contracts approved with variations after the effectiveness of the prospectus, Symetra will file a supplement to update the State Variations Chart. Prospective Contract Owners residing in a state that has not approved the revised Contract for Trek Plus will receive the existing Trek Plus contract without the added features.
c.Please add disclosure under the section titled “Can I make withdrawals?” that it may not be in a Contract Owner’s best interest to take withdrawals from the Contract.
•Symetra has added disclosure regarding the risk of taking withdrawals to this section. See page A-9 of the attached Appendix.
4.Interim Value Risk
a.Please add a hyperlink to “Appendix B” that is referenced in the last sentence of the first paragraph of the section titled “Interim Value Risk”.
•Symetra has hyperlinked the reference to Appendix B under this section. See page A-10 of the attached Appendix.
5.Investment Options
a.The second paragraph of this section discusses Indexed Accounts only available to Contracts purchased after May 1, 2024 but other disclosure uses May 7, 2024. Please update the date or provide further clarity regarding May 1 and May 7 dates.
•On page A-10 of the Appendix, the May 1, 2024 date is in relation to Indexed Accounts that will be added to the Contract. The May 7, 2024 date is discussing the closure of certain Indexed Accounts. The second paragraph of the section titled Investment Options is discussing the addition of certain Indexed Accounts to the Contract and therefore, May 1, 2024 is the correct effective date of this change.
A-2
Alberto H. Zapata
Securities and Exchange Commission
March 25, 2024
Page 3
6.Cover Page - Second Set of Comments
a.Please add prominent disclosure to the Cover Page that the product is not only a Single Premium Deferred index-linked annuity contract but that no additional premium payments are accepted.
•Symetra has added this disclosure in bold on the Cover Page. See the first paragraph on page A-1 of the attached Appendix.
b.Please add state variation disclosure and intermediary disclosure in the second paragraph of the Cover Page. In addition, please remove the word “general” from the State Variation disclosure found under the section titled “State Variations”.
•Symetra has added state and intermediary disclosure to the Cover Page as well as removed the word “general” from the State Variations section. See the second paragraph on page A-1 and page A-10 of the attached Appendix.
c.Please add disclosure under the bulleted item “Indices” to disclose that the indices offered are price return indices and do not reflect dividends.
•Symetra has added this disclosure in the first sentence under the first bulleted item titled “Indices”. See page A-1 of the attached Appendix.
d.Please add disclosure to the second sentence under the bulleted item “Indices” to disclose that the credited interest is based “in part” on the performance of the Indexes.
•Symetra has added this disclosure under the first bulleted item titled “Indexes”. See page A-1 of the attached Appendix.
e.Please add disclosure regarding the maximum potential loss, shown as a percentage, for negative performance in connection with the Buffer and Buffer Plus Rate. Language should address that the buffer and buffer plus rates may limit the negative interest credited and show the buffer ranges for currently offered Index Accounts. Describe that if there is negative interest, you could lose up to xx to xx in the investment accounts currently offered.
•Symetra has added this disclosure on the Cover Page. See the table under the first paragraph on page A-3 of the attached Appendix.
f.Please add disclosure that the company deducts a daily charge equal to an annual basis: 1% for 1-year interest term, 2% for 2-year interest term, and 6% for 6-year interest term.
•Symetra has added disclosure on the Cover Page to disclose the calculation of the Indexed Account Charge. See the fourth paragraph on page A-1 of the attached Appendix.
g.Please add disclosure regarding the Company’s ability to change the feature of Index Account from one term to the next and the right to remove an Index Account.
•Symetra has added this disclosure on the Cover Page. See the first full paragraph on page A-3 of the attached Appendix.
A-3
Alberto H. Zapata
Securities and Exchange Commission
March 25, 2024
Page 4
h.Please add disclosure regarding the following items to the Cover Page:
1.Add language that the Contract is not a short-term investment and not appropriate for immediate cash;
2.Disclose the maximum surrender charge;
3.Disclose the contract may not be appropriate if the investor plans to take withdrawal prior to the end of an Interest Term, especially if the withdrawals are repetitive. Disclose that if an investor plans to make repetitive withdrawals they should consult with a financial professional;
4.Disclose withdrawal will reduce the death benefit by more than the amount of the withdrawal and could reduce the amount of indexed interest credited at the end of an Interest Term; and
5.Prominently disclose, outside of the barrier context that is on the front cover, the maximum loss, as a percentage, if the interim value adjustment is negative.
•Symetra has added this disclosure on the Cover Page in the following locations:
1.Language that the Contract is not a short-term investment has been added as the second to last sentence of the first paragraph of the Cover Page. See page A-1 of the attached Appendix. The staff struck the comment to add “and not appropriate for immediate cash” under comment 7e below.
2.The maximum surrender charge has been disclosed on the Cover Page. See paragraph five of page A-2 of the attached Appendix.
3.Disclosure regarding the impact of withdrawals, especially repetitive withdrawals can be found on the Cover Page. See paragraph five on page A-2 of the attached Appendix.
4.Disclosure that withdrawals will reduce the death benefit by more than the amount of the withdrawal and could reduce the amount of indexed interest credited at the end of an Interest Term can be found in paragraph five on page A-2 of the attached Appendix.
5.Disclosure showing the maximum loss, as a percentage, outside of the barrier disclosure has been added to the Cover Page. See the table under the first paragraph on page A-3 of the attached Appendix.
i.Please expand the disclosure regarding the risk of losing the opportunity to realize a higher Index Return with the Trigger Rate and Dual Trigger Rate to include the Cap.
•Symetra has added this disclosure to the Cover Page. See paragraph eight of page A-2 of the attached Appendix.
j.Please confirm that the Buffer will not change for the Life of the Contract. Please also add prominent disclosure to the Cover Page and in the Summary section the minimum Buffer rates and state that those will always be available under the Contract. Alternatively, that Symetra does not guarantee Index Accounts that limit loses.
•Symetra confirms that the Buffer will not change for the life of a Contract.
•Symetra has added this disclosure to the Cover Page. See the second paragraph on page A-3 of the attached Appendix.
•Symetra has bolded the statement that the Buffer will not change in the Summary section. See page A-7 of the attached Appendix.
7. Summary - Second Set of Comments
a.Please confirm that the following sentence under the Buffer Plus Rate discussion found under the first
A-4
Alberto H. Zapata
Securities and Exchange Commission
March 25, 2024
Page 5
bullet point on page 9 is accurate: “The Buffer Plus Rate represents the percentage added to the Index Return to offset any negative Index Return including potentially providing a positive Adjusted Index Return when the Index Return is negative for a given Interest Term.” Confirm (in disclosure and response letter) that such percentage is added to index return if the index return is positive.
•Symetra confirms that the sentence is accurate and no disclosure changes are needed. The Buffer Plus Rate is only added to a negative Index Return. If the Index Return is positive, interest credited will equal the Buffer Plus Rate (currently 20%), plus any Index Return in excess of the Buffer Plus Rate, subject to a Cap or Participation Rate.
b.Please include examples showing how the interest is calculated when the Index Return is (1) Below the Buffer Plus Rate, (2) negative but less than the Buffer Plus Rate, (3) positive and up to the Buffer Plus Rate, and (4) positive and exceeding the Buffer Plus Rate. If examples are disclosed elsewhere in the prospectus, please include a cross reference to these examples.
•Examples for these situations can be found under Appendix D: Crediting Method Examples. Symetra has added a hyperlinked cross reference to this Appendix under the section titled “How do the Crediting Methods for the Indexed Accounts Work?” See page A-6 of the attached Appendix.
c.Please revise the second to last sentence of the Buffer Plus Rate bullet point on page 9 to read “ For Index Returns above the Buffer Plus Rate, the Adjusted Index Return is equal to the Index Return multiplied by the Participation Rate subject to the Cap, if applicable.”
•The suggested changes to this sentence do not accurately describe the Adjusted Index Return. Symetra has not made these changes and can confirm that the sentence as written is accurate.
d.Please confirm that the Buffer Plus Rate will not change for the life of the Contract.
•Symetra confirms that the Buffer Plus Rate will not change for the life of the Contract.
e.Under Comment 6(i) above, please strike the language “and not appropriate for immediate cash” from the Cover Page.
•Symetra did not add disclosure that the Contract is not appropriate for immediate cash.
Please direct any questions or comments regarding the Registration Statement to me at 515-471-3381 or at david.dimitri@symetra.com.
Sincerely,
/s/ David Dimitri
David Dimitri
Senior Counsel
Symetra Life Insurance Company
(515) 471-3381
(425) 615-5743 (cell)
cc: Darlene K. Chandler, Senior Vice President and Associate General Counsel
Jacqueline M. Veneziani, General Counsel, Symetra Life Insurance Company
A-5
Symetra Trek® Plus
Individual Single Premium Deferred Index-Linked Annuity Contract
Issued By:
SYMETRA LIFE INSURANCE COMPANY
Prospectus Dated: May 1, 2024
This prospectus describes the Symetra Trek® Plus Contract (the “Contract”) and contains important information. Please read it before investing and keep it for future reference. This prospectus does not constitute an offering in any jurisdiction in which the Contract may not lawfully be sold. The Contract is a single premium deferred index-linked annuity contract issued by Symetra Life Insurance Company. Only one Purchase Payment is allowed under the Contract. The Contract is designed to help you invest on a tax-deferred basis and meet long-term financial goals. We designed the Contract to be a long-term investment that you may use to help save for retirement. The Contract is not designed to be a short-term investment. Certain words and phrases used and capitalized throughout the prospectus are defined in the section titled “Defined Terms.”
This prospectus describes all material rights and obligations of annuity purchasers under the Contract. The Contract may not be currently available in all states, may vary in your state, or may not be available from all selling firms or from all financial professionals.
Under the Contract, you may allocate your Purchase Payment to one or more of the “Indexed Accounts” that are available under the Contract. Each Indexed Account is tied to a market index and has an applicable Crediting Method. At the end of an “Interest Term,” we will credit to your Contract an amount of interest (which may be positive, negative, or equal to zero) based on the Index performance and Crediting Method of the Indexed Account you invest in. Interest Terms track the Index performance for one, two or six years.
For Indexed Accounts with an Indexed Account Charge, the Indexed Account Charge is calculated at the beginning of each Interest Term and is equal to the Indexed Account Base Value multiplied by the charge rate of 1% and further multiplied by the number of years in the Interest Term. Thus, the charge is 1% for a 1-year Interest Term, 2% for a 2-year Interest Term, and 6% for a 6-year Interest Term.
•Indexes. All of the Indices we currently offer are price return indices which do not reflect dividends or distributions paid on the components of the Indices. Each Index is comprised of or defined by certain securities or by a combination of certain securities and other instruments. Please see the section titled “Indexes” for a description of each Index. The Contract offers Indexed Accounts that credit interest, in part, (which may be positive, negative, or equal to zero) based on the performance of the following Indexes:
S&P 500®
Index
Russell 2000® Index NASDAQ-100®
Index
Contracts purchased on or before April 30, 2024 may also have Indexed Accounts that credit interest based on the performance of the MSCI Emerging Markets Index and PIMCO Equity Fusion Index. These Indexed Accounts are only available for contract owners