AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 4/6 · 18/10/2026
Moat50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 2/4 · Integrated advisor services and recurring fixed fees support operational dependence, reinforced by client inflows. Replacement costs and superiority over competing platforms are not measured.
durability · 2/4 · Relationship-based advice and recurring platform services support continuity. Durability remains conditional because advisors compete for clients and investment underperformance can trigger redemptions; the disclosures do not demonstrate enduring lock-in.
customer dependency · 2/4 · Advisors use operationally important compliance, technology and software services. Client inflows support continued demand indirectly, but client dependence on Ameriprise rather than the individual advisor is unestablished.
erosion resilience · 2/4 · Recent inflows, higher average advisory fee rates and earnings growth support resilience. Asset Management fee pressure and disclosed scale and advisor competition constrain the assessment; risk factors are not treated as realized losses.
Pricing power56
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 2/4 · The second quarter of 2026 had a higher average advisory fee rate, and certain legacy insurance rate increases were implemented. Lower brokerage cash yield and Asset Management fee pressure make pricing mixed. Advisory rate changes are not isolated from mix effects.
retention · 2/4 · Reported 2025 client flows and second-quarter 2026 wrap net inflows support continued demand alongside recurring advisor services. This is indirect operating evidence, not a measured retention rate; net flows can conceal departures.
margin resilience · 3/4 · Advice & Wealth Management maintained its 28.9% adjusted operating margin while revenue and earnings grew in the second quarter of 2026. Full-year 2025 GAAP and adjusted margins also improved. These demonstrate recent resilience, although market appreciation contributed and a full adverse cycle is not shown.
contractual freedom · 2/4 · Ameriprise explicitly sets franchise advisor service prices and earns monthly fixed fees. Some insurance pricing changes require regulatory approval. The evidence establishes meaningful but business-specific discretion, without broad unilateral repricing rights.
Predictability94
Five consecutive annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.
- Nondeclining revenue years (%)
- 100.00
- Revenue growth volatility (pp)
- 2.93
- Positive FCF years (%)
- 100.00
- FCF margin volatility (pp)
- 6.76
Financial strength—
Missing required inputs: debtFcfGrade, netDebtEbitGrade, interestCoverageGrade, currentRatioGrade. Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, or reported pretax profit plus reported interest expense when operating income is unavailable. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.
Capital allocation—
Missing required inputs: operatingReturn. Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income or, if unavailable, EBIT calculated from reported pretax profit plus reported interest expense; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. Nonpositive invested capital has no defined return and remains unavailable. Does not establish acquisition quality or buyback timing.
- 3-year average dilution (%)
- -4.58
- 3-year average SBC / revenue (%)
- 1.11
- cashConversionGrade
- 100.00
Management63
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 3/4 · Parent-company operating cash generation increased across 2022–2024; in 2024, capital returns accompanied debt repayment and a higher ending cash balance. First-half 2026 repurchases more than offset share compensation issuance. These are demonstrated financing and dilution outcomes, although repurchase value creation is unproven. Strategic spending and savings are additionally reported by management.
incentive alignment · 2/4 · Actual 2025 CFO compensation includes substantial long-term incentives, and adopted policies allow recovery for accounting restatements and misconduct. This supports alignment mechanisms, but executive ownership, award performance thresholds and realized vesting outcomes are missing. The 2026 advisory proposal is not treated as approved.
execution · 3/4 · Reported client inflows, advisor productivity gains, improved 2025 GAAP results and continued second-quarter 2026 wealth earnings growth support strong execution. Operational savings are management-reported, and market appreciation contributed; the results cannot be attributed entirely to management.
governance · 2/4 · Independent director sessions, formal committee charters, adopted clawback policies and the actual 2025 advisory vote establish functioning governance mechanisms. Combined chairman and CEO roles concentrate authority, while the supplied passages do not establish the full board's independence or oversight effectiveness.
Evidence
Our capabilities are centered on establishing long-term personal relationships between clients and advisors.
Business: client-advisor relationships · Filed 20/02/2025
We support our advisors with an integrated technology platform, training, leadership and marketing programs to assist them in serving clients and growing their practices.
Business: integrated advisor platform and support · Filed 20/02/2025
The primary services include: licensing of intellectual property and software, compliance supervision, insurance coverage, technology services and support, consulting and other services.
Revenue recognition: franchise advisor services · Filed 04/08/2026
The Company controls the services provided by third parties as it has the right to direct the third parties to perform the services, is primarily responsible for performing the services and sets the prices the advisors are charged.
Revenue recognition: control of services and advisor pricing · Filed 04/08/2026
Intellectual property and software licenses, along with compliance supervision, insurance coverage, and technology services and support are primarily earned based on a monthly fixed fee.
Revenue recognition: monthly fixed service fees · Filed 04/08/2026
• Partnered with senior leadership to deliver strong Advice & Wealth Management financial performance: total client assets increased 13% to nearly $1.2 trillion, realized $31 billion in client flows, and advisor productivity increased 8%.
2025 compensation discussion: client flows and advisor productivity · Filed 20/03/2026
Average advisory wrap account assets increased $119.6 billion, or 21%, compared to the prior year period primarily reflecting net inflows and market appreciation.
Second-quarter 2026 Advice & Wealth Management: wrap asset growth and net inflows · Filed 04/08/2026
and global market conditions, client behavior and volatility in the markets for our products; •changes in interest rates; •adverse capital and credit market conditions or any downgrade in our credit ratings; •effects of competition and our larger competitors’ economies of scale; •declines in our investment management performance; •our ability to compete in attracting and retaining talent, including financial advisors; •impairment, negative performance or default by financial institutions or other counterparties; •the ability to maintain our unaffiliated third-party distribution channels and the impacts of sales of unaffiliated products; •changes in valuation of securities and investments included in our assets; •the determination of the amount of allowances taken on loans and investments; 98 Index AMERIPRISE FINANCIAL, INC.
Forward-looking risk factors: competition, advisor retention and distribution · Filed 04/08/2026
Any drop or perceived drop in investment performance as compared to our competitors could cause a decline in sales of our investment products, an increase in redemptions and the termination of asset management relationships.
Risk factors: potential redemptions and relationship terminations following underperformance · Filed 20/02/2025
• In conjunction with Global Asset Management senior leadership, profitably grew the Asset Management business during a challenging environment, with earnings increasing 10% while continuing to enhance the business model to mitigate fee pressure and position the segment for future growth.
2025 compensation discussion: Asset Management earnings and fee pressure · Filed 20/03/2026
Net Revenues Management and financial advice fees increased $353 million, or 20%, for the three months ended June 30, 2026 compared to the prior year period primarily due to growth in average wrap account assets and a higher average advisory fee rate.
Second-quarter 2026 Advice & Wealth Management: advisory fee growth and average fee rate · Filed 04/08/2026
Distribution fees increased $81 million, or 13%, for the three months ended June 30, 2026 compared to the prior year period from strong transactional activity and market appreciation, while brokerage cash revenue decreased $5 million due to a lower off-balance sheet brokerage cash yield.
Second-quarter 2026 Advice & Wealth Management: distribution fees and brokerage cash yield · Filed 04/08/2026
Pretax adjusted operating margin was 28.9% for the three months ended June 30, 2026 compared to 28.9% for the prior year period.
Second-quarter 2026 Advice & Wealth Management: comparative adjusted operating margin · Filed 04/08/2026
The following table presents the results of operations of our Advice & Wealth Management segment on an adjusted operating basis: Three Months Ended June 30, Change 2026 2025 (in millions) Revenues Management and financial advice fees $ 2,090 $ 1,737 $ 353 20 % Distribution fees 684 603 81 13 Net investment income 455 496 (41) (8) Other revenues 90 86 4 5 Total revenues 3,319 2,922 397 14 Banking and deposit interest expense 73 115 (42) (37) Total net revenues 3,246 2,807 439 16 Expenses Distribution expenses 1,829 1,546 283 18 Interest and debt expense 15 14 1 7 General and administrative expense 463 435 28 6 Total expenses 2,307 1,995 312 16 Adjusted operating earnings $ 939 $ 812 $ 127 16 % Our Advice & Wealth Management segment pretax adjusted operating earnings, which exclude net realized investment gains or losses, increased $127 million, or 16%, for the three months ended June 30, 2026 compared to the prior year period.
Second-quarter 2026 Advice & Wealth Management: revenue, expenses and earnings · Filed 04/08/2026
We have sought to moderate these uncertainties to some extent by partially reinsuring LTC policies at the time the policies were underwritten and limiting our present stand-alone LTC insurance offerings to policies underwritten fully by unaffiliated third-party insurers, and we have also implemented rate increases and provided reduced benefit options on certain in force policies.
Long-term care risk factors: implemented rate increases and benefit options · Filed 20/02/2025
Additionally, some of these pricing changes require regulatory approval, which may not be forthcoming.
Insurance risk factors: regulatory approval of pricing changes · Filed 20/02/2025
Ameriprise Financial 2026 Proxy Statement | A-1 Table of Contents Pretax Operating Margin Full Year Full Year ($ in millions) 2024 2025 Total net revenues $ 17,264 $ 18,480 Adjustments: Net realized investment gains (losses) (21) (8) Market impact on non-traditional long-duration products 3 12 Revenues attributable to the CIEs 203 183 Adjusted operating total net revenues $ 17,079 $ 18,293 Annual unlocking (5) 120 Adjusted operating total net revenues excluding unlocking $ 17,084 $ 18,173 Pretax income $ 4,267 $ 4,504 Adjustments: Net realized investment gains (losses) (21) (8) Market impact on non-traditional long-duration products (153) (366) Mean reversion related impacts 1 1 Pretax income (loss) attributable to the CIEs 4 — Pretax adjusted operating earnings $ 4,436 $ 4,877 Annual unlocking (94) (6) Pretax adjusted operating earnings excluding unlocking $ 4,530 $ 4,883 Pretax operating margin 26.0 % 26.7 % Pretax adjusted operating margin excluding unlocking 26.5 % 26.9 % A-2 | Ameriprise Financial 2026 Proxy Statement Table of Contents Adjusted Operating Return on Equity Twelve Months Ended Twelve Months Ended ($ in millions) December 31, 2024 December 31, 2025 Net Income $ 3,401 $ 3,563 Less: Adjustments(1) (134) (295) Adjusted operating earnings $ 3,535 $ 3,858 Less: Annual unlocking/loss recognition, net of tax(2) (74) (5) Adjusted operating earnings excluding unlocking $ 3,609 $ 3,863 Total Ameriprise Financial, Inc.
Proxy appendix: 2024–2025 GAAP and adjusted operating results reconciliation · Filed 20/03/2026
Schedule I — Condensed Financial Information of Registrant Condensed Statements of Cash Flows (Parent Company Only) Years Ended December 31, 2024 2023 2022 (in millions) Cash Flows from Operating Activities Net income $ 3,401 $ 2,556 $ 3,149 Equity in earnings of subsidiaries (4,046) (3,141) (3,647) Dividends received from subsidiaries 3,731 3,025 2,512 Other operating activities, primarily with subsidiaries 422 453 226 Net cash provided by (used in) operating activities 3,508 2,893 2,240 Cash Flows from Investing Activities Available-for-Sale securities: Proceeds from sales — 4 — Maturities, sinking fund payments and calls 55 43 153 Purchases (128) (38) (124) Proceeds from sales of other investments — — 7 Purchase of other investments — (10) (1) Purchase of land, buildings, equipment and software (59) (87) (70) Contributions to subsidiaries (145) (324) (743) Return of capital from subsidiaries 351 — 207 Repayment of loans to subsidiaries 3,406 1,992 1,960 Issuance of loans to subsidiaries (3,260) (2,232) (1,726) Other, net (1) 2 — Net cash provided by (used in) investing activities 219 (650) (337) Cash Flows from Financing Activities Dividends paid to shareholders (574) (550) (534) Repurchase of common shares (2,448) (2,127) (1,978) Issuance of long-term debt, net of issuance costs — 1,335 495 Repayments of long-term debt (561) (760) (510) Borrowings from subsidiaries 726 1,003 1,210 Repayments of borrowings from subsidiaries (586) (951) (1,034) Other, net 41 (35) (18) Net cash provided by (used in) financing activities (3,402) (2,085) (2,369) Net increase (decrease) in cash and cash equivalents 325 158 (466) Cash and cash equivalents at beginning of period 519 361 827 Cash and cash equivalents at end of period $ 844 $ 519 $ 361 Supplemental Disclosures: Interest paid on debt $ 148 $ 129 $ 98 Income taxes paid, net 179 233 91 Non-cash dividends from subsidiaries — 77 — See Notes to Condensed Financial Information of Registrant.
Parent-company cash flows: operating cash, capital returns and debt financing · Filed 20/02/2025
CONSOLIDATED STATEMENTS OF EQUITY (UNAUDITED) Number of Outstanding Shares Common Shares Additional Paid-In Capital Retained Earnings Treasury Shares Accumulated Other Comprehensive Income (Loss) Total (in millions, except share amounts) Balances at April 1, 2026 90,080,319 $ 3 $ 10,437 $ 28,425 $ (31,448) $ (1,205) $ 6,212 Net income — — — 1,113 — — 1,113 Other comprehensive income (loss), net of tax — — — — — (71) (71) Dividends to shareholders — — — (158) — — (158) Repurchase of common shares (1,728,659) — — — (800) — (800) Share-based compensation plans 97,172 — 50 — 20 — 70 Balances at June 30, 2026 88,448,832 $ 3 $ 10,487 $ 29,380 $ (32,228) $ (1,276) $ 6,366 Balances at April 1, 2025 95,537,187 $ 3 $ 10,188 $ 25,148 $ (28,394) $ (1,519) $ 5,426 Net income — — — 1,060 — — 1,060 Other comprehensive income (loss), net of tax — — — — — 283 283 Dividends to shareholders — — — (158) — — (158) Repurchase of common shares (1,196,366) — — — (592) — (592) Share-based compensation plans 68,116 — 63 — — — 63 Balances at June 30, 2025 94,408,937 $ 3 $ 10,251 $ 26,050 $ (28,986) $ (1,236) $ 6,082 Balances at January 1, 2026 91,263,880 $ 3 $ 10,377 $ 27,662 $ (30,601) $ (892) $ 6,549 Net income — — — 2,028 — — 2,028 Other comprehensive income (loss), net of tax — — — — — (384) (384) Dividends to shareholders — — — (310) — — (310) Repurchase of common shares (3,564,660) — — — (1,686) — (1,686) Share-based compensation plans 749,612 — 110 — 59 — 169 Balances at June 30, 2026 88,448,832 $ 3 $ 10,487 $ 29,380 $ (32,228) $ (1,276) $ 6,366 Balances at January 1, 2025 96,166,693 $ 3 $ 10,141 $ 24,713 $ (27,721) $ (1,908) $ 5,228 Net income — — — 1,643 — — 1,643 Other comprehensive income (loss), net of tax — — — — — 672 672 Dividends to shareholders — — — (306) — — (306) Repurchase of common shares (2,600,960) — — — (1,336) — (1,336) Share-based compensation plans 843,204 — 110 — 71 — 181 Balances at June 30, 2025 94,408,937 $ 3 $ 10,251 $ 26,050 $ (28,986) $ (1,236) $ 6,082 See Notes to Consolidated Financial Statements.
Unaudited equity statements: earnings, dividends, repurchases and share compensation · Filed 04/08/2026
• Drove investment of more than $270 million to support strategic business growth that advanced our capabilities and elevated our value proposition to meet the needs of clients and shareholders in a rapidly evolving regulatory environment.
2025 compensation discussion: strategic business investment · Filed 20/03/2026
• Led firm-wide transformation and operational efficiency efforts to improve operating processes and prudently manage expenses, delivering over $170 million in savings, roughly $80 million of that driven from Asset Management.
2025 compensation discussion: reported operational savings · Filed 20/03/2026
Berman Executive Vice President, Chief Financial Officer 2025 Compensation Decisions ($ in thousands) Base Salary $675 Annual Cash Incentive $3,200 Long-Term Incentive Award $5,500 Total Direct Compensation $9,375 Business and Strategic Performance • Provided outstanding leadership and stewardship of the firm as CFO and continued to fortify the Company’s excellent financial foundation and drive sustained client and shareholder value.
2025 compensation decisions: CFO cash and long-term incentive compensation · Filed 20/03/2026
Clawback Policy In order to comply with New York Stock Exchange listing rules, the Company adopted a clawback policy that provides if Ameriprise is required to prepare an accounting restatement due to material noncompliance with any financial reporting requirement, Ameriprise must (with limited exceptions) recover from any current or former Section 16 officer’s incentive-based compensation that was erroneously granted, earned or vested during the three years before the date such restatement was required.
Compensation policies: adopted accounting-restatement clawback · Filed 20/03/2026
58 | Ameriprise Financial 2026 Proxy Statement Table of Contents In addition, the Company maintains a clawback policy that covers the entire Executive Leadership Team and gives the Committee the authority to recoup incentive compensation if the executive is found to have engaged in certain types of material misconduct, in addition to certain cases involving an accounting restatement.
Compensation policies: executive misconduct clawback authority · Filed 20/03/2026
Executive Sessions of Independent Directors The independent directors customarily meet in executive session without management present at each regularly scheduled meeting of the Board.
Governance: independent director executive sessions · Filed 20/03/2026
30 | Ameriprise Financial 2026 Proxy Statement Table of Contents Corporate Governance Documents and Policies Committee Charters The Board’s Audit and Risk, Compensation and Benefits, and Nominating and Governance Committees each operate under a written charter approved by the Board of Directors.
Governance: board committee charters · Filed 20/03/2026
Sincerely, James M. Cracchiolo Chairman and CEO Please join us for our Annual Meeting of Shareholders April 29, 2026 Table of Contents Notice of 2026 Annual Meeting of Shareholders Date & Time Wednesday, April 29, 2026 11:00 a.m.
Proxy letter: combined chairman and CEO roles · Filed 20/03/2026
Shareholders owning approximately 89% of the shares voted approved our program at the 2025 Annual Meeting.
Compensation committee report: actual 2025 shareholder advisory vote · Filed 20/03/2026
This reflected the benefit from market appreciation, increased advisor productivity through the cumulative impact of client net inflows and higher transactional revenue.
Second-quarter 2026 earnings drivers: markets, client inflows and transactional revenue · Filed 04/08/2026
