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United States

Securities and Exchange Commission

Washington, D.C. 20549

FORM 10-K

(Mark One)

☒	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2025

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period From to .

Commission file number 000-52613

FIRST TRINITY FINANCIAL CORPORATION

(Exact name of small business issuer as specified in its charter)

Oklahoma	34-1991436
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer number)

7633 East 63rd Place, Suite 230 Tulsa, Oklahoma	74133-1246
(Address of principal executive offices)

(918) 249-2438

(Issuer's telephone number)

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of Each Class

None

Securities registered pursuant to section 12(g) of the Exchange Act:

Title of Each Class

Class A Common Stock, $0.01 Par Value

Class B Common Stock, $0.01 Par Value

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” "accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer: ☐	Accelerated filer: ☐	Non-accelerated filer: ☑	Smaller reporting company: ☑
Emerging growth company: ☐

If an emerging growth company, indicate by check mark if registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by checkmark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.

Because of the absence of an established trading market for the common stock, the registrant is unable to calculate the aggregate market value of the voting stock held by non-affiliates as of the last business day of the registrant’s most recently completed second fiscal quarter.

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date. As of March 9, 2026, the registrant had 9,333,404 shares of Class A common stock, 0.01 par value, outstanding and 101,102 shares of Class B common stock, 0.01 par value, outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s definitive Proxy Statement to be used in connection with its 2026 Annual Meeting of Shareholders, which is expected to be filed with the Securities and Exchange Commission within 120 days after the close of the fiscal year covered by this Form 10-K, are incorporated by reference into Part III of this report.

FIRST TRINITY FINANCIAL CORPORATION

TABLE OF CONTENTS

Part I

Item 1.	Business	4
Item 2.	Properties	10
Item 3.	Legal Proceedings	10
Item 4.	Mine Safety Disclosures	11

Part II

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities	11
Item 6	Reserved	12
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	12
Item 8.	Financial Statements	38
Item 9.	Changes In and Disagreements With Accountants on Accounting and Financial Disclosure	92
Item 9A.	Controls and Procedures	92
Item 9B.	Other Information	93

Part III

Item 10.	Directors, Executive Officers and Corporate Governance	93
Item 11.	Executive Compensation	93
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	93
Item 13.	Certain Relationships and Related Transactions, and Director Independence	93
Item 14.	Principal Accounting Fees and Services.	93
Item 15.	Exhibits	93
Item 16.	Form 10-K Summary	93
Exhibit index		94
Signatures		95

Exhibit 21.1

Exhibit 31.1

Exhibit 31.2

Exhibit 32.1

Exhibit 32.2

Exhibit No. 101.INS

Exhibit No. 101.SCH

Exhibit No. 101.CAL

Exhibit No. 101.DEF

Exhibit No. 101.LAB

Exhibit No. 101.PRE

PART I

Item 1. Business

Business Development

First Trinity Financial Corporation (the “Company” or “FTFC”) is the parent holding company of Trinity Life Insurance Company (“TLIC”), Family Benefit Life Insurance Company (“FBLIC”), Trinity Mortgage Corporation (“TMC”) and Trinity American, Inc. (“TAI”). The Company was incorporated in Oklahoma on April 19, 2004, for the primary purpose of organizing and operating a life insurance subsidiary.

The Company owns 100% of TLIC. TLIC owns 100% of FBLIC. TLIC and FBLIC are primarily engaged in the business of marketing, underwriting and distributing a broad range of individual life insurance products and annuity contracts to individuals.

TLIC’s and FBLIC’s current product portfolio consists of a modified premium whole life insurance policy with a flexible premium deferred annuity rider, whole life, term, final expense, accidental death and dismemberment policies and annuity contracts. The term products are both renewable and convertible and issued for 10, 15, 20 and 30 years. They can be issued with premiums fully guaranteed for the entire term period or with a limited premium guarantee. The final expense policies are issued as either a simplified issue or as a graded benefit, determined by underwriting. The TLIC and FBLIC products are sold through independent agents.

TLIC is licensed in the states of Alabama, Georgia, Illinois, Indiana, Kansas, Kentucky, Louisiana, Mississippi, Montana, Nebraska, New Mexico, North Dakota, Ohio, Oklahoma, South Dakota, Tennessee, Texas, Utah and West Virginia. FBLIC is licensed in the states of Alabama, Arizona, Arkansas, Colorado, Georgia, Illinois, Indiana, Kansas, Kentucky, Louisiana, Michigan, Mississippi, Missouri, Montana, Nebraska, New Mexico, North Carolina, North Dakota, Ohio, Oklahoma, Pennsylvania, South Dakota, Tennessee, Texas, Utah, Virginia and West Virginia.

The Company owns 100% of TMC that was incorporated in 2006 and began operations in January 2007. TMC’s primary focus changed during 2020 from premium financing loans to originating, brokering and administrating residential and commercial mortgage loans for third parties.

The Company owns 100% of TAI. TAI was incorporated in Barbados, West Indies on March 24, 2016 for the primary purpose of forming a life insurance company producing United States (U.S.) dollar denominated life insurance policies and annuity contracts outside of the United States and Barbados. TAI is licensed as an Exempt Insurance Company under the Exempt Insurance Act of Barbados. TAI was initially involved in developing life insurance contracts but is now issuing life insurance policies and annuity contracts through an association with distribution channels. The Company’s acquisition of TAI was formally approved by Barbados regulators and the certifications were received in 2019.

Company Capitalization

Our operations have been financed primarily through the private placement of equity securities and intrastate public stock offerings. Through December 31, 2024, we have received $27,119,480 from the sale of our shares. The Company raised $1,450,000 from two private placements during 2004 and $25,669,480 from two public stock offerings and one private placement stock offering from June 22, 2005 through February 23, 2007; June 29, 2010 through April 30, 2012 and August 15, 2012 through March 8, 2013. The Company issued 7,347,488 shares of its common stock and incurred $3,624,518 of offering costs during these private placements and public stock offerings.

The Company also issued 702,685 shares of its common stock in connection with two stock dividends paid to shareholders in 2011 and 2012 that resulted in accumulated earnings being charged $5,270,138 with an offsetting credit of $5,270,138 to common stock and additional paid-in capital.

In 2020, the Company paid a $0.05 per share cash dividend for a total of $393,178 and issued 791,339 shares of Class A common stock in connection with a 10% stock dividend to its Class A shareholders. The 10% stock dividend resulted in accumulated earnings being charged $8,657,249 with an offsetting credit of $8,657,249 to Class A common stock and additional paid-in capital.

The Company has also purchased 247,580 shares of treasury stock at a cost of $893,947 from former members of the Board of Directors including the former Chairman of the Board of Directors, a former agent, the former spouse of the Company’s Chairman, Chief Executive Officer and President and a charitable organization where a former member of the Board of Directors had donated shares of the Company’s common stock.

In settlement of a lawsuit, the Company was awarded 50,936 shares of its own Class A common stock. The 50,936 shares of the Company’s Class A common stock were transferred to treasury stock at a cost basis of $85,422.

Acquisitions

On December 23, 2008, FTFC acquired 100% of the outstanding common stock of First Life America Corporation (“FLAC”) from an unaffiliated company. The acquisition of FLAC was accounted for as a purchase. The aggregate purchase price for FLAC was $2,695,234 including direct cost associated with the acquisition of $195,234. The acquisition of FLAC was financed with the working capital of FTFC.

On December 31, 2008, FTFC made FLAC a 15 year loan in the form of a surplus note in the amount of $250,000 with an interest rate of 6% payable monthly, that was approved by Oklahoma Insurance Department (“OID”). This surplus note is eliminated in consolidation. On December 18, 2025, TLIC paid FTFC the $250,000 surplus note.

On August 31, 2009, two of the Company’s subsidiaries, Trinity Life Insurance Company (“Old TLIC”) and FLAC, were merged, with FLAC being the surviving company. Immediately following the merger, FLAC changed its name to TLIC.

On December 28, 2011, TLIC acquired 100% of the outstanding common stock of FBLIC from FBLIC’s shareholders. The acquisition of FBLIC was accounted for as a purchase. The aggregate purchase price for the acquisition of FBLIC was $13,855,129. The acquisition of FBLIC was financed with the working capital of TLIC.

On April 28, 2015, the Company acquired a block of life insurance policies and annuity contracts according to the terms of an assumption reinsurance agreement. The Company acquired assets of $3,644,839 (including cash), assumed liabilities of $3,055,916 and recorded a gain on reinsurance assumption of $588,923.

On April 3, 2018, FTFC acquired 100% of the outstanding stock of TAI domiciled in Barbados, West Indies. The Barbados regulators approved the acquisition and supplied certifications during 2019. The aggregate purchase price for the acquisition of TAI was $250,000. The acquisition of TAI was financed with the working capital of FTFC.

Effective January 1, 2020, the Company acquired 100% of the outstanding common stock of K-TENN Insurance Company (“K-TENN”) from its sole shareholder in exchange for 168,866 shares of FTFC’s common stock. The acquisition of K-TENN was accounted for as a purchase. The aggregate purchase price of K-TENN was $1,746,240. Immediately subsequent to this acquisition, the $1,746,240 of net assets and liabilities of K-TENN along with the related life insurance business operations were contributed to TLIC.

On January 4, 2022, FTFC acquired Royalty Capital Life Insurance Company (“RCLIC”) from Royalty Capital Corporation (“Royalty”) in exchange for 722,644 shares of FTFC’s Class A common stock issued to unrelated parties. The acquisition of RCLIC was accounted for as a purchase and the net acquisition consideration was recorded at $4,596,764. Royalty was dissolved immediately after FTFC acquired RCLIC. On March 1, 2022, the Missouri Department of Commerce and Insurance approved FTFC’s contribution and merger of RCLIC into FBLIC.

Financial Information about Segments

The Financial Accounting Standards Board (“FASB”) guidance requires a “management approach” in the presentation of business segments based on how management internally evaluates the operating performance of business units. The discussion of segment operating results that follows is being provided based on segment data prepared in accordance with this methodology.

Our business segments are as follows:

●

Life insurance operations, consisting of the life insurance operations of TLIC, FBLIC and TAI;

●

Annuity operations, consisting of the annuity operations of TLIC, FBLIC and TAI and

●

Corporate operations, which includes the results of the parent company and TMC after the elimination of intercompany amounts.

Please see Item 8 below and Note 13 to the consolidated financial statements as of and for the years ended December 31, 2025 and 2024 for additional information regarding segment information.

Life Insurance and Annuity Operations

Our Life Insurance and Annuity Operations consists of issuing ordinary whole life insurance, endowments, modified premium whole life with an annuity rider, term, final expense and accidental death and dismemberment policies and annuity contracts. The policies can be issued with premiums fully guaranteed for the entire term period or with a limited premium guarantee. The final expense policies are issued as either a simplified issue or as a graded benefit, determined by underwriting. Our products are marketed through independent agents.

FBLIC renewed its administrative services agreement with Investors Heritage Life Insurance Company (“IHLIC”) on November 1, 2022. Under the terms of this agreement, the services provided by IHLIC include underwriting, policy issue, accounting, claims processing and other services incidental to the operations of FBLIC. The agreement is effective for a period of five (5) years from November 1, 2022 through October 31, 2027 and includes a provision that the agreement may be terminated at any time by either party with a 12 month written notice.

FBLIC executed an actuarial consulting services agreement with IHLIC on November 1, 2022. Under the terms of this agreement, the services provided by IHLIC include actuarial services for the operations of FBLIC. The agreement is effective for a period of five (5) years from November 1, 2022 through October 31, 2027 and includes a provision that the agreement may be terminated at any time by either party with a 12 month written notice.

TLIC renewed its administrative services agreement with IHLIC on November 1, 2022, after a written extension of the previous administrative services agreement. Under the terms of this agreement, the services provided by IHLIC include underwriting, policy issue, accounting, claims processing and other services incidental to the operations of TLIC. The agreement is effective for a period of five (5) years from November 1, 2022 through October 31, 2027 and includes a provision that the agreement may be terminated at any time by either party with a 12 month written notice.

TLIC executed an actuarial consulting services agreement with IHLIC on November 1, 2022. Under the terms of this agreement, the services provided by IHLIC include actuarial services for the operations of TLIC. The agreement is effective for a period of five (5) years from November 1, 2022 through October 31, 2027 and includes a provision that the agreement may be terminated at any time by either party with a 12 month written notice.

TLIC continues to seek to serve middle income households and markets its products through independent agents. TLIC was originally licensed in Oklahoma and with the acquisition of FLAC in late 2008, expanded into Illinois, Kansas, Kentucky, Nebraska, North Dakota, Ohio and Texas. With the acquisition of FBLIC in late 2011, we expanded into Arizona, Colorado, Missouri and New Mexico. FBLIC also had initial licenses in Kansas, Nebraska and Oklahoma where TLIC was also licensed. In late 2012, FBLIC was licensed in Arkansas, Indiana, Kentucky, North Dakota, South Dakota, Texas and West Virginia. In 2013, FBLIC was licensed in Illinois and Pennsylvania. In 2014, FBLIC was licensed in Georgia, Louisiana, Michigan, Mississippi, North Carolina, Ohio, Tennessee and Virginia. In 2015, FBLIC was licensed in Alabama and Utah. In 2018, FBLIC and TLIC were licensed in Montana. In 2019, TLIC was licensed in Tennessee. In 2020, TLIC was licensed in Alabama, Indiana, Louisiana, Mississippi, New Mexico, South Dakota and Utah. In 2021, TLIC was licensed in Georgia and West Virginia.

The following tables sets forth our direct collected life insurance premiums and annuity considerations by the policyholder’s state of residence at the time of premium collection and annuity consideration, for the most significant states in which we are licensed, for the years ended December 31, 2025 and 2024, in accordance with statutory accounting practices prescribed by the states of domicile of TLIC and FBLIC.

	Year Ended December 31, 2025
	Life					Annuity
State	Premiums		Percentage			Considerations		Percentage
Alabama	$	935,442		2.92	%	$	-		0.00	%
Arizona		589,331		1.84	%		209,991		0.86	%
Arkansas		743,214		2.32	%		52,700		0.22	%
Colorado		1,062,262		3.31	%		725		0.00	%
Florida		84,037		0.26	%		182,415		0.74	%
Georgia		1,701,407		5.30	%		423,417		1.73	%
Illinois		1,829,395		5.70	%		350,892		1.43	%
Indiana		1,350,938		4.21	%		6,710,338		27.40	%
Kansas		1,518,101		4.73	%		559,628		2.28	%
Kentucky		1,013,905		3.16	%		57,115		0.23	%
Louisiana		1,009,792		3.15	%		-		0.00	%
Michigan		801,661		2.50	%		838,409		3.42	%
Minnesota		3,653		0.01	%		250,000		1.02	%
Mississippi		575,908		1.80	%		52,455		0.21	%
Missouri		1,547,930		4.83	%		349,943		1.43	%
Nebraska		411,776		1.28	%		46,000		0.19	%
North Carolina		3,642,015		11.35	%		1,066,138		4.35	%
North Dakota		76,042		0.24	%		4,879,861		19.91	%
Ohio		3,239,002		10.10	%		121,146		0.49	%
Oklahoma		1,003,193		3.13	%		809,622		3.30	%
Pennsylvania		1,078,884		3.36	%		4,125,440		16.84	%
South Carolina		39,487		0.12	%		-		0.00	%
South Dakota		16,030		0.05	%		4,800		0.02	%
Tennessee		1,256,897		3.92	%		83,759		0.34	%
Texas		4,754,456		14.81	%		2,800,008		11.43	%
Virginia		1,129,752		3.52	%		87,116		0.36	%
All other states		666,294		2.08	%		442,052		1.80	%
Total direct collected premiums and considerations	$	32,080,804		100.00	%	$	24,503,970		100.00	%

	Year Ended December 31, 2024
	Life					Annuity
State	Premiums		Percentage			Considerations		Percentage
Alabama	$	940,009		2.93	%	$	22,306		0.02	%
Arizona		555,660		1.73	%		1,209,314		0.86	%
Arkansas		703,355		2.19	%		190,258		0.14	%
Colorado		1,015,152		3.17	%		909		0.00	%
Florida		89,843		0.28	%		1,550,448		1.11	%
Georgia		1,711,581		5.34	%		3,185,002		2.27	%
Illinois		1,950,364		6.09	%		1,205,801		0.86	%
Indiana		1,318,628		4.11	%		6,494,206		4.64	%
Kansas		1,624,449		5.07	%		6,474,856		4.62	%
Kentucky		1,012,984		3.16	%		526,578		0.38	%
Louisiana		977,336		3.05	%		-		0.00	%
Michigan		723,454		2.26	%		2,302,557		1.64	%
Minnesota		5,344		0.02	%		1,018,473		0.73	%
Mississippi		527,418		1.65	%		707,675		0.51	%
Missouri		1,592,662		4.97	%		1,993,787		1.42	%
Nebraska		410,874		1.28	%		11,620,434		8.30	%
North Carolina		3,604,383		11.25	%		26,167,970		18.68	%
North Dakota		77,322		0.24	%		25,914,663		18.50	%
Ohio		3,332,358		10.40	%		2,196,163		1.57	%
Oklahoma		1,012,009		3.16	%		6,358,136		4.54	%
Pennsylvania		1,097,077		3.42	%		1,606,370		1.15	%
South Carolina		38,131		0.12	%		791,246		0.56	%
South Dakota		14,725		0.05	%		900,236		0.64	%
Tennessee		1,226,524		3.83	%		1,005,778		0.72	%
Texas		4,799,546		14.96	%		33,003,935		23.55	%
Virginia		1,044,554		3.26	%		2,458,685		1.76	%
All other states		645,640		2.01	%		1,163,091		0.83	%
Total direct collected premiums and considerations	$	32,051,382		100.00	%	$	140,068,877		100.00	%

Reinsurance

TLIC cedes reinsurance under various agreements allowing management to control exposure to potential losses arising from large risks and providing additional capacity for growth and risk diversification. TLIC reinsures all amounts of risk on any one life in excess of $100,000 for individual life insurance with IHLIC, Optimum Re Insurance Company (“Optimum Re”), RGA Reinsurance Company and Wilton Reassurance Company (“Wilton Re”).

The Company also assumes reinsurance under various agreements allowing management to increase growth in assets and profitability. TLIC is a party to an Automatic Retrocession Pool Agreement (the “Reinsurance Pool”) with Optimum Re, Catholic Order of Foresters, American Home Life Insurance Company and Woodmen of the World. The agreement provides for automatic retrocession of coverage in excess of Optimum Re’s retention on business ceded to Optimum Re by the other parties to the Reinsurance Pool. TLIC’s maximum exposure on any one insured under the Reinsurance Pool is $100,000. As of January 1, 2008, the Reinsurance Pool stopped accepting new cessions.

Effective September 29, 2005, FLAC and Wilton Re executed a binding letter of intent whereby both parties agreed that FLAC would cede the simplified issue version of its Golden Eagle Whole Life (Final Expense) product to Wilton Re on a 50/50 quota share original term coinsurance basis. The letter of intent was executed on a retroactive basis to cover all applicable business issued by FLAC subsequent to January 1, 2005. Wilton Re agreed to provide various commission and expense allowances to FLAC in exchange for FLAC ceding 50% of the applicable premiums to Wilton Re as they were collected. As of June 24, 2006, Wilton Re terminated the reinsurance agreement for new business issued after the termination date.

FBLIC also participates in reinsurance in order to provide risk diversification, additional capacity for future growth and limit the maximum net loss potential arising from large amounts of risk. FBLIC reinsures initial amounts of risk on any one life in excess of $100,000 for individual life insurance with Optimum Re. TLIC and FBLIC also reinsure its accidental death benefit portion of their life policies under a bulk agreement with Optimum Re. To the extent that the reinsurance companies are unable to meet their obligations under the reinsurance agreements, TLIC and FBLIC remain primarily liable for the entire amount at risk.

Coinsurance

Effective January 1, 2018, TLIC entered into an annuity coinsurance agreement with an offshore annuity and life insurance company whereby 90% of TLIC’s annuity considerations originated after December 31, 2017 were ceded to the assuming company. The assuming company contractually reimburses TLIC for the related commissions, withdrawals, settlements, interest credited, submission costs, maintenance costs, marketing costs, excise taxes and other costs plus a placement fee. Effective April 1, 2020, the Company and an offshore annuity and life insurance company mutually agreed that the Quota Share under its existing reinsurance agreement shall be 0% for future business instead of the original contractual amount of 90%.

In accordance with this annuity coinsurance agreement, TLIC holds assets and recognizes a funds withheld liability for the benefit of the assuming company in an amount at least equal to the annuity reserves, in accordance with U.S. statutory accounting principles, generated by this ceded business. In addition, the assuming company maintains a trust related to this ceded business amounting to at least an additional 4% of assets above the annuity reserve required under U.S. statutory accounting principles. This coinsurance agreement may be terminated for new business by either party at any time upon 30 days prior written notice to the other party.

In 2019, TLIC entered into a life insurance coinsurance agreement with TAI, effective October 1, 2018, whereby 100% of TAI’s life insurance policies and annuity contracts issued after September 30, 2018 were ceded to TLIC. TLIC contractually reimburses TAI for the related commissions, submission costs, maintenance costs, marketing costs and other costs related to the production of life insurance policies and annuity contracts.

In 2022, FBLIC entered into group life insurance coinsurance agreement with Texas Republic Life Insurance Company (“TRLIC”), whereby generally 50% of TRLIC group life insurance policies and premiums were ceded to FBLIC. FBLIC contractually reimburses TRLIC for generally 50% of the related commissions, submission costs, maintenance costs, marketing costs and other costs related to the production of group life insurance policies.

Competition

The U.S. life insurance industry is a mature industry that has experienced little to no growth. Competition is intense because the life insurance industry is consolidating, with larger, more efficient and more effective organizations emerging from consolidation. In addition, legislation became effective in the United States that permits commercial banks, insurance companies and investment banks to combine. These factors have increased competitive pressures in general.

Many domestic life insurance companies have significantly greater financial, marketing and other resources, longer business histories and more diversified lines of insurance products than we do. We also face competition from companies marketing in person as well as with direct mail and internet sales campaigns. Although we may be at a competitive disadvantage to these entities, we believe that our premium rates, policy features, marketing approaches and policyholder services are generally competitive with those of other life insurance companies selling similar types of products and provide us with niche marketing opportunities not actively pursued by other life insurance companies.

Governmental Regulation

TLIC and FBLIC are subject to regulation and supervision by the OID. The insurance laws of Oklahoma give the OID broad regulatory authority, including powers to: (i) grant and revoke licenses to transact business; (ii) regulate and supervise trade practices and market conduct; (iii) establish guaranty associations; (iv) license agents; (v) approve policy forms; (vi) approve premium rates for some lines of business; (vii) establish reserve requirements; (viii) prescribe the form and content of required financial statements and reports; (ix) determine the reasonableness and adequacy of statutory capital and surplus and (x) regulate the type and amount of permitted investments. TLIC and FBLIC can be required, under the solvency or guaranty laws of most states in which they do business, to pay assessments (up to prescribed limits) to fund policyholder losses or liabilities of other insurance companies that become insolvent. These assessments may be deferred or foregone under most guaranty laws if they would threaten an insurer’s financial strength and, in certain instances, may be offset against future premium taxes.

TLIC and FBLIC are subject to Oklahoma laws that limit the amount of dividends insurance companies can pay to stockholders without approval of the Departments of Insurance. The maximum dividend, which may be paid in any twelve-month period without notification or approval, is limited to the greater of 10% of statutory surplus as of December 31 of the preceding year or the net gain from operations of the preceding calendar year. Cash dividends may only be paid out of surplus derived from realized net profits. Based on these limitations, there is no capacity for TLIC to pay a dividend due to a negative unassigned surplus of $532,472 as of December 31, 2025. In addition, based on those limitations, there is the capacity for FBLIC to pay a dividend up to $2,899,895 in 2026 without prior approval. FBLIC paid no dividends to TLIC in 2025 and 2024. TLIC has paid no dividends to FTFC.

There are certain factors particular to the life insurance business which may have an adverse effect on the statutory operating results of TLIC and FBLIC. One such factor is that the costs associated with issuing a new policy in force is usually greater than the first year’s policy premium. Accordingly, in the early years of a new life insurance company, these initial costs and the required provisions for reserves often have an adverse effect on statutory operating results.

Employees

As of March 9, 2026, the Company had nineteen full-time employees.

Item 2. Properties

TLIC owns approximately three acres of undeveloped land located in Topeka, Kansas with a carrying value of $280,000. During 2024, the company recognized an impairment loss of $129,436 from a market value appraisal that resulted in fair value estimation less than the carrying value.

FBLIC owns approximately one-half acre of undeveloped land located in Jefferson City, Missouri with a carrying value of $131,000.

During 2025, the Company sold investment real estate property with an aggregate carrying value of $452,370. The Company recorded a gross realized investment gain on sale of $44,054 based on an aggregate sales price of $496,424. During 2024, the Company sold investment real estate property with an aggregate carrying value of $265,705. The Company recorded a gross realized investment gain on sale of $11,251 based on an aggregate sales price of $276,956.

During 2025, the Company foreclosed on residential mortgage loans of real estate totaling $459,180 and transferred those properties to investment real estate held for sale. During 2024, the Company foreclosed on residential mortgage loans of real estate totaling $1,441,287 and transferred those properties to investment real estate held for sale.

Item 3. Legal Proceedings

From time to time, we are a party to various legal proceedings in the ordinary course of business. While management is unable to predict the ultimate outcome of these actions, it believes that any ultimate liability arising from them will not have a material effect on the Company’s financial position, results of operations or cash flow. We are not currently a party to any bankruptcy, receivership, reorganization, adjustment or similar proceeding, and we are not aware of any material threatened litigation. As summarized below, the Company is currently involved in two pending lawsuits.

A lawsuit filed by the Company and its Chairman and Chief Executive Officer, Gregg E. Zahn (“Mr. Zahn”) styled First Trinity Financial Corporation and Gregg E. Zahn vs. C. Wayne Pettigrew and Group & Pension Planners was originally filed in 2013 in the District Court of Tulsa County, Oklahoma against former Company Board of Director, C. Wayne Pettigrew (“Mr. Pettigrew”). The Company and Mr. Zahn alleged that Mr. Pettigrew defamed Mr. Zahn and the Company and that Mr. Pettigrew breached his fiduciary duties to the Company by making untrue statements about the Company and Mr. Zahn to the press, state regulators and to certain shareholders.

In February 2017, the lawsuit resulted in a jury verdict in favor of the Company and Mr. Zahn, with the jury awarding damages of $800,000 to the Company and $3,500,000 to Mr. Zahn. In February 2020, the Oklahoma Court of Civil Appeals, upon an appeal by Mr. Pettigrew, reversed the judgment and remanded the case for a new trial. A Petition for Certiorari review with the Oklahoma Supreme Court by the Company and Mr. Zahn was declined in December, 2020. The case was scheduled to be retried in the district court but was settled with the defendant on April 14, 2025.

The Company, through its life insurance subsidiary, TLIC, commenced two lawsuits as plaintiff, both in the New York Supreme Court, New York County, one on June 29, 2020 and another on March 4, 2022, for breach of contract against a company for failure to advance funding to lottery ticket winners to the detriment of TLIC and against various of that company’s associated persons for unjust enrichment and fraud perpetuated on TLIC. The cases are entitled “Trinity Life Insurance Company v. Advance Funding LLC, Dan Cevallos, and Monica L. Ray, Index No. 652780/2020” (New York Supreme Court, New York County) and “Trinity Life Insurance Company v. Advance Funding LLC, Dan Cevallos, Julie Casal, and Monica L. Ray, Index No. 651023/2022” (New York Supreme Court, New York County). The Company is vigorously prosecuting this case against the defendants. The Company faces no exposure in connection with either action since no counterclaims or cross claims have been made against the Company. Management believes that these lawsuits are not material in relation to the Company’s financial position or results of operations.

Item 4. Mine Safety Disclosures

None

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities

(a)

Market Information

Trading of the Company’s common stock is limited and an established public market does not exist.

(b)

Holders

As of March 9, 2026, there were approximately 7,800 shareholders of the Company’s outstanding common stock.

FTFC has authorized 40,000,000 shares of Class A common stock and 10,000,000 shares of Class B common stock. Class B shareholders are entitled to elect a majority of FTFC’s Board of Directors (one-half plus one) but will only receive, compared to FTFC’s Class A shareholders, 85% of cash dividends, stock dividends or amounts due upon any FTFC merger, sale or liquidation event. FTFC’s Class B shareholders may also convert one share of FTFC’s Class B common stock for a .85 share of FTFC’s Class A common stock. FTFC’s Class A shareholders will elect the remaining Board of Directors members and will receive 100% of cash dividends, stock dividends or amounts due upon any Company merger, sale or liquidation event.

(c)

Dividends

Prior to 2020, we had never declared or paid cash dividends on our common stock. In 2020, our Board of Directors declared and paid a $0.05 per share cash dividend (amounting to $393,178) on our Class A common stock.

The Board of Directors of the Company has not adopted a formal dividend payment policy. The timing, declaration and payment of future dividends to holders of our common stock fall within the discretion of our Board of Directors and will depend on our operating results, earnings, financial condition, the capital requirements of our business and other factors.

Provisions of the Oklahoma Insurance Code relating to insurance holding companies subject transactions between the Company and TLIC and the Company and FBLIC, including dividend payments, to certain standards generally intended to prevent such transactions from adversely affecting the adequacy of life insurance subsidiaries’ capital and surplus available to support policyholder obligations. In addition, under the Oklahoma General Corporation Act, the Company may not pay dividends if, after giving effect to a dividend, it would not be able to pay its debts as they become due in the usual course of business or if its total liabilities would exceed its total assets.

On January 10, 2011, the Company’s Board of Directors approved a 5% share dividend by which shareholders received a share of common stock for each 20 shares of common stock of the Company they hold. The dividend was payable to the holders of shares of the Corporation as of March 10, 2011. Fractional shares were rounded to the nearest whole number of shares. The Company issued 323,777 shares in connection with the stock dividend.

On January 11, 2012, the Company’s Board of Directors approved another 5% share dividend by which shareholders received a share of common stock for each 20 shares of common stock of the Company they hold. The dividend was payable to the holders of shares of the Corporation as of March 10, 2012. Fractional shares were rounded to the nearest whole number of shares. The Company issued 378,908 shares in connection with the stock dividend.

On November 12, 2020, the Company’s Board of Directors approved a 10% share dividend by which shareholders received a share of Class A common stock for each 10 shares of Class A common stock of the Company they hold. The dividend was payable to the holders of shares of the Corporation as of November 12, 2020. Fractional shares were rounded up to the nearest whole number of shares. The Company issued 791,339 shares in connection with the stock dividend.

(d)

Securities Authorized for Issuance Under Equity Compensation Plans

In March 2020, our Board formally adopted the 2019 Equity Incentive Plan which had been previously approved by our shareholders in 2019. Under the Plan, up to 1,000,000 shares of Class A Common Stock are authorized for issuance. No awards have been granted or shares issued pursuant to the Plan.

(e)

Performance Graph – Not Required

(f)

Purchases of Equity Securities by Issuer

The Company did not repurchase any of its shares of common stock during 2025 or 2024.

Item 6. Reserved

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview

First Trinity Financial Corporation (“we” “us”, “our”, “FTFC” or the “Company”) conducts operations as an insurance holding company emphasizing ordinary life insurance products and annuity contracts in niche markets.

As an insurance provider, we collect premiums in the current period to pay future benefits to our policy and contract holders. Our core TLIC and FBLIC operations include issuing modified premium whole life insurance with a flexible premium deferred annuity, ordinary whole life, final expense, term and annuity products to predominately middle income households in the states of Alabama, Arizona, Arkansas, Colorado, Georgia, Illinois, Indiana, Kansas, Kentucky, Louisiana, Michigan, Mississippi, Missouri, Montana, Nebraska, New Mexico, North Carolina, North Dakota, Ohio, Oklahoma, Pennsylvania, South Dakota, Tennessee, Texas, Utah, Virginia and West Virginia through independent agents.

We also realize revenues from our investment portfolio, which is a key component of our operations. The revenues we collect as premiums from policyholders are invested to ensure future benefit payments under the policy contracts. Life insurance companies earn profits on the investment spread, which reflects the investment income earned on the premiums paid to the insurer between the time of receipt and the time benefits are paid out under policies. Changes in interest rates, changes in economic conditions and volatility in the capital markets can all impact the amount of earnings that we realize from our investment portfolio.

Our profitability in the life insurance and annuity segments is a function of our ability to accurately price the policies that we write, adequately value life insurance business acquired, administer life insurance company acquisitions at an expense level that validates the acquisition cost and invest the premiums and annuity considerations in assets that earn investment income with a positive spread.

Acquisitions

The Company expects to facilitate growth through acquisitions of other life insurance companies and/or blocks of life insurance and annuity business. In late December 2008, the Company completed its acquisition of 100% of the outstanding stock of FLAC for $2,500,000 and had additional acquisition related expenses of $195,234.

In late December 2011, the Company completed its acquisition of 100% of the outstanding stock of FBLIC for $13,855,129.

On April 28, 2015, the Company acquired a block of life insurance policies and annuity contracts according to the terms of an assumption reinsurance agreement and assumed liabilities of $3,055,916.

In 2019, FTFC’s acquisition of TAI for $250,000 was approved by the Barbados, West Indies regulators.

On January 4, 2022, FTFC acquired RCLIC from Royalty in exchange for 722,644 shares of FTFC’s Class A common stock issued to unrelated parties. Royalty was dissolved immediately after FTFC acquired RCLIC. On March 1, 2022, the Missouri Department of Commerce and Insurance approved FTFC’s contribution and merger of RCLIC into FBLIC.

Critical Accounting Policies and Estimates

The discussion and analysis of our financial condition, results of operations and liquidity and capital resources is based on our consolidated financial statements that have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). Preparation of these financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. We evaluate our estimates and assumptions continually, including those related to investments, deferred acquisition costs, value of insurance business acquired and policy liabilities. We base our estimates on historical experience and on various other factors and assumptions that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. We believe the following accounting policies, judgments and estimates are the most critical to the preparation of our consolidated financial statements.

The Company considers its most critical accounting estimates to be those applied to investments in fixed maturities securities, mortgage loans on real estate, deferred policy acquisition costs, value of insurance business acquired and future policy benefits.

Investments in Fixed Maturity Securities

Fixed maturity securities comprised of bonds and redeemable preferred securities are classified as available-for-sale and are carried at fair value with unrealized gains and losses, net of applicable income taxes, reported in accumulated other comprehensive income. The amortized cost of fixed maturity securities available-for-sale is adjusted for amortization of premium and accretion of discount to maturity.

Interest income on fixed maturity securities, as well as the related amortization of premium and accretion of discount, is included in net investment income under the effective yield method. Dividend income on redeemable preferred securities are recognized in net investment income when declared. The amortized cost of fixed maturity securities available-for-sale are written down to fair value when a decline in value is considered to be other-than-temporary.

The Company evaluates the difference between the cost or amortized cost and estimated fair value of its fixed maturity securities to determine whether any decline in value is the result of a credit loss or other factors. An allowance for credit losses is recorded against available-for-sale securities to reflect the amount of an unrealized loss attributed to credit. This impairment is limited by the amount that the fair value is less than the amortized cost basis. Any remaining unrealized loss is recognized in other comprehensive income (loss) with no change to the cost basis of the security. This determination involves a degree of uncertainty. Changes in the allowance for credit losses are recognized in earnings.

The assessment and determination of whether or not a credit loss exists is based on consideration of the cash flows expected to be collected from the fixed maturity security. The Company develops those expectations after considering various factors such as agency ratings, the financial condition of the issuer or underlying obligors, payment history, payment structure of the security, industry and market conditions, underlying collateral, and other factors that may be relevant based on the facts and circumstances pertaining to individual securities.

If the Company intends to sell the fixed maturity security or will be more likely than not be required to sell the fixed maturity security before recovery of its amortized cost basis, then any allowance for credit losses, if previously recorded is written off and the fixed maturity security’s amortized cost is written down to the security’s fair value as of the reporting date with any incremental impairment recorded as a charge to noninterest income.

Mortgage Loans on Real Estate

Mortgage loans are carried at unpaid balances, net of unamortized premium or discounts. This measurement of mortgage loans on an amortized cost basis is reduced by an allowance for credit losses representing a valuation allowance that is deducted from the amortized costs basis of mortgage loans to present the net carrying value at the amount expected to be collected on the mortgage loans.

Interest income and the amortization of premiums or discounts are included in net investment income. Mortgage loan fees, certain direct loan origination costs, and purchase premiums and discounts on loans are recognized as an adjustment of yield by the interest method based on the contractual terms of the loan. In certain circumstances, prepayments may be anticipated.

The statement of operations reflects the measurement of credit losses for newly recognized mortgage loans as well as the expected increases or decreases of expected credit losses that have taken place during the period. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions and reasonable and supportable forecasts that affect the collectability of the reported mortgage loan balances. The Company uses judgment in determining the relevant information and estimation methods that are appropriate in establishing the valuation allowance for credit losses. If the allowance for credit losses for mortgage loans with a more-than-insignificant amount of credit deterioration since origination is determined, then the initial allowance for credit losses is added to the purchase price of mortgage loans rather than being reported as a credit loss expense.

The Company, however, has established and will continue to establish a valuation allowance for mortgage loans on real estate that are not supported by funds held in escrow based on historical patterns. The Company’s foreclosed properties have not resulted in accumulated losses and due to the low loan-to-value the Company holds with respect to its mortgage loans, the Company has not recorded and does not expect to record the addition to the purchase price of mortgage loans an initial allowance for credit losses to be amortized over the life of the mortgage loans. The Company records credit losses for mortgage loans not supported by funds held in escrow in a valuation account against mortgage loans on real estate.

While the Company utilizes its best judgment and information available, the ultimate adequacy of this allowance is dependent upon a variety of factors beyond our control, including the performance of the residential and commercial mortgage loan portfolio, the economy and changes in interest rates. The allowance for possible mortgage loan losses consists of specific valuation allowances established for probable losses on specific loans and a portfolio reserve for probable incurred but not specifically identified loans.

The Company considers mortgage loans on real estate impaired when, based on current information and events, it is probable that the Company will be unable to collect the scheduled payments of principal or interest when due according to the contractual terms of the mortgage loan agreement. Impairment is measured on a loan-by-loan basis. Factors that the Company considers in determining impairment include payment status, collateral value of the real estate subject to the mortgage loan and the probability of collecting scheduled principal and interest payments when due. Mortgage loans that experience insignificant payment delays and payment shortfalls generally are not classified as impaired.

The Company determines the significance of payment delays and payment shortfalls on a case-by-case basis, taking into consideration all of the circumstances surrounding the mortgage loan on real estate and the borrower, including the length of the delay, the reasons for the delay, the borrower’s prior payment record and the amount of the shortfall in relation to the principal and interest owed.

Deferred Policy Acquisition Costs

Commissions and other acquisition costs which vary with and are primarily related to the successful production of new and renewal insurance contracts are deferred and amortized on a constant level basis over the expected life of the related insurance contracts. With the adoption of ASU 2018-12, impairment testing is no longer applicable to deferred policy acquisition costs. The Company, however, reviews and updates actuarial experience assumptions (such as mortality, surrenders, lapse, and premium persistency) serving as inputs to the models that establish the expected life for deferred policy acquisition costs and other actuarial balances during the third quarter of each year, or more frequently if evidence suggests assumptions should be revised. The Company makes model refinements as necessary, and any changes resulting from these assumption updates are applied prospectively.

Deferred policy acquisition costs are amortized by issue year month and product cohorts (defined as the unit for asset amortization measurement) with the amortization based upon projected policy counts. In addition, since the amortization of deferred policy acquisition costs is no longer impacted by investment gains and losses, the unrealized gain (loss) adjustment is also no longer applicable to accumulated other comprehensive income (loss).

Value of Insurance Business Acquired

As a result of our purchases of FLAC and FBLIC, an asset was recorded in the application of purchase accounting to recognize the value of acquired insurance in force. The Company’s value of acquired insurance in force is an intangible asset with a definite life. With the adoption of ASU 2018-12 effective as of January 1, 2025, the Company’s value of insurance business acquired is now amortized on a constant level basis over the expected life of the insurance contracts acquired in order for this amortization to be on a basis that remains consistent with the amortization of deferred acquisition costs that is now in compliance with ASU 2018-12. The recovery of the value of insurance business acquired is dependent on the future profitability of the underlying business that was initially recorded in the purchases of FLAC and FBLIC. Each reporting period, we evaluate the recoverability of the unamortized balance of the value of insurance business acquired. In the event actual experience differs significantly from assumptions or assumptions are significantly revised, the Company is required to record a charge or credit to amortization expense for the period in which an adjustment is made.

Future Policy Benefits

Our liability for future policy benefits is primarily comprised of the present value of estimated future payments to or on behalf of policyholders, where the timing and amount of payment depends on policyholder mortality or morbidity, less the present value of future net premiums. Estimating liabilities for life insurance contracts requires management to make various assumptions, including policyholder persistency, mortality rates, investment yields, discretionary benefit increases, new business pricing and operating expense levels.

For life insurance products, expected mortality and morbidity is generally based on the Company’s expectations, historical experience or standard industry tables. Interest rate assumptions are based on factors such as market conditions and expected investment returns. Since many of these factors are interdependent and subject to volatility during the long-duration contract period, substantial judgment is required. Actual experience may emerge differently from that previously estimated.

For long-duration insurance contracts, reserves for non-participating life insurance are generally equal to the present value of expected future policy benefits less the present value of expected net premiums. Issue-year, product and limited pay cohorts (defined as the unit of account for liability measurement) are used for the reserve calculation and assumptions are periodically reviewed and updated. An interest accretion rate is determined for an identified cohort and remains unchanged after the issue year. Reserves are measured as of each reporting date to reflect the current upper-medium grade fixed income instrument yields, with the impact reported in accumulated other comprehensive income (loss).

The Company reviews and updates, if necessary, assumptions used to measure cash flows for the liability for future policy benefits during the third quarter of each year, or more frequently if evidence suggests that assumptions should be revised. Actual cash flows are grouped into issue year cohorts for this liability for future policy benefits calculation. A change in the liability for future policy benefits as a result of updating cash flow assumptions is recognized in net income.

Discount rate assumptions are selected in accordance with the applicable duration of the life insurance contracts based on the future benefit liability cash flow projection and are prescribed as the current upper-medium grade (low credit risk) fixed income instrument yield. If the discount rate is updated at any reporting date, the impact of the discount rate update is recognized in accumulated other comprehensive income (loss).

Reserves for participating life insurance contracts are based on the net level premium reserve for death and endowment policy benefits. This net level premium reserve is calculated based on dividend fund interest rates and mortality rates guaranteed in calculating the cash surrender values described in the contract. Expected mortality and morbidity for participating life insurance contracts is generally based on the Company’s historical experience or standard industry tables including a provision for the risk of adverse deviation. Interest rate assumptions are based on factors such as market conditions and expected investment returns. Although mortality and morbidity and interest rate assumptions are “locked-in” upon the issuance of new insurance with fixed and guaranteed terms, significant changes in experience or assumptions may require the Company to provide for expected future losses on a product by establishing premium deficiency reserves. Since many of these factors are interdependent and subject to short-term volatility during the long-duration contract period, substantial judgment is required. Actual experience may emerge differently from that originally estimated. Any such difference would be recognized in the current year’s consolidated statement of operations.

Cybersecurity

The Company has established and continues to enhance its cybersecurity enterprise risk management program. The Company’s executive team meets formally at least monthly, and informally as needed, to set and maintain a strategy focused on achieving a high level of cybersecurity protection. The Company’s executive management team makes quarterly reports to the Company’s Board of Directors and Audit Committee.

The Company’s executive management team is enhanced by the inclusion of an information technology external consultant to advise the Company’s executive management team and to focus on developing and maintaining external and internal cybersecurity. Working with Company executives and staff, the information technology consultant advises and helps the Company implement its strategy with respect to:

●

Computer hardware and software,

●

Security access, logging and user termination,

●

In house and remote user access – user accounts, password protection, authentication, monitoring usage, intrusion detection, incident identification and related controls,

●

Encryption,

●

System change control,

●

Data back up and remote sites,

●

Data recovery,

●

and Disaster recovery

The Company also utilizes training to foster an environment of information security awareness, training and education. Beyond making employees aware of its cybersecurity risk management program, strategy and governance, this training also introduces all employees to many types of cybersecurity risks to introduce skepticism and enhance skills to identify and report potential situations encountered to the executive management team for further assessment.

Adopted Accounting Standards

Improvements to Reportable Segment Disclosures

In November 2023, the FASB issued amendments (Accounting Standards Update 2023-07) to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses on both an annual and interim basis. The amendments require public entities to follow the significant expense principle and disclose on an annual and interim basis significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) with additional disclosure of the CODM’s title, position and how the reported measure(s) of segment profit or loss are used in assessing segment performance and allocating resources. In addition, amounts for other segment items are required to be disclosed including a description of its composition. If the COMD uses more than one measure in assessing segment performance and allocating resources, at least one of the measures should be consistent with the corresponding amounts utilized in the public entity’s consolidated financial statements.

The amendments in this guidance are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption was permitted. The Company adopted this Update for year-end reporting in 2024 and for interim periods beginning in 2025.

Improvements to Income Tax Disclosures

In December 2023, the FASB issued amendments (Accounting Standards Update 2023-09) to enhance the transparency and decision usefulness of income tax disclosures. The amendments require that public business entities on an annual basis disclose information about taxes paid and a tabular reconciliation using both percentages and amounts of specific categories in the rate reconciliation. In addition, separate disclosure is required for any reconciling item equal to or greater than five (5) percent of the amount computed by multiplying the income or loss from continuing operations before income taxes by the statutory income tax rate. If not otherwise evident, a public business entity is required to provide an explanation of the individual reconciling items such as the nature, effect and causes of the reconciling items.

The amendments in this guidance are effective for public companies for fiscal years beginning after December 15, 2024. This guidance should be applied on a prospective basis but retrospective application is permitted. Early adoption was permitted. The Company adopted this Update and prescribed disclosures for year-end reporting in 2025 and also disclosed the information required by this Update for 2024 year-end reporting.

The Company will disclose supplementary information for taxes paid (recovered) for both 2025 and 2024. Interim periods in 2025 will not disclose income (loss) from continuing operations before tax for domestic and foreign operations but will show the impact of foreign operating losses in the rate reconciliation. In addition, the total amounts of interest and penalties, if any, included in operating results and accrued in the statement of financial position will be disclosed.

Since FTFC is a holding company for life insurance and mortgage loan operations, FTFC pays premium taxes and very limited amounts of franchise taxes to states that are not based on allocated amounts of net income (loss). The Company only pays state income taxes on the stand-alone taxable income of FTFC and TMC operations domiciled and operating in the state of Oklahoma. In addition, FTFC pays no foreign taxes or recovers any foreign losses on its operations outside the United States. Based upon these facts, FTFC will not present disaggregated information for state taxes and foreign operations in its disclosures of federal income and other taxes in 2025 or 2024 but will have a rate reconciling item for non-taxable foreign tax income or losses . This pronouncement is being applied on a prospective basis during 2025 and 2024 disclosures will be enhanced to be comparable to those of 2025. The adoption of this guidance did not have a material effect on the Company’s results of operations, financial position or liquidity.

Targeted Improvements to the Accounting for Long-Duration Contracts

In August 2018, the FASB issued updated guidance, Accounting Standards Update 2018-12 (ASU 2018-12) to the existing recognition, measurement, presentation and disclosure requirements for long-duration contracts issued by an insurance entity. This update improved the timeliness of recognizing changes in the liability for future policy benefits, modified the rate used to discount future cash flows, simplified and improved accounting for certain market-based options or guarantees associated with deposit (i.e., account balance) contracts, simplified the amortization of deferred acquisitions costs and expanded required disclosures.

The expanded disclosure requires an insurance entity to provide disaggregated roll forwards of beginning to ending balances of the following: liability for future policy benefits, policyholder account balances, market risk benefits, separate account liabilities and deferred acquisition costs including disclosure about, changes to and effect of changes for significant inputs, judgments, assumptions and methods used in measurements.

The Company adopted ASU 2018-12 on January 1, 2025 for the liability for future policy benefits, deferred policy acquisition costs and value of insurance business acquired. ASU 2018-12 was adopted on a modified retrospective basis such that those balances for the liability for future policy benefits, deferred policy acquisition costs were adjusted to conform to ASU 2018-12 effective January 1, 2024 (i.e., the earliest period presented). With respect to an analysis for market risk benefits, the Company concluded that it had no market-based options or guarantees associated with its liability for policyholders’ account balances.

Based upon the adoption of ASU 2018-12, a cumulative effect adjustment of ($8,916,920) was recorded as a decrease to retained earnings, net of tax, and a cumulative effect adjustment of $7,125,531 was recorded as an increase to Accumulated Other Comprehensive Loss, net of tax, as of January 1, 2024, summarized as follows:

	As of January 1, 2024
	Retained Earnings			Accumulated Other Comprehensive Loss

Financial Component Impacted:
Future policy benefits	$	(8,916,920	)	$	7,127,976
Deferred policy acquisition costs		-			(2,445	)
Total impact on January 1, 2024 balance	$	(8,916,920	)	$	7,125,531

The increase (decrease) on the impacted caption in the consolidated statements of financial position, consolidated statement of operations and consolidated statement of comprehensive income related to the retrospective cumulative effect adjustments of ASU 2018-12 as of January 1, 2024 is summarized as follows:

	As of December 31, 2024
				ASU 2018-12			ASU 2018-12
	As Previously			Adoption Impact			Adoption Impact			Post ASU 2018-12
Financial Statement Caption	Reported			January 1, 2024			December 31, 2024			Adoption
Statement of Financial Position
Recoverable from reinsurer	$	9,845,838		$	(22,581	)	$	65,851		$	9,889,108
Deferred policy acquisition costs		66,640,453			(3,094	)		2,762,007			69,399,366
Value of insurance business acquired		3,593,440			-			(216,288	)		3,377,152
Total assets		686,448,898			(25,675	)		2,611,570			689,034,793

Future policy benefits		138,027,832			2,241,906			(7,239,525	)		133,030,213
Deferred federal income taxes		4,023,492			(476,192	)		2,068,729			5,616,029
Total liabilities		617,398,670			1,765,714			(5,170,796	)		613,993,588

Accumulated other comprehensive income (loss)		(11,024,079	)		7,125,531			6,938,409			3,039,861
Accumulated earnings		37,202,901			(8,916,920	)		843,957			29,129,938
Total shareholders' equity		69,050,228			(1,791,389	)		7,782,366			75,041,205
Total liabilities and shareholders' equity		686,448,898			(25,675	)		2,611,570			689,034,793

	As Previously		ASU 2018-12			Post ASU 2018-12
Financial Statement Caption	Reported		Adoption Impact			Adoption
Statement of Operations	Year Ended December 31, 2024
Increase in future policy benefits	$	14,565,010	$	1,477,678		$	16,042,688
Amortization of deferred policy acquisition costs		10,775,374		(2,762,265	)		8,013,109
Amortization of value of insurance business acquired		183,913		216,288			400,201
Deferred federal income tax expense		162,874		224,342			387,216
Net income		6,416,791		843,957			7,260,748
Net income per common share:
Class A	$	0.6776	$	0.0891		$	0.7667
Class B		0.5759		0.0758			0.6517

Consolidated Statement of Comprehensive Income	Year Ended December 31, 2024
Net income	$	6,416,791		$	843,957	$	7,260,748
Adjustment to deferred acquisition costs		(257	)		257		-
Remeasurement gains on future policy benefit related to discount rate		-			8,783,053		8,783,053
Federal income tax expense (benefit)		(367,571	)		1,844,387		1,476,816
Total other comprehensive income (loss)		(1,382,771	)		6,938,409		5,555,638
Total comprehensive income		5,034,020			7,782,366		12,816,386

Transition for Sold Contracts

In December 2022, the FASB issued amendments (Accounting Standards Update 2022-5) to Accounting Standards Update 2018-12 (Targeted Improvements for Long-Duration Contracts) that originally required an insurance entity to apply a retrospective transition method as of the beginning of the earliest period presented or the beginning of the prior fiscal year if early application was elected. This updated guidance would have reduced implementation costs and complexity associated with the adoption of targeted improvements in accounting for long-duration contracts that would have been derecognized in accordance with Accounting Standards Update 2018-12 before the delayed effective date. Without the amendments in this Update, an insurance entity would have been required to reclassify a portion of gains or losses previously recognized in the sale or disposal of insurance contracts or legal entities because of the adoption of a new accounting standard. Because there is no effect on an insurance entity’s future cash flows, this reclassification may not have been useful to users of financial information.

The amendments in this guidance were effective for fiscal years beginning after December 15, 2024. Early adoption was permitted but was not elected by the Company. The Company adopted this pronouncement for its annual reporting as of and for the year ended December 31, 2025, with the amendments applied retrospectively as of January 1, 2024. Since the Company did not elect early adoption of ASU 2018-12, the adoption of this standard had no impact on the Company’s results of operations, financial position and liquidity.

Recent Accounting Pronouncements

Expense Disaggregation Disclosures

In November 2024, the FASB issued amendments (Accounting Standards Update 2024-03) to disclose more granular information about costs of sales and general and administrative expenses including employee compensation to improve the disclosure about a public enterprise’s expenses by providing more detailed information about the types of expenses commonly presented in expense captions such as costs of sales and general and administrative expenses.

The amendments in this Update require disclosing, in the notes to the financial statements, the following specified information about costs and expenses included in general captions on the face of the financial statements at each interim and annual reporting period of the entity: (a) purchases of inventory, (b) employee compensation, (c) depreciation, (d) intangible asset amortization and (e) depreciation, depletion and amortization recognized as part of oil and gas producing activities or other amounts of depletion expenses.

An entity is not precluded from providing additional voluntary disclosures that may provide investors with additional decision-useful information. In addition, the amendments in this Update do not change or remove current expense disclosure requirements including those of specialized industries.

The amendments to this Update are effective for annual reporting periods beginning after December 15, 2026 and interim periods beginning after December 15, 2027. Early adoption is permitted. The Company anticipates adopting and disclosing the information required by this Update for year-end reporting in 2027 and interim reporting beginning in first quarter 2028.

In January 2025, the FASB issued Accounting Standards Update 2025-01 that amended Accounting Standards Update 2024-03 to clarify the effective date of the original pronouncement regarding Expense Disaggregation Disclosures. The FASB’s intent in Accounting Standards Update 2024-03 was that all public business entities should initially adopt the disclosure requirements in the first annual reporting period beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027. The FASB acknowledges, however, that there was ambiguity that only potentially affected non-calendar year-end entities when Accounting Standards Update 2024-03 was issued.

The amendment in this pronouncement amends the effective date of Accounting Standards Update 2024-03 to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption of Accounting Standards Update 2024-03 is permitted. This amendment does not impact the Company.

Debt With Conversion and Other Options

In November 2024, the FASB issued amendments (Accounting Standards Update 2024-04) to clarify the requirements for determining whether certain settlements of convertible debt instruments should be accounted as an induced conversion. Under this Update, an inducement offer is required to provide the debt holder with, at a minimum, the consideration in form and amount issuable under the conversion privileges provided in the instrument. If the convertible debt instrument has been exchanged, modified or deemed not substantially different within the one-year period before the settlement date, the current inducement offer should be compared to the inducement offer that existed one-year before the settlement date.

In addition, the incorporation, elimination or modification of a volume weighted average price formula does not automatically cause a settlement to be accounted for as an extinguishment; there is instead a need to assess whether the form and amount of the conversion consideration is preserves using the fair value of the shares as of the settlement date. This induced conversion guidance applies to convertible debt instruments that are not currently convertible as long as there was a substantive conversion feature as of its issuance date or settlement date.

The amendments to this Update are effective for annual reporting periods beginning after December 15, 2025 and interim reporting periods within that annual reporting period. Early adoption is permitted for all entities that have adopted the amendments in Update 2020-06. The amendments in this Update permit an entity to apply the new guidance on either a prospective or a retrospective basis. The Company does not have or anticipate having any debt instruments and anticipates never being required to adopt the information required by this Update.

Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity

In May 2025, the FASB issued amendments (Accounting Standards Update 2025-03) to revise current guidance for determining the accounting acquirer for a transaction effected primarily by exchanging equity interests in which the legal acquiree is a Variable Interest Entity (“VIE” defined as a legal structure in which controlling interest is determined by something other than majority voting rights and controlling interest is arranged via a contractual relationship rather than through direct ownership) that meets the definition of a business. This amendment requires that the following factors be considered when a VIE is involved to determine which entity is the accounting acquirer:

a. If the business combination is effected primarily by transferring cash or other assets or incurring liabilities, the acquirer is usually the entity that transfers the cash or other assets or incurs the liabilities.

b. Other than a reverse acquisition, if the business combination is effected primarily by exchanging equity interests, the acquirer is usually the entity that issues its equity interests.

c. The acquirer is usually the entity that receives the largest portion of the voting rights of the combined entity.

d. If no owner has a majority voting interest, the acquirer is usually the individual or group that owns the largest minority interest of the combined entity.

e. The acquirer is usually the individual or group that has the ability to elect, appoint or remove members of the combined entity.

f. The acquirer is usually the individual or group that dominates management of the combined entity.

g. The acquirer is usually the individual or group that pays a premium over the precombination fair value of the other combined entity or entities.

h. The acquirer is usually the individual or group whose relative size in terms of assets, revenues, earnings or some other measure is significantly larger than the other combining entity or entities.

i. In a business combination involving more than two entities, the acquirer is usually the entity that initiated the combination and is significantly larger than the other combining entity or entities.

The amendments in this guidance are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued (or made available for issuance). If an entity adopts these amendments in an interim reporting period, it shall adopt as of the beginning of that interim reporting period or the beginning of the annual reporting period that includes that interim reporting period.

An entity shall apply this guidance on a prospective basis to all business combinations that have an acquisition date that occurs on or after the date of initial application. An entity shall disclose in both the interim reporting period (if applicable) and the annual reporting period of the change the nature of and reason for the change in accounting principle.

This guidance does not currently impact the Company’s consolidation of its subsidiaries but Update 2025-03 will be followed in any future business combination situations.

FINANCIAL HIGHLIGHTS

Consolidated Condensed Results of Operations for the Years Ended December 31, 2025 and 2024

	Years Ended December 31,					Amount Change
	2025		2024			2025 less 2024
Premiums	$	44,042,620	$	41,878,896		$	2,163,724
Net investment income		34,681,376		30,522,580			4,158,796
Net realized investment gains		497,174		264,821			232,353
Loss on impairments		-		(129,436	)		129,436
Service fees		5,067,846		3,161,535			1,906,311
Other income		29,282		652,793			(623,511	)
Total revenues		84,318,298		76,351,189			7,967,109
Benefits and claims		53,613,588		47,959,976			5,653,612
Expenses		22,816,973		19,246,623			3,570,350
Total benefits, claims and expenses		76,430,561		67,206,599			9,223,962
Income before federal income tax expense		7,887,737		9,144,590			(1,256,853	)
Federal income tax expense		1,731,617		1,883,842			(152,225	)
Net income	$	6,156,120	$	7,260,748		$	(1,104,628	)
Net income per common share
Class A common stock	$	0.6502	$	0.7667		$	(0.1165	)
Class B common stock	$	0.5527	$	0.6517		$	(0.0990	)

Consolidated Condensed Financial Position as of December 31, 2025 and 2024

					Amount Change
	December 31, 2025		December 31, 2024		2025 less 2024

Investment assets	$	525,598,084	$	493,388,984	$	32,209,100
Assets held in trust under coinsurance agreement		21,066,069		31,176,310		(10,110,241	)
Other assets		142,520,126		164,469,499		(21,949,373	)
Total assets	$	689,184,279	$	689,034,793	$	149,486

Policy liabilities	$	569,737,114	$	566,925,323	$	2,811,791
Funds withheld under coinsurance agreement		20,001,969		31,032,174		(11,030,205	)
Deferred federal income taxes		6,584,494		5,616,029		968,465
Other liabilities		6,288,104		10,420,062		(4,131,958	)
Total liabilities		602,611,681		613,993,588		(11,381,907	)
Shareholders' equity		86,572,598		75,041,205		11,531,393
Total liabilities and shareholders' equity	$	689,184,279	$	689,034,793	$	149,486

Shareholders' equity per common share
Class A common stock	$	9.1909	$	7.9239	$	1.2670
Class B common stock	$	7.8123	$	6.7353	$	1.0770

Results of Operations – Years Ended December 31, 2025 and 2024

Revenues

Our primary sources of revenue are life insurance premium income and investment income. Premium payments are classified as first-year, renewal and single. In addition, realized gains and losses on investment holdings can significantly impact revenues from period to period.

Our revenues for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,					Amount Change
	2025		2024			2025 less 2024
Premiums	$	44,042,620	$	41,878,896		$	2,163,724
Net investment income		34,681,376		30,522,580			4,158,796
Net realized investment gains		497,174		264,821			232,353
Loss on impairments		-		(129,436	)		129,436
Service fees		5,067,846		3,161,535			1,906,311
Other income		29,282		652,793			(623,511	)
Total revenues	$	84,318,298	$	76,351,189		$	7,967,109

The $7,967,109 increase in total revenues for the year ended December 31, 2025 is discussed below.

Premiums

Our premiums for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,				Amount Change
	2025		2024		2025 less 2024
Ordinary life first year	$	3,294,475	$	3,742,607	$	(448,132	)
Ordinary life renewal		11,479,351		8,874,166		2,605,185
Supplementary contracts		17,576		-		17,576
Final expense first year		3,025,994		3,423,413		(397,419	)
Final expense renewal		26,225,224		25,838,710		386,514
Total premiums	$	44,042,620	$	41,878,896	$	2,163,724

The $2,163,724 increase in premiums for the year ended December 31, 2025 is primarily due to the $2,605,185 increase in ordinary life renewal premiums and a $386,514 increase in final expense renewal premiums that exceeded a $448,132 decrease in ordinary life first year premiums and a $397,419 decrease in final expense first year premiums.

The ordinary life renewal premiums and ordinary life first year premiums reflects ordinary dollar denominated life insurance policies sold in the international market by TAI. The increase in final expense renewal premiums reflects the persistency of prior years’ final expense production. The decrease in final expense first year premiums reflects changes in competitor underwriting guidelines that are relaxed compared to our restricted underwriting standards.

Net Investment Income

The major components of our net investment income for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,						Amount Change
	2025			2024			2025 less 2024
Fixed maturity securities	$	10,151,308		$	8,534,951		$	1,616,357
Equity securities		344,075			135,911			208,164
Other long-term investments		4,134,695			4,444,639			(309,944	)
Mortgage loans		21,044,829			17,079,731			3,965,098
Policy loans		363,968			291,170			72,798
Short-term and other investments		1,420,409			2,531,767			(1,111,358	)
Gross investment income		37,459,284			33,018,169			4,441,115
Investment expenses		(2,777,908	)		(2,495,589	)		282,319
Net investment income	$	34,681,376		$	30,522,580		$	4,158,796

The $4,441,115 increase in gross investment income for the year ended December 31, 2025 is primarily due to $3,965,098 increase in mortgage loans, $1,616,357 increase in fixed maturity securities and $208,164 increase in equity securities that exceeded a $1,111,358 decrease in short-term and other investments and $309,944 decrease in other long-term investments.

The increase in mortgage loans investment income is primarily due to increased mortgage loans investments of $41.5 million since December 31, 2024. The increase in fixed maturity securities investment income is primarily due to the average monthly holdings in 2025 exceeding the average monthly holdings in 2024 and the weighted average investment yield also increasing. The increase in equity securities investment income is primarily due to the average monthly holdings in 2025 exceeding the average monthly holdings in 2024. The decline in short-term and other investments is primarily due to a decline in the annual percentage yield earned on invested cash and cash equivalent balances. The decrease in other long-term investments income is primarily due to decreased other long-term investments of $6.9 million since December 31, 2024.

The $282,319 increase in investment expense for the year ended December 31, 2025 is primarily due to increased mortgage loan costs.

Net Realized Investment Gains

Our net realized investment gains result from sales of fixed maturity securities available-for-sale, equity securities, mortgage loans on real estate, other long-term investments, investment real estate, changes in fair value of equity securities and changes in estimate of credit losses.

Our net realized investment gains (losses) for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,						Amount Change
	2025			2024			2025 less 2024
Fixed maturity securities available-for-sale:
Sale proceeds and maturities	$	78,586,070		$	15,179,021		$	63,407,049
Amortized cost at sale date		78,460,273			15,278,204			63,182,069
Net realized gains (losses)	$	125,797		$	(99,183	)	$	224,980
Equity securities at fair value:
Sale proceeds	$	6,944		$	5		$	6,939
Cost at sale date		-			9			(9	)
Net realized gains (losses)	$	6,944		$	(4	)	$	6,948
Mortgage loans on real estate:
Payment and sale proceeds on mortgage loans	$	137,548,533		$	173,048,603		$	(35,500,070	)
Cost at sale date		137,549,670			172,348,722			(34,799,052	)
Net realized gains (losses)	$	(1,137	)	$	699,881		$	(701,018	)
Other long-term investments:
Sales proceeds	$	-		$	17,288,490		$	(17,288,490	)
Cost at sale date		-			17,242,840			(17,242,840	)
Net realized gains	$	-		$	45,650		$	(45,650	)
Investment real estate:
Sale proceeds	$	496,424		$	276,956		$	219,468
Carrying value at sale date		452,370			265,705			186,665
Net realized gains	$	44,054		$	11,251		$	32,803

Equity securities, changes in fair value	$	125,540		$	(97,284	)	$	222,824
Changes in current estimate of credit losses	$	195,976		$	(295,490	)	$	491,466

Net realized investment gains	$	497,174		$	264,821		$	232,353

Loss on Impairments

During 2024, management impaired TLIC’s three acres of undeveloped land located in Topeka, Kansas by $129,436 from its carrying value to its net realizable value expected at the time of ultimate resale based on a third party appraisal.

Service Fees

The $1,906,311 increase in service fees for the year ended December 31, 2025, is primarily due to an increase in fees from Trinity Mortgage Corporation brokering and administrating mortgage loans for a fee to third parties.

Total Benefits, Claims and Expenses

Our benefits, claims and expenses are primarily generated from benefit payments, surrenders, interest credited to policyholders, change in reserves, commissions and other underwriting, insurance and acquisition expenses. Benefit payments can significantly impact expenses from period to period.

Our benefits, claims and expenses for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,						Amount Change
	2025			2024			2025 less 2024
Benefits and claims
Increase in future policy benefits	$	15,579,671		$	16,042,688		$	(463,017	)
Death benefits		15,159,686			13,176,508			1,983,178
Surrenders		3,274,487			2,471,376			803,111
Interest credited to policyholders		19,140,915			15,880,681			3,260,234
Dividend, endowment and supplementary life contract benefits		458,829			388,723			70,106
Total benefits and claims		53,613,588			47,959,976			5,653,612
Expenses
Policy acquisition costs deferred		(11,979,702	)		(16,620,462	)		4,640,760
Amortization of deferred policy acquisition costs		10,942,051			8,013,109			2,928,942
Amortization of value of insurance business acquired		372,146			400,201			(28,055	)
Commissions		11,628,983			16,030,481			(4,401,498	)
Other underwriting, insurance and acquisition expenses		11,853,495			11,423,294			430,201
Total expenses		22,816,973			19,246,623			3,570,350
Total benefits, claims and expenses	$	76,430,561		$	67,206,599		$	9,223,962

The $9,223,962 increase in total benefits, claims and expenses for the year ended December 31, 2025 is discussed below.

Benefits and Claims

The $5,653,612 increase in total benefits and claims for the year ended December 31, 2025 is primarily due to the following:

●

$3,260,234 increase in interest credited to policyholders is primarily due to an increase in the crediting rate on annuity contract.

●

$1,983,178 increase in death benefits is primarily due to approximately $1,240,000 of increased final expense benefit and $743,000 of increased ordinary life benefits.

●

$808,111 increase in surrenders is based upon policyholder election and corresponds to the growth in the number of policies in force.

●

$463,017 decrease in future policy benefits is primarily due death benefits, surrenders and low first year production.

Deferral and Amortization of Deferred Acquisition Costs

Certain costs related to the successful acquisition of traditional life insurance policies are capitalized and amortized over the premium-paying period of the policies. Certain costs related to the successful acquisition of insurance and annuity policies that subject us to mortality or morbidity risk over a period that extends beyond the period or periods in which premiums are collected and that have terms that are fixed and guaranteed (i.e., limited-payment long-duration annuity contracts) are capitalized and amortized in relation to the present value of actual and expected gross profits on the policies.

These acquisition costs, which are referred to as deferred policy acquisition costs, include commissions and other successful costs of acquiring policies and contracts, which vary with, and are primarily related to, the successful production of new and renewal insurance and annuity contracts.

For the years ended December 31, 2025 and 2024, capitalized costs were $11,979,702 and $16,620,462, respectively. Amortization of deferred policy acquisition costs for the years ended December 31, 2025 and 2024 were $10,942,051 and $8,013,109.

The $4,640,760 decrease in the 2025 acquisition costs deferred primarily relates to decreased annuity production with a corresponding decrease in deferral of eligible annuity commissions. There was a $2,928,942 increase in the 2025 amortization of deferred acquisition costs primarily due to 2025 surrenders and withdrawal activity and the impacts of mortality.

Amortization of Value of Insurance Business Acquired

The cost of acquiring insurance business is amortized over the emerging profit of the related policies using the same assumptions that were used in computing liabilities for future policy benefits. Amortization of the value of insurance business acquired was $372,146 and $400,201 for the years ended December 31, 2025 and 2024, respectively.

Commissions

Our commissions for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,				Amount Change
	2025		2024		2025 less 2024
Annuity	$	790,523	$	4,637,570	$	(3,847,047	)
Ordinary life first year		3,544,576		3,977,122		(432,546	)
Ordinary life renewal		1,354,355		999,372		354,983
Final expense first year		3,573,278		4,033,281		(460,003	)
Final expense renewal		2,366,251		2,383,136		(16,885	)
Total commissions	$	11,628,983	$	16,030,481	$	(4,401,498	)

The $4,401,498 decrease in commissions for the year ended December 31, 2025 is primarily due to a $3,847,047 decrease annuity commissions (corresponding to $115,094,974 of decreased annuity deposits retained), $460,003 decrease in final expense first year commissions (corresponding to $397,419 decreased final expense first year premiums) and a $432,546 decrease in ordinary life first year commissions (corresponding to $448,132 decreased ordinary life first year premiums) that exceed a $354,983 increase in ordinary life renewal commissions (corresponding to $2,605,185 increased ordinary life renewal premiums).

Other Underwriting, Insurance and Acquisition Expenses

The $430,201 increase in other underwriting, insurance and acquisition expenses for the year ended December 31, 2025 was primarily related to an increase in service fees, international consulting fees and third party administrative fees.

Federal Income Taxes

FTFC files a consolidated federal income tax return with TLIC, FBLIC and TMC. Certain items included in income reported for financial statement purposes are not included in taxable income for the current period, resulting in deferred income taxes.

For the years ended December 31, 2025 and 2024, current income tax expense was $2,214,729 and $1,496,626, respectively. Deferred federal income tax expense (benefit) was ($483,112) and $387,216 for the years ended December 31, 2025 and 2024, respectively.

Net Income Per Common Share Basic

For the year ended December 31, 2025 the net income allocated to the Class B shareholders is the total net income multiplied by the right to receive dividends at 85% for Class B shares (85,937) as of the reporting date divided by the allocated total shares (9,468,155) of Class A shares (9,382,218) and Class B shares (85,937) as of the reporting date. For the year ended December 31, 2024 the net income allocated to the Class B shareholders is the total net income multiplied by the right to receive dividends at 85% for Class B shares (85,937) as of the reporting date divided by the allocated total shares (9,470,277) of Class A shares (9,384,340) and Class B shares (85,937) as of the reporting date.

For the year ended December 31, 2025, the net income allocated to the Class A shareholders of $6,100,244 is the total net income $6,156,120 less the net income allocated to the Class B shareholders $55,876. For the year ended December 31, 2024, the net income allocated to the Class A shareholders of $7,194,861 is the total net income $7,260,748 less the net income allocated to the Class B shareholders $65,887.

The weighted average outstanding common shares basic for the year ended December 31, 2025 and 2024 were 9,382,218 and 9,384,340 for Class A shares and 101,102 for Class B shares.

Business Segments

The Company has a life insurance segment, consisting of the life insurance operations of TLIC, FBLIC and TAI, an annuity segment, consisting of the annuity operations of TLIC, FBLIC and TAI and a corporate segment. Results for the parent company and the operations of TMC, after elimination of intercompany amounts, are allocated to the corporate segment.

The revenues and income before federal income taxes from our business segments for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,					Amount Change
	2025			2024		2025 less 2024
Revenues:
Life insurance operations	$	53,435,145		$	49,513,873	$	3,921,272
Annuity operations		25,660,366			24,316,397		1,343,969
Corporate operations		5,222,787			2,520,919		2,701,868
Total	$	84,318,298		$	76,351,189	$	7,967,109
Income before federal income taxes:
Life insurance operations	$	5,673,241		$	6,310,062	$	(636,821	)
Annuity operations		(523,101	)		1,600,856		(2,123,957	)
Corporate operations		2,737,597			1,233,672		1,503,925
Total	$	7,887,737		$	9,144,590	$	(1,256,853	)

The increases and decreases of revenues and profitability from our business segments for the years ended December 31, 2025 and 2024 are summarized as follows:

	Life Insurance			Annuity			Corporate
	Operations			Operations			Operations			Total
Revenues
Premiums	$	2,163,724		$	-		$	-		$	2,163,724
Net invesment income		2,037,110			2,329,509			(207,823	)		4,158,796
Net realized investment gains less impairments		99,984			261,805			-			361,789
Service fees and other income		(379,546	)		(1,247,345	)		2,909,691			1,282,800
Total revenue		3,921,272			1,343,969			2,701,868			7,967,109

Benefits and claims
Increase in future policy benefits		(463,017	)		-			-			(463,017	)
Death benefits		1,983,178			-			-			1,983,178
Surrenders		803,111			-			-			803,111
Interest credited to policyholders		-			3,260,234			-			3,260,234
Dividend, endowment and supplementary life contract benefits		70,106			-			-			70,106
Total benefits and claims		2,393,378			3,260,234			-			5,653,612
Expenses
Policy acquisition costs deferred net of amortization		3,294,160			4,275,542			-			7,569,702
Amortization of value of insurance business acquired		(14,028	)		(14,027	)		-			(28,055	)
Commissions		(554,451	)		(3,847,047	)		-			(4,401,498	)
Other underwriting, insurance and acquisition expenses		(560,966	)		(206,776	)		1,197,943			430,201
Total expenses		2,164,715			207,692			1,197,943			3,570,350
Total benefits, claims and expenses		4,558,093			3,467,926			1,197,943			9,223,962
Income (loss) before federal income tax expense (benefit)	$	(636,821	)	$	(2,123,957	)	$	1,503,925		$	(1,256,853	)

Consolidated Financial Condition

Our invested assets as of December 31, 2025 and 2024 are summarized as follows:

					Amount Change
	December 31, 2025		December 31, 2024		2025 less 2024

Assets
Investments
Available-for-sale fixed maturity securities at fair value (amortized cost: $215,989,423 and $227,703,702 as of December 31, 2025 and 2024, respectively)	$	209,926,505	$	213,745,821	$	(3,819,316	)
Equity securities at fair value (cost: $5,677,164 and $5,301,191 as of December 31, 2025 and 2024, respectively)		5,837,575		5,336,062		501,513
Mortgage loans on real estate		250,899,714		209,364,504		41,535,210
Investment real estate		2,526,085		2,351,549		174,536
Policy loans		5,132,086		4,367,534		764,552
Other long-term investments		51,276,119		58,223,514		(6,947,395	)
Total investments	$	525,598,084	$	493,388,984	$	32,209,100

The decrease and increase in fixed maturity available-for-sale securities for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,
	2025			2024
Fixed maturity securities, available-for-sale, beginning	$	213,745,821		$	149,700,948
Purchases		67,351,350			81,180,014
Unrealized appreciation (depreciation)		7,894,963			(1,750,599	)
Net realized investment gains (losses), including credit (losses)		321,773			(394,673	)
Transfer to other long-term investments		(156,068	)		-
Sales proceeds		(76,134,070	)		(11,744,021	)
Maturities		(2,452,000	)		(3,435,000	)
Accretion of discounts (premium amortization)		(645,264	)		189,152
Increase (decrease)		(3,819,316	)		64,044,873
Fixed maturity securities, available-for-sale, ending	$	209,926,505		$	213,745,821

Fixed maturity securities available-for-sale are reported at fair value with unrealized gains and losses, net of applicable income taxes, reflected as a separate component in shareholders’ equity within accumulated other comprehensive loss. The available-for-sale fixed maturity securities portfolio is invested in U.S. government and U.S. government agencies, state and political subdivisions, U.S. government agency mortgage backed securities, commercial and residential mortgage-backed securities, corporate bonds, asset-backed securities, exchange traded securities, foreign bonds and redeemable preferred stocks.

The increase in equity securities available-for-sale for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,
	2025			2024
Equity securities, available-for-sale, beginning	$	5,336,062		$	419,530
Purchases		492,748			5,129,196
Sales proceeds		(6,944	)		(5	)
Joint venture distribution		(116,775	)		(115,371	)
Net realized investment gains (losses), sale of securities		6,944			(4	)
Net realized investment gains (losses), changes in fair value		125,540			(97,284	)
Increase		501,513			4,916,532
Equity securities, available-for-sale, ending	$	5,837,575		$	5,336,062

Equity securities are reported at fair value with the change in fair value reflected in net realized investment gains within the consolidated statements of operations.

The increase and decrease in mortgage loans on real estate for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,
	2025			2024
Mortgage loans on real estate, beginning	$	209,364,504		$	239,831,447
Purchases		179,933,175			143,991,455
Premium amortization		(175,437	)		(796,526	)
Net realized investment gains (losses)		(1,137	)		699,881
Payments		(137,548,533	)		(173,048,603	)
Foreclosed - transferred to real estate		(459,180	)		(1,441,287	)
(Increase) decrese in allowance for bad debts		(213,678	)		128,137
Increase (decrease)		41,535,210			(30,466,943	)
Mortgage loans on real estate, ending	$	250,899,714		$	209,364,504

The increase in investment real estate for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,
	2025			2024
Investment real estate, beginning	$	2,351,549		$	1,305,403
Purchase		167,726			-
Real estate acquired through mortgage loan foreclosure		459,180			1,441,287
Net realized investment gains		44,054			11,251
Sales proceeds		(496,424	)		(276,956	)
Loss on impairments		-			(129,436	)
Increase		174,536			1,046,146
Investment real estate, ending	$	2,526,085		$	2,351,549

The decrease in other long-term investments (comprised mainly of lottery receivables) for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,
	2025			2024
Other long-term investments, beginning	$	58,223,514		$	61,487,939
Purchases		3,455,654			9,470,507
Accretion of discount		4,088,942			4,507,908
Transfer from fixed maturity securities, available for sale		156,068			-
Unrealized depreciation		(50,714	)		-
Net realized investment gains		-			45,650
Payments		(14,597,345	)		(17,288,490	)
Decrease		(6,947,395	)		(3,264,425	)
Other long-term investments, ending	$	51,276,119		$	58,223,514

Our assets other than invested assets as of December 31, 2025 and 2024 are summarized as follows:

					Amount Change
	December 31, 2025		December 31, 2024		2025 less 2024

Cash and cash equivalents	$	39,496,427	$	64,344,122	$	(24,847,695	)
Accrued investment income		6,454,380		5,746,167		708,213
Recoverable from reinsurers		9,547,506		9,889,108		(341,602	)
Assets held in trust under coinsurance agreement		21,066,069		31,176,310		(10,110,241	)
Agents' balances and due premiums		1,391,105		1,393,277		(2,172	)
Deferred policy acquisition costs		70,437,017		69,399,366		1,037,651
Value of insurance business acquired		3,005,006		3,377,152		(372,146	)
Other assets		12,188,685		10,320,307		1,868,378
Assets other than investment assets	$	163,586,195	$	195,645,809	$	(32,059,614	)

The $24,847,695 decrease in cash and cash equivalents for the year ended December 31, 2025 and the corresponding increase of $30,504,381 for the year ended December 31, 2024 are summarized in the Company’s consolidated statements of cash flows.

The $10,110,241 decrease in assets held in trust under the coinsurance agreement is due to a reduction in assets from the significant surrenders of annuity contracts under TLIC’s annuity coinsurance agreement with an offshore annuity and life insurance company that is administered on a funds withheld basis.

The increase in deferred policy acquisition costs for the years ended December 31, 2025 and 2024, respectively, are summarized as follows:

	Years Ended December 31,
	2025			2024
Balance, beginning of year	$	69,399,366		$	60,792,013
Capitalization of commissions, sales and issue expenses		11,979,702			16,620,462
Amortization		(10,942,051	)		(8,013,109	)
Increase		1,037,651			8,607,353
Balance, end of year	$	70,437,017		$	69,399,366

Our other assets as of December 31, 2025 and December 31, 2024 are summarized as follows:

					Amount Change
	December 31, 2025		December 31, 2024		2025 less 2024
Federal and state income taxes recoverable	$	5,890,172	$	4,708,718	$	1,181,454
Advances to mortgage loan originator		4,722,878		4,746,638		(23,760	)
Lease asset - right to use		924,201		270,679		653,522
Accrued management fee		498,389		393,159		105,230
Other receivables, prepaid assets and deposits		138,254		171,032		(32,778	)
Notes receivable		14,791		30,081		(15,290	)
Total other assets	$	12,188,685	$	10,320,307	$	1,868,378

There was a $1,181,454 increase in federal and state income taxes recoverable primarily due to federal and state tax withholdings on lottery receivables.

The Company reported an increased lease asset of $653,522 due to signing an amended lease agreement expiring in 2032.

There was a $105,230 increase in accrued management fees for managing mortgage loans for a third party.

Our liabilities as of December 31, 2025 and 2024 are summarized as follows:

					Amount Change
	December 31, 2025		December 31, 2024		2025 less 2024

Policy liabilities
Policyholders' account balances	$	417,120,647	$	431,190,092	$	(14,069,445	)
Future policy benefits		149,228,807		133,030,213		16,198,594
Policy claims		3,143,579		2,478,465		665,114
Other policy liabilities		244,081		226,553		17,528
Total policy liabilities		569,737,114		566,925,323		2,811,791
Funds withheld under coinsurance agreement		20,001,969		31,032,174		(11,030,205	)
Deferred federal income taxes		6,584,494		5,616,029		968,465
Other liabilities		6,288,104		10,420,062		(4,131,958	)
Total liabilities	$	602,611,681	$	613,993,588	$	(11,381,907	)

The $16,198,594 increase in future policy benefits is primarily related to the production of new life insurance policies and the aging of existing policies an additional year.

The decrease and increase in policyholders’ account balances for the years ended December 31, 2025 and 2024, respectively, are summarized as follows:

	Years Ended December 31,
	2025			2024
Policyholders' account balances, beginning	$	431,190,092		$	391,247,676
Deposits		26,337,459			141,387,484
Withdrawals		(71,889,578	)		(166,419,069	)
Funds withheld under coinsurance agreement		12,341,759			49,093,320
Interest credited		19,140,915			15,880,681
Increase (decrease)		(14,069,445	)		39,942,416
Policyholders' account balances, ending	$	417,120,647		$	431,190,092

The $968,465 increase in deferred federal income taxes was due to $1,451,577 of increased deferred federal income taxes expense on the unrealized depreciation of fixed maturity securities available-for-sale and $483,112 of operating deferred federal tax benefit.

The $11,030,205 decrease in funds withheld under coinsurance agreement is due to significant 2025 surrenders of coinsured annuity contracts under coinsurance agreement with an offshore annuity and life insurance company.

Our other liabilities as of December 31, 2025 and December 31, 2024 are summarized as follows:

							Amount Change
	December 31, 2025			December 31, 2024			2025 less 2024
Mortgage loans suspense	$	3,179,575		$	5,910,871		$	(2,731,296	)
Lease liability		924,201			270,679			653,522
Accrued expenses payable		687,000			611,000			76,000
Unclaimed funds		658,404			582,040			76,364
Suspense accounts payable		568,025			2,695,069			(2,127,044	)
Unearned investment income		169,315			148,233			21,082
Accounts payable		113,285			274,493			(161,208	)
Guaranty fund assessments		55,000			86,000			(31,000	)
Deferred revenue		19,250			30,250			(11,000	)
Payable for securities purchased		-			6,179			(6,179	)
Other payables, withholdings and escrows		(85,951	)		(194,751	)		108,800
Total other liabilities	$	6,288,104		$	10,420,062		$	(4,131,958	)

The decrease in mortgage loan suspense of $2,731,296 is primarily due to timing of principal loan payments on mortgage loans.

The $2,127,044 decrease in suspense accounts payable is due to decreased deposits on policy applications that had not been issued as of the financial reporting date.

The Company reported an increased lease liability of $653,522 due to signing an amended lease agreement expiring in 2032.

The decrease in accounts payable of $161,208 is primarily due to payments to a lottery vendor.

The $108,800 increase in other payables, withholdings and escrows is primarily due to a decrease in escrow advances.

Liquidity and Capital Resources

Our operations have been financed primarily through the private placement of equity securities and intrastate public stock offerings. Through December 31, 2025, we have received $27,119,480 from the sale of our shares.

The Company raised $1,450,000 from two private placements during 2004 and $25,669,480 from two public stock offerings and one private placement stock offering from June 22, 2005 through February 23, 2007; June 29, 2010 through April 30, 2012; and August 15, 2012 through March 8, 2013. The Company issued 7,347,488 shares of its common stock and incurred $3,624,518 of offering costs during these private placements and public stock offerings.

In 2020, the Company paid a $0.05 per share cash dividend for a total of $393,178 and issued 791,339 shares of class A common stock in connection with a 10% stock dividend to its Class A shareholders. The 10% stock dividend resulted in accumulated earnings being charged $8,657,249 with an offsetting credit of $8,657,249 to common stock and additional paid-in capital.

As of December 31, 2025, we had cash and cash equivalents totaling $39,496,427. As of December 31, 2025, cash and cash equivalents of $11,622,425 and $15,744,370, respectively, totaling $27,366,795 were held by TLIC and FBLIC and may not be available for use by FTFC due to the required pre-approval by the OID of any dividend or intercompany transaction to transfer funds to FTFC. The maximum dividend, which may be paid in any twelve-month period without notification or approval, is limited to the greater of 10% of statutory surplus as of December 31 of the preceding year or the net gain from operations of the preceding calendar year.

Cash dividends may only be paid out of surplus derived from realized net profits. Based on these limitations, there is no capacity for TLIC to pay a dividend due to a negative unassigned surplus of $532,472 as of December 31, 2025. In addition, based on those limitations, there is the capacity for FBLIC to pay a dividend up to $2,899,895 in 2025 without prior approval. FBLIC has paid no dividends to TLIC in 2024 and 2023. TLIC has paid no dividends to FTFC.

The Company maintains cash and cash equivalents at multiple institutions. The Federal Deposit Insurance Corporation insures interest and non-interest bearing accounts up to $250,000. Uninsured balances aggregate $34,131,790 and $50,995,135 as of December 31, 2025 and December 31, 2024, respectively. Other funds are invested in mutual funds that invest in U.S. government securities. We monitor the solvency of all financial institutions in which we have funds to minimize the exposure for loss. The Company has not experienced any losses in such accounts.

Our cash flows for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,						Amount Change
	2025			2024			2025 less 2024
Net cash provided by operating activities	$	41,597,511		$	90,007,676		$	(48,410,165	)
Net cash used in investing activities		(20,807,665	)		(34,471,710	)		13,664,045
Net cash used in financing activities		(45,637,541	)		(25,031,585	)		(20,605,956	)
Increase (decrease) in cash		(24,847,695	)		30,504,381			(55,352,076	)
Cash and cash equivalents, beginning of period		64,344,122			33,839,741			30,504,381
Cash and cash equivalents, end of period	$	39,496,427		$	64,344,122		$	(24,847,695	)

The cash provided by operating activities for the years ended December 31, 2025 and 2024 are summarized as follows:

	Years Ended December 31,						Amount Change
	2025			2024			2025 less 2024
Premiums collected	$	44,002,505		$	41,852,394		$	2,150,111
Net investment income collected		30,726,003			27,123,406			3,602,597
Service fees and other income collected		4,991,899			3,766,316			1,225,583
Death benefits paid		(14,130,389	)		(12,600,450	)		(1,529,939	)
Surrenders paid		(3,274,487	)		(2,471,376	)		(803,111	)
Dividends and endowments paid		(462,714	)		(390,831	)		(71,883	)
Commissions paid		(11,565,283	)		(16,134,886	)		4,569,603
Other underwriting, insurance and acquisition expenses paid		(11,545,421	)		(11,190,335	)		(355,086	)
Taxes received (paid)		(3,396,184	)		4,640,446			(8,036,630	)
(Increased) decreased advances to a mortgage loan originator		23,760			(258,923	)		282,683
Decreased advances to independently owned investment firm		-			2,045,191			(2,045,191	)
Decreased advances to an investment vendor		-			296,477			(296,477	)
Decreased funds under coinsurance agreement		11,421,795			51,632,390			(40,210,595	)
Increased (decreased) deposits of pending policy applications		(2,127,044	)		1,894,807			(4,021,851	)
Increased (decreased) mortgage loan suspense		(2,731,295	)		69,757			(2,801,052	)
Other		(335,634	)		(266,707	)		(68,927	)
Cash provided by operating activities	$	41,597,511		$	90,007,676		$	(48,410,165	)

Please see the consolidated statements of cash flows for the years ended December 31, 2025 and 2024 for a summary of the components of net cash used in investing activities and financing activities.

Our shareholders’ equity as of December 31, 2025 and 2024 is summarized as follows:

							Amount Change
	December 31, 2025			December 31, 2024			2025 less 2024

Class A common stock, par value $.01 per share (40,000,000 shares authorized as of December 31, 2025 and 2024, 9,631,920 issued as of December 31, 2025 and 2024, 9,333,404 and 9,384,340, outstanding as of December 31, 2025 and 2024, respectively)	$	96,319		$	96,319		$	-
Class B common stock, par value $.01 per share (10,000,000 shares authorized, 101,102 issued and outstanding as of December 31, 2025 and 2024)		1,011			1,011			-
Additional paid-in capital		43,668,023			43,668,023			-
Treasury stock, at cost (298,516 and 247,580 shares as of December 31, 2025 and 2024, respectively)		(979,369	)		(893,947	)		(85,422	)
Accumulated other comprehensive income		8,500,556			3,039,861			5,460,695
Accumulated earnings		35,286,058			29,129,938			6,156,120
Total shareholders' equity	$	86,572,598		$	75,041,205		$	11,531,393

The increase in shareholders’ equity of $11,531,393 for the year ended December 31, 2025 is primarily due to $6,156,120 in net income and $5,460,695 increase in accumulated other comprehensive income.

In settlement of a lawsuit in 2025, the Company was awarded 50,936 shares of its own Class A common stock. The 50,936 shares of the Company’s Class A common stock were transferred to treasury stock at a cost basis of $85,422.

The liquidity requirements of our life insurance companies are met primarily by funds provided from operations. Premium and annuity consideration deposits, investment income and investment maturities are the primary sources of funds, while investment purchases, policy benefits, and operating expenses are the primary uses of funds. There were no liquidity issues in 2025 or 2024. Our investments include marketable debt securities that could be readily converted to cash for liquidity needs. We are subject to various market risks. The quality of our investment portfolio and the current level of shareholders’ equity continue to provide a sound financial base as we strive to expand our marketing to offer competitive products.

Our investment portfolio had unrealized depreciation on available-for-sale securities and other long-term investments of ($6,113,632) and ($13,957,881) as of December 31, 2025 and 2024, respectively, prior to the impact of income taxes and future policy benefits related to discount rate. An increase of $7,970,046 in unrealized gains arising for year ended December 31, 2025 has been increased by 2025 net realized investment gains of $125,797 originating from the sale, calls and maturities for fixed maturity securities available-for-sale resulting in net unrealized gains on investments of $7,844,249.

A primary liquidity concern is the risk of an extraordinary level of early policyholder withdrawals. We include provisions within our insurance policies, such as surrender charges, that help limit and discourage early withdrawals. Individual life insurance policies are less susceptible to withdrawal than annuity reserves and deposit liabilities because policyholders may incur surrender charges and undergo a new underwriting process in order to obtain a new insurance policy. Cash flow projections and cash flow tests under various market interest rate scenarios are also performed annually to assist in evaluating liquidity needs and adequacy. We currently anticipate that available liquidity sources and future cash flows will be adequate to meet our needs for funds.

One of our significant risks relates to the fluctuations in interest rates. Regarding interest rates, the value of our available-for-sale fixed maturity securities investment portfolio will increase or decrease in an inverse relationship with fluctuations in interest rates, while net investment income earned on newly acquired available-for-sale fixed maturity securities increases or decreases in direct relationship with interest rate changes.

From an income perspective, we are exposed to rising interest rates which could be a significant risk, as TLIC’s and FBLIC’s annuity business is impacted by changes in interest rates. Life insurance company policy liabilities bear fixed rates. From a liquidity perspective, our fixed rate policy liabilities are relatively insensitive to interest rate fluctuations. We believe gradual increases in interest rates do not present a significant liquidity exposure for the life insurance policies and annuity contracts. We maintain conservative durations in our fixed maturity portfolio.

As of December 31, 2025, cash and cash equivalents, short-term investments, the fair value of fixed maturity available-for-sale securities with maturities of less than one year and the fair value of lottery receivables with maturities of less than one year equaled 10.6% of total policy liabilities. If interest rates rise significantly in a short time frame, there can be no assurance that the life insurance industry, including the Company, would not experience increased levels of surrenders and reduced sales, and thereby be materially adversely affected.

In addition to the measures described above, TLIC and FBLIC must comply with the National Association of Insurance Commissioners promulgated Standard Valuation Law (“SVL”) which specifies minimum reserve levels and prescribes methods for determining them, with the intent of enhancing solvency. Upon meeting certain tests, which TLIC and FBLIC met during 2025, the SVL also requires the Company to perform annual cash flow testing for TLIC and FBLIC. This testing is designed to ensure that statutory reserve levels will maintain adequate protection in a variety of potential interest rate scenarios. The Actuarial Standards Board of the American Academy of Actuaries also requires cash flow testing as a basis for the actuarial opinion on the adequacy of the reserves which is a required part of the annual statutory reporting process.

Our marketing plan could be modified to emphasize certain product types and reduce others. New business levels could be varied in order to find the optimum level. We believe that our current liquidity, current bond portfolio maturity distribution and cash position give us substantial resources to administer our existing business and fund growth generated by direct sales.

The operations of TLIC and FBLIC may require additional capital contributions to meet statutory capital and surplus requirements mandated by state insurance departments. Life insurance contract liabilities are generally long term in nature and are generally paid from future cash flows or existing assets and reserves. We will service other expenses and commitments by: (1) using available cash, (2) dividends from TLIC and FBLIC that are limited by law to the greater of prior year net operating income or 10% of prior year‑end surplus unless specifically approved by the controlling insurance department, (3) public and private offerings of our common stock and (4) corporate borrowings, if necessary.

Effective January 1, 2019, the Company entered into a revised advance agreement with one loan originator. As of December 31, 2025, the Company has outstanding advances to this loan originator totaling $4,722,878. The advances are secured by $8,643,349 of residential mortgage loans on real estate that are assigned to the Company. The Company has committed to fund up to an additional $2,277,122 to the loan originator that would result in additional security in the form of residential mortgage loans on real estate to be assigned to the Company.

Effective January 1, 2019, the Company also entered into a revised escrow agreement with the same loan originator. According to the revised terms of the escrow agreement, as of December 31, 2025, $890,250 of additional and secured residential mortgage loan balances on real estate are held in escrow by the loan originator. As of December 31, 2025, $879,146 of that escrow amount is available to the Company as additional collateral on $4,722,878 of advances to the loan originator. The remaining December 31, 2025 escrow amount of $11,104 is available to the Company as additional collateral on its investment of $2,220,809 in mortgage loans on real estate.

We are not aware of any commitments or unusual events that could materially affect our capital resources. We are not aware of any current recommendations by any regulatory authority which, if implemented, would have a material adverse effect on our liquidity, capital resources or operations. We believe that our existing cash and cash equivalents as of December 31, 2025 will be sufficient to fund our anticipated operating expenses.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements.

SPECIAL NOTE CONCERNING FORWARD-LOOKING STATEMENTS

Certain statements contained herein are forward-looking statements. The forward-looking statements are made pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, and include estimates and assumptions related to economic, competitive and legislative developments. Forward-looking statements may be identified by words such as “expects,” “intends,” “anticipates,” “plans,” “believes,” “estimates,” “will” or words of similar meaning; and include, but are not limited to, statements regarding the outlook of our business and financial performance. These forward-looking statements are subject to change and uncertainty, which are, in many instances, beyond our control and have been made based upon our expectations and beliefs concerning future developments and their potential effect upon us.

There can be no assurance that future developments will be in accordance with our expectations, or that the effect of future developments on us will be as anticipated. These forward-looking statements are not a guarantee of future performance and involve risks and uncertainties. There are certain important factors that could cause actual results to differ, possibly materially, from expectations or estimates reflected in such forward-looking statements. These factors include among others:

●

general economic conditions and financial factors, including the performance and fluctuations of fixed income, equity, real estate, credit capital and other financial markets;

●

differences between actual experience regarding mortality, morbidity, persistency, surrenders, investment returns, and our pricing assumptions establishing liabilities and reserves or for other purposes;

●

the effect of increased claims activity from natural or man-made catastrophes, pandemic disease, or other events resulting in catastrophic loss of life;

●

adverse determinations in litigation or regulatory matters and our exposure to contingent liabilities;

●

inherent uncertainties in the determination of investment allowances and impairments and in the determination of the valuation allowance on the deferred income tax asset;

●

investment losses and defaults;

●

competition in our product lines;

●

attraction and retention of qualified employees and agents;

●

ineffectiveness of risk management policies and procedures in identifying, monitoring and managing risks;

●

the availability, affordability and adequacy of reinsurance protection;

●

the effects of emerging claim and coverage issues;

●

the cyclical nature of the insurance business;

●

interest rate fluctuations;

●

changes in our experiences related to deferred policy acquisition costs;

●

the ability and willingness of counterparties to our reinsurance arrangements and derivative instruments to pay balances due to us;

●

impact of medical epidemics and viruses;

●

domestic or international military actions;

●

the effects of extensive government regulation of the insurance industry;

●

changes in tax and securities law;

●

changes in statutory or U.S. generally accepted accounting principles (“GAAP”), practices or policies;

●

regulatory or legislative changes or developments;

●

the effects of unanticipated events on our disaster recovery and business continuity planning;

●

failures or limitations of our computer, data security and administration systems;

●

risks of employee error or misconduct;

●

the assimilation of life insurance businesses we acquire and the sound management of these businesses; and

●

the availability of capital to expand our business.

It is not our corporate policy to make specific projections relating to future earnings, and we do not endorse any projections regarding future performance made by others. In addition, we do not publicly update or revise forward-looking statements based on the outcome of various foreseeable or unforeseeable developments.

Item 8. Financial Statements

FIRST TRINITY FINANCIAL CORPORATION AND SUBSIDIARIES

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

Consolidated Financial Statements	Page Numbers


Report of Independent Registered Public Accounting Firm (PCAOB ID 718)	39

Consolidated Statements of Financial Position	41

Consolidated Statements of Operations	42

Consolidated Statements of Comprehensive Income	43

Consolidated Statements of Changes in Shareholders’ Equity	44

Consolidated Statements of Cash Flows	45

Notes to Consolidated Financial Statements	47

Report of Independent Registered Public Accounting Firm

To the Board of Directors and

Shareholders of First Trinity Financial Corporation

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated statements of financial position of First Trinity Financial Corporation and Subsidiaries (the Company) as of December 31, 2025 and 2024, and the related consolidated statements of operations, comprehensive income, changes in shareholders’ equity, and cash flows for the years then ended, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for the years then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Amortization of Deferred Policy Acquisition Costs – Refer to Notes 1 and 6

Critical Audit Matter Description

The Company’s products include traditional life insurance contracts and annuities in which certain acquisition costs are capitalized and the expenses are deferred into future periods. Management amortizes the capitalized costs on a constant level basis over the expected life of the contracts. The amortization occurs by grouping contracts and their capitalized costs by issue year and by product cohorts, with the amortization based on projected policy counts inclusive of actuarial projections and assumptions as to the life of the grouped contracts. The unamortized deferred policy acquisition cost asset was $ 70.4 million as of December 31, 2025.

As a result, the audit of this area requires a high degree of judgment due to the complex nature of determining the amortization of these deferred costs.

How the Critical Audit Matter was Addressed in the Audit

Our audit procedures related to the amortization of the unamortized deferred policy acquisition cost asset included, among others, the following:

●

We gained an understanding of the processes utilized and controls implemented in grouping contracts and in amortizing the deferred policy acquisition costs

●

We tested data utilized by management for completeness and accuracy

●

We engaged an independent actuarial specialist to assist with the testing of amortization and the review and evaluation of the assumptions and methodologies used by management in determining the life of the grouped contracts

Future Policy Benefits – Refer to Note 1 and 7

Critical Audit Matter Description

Liabilities for amounts payable under the Company’s life insurance products are recorded as future policy benefits liabilities. Liabilities for participating life contracts are established based on actuarial assumptions at the time policies are issued. Liabilities for nonparticpating life contracts are established based on the present value of estimated future benefit payments, less the present value of future net premiums. Management applies considerable judgment in developing the assumptions based on expectations of future economic conditions and policyholder behavior. These assumptions include policyholder mortality, persistency, investment yields and discount rates, among other necessary assumptions. For participating life contracts, if actual experience is adverse in nature when compared to the original assumptions in developing the future policy benefits liability, management may be required to establish premium deficiency reserves. For nonparticipating life contracts, assumptions are periodically reviewed and updated, if necessary, with the changes in assumptions impacting the resulting liability and earnings of the Company. Further, nonparticipating life contracts are discounted to present value based on the current upper-medium grade fixed income instrument yield which further impacts the resulting liability and overall comprehensive income of the Company. The Company’s future policy benefits liability was $ 149.2 million as of December 31, 2025.

The audit of future policy benefits requires a high degree of auditor judgment when considering the judgment required in determining assumptions and complex models management utilizes.

How the Critical Audit Matter was Addressed in the Audit

Our audit procedures related to the liability for future policy benefits included the following procedures, among others:

●

We gained an understanding of the processes utilized and controls implemented in determining the valuation of future policy benefits

●

We tested the underlying data used by management in developing the valuation and the completeness and accuracy of the data

●

We obtained assumption information utilized and subsequent experience studies

●

We engaged an independent actuarial specialist to evaluate the assumptions and methodologies for reasonableness, to develop an independent estimate of future policy benefits on a sample basis and to evaluate and review management’s development of experience studies

/s/ Kerber, Eck & Braeckel LLP

We have served as the Company’s auditor since 2004.

Springfield, Illinois

March 14, 2026

First Trinity Financial Corporation and Subsidiaries

Consolidated Statements of Financial Position

	December 31, 2025			December 31, 2024
				(Restated)
Assets
Investments
Available-for-sale fixed maturity securities at fair value (amortized cost: $215,989,423 and $227,703,702 as of December 31, 2025 and 2024, respectively)	$	209,926,505		$	213,745,821
Equity securities at fair value (cost: $5,677,164 and $5,301,191 as of December 31, 2025 and 2024, respectively)		5,837,575			5,336,062
Mortgage loans on real estate		250,899,714			209,364,504
Investment real estate		2,526,085			2,351,549
Policy loans		5,132,086			4,367,534
Other long-term investments		51,276,119			58,223,514
Total investments		525,598,084			493,388,984
Cash and cash equivalents		39,496,427			64,344,122
Accrued investment income		6,454,380			5,746,167
Recoverable from reinsurers		9,547,506			9,889,108
Assets held in trust under coinsurance agreement
Available-for-sale fixed maturity securities at fair value (amortized cost: $16,595,881 and $22,559,107 as of December 31, 2025 and 2024, respectively)		12,377,603			17,932,297
Mortgage loans on real estate		5,298,828			12,660,117
Investment real estate		271,056			-
Receivable for securities		-			674,405
Payable for securities		-			(783	)
Cash and cash equivalents (overdraft)		3,118,582			(89,726	)
Total assets held in trust under coinsurance agreement		21,066,069			31,176,310
Agents' balances and due premiums		1,391,105			1,393,277
Deferred policy acquisition costs		70,437,017			69,399,366
Value of insurance business acquired		3,005,006			3,377,152
Other assets		12,188,685			10,320,307
Total assets	$	689,184,279		$	689,034,793
Liabilities and Shareholders' Equity
Policy liabilities
Policyholders' account balances	$	417,120,647		$	431,190,092
Future policy benefits		149,228,807			133,030,213
Policy claims		3,143,579			2,478,465
Other policy liabilities		244,081			226,553
Total policy liabilities		569,737,114			566,925,323
Funds withheld under coinsurance agreement		20,001,969			31,032,174
Deferred federal income taxes		6,584,494			5,616,029
Other liabilities		6,288,104			10,420,062
Total liabilities		602,611,681			613,993,588
Shareholders' equity
Class A common stock, par value $.01 per share (40,000,000 shares authorized as of December 31, 2025 and 2024, 9,631,920 issued as of December 31, 2025 and 2024, 9,333,404 and 9,384,340 outstanding as of December 31, 2025 and 2024, respectively)		96,319			96,319
Class B common stock, par value $.01 per share (10,000,000 shares authorized, 101,102 issued and outstanding as of December 31, 2025 and 2024)		1,011			1,011
Additional paid-in capital		43,668,023			43,668,023
Treasury stock, at cost (298,516 and 247,580 shares as of December 31, 2025 and 2024, respectively)		(979,369	)		(893,947	)
Accumulated other comprehensive income		8,500,556			3,039,861
Accumulated earnings		35,286,058			29,129,938
Total shareholders' equity		86,572,598			75,041,205
Total liabilities and shareholders' equity	$	689,184,279		$	689,034,793

See notes to consolidated financial statements.

First Trinity Financial Corporation and Subsidiaries

Consolidated Statements of Operations

	Years Ended December 31,
	2025			2024
				(Restated)
Revenues
Premiums	$	44,042,620		$	41,878,896
Net investment income		34,681,376			30,522,580
Net realized investment gains		497,174			264,821
Loss on impairments		-			(129,436	)
Service fees		5,067,846			3,161,535
Other income		29,282			652,793
Total revenues		84,318,298			76,351,189
Benefits, Claims and Expenses
Benefits and claims
Increase in future policy benefits		15,579,671			16,042,688
Death benefits		15,159,686			13,176,508
Surrenders		3,274,487			2,471,376
Interest credited to policyholders		19,140,915			15,880,681
Dividend, endowment and supplementary life contract benefits		458,829			388,723
Total benefits and claims		53,613,588			47,959,976
Policy acquisition costs deferred		(11,979,702	)		(16,620,462	)
Amortization of deferred policy acquisition costs		10,942,051			8,013,109
Amortization of value of insurance business acquired		372,146			400,201
Commissions		11,628,983			16,030,481
Other underwriting, insurance and acquisition expenses		11,853,495			11,423,294
Total expenses		22,816,973			19,246,623
Total benefits, claims and expenses		76,430,561			67,206,599
Income before total federal income tax expense		7,887,737			9,144,590
Current federal income tax expense		2,214,729			1,496,626
Deferred federal income tax expense (benefit)		(483,112	)		387,216
Total federal income tax expense		1,731,617			1,883,842
Net income	$	6,156,120		$	7,260,748
Net income per common share
Class A common stock	$	0.6502		$	0.7667
Class B common stock	$	0.5527		$	0.6517

See notes to consolidated financial statements.

First Trinity Financial Corporation and Subsidiaries

Consolidated Statements of Comprehensive Income

	Years Ended December 31,
	2025			2024
				(Restated)
Net income	$	6,156,120		$	7,260,748
Other comprehensive income
Total net unrealized investment gains (losses) arising during the period		7,970,046			(1,849,782	)
Less net realized investment gains (losses)		125,797			(99,183	)
Net unrealized investment gains (losses)		7,844,249			(1,750,599	)
Remeasurement gains (losses) on future policy benefits related to discount rate		(931,977	)		8,783,053
Other comprehensive income before federal income tax expense		6,912,272			7,032,454
Federal income tax expense		1,451,577			1,476,816
Total other comprehensive income		5,460,695			5,555,638
Total comprehensive income	$	11,616,815		$	12,816,386

See notes to consolidated financial statements.

Consolidated Statements of Changes in Shareholders' Equity

Years Ended December 31, 2025 and 2024

	Class A		Class B							Accumulated
	Common		Common		Additional					Other						Total
	Stock		Stock		Paid-in		Treasury			Comprehensive			Accumulated			Shareholders'
	$.01 Par Value		$.01 Par Value		Capital		Stock			Income (Loss)			Earnings			Equity
Balance as of January 1, 2024	$	96,319	$	1,011	$	43,668,023	$	(893,947	)	$	(9,641,308	)	$	30,786,110		$	64,016,208
Cumulative effect adjustment as of January 1, 2024
Accumulated long-duration contracts January 1, 2024		-		-		-		-			7,125,531			(8,916,920	)		(1,791,389	)
Adjusted balance as of January 1, 2024		96,319		1,011		43,668,023		(893,947	)		(2,515,777	)		21,869,190			62,224,819
Comprehensive income:
Net income		-		-		-		-			-			7,260,748			7,260,748
Other comprehensive income		-		-		-		-			5,555,638			-			5,555,638
Balance as of December 31, 2024	$	96,319	$	1,011	$	43,668,023	$	(893,947	)	$	3,039,861		$	29,129,938		$	75,041,205

Class A common stock return		-		-		-		(85,422	)		-			-			(85,422	)
Comprehensive income:
Net income		-		-		-		-			-			6,156,120			6,156,120
Other comprehensive income		-		-		-		-			5,460,695			-			5,460,695
Balance as of December 31, 2025	$	96,319	$	1,011	$	43,668,023	$	(979,369	)	$	8,500,556		$	35,286,058		$	86,572,598

See notes to consolidated financial statements.

First Trinity Financial Corporation and Subsidiaries

Consolidated Statements of Cash Flows

	Years Ended December 31,
	2025			2024
Operating activities				(Restated)
Net income	$	6,156,120		$	7,260,748
Adjustments to reconcile net income to net cash provided by operating activities:
Accretion of discount on investments		(3,268,241	)		(3,900,534	)
Net realized investment gains		(497,174	)		(264,821	)
Loss on impairments		-

First Trinity Financial CORP 10-K