0001193125-19-156594.txt : 20190524 0001193125-19-156594.hdr.sgml : 20190524 20190524122655 ACCESSION NUMBER: 0001193125-19-156594 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190524 DATE AS OF CHANGE: 20190524 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AXA EQUITABLE LIFE INSURANCE CO CENTRAL INDEX KEY: 0000727920 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 135570651 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-229568 FILM NUMBER: 19852917 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125541234 MAIL ADDRESS: STREET 1: 1290 AVENUE OF AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 FORMER COMPANY: FORMER CONFORMED NAME: AXA-EQUITABLE LIFE INSURANCE CO DATE OF NAME CHANGE: 20040928 FORMER COMPANY: FORMER CONFORMED NAME: EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES /NY/ DATE OF NAME CHANGE: 19920703 424B3 1 d688974d424b3.htm 424B3 424B3




                                              FILED PURSUANT TO RULE 424 (B)(3)
                                                    REGISTRATION NO. 333-229568
AXA Equitable Life Insurance Company

Supplement dated May 24, 2019 to the Current Prospectus for:

..   EQUI-VEST(R) Strategies/SM/ (Series 900)
..   EQUI-VEST(R) Strategies/SM/ (Series 901)

--------------------------------------------------------------------------------

This Supplement adds information related to an exchange offer and modifies
certain related information in the above-referenced current prospectus and
statement of additional information you received and in any supplements to that
prospectus and statement of additional information (collectively, the
"Prospectus"). You should read this Supplement in conjunction with the
Prospectus and retain it for future reference. Unless otherwise indicated, all
other information included in the Prospectus remains unchanged. The terms and
section headings we use in this Supplement have the same meaning as in the
Prospectus. We will send you another copy of any prospectus or supplement
without charge upon request. Please contact the customer service group
referenced in your Prospectus or call (866) 638-0550.

                                EXCHANGE OFFER

This Supplement describes an Exchange Offer we are making to you in connection
with your variable annuity contract. This Supplement contains important
information that you should know before accepting this Exchange Offer.

                      NO ACTION IS REQUIRED ON YOUR PART

You are not required to accept this Exchange Offer or take any action under
your Existing Contract. If you do not accept this Exchange Offer, your Existing
Contract will continue unchanged.

In certain Employer-sponsored plans, your Employer or Plan may unilaterally
accept this Exchange Offer. You can contact your financial professional for
additional information.

You should carefully read this Supplement in conjunction with your Prospectus
before making your decision regarding this Exchange Offer. If you have any
questions about this Exchange Offer, contact your financial professional or
call us directly at (866) 638-0550.

Why am I receiving this offer?

Your Employer or Plan has decided to make available to you the AXA Retirement
360 Defined Contribution Program (the "Program"), which is a retirement program
designed to provide participants ("Participants") a single coordinated program
selection of investment options, including certain mutual fund options and a
fixed annuity contract option (each a "Program Investment Option" and
collectively the "Program Investment Options"). In the future, we expect to
expand the investment options available under the Program. Please note that
certain Program Investment Options may be offered, advised or subadvised by AXA
Equitable or one or more of our affiliates.

Because the Program is available to you and you are no longer able to
contribute to your EQUI-VEST contract or certificate (each an "Existing
Contract" and collectively the "Existing Contracts"), we will permit you to
exchange some or all of your Existing Contract for one or more affiliated
mutual funds that are also Program Investment Options (each an "Affiliated
Mutual Fund" and collectively the "Affiliated Mutual Funds") without imposing
withdrawal charges, although a market value adjustment may apply (the "Exchange
Offer"). This Exchange Offer also includes, if applicable, any subsequent
exchanges under the Program of shares of an Affiliated Mutual Fund for an
Existing Contract or a New Contract (described below) and any future exchanges
under the Program.

You should carefully read this Supplement and your Prospectus and the
prospectuses for the Affiliated Mutual Funds before making your decision
regarding this Exchange Offer. This Exchange Offer allows you to exchange some
or all of the account value in your Existing Contract for one or more of the
Affiliated Mutual Funds without paying withdrawal charges, although a market
value adjustment may apply. You should only exchange some or all of the account
value in your Existing Contract if you have determined you no longer need or
want some or all of the Guaranteed Benefits (described below) provided by your
Existing Contract. The Affiliated Mutual Funds do not offer any of these
Guaranteed Benefits. If you accept this Exchange Offer your Guaranteed Benefits
will terminate or be reduced and they cannot be reinstated.

What is this offer? How does this offer work?

You can exchange some or all of your Existing Contract without incurring
withdrawal charges for one or more of the Affiliated Mutual Funds, although a
market value adjustment may apply. The minimum amount that may be exchanged
pursuant to this Exchange Offer is $20. If you are considering investing in one
or more of the Affiliated Mutual Funds you should contact your financial
professional, who will be able to explain the details of the Affiliated Mutual
Funds and provide you with the proper forms and applications necessary to
complete the transaction. Affiliated Mutual Funds can only be purchased through
a broker-dealer and this Exchange Offer is not available through all
broker-dealer firms.

Under this Exchange Offer, the full or partial exchange of your Existing
Contract will not trigger any applicable withdrawal charge under your Existing
Contract. In addition, since the Affiliated Mutual Funds do not have withdrawal
charges, any account value from your Existing Contract transferred into the
Affiliated Mutual Funds would not be subject to any withdrawal charge under the
Affiliated Mutual Funds (but would be subject to all other charges and fees
under each applicable Affiliated Mutual Fund). However, any exchange of account
value from a fixed maturity option under a Series 900 Existing Contract will be
subject to a market value adjustment which could decrease the amount to be
exchanged or the amount remaining in the fixed maturity option, perhaps
significantly.







Your Existing Contract has certain benefits that are not offered under any
Affiliated Mutual Fund (the "Guaranteed Benefits"):

..   a standard death benefit;

..   the ability to annuitize at guaranteed annuitization rates and receive
    guaranteed income for life;

..   a guaranteed interest option (investment option that pays interest at
    guaranteed rates);

..   fixed maturity options (investment option that pays interest over a 1-10
    year period);

..   a structured investment option (investment option that may credit interest
    based, in part, on the performance of an external index);

..   the optional Personal Income Benefit;

..   the optional enhanced death benefit; and

..   the Investment Simplifier (fixed dollar option and interest sweep).

You should carefully consider whether an exchange is appropriate for you by
comparing the Guaranteed Benefits provided by your Existing Contract to the
benefits and features provided by the Affiliated Mutual Fund(s). The Affiliated
Mutual Funds do not provide any guaranteed benefits and if you accept this
Exchange Offer your Guaranteed Benefits will be terminated or reduced, perhaps
significantly.

You should also compare the fees and charges of your Existing Contract to the
fees and charges of the Affiliated Mutual Funds (mutual fund annual operating
expenses include management fees, distribution and/or service (12b-1) fees and
other expenses). You will also pay a record keeping fee on assets invested in
Affiliated Mutual Funds. There are no front-end or back-end sales charges for
the Affiliated Mutual Funds. For a copy of the prospectus for an Affiliated
Mutual Fund, please contact your financial professional or call (866) 638-0550.
Please also see "How can I evaluate this offer?" and "Appendix I".

When your Employer or Plan made the Program available to you it also decided
how ongoing contributions may be allocated. That decision determined the terms
under which you can exchange some or all of the account value in your Existing
Contract into one or more of the Affiliated Mutual Funds. Accordingly, since
your Employer or Plan does not currently permit ongoing contributions to the
Existing Contracts, you can elect to exchange some or all of the account value
in your Existing Contract into one or more of the Affiliated Mutual Funds.
Employer or Plan restrictions may prevent you from accepting this Exchange
Offer. Amounts invested in one of more of the Affiliated Mutual Funds may be
subject to more stringent withdrawal requirements. For more information, please
see "Tax Information" in the Prospectus and "What are the tax implications of
accepting the offer?" below.

We reserve the right to terminate or materially amend this Exchange Offer with
respect to any or all Existing Contracts, as well as, any or all Affiliated
Mutual Funds with notice at least 60 days prior to the date of termination or
the effective date of the amendment, subject to the following limited
exceptions. First, no such notice would be required if, under extraordinary
circumstances, there is a suspension in the redemption of the Existing Contract
under Section 22(e) of the 1940 Act or the rules thereunder. Second, no such
notice would be required if the Affiliated Mutual Fund temporarily delays or
ceases the sale of the security because it is unable to invest amounts
effectively in accordance with applicable investment objectives, policies and
restrictions.

Can I subsequently exchange back into my Existing Contract or a New Contract?

Since your Existing Contract and the New Contract (discussed below) are not
currently Plan investment options accepting contributions, you cannot transfer
from Affiliated Mutual Funds back into your Existing Contract or a New
Contract. If, at some point in the future, Existing Contracts (or New Contracts
as applicable) are Plan investment options accepting contributions, we also
reserve the right to disallow all exchanges from the Affiliated Mutual Funds
into Existing Contracts or New Contracts, as well as, the right to reject
individual Participant's requests to exchange some or all of their value in the
Affiliated Mutual Funds back into their Existing Contract or a New Contract
without rejecting other Participant's requests or all Participant's requests.
Please Note: Even if you exchange back into your Existing Contract or a New
Contract, you may not receive the same level of Guaranteed Benefits as you
originally had under your Existing Contract. Please see "How can I evaluate
this offer?" and "Appendix I".

If permitted by your Employer or Plan at some future date, you may be able to
exchange some or all of the value in your Affiliated Mutual Fund(s) back into
your Existing Contract or, if your Existing Contract no longer exists (because
you fully exchanged it for one or more of the Affiliated Mutual Funds or
subsequently surrendered it), into a new contract. The new contract would be a
newly issued version of your terminated Existing Contract if it is available
for new sales (the "New Contract"). For a copy of the prospectus for the New
Contract, please contact your financial professional or call (866) 638-0550.
Please Note: A New Contract is only applicable if your Existing Contract no
longer exists, and you will be required to complete the necessary application,
order form or other documentation before the New Contract can be issued and the
exchange from the Affiliated Mutual Funds completed. Amounts invested in one or
more of the Affiliated Mutual Funds may be subject to more stringent withdrawal
requirements which will be permanent even if you transfer back into your
Existing Contract or a New Contract. For more information, please see "Tax
Information" in the Prospectus and "What are the tax implications of accepting
the offer?" below.

If you exchange back into your Existing Contract or a New Contract (which is
not currently permitted), a new withdrawal charge period will attach to that
exchanged amount. However, no withdrawal charge will be applied to subsequent
exchanges back to Affiliated Mutual Funds pursuant to this Exchange Offer,
although a market value adjustment may apply. You should only exchange shares
of Affiliated Mutual Funds for an Existing Contract or New Contract (which is
not currently permitted) if you have determined that you want some or all of
Guaranteed Benefits provided by the Existing Contract or New Contract and you
understand all of the fees and expenses that you would be paying under that
contract.

                                      2







HOW CAN I EVALUATE THIS OFFER?

You must decide between: (1) keeping your Existing Contract; or (2) fully or
partially exchanging your Existing Contract without any applicable withdrawal
charges (although a market value adjustment may apply) for one or more of the
Affiliated Mutual Funds.

IF YOU DO NOT ACCEPT OUR OFFER, your Existing Contract and all of the
Guaranteed Benefits would continue unchanged, and any applicable charges would
continue to be deducted from your account value.

IF YOU ELECT TO FULLY EXCHANGE YOUR EXISTING CONTRACT FOR ONE OR MORE OF THE
AFFILIATED MUTUAL FUNDS:

..   Your Existing Contract and its Guaranteed Benefits would terminate.

..   Your account value would transfer without incurring any applicable
    withdrawal charges, although we will deduct a pro rata portion of the
    Annual Administrative Charge if your Existing Contract's account value is
    less than $25,000 and if you have activated the Personal Income Benefit we
    will also deduct a pro rata portion of that charge calculated from the date
    of the most recent participant date anniversary to the date of the exchange.

..   We will impose a market value adjustment on any account value exchanged
    from a fixed maturity option under a Series 900 Existing Contract, which
    could significantly decrease the amount to be exchanged, particularly if
    there is a long time remaining until the fixed maturity option's maturity
    date.

..   If account value is exchanged from the structured investment option prior
    to maturity the segment interim value calculation could result in a
    significant decrease in the amount to be exchanged.

..   In the future, you would not have the option to receive the lifetime income
    at guaranteed annuity rates.

..   Your beneficiaries would not receive the standard death benefit which could
    be greater than your account value provided by your Existing Contract.

..   You would not have the option to receive guaranteed lifetime income under
    the Personal Income Benefit.

..   Your beneficiaries would not receive the enhanced death benefit amount
    under your Existing Contract if you elected the enhanced death benefit.

IF YOU PARTIALLY EXCHANGE YOUR EXISTING CONTRACT FOR ONE OR MORE OF THE
AFFILIATED MUTUAL FUNDS:

..   Your account value will be reduced by the amount of the exchange.

..   The Guaranteed Annual Withdrawal Amount and Ratchet Base under the Personal
    Income Benefit (if activated) and the death benefit amount will be reduced
    on a pro rata basis. Here the pro rata reduction is calculated by taking
    the percentage the account value is reduced and reducing the Guaranteed
    Annual Withdrawal Amount, Ratchet Base and death benefit amount by that
    same percentage. For example, assume an Existing Contract has a Personal
    Income Benefit account value of $60,000 (and a Non-Personal Income Benefit
    account value of $0) with a Guaranteed Annual Withdrawal Amount of $3,000,
    a Ratchet Base of $100,000 and a death benefit of $100,000. If seventy-five
    percent of the Existing Contract ($45,000) is exchanged for an Affiliated
    Mutual Fund, the Existing Contract's Guaranteed Annual Withdrawal Amount,
    Ratchet Base and death benefit will also be reduced by seventy-five percent
    to $750 and $25,000 and $25,000, respectively. As illustrated, the amount
    available for future withdrawals under the Personal Income Benefit would be
    significantly reduced, as would the death benefit and Ratchet Base by
    significantly more than the dollar amount of the exchange.

..   ACCEPTING THE EXCHANGE OFFER BEFORE AGE 65 OR EXCHANGING MORE THAN YOUR
    GUARANTEED ANNUAL WITHDRAWAL AMOUNT MAY RESULT IN AN EARLY OR EXCESS
    WITHDRAWAL UNDER THE PERSONAL INCOME BENEFIT EITHER OF WHICH COULD REDUCE
    OR TERMINATE THE BENEFIT.

..   The amount available for lifetime payments under the Personal Income
    Benefit will be reduced, possibly significantly.

..   We will impose a market value adjustment on any account value exchanged
    from a fixed maturity option under a Series 900 Existing Contract, which
    could significantly decrease the fixed maturity amount, particularly if
    there is a long time remaining until the fixed maturity option's maturity
    date.

..   If account value is exchanged from the structured investment option prior
    to maturity each Segment Investment will be reduced, possibly significantly.

..   The account value that can be used for annuity payments under the Existing
    Contract's annuity payment options will also be reduced.

You should compare your Existing Contract's Guaranteed Benefits with the
Affiliated Mutual Fund's benefits and features. See "APPENDIX I". Under an
Affiliated Mutual Fund the death benefit is equal to the Affiliated Mutual Fund
account value, which could be more or less than your contributions, including
the amount exchanged from your Existing Contract. In addition, you will not be
able to annuitize your Affiliated Mutual Fund(s) and receive guaranteed
lifetime income.

                                      3







When you purchased your Existing Contract, you decided that some or all of the
Guaranteed Benefits were important to you based on your personal circumstances
at that time. When considering this Exchange Offer, you should consider whether
you no longer need or want some or all of the Guaranteed Benefits provided by
your Existing Contract, given your personal circumstances today and your future
needs because, if you accept our Exchange Offer, you will be giving up or
significantly reducing your Guaranteed Benefits. You should consider your
specific circumstances, including your specific account values, death benefit
value, Guaranteed Annual Withdrawal Amount and Ratchet Base under the Personal
Income Benefit, and the following factors:

..   How long you intend to keep your Existing Contract.

..   Whether it is important for you to leave your Existing Contract's death
    benefit to your beneficiaries.

..   Whether your death benefit amount is greater than your account value.

..   Whether, given your current state of health, you believe you are likely to
    provide a death benefit to your beneficiaries.

..   Whether it is important for you to be able to receive guaranteed lifetime
    income.

..   Whether you have or will activate the Personal Income Benefit.

..   Whether your Ratchet Base and Guaranteed Annual Withdrawal Amount are
    higher than your current account value would support.

..   Whether, given your current state of health, you believe you are likely to
    live to enjoy the income provided by the Personal Income Benefit, if
    activated.

..   Whether the amount you plan to exchange will cause a Personal Income
    Benefit Early or Excess withdrawal.

..   If you are currently taking Guaranteed Annual Withdrawal Amount
    withdrawals, whether it is acceptable to have those withdrawals terminate
    or be reduced.

..   Whether the availability of a guaranteed interest option, fixed maturity
    options or structured investment option is important to you.

..   Whether a market value adjustment would apply.

..   Whether amounts would be exchanged out of the structured investment option
    prior to Segment maturity.

You should assess your own situation to decide whether to accept the Exchange
Offer. Once terminated, your Guaranteed Benefits based on the values in your
Existing Contract cannot be reinstated. In considering the factors above, and
any other factors you believe relevant, you may wish to consult with your named
beneficiaries, and your financial professional and other advisors. We cannot
provide investment advice to you, including how to weigh any relevant factors
for your particular situation. We cannot provide any advice regarding future
account value, including whether investment options under your Existing
Contract will experience market gains or losses. In addition to all the things
you and your financial professional and advisors consider, please also consider
the following questions:

1. Do you still need 100% of the guaranteed lifetime income provided by the
   Personal Income Benefit? If you do, then the offer is most likely not
   appropriate for you. If, on the other hand, your circumstances have changed
   and 100% of the guaranteed lifetime income provided by the Personal Income
   Benefit is not important, then you may want to consider the offer and decide
   if one or more of the Affiliated Mutual Funds is appropriate for you.

2. Do you still need 100% of the guaranteed death benefit? If you do, then the
   offer is most likely not appropriate for you. If, on the other hand, your
   circumstances have changed and 100% of the guaranteed death benefit is not
   important, then you may want to consider the offer and decide if one or more
   of the Affiliated Mutual Funds is appropriate for you.

3. Do you still need to invest in a guaranteed interest option at a guaranteed
   rate at least equal to your Existing Contract's guaranteed minimum annual
   rate? If you do, then the offer is most likely not appropriate for you. If,
   on the other hand, your circumstances have changed and a guaranteed interest
   option at a guaranteed rate at least equal to your Existing Contract's
   guaranteed minimum annual rate is not important, then you may want to
   consider the offer and decide if one or more of the Affiliated Mutual Funds
   is appropriate for you.

Also, if your Employer or Plan allows contributions into Existing Contracts (or
New Contracts when applicable) in the future and we allow you to exchange from
Affiliated Mutual Funds back into your Existing Contract or a New Contract, you
likely will not receive the same level of Guaranteed Benefits and a new
withdrawal charge period will start. There is no guarantee that your Employer
or Plan will allow contributions into Existing Contracts or New Contracts in
the future.

..   When you fully exchange your Existing Contract for one or more of the
    Affiliated Mutual Funds, you lose the value of your existing Guaranteed
    Benefits which may be greater than the amount exchanged. If you later are
    allowed to exchange out of your Affiliated Mutual Funds into a New
    Contract, you establish guaranteed benefits in the New Contract equal to
    the amount exchanged from the Affiliated Mutual Funds which may be less.
    For example, assume your standard death benefit amount ($100,000) was
    greater than your account value ($90,000) when you fully exchanged your
    Existing Contract into three Affiliated Mutual Funds. A year later your
    Employer reopens Existing Contracts as a Plan investment option and you
    decide to exchange the value in your Affiliated Mutual Funds ($96,000) into
    a New Contract. Your new death benefit amount in the New Contract ($96,000)
    is equal to the amount you exchange into the New Contract not the original
    death benefit amount which was higher.

..   When you partially exchange your Existing Contract for one or more of the
    Affiliated Mutual Funds, the value of your remaining Guaranteed Benefits
    are reduced on a pro rata basis (as discussed above). If you later are
    allowed to exchange the same amount from your Affiliated Mutual Funds back
    into your Existing Contract, the value of your Guaranteed Benefits may be
    lower. For example, assume your standard

                                      4






   death benefit amount ($100,000) was greater than your account value
   ($90,000) when you exchanged $45,000 into three Affiliated Mutual Funds.
   Your Existing Contract's death benefit amount immediately after the partial
   exchange would be $50,000 (the account value was reduced by 50% and
   therefore the death benefit was reduced by 50%). A year later your Existing
   Contract's account value is $49,000 and its death benefit is still equal to
   $50,000. If your Employer reopens Existing Contracts as a Plan investment
   option and you then exchange the value in your Affiliated Mutual Funds
   ($48,000) back into your Existing Contract, your Existing Contract's death
   benefit amount immediately after the exchange will be $98,000 ($50,000 +
   $48,000), which is lower than the original death benefit amount even though
   the account value of your Existing Contract and the value of the Affiliated
   Mutual Funds both increased before the exchange back into your Existing
   Contract.

Please remember, the Affiliated Mutual Funds do not provide any guaranteed
benefits. If you exchange 100% of your account value under your Existing
Contract for one or more of the Affiliated Mutual Funds, your Existing Contract
will terminate, and you will lose your Guaranteed Benefits. If you exchange
only a portion of your account value, the amount exchanged will reduce the
account value of your Existing Contract on a dollar-for-dollar basis and will
generally reduce the value of your death benefit, as well as, your Guaranteed
Annual Withdrawal Amount and Ratchet Base under the Personal Income Benefit on
a pro rata basis which could be greater than the dollar amount exchanged and
could significantly reduce or terminate the Personal Income Benefit. You will
also be subject to all the fees and charges under each applicable Affiliated
Mutual Fund.

How do I accept this offer?

To accept this Exchange Offer, you must (1) be enrolled in the Program (please
contact your financial professional for more information on how to enroll in
the Program) and (2) complete the applicable exchange form. Please complete,
sign and date the exchange form and return it to us at the following address:

  AXA Equitable EQUI-VEST(R) Processing Office
  P.O. Box 4956
  Syracuse, NY 13221-4956

We will not process your acceptance of the offer until all applicable
requirements are satisfied. Transactions requested but not completed due to
your failure to provide sufficient information, or for any other reason beyond
our control, will not be eligible for the offer.

Good order. If the Exchange Offer is received before the market closes on a
business day, then the exchange out of the Existing Contract and the purchase
of shares of the Affiliated Mutual Fund will occur at the next calculated
price. The Exchange Offer is not available on (1) any day that you are not
enrolled in the Program and (2) on a non-business day (including a non-Segment
Business Day if account value is being exchanged out of a Segment). We will not
consider your acceptance of the offer to be in good order if we receive it on
such a day or if it is missing any necessary information. If we receive your
acceptance on a non-business day and it is otherwise complete, the exchange out
of your Existing Contract and the purchase of shares of the Affiliated Mutual
Fund will be processed on the next business day.

What are the tax implications of accepting the offer?

We view exchanges from the Existing Contracts in whole or in part to one or
more of the Affiliated Mutual Funds as a "contract exchange within the same
403(b) plan," as described in "Direct transfer contributions" in your
Prospectus and therefore, accepting this Exchange Offer will generally not be
viewed as a taxable distribution to you. However, amounts exchanged into one or
more of the Affiliated Mutual Funds, including earnings, may be subject to more
stringent withdrawal restrictions (e.g., employer and after tax contributions
cannot be withdrawn before the participant has a severance from employment,
becomes disabled or attains age 59/1//\\2\\). If you later exchange some or all
of those amounts in your Affiliated Mutual Funds back into your Existing
Contract or a New Contract, such withdrawal restrictions will remain with
respect to those amounts. For more information, please see "Tax Information" in
your Prospectus. You should discuss with your tax advisor whether it makes
sense for you to accept the offer.

More information about this offer.

Although we do not directly compensate your financial professional based on
your acceptance of this Exchange Offer, your financial professional may receive
payments of varying amounts that may provide an incentive in recommending
whether or not you should accept this Exchange Offer. For example, if you
exchange some or all of your Existing Contract for an Affiliated Mutual Fund,
your financial professional may receive compensation upon completion of that
exchange. You should contact your financial professional for information about
the compensation he or she receives. For additional information about
compensation paid to your financial professional, see "Distribution of the
contracts" in "More information" in your Prospectus.

Please note that your Existing Contract and any New Contract, if applicable,
may each be a Program Investment Option. For ease of discussion regarding this
Exchange Offer, this Supplement separates your Existing Contract and any New
Contract from the Program Investment Options.

All exchanges are subject to our policies and procedures concerning frequent or
disruptive transfer activity.

The Exchange Offer may vary for certain contracts, certificates, and in certain
states and may not be available for all contracts or certificates, in all
states, at all times or through all financial intermediaries. All material
variations are described in this supplement. We may suspend, modify, or
terminate this Exchange Offer at any time with notice, as described in this
supplement. In the future, we may make new, additional or modified offers in
connection with these Existing Contracts or certain benefits thereunder with
different terms that may be more or less favorable than the terms described
herein.

                                      5






                                  APPENDIX I

The following chart provides a brief summary comparison of some of the
important features of your Existing Contract and the Affiliated Mutual Funds
and between the Affiliated Mutual Funds and a New Contract. You should not rely
solely on this chart in examining the differences between your Existing
Contract and the Affiliated Mutual Funds and between the Affiliated Mutual
Funds and a New Contract. There may be other differences important for you to
consider prior to purchasing an Affiliated Mutual Fund or a New Contract. You
should read your Prospectus and other information related to your Existing
Contract and the prospectus for an Affiliated Mutual Fund and a New Contract
prior to requesting any exchange. If you would like a prospectus for an
Affiliated Mutual Fund or a New Contract, contact your financial professional
or call (866) 638-0550. Please note, this chart does not create or modify any
existing rights or Guaranteed Benefits, all of which are only established by
your Existing Contract. Your Employer or Plan does not currently allow
contributions into Existing Contracts or New Contracts, and there is no
guarantee that they will do so in the future.

                                       Series 900              Series 901        AFFILIATED MUTUAL FUNDS
---------------------------------------------------------------------------------------------------------
Annual Administrative Charge/1/      $65 (maximum)           $65 (maximum)                $0
                                  $0-$30 (current)/2/     $0-$30 (current)/2/
---------------------------------------------------------------------------------------------------------
Separate Account Expenses             0.25%-1.20%               0%-1.15%                   0
---------------------------------------------------------------------------------------------------------
Variable Investment Option            0.59%-2.07%             0.59%-2.07%                  0
Fees
---------------------------------------------------------------------------------------------------------
Record Keeping Fee                         0                       0                  0.15%-1.20%
---------------------------------------------------------------------------------------------------------
Mutual Fund Annual Operating               0                       0                  0%-2.26%/3/
Expenses
---------------------------------------------------------------------------------------------------------
Maximum Withdrawal Charge                  6%                      6%                     0%
---------------------------------------------------------------------------------------------------------
Living Benefit (charge)          Personal Income         Personal Income                  No
                                 Benefit guarantees      Benefit guarantees
                                 that you can take       that you can take
                                 withdrawals from your   withdrawals from your
                                 Personal Income         Personal Income
                                 Benefit account value   Benefit account value
                                 up to your Guaranteed   up to your Guaranteed
                                 Annual With-drawal      Annual With-drawal
                                 Amount each year even   Amount each year even
                                 if your Personal        if your Personal
                                 Income Benefit account  Income Benefit account
                                 value falls to zero by  value falls to zero by
                                 other than an early or  other than an early or
                                 excess withdrawal       excess withdrawal
                                 beginning at age 65 or  beginning at age 65 or
                                 later and subject to a  later and subject to a
                                 distributable event     distributable event
                                 (1.00%)                 (1.00%)
---------------------------------------------------------------------------------------------------------
Variable Investment Options       96 (various classes)    99 (various classes)             0
---------------------------------------------------------------------------------------------------------
Death Benefit                    The greater of:         The greater of:             Account Value
                                 (i) your account        (i) your account
                                 value, less any         value, less any
                                 out-standing loan       out-standing loan
                                 balance plus accrued    balance plus accrued
                                 interest as of the      interest as of the
                                 date we receive         date we receive
                                 satisfactory proof of   satisfactory proof of
                                 death, any required     death, any required
                                 instructions,           instructions,
                                 information and forms   information and forms
                                 neces-sary to effect    neces-sary to effect
                                 payment; and (ii) your  payment; and (ii) your
                                 total con-tributions,   total con-tributions,
                                 adjusted for            adjusted for
                                 withdrawals and any     withdrawals and any
                                 withdrawal charges and  withdrawal charges and
                                 any taxes that may      any taxes that may
                                 apply, less any         apply, less any
                                 outstanding loan        outstanding loan
                                 balance plus accrued    balance (in certain
                                 interest.               newer contracts there
                                                         is no outstanding loan
                                                         balance) plus accrued
                                                         interest.
---------------------------------------------------------------------------------------------------------
Enhanced Death Benefit           The greater of: (a)     The greater of: (a)              No
                                 your account value      your account value
                                 (without any negative   (without any negative
                                 market value            market value
                                 adjustment that would   adjustment that would
                                 other-wise apply) as    other-wise apply) as
                                 of the date we receive  of the date we receive
                                 satisfactory proof of   satisfactory proof of
                                 your death, any         your death, any
                                 required instructions   required instructions
                                 for the method of       for the method of
                                 payment, information    payment, information
                                 and forms necessary to  and forms necessary to
                                 effect payment (less    effect payment (less
                                 any outstanding loan    any outstanding loan
                                 and accrued loan        and accrued loan
                                 interest); and (b) the  interest); and (b) the
                                 enhanced death benefit  enhanced death benefit
                                 as of the date of your  as of the date of your
                                 death. On the           death. On the
                                 partic-ipation date,    partic-ipation date,
                                 your enhanced death     your enhanced death
                                 benefit equals your     benefit equals your
                                 initial contribution.   initial contribution.
                                 Then, on each third     Then, on each third
                                 partic-ipation date     partic-ipation date
                                 anniversary until you   anniversary until you
                                 are age 85, we will     are age 85, we will
                                 determine your          determine your
                                 enhanced death benefit  enhanced death benefit
                                 by compar-ing your      by compar-ing your
                                 current enhanced death  current enhanced death
                                 benefit to your         benefit to your
                                 account value. If your  account value. If your
                                 account value is        account value is
                                 higher than your        higher than your
                                 enhanced death          enhanced death
                                 benefit, we will        benefit, we will
                                 increase your enhanced  increase your enhanced
                                 death benefit to equal  death benefit to equal
                                 your account value. On  your account value. On
                                 the other hand, if      the other hand, if
                                 your account value on   your account value on
                                 any third               any third
                                 participation date      participation date
                                 anniversary is less     anniversary is less
                                 than your enhanced      than your enhanced
                                 death benefit, we will  death benefit, we will
                                 not adjust your         not adjust your
                                 enhanced death benefit  enhanced death benefit
                                 either up or down.      either up or down.
---------------------------------------------------------------------------------------------------------






                                       Series 900              Series 901            AFFILIATED MUTUAL FUNDS
------------------------------------------------------------------------------------------------------------------
Guaranteed minimum annual                1%-3%                   1%-3%                          No
rate in the Guaranteed Interest
Option/4/
------------------------------------------------------------------------------------------------------------------
Fixed Maturity Options/5/                 Yes                      No                           No
------------------------------------------------------------------------------------------------------------------
Structured Investment Option/6/           Yes                     Yes                           No
------------------------------------------------------------------------------------------------------------------
Lifetime Payout Option                    Yes                     Yes                           No
------------------------------------------------------------------------------------------------------------------
Additional Features              Investment simplifier;  Investment simplifier;  ProNvest Managed Account Service
                                 ProNvest Managed        ProNvest Managed
                                 Account Service         Account Service
1  Or 2% of account value if less.
2  May be waived if account value exceeds certain amounts. See your Existing
   Contract for details.
3  Your Plan will designate the Mutual Funds which are available to you as
   Mutual Fund Program Investment Options. The high and low Mutual Fund Annual
   Operating Expenses will vary based on the Mutual Fund Program Investment
   Options available to you.
4  The guaranteed interest option is part of our general account and pays
   interest at guaranteed rates that are reset periodically.
5  The fixed maturity option is part of our general account and pays interest
   at a fixed rate for the duration of the option (generally between 1-10
   years). A positive or negative market value adjustment applies if amounts
   are withdrawn before maturity.
6  The Structured Investment Option is an index-linked investment option.

  EQUI-VEST(R) is issued by and is a registered service mark of AXA Equitable
                    Life Insurance Company (AXA Equitable).

Co-distributed by affiliates AXA Advisors, LLC and AXA Distributors, LLC. 1290
                  Avenue of the Americas, New York, NY 10104.
   Copyright 2019 AXA Equitable Life Insurance Company. All rights reserved.

                     AXA Equitable Life Insurance Company
                1290 Avenue of the Americas, New York, NY 10104
                                (212) 554-1234

                                      #688974


AXA Equitable Life Insurance Company

 

Supplement dated May 24, 2019 to the Current Prospectus for EQUI-VEST® (Series 201)

 

 

 

This Supplement adds information related to an exchange offer and modifies certain related information in the above-referenced current prospectus and statement of additional information you received and in any supplements to that prospectus and statement of additional information (collectively, the “Prospectus”). You should read this Supplement in conjunction with the Prospectus and retain it for future reference. Unless otherwise indicated, all other information included in the Prospectus remains unchanged. The terms and section headings we use in this Supplement have the same meaning as in the Prospectus. We will send you another copy of any prospectus or supplement without charge upon request. Please contact the customer service group referenced in your Prospectus or call (866) 638-0550.

 

EXCHANGE OFFER

 

This Supplement describes an Exchange Offer we are making to you in connection with your variable annuity contract. This Supplement contains important information that you should know before accepting this Exchange Offer.

 

NO ACTION IS REQUIRED ON YOUR PART

 

You are not required to accept this Exchange Offer or take any action under your Existing Contract. If you do not accept this Exchange Offer, your Existing Contract will continue unchanged.

 

In certain Employer-sponsored plans, your Employer or Plan may unilaterally accept this Exchange Offer. You can contact your financial professional for additional information.

 

You should carefully read this Supplement in conjunction with your Prospectus before making your decision regarding this Exchange Offer. If you have any questions about this Exchange Offer, contact your financial professional or call us directly at (866) 638-0550.

 

Why am I receiving this offer?

 

Your Employer or Plan has decided to make available to you the AXA Retirement 360 Defined Contribution Program (the “Program”), which is a retirement program designed to provide participants (“Participants”) a single coordinated program selection of investment options, including certain mutual fund options and a fixed annuity contract option (each a “Program Investment Option” and collectively the “Program Investment Options”). In the future, we expect to expand the investment options available under the Program. Please note that certain Program Investment Options may be offered, advised or subadvised by AXA Equitable or one or more of our affiliates.

 

Because the Program is available to you and you are no longer able to contribute to your EQUI-VEST contract or certificate (each an “Existing Contract” and collectively the “Existing Contracts”), we will permit you to exchange some or all of your Existing Contract for one or more affiliated mutual funds that are also Program Investment Options (each an “Affiliated Mutual Fund” and collectively the “Affiliated Mutual Funds”) without imposing withdrawal charges (the “Exchange Offer”). This Exchange Offer also includes, if applicable, any subsequent exchanges under the Program of shares of an Affiliated Mutual Fund for an Existing Contract or a New Contract (described below) and any future exchanges under the Program.

 

You should carefully read this Supplement and your Prospectus and the prospectuses for the Affiliated Mutual Funds before making your decision regarding this Exchange Offer. This Exchange Offer allows you to exchange some or all of the account value in your Existing Contract for one or more of the Affiliated Mutual Funds without paying withdrawal charges. You should only exchange some or all of the account value in your Existing Contract if you have determined you no longer need or want some or all of the Guaranteed Benefits (described below) provided by your Existing Contract. The Affiliated Mutual Funds do not offer any of these Guaranteed Benefits. If you accept this Exchange Offer your Guaranteed Benefits will terminate or be reduced and they cannot be reinstated.

 

What is this offer? How does this offer work?

 

You can exchange some or all of your Existing Contract without incurring withdrawal charges for one or more of the Affiliated Mutual Funds. The minimum amount that may be exchanged pursuant to this Exchange Offer is $20. If you are considering investing in one or more of the Affiliated Mutual Funds you should contact your financial professional, who will be able to explain the details of the Affiliated Mutual Funds and provide you with the proper forms and applications necessary to complete the transaction. Affiliated Mutual Funds can only be purchased through a broker-dealer and this Exchange Offer is not available through all broker-dealer firms.

 

Under this Exchange Offer, the full or partial exchange of your Existing Contract will not trigger any applicable withdrawal charge under your Existing Contract. In addition, since the Affiliated Mutual Funds do not have withdrawal charges, any account value from your Existing Contract transferred into the Affiliated Mutual Funds would not be subject to any withdrawal charge under the Affiliated Mutual Funds (but would be subject to all other charges and fees under each applicable Affiliated Mutual Fund).

 


Your Existing Contract has certain benefits that are not offered under any Affiliated Mutual Fund (the “Guaranteed Benefits”):

 

 

a standard death benefit;

 

 

the ability to annuitize at guaranteed annuitization rates and receive guaranteed income for life;

 

 

a guaranteed interest option (investment option that pays interest at guaranteed rates);

 

 

a structured investment option (investment option that may credit interest based, in part, on the performance of an external index);

 

 

the optional Personal Income Benefit; and

 

 

the Investment Simplifier (fixed dollar option and interest sweep).

 

You should carefully consider whether an exchange is appropriate for you by comparing the Guaranteed Benefits provided by your Existing Contract to the benefits and features provided by the Affiliated Mutual Fund(s). The Affiliated Mutual Funds do not provide any guaranteed benefits and if you accept this Exchange Offer your Guaranteed Benefits will be terminated or reduced, perhaps significantly.

 

You should also compare the fees and charges of your Existing Contract to the fees and charges of the Affiliated Mutual Funds (mutual fund annual operating expenses include management fees, distribution and/or service (12b-1) fees and other expenses). You will also pay a record keeping fee on assets invested in Affiliated Mutual Funds. There are no front-end or back-end sales charges for the Affiliated Mutual Funds. For a copy of the prospectus for an Affiliated Mutual Fund, please contact your financial professional or call (866) 638-0550. Please also see “How can I evaluate this offer?” and “Appendix I”.

 

When your Employer or Plan made the Program available to you it also decided how ongoing contributions may be allocated. That decision determined the terms under which you can exchange some or all of the account value in your Existing Contract into one or more of the Affiliated Mutual Funds. Accordingly since your Employer or Plan does not currently permit ongoing contributions to the Existing Contracts, you can elect to exchange some or all of the account value in your Existing Contract into one or more of the Affiliated Mutual Funds. Employer or Plan restrictions may prevent you from accepting this Exchange Offer. Amounts invested in one or more of the Affiliated Mutual Funds may be subject to more stringent withdrawal requirements. For more information, please see “Tax Information” in the Prospectus and “What are the tax implications of accepting the offer?” below.

 

We reserve the right to terminate or materially amend this Exchange Offer with respect to any or all Existing Contracts, as well as, any or all Affiliated Mutual Funds with notice at least 60 days prior to the date of termination or the effective date of the amendment, subject to the following limited exceptions. First, no such notice would be required if, under extraordinary circumstances, there is a suspension in the redemption of the Existing Contract under Section 22(e) of the 1940 Act or the rules thereunder. Second, no such notice would be required if the Affiliated Mutual Fund temporarily delays or ceases the sale of the security because it is unable to invest amounts effectively in accordance with applicable investment objectives, policies and restrictions.

 

Can I subsequently exchange back into my Existing Contract or a New Contract?

 

Since your Existing Contract and the New Contract (discussed below) are not currently Plan investment options accepting contributions, you cannot transfer from Affiliated Mutual Funds back into your Existing Contract or a New Contract. If, at some point in the future, Existing Contracts (or New Contracts as applicable) are Plan investment options accepting contributions, we also reserve the right to disallow all exchanges from the Affiliated Mutual Funds into Existing Contracts or New Contracts, as well as, the right to reject individual Participant’s requests to exchange some or all of their value in the Affiliated Mutual Funds back into their Existing Contract or a New Contract without rejecting other Participant’s requests or all Participant’s requests. Please Note: Even if you exchange back into your Existing Contract or a New Contract, you may not receive the same level of Guaranteed Benefits as you originally had under your Existing Contract. Please see “How can I evaluate this offer?” and “Appendix I”.

 

If permitted by your Employer or Plan at some future date, you may be able to exchange some or all of the value in your Affiliated Mutual Fund(s) back into your Existing Contract or, if your Existing Contract no longer exists (because you fully exchanged it for one or more of the Affiliated Mutual Funds or subsequently surrendered it), into a new contract. The new contract would be a newly issued version of your Existing Contract (the “New Contract”). For a copy of the prospectus for the New Contract, please contact your financial professional or call (866) 638-0550. Please Note: A New Contract is only applicable if your Existing Contract no longer exists, and you will be required to complete the necessary application, order form or other documentation before the New Contract can be issued and the exchange from the Affiliated Mutual Funds completed. Amounts invested in one or more of the Affiliated Mutual Funds may be subject to more stringent withdrawal requirements which will be permanent even if you transfer back into your Existing Contract or a New Contract. For more information, please see “Tax Information” in the Prospectus and “What are the tax implications of accepting the offer?” below.

 

If you exchange back into your Existing Contract or a New Contract (which is not currently permitted), a new withdrawal charge period will attach to that exchanged amount. However, no withdrawal charge will be applied to subsequent exchanges back to Affiliated Mutual Funds pursuant to this Exchange Offer. You should only exchange shares of Affiliated Mutual Funds for an Existing Contract or New Contract (which is not currently permitted) if you have determined that you want some or all of Guaranteed Benefits provided by the Existing Contract or New Contract and you understand all of the fees and expenses that you would be paying under that contract.

 

2


How can I evaluate this offer?

 

You must decide between: (1) keeping your Existing Contract; or (2) fully or partially exchanging your Existing Contract without any applicable withdrawal charges for one or more of the Affiliated Mutual Funds.

 

If you do not accept our offer, your Existing Contract and all the Guaranteed Benefits would continue unchanged, and any applicable charges would continue to be deducted from your account value.

 

If you elect to fully exchange your Existing Contract for one or more of the Affiliated Mutual Funds:

 

 

Your Existing Contract and its Guaranteed Benefits would terminate.

 

 

Your account value would transfer without incurring any applicable withdrawal charges, although we will deduct a pro rata portion of the Annual Administrative Charge if your Existing Contract’s account value is less than $25,000 and if you have activated the Personal Income Benefit we will also deduct a pro rata portion of that charge calculated from the date of the most recent participant date anniversary to the date of the exchange.

 

 

If account value is exchanged from the structured investment option prior to maturity the segment interim value calculation could result in a significant decrease in the amount to be exchanged.

 

 

In the future, you would not have the option to receive the lifetime income at guaranteed annuity rates.

 

 

Your beneficiaries would not receive the standard death benefit which could be greater than your account value provided by your Existing Contract.

 

 

You would not have the option to receive guaranteed lifetime income under the Personal Income Benefit.

 

If you partially exchange your Existing Contract for one or more of the Affiliated Mutual Funds:

 

 

Your account value will be reduced by the amount of the exchange.

 

 

The Guaranteed Annual Withdrawal Amount and Ratchet Base under the Personal Income Benefit (if activated) and the death benefit amount will be reduced on a pro rata basis. Here the pro rata reduction is calculated by taking the percentage the account value is reduced and reducing the Guaranteed Annual Withdrawal Amount, Ratchet Base and death benefit amount by that same percentage. For example, assume an Existing Contract has a Personal Income Benefit account value of $60,000 (and a Non-Personal Income Benefit account value of $0) with a Guaranteed Annual Withdrawal Amount of $3,000, a Ratchet Base of $100,000 and a death benefit of $100,000. If seventy-five percent of the Existing Contract ($45,000) is exchanged for an Affiliated Mutual Fund, the Existing Contract’s Guaranteed Annual Withdrawal Amount, Ratchet Base and death benefit will also be reduced by seventy-five percent to $750 and $25,000 and $25,000, respectively. As illustrated, the amount available for future withdrawals under the Personal Income Benefit would be significantly reduced, as would the death benefit and Ratchet Base by significantly more than the dollar amount of the exchange.

 

 

Accepting the Exchange Offer before age 65 or exchanging more than your Guaranteed Annual Withdrawal Amount may result in an Early or Excess Withdrawal under the Personal Income Benefit either of which could reduce or terminate the benefit.

 

 

The amount available for lifetime payments under the Personal Income Benefit will be reduced, possibly significantly.

 

 

If account value is exchanged from the structured investment option prior to maturity each Segment Investment will be reduced, possibly significantly.

 

 

The account value that can be used for annuity payments under the Existing Contract’s annuity payment options will also be reduced.

 

You should compare your Existing Contract’s Guaranteed Benefits with the Affiliated Mutual Fund’s benefits and features. See “Appendix I”. Under an Affiliated Mutual Fund the death benefit is equal to the Affiliated Mutual Fund account value, which could be more or less than your contributions, including the amount exchanged from your Existing Contract. In addition, you will not be able to annuitize your Affiliated Mutual Fund(s) and receive guaranteed lifetime income.

 

When you purchased your Existing Contract, you decided that some or all of the Guaranteed Benefits were important to you based on your personal circumstances at that time. When considering this Exchange Offer, you should consider whether you no longer need or want some or all of the Guaranteed Benefits provided by your Existing Contract, given your personal circumstances today and your future needs because, if you accept our Exchange Offer, you will be giving up or significantly reducing your Guaranteed Benefits. You should consider your specific circumstances, including your specific account values, death benefit value, Guaranteed Annual Withdrawal Amount and Ratchet Base under the Personal Income Benefit, and the following factors:

 

 

How long you intend to keep your Existing Contract.

 

 

Whether it is important for you to leave your Existing Contract’s death benefit to your beneficiaries.

 

 

Whether your death benefit amount is greater than your account value.

 

3


 

Whether, given your current state of health, you believe you are likely to provide a death benefit to your beneficiaries.

 

 

Whether it is important for you to be able to receive guaranteed lifetime income.

 

 

Whether you have or will activate the Personal Income Benefit.

 

 

Whether your Ratchet Base and Guaranteed Annual Withdrawal Amount are higher than your current account value would support.

 

 

Whether, given your current state of health, you believe you are likely to live to enjoy the income provided by the Personal Income Benefit, if activated.

 

 

Whether the amount you plan to exchange will cause a Personal Income Benefit Early or Excess withdrawal.

 

 

If you are currently taking Guaranteed Annual Withdrawal Amount withdrawals, whether it is acceptable to have those withdrawals terminate or be reduced.

 

 

Whether the availability of a guaranteed interest option or structured investment option is important to you.

 

 

Whether amounts would be exchanged out of the structured investment option prior to Segment maturity.

 

You should assess your own situation to decide whether to accept the Exchange Offer. Once terminated, your Guaranteed Benefits based on the values in your Existing Contract cannot be reinstated. In considering the factors above, and any other factors you believe relevant, you may wish to consult with your named beneficiaries, and your financial professional and other advisors. We cannot provide investment advice to you, including how to weigh any relevant factors for your particular situation. We cannot provide any advice regarding future account value, including whether investment options under your Existing Contract will experience market gains or losses. In addition to all the things you and your financial professional and advisors consider, please also consider the following questions:

 

1.

Do you still need 100% of the guaranteed lifetime income provided by the Personal Income Benefit? If you do, then the offer is most likely not appropriate for you. If, on the other hand, your circumstances have changed and 100% of the guaranteed lifetime income provided by the Personal Income Benefit is not important, then you may want to consider the offer and decide if one or more of the Affiliated Mutual Funds is appropriate for you.

 

2.

Do you still need 100% of the guaranteed death benefit? If you do, then the offer is most likely not appropriate for you. If, on the other hand, your circumstances have changed and 100% of the guaranteed death benefit is not important, then you may want to consider the offer and decide if one or more of the Affiliated Mutual Funds is appropriate for you.

 

3.

Do you still need to invest in a guaranteed interest option at a guaranteed rate at least equal to your Existing Contract’s guaranteed minimum annual rate? If you do, then the offer is most likely not appropriate for you. If, on the other hand, your circumstances have changed and a guaranteed interest option at a guaranteed rate at least equal to your Existing Contract’s guaranteed minimum annual rate is not important, then you may want to consider the offer and decide if one or more of the Affiliated Mutual Funds is appropriate for you.

 

Also, if your Employer or Plan allows contributions into Existing Contracts (or New Contracts when applicable) in the future and we allow you to exchange from Affiliated Mutual Funds back into your Existing Contract or a New Contract, you likely will not receive the same level of Guaranteed Benefits and a new withdrawal charge period will start. There is no guarantee that your Employer or Plan will allow contributions into Existing Contracts or New Contracts in the future.

 

 

When you fully exchange your Existing Contract for one or more of the Affiliated Mutual Funds, you lose the value of your existing Guaranteed Benefits which may be greater than the amount exchanged. If you later are allowed to exchange out of your Affiliated Mutual Funds into a New Contract, you establish guaranteed benefits in the New Contract equal to the amount exchanged from the Affiliated Mutual Funds which may be less. For example, assume your standard death benefit amount ($100,000) was greater than your account value ($90,000) when you fully exchanged your Existing Contract into three Affiliated Mutual Funds. A year later your Employer reopens Existing Contracts as a Plan investment option and you decide to exchange the value in your Affiliated Mutual Funds ($96,000) into a New Contract. Your new death benefit amount in the New Contract ($96,000) is equal the amount you exchange into the New Contract not the original death benefit amount which was higher.

 

 

When you partially exchange your Existing Contract for one or more of the Affiliated Mutual Funds, the value of your remaining Guaranteed Benefits are reduced on a pro rata basis (as discussed above). If you later are allowed to exchange the same amount from your Affiliated Mutual Funds back into your Existing Contract, the value of your Guaranteed Benefits may be lower. For example, assume your standard death benefit amount ($100,000) was greater than your account value ($90,000) when you exchanged $45,000 into three Affiliated Mutual Funds. Your Existing Contract’s death benefit amount immediately after the partial exchange would be $50,000 (the account value was reduced by 50% and therefore the death benefit was reduced by 50%). A year later your Existing Contract’s account value is $49,000 and its death benefit is still equal to $50,000. If your Employer reopens Existing Contracts as a Plan investment option and you then exchange the value in your Affiliated Mutual Funds ($48,000) back into your Existing Contract, your Existing Contract’s death benefit amount immediately after the exchange will be $98,000 ($50,000 + $48,000), which is lower than the original death benefit amount even though the account value of your Existing Contract and the value of the Affiliated Mutual Funds both increased before the exchange back into your Existing Contract.

 

4


Please remember, the Affiliated Mutual Funds do not provide any guaranteed benefits. If you exchange 100% of your account value under your Existing Contract for one or more of the Affiliated Mutual Funds, your Existing Contract will terminate, and you will lose your Guaranteed Benefits. If you exchange only a portion of your account value, the amount exchanged will reduce the account value of your Existing Contract on a dollar-for-dollar basis and will generally reduce the value of your death benefit, as well as, your Guaranteed Annual Withdrawal Amount and Ratchet Base under the Personal Income Benefit on a pro rata basis which could be greater than the dollar amount exchanged and could significantly reduce or terminate the Personal Income Benefit. You will also be subject to all the fees and charges under each applicable Affiliated Mutual Fund.

 

How do I accept this offer?

 

To accept this Exchange Offer, you must (1) be enrolled in the Program (please contact your financial professional for more information on how to enroll in the Program) and (2) complete the applicable exchange form. Please complete, sign and date the exchange form and return it to us at the following address:

 

AXA Equitable EQUI-VEST® Processing Office

P.O. Box 4956

Syracuse, NY 13221-4956

 

We will not process your acceptance of the offer until all applicable requirements are satisfied. Transactions requested but not completed due to your failure to provide sufficient information, or for any other reason beyond our control, will not be eligible for the offer.

 

Good order. If the Exchange Offer is received before the market closes on a business day, then the exchange out of the Existing Contract and the purchase of shares of the Affiliated Mutual Fund will occur at the next calculated price. The Exchange Offer is not available on (1) any day that you are not enrolled in the Program and (2) on a non-business day (including a non-Segment Business Day if account value is being exchanged out of a Segment). We will not consider your acceptance of the offer to be in good order if we receive it on such a day or if it is missing any necessary information. If we receive your acceptance on a non-business day and it is otherwise complete, the exchange out of your Existing Contract and the purchase of shares of the Affiliated Mutual Fund will be processed on the next business day.

 

What are the tax implications of accepting the offer?

 

We view exchanges from the Existing Contracts in whole or in part to one or more of the Affiliated Mutual Funds as a “contract exchange within the same 403(b) plan,” as described in “Direct transfer contributions” in your Prospectus and therefore, accepting this Exchange Offer will generally not be viewed as a taxable distribution to you. However, amounts exchanged into one or more of the Affiliated Mutual Funds, including earnings, may be subject to more stringent withdrawal restrictions (e.g., employer and after tax contributions cannot be withdrawn before the participant has a severance from employment, becomes disabled or attains age 591/2). If you later exchange some or all of those amounts in your Affiliated Mutual Funds back into your Existing Contract or a New Contract, such withdrawal restrictions will remain with respect to those amounts. For more information, please see “Tax Information” in your Prospectus. You should discuss with your tax advisor whether it makes sense for you to accept the offer.

 

More information about this offer.

 

Although we do not directly compensate your financial professional based on your acceptance of this Exchange Offer, your financial professional may receive payments of varying amounts that may provide an incentive in recommending whether or not you should accept this Exchange Offer. For example, if you exchange some or all of your Existing Contract for an Affiliated Mutual Fund, your financial professional may receive compensation upon completion of that exchange. You should contact your financial professional for information about the compensation he or she receives. For additional information about compensation paid to your financial professional, see “Distribution of the contracts” in “More information” in your Prospectus.

 

Please note that your Existing Contract and any New Contract, if applicable, may each be a Program Investment Option. For ease of discussion regarding this Exchange Offer, this Supplement separates your Existing Contract and any New Contract from the Program Investment Options.

 

All exchanges are subject to our policies and procedures concerning frequent or disruptive transfer activity.

 

The Exchange Offer may vary for certain contracts, certificates, and in certain states and may not be available for all contracts or certificates, in all states, at all times or through all financial intermediaries. All material variations are described in this supplement. We may suspend, modify, or terminate this Exchange Offer at any time with notice, as described in this supplement. In the future, we may make new, additional or modified offers in connection with these Existing Contracts or certain benefits thereunder with different terms that may be more or less favorable than the terms described herein.

 

5


APPENDIX I

 

The following chart provides a brief summary comparison of some of the important features of your Existing Contract and the Affiliated Mutual Funds and between the Affiliated Mutual Funds and a New Contract. You should not rely solely on this chart in examining the differences between your Existing Contract and the Affiliated Mutual Funds and between the Affiliated Mutual Funds and a New Contract. There may be other differences important for you to consider prior to purchasing an Affiliated Mutual Fund or a New Contract. You should read your Prospectus and other information related to your Existing Contract and the prospectus for an Affiliated Mutual Fund and a New Contract prior to requesting any exchange. If you would like a prospectus for an Affiliated Mutual Fund or a New Contract, contact your financial professional or call (866) 638-0550. Please note, this chart does not create or modify any existing rights or Guaranteed Benefits, all of which are only established by your Existing Contract. Your Employer or Plan does not currently allow contributions into Existing Contracts or New Contracts, and there is no guarantee that they will do so in the future.

 

    

Series 201

 

  

AFFILIATED MUTUAL FUNDS

 

Annual Administrative Charge1  

$65 (maximum)

 

$30 (current)2

 

   $0

Separate Account Expenses

 

  1.20%    0

Variable Investment Option Fees

 

 

0.59%-2.07%

 

  

0

 

Record Keeping Fee

 

  0    0.15%-1.20%

Mutual Fund Annual Operating Expenses

 

  0    0%-2.26%3

Maximum Withdrawal Charge

 

  5%    0%
Living Benefit (charge)  

Personal Income Benefit guarantees that you can take withdrawals from your Personal Income Benefit account value up to your Guaranteed Annual Withdrawal Amount each year even if your Personal Income Benefit account value falls to zero by other than an early or excess withdrawal beginning at age 65 or later and subject to a distributable event (1.00%)

 

   No

Variable Investment Options

 

 

92 (various classes)

 

  

0

 

Death Benefit  

The greater of: (i) your account value, less any outstanding loan balance plus accrued interest as of the date we receive satisfactory proof of death, any required instructions, information and forms necessary to effect payment; and (ii) your total contributions, adjusted for withdrawals and any withdrawal charges and any taxes that may apply, less any outstanding loan balance plus accrued interest.

 

   Account Value

Guaranteed minimum annual rate in the Guaranteed Interest Option4

 

  1%-3%    No

Structured Investment Option5

 

 

Yes

 

  

No

 

Lifetime Payout Option

 

 

Yes

 

  

No

 

Additional Features

 

 

Investment simplifier

 

  

ProNvest Managed Account Service

 

1

Or 2% of account value if less.

2

May be waived if account value exceeds certain amounts. See your Existing Contract for details.

3

Your Plan will designate the Mutual Funds which are available to you as Mutual Fund Program Investment Options. The high and low Mutual Fund Annual Operating Expenses will vary based on the Mutual Fund Program Investment Options available to you.

4

The guaranteed interest option is part of our general account and pays interest at guaranteed rates that are reset periodically.

5

The Structured Investment Option is an index-linked investment option.

 

EQUI-VEST® is issued by and is a registered service mark of AXA Equitable Life Insurance Company (AXA Equitable).

 

Co-distributed by affiliates AXA Advisors, LLC and AXA Distributors, LLC. 1290 Avenue of the Americas, New York, NY 10104.

Copyright 2019 AXA Equitable Life Insurance Company. All rights reserved.

 

AXA Equitable Life Insurance Company

1290 Avenue of the Americas, New York, NY 10104

(212) 554-1234

 

                

     

#727748 


AXA Equitable Life Insurance Company

 

Supplement dated May 24, 2019 to the Current Prospectus for EQUI-VEST® Employer-Sponsored Retirement Plans:

 

 

EQUI-VEST® VantageSM

 

 

 

This Supplement adds information related to an exchange offer and modifies certain related information in the above-referenced current prospectus and statement of additional information you received and in any supplements to that prospectus and statement of additional information (collectively, the “Prospectus”). You should read this Supplement in conjunction with the Prospectus and retain it for future reference. Unless otherwise indicated, all other information included in the Prospectus remains unchanged. The terms and section headings we use in this Supplement have the same meaning as in the Prospectus. We will send you another copy of any prospectus or supplement without charge upon request. Please contact the customer service group referenced in your Prospectus or call (866) 638-0550.

 

EXCHANGE OFFER

 

This Supplement describes an Exchange Offer we are making to you in connection with your variable annuity contract. This Supplement contains important information that you should know before accepting this Exchange Offer.

 

NO ACTION IS REQUIRED ON YOUR PART

 

You are not required to accept this Exchange Offer or take any action under your Existing Contract. If you do not accept this Exchange Offer, your Existing Contract will continue unchanged.

 

In certain Employer-sponsored plans, your Employer or Plan may unilaterally accept this Exchange Offer. You can contact your financial professional for additional information.

 

You should carefully read this Supplement in conjunction with your Prospectus before making your decision regarding this Exchange Offer. If you have any questions about this Exchange Offer, contact your financial professional or call us directly at (866) 638-0550.

 

Why am I receiving this offer?

 

Your Employer or Plan has decided to make available to you the AXA Retirement 360 Defined Contribution Program (the “Program”), which is a retirement program designed to provide participants (“Participants”) a single coordinated program selection of investment options, including certain mutual fund options and a fixed annuity contract option (each a “Program Investment Option” and collectively the “Program Investment Options”). In the future, we expect to expand the investment options available under the Program. Please note that certain Program Investment Options may be offered, advised or subadvised by AXA Equitable or one or more of our affiliates.

 

Because the Program is available to you and you are no longer able to contribute to your EQUI-VEST contract or certificate (each an “Existing Contract” and collectively the “Existing Contracts”), we will permit you to exchange some or all of your Existing Contract for one or more affiliated mutual funds that are also Program Investment Options (each an “Affiliated Mutual Fund” and collectively the “Affiliated Mutual Funds”) without imposing withdrawal charges, although a market value adjustment may apply (the “Exchange Offer”). This Exchange Offer also includes, if applicable, any subsequent exchanges under the Program of shares of an Affiliated Mutual Fund for an Existing Contract or a New Contract (described below) and any future exchanges under the Program.

 

You should carefully read this Supplement and your Prospectus and the prospectuses for the Affiliated Mutual Funds before making your decision regarding this Exchange Offer. This Exchange Offer allows you to exchange some or all of the account value in your Existing Contract for one or more of the Affiliated Mutual Funds without paying withdrawal charges, although a market value adjustment may apply. You should only exchange some or all of the account value in your Existing Contract if you have determined you no longer need or want some or all of the Guaranteed Benefits (described below) provided by your Existing Contract. The Affiliated Mutual Funds do not offer any of these Guaranteed Benefits. If you accept this Exchange Offer your Guaranteed Benefits will terminate or be reduced and they cannot be reinstated.

 

What is this offer? How does this offer work?

 

You can exchange some or all of your Existing Contract without incurring withdrawal charges for one or more of the Affiliated Mutual Funds, although a market value adjustment may apply. The minimum amount that may be exchanged pursuant to this Exchange Offer is $20. If you are considering investing in one or more of the Affiliated Mutual Funds you should contact your financial professional, who will be able to explain the details of the Affiliated Mutual Funds and provide you with the proper forms and applications necessary to complete the transaction. Affiliated Mutual Funds can only be purchased through a broker-dealer and this Exchange Offer is not available through all broker-dealer firms.

 

Under this Exchange Offer, the full or partial exchange of your Existing Contract will not trigger any applicable withdrawal charge under your Existing Contract. In addition, since the Affiliated Mutual Funds do not have withdrawal charges, any account value from your Existing Contract transferred into the Affiliated Mutual Funds would not be subject to any withdrawal charge under the Affiliated Mutual Funds (but would be subject to all other charges and fees under each applicable Affiliated Mutual Fund). However, any exchange of account value from a fixed maturity option under an Existing Contract will be subject to a market value adjustment which could decrease the amount to be exchanged or the amount remaining in the fixed maturity option, perhaps significantly.


Your Existing Contract has certain benefits that are not offered under any Affiliated Mutual Fund (the “Guaranteed Benefits”):

 

 

a standard death benefit;

 

 

the ability to annuitize at guaranteed annuitization rates and receive guaranteed income for life;

 

 

a guaranteed interest option (investment option that pays interest at guaranteed rates);

 

 

fixed maturity options (investment option that pays interest over a 1-10 year period);

 

 

a structured investment option (NJ ACTS only) (investment option that may credit interest based, in part, on the performance of an external index);

 

 

the optional enhanced death benefit; and

 

 

the Investment Simplifier (fixed dollar option and interest sweep).

 

You should carefully consider whether an exchange is appropriate for you by comparing the Guaranteed Benefits provided by your Existing Contract to the benefits and features provided by the Affiliated Mutual Fund(s). The Affiliated Mutual Funds do not provide any guaranteed benefits and if you accept this Exchange Offer your Guaranteed Benefits will be terminated or reduced, perhaps significantly.

 

You should also compare the fees and charges of your Existing Contract to the fees and charges of the Affiliated Mutual Funds (mutual fund annual operating expenses include management fees, distribution and/or service (12b-1) fees and other expenses). You will also pay a record keeping fee on assets invested in Affiliated Mutual Funds. There are no front-end or back-end sales charges for the Affiliated Mutual Funds. For a copy of the prospectus for an Affiliated Mutual Fund, please contact your financial professional or call (866) 638-0550. Please also see “How can I evaluate this offer?” and “Appendix I”.

 

When your Employer or Plan made the Program available to you it also decided how ongoing contributions may be allocated. That decision determined the terms under which you can exchange some or all of the account value in your Existing Contract into one or more of the Affiliated Mutual Funds. Accordingly your Employer or Plan does not currently permit ongoing contributions to the Existing Contracts, you can elect to exchange some or all of the account value in your Existing Contract into one or more of the Affiliated Mutual Funds. Employer or Plan restrictions may prevent you from accepting this Exchange Offer. Amounts invested in one or more of the Affiliated Mutual Funds may be subject to more stringent withdrawal requirements. For more information, please see “Tax Information” in the Prospectus and “What are the tax implications of accepting the offer?” below.

 

We reserve the right to terminate or materially amend this Exchange Offer with respect to any or all Existing Contracts, as well as, any or all Affiliated Mutual Funds with notice at least 60 days prior to the date of termination or the effective date of the amendment, subject to the following limited exceptions. First, no such notice would be required if, under extraordinary circumstances, there is a suspension in the redemption of the Existing Contract under Section 22(e) of the 1940 Act or the rules thereunder. Second, no such notice would be required if the Affiliated Mutual Fund temporarily delays or ceases the sale of the security because it is unable to invest amounts effectively in accordance with applicable investment objectives, policies and restrictions.

 

Can I subsequently exchange back into my Existing Contract or a New Contract?

 

Since your Existing Contract and the New Contract (discussed below) are not currently Plan investment options accepting contributions, you cannot transfer from Affiliated Mutual Funds back into your Existing Contract or a New Contract. If, at some point in the future, Existing Contracts (or New Contracts as applicable) are Plan investment options accepting contributions, we also reserve the right to disallow all exchanges from the Affiliated Mutual Funds into Existing Contracts or New Contracts, as well as, the right to reject individual Participant’s requests to exchange some or all of their value in the Affiliated Mutual Funds back into their Existing Contract or a New Contract without rejecting other Participant’s requests or all Participant’s requests. Please Note: Even if you exchange back into your Existing Contract or a New Contract, you may not receive the same level of Guaranteed Benefits as you originally had under your Existing Contract. Please see “How can I evaluate this offer?” and “Appendix I”.

 

If permitted by your Employer or Plan at some future date, you may be able to exchange some or all of the value in your Affiliated Mutual Fund(s) back into your Existing Contract or, if your Existing Contract no longer exists (because you fully exchanged it for one or more of the Affiliated Mutual Funds or subsequently surrendered it), into a new contract. The new contract would be a newly issued version of your terminated Existing Contract if it is available for new sales (the “New Contract”). For a copy of the prospectus for the New Contract, please contact your financial professional or call (866) 638-0550. Please Note: A New Contract is only applicable if your Existing Contract no longer exists, and you will be required to complete the necessary application, order form or other documentation before the New Contract can be issued and the exchange from the Affiliated Mutual Funds completed. Amounts invested in one or more of the Affiliated Mutual Funds may be subject to more stringent withdrawal requirements which will be permanent even if you transfer back into your Existing Contract or a New Contract. For more information, please see “Tax Information” in the Prospectus and “What are the tax implications of accepting the offer?” below.

 

If you exchange back into your Existing Contract or a New Contract (which is not currently permitted), a new withdrawal charge period will attach to that exchanged amount. However, no withdrawal charge will be applied to subsequent exchanges back to Affiliated Mutual Funds pursuant to this Exchange Offer, although a market value adjustment may apply. You should only exchange shares of Affiliated Mutual Funds for an Existing Contract or New Contract (which is not currently permitted) if you have determined that you want some or all of Guaranteed Benefits provided by the Existing Contract or New Contract and you understand all of the fees and expenses that you would be paying under that contract.

 

2


How can I evaluate this offer?

 

You must decide between: (1) keeping your Existing Contract; or (2) fully or partially exchanging your Existing Contract without any applicable withdrawal charges (although a market value adjustment may apply) for one or more of the Affiliated Mutual Funds.

 

If you do not accept our offer, your Existing Contract and all of the Guaranteed Benefits would continue unchanged, and any applicable charges would continue to be deducted from your account value.

 

If you elect to fully exchange your Existing Contract for one or more of the Affiliated Mutual Funds:

 

 

Your Existing Contract and its Guaranteed Benefits would terminate.

 

 

Your account value would transfer without incurring any applicable withdrawal charges, although we will deduct a pro rata portion of the Annual Administrative Charge if your Existing Contract’s account value is less than $25,000 calculated from the date of the most recent participant date anniversary to the date of the exchange.

 

 

We will impose a market value adjustment on any account value exchanged from a fixed maturity option under an Existing Contract, which could significantly decrease the amount to be exchanged, particularly if there is a long time remaining until the fixed maturity option’s maturity date.

 

 

If account value is exchanged from the structured investment option prior to maturity the segment interim value calculation could result in a significant decrease in the amount to be exchanged (NJ ACTS only).

 

 

In the future, you would not have the option to receive the lifetime income at guaranteed annuity rates.

 

 

Your beneficiaries would not receive the standard death benefit which could be greater than your account value provided by your Existing Contract.

 

 

Your beneficiaries would not receive the enhanced death benefit amount under your Existing Contract if you elected the enhanced death benefit.

 

If you partially exchange your Existing Contract for one or more of the Affiliated Mutual Funds:

 

 

Your account value will be reduced by the amount of the exchange.

 

 

We will impose a market value adjustment on any account value exchanged from a fixed maturity option under an Existing Contract, which could significantly decrease the fixed maturity amount, particularly if there is a long time remaining until the fixed maturity option’s maturity date.

 

 

If account value is exchanged from the structured investment option prior to maturity each Segment Investment will be reduced, possibly significantly (NJ ACTS only).

 

 

The account value that can be used for annuity payments under the Existing Contract’s annuity payment options will also be reduced.

 

You should compare your Existing Contract’s Guaranteed Benefits with the Affiliated Mutual Fund’s benefits and features. See “Appendix I”. Under an Affiliated Mutual Fund the death benefit is equal to your Affiliated Mutual Fund account value, which could be more or less than your contributions, including the amount exchanged from your Existing Contract. In addition, you will not be able to annuitize your Affiliated Mutual Fund(s) and receive guaranteed lifetime income.

 

When you purchased your Existing Contract, you decided that some or all of the Guaranteed Benefits were important to you based on your personal circumstances at that time. When considering this Exchange Offer, you should consider whether you no longer need or want some or all of the Guaranteed Benefits provided by your Existing Contract, given your personal circumstances today and your future needs because, if you accept our Exchange Offer, you will be giving up or significantly reducing your Guaranteed Benefits. You should consider your specific circumstances, including your specific account values, death benefit value, and the following factors:

 

 

How long you intend to keep your Existing Contract.

 

 

Whether it is important for you to leave your Existing Contract’s death benefit to your beneficiaries.

 

 

Whether your death benefit amount is greater than your account value.

 

 

Whether, given your current state of health, you believe you are likely to provide a death benefit to your beneficiaries.

 

 

Whether it is important for you to be able to receive guaranteed lifetime income.

 

 

Whether the availability of a guaranteed interest option, fixed maturity options or structured investment option (NJ ACTS only) is important to you.

 

 

Whether a market value adjustment would apply.

 

 

Whether amounts would be exchanged out of the structured investment option prior to Segment maturity (NJ ACTS only).

 

3


You should assess your own situation to decide whether to accept the Exchange Offer. Once terminated, your Guaranteed Benefits based on the values in your Existing Contract cannot be reinstated. In considering the factors above, and any other factors you believe relevant, you may wish to consult with your named beneficiaries, and your financial professional and other advisors. We cannot provide investment advice to you, including how to weigh any relevant factors for your particular situation. We cannot provide any advice regarding future account value, including whether investment options under your Existing Contract will experience market gains or losses. In addition to all the things you and your financial professional and advisors consider, please also consider the following questions:

 

1.

Do you still need 100% of the guaranteed death benefit? If you do, then the offer is most likely not appropriate for you. If, on the other hand, your circumstances have changed and 100% of the guaranteed death benefit is not important, then you may want to consider the offer and decide if one or more of the Affiliated Mutual Funds is appropriate for you.

 

2.

Do you still need to invest in a guaranteed interest option at a guaranteed rate at least equal to your Existing Contract’s guaranteed minimum annual rate? If you do, then the offer is most likely not appropriate for you. If, on the other hand, your circumstances have changed and a guaranteed interest option at a guaranteed rate at least equal to your Existing Contract’s guaranteed minimum annual rate is not important, then you may want to consider the offer and decide if one or more of the Affiliated Mutual Funds is appropriate for you.

 

Also, if your Employer or Plan allows contributions into Existing Contracts (or New Contracts when applicable) in the future and we allow you to exchange from Affiliated Mutual Funds back into your Existing Contract or a New Contract, you likely will not receive the same level of Guaranteed Benefits and a new withdrawal charge period will start. There is no guarantee that your Employer or Plan will allow contributions into Existing Contracts or New Contracts in the future.

 

 

When you fully exchange your Existing Contract for one or more of the Affiliated Mutual Funds, you lose the value of your existing Guaranteed Benefits which may be greater than the amount exchanged. If you later are allowed to exchange out of your Affiliated Mutual Funds into a New Contract, you establish guaranteed benefits in the New Contract equal to the amount exchanged from the Affiliated Mutual Funds which may be less. For example, assume your standard death benefit amount ($100,000) was greater than your account value ($90,000) when you fully exchanged your Existing Contract into three Affiliated Mutual Funds. A year later your Employer reopens Existing Contracts as a Plan investment option and you decide to exchange the value in your Affiliated Mutual Funds ($96,000) into a New Contract. Your new death benefit amount in the New Contract ($96,000) is equal the amount you exchange into the New Contract not the original death benefit amount which was higher.

 

 

When you partially exchange your Existing Contract for one or more of the Affiliated Mutual Funds, the value of your remaining Guaranteed Benefits are reduced on a pro rata basis (as discussed above). If you later are allowed to exchange the same amount from your Affiliated Mutual Funds back into your Existing Contract, the value of your Guaranteed Benefits may be lower. For example, assume your standard death benefit amount ($100,000) was greater than your account value ($90,000) when you exchanged $45,000 into three Affiliated Mutual Funds. Your Existing Contract’s death benefit amount immediately after the partial exchange would be $50,000 (the account value was reduced by 50% and therefore the death benefit was reduced by 50%). A year later your Existing Contract’s account value is $49,000 and its death benefit is still equal to $50,000. If your Employer reopens Existing Contracts as a Plan investment option and you then exchange the value in your Affiliated Mutual Funds ($48,000) back into your Existing Contract, your Existing Contract’s death benefit amount immediately after the exchange will be $98,000 ($50,000 + $48,000), which is lower than the original death benefit amount even though the account value of your Existing Contract and the value of the Affiliated Mutual Funds both increased before the exchange back into your Existing Contract.

 

Please remember, the Affiliated Mutual Funds do no provide any guaranteed benefits. If you exchange 100% of your account value under your Existing Contract for one or more of the Affiliated Mutual Funds, your Existing Contract will terminate, and you will lose your Guaranteed Benefits. If you exchange only a portion of your account value, the amount exchanged will reduce the account value of your Existing Contract on a dollar-for-dollar basis and will generally reduce the value of your death benefit, on a pro rata basis which could be greater than the dollar amount exchanged. You will also be subject to all the fees and charges under each applicable Affiliated Mutual Fund.

 

How do I accept this offer?

 

To accept this Exchange Offer, you must (1) be enrolled in the Program (please contact your financial professional for more information on how to enroll in the Program) and (2) complete the applicable exchange form. Please complete, sign and date the exchange form and return it to us at the following address:

 

AXA Equitable EQUI-VEST® Processing Office

P.O. Box 4956

Syracuse, NY 13221-4956

 

We will not process your acceptance of the offer until all applicable requirements are satisfied. Transactions requested but not completed due to your failure to provide sufficient information, or for any other reason beyond our control, will not be eligible for the offer.

 

Good order. If the Exchange Offer is received before the market closes on a business day, then the exchange out of the Existing Contract and the purchase of shares of the Affiliated Mutual Fund will occur at the next calculated price. The Exchange Offer is not available on (1) any day that you are not enrolled in the Program and (2) on a non-business day (including a non-Segment Business Day if account value is being exchanged out of

 

4


a Segment). We will not consider your acceptance of the offer to be in good order if we receive it on such a day or if it is missing any necessary information. If we receive your acceptance on a non-business day and it is otherwise complete, the exchange out of your Existing Contract and the purchase of shares of the Affiliated Mutual Fund will be processed on the next business day.

 

What are the tax implications of accepting the offer?

 

We view exchanges from the Existing Contracts in whole or in part to one or more of the Affiliated Mutual Funds as a “contract exchange within the same 403(b) plan,” as described in “Direct transfer contributions” in your Prospectus and therefore, accepting this Exchange Offer will generally not be viewed as a taxable distribution to you. However, amounts exchanged into one or more of the Affiliated Mutual Funds, including earnings, may be subject to more stringent withdrawal restrictions (e.g., employer and after tax contributions cannot be withdrawn before the participant has a severance from employment, becomes disabled or attains age 591/2). If you later exchange some or all of those amounts in your Affiliated Mutual Funds back into your Existing Contract or a New Contract, such withdrawal restrictions will remain with respect to those amounts. For more information, please see “Tax Information” in your Prospectus. You should discuss with your tax advisor whether it makes sense for you to accept the offer.

 

More information about this offer.

 

Although we do not directly compensate your financial professional based on your acceptance of this Exchange Offer, your financial professional may receive payments of varying amounts that may provide an incentive in recommending whether or not you should accept this Exchange Offer. For example, if you exchange some or all of your Existing Contract for an Affiliated Mutual Fund, your financial professional may receive compensation upon completion of that exchange. You should contact your financial professional for information about the compensation he or she receives. For additional information about compensation paid to your financial professional, see “Distribution of the contracts” in “More information” in your Prospectus.

 

Please note that your Existing Contract and any New Contract, if applicable, may each be a Program Investment Option. For ease of discussion regarding this Exchange Offer, this Supplement separates your Existing Contract and any New Contract from the Program Investment Options.

 

All exchanges are subject to our policies and procedures concerning frequent or disruptive transfer activity.

 

The Exchange Offer may vary for certain contracts, certificates, and in certain states and may not be available for all contracts or certificates, in all states, at all times or through all financial intermediaries. All material variations are described in this supplement. We may suspend, modify, or terminate this Exchange Offer at any time with notice, as described in this supplement. In the future, we may make new, additional or modified offers in connection with these Existing Contracts or certain benefits thereunder with different terms that may be more or less favorable than the terms described herein.

 

5


APPENDIX I

 

The following chart provides a brief summary comparison of some of the important features of your Existing Contract and the Affiliated Mutual Funds and between the Affiliated Mutual Funds and a New Contract. You should not rely solely on this chart in examining the differences between your Existing Contract and the Affiliated Mutual Funds and between the Affiliated Mutual Funds and a New Contract. There may be other differences important for you to consider prior to purchasing an Affiliated Mutual Fund or a New Contract. You should read your Prospectus and other information related to your Existing Contract and the prospectus for an Affiliated Mutual Fund and a New Contract prior to requesting any exchange. If you would like a prospectus for an Affiliated Mutual Fund or a New Contract, contact your financial professional or call (866) 638-0550. Please note, this chart does not create or modify any existing rights or Guaranteed Benefits, all of which are only established by your Existing Contract. Your Employer or Plan does not currently allow contributions into Existing Contracts or New Contracts, and there is no guarantee that they will do so in the future.

 

     VantageSM   AFFILIATED MUTUAL FUNDS
Annual Administrative Charge1   $0   $0
Separate Account Expenses   0.50%-0.90%   0
Variable Investment Option Fees   0.59%-1.94%   0
Record Keeping Fee   0   0.15%-1.20%
Mutual Fund Annual Operating Expenses   0   0%-2.26%2
Maximum Withdrawal Charge   0%-6%   0%
Living Benefit (charge)   No   No
Variable Investment Options   93   0
Death Benefit   The greater of: (i) your account value, less any outstanding loan balance plus accrued interest as of the date we receive satisfactory proof of death, any required instructions, information and forms necessary to effect payment; and (ii) your total contributions, adjusted for withdrawals and any withdrawal charges and any taxes that may apply, less any outstanding loan balance (in certain newer contracts there is no outstanding loan balance) plus accrued interest.   Account Value
Enhanced Death Benefit   The greater of: (a) your account value (without any negative market value adjustment that would otherwise apply) as of the date we receive satisfactory proof of your death, any required instructions for the method of payment, information and forms necessary to effect payment (less any outstanding loan and accrued loan interest); and (b) the enhanced death benefit as of the date of your death. On the participation date, your enhanced death benefit equals your initial contribution. Then, on each third participation date anniversary until you are age 85, we will determine your enhanced death benefit by comparing your current enhanced death benefit to your account value. If your account value is higher than your enhanced death benefit, we will increase your enhanced death benefit to equal your account value. On the other hand, if your account value on any third participation date anniversary is less than your enhanced death benefit, we will not adjust your enhanced death benefit either up or down.   No

 

6


     VantageSM   AFFILIATED MUTUAL FUNDS
Guaranteed minimum annual rate in the Guaranteed Interest Option3   1%-4%   No
Fixed Maturity Options4   Yes   No
Structured Investment Option5   Yes (NJ ACTS only)   No
Lifetime Payout Option   Yes   No
Additional Features   Investment simplifier   ProNvest Managed Account Service
1

Or 2% of account value if less.

2

Your Plan will designate the Mutual Funds which are available to you as Mutual Fund Program Investment Options. The high and low Mutual Fund Annual Operating Expenses will vary based on the Mutual Fund Program Investment Options available to you.

3

The guaranteed interest option is part of our general account and pays interest at guaranteed rates that are reset periodically.

4

The fixed maturity option is part of our general account and pays interest at a fixed rate for the duration of the option (generally between 1 — 10 years). A positive or negative market value adjustment applies if amounts are withdrawn before maturity.

5

The Structured Investment Option is an index-linked investment option.

 

 

 

 

EQUI-VEST® is issued by and is a registered service mark of AXA Equitable Life Insurance Company (AXA Equitable).

 

Co-distributed by affiliates AXA Advisors, LLC and AXA Distributors, LLC. 1290 Avenue of the Americas, New York, NY 10104.

Copyright 2019 AXA Equitable Life Insurance Company. All rights reserved.

 

AXA Equitable Life Insurance Company

1290 Avenue of the Americas, New York, NY 10104

(212) 554-1234

 

              
  #737537


AXA Equitable Life Insurance Company

 

Supplement dated May 24, 2019 to the Current Prospectus for EQUI-VEST Employer-Sponsored Retirement Plans:

 

 

Series 100

 

Series 200

 

 

 

 

This Supplement adds information related to an exchange offer and modifies certain related information in the above-referenced current prospectus and statement of additional information you received and in any supplements to that prospectus and statement of additional information (collectively, the “Prospectus”). You should read this Supplement in conjunction with the Prospectus and retain it for future reference. Unless otherwise indicated, all other information included in the Prospectus remains unchanged. The terms and section headings we use in this Supplement have the same meaning as in the Prospectus. We will send you another copy of any prospectus or supplement without charge upon request. Please contact the customer service group referenced in your Prospectus or call (866) 638-0550.

 

EXCHANGE OFFER

 

This Supplement describes an Exchange Offer we are making to you in connection with your variable annuity contract. This Supplement contains important information that you should know before accepting this Exchange Offer.

 

NO ACTION IS REQUIRED ON YOUR PART

 

You are not required to accept this Exchange Offer or take any action under your Existing Contract. If you do not accept this Exchange Offer, your Existing Contract will continue unchanged.

 

In certain Employer-sponsored plans, your Employer or Plan may unilaterally accept this Exchange Offer. You can contact your financial professional for additional information.

 

You should carefully read this Supplement in conjunction with your Prospectus before making your decision regarding this Exchange Offer. If you have any questions about this Exchange Offer, contact your financial professional or call us directly at (866) 638-0550.

 

Why am I receiving this offer?

 

Your Employer or Plan has decided to make available to you the AXA Retirement 360 Defined Contribution Program (the “Program”), which is a retirement program designed to provide participants (“Participants”) a single coordinated program selection of investment options, including certain mutual fund options and a fixed annuity contract option (each a “Program Investment Option” and collectively the “Program Investment Options”). In the future, we expect to expand the investment options available under the Program. Please note that certain Program Investment Options may be offered, advised or subadvised by AXA Equitable or one or more of our affiliates.

 

Because the Program is available to you and you are no longer able to contribute to your EQUI-VEST contract or certificate (each an “Existing Contract” and collectively the “Existing Contracts”), we will permit you to exchange some or all of your Existing Contract for one or more affiliated mutual funds that are also Program Investment Options (each an “Affiliated Mutual Fund” and collectively the “Affiliated Mutual Funds”) without imposing withdrawal charges, although a market value adjustment may apply (the “Exchange Offer”). This Exchange Offer also includes, if applicable, any subsequent exchanges under the Program of shares of an Affiliated Mutual Fund for an Existing Contract or a New Contract (described below) and any future exchanges under the Program.

 

You should carefully read this Supplement and your Prospectus and the prospectuses for the Affiliated Mutual Funds before making your decision regarding this Exchange Offer. This Exchange Offer allows you to exchange some or all of the account value in your Existing Contract for one or more of the Affiliated Mutual Funds without paying withdrawal charges, although a market value adjustment may apply. You should only exchange some or all of the account value in your Existing Contract if you have determined you no longer need or want some or all of the Guaranteed Benefits (described below) provided by your Existing Contract. The Affiliated Mutual Funds do not offer any of these Guaranteed Benefits. If you accept this Exchange Offer your Guaranteed Benefits will terminate or be reduced and they cannot be reinstated.

 

What is this offer? How does this offer work?

 

You can exchange some or all of your Existing Contract without incurring withdrawal charges for one or more of the Affiliated Mutual Funds, although a market value adjustment may apply. The minimum amount that may be exchanged pursuant to this Exchange Offer is $20. If you are considering investing in one or more of the Affiliated Mutual Funds you should contact your financial professional, who will be able to explain the details of the Affiliated Mutual Funds and provide you with the proper forms and applications necessary to complete the transaction. Affiliated Mutual Funds can only be purchased through a broker-dealer and this Exchange Offer is not available through all broker-dealer firms.

 

Under this Exchange Offer, the full or partial exchange of your Existing Contract will not trigger any applicable withdrawal charge under your Existing Contract. In addition, since the Affiliated Mutual Funds do not have withdrawal charges, any account value from your Existing Contract transferred into the Affiliated Mutual Funds would not be subject to any withdrawal charge under the Affiliated Mutual Funds (but would be subject to all other charges and fees under each applicable Affiliated Mutual Fund). However, any exchange of account value from a fixed maturity option under an Existing Contract will be subject to a market value adjustment which could decrease the amount to be exchanged or the amount remaining in the fixed maturity option, perhaps significantly.


Your Existing Contract has certain benefits that are not offered under any Affiliated Mutual Fund (the “Guaranteed Benefits”):

 

 

a standard death benefit;

 

 

the ability to annuitize at guaranteed annuitization rates and receive guaranteed income for life;

 

 

a guaranteed interest option (investment option that pays interest at guaranteed rates);

 

 

fixed maturity options (investment option that pays interest over a 1-10 year period); and

 

 

the Investment Simplifier (fixed dollar option and interest sweep).

 

You should carefully consider whether an exchange is appropriate for you by comparing the Guaranteed Benefits provided by your Existing Contract to the benefits and features provided by the Affiliated Mutual Fund(s). The Affiliated Mutual Funds do not provide any guaranteed benefits and if you accept this Exchange Offer your Guaranteed Benefits will be terminated or reduced, perhaps significantly.

 

You should also compare the fees and charges of your Existing Contract to the fees and charges of the Affiliated Mutual Funds (mutual fund annual operating expenses include management fees, distribution and/or service (12b-1) fees and other expenses). You will also pay a record keeping fee on assets invested in Affiliated Mutual Funds. There are no front-end or back-end sales charges for the Affiliated Mutual Funds. For a copy of the prospectus for an Affiliated Mutual Fund, please contact your financial professional or call (866) 638-0550. Please also see “How can I evaluate this offer?” and “Appendix I”.

 

When your Employer or Plan made the Program available to you it also decided how ongoing contributions may be allocated. That decision determined the terms under which you can exchange some or all of the account value in your Existing Contract into one or more of the Affiliated Mutual Funds. Accordingly your Employer or Plan does not currently permit ongoing contributions to the Existing Contracts, then you can elect to exchange some or all of the account value in your Existing Contract into one or more of the Affiliated Mutual Funds. Employer or Plan restrictions may prevent you from accepting this Exchange Offer. Amounts invested in one or more of the Affiliated Mutual Funds may be subject to more stringent withdrawal requirements. For more information, please see “Tax Information” in the Prospectus and “What are the tax implications of accepting the offer?” below.

 

We reserve the right to terminate or materially amend this Exchange Offer with respect to any or all Existing Contracts, as well as, any or all Affiliated Mutual Funds with notice at least 60 days prior to the date of termination or the effective date of the amendment, subject to the following limited exceptions. First, no such notice would be required if, under extraordinary circumstances, there is a suspension in the redemption of the Existing Contract under Section 22(e) of the 1940 Act or the rules thereunder. Second, no such notice would be required if the Affiliated Mutual Fund temporarily delays or ceases the sale of the security because it is unable to invest amounts effectively in accordance with applicable investment objectives, policies and restrictions.

 

Can I subsequently exchange back into my Existing Contract or a New Contract?

 

Since your Existing Contract and the New Contract (discussed below) are not currently Plan investment options accepting contributions, you cannot transfer from Affiliated Mutual Funds back into your Existing Contract or a New Contract. If, at some point in the future, Existing Contracts (or New Contracts as applicable) are Plan investment options accepting contributions, we also reserve the right to disallow all exchanges from the Affiliated Mutual Funds into Existing Contracts or New Contracts, as well as, the right to reject individual Participant’s requests to exchange some or all of their value in the Affiliated Mutual Funds back into their Existing Contract or a New Contract without rejecting other Participant’s requests or all Partic-ipant’s requests. Please Note: Even if you exchange back into your Existing Contract or a New Contract, you may not receive the same level of Guaranteed Benefits as you originally had under your Existing Contract. Please see “How can I evaluate this offer?” and “Appendix I”.

 

If permitted by your Employer or Plan at some future date, you may also be able to exchange some or all of the value in your Affiliated Mutual Fund(s) back into your Existing Contract or, if your Existing Contract no longer exists (because you fully exchanged it for one or more of the Affiliated Mutual Funds or subsequently surrendered it), into a new contract. The new contract would be a newly issued version of your terminated Existing Contract if it is available for new sales (the “New Contract”). For a copy of the prospectus for the New Contract, please contact your financial professional or call (866) 638-0550. Please Note: A New Contract is only applicable if your Existing Contract no longer exists, and you will be required to complete the necessary application, order form or other documentation before the New Contract can be issued and the exchange from the Affiliated Mutual Funds completed. Amounts invested in one or more of the Affiliated Mutual Funds may be subject to more stringent withdrawal requirements which will be permanent even if you transfer back into your Existing Contract or a New Contract. For more information, please see “Tax Information” in the Prospectus and “What are the tax implications of accepting the offer?” below.

 

If you exchange back into your Existing Contract or a New Contract (which is not currently permitted), a new withdrawal charge period will attach to that exchanged amount. However, no withdrawal charge will be applied to subsequent exchanges back to Affiliated Mutual Funds pursuant to this Exchange Offer, although a market value adjustment may apply. You should only exchange shares of Affiliated Mutual Funds for an Existing Contract or New Contract (which is not currently permitted) if you have determined that you want some or all of Guaranteed Benefits provided by the Existing Contract or New Contract and you understand all of the fees and expenses that you would be paying under that contract.

 

2


How can I evaluate this offer?

 

You must decide between: (1) keeping your Existing Contract; or (2) fully or partially exchanging your Existing Contract without any applicable withdrawal charges (although a market value adjustment may apply) for one or more of the Affiliated Mutual Funds.

 

If you do not accept our offer, your Existing Contract and all of the Guaranteed Benefits would continue unchanged, and any applicable charges would continue to be deducted from your account value.

 

If you elect to fully exchange your Existing Contract for one or more of the Affiliated Mutual Funds:

 

 

Your Existing Contract and its Guaranteed Benefits would terminate.

 

 

Your account value would transfer without incurring any applicable withdrawal charges, although we will deduct a pro rata portion of the Annual Administrative Charge if your Existing Contract’s account value is less than $25,000 calculated from the date of the most recent participant date anniversary to the date of the exchange.

 

 

We will impose a market value adjustment on any account value exchanged from a fixed maturity option under an Existing Contract, which could significantly decrease the amount to be exchanged, particularly if there is a long time remaining until the fixed maturity option’s maturity date.

 

 

In the future, you would not have the option to receive the lifetime income at guaranteed annuity rates.

 

 

Your beneficiaries would not receive the standard death benefit which could be greater than your account value provided by your Existing Contract.

 

If you partially exchange your Existing Contract for one or more of the Affiliated Mutual Funds:

 

 

Your account value will be reduced by the amount of the exchange.

 

 

We will impose a market value adjustment on any account value exchanged from a fixed maturity option under an Existing Contract, which could significantly decrease the fixed maturity amount, particularly if there is a long time remaining until the fixed maturity option’s maturity date.

 

 

The account value that can be used for annuity payments under the Existing Contract’s annuity payment options will also be reduced.

 

You should compare your Existing Contract’s Guaranteed Benefits with the Affiliated Mutual Fund’s benefits and features. See “Appendix I”. Under an Affiliated Mutual Fund the death benefit is equal to your Affiliated Mutual Fund account value, which could be more or less than your contributions, including the amount exchanged from your Existing Contract. In addition, you will not be able to annuitize your Affiliated Mutual Fund(s) and receive guaranteed lifetime income.

 

When you purchased your Existing Contract, you decided that some or all of the Guaranteed Benefits were important to you based on your personal circumstances at that time. When considering this Exchange Offer, you should consider whether you no longer need or want some or all of the Guaranteed Benefits provided by your Existing Contract, given your personal circumstances today and your future needs because, if you accept our Exchange Offer, you will be giving up or significantly reducing your Guaranteed Benefits. You should consider your specific circumstances, including your specific account values, death benefit value, and the following factors:

 

 

How long you intend to keep your Existing Contract.

 

 

Whether it is important for you to leave your Existing Contract’s death benefit to your beneficiaries.

 

 

Whether your death benefit amount is greater than your account value.

 

 

Whether, given your current state of health, you believe you are likely to provide a death benefit to your beneficiaries.

 

 

Whether it is important for you to be able to receive guaranteed lifetime income.

 

 

Whether the availability of a guaranteed interest option or fixed maturity options is important to you.

 

 

Whether a market value adjustment would apply.

 

You should assess your own situation to decide whether to accept the Exchange Offer. Once terminated, your Guaranteed Benefits based on the values in your Existing Contract cannot be reinstated. In considering the factors above, and any other factors you believe relevant, you may wish to consult with your named beneficiaries, and your financial professional and other advisors. We cannot provide investment advice to you, including how to weigh any relevant factors for your particular situation. We cannot provide any advice regarding future account value, including whether investment options under your Existing Contract will experience market gains or losses. In addition to all the things you and your financial professional and advisors consider, please also consider the following questions:

 

1.

Do you still need 100% of the guaranteed death benefit? If you do, then the offer is most likely not appropriate for you. If, on the other hand, your circumstances have changed and 100% of the guaranteed death benefit is not important, then you may want to consider the offer and decide if one or more of the Affiliated Mutual Funds is appropriate for you.

 

3


2.

Do you still need to invest in a guaranteed interest option at a guaranteed rate at least equal to your Existing Contract’s guaranteed minimum annual rate? If you do, then the offer is most likely not appropriate for you. If, on the other hand, your circumstances have changed and a guaranteed interest option at a guaranteed rate at least equal to your Existing Contract’s guaranteed minimum annual rate is not important, then you may want to consider the offer and decide if one or more of the Affiliated Mutual Funds is appropriate for you.

 

Also, if your Employer or Plan allows contributions into Existing Contracts (or New Contracts when applicable) in the future and we allow you to exchange from Affiliated Mutual Funds back into your Existing Contract or a New Contract, you likely will not receive the same level of Guaranteed Benefits and a new withdrawal charge period will start. There is no guarantee that your Employer or Plan will allow contributions into Existing Contracts or New Contracts in the future.

 

 

When you fully exchange your Existing Contract for one or more of the Affiliated Mutual Funds, you lose the value of your existing Guaranteed Benefits which may be greater than the amount exchanged. If you later are allowed to exchange out of your Affiliated Mutual Funds into a New Contract, you establish guaranteed benefits in the New Contract equal to the amount exchanged from the Affiliated Mutual Funds which may be less. For example, assume your death benefit amount ($100,000) was greater than your account value ($90,000) when you fully exchanged your Existing Contract into three Affiliated Mutual Funds. A year later your Employer reopens Existing Contracts as a Plan investment option and you decide to exchange the value in your Affiliated Mutual Funds ($96,000) into a New Contract. Your new death benefit amount in the New Contract ($96,000) is equal the amount you exchange into the New Contract not the original death benefit amount which was higher.

 

 

When you partially exchange your Existing Contract for one or more of the Affiliated Mutual Funds, the value of your remaining Guaranteed Benefits are reduced on a pro rata basis (as discussed above). If you later are allowed to exchange the same amount from your Affiliated Mutual Funds back into your Existing Contract, the value of your Guaranteed Benefits may be lower. For example, assume your death benefit amount ($100,000) was greater than your account value ($90,000) when you exchanged $45,000 into three Affiliated Mutual Funds. Your Existing Contract’s death benefit amount immediately after the partial exchange would be $50,000 (the account value was reduced by 50% and therefore the death benefit was reduced by 50%). A year later your Existing Contract’s account value is $49,000 and its death benefit is still equal to $50,000. If your Employer reopens Existing Contracts as a Plan investment option and you then exchange the value in your Affiliated Mutual Funds ($48,000) back into your Existing Contract, your Existing Contract’s death benefit amount immediately after the exchange will be $98,000 ($50,000 + $48,000), which is lower than the original death benefit amount even though the account value of your Existing Contract and the value of the Affiliated Mutual Funds both increased before the exchange back into your Existing Contract.

 

Please remember, the Affiliated Mutual Funds do no provide any guaranteed benefits. If you exchange 100% of your account value under your Existing Contract for one or more of the Affiliated Mutual Funds, your Existing Contract will terminate, and you will lose your Guaranteed Benefits. If you exchange only a portion of your account value, the amount exchanged will reduce the account value of your Existing Contract on a dollar-for-dollar basis and will generally reduce the value of your death benefit, on a pro rata basis which could be greater than the dollar amount exchanged. You will also be subject to all the fees and charges under each applicable Affiliated Mutual Fund.

 

How do I accept this offer?

 

To accept this Exchange Offer, you must (1) be enrolled in the Program (please contact your financial professional for more information on how to enroll in the Program) and (2) complete the applicable exchange form. Please complete, sign and date the exchange form and return it to us at the following address:

 

AXA Equitable EQUI-VEST® Processing Office

P.O. Box 4956

Syracuse, NY 13221-4956

 

We will not process your acceptance of the offer until all applicable requirements are satisfied. Transactions requested but not completed due to your failure to provide sufficient information, or for any other reason beyond our control, will not be eligible for the offer.

 

Good order. If the Exchange Offer is received before the market closes on a business day, then the exchange out of the Existing Contract and the purchase of shares of the Affiliated Mutual Fund will occur at the next calculated price. The Exchange Offer is not available on (1) any day that you are not enrolled in the Program and (2) on a non-business day. We will not consider your acceptance of the offer to be in good order if we receive it on such a day or if it is missing any necessary information. If we receive your acceptance on a non-business day and it is otherwise complete, the exchange out of your Existing Contract and the purchase of shares of the Affiliated Mutual Fund will be processed on the next business day.

 

What are the tax implications of accepting the offer?

 

We view exchanges from the Existing Contracts in whole or in part to one or more of the Affiliated Mutual Funds as a “contract exchange within the same 403(b) plan,” as described in “Direct transfer contributions” in your Prospectus and therefore, accepting this Exchange Offer will generally not be viewed as a taxable distribution to you. However, amounts exchanged into one or more of the Affiliated Mutual Funds, including earnings, may be subject to more stringent withdrawal restrictions (e.g., employer and after tax contributions cannot be withdrawn before the participant has a severance from employment, becomes disabled or attains age 591/2). If you later exchange some or all of those amounts in your Affiliated Mutual Funds back into your Existing Contract or a New Contract, such withdrawal restrictions will remain with respect to those amounts. For more information, please see “Tax Information” in your Prospectus. You should discuss with your tax advisor whether it makes sense for you to accept the offer.

 

4


More information about this offer.

 

Although we do not directly compensate your financial professional based on your acceptance of this Exchange Offer, your financial professional may receive payments of varying amounts that may provide an incentive in recommending whether or not you should accept this Exchange Offer. For example, if you exchange some or all of your Existing Contract for an Affiliated Mutual Fund, your financial professional may receive compensation upon completion of that exchange. You should contact your financial professional for information about the compensation he or she receives. For additional information about compensation paid to your financial professional, see “Distribution of the contracts” in “More information” in your Prospectus.

 

Please note that your Existing Contract and any New Contract, if applicable, may each be a Program Investment Option. For ease of discussion regarding this Exchange Offer, this Supplement separates your Existing Contract and any New Contract from the Program Investment Options.

 

All exchanges are subject to our policies and procedures concerning frequent or disruptive transfer activity.

 

The Exchange Offer may vary for certain contracts, certificates, and in certain states and may not be available for all contracts or certificates, in all states, at all times or through all financial intermediaries. All material variations are described in this supplement. We may suspend, modify, or terminate this Exchange Offer at any time with notice, as described in this supplement. In the future, we may make new, additional or modified offers in connection with these Existing Contracts or certain benefits thereunder with different terms that may be more or less favorable than the terms described herein.

 

5


APPENDIX I

 

The following chart provides a brief summary comparison of some of the important features of your Existing Contract and the Affiliated Mutual Funds and between the Affiliated Mutual Funds and a New Contract. You should not rely solely on this chart in examining the differences between your Existing Contract and the Affiliated Mutual Funds and between the Affiliated Mutual Funds and a New Contract. There may be other differences important for you to consider prior to purchasing an Affiliated Mutual Fund or a New Contract. You should read your Prospectus and other information related to your Existing Contract and the prospectus for an Affiliated Mutual Fund and a New Contract prior to requesting any exchange. If you would like a prospectus for an Affiliated Mutual Fund or a New Contract, contact your financial professional or call (866) 638-0550. Please note, this chart does not create or modify any existing rights or Guaranteed Benefits, all of which are only established by your Existing Contract. Your Employer or Plan does not currently allow contributions into Existing Contracts or New Contracts, and there is no guarantee that they will do so in the future.

 

     Series 100   Series 200   AFFILIATED MUTUAL FUNDS

AnnualAdministrative Charge1

  $30   $30   $0
Separate Account Expenses   1.34%-1.49%   1.34%-1.49%   0
Variable Investment Option Fees   0.59%-1.94%   0.59%-1.94%   0
Record Keeping Fee   0   0   0.15%-1.20%
Mutual Fund Annual Operating Expenses   0   0   0%-2.26%2

MaximumWithdrawal Charge

  6%   6%   0%

LivingBenefit (charge)

  No   No   No

VariableInvestment Options

  92 (various classes)   92 (various classes)   0

DeathBenefit

  The greater of: (i) your account value (without adjustment for any otherwise applicable negative market value adjustment) and less any outstanding loan balance plus accrued interest as of the date we receive satisfactory proof of death, any required instructions, information and forms necessary to effect payment; and (ii) your total contributions, adjusted for withdrawals and any withdrawal charges and any taxes that may apply, less any outstanding loan balance plus accrued interest.   The greater of: (i) your account value (without adjustment for any otherwise applicable negative market value adjustment) and less any outstanding loan balance plus accrued interest as of the date we receive satisfactory proof of death, any required instructions, information and forms necessary to effect payment; and (ii) your total contributions, adjusted for withdrawals and any withdrawal charges and any taxes that may apply, less any outstanding loan balance plus accrued interest.   Account Value
Guaranteed minimum annual rate in the Guaranteed Interest Option3   1%-4%   1%-4%   No

FixedMaturity Options4

  Yes   Yes   No

StructuredInvestment Option5

  No   No   No

LifetimePayout Option

  Yes   Yes   No

AdditionalFeatures

  Investment simplifier   Investment simplifier   ProNvest Managed Account Service
1

Or 2% of account value if less.

2

Your Plan will designate the Mutual Funds which are available to you as Mutual Fund Program Investment Options. The high and low Mutual Fund Annual Operating Expenses will vary based on the Mutual Fund Program Investment Options available to you.

3

The guaranteed interest option is part of our general account and pays interest at guaranteed rates that are reset periodically.

4

The fixed maturity option is part of our general account and pays interest at a fixed rate for the duration of the option (generally between 1 – 10 years). A positive or negative market value adjustment applies if amounts are withdrawn before maturity.

5

The Structured Investment Option is an index-linked investment option.

 

EQUI-VEST® is issued by and is a registered service mark of AXA Equitable Life Insurance Company (AXA Equitable).

 

Co-distributed by affiliates AXA Advisors, LLC and AXA Distributors, LLC. 1290 Avenue of the Americas, New York, NY 10104.

Copyright 2019 AXA Equitable Life Insurance Company. All rights reserved.

 

AXA Equitable Life Insurance Company

1290 Avenue of the Americas, New York, NY 10104

(212) 554-1234

 

 
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