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of the State of Delaware MetLife, Inc., a corporation organized and existing under the laws of the State of Delaware (the Company ), DOES HEREBY CERTIFY as follows: 1. On May 27, 2015, the Terms Committee (the Committee ) of the Board of Directors of the Company (the Board ), pursuant to the authority vested in the Committee and in accordance with the resolutions of the Board of Directors dated April 28, 2015, the provisions of the Amended and Restated Certificate of Incorporation and Amended and Restated By-Laws of the Company and applicable law, adopted resolutions creating a series of shares of Preferred Stock, par value $0.01 per share, of the Company, designated as the 5.250% Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series C (the Series C Preferred Stock ), of which 1,500,000 shares were authorized, and caused to be filed a Certificate of Designations of the Series C Preferred Stock (the Certificate of Designations ) with the Secretary

Lyndone oliverMetlife incLaws of the companyCorporation law of the state delawareCorporation lawCertificate of incorporation the companyDelaware the companyGeneral corporation lawTerms committeeRestated certificateRestated by lawsPreferred stockSeriesc preferred stockSeriesc preferred stockSeriesc preferredExecutive vice president