A Dark Vector Cognition product

Cover and table of contents

8K characters. Original on sec.gov · Markdown

Cover and table of contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

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

For the fiscal year ended December 31, 2019

OR

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

For the Transition Period from to

Commission File No. 1-11778 CHUBB LIMITED

(Exact name of registrant as specified in its charter)

Switzerland98-0091805
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

Baerengasse 32

Zurich, Switzerland CH-8001

(Address of principal executive offices) (Zip Code)

+41 (0)43 456 76 00

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Shares, par value CHF 24.15 per shareCBNew York Stock Exchange
Guarantee of Chubb INA Holdings Inc. 0.30% Senior Notes due 2024CB/24ANew York Stock Exchange
Guarantee of Chubb INA Holdings Inc. 0.875% Senior Notes due 2027CB/27New York Stock Exchange
Guarantee of Chubb INA Holdings Inc. 1.55% Senior Notes due 2028CB/28New York Stock Exchange
Guarantee of Chubb INA Holdings Inc. 0.875% Senior Notes due 2029CB/29ANew York Stock Exchange
Guarantee of Chubb INA Holdings Inc. 1.40% Senior Notes due 2031CB/31New York Stock Exchange
Guarantee of Chubb INA Holdings Inc. 2.50% Senior Notes due 2038CB/38ANew York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

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

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

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

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

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

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

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☑

The aggregate market value of voting stock held by non-affiliates as of June 28, 2019 (the last business day of the registrant's most recently completed second fiscal quarter), was approximately $67 billion. For the purposes of this computation, shares held by directors and officers of the registrant have been excluded. Such exclusion is not intended, nor shall it be deemed, to be an admission that such persons are affiliates of the registrant.

As of February 13, 2020 there were 451,907,796 Common Shares par value CHF 24.15 of the registrant outstanding.

Documents Incorporated by Reference

Certain portions of the registrant's definitive proxy statement relating to its 2020 Annual General Meeting of Shareholders are incorporated by reference into Part III of this report.

Table of Contents

CHUBB LIMITED INDEX TO 10-K

PART IPage
ITEM 1.Business2
ITEM 1A.Risk Factors19
ITEM 1B.Unresolved Staff Comments31
ITEM 2.Properties31
ITEM 3.Legal Proceedings31
ITEM 4.Mine Safety Disclosures31
PART II
ITEM 5.Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities32
ITEM 6.Selected Financial Data34
ITEM 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations35
ITEM 7A.Quantitative and Qualitative Disclosures About Market Risk90
ITEM 8.Financial Statements and Supplementary Data95
ITEM 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure95
ITEM 9A.Controls and Procedures95
ITEM 9B.Other Information95
PART III
ITEM 10.Directors, Executive Officers and Corporate Governance96
ITEM 11.Executive Compensation96
ITEM 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters96
ITEM 13.Certain Relationships and Related Transactions, and Director Independence97
ITEM 14.Principal Accounting Fees and Services97
PART IV
ITEM 15.Exhibits, Financial Statements Schedules98
ITEM 16.Form 10-K Summary106

Table of Contents

PART I

Next: Item 1. Business