Chubb (CB) 10-K risk factor changes: FY2023 vs FY2022
The 2023-12-31 10-K against the 2022-12-31 one, compared heading by heading and sentence by sentence.
Item 1A51 rewritten37 added20 removed290 unchanged
All filing items2,220 rewritten2,249 added897 removed4,003 unchanged
Summary
counted, not written
- Item 1A lists 37 risk factor headings: 0 new, 3 reworded and 34 unchanged since FY2022. 1 heading from FY2022 no longer appears.
- Sentence by sentence, 2,249 added, 897 removed, 2,220 rewritten and 4,003 unchanged across 21 items that differ.
- New this year: Item 1C. Cybersecurity and Risk Governance.
New Item 1A headings (0)
No risk factor heading in this filing is absent from FY2022.
Removed Item 1A headings (1)
- COVID-19, the effects of global actions taken to contain its spread, and its economic and societal impact could adversely impact our businesses, invested assets, financial condition, and results of operations.
Reworded Item 1A headings (3)
- Our net income [added: and Shareholders' equity] may be volatile because certain products sold by our
[removed: Life Insurance business][added: life insurance businesses] expose us to future policy benefit (FPB) reserve and[removed: fair value liability][added: market risk benefits] changes that are directly affected by market and other factors and assumptions. - A decline in our financial strength ratings could affect our standing among distribution partners and customers and cause our premiums and earnings to decrease. A decline in our
[removed: debt][added: credit] ratings could increase our borrowing costs and impact our ability to access capital markets. - The Organization for Economic Cooperation and Development (OECD), European Union (EU), Swiss Federal Council, and other jurisdictions are
[removed: considering][added: considering, have considered,] or have passed measures that might change long standing tax principles that could increase our taxes.
A heading is new when no FY2022 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2023; struck-through words were in FY2022. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
51 rewritten, 37 added, 20 removed, 290 unchanged
Cyber catastrophic scenarios are not bound by time or geographic limitations and cyber catastrophic perils [removed: don’t] [added: do not] have well-established definitions and fundamental physical properties.
[Table of [removed: Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)][added: Contents](#idf707741c08f496b986f567184704870_7)]
[added: During the loss settlement] period, which can be many years in duration for some of our lines of business, additional facts regarding individual claims and trends often will become known which may result in a change in overall reserves.
We include in our loss reserves liabilities for latent [removed: claims] [added: claims,] such as asbestos and environmental (A&E), which are principally related to claims arising from remediation costs associated with hazardous waste sites and bodily-injury claims related to exposure to asbestos products and environmental hazards.
At December 31, [removed: 2022,] [added: 2023,] gross A&E liabilities represented approximately [removed: 2.0] [added: 1.8] percent of our gross loss reserves.
Accordingly, the ultimate settlement of losses, arising from either latent or non-latent causes, may be significantly greater or less than the loss and loss [removed: expense reserves held at the balance sheet date.]
However, there are inherent limitations in all of these [removed: tactics] [added: tactics,] and no assurance can be given against the possibility of an event or series of events that could result in loss levels that could have an adverse effect on our financial condition or results of operations.
At December 31, [removed: 2022,] [added: 2023,] we had [removed: $19.2] [added: $20.2] billion of reinsurance recoverables, net of reserves for uncollectible recoverables.
At December 31, [removed: 2022,] [added: 2023,] the aggregate reinsurance balances ceded by our active subsidiaries to Century were approximately [removed: $1.9] [added: $1.8] billion.
Should Century's loss reserves experience adverse development in the future and should Century be placed into rehabilitation or liquidation, the reinsurance recoverables due from Century to its affiliates would be payable only after the payment in full of third-party expenses and liabilities, including administrative expenses [removed: and direct policy liabilities.]
Our net income [added: and Shareholders' equity] may be volatile because certain products sold by our [removed: Life Insurance business expose] [added: life insurance businesses expose] us to future policy benefit (FPB) reserve and [removed: fair value liability] [added: market risk benefits] changes that are directly affected by market and other factors and assumptions.
[removed: Effective January 1, 2023, we adopted new U.S. GAAP accounting guidance for long-duration contracts (LDTI) that affects the accounting for guaranteed] [added: Guaranteed] minimum death benefits (GMDB) and guaranteed living benefits (GLB), principally guaranteed minimum income benefits (GMIB), associated with variable annuity contracts, [added: are] collectively referred to as market risk benefits (MRB).
Under reinsurance programs covering variable annuity guarantees, we assumed the risk of GMDB and [removed: GMIB,] [added: GMIB] associated with variable annuity contracts.
With the adoption of [removed: LDTI, effective January 1, 2023,] [added: long-duration targeted improvements (LDTI),] the accounting for our FPB reserves [removed: will] [added: is] also [removed: be] sensitive to changing interest rate conditions.
[removed: The LDTI guidance requires that we] [added: We are required to] update [removed: FPB reserves] for changes in discount rates quarterly [added: and review assumptions at least annually,] which could cause volatility in our [added: net income and] shareholders' equity.
[added: If the financial] condition of these companies were adversely affected by the economy or otherwise, we may experience an increase in filed claims and may incur high severity losses, which could have an adverse effect on our results of operations.
[removed: While we generally seek to mitigate this risk] through collateral agreements and maintain a provision for uncollectible accounts associated with this credit exposure, an increased inability of customers to reimburse us in this context could have an adverse effect on our financial condition and results of operations.
[added: For the life] insurance business, policyholder behavior may be influenced by changing interest rate conditions and require a re-balancing of duration to effectively manage our asset/liability position.
However, a smaller portion of the portfolio, approximately 17 percent at December 31, [removed: 2022,] [added: 2023,] is invested in below investment-grade securities.
As a part of our ongoing analysis of our investment portfolio, we are required to assess current expected credit losses for [removed: all held-to-maturity securities] [added: our private debt held-for-investment] and evaluate expected credit losses for available-for-sale securities when fair value is below amortized cost, which considers reasonable and supportable forecasts of future economic conditions in addition to information about past events and current conditions.
In the case of equity financings, dilution to our shareholders could result, and in any case, such securities may have rights, preferences, and privileges that are senior to those of our Common [removed: Shares.]
A decline in our [removed: debt] [added: credit] ratings could increase our borrowing costs and impact our ability to access capital markets.
[added: Additionally, we could be] required to post collateral or be faced with the cancellation of policies and resulting premium in certain circumstances.
Repayment of loans receivable, guarantee fees and dividends and other permitted distributions from our insurance subsidiaries are its primary sources of funds to meet ongoing cash requirements, including any future debt service payments, other expenses, repurchases of its shares, and [removed: to pay] [added: paying] dividends to our shareholders.
Any future [removed: revocation] [added: revocation, lapse, expiration,] or loss of our Swiss tax rulings or the inability to conduct repurchases in accordance with these rulings could jeopardize our ability to continue repurchasing our shares.
The principal currencies creating foreign exchange risk are the Korean won, Chinese yuan, Canadian dollar, Australian dollar, [added: Taiwan dollar,] Mexican peso, Brazilian real, Thai baht, [removed: Japanese yen, euro,] [added: British pound sterling,] and [removed: Hong Kong dollar.][added: euro.]
At December 31, [removed: 2022,] [added: 2023,] approximately [removed: 33.3] [added: 31.8] percent of our unhedged net assets were denominated in foreign currencies.
We may from [removed: time to time] [added: time-to-time] face challenges resulting from changes in applicable law and regulations in particular jurisdictions, or changes in approach to oversight of our business from insurance or other regulators.
Laws and regulations not specifically related to the insurance industry include trade sanctions that relate to certain countries, anti-money [added: laundering laws, and anti-corruption laws.]
[removed: There are also Risk Based] Capital (RBC) requirements in the U.S. which are also subject to revision in response to global developments.
For example, we are subject to the New York Department of Financial Services’ Cybersecurity Regulation (the NYDFS Cybersecurity Regulation) which mandates detailed cybersecurity standards [added: and other obligations] for all institutions, including insurance entities, authorized by the NYDFS to operate in New York.
Our failure to comply with GDPR and other countries’ privacy or data security-related laws, rules or regulations could result in significant penalties imposed by regulators, which could have an adverse effect on our business, financial [removed: condition] [added: condition,] and results of operations.
Both current and future foreign operations could be adversely affected by unfavorable geopolitical developments, including law changes; tax changes; changes in trade policies; changes to visa or immigration policies; regulatory restrictions; government leadership changes; political events and upheaval; sociopolitical instability; social, political or economic instability resulting from climate change; and nationalization of our [added: operations without compensation.]
Like all global companies, our systems [removed: have] and those of our third-party service providers, have been, and will likely continue to be, [added: targeted by or] subject to [removed: threats from viruses] [added: viruses, malware] or other malicious codes, unauthorized access, cyber-attacks, cyber [removed: frauds] [added: frauds, ransomware] or other [removed: computer-related penetrations.][added: unauthorized occurrences, on or conducted through our information systems, which jeopardize the confidentiality, integrity or availability of our information or information systems.]
Although we have implemented administrative and technical controls and have taken protective actions [added: designed] to reduce the risk of cyber incidents and to protect our information technology and assets, including conducting due diligence security reviews and negotiating agreements with third-party service providers, and we additionally endeavor to modify such procedures and agreements as circumstances warrant, such measures may be insufficient to prevent unauthorized access, computer viruses, malware or other malicious code or cyber-attack, [added: ransomware, phishing scams, or similar attempts to fraudulently induce our employees or others to take actions which compromise our information or information systems,] business compromise attacks, catastrophic events, system failures and disruptions, employee errors, negligence or malfeasance, loss of assets or data and other events that could have security consequences (each, a Security Event).
As the breadth and complexity of our security infrastructure continues to grow, the [removed: potential] risk of a Security Event increases.
Such an event or events may jeopardize Chubb's or its clients' or counterparties' confidential and other information processed and stored within Chubb, and transmitted through its [removed: computer systems and networks,] [added: information systems,] or otherwise cause interruptions, delays, or malfunctions in Chubb's, its clients', its counterparties', or third parties' operations, or result in data loss or loss of assets which could result in significant losses, reputational damage or an adverse effect on our operations and critical business functions.
In instances where we rely on third parties to perform business functions and process data on our behalf, Chubb may be exposed to additional data security [removed: risk.][added: risk as a result of Security Events that impact the third party or others upon whom they rely.]
Despite the contingency plans and [removed: facilities] [added: facilities,] we have in place and our efforts to observe the regulatory requirements surrounding information security, our ability to conduct business may be adversely affected by a disruption of the infrastructure that supports our business in the communities in which we are located, or of outsourced services or functions.
This may include a disruption involving electrical, communications, transportation, or other services used by [removed: Chubb.][added: Chubb or third parties on whom we rely.]
expense reserves held at the balance sheet date.
[Table of Contents](#idf707741c08f496b986f567184704870_7)
and direct policy liabilities.
Our net income is directly impacted by the changes in the MRB liability reflecting market conditions, policyholder behavior, and other changes in assumptions.
While we generally seek to mitigate this risk
[Table of Contents](#idf707741c08f496b986f567184704870_7)
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Shares.
[Table of Contents](#idf707741c08f496b986f567184704870_7)
Furthermore, governments, regulators, investors, customers, and other stakeholders have increased their focus on climate change risk reporting.
A variety of governments and regulators have adopted or are in the process of adopting climate change and greenhouse gas emissions disclosure requirements for which Chubb and certain of its individual subsidiaries are or will be subject to in the future.
Chubb also receives requests for information from investors, customers and other stakeholders from time to time on various aspects of its policies and strategies relating to climate change.
This has resulted in expanded and increasingly complex expectations related to reporting under multiple, various, disparate and potentially inconsistent reporting requirements, increased due diligence, and potential requirements for the reporting of scope 3 emissions.
Responding to such disclosure requirements and requests involves risks and uncertainties, including depending in part on estimates and third-party data that is outside our control.
New reporting standards, regulations and requirements with various aims and goals could expose us to legal, regulatory, investor and other stakeholder scrutiny, and customers that disagree with our actions or reporting on climate change may determine not to do business with us, all of which may adversely affect our business, reputation and results of operations.
There are also Risk Based
[Table of Contents](#idf707741c08f496b986f567184704870_7)
Regulatory standards relating to the use of artificial intelligence are evolving in the countries where we do business, and may increase risks associated with bias, unfair discrimination, transparency, and information security.
The application of existing law and introduction of new or revised laws and regulations may require changes in our operations and increase compliance costs.
[Table of Contents](#idf707741c08f496b986f567184704870_7)
Cybersecurity threats are rapidly evolving and those threats and the means for obtaining access to our systems are becoming increasingly sophisticated.
Cybersecurity threats can originate from a wide variety of sources including terrorists, nation states, financially motivated actors, internal actors, or third parties, such as external service providers, and the techniques used change frequently or are often not recognized until after they have been launched.
The rapid evolution and increased adoption of artificial intelligence technologies may intensify our cybersecurity risks including the deployment of artificial intelligence by bad actors intent on finding and exploiting vulnerabilities, their use of "deep fakes," and long-term persistent attacks.
This risk may be
[Table of Contents](#idf707741c08f496b986f567184704870_7)
If an agreement is terminated before closing, the result would be that our
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Historically, our Bermuda operations have not been subject to Bermuda income tax.
However, on December 27, 2023, the Government of Bermuda enacted a 15 percent income tax effective January 1, 2025.
We currently anticipate that the new Bermuda income tax would be a covered tax under the OECD’s global minimum tax regime discussed in our Risk Factor below titled “The Organization for Economic Cooperation and Development (OECD), European Union (EU), Swiss Federal Council, and other jurisdictions are considering, have considered, or have passed measures that might change long standing tax principles that could increase our taxes.” Therefore, we would expect any implementation of the OECD global minimum tax regime to count any enacted Bermuda income tax toward such OECD minimum tax.
The imposition of the Bermuda corporate income tax could have an adverse effect on our results of operations beginning in 2025.
To date, many EU and other countries have enacted the 15 percent global minimum tax.
Switzerland has enacted aspects of these rules but has not enacted the income inclusion rule or under taxed payment rule.
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income tax laws.
COVID-19, the effects of global actions taken to contain its spread, and its economic and societal impact could adversely impact our businesses, invested assets, financial condition, and results of operations.
Although the adverse impact of COVID-19 and related variants (the “pandemic”) is lessening through medical advances (including the widespread distribution of vaccines, antiviral medicines, and other treatments) and the removal or lessening of government restrictions on economic and social activity, COVID-19 continues to threaten further disruption to public health, the global economy, financial markets, and commercial, social and community activity generally.
Depending on the course of the pandemic, including the spread of new variants, and government responses, COVID-19 may continue to affect our current and future financial results.
We may experience higher levels of loss and, claims activity in certain lines of business in excess of losses we have already recognized, and our premiums could also be adversely affected by any repeated or further suppression of global commercial activity that results in a reduction in insurable assets and other exposure.
Financial conditions resulting from the pandemic and the economic consequences of the resulting fiscal and monetary policy may also have a negative effect on the value and quality of our portfolio of invested assets, thereby adversely affecting our investment returns and increasing our credit and related risk.
Certain lines of our business, such as our variable annuity life reinsurance business, may require additional forms of collateral in the event of a decline in the securities and benchmarks to which those repayment mechanisms are linked.
During the loss settlement
In some instances, these changes may not become apparent until after we have issued insurance or reinsurance contracts that are affected by the changes.
Our net income is directly impacted by the change in the fair value of the MRB liability.
If the financial
Moreover, deposits paid in connection with our agreements to acquire additional shares of Huatai Group expose us to risk if the transactions are not completed.
For the life
Additionally, we could be
laundering laws, and anti-corruption laws.
operations without compensation.
In addition, goodwill and intangible assets recorded in connection with
The Bermuda Minister of Finance, under the Exempted Undertakings Tax Protection Act 1966 of Bermuda, as amended, has given Chubb Limited and its Bermuda insurance subsidiaries a written assurance that if any legislation is enacted in Bermuda that would impose tax computed on profits or income, or computed on any capital asset, gain, or appreciation, then the imposition of any such tax would not be applicable to those companies or any of their respective operations, shares, debentures, or other obligations until March 31, 2035, except insofar as such tax would apply to persons ordinarily resident in Bermuda or is payable by us in respect of real property owned or leased by us in Bermuda.
We cannot be certain that we will not be subject to any Bermuda tax after March 31, 2035.
However, the voting rights exercisable by a shareholder may be limited so that
The final regulations are effective for tax years beginning after January 15, 2021 and applied to us in 2022.
An excerpt. Shown here: 40 of 51 rewritten, all 37 added and all 20 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2023 filing and the FY2022 filing.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
546 rewritten, 364 added, 232 removed, 869 unchanged
The following is a discussion of our financial condition and results of operations for the years ended December 31, [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] and comparisons between [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]
Comparisons between [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] have been omitted from this Form 10-K, but can be found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of our Form 10-K for the year ended December 31, [removed: 2021.][added: 2022.]
| [Forward-Looking [removed: Statements](#i940fac7f3b2648c4bdbb8dd5cc76d072_115)] [added: Statements](#idf707741c08f496b986f567184704870_112)] | | | [removed: [37](#i940fac7f3b2648c4bdbb8dd5cc76d072_115)] [added: [40](#idf707741c08f496b986f567184704870_112)] | | |
| [Critical Accounting [removed: Estimates](#i940fac7f3b2648c4bdbb8dd5cc76d072_127)] [added: Estimates](#idf707741c08f496b986f567184704870_127)] | | | [removed: [39](#i940fac7f3b2648c4bdbb8dd5cc76d072_127)] [added: [42](#idf707741c08f496b986f567184704870_127)] | | |
| [Consolidated Operating [removed: Results](#i940fac7f3b2648c4bdbb8dd5cc76d072_154)] [added: Results](#idf707741c08f496b986f567184704870_154)] | | | [removed: [48](#i940fac7f3b2648c4bdbb8dd5cc76d072_154)] [added: [52](#idf707741c08f496b986f567184704870_154)] | | |
| [Segment Operating [removed: Results](#i940fac7f3b2648c4bdbb8dd5cc76d072_166)] [added: Results](#idf707741c08f496b986f567184704870_166)] | | | [removed: [53](#i940fac7f3b2648c4bdbb8dd5cc76d072_166)] [added: [58](#idf707741c08f496b986f567184704870_166)] | | |
| [Net Realized and Unrealized Gains [removed: (Losses)](#i940fac7f3b2648c4bdbb8dd5cc76d072_202)] [added: (Losses)](#idf707741c08f496b986f567184704870_202)] | | | [removed: [62](#i940fac7f3b2648c4bdbb8dd5cc76d072_202)] [added: [67](#idf707741c08f496b986f567184704870_202)] | | |
| [Non-GAAP [removed: Reconciliation](#i940fac7f3b2648c4bdbb8dd5cc76d072_211)] [added: Reconciliation](#idf707741c08f496b986f567184704870_211)] | | | [removed: [63](#i940fac7f3b2648c4bdbb8dd5cc76d072_211)] [added: [68](#idf707741c08f496b986f567184704870_211)] | | |
| [Net Investment [removed: Income](#i940fac7f3b2648c4bdbb8dd5cc76d072_217)] [added: Income](#idf707741c08f496b986f567184704870_217)] | | | [removed: [67](#i940fac7f3b2648c4bdbb8dd5cc76d072_217)] [added: [72](#idf707741c08f496b986f567184704870_217)] | | |
| [Interest [removed: Expense](#i940fac7f3b2648c4bdbb8dd5cc76d072_220)] [added: Expense](#idf707741c08f496b986f567184704870_220)] | | | [removed: [67](#i940fac7f3b2648c4bdbb8dd5cc76d072_220)] [added: [72](#idf707741c08f496b986f567184704870_220)] | | |
| [Amortization of Purchased Intangibles and Other [removed: Amortization](#i940fac7f3b2648c4bdbb8dd5cc76d072_223)] [added: Amortization](#idf707741c08f496b986f567184704870_223)] | | | [removed: [68](#i940fac7f3b2648c4bdbb8dd5cc76d072_223)] [added: [73](#idf707741c08f496b986f567184704870_223)] | | |
| [removed: [Investments](#i940fac7f3b2648c4bdbb8dd5cc76d072_226)] [added: [Investments](#idf707741c08f496b986f567184704870_226)] | | | [removed: [69](#i940fac7f3b2648c4bdbb8dd5cc76d072_226)] [added: [74](#idf707741c08f496b986f567184704870_226)] | | |
| [Asbestos and Environmental [removed: (A&E)](#i940fac7f3b2648c4bdbb8dd5cc76d072_232)] [added: (A&E)](#idf707741c08f496b986f567184704870_232)] | | | [removed: [72](#i940fac7f3b2648c4bdbb8dd5cc76d072_232)] [added: [78](#idf707741c08f496b986f567184704870_232)] | | |
| [Catastrophe [removed: Management](#i940fac7f3b2648c4bdbb8dd5cc76d072_235)] [added: Management](#idf707741c08f496b986f567184704870_235)] | | | [removed: [73](#i940fac7f3b2648c4bdbb8dd5cc76d072_235)] [added: [79](#idf707741c08f496b986f567184704870_235)] | | |
| [Global [removed: Property](#i940fac7f3b2648c4bdbb8dd5cc76d072_238)] [added: Property](#idf707741c08f496b986f567184704870_238)] [Catastrophe Reinsurance [removed: Program](#i940fac7f3b2648c4bdbb8dd5cc76d072_238)] [added: Program](#idf707741c08f496b986f567184704870_238)] | | | [removed: [75](#i940fac7f3b2648c4bdbb8dd5cc76d072_238)] [added: [81](#idf707741c08f496b986f567184704870_238)] | | |
| [Political Risk and Credit [removed: Insurance](#i940fac7f3b2648c4bdbb8dd5cc76d072_241)] [added: Insurance](#idf707741c08f496b986f567184704870_241)] | | | [removed: [75](#i940fac7f3b2648c4bdbb8dd5cc76d072_241)] [added: [82](#idf707741c08f496b986f567184704870_241)] | | |
| [Crop [removed: Insurance](#i940fac7f3b2648c4bdbb8dd5cc76d072_244)] [added: Insurance](#idf707741c08f496b986f567184704870_244)] | | | [removed: [76](#i940fac7f3b2648c4bdbb8dd5cc76d072_244)] [added: [82](#idf707741c08f496b986f567184704870_244)] | | |
| [removed: [Liquidity](#i940fac7f3b2648c4bdbb8dd5cc76d072_250)] [added: [Liquidity](#idf707741c08f496b986f567184704870_250)] | | | [removed: [77](#i940fac7f3b2648c4bdbb8dd5cc76d072_250)] [added: [84](#idf707741c08f496b986f567184704870_250)] | | |
| [Capital [removed: Resources](#i940fac7f3b2648c4bdbb8dd5cc76d072_259)] [added: Resources](#idf707741c08f496b986f567184704870_259)] | | | [removed: [79](#i940fac7f3b2648c4bdbb8dd5cc76d072_259)] [added: [86](#idf707741c08f496b986f567184704870_259)] | | |
| [Information provided in connection with outstanding debt of [removed: subsidiaries](#i940fac7f3b2648c4bdbb8dd5cc76d072_265)] [added: subsidiaries](#idf707741c08f496b986f567184704870_268)] | | | [removed: [83](#i940fac7f3b2648c4bdbb8dd5cc76d072_265)] [added: [89](#idf707741c08f496b986f567184704870_268)] | | |
[Table of [removed: Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)][added: Contents](#idf707741c08f496b986f567184704870_7)]
- [removed: infection rates and] severity of [removed: COVID-19] [added: pandemics] and related risks, and their effects on our business operations and claims activity, and any adverse impact to our insureds, brokers, agents, and employees; actual claims may exceed our best estimate of ultimate insurance losses incurred which could change including as a result of, among other things, the impact of legislative or regulatory actions taken in response to [removed: COVID-19;][added: a pandemic;]
- changes to our assessment as to whether it is more likely than not that we will be required to sell, or have the intent to sell, [removed: available for sale] [added: available-for-sale] fixed maturity investments before their anticipated recovery;
- acquisitions made performing differently than expected, our failure to realize anticipated expense-related efficiencies or growth from acquisitions, the impact of acquisitions on our pre-existing organization, and risks and uncertainties relating to our [removed: planned] [added: outstanding] purchases of additional interests in Huatai Insurance Group Co., Ltd. (Huatai [removed: Group), including our ability to receive Chinese insurance regulatory approval and complete the purchases;][added: Group);]
Our Consolidated Financial Statements include amounts that, either by their nature or due to requirements of generally accepted accounting principles in the U.S. [removed: (GAAP),] [added: (U.S. GAAP),] are determined using best estimates and assumptions.
[removed: - the valuation] [added: Valuation] of value of business acquired (VOBA) and amortization of [removed: deferred policy acquisition costs and VOBA;][added: VOBA]
[added: -] Effective January 1, 2023, [removed: Chubb] [added: we] adopted the [removed: long-duration targeted improvement] [added: Long-Duration Targeted Improvements] (LDTI) U.S. GAAP [removed: accounting guidance] [added: guidance,] which [removed: affects] [added: principally impacted] the [removed: recognition, measurement, presentation, and disclosure requirements for long-duration contracts.][added: Life Insurance segment.]
Refer to Note 1 [removed: t)] [added: f)] to the Consolidated Financial Statements for additional information.
As an insurance and reinsurance company, we are required by applicable laws and regulations and [added: U.S.] GAAP to establish loss and loss expense reserves for the estimated unpaid portion of the ultimate liability for losses and loss expenses under the terms of our policies and agreements with our insured and reinsured customers.
At December 31, [removed: 2022,] [added: 2023,] our gross unpaid loss and loss expense reserves were [removed: $76.3] [added: $80.1] billion and our net unpaid loss and loss expense reserves were [removed: $59.2] [added: $62.2] billion.
| | | | December 31, [removed: 2022] [added: 2023] | | | | | | | | | | | | | | | | | | December 31, [removed: 2021] [added: 2022] | | | | | | | | | | | | | | |
| Other (including foreign exchange translation) | | | [removed: (837)] [added: —] | | | | | | [removed: (254)] [added: (83)] | | | | | | [removed: (583)] [added: 83] | | | | | | [removed: (659)] [added: (837)] | | | | | | [removed: (158)] [added: (265)] | | | | | | [removed: (501)] [added: (572)] | | |
[added: IBNR] may also include provisions to account for the possibility that reported claims may settle for amounts that differ from the established case reserves.
For information on our reserving process, refer to Note [removed: 7] [added: 8] to the Consolidated Financial Statements.
While we believe that our reserve for unpaid losses and loss expenses at December 31, [removed: 2022,] [added: 2023,] is adequate, new information or emerging trends that differ from our assumptions may lead to future development of losses and loss expenses that is significantly greater or less than the recorded reserve, which could have a material effect on future operating results.
This represents an impact of about [removed: 10.6] [added: 10.7] percent relative to recorded net loss and loss expense reserves of approximately [removed: $10.0] [added: $10.2] billion.
Specifically, for our main U.S. Excess/Umbrella portfolios, a five percentage point change in the tail factor (e.g., 1.10 changed to either 1.15 or 1.05) would cause a change of approximately [removed: $637 million,] [added: $0.7 billion,] either positive or negative, for the projected net loss and loss expense reserves.
This represents an impact of about [removed: 17.8] [added: 18] percent relative to recorded net loss and loss expense reserves of approximately [removed: $3.6] [added: $3.9] billion for these portfolios.
The reserve portfolio for our Chubb Bermuda operations contains exposure to predominantly high excess liability coverage on an occurrence-first-reported basis (typically with attachment points in excess of $325 million and gross limits of up to $150 million) and D&O and other professional liability coverage on a claims-made basis (typically with attachment points in excess of [removed: $125] [added: $100] million and gross limits of up to $75 million).
As a result of the low frequency/high severity nature of the book, a small difference in the actual vs. expected claim frequency, either positive or negative, could result in a material change to the projected ultimate loss if such change in claim frequency was related to a policy where [removed: close to maximum] [added: significant] limits were deployed.
| [Overview](#idf707741c08f496b986f567184704870_115) | | | [41](#idf707741c08f496b986f567184704870_115) | | |
| [Effective Income Tax Rate](#idf707741c08f496b986f567184704870_208) | | | [66](#idf707741c08f496b986f567184704870_208) | | |
| [Ratings](#idf707741c08f496b986f567184704870_262) | | | [88](#idf707741c08f496b986f567184704870_262) | | |
| [Credit Facilities](#idf707741c08f496b986f567184704870_271) | | | [90](#idf707741c08f496b986f567184704870_271) | | |
[Table of Contents](#idf707741c08f496b986f567184704870_7)
[Table of Contents](#idf707741c08f496b986f567184704870_7)
| Balance, beginning of year | | | $ | 75,747 | | | | | $ | 17,086 | | | | | $ | 58,661 | | | | | $ | 72,330 | | | | | $ | 16,132 | | | | | $ | 56,198 | |
| Losses and loss expenses incurred | | | 31,346 | | | | | | 7,246 | | | | | | 24,100 | | | | | | 29,424 | | | | | | 6,852 | | | | | | 22,572 | | |
| Losses and loss expenses paid | | | (27,802) | | | | | | (6,791) | | | | | | (21,011) | | | | | | (25,170) | | | | | | (5,633) | | | | | | (19,537) | | |
| Consolidation of Huatai | | | 831 | | | | | | 426 | | | | | | 405 | | | | | | — | | | | | | — | | | | | | — | | |
| Balance, end of year | | | $ | 80,122 | | | | | $ | 17,884 | | | | | $ | 62,238 | | | | | $ | 75,747 | | | | | $ | 17,086 | | | | | $ | 58,661 | |
[Table of Contents](#idf707741c08f496b986f567184704870_7)
[Table of Contents](#idf707741c08f496b986f567184704870_7)
[Table of Contents](#idf707741c08f496b986f567184704870_7)
If pricing a renewal contract, we compare data in the renewal submission to our financial data and investigate any discrepancies.
[Table of Contents](#idf707741c08f496b986f567184704870_7)
Accordingly, Chubb establishes a liability for future policy benefits (FPBL) which comprises the present value of estimated future policy benefits to be paid along with certain related expenses, less the present value of estimated future net premiums to be collected.
For traditional and limited-payment life insurance contracts, the FPBL is established using a net premium valuation methodology, such that expected policyholder benefit payments are accrued in proportion to premium revenue recognized.
Under the net premium methodology, a net premium ratio (NPR) is calculated which requires assumptions on the future cash flow impact of numerous factors including mortality, morbidity, persistency, policyholder behavior, discount rates, and unpaid loss adjustment expenses.
We have elected to use unpaid loss adjustment expense assumptions that are locked in at contract inception and are not subsequently reviewed or updated.
Except for these expenses, assumptions are regularly reviewed.
The following sections discuss the determination of assumptions that management believes to be critical accounting estimates, which depend on the application of significant, subjective, and complex judgments.
*Determining management’s best estimates*
For traditional and limited-payment long-duration contracts, actuarial assumptions on mortality, morbidity, persistency, and policyholder behavior represent management’s long-term best estimates.
These best estimate assumptions are generally based on our experience, industry experience, or other factors if there is not sufficient credibility.
In establishing best estimate assumptions, we take into consideration the prospective impact of experience deterioration, product changes, distribution changes, and other relevant environmental changes which could result in differences from historically observed experience.
Generally, we do not expect trends to change significantly in the short term and, to the extent trends may change, we expect the
[Table of Contents](#idf707741c08f496b986f567184704870_7)
change to be gradual over the long term.
Best estimate assumptions are reviewed and updated at least annually, and may be updated in interim periods if we observe a material change indicative of a long-term trend.
Changes to best estimate assumptions impact expected future cash flows and result in a remeasurement of the FPBL.
The FPBL is also remeasured to account for differences between expected and actual experience on mortality, morbidity, and persistency.
All such remeasurements are reflected in Policy benefits in the Consolidated statements of operations in the period in which best estimate assumptions were updated.
The discount rates used to calculate the net premium ratio are locked in at policy inception, and serve as the basis to recognize interest expense for the life of the policy.
Discount rates used to measure the carrying value of the FPBL are updated quarterly, and the differences between the liability balances calculated using the locked-in discount rates and the updated discount rates are recognized in Other comprehensive income (OCI).
The discount rate methodology is designed to prioritize observable inputs based on market data available in the local debt markets where the respective policies were issued in the currency in which the policies are denominated.
For the discount rates applicable to tenors for which the single-A debt market is not liquid or there is little or no observable market data, we use various estimation techniques, which include, but are not limited to: (i) for tenors where there is less observable market data and/or the observable market data is available for similar instruments, estimating tenor-specific single-A credit spreads and applying them to risk-free government rates; (ii) for tenors where there is very limited or no observable single-A or similar market data, interpolation and extrapolation techniques.
*Deferred profit liabilities*
Reserves for limited-payment contracts, under which benefits extend beyond the period of premium collection, also include a deferred profit liability (DPL) that represents gross premiums received in excess of expected net premiums.
The amortization of DPL is included in Policy benefits on the Consolidated statements of operations, and is in relation to either the discounted amount of insurance in force for life insurance, or expected benefit payments for annuity contracts.
| [Overview](#i940fac7f3b2648c4bdbb8dd5cc76d072_118) | | | [38](#i940fac7f3b2648c4bdbb8dd5cc76d072_118) | | |
| [Credit Facilities](#i940fac7f3b2648c4bdbb8dd5cc76d072_268) | | | [84](#i940fac7f3b2648c4bdbb8dd5cc76d072_268) | | |
| [Ratings](#i940fac7f3b2648c4bdbb8dd5cc76d072_271) | | | [82](#i940fac7f3b2648c4bdbb8dd5cc76d072_271) | | |
Therefore, the assumptions and methods used for future policy benefit reserves, VOBA, and deferred policy acquisition costs will be changed to reflect this new accounting guidance.
| Balance, beginning of year | | | $ | 72,943 | | | | | $ | 16,184 | | | | | $ | 56,759 | | | | | $ | 67,811 | | | | | $ | 14,647 | | | | | $ | 53,164 | |
| Losses and loss expenses incurred | | | 30,346 | | | | | | 7,004 | | | | | | 23,342 | | | | | | 28,033 | | | | | | 6,053 | | | | | | 21,980 | | |
| Losses and loss expenses paid | | | (26,129) | | | | | | (5,806) | | | | | | (20,323) | | | | | | (22,242) | | | | | | (4,358) | | | | | | (17,884) | | |
| Balance, end of year | | | $ | 76,323 | | | | | $ | 17,128 | | | | | $ | 59,195 | | | | | $ | 72,943 | | | | | $ | 16,184 | | | | | $ | 56,759 | |
IBNR
The impact of COVID on both underlying exposures and the legal and claim adjudication processes adds an additional layer of complexity.
We issue contracts in our Overseas General Insurance and Life Insurance segments that are classified as long-duration.
In accordance with GAAP, we establish reserves for contracts determined to be long-duration based on approved actuarial methods that include assumptions related to expenses, mortality, morbidity, persistency and investment yields.
For traditional long-duration contracts, these assumptions also include a provision for adverse deviation (PAD), and are “locked in” at the inception of the contract, meaning we use our original assumptions throughout the life of the policy and do not subsequently modify them unless we deem the reserves to be inadequate; while for non-traditional long-duration contracts, the assumptions do not include a PAD and are unlocked at each reporting date.
The future policy benefits reserves balance is regularly evaluated for a premium deficiency.
If experience is less favorable than assumptions, additional liabilities may be required, resulting in a charge to policyholder benefits and claims.
Effective January 1, 2023, we adopted LDTI that affects the accounting for future policy benefit reserves.
As a result, cash flow assumptions underlying the liability for future policy benefits for traditional and limited-payment contracts must be updated at least annually reflecting current best estimate assumptions whereas under prior U.S. GAAP guidance such assumptions are locked-in for the life of the policy as noted previously.
The discount rate at contract issuance is locked in for purposes of determining interest accretion recognized through earnings over the life of the contract; however, on a quarterly basis, LDTI also requires the remeasurement of the liability for future policy benefits using the then-current discount rate with changes recognized in OCI.
In addition, under LDTI a provision for adverse deviation is no longer allowed when establishing reserves, premium deficiency testing is no longer required, and the net premium ratio cannot exceed 100 percent for any given cohort of contracts.
reserves.
We amortize deferred policy acquisition costs associated with long-duration contracts and VOBA (collectively policy acquisition costs) over the estimated life of the contracts, generally in proportion to premium revenue recognized based upon the same assumptions used in estimating the liability for future policy benefits.
For non-traditional long-duration contracts, we amortize policy acquisition costs over the expected life of the contracts in proportion to estimates of expected gross profits.
The estimated life is established at the inception of the contracts or upon acquisition and is based on current persistency assumptions.
Policy acquisition costs, which consist of commissions, premium taxes, and certain underwriting costs related directly to the successful acquisition of a new or renewal insurance contract, are reviewed to determine if they are recoverable from future income, including investment income.
Effective January 1, 2023, we adopted LDTI that affects the accounting for deferred policy acquisition costs and VOBA.
As a result, we will amortize deferred policy acquisition costs on a straight-line basis over the estimated life of the contract, as compared to in proportion to premium revenue or expected gross profits as noted previously.
In addition, we have elected to align our VOBA amortization with the new requirement under LDTI for deferred policy acquisition costs.
| Captives | | | | | | 2,455 | | | | | | 348 | | | | | | 13 | | |
| Total | | | | | | $ | 19,252 | | | | | $ | 15,118 | | | | | $ | 351 | |
At December 31, 2022, our net deferred tax liability was $292 million.
During 2022, our goodwill balance increased reflecting the acquisition of Cigna's Asia business.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Net premiums written | | | $ | 41,755 | | | | | $ | 37,868 | | | | | $ | 33,820 | | | | | 10.3 | | % | | | | 12.0 | | % |
| Net premiums earned | | | 40,389 | | | | | | 36,355 | | | | | | 33,117 | | | | | | 11.1 | | % | | | | 9.8 | | % |
| Net realized gains (losses) | | | (965) | | | | | | 1,152 | | | | | | (498) | | | | | | NM | | | | | | NM | | |
| Total revenues | | | 43,166 | | | | | | 40,963 | | | | | | 35,994 | | | | | | 5.4 | | % | | | | 13.8 | | % |
| Losses and loss expenses | | | 23,342 | | | | | | 21,980 | | | | | | 21,710 | | | | | | 6.2 | | % | | | | 1.2 | | % |
| Policy benefits | | | 1,492 | | | | | | 699 | | | | | | 784 | | | | | | 113.5 | | % | | | | (10.9) | | % |
| Policy acquisition costs | | | 7,392 | | | | | | 6,918 | | | | | | 6,547 | | | | | | 6.8 | | % | | | | 5.7 | | % |
An excerpt. Shown here: 40 of 546 rewritten, 40 of 364 added and 40 of 232 removed. The counts are complete. For every sentence, read Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations in the FY2023 filing and the FY2022 filing.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk
62 rewritten, 20 added, 21 removed, 91 unchanged
Further, through writing the GLB and GMDB products, [added: collectively referred to as market risk benefits (MRB),] we are exposed to volatility in the equity and credit markets, as well as interest rates.
The majority of our fixed income portfolio is classified as [removed: available for sale.][added: available-for-sale.]
The effect of market movements on our fixed maturities [added: available-for-sale] portfolio impacts Net income (through Net realized gains (losses)) when securities are sold, when we write down an asset, or when we record a change to the allowance for expected credit losses.
At December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] our notional exposure to derivative instruments was [removed: $9.8 billion and $20.0 billion, respectively.][added: $10.4]
As part of our investing activities, from [added: time to time we purchase to be announced mortgage backed securities (TBAs).]
[Table of [removed: Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)][added: Contents](#idf707741c08f496b986f567184704870_7)]
The following is a discussion of our primary market risk exposures at December 31, [removed: 2022.][added: 2023.]
[removed: Except hedging certain non-U.S. net asset or liability positions discussed above, our] [added: Our] policies to address these risks in [removed: 2022] [added: 2023] were not materially different from [removed: 2021.][added: 2022.]
The following table presents the impact at December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] on the fair value of our fixed income portfolio of a hypothetical increase in interest rates of 100 bps applied instantly across the U.S. yield curve (an immediate time horizon was used as this presents the worst case scenario):
| (in billions of U.S. dollars, except for percentages) | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |
| Fair value of fixed income portfolio | | | | | | $ | [removed: 98.6] [added: 114.9] | | | | | $ | [removed: 106.9] [added: 98.6] | |
| | | | Decrease in dollars | | | $ | [removed: 4.4] [added: 5.5] | | | | | $ | 4.4 | |
| | | | As a percentage of total fixed income portfolio at fair value | | | [removed: 4.5] [added: 4.8] | | % | | | | [removed: 4.1] [added: 4.5] | | % |
Changes in interest rates will have an immediate effect on Comprehensive income and Shareholders' equity [added: for our available-for- sale portfolio] but will not ordinarily have an immediate effect on Net income.
The following table presents the impact at December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] on the fair value of our debt obligations of a hypothetical decrease in interest rates of 100 bps applied instantly across the U.S. yield curve (an immediate time horizon was used as this presents the worst case scenario):
| (in [removed: millions] [added: billions] of U.S. dollars, except for percentages) | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |
| Fair value of debt obligations, including repurchase agreements | | | | | | $ | [removed: 14,770] [added: 16.6] | | | | | $ | [removed: 19,733] [added: 14.8] | |
| | | | Increase in dollars | | | $ | [removed: 1,085] [added: 1.1] | | | | | $ | [removed: 1,799] [added: 1.1] | |
| | | | As a percentage of total debt obligations at fair value | | | [removed: 7.4] [added: 6.6] | | % | | | | [removed: 9.1] [added: 7.4] | | % |
The following table summarizes the unhedged portion of net assets (liabilities) in non-U.S. currencies at December 31, [removed: 2022] [added: 2023] and [removed: 2021:][added: 2022, and excludes noncontrolling interests:]
| | | | | | | | | | | | | [removed: 2022] [added: 2023] | | | | | | | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] vs. [removed: 2021] [added: 2022] % change in exchange rate per USD | | |
| Korean won (KRW) (x100) | | | | | | $ | [removed: 5,333] [added: 6,115] | | | | | [removed: 0.0793] [added: 0.0775] | | | | | | $ | [removed: 805] [added: 5,333] | | | | | [removed: 0.0840] [added: 0.0793] | | | | | | [removed: (5.6)] [added: (2.3)] | | % |
| Chinese yuan renminbi (CNY) [removed: (1)] | | | | | | [removed: 4,664] [added: 5,172] | | | | | | [removed: 0.1450] [added: 0.1408] | | | | | | [removed: 3,519] [added: 4,664] | | | | | | [removed: 0.1573] [added: 0.1450] | | | | | | [removed: (7.9)] [added: (2.9)] | | % |
| Canadian dollar (CAD) | | | | | | [removed: 2,166] [added: 2,362] | | | | | | [removed: 0.7378] [added: 0.7551] | | | | | | [removed: 2,624] [added: 2,166] | | | | | | [removed: 0.7914] [added: 0.7378] | | | | | | [removed: (6.8)] [added: 2.3] | | % |
| Australian dollar (AUD) | | | | | | [removed: 1,269] [added: 1,661] | | | | | | [removed: 0.6813] [added: 0.6812] | | | | | | [removed: 1,347] [added: 1,269] | | | | | | [removed: 0.7263] [added: 0.6813] | | | | | | [removed: (6.2)] [added: —] | | [removed: %] |
| New Taiwan dollar (TWD) | | | | | | [removed: 880] [added: 647] | | | | | | [removed: 0.0325] [added: 0.0327] | | | | | | [removed: 359] [added: 880] | | | | | | [removed: 0.0361] [added: 0.0325] | | | | | | [removed: (10.0)] [added: 0.5] | | % |
| Mexican peso (MXN) | | | | | | [removed: 801] [added: 973] | | | | | | [removed: 0.0513] [added: 0.0589] | | | | | | [removed: 728] [added: 801] | | | | | | [removed: 0.0487] [added: 0.0513] | | | | | | [removed: 5.3] [added: 14.9] | | % |
| Brazilian real (BRL) | | | | | | [removed: 624] [added: 718] | | | | | | [removed: 0.1892] [added: 0.2061] | | | | | | [removed: 577] [added: 624] | | | | | | [removed: 0.1795] [added: 0.1892] | | | | | | [removed: 5.4] [added: 8.9] | | % |
| Baht (THB) | | | | | | [removed: 522] [added: 575] | | | | | | [removed: 0.0289] [added: 0.0292] | | | | | | [removed: 413] [added: 522] | | | | | | [removed: 0.0301] [added: 0.0289] | | | | | | [removed: (4.0)] [added: 1.0] | | % |
| British pound sterling (GBP) | | | | | | [removed: 486] [added: 588] | | | | | | [removed: 1.2083] [added: 1.2731] | | | | | | [removed: 2,333] [added: 486] | | | | | | [removed: 1.3532] [added: 1.2083] | | | | | | [removed: (10.7)] [added: 5.4] | | % |
| Euro (EUR) [removed: (2)] [added: (1)] | | | | | | [removed: (2,006)] [added: (1,835)] | | | | | | [removed: 1.0705] [added: 1.1039] | | | | | | [removed: (3,013)] [added: (2,006)] | | | | | | [removed: 1.1370] [added: 1.0705] | | | | | | [removed: (5.8)] [added: 3.1] | | % |
| Other foreign currencies | | | | | | [removed: 2,106] [added: 1,952] | | | | | | various | | | | | | [removed: 2,840] [added: 2,106] | | | | | | various | | | | | | NM | | |
| Value of unhedged portion of net assets denominated in foreign currencies [removed: (3)] [added: (2)] | | | | | | $ | [removed: 16,845] [added: 18,928] | | | | | | | | | | | $ | [removed: 12,532] [added: 16,845] | | | | | | | | | | | | | |
| As a percentage of total net assets | | | | | | [removed: 33.3] [added: 31.8] | | % | | | | | | | | | | [removed: 21.0] [added: 33.3] | | % | | | | | | | | | | | | |
| Pre-tax decrease to [added: Chubb] Shareholders' equity of a hypothetical 10 percent strengthening of the USD | | | | | | $ | [removed: 1,531] [added: 1,721] | | | | | | | | | | | $ | [removed: 1,139] [added: 1,531] | | | | | | | | | | | | | |
[removed: (2)] [added: (1)] Includes unhedged portion of euro denominated debt of [removed: $3.0] [added: $3.1] billion and net assets of [removed: $1.0] [added: $1.3] billion in [removed: 2022,] [added: 2023,] and [removed: $4.9] [added: $3.0] billion and [removed: $1.9] [added: $1.0] billion, respectively, in [removed: 2021.][added: 2022.]
Excludes hedged euro denominated debt of $1.6 billion in [removed: 2022] [added: 2023] and [removed: none in 2021.][added: 2022.]
[removed: (3)] [added: (2)] The unhedged net assets denominated in foreign currencies comprised goodwill and other intangible assets of approximately [removed: 37] [added: 54] percent and [removed: 45] [added: 37] percent at December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.
For additional information refer to Note [removed: 10] [added: 14] to the Consolidated Financial Statements.
Chubb views its [removed: variable annuity] [added: MRB] reinsurance [removed: business, including guaranteed living benefits (GLB) and guaranteed living death benefits (GMDB),] [added: business] as having a similar risk profile to that of catastrophe [removed: reinsurance] [added: reinsurance,] with the probability of long-term economic loss relatively [removed: small,] [added: small] at the time of pricing.
The effect of market movements on fixed maturities related to consolidated investment products in the Huatai portfolio (Fixed maturities - CIP) impacts Net income (through Net realized gains (losses)).
billion and $9.8 billion, respectively.
Changes in interest rates for our fixed income – consolidated investment products will have an immediate impact on Net income (through Net realized gains (losses)).
[Table of Contents](#idf707741c08f496b986f567184704870_7)
The additional 17 percentage point increase in goodwill and other intangible assets was driven by the consolidation of Huatai Group in 2023.
[Table of Contents](#idf707741c08f496b986f567184704870_7)
Reinsurance of market risk benefits
For additional information refer to Note 1 m) and Note 11 to the Consolidated Financial Statements, under Item 8.
[Table of Contents](#idf707741c08f496b986f567184704870_7)
| +100 bps | | | (Increase)/decrease in FVL | | | $ | 283 | | | | | $ | 187 | | | | | $ | 73 | | | | | $ | (69) | | | | | $ | (263) | | | | | $ | (507) | |
| | | | Increase/(decrease) in hedge value | | | (119) | | | | | | — | | | | | | 119 | | | | | | 239 | | | | | | 358 | | | | | | 478 | | |
| Flat | | | (Increase)/decrease in FVL | | | $ | 113 | | | | | $ | — | | | | | $ | (135) | | | | | $ | (313) | | | | | $ | (539) | | | | | $ | (813) | |
| | | | Increase/(decrease) in hedge value | | | (119) | | | | | | — | | | | | | 119 | | | | | | 239 | | | | | | 358 | | | | | | 478 | | |
| \-100 bps | | | (Increase)/decrease in FVL | | | $ | (100) | | | | | $ | (231) | | | | | $ | (398) | | | | | $ | (608) | | | | | $ | (860) | | | | | $ | (1,160) | |
| | | | Increase/(decrease) in hedge value | | | (119) | | | | | | — | | | | | | 119 | | | | | | 239 | | | | | | 358 | | | | | | 478 | | |
| | | | Increase/(decrease) in net income | | | $ | (219) | | | | | $ | (231) | | | | | $ | (279) | | | | | $ | (369) | | | | | $ | (502) | | | | | $ | (682) | |
| GMDB net amount at risk | | | $ | 233 | | | | | $ | 252 | | | | | $ | 478 | | | | | $ | 685 | | | | | $ | 668 | | | | | $ | 544 | |
| GLB net amount at risk | | | $ | 846 | | | | | $ | 1,136 | | | | | $ | 1,596 | | | | | $ | 2,121 | | | | | $ | 2,486 | | | | | $ | 2,767 | |
[Table of Contents](#idf707741c08f496b986f567184704870_7)
| GLB net amount at risk | | | 351 | | | | | | 436 | | | | | | 546 | | | | | | 668 | | | | | | 790 | | | | | | 817 | | |
time to time we purchase to be announced mortgage backed securities (TBAs).
(1) Includes deposits relating to purchases of incremental ownership interests in Huatai Group.
Net asset exposure is higher in 2022 compared to 2021, reflecting the acquisition of Cigna's business in Asia, with net assets principally denominated in KRW.
This is partially offset by the strengthening of the U.S. dollar against most foreign currencies during 2022.
Effective April 1, 2022, Turkey was designated as a highly inflationary economy and therefore we changed the functional currency for our Turkish operations from Turkish lira to the U.S. dollar.
Our net assets denominated in the Turkish lira
represented less than 0.1% of consolidated shareholders' equity.
Therefore, this change in functional currency of our Turkish operations did not have a material impact on our financial condition or results of operations.
Reinsurance of GMDB and GLB guarantees
Previously, only the GLB were measured at fair value.
The quantitative disclosures below reflect the market risk sensitivities under this new accounting guidance effective for 2023 reporting periods.
| +100 bps | | | (Increase)/decrease in FVL | | | $ | 304 | | | | | $ | 199 | | | | | $ | 72 | | | | | $ | (90) | | | | | $ | (302) | | | | | $ | (552) | |
| | | | Increase/(decrease) in hedge value | | | (91) | | | | | | — | | | | | | 91 | | | | | | 181 | | | | | | 272 | | | | | | 362 | | |
| Flat | | | (Increase)/decrease in FVL | | | $ | 124 | | | | | $ | — | | | | | $ | (155) | | | | | $ | (357) | | | | | $ | (596) | | | | | $ | (874) | |
| \-100 bps | | | (Increase)/decrease in FVL | | | $ | (99) | | | | | $ | (249) | | | | | $ | (443) | | | | | $ | (671) | | | | | $ | (938) | | | | | $ | (1,240) | |
| | | | Increase/(decrease) in net income | | | $ | (190) | | | | | $ | (249) | | | | | $ | (352) | | | | | $ | (490) | | | | | $ | (666) | | | | | $ | (878) | |
| GMDB net amount at risk | | | $ | 275 | | | | | $ | 468 | | | | | $ | 731 | | | | | $ | 817 | | | | | $ | 746 | | | | | $ | 620 | |
| GLB net amount at risk | | | $ | 1,059 | | | | | $ | 1,442 | | | | | $ | 2,074 | | | | | $ | 2,504 | | | | | $ | 2,878 | | | | | $ | 3,085 | |
| GLB net amount at risk | | | 433 | | | | | | 537 | | | | | | 660 | | | | | | 783 | | | | | | 901 | | | | | | 909 | | |
The GMDB net amount at risk continues to increase as equity markets fall because most of these reinsurance treaties do not have annual claim limits calculated as a percentage of the underlying account value.
The treaty limits cause the GLB net amount at risk to increase at a declining rate as equity markets fall.
An excerpt. Shown here: 40 of 62 rewritten, all 20 added and all 21 removed. The counts are complete. For every sentence, read Item 7A. Quantitative and Qualitative Disclosures about Market Risk in the FY2023 filing and the FY2022 filing.
Item 1. Business
113 rewritten, 100 added, 53 removed, 418 unchanged
At December 31, [removed: 2022,] [added: 2023,] we had total assets of [removed: $199] [added: $231] billion and [added: total Chubb] shareholders’ [removed: equity] [added: equity, which excludes noncontrolling interests,] of [removed: $51] [added: $60] billion.
We [removed: have also] expanded our personal accident and supplemental health (A&H), and life insurance business with the acquisition of Cigna's business in several Asian [removed: markets.][added: markets in 2022.]
[removed: In our] opinion, no material part of our business is dependent upon a single insured or group of insureds.
[Table of [removed: Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)][added: Contents](#idf707741c08f496b986f567184704870_7)]
Our ability to compete is dependent on a number of factors, particularly our ability to maintain the appropriate financial strength ratings as assigned by independent rating agencies and effectively using digital [removed: capabilities] [added: capabilities, including the growth of new digital-based distribution models,] in an everchanging competitive landscape and incorporating, among other things, climate and environmental changes into our insurance processes, products, and services.
[removed: To accomplish this mission, we] [added: We] seek to [removed: attract] [added: attract, retain,] and [removed: retain] [added: develop] the very best insurance professionals and to provide an inclusive and supportive culture that allows all of our employees to reach their full [removed: potential as we deliver insurance solutions and claims service for individuals, families and businesses of all sizes.][added: potential.]
[removed: As of December 31, 2022, we employed] [added: Our workforce includes] approximately [removed: 34,000] [added: 40,000] people [removed: in] [added: across our] 54 countries and territories around the world, including [removed: 47] [added: 40] percent in North America, [removed: 12] [added: 10] percent in Europe, Eurasia and Africa, [removed: 26] [added: 37] percent in [removed: Asia,] [added: Asia (including Huatai Group in China),] and [removed: 15] [added: 13] percent in Latin America.
The average age of our workforce is 41 [removed: years] [added: years,] and the average tenure is [removed: 7.5] [added: 7.8] years.
In [removed: 2022,] [added: 2023,] there was [removed: year over year] [added: year-over-year] progress on gender and racial diversity at the leadership level, most notably on [removed: gender and] racial diversity at our senior vice president and above levels, and we also improved the diversity of hiring into our development programs.
We depend on our culture of leadership accountability to [removed: continue progress in diversity, equity] [added: foster a diverse] and [removed: inclusion] [added: inclusive meritocracy] at Chubb.
[removed: We] [added: In 2023, we] also continued our leadership and involvement externally in the Black Insurance Industry Collective (BIIC), whose mission is to accelerate the advancement of Black professionals within the insurance industry and to increase representation of Black leaders at the executive [removed: level through leadership development, mentoring, sponsorships and networking within the industry.][added: level.]
Other internal programs [removed: include] [added: include:] Chubb Start, which supports the continuous professional development of women who are early in their careers; Chubb Signatures, a global and regional lecture series for successful senior women, diverse men and inclusion champions to share their unique backgrounds, experiences and hard-earned lessons in business; [removed: inclusive hiring practices] and [removed: intentional inclusion training for managers] [added: Advancing Women Leaders, a global program] to [removed: mitigate unconscious bias and] [added: enable executives] to [removed: create greater awareness and proficiency in attracting and hiring diverse talent] [added: understand challenges] and [removed: building diverse teams.][added: opportunities for advancing women.]
Chubb is committed to delivering competitive compensation and benefits to its employees worldwide [removed: as a means] to attract and retain a highly qualified, experienced, [removed: talented] [added: talented,] and motivated workforce.
We vary and adjust our [removed: offerings] [added: compensation] to support the human resources requirements of our business in markets around the world [removed: in which] [added: and] we [removed: operate.][added: utilize various analytical tools to monitor and address racial and gender pay equity.]
In [removed: 2022,] [added: 2023,] consolidated net premiums earned (NPE) was [removed: $40.4] [added: $45.7] billion.
[removed: Additional financial information about our segments is included in] [added: Refer to] Note [removed: 15] [added: 19] to the Consolidated Financial [removed: Statements.][added: Statements for additional information about our segments.]
North America Commercial P&C Insurance [removed: (42] [added: (40] percent of [removed: 2022] [added: 2023] Consolidated NPE)
- Commercial Insurance (40 percent of this segment's [removed: 2022] [added: 2023] NPE), which includes [removed: the] [added: our] retail division focused on middle market customers and small businesses
- Major Accounts [removed: (39] [added: (38] percent of this segment's [removed: 2022] [added: 2023] NPE), [removed: the] [added: our] retail division focused on large institutional organizations and corporate companies
- Westchester (17 percent of this segment's [removed: 2022] [added: 2023] NPE), our wholesale and specialty division
- Chubb Bermuda [removed: (4] [added: (5] percent of this segment’s [removed: 2022] [added: 2023] NPE), our high excess retail division
The Commercial Insurance [removed: operations, which include Small Commercial, provides] [added: operations provide] a broad range of P&C, financial lines, and A&H products targeted to U.S and Canadian-based middle market customers in a variety of industries, while the Small [added: Commercial operations provide a broad range of property and casualty, workers' compensation, small commercial management and professional liability for small businesses based in the U.S.]
Commercial Insurance distributes its insurance products through a North American network of independent retail [removed: agents,] [added: agents] and regional, multinational and digital brokers.
Products are generally offered through a North American network of independent agents and [added: retail] brokers, as well as eTraditional, which are digital platforms where we electronically quote, bind, and issue for agents and brokers.
- Chubb Global Casualty offers a range of customized risk management primary casualty products designed to help large insureds, including national accounts, and managing risk for workers’ compensation, general [removed: liability] [added: liability,] and automobile liability coverages as well as offering casualty insurance solutions for commercial real estate.
Within Chubb Global Casualty, Chubb Alternative Risk Solutions Group underwrites contractual indemnification policies which provides prospective coverage for loss events within the insured’s policy retention [removed: levels] [added: levels,] and underwrites assumed loss portfolio transfer (LPT) contracts in which insured loss events have occurred prior to the inception of the contract.
- Accident & Health (A&H) products are targeted to [removed: middle market,] large corporate and affinity groups, and include employee benefit plans, occupational accident, student accident, and worldwide travel accident and global medical programs.
ESIS services include comprehensive medical managed care; integrated disability services; pre-loss control and risk management; health, [removed: safety] [added: safety,] and environmental consulting; salvage and subrogation; and healthcare recovery services.
North America Personal P&C Insurance [removed: (13] [added: (12] percent of [removed: 2022] [added: 2023] Consolidated NPE)
This segment provides affluent and high net worth individuals and families with homeowners, high value automobile and collector cars, valuable articles (including fine arts), personal and excess [removed: liability,] [added: liability/umbrella,] travel insurance, cyber, and recreational marine insurance and services.
Our homeowners business, including valuable articles, represented 69 percent of North America Personal P&C Insurance’s net premiums earned in [removed: 2022.][added: 2023.]
These coverages are offered [removed: solely] [added: on both an admitted and excess and surplus lines basis] through independent regional agents and [removed: brokers.][added: brokers, as well as digital partnerships.]
North America Agricultural Insurance (7 percent of [removed: 2022] [added: 2023] Consolidated NPE)
Overseas General Insurance (27 percent of [removed: 2022] [added: 2023] Consolidated NPE)
The Overseas General Insurance segment comprises [added: our retail division] Chubb International, [added: which includes Huatai Property & Casualty Insurance Co., Ltd. (Huatai P&C),] our [removed: retail division,] [added: wholesale division] Chubb Global Markets (CGM), [removed: our wholesale division,] and the international supplemental A&H business of Combined International [removed: Insurance.][added: Insurance, which is no longer writing new business.]
Syndicate 2488 has an underwriting capacity of £630 million for the Lloyd’s [removed: 2023] [added: 2024] account year.
Chubb International maintains a presence in every major insurance market in the world and is organized geographically along product lines as follows: Europe, Middle East and Africa, Asia [removed: Pacific,] [added: Pacific (including Huatai P&C),] Japan, and Latin America.
Chubb International's P&C business is generally written, on both a direct and assumed basis, [added: through major international, regional, and local brokers and agents.]
[removed: Therefore, Chubb owned a 47.3 percent indirect ownership interest in] Huatai [removed: P&C, which] [added: P&C] provides a range of commercial and personal P&C products in China, including [added: automobile, homeowners,] property, professional liability, product liability, employer liability, business interruption, marine cargo, personal accident, and specialty risk.
These products are marketed through [removed: a variety of] [added: various] distribution channels including [removed: over] [added: nearly] 200 licensed sales locations in 28 Chinese provinces.
We further advanced our goal of greater product, customer, and geographical diversification with incremental purchases that led to a controlling majority interest in Huatai Insurance Group Co. Ltd (Huatai Group), a Chinese financial services holding company with separate P&C, life, and asset management subsidiaries (collectively, Huatai) on July 1, 2023.
In our
PART I
We also compete in China for assets under management (AUM) with investment management firms, banks, and other financial institutions that offer products that are similar to those offered by Huatai's asset management companies.
Chubb effectively manages voluntary turnover, which, during 2023, generally moderated and returned to pre-pandemic levels.
We strive to achieve a true meritocracy as we recognize our responsibility to ensure that all employees feel comfortable and energized to do their best, contribute, and be recognized and rewarded.
We know that our success in a diverse world requires a team reflecting the global diversity of the talent that we seek to recruit.
As we continue to recruit and advance top talent, Chubb is committed to improving gender and racial diversity across the company and within our executive leadership.
To ensure progress on diversity, we hold our leaders accountable, applying the same rigor to our diversity efforts that exist in other areas of our business.
Chubb leadership tracks several metrics that are aligned to our talent objectives, and these are shared and discussed with the Board of Directors (Board).
The metrics include workforce diversity, hiring, promotion, retention, turnover and learning and development activity.
Senior management also provides our Board with regular updates on matters including employee succession and talent development, including detailed overviews of bench strength and talent profiles multiple levels below the senior executive level, highlighting qualifications, experience, and development areas.
At December 31, 2023, 31 percent of Chubb's U.S. workforce are underrepresented minorities.
[Table of Contents](#idf707741c08f496b986f567184704870_7)
Chubb Culture
Chubb is a diverse group of professionals, committed to Chubb’s superior underwriting, service and execution.
Our embrace of diversity is reflected in Chubb's variety of employee resource groups, called Business Roundtables, that are aimed at fostering an inclusive work environment.
These groups provide support, mentorship, and networking opportunities for various underrepresented groups.
They also play a significant role in business development, community outreach and influence.
Some of the Business Roundtables at Chubb include: Mosaic aims to foster the professional development of diverse talent including Black, Asian and Latinx employees through networking, coaching, mentoring, and through individual Black Alliance, Asian Alliance, and Latinx Alliance Business Roundtables within Mosaic; Impact is dedicated to the support, development, and advancement of women to realize their career goals while strengthening ties to clients, brokers, and the insurance industry; Thrive seeks to advance the development of and engagement of colleagues with visible and invisible disabilities, while leveraging the group’s diverse perspectives to strengthen Chubb’s culture and market position; Pride provides a supportive community for LGBTQ+ employees and their allies; Salute supports employees who are veterans, active service members, military spouses, and family members.
These groups not only help to create a more inclusive work environment, but they also contribute to our overall success by promoting a wide range of ideas and perspectives.
Talent Strategy
Our ability to deliver excellence in underwriting and superior service depends upon attracting, retaining, and engaging top talent and building a talent pipeline for the future.
Chubb has several formalized programs to support the recruitment and retention of the talent that is necessary to the growth and success of our business.
Formal training and development opportunities include the Chubb Associate Program in North America, which is a technical, experiential learning program for early career professionals.
In addition, Chubb Apprenticeships are earn-and-learn programs that combine formal classroom learning with on-the-job training.
Chubb recruits early-career professionals without a 4-year university degree for Apprentice roles in Claims, Underwriting and Technology.
Since inception eighteen months ago, more than 50 Apprentices have been hired in North America; 89 percent are racially diverse, 53 percent are women, and 81 percent are still with the organization, having graduated into full-time positions.
On July 1, 2023, in connection with obtaining a controlling ownership interest in Huatai Group, we discontinued equity method accounting and applied consolidation accounting to our investment.
Therefore, the business activity for, and the financial position of, Huatai Group is reported at 100 percent on the Consolidated Financial Statements as of that date.
The relevant amounts attributable to shareholders other than Chubb are reflected under Noncontrolling interests.
Huatai Group's life insurance and asset management businesses are included in the Life Insurance segment, and Huatai Group's P&C business is included in the Overseas General Insurance segment.
Results for Huatai Group's non-insurance operations, comprising real estate and holding company activity, are included in Corporate.
[Table of Contents](#idf707741c08f496b986f567184704870_7)
[Table of Contents](#idf707741c08f496b986f567184704870_7)
[Table of Contents](#idf707741c08f496b986f567184704870_7)
[Table of Contents](#idf707741c08f496b986f567184704870_7)
At December 31, 2023, our ownership interest in Huatai P&C was approximately 76.5 percent.
All business underwritten by CGM is accessed through registered brokers, except for a limited number of direct relationships, where risks are written without an intermediary.
Huatai P&C's primary competitors are China-based insurers, including state-owned or government related entities.
This complementary strategic acquisition on July 1, 2022 expands our presence and advances our long-term growth opportunity in Asia.
On January 4, 2023, we increased our ownership interest in Huatai Insurance Group Co. Ltd (Huatai Group) from 47.3 percent to 64.2 percent.
Our employees are critical to our mission to protect the present and build a better future, by providing our customers with the security from risk that allows people and businesses to grow and prosper.
Our highly collaborative, inclusive approach helps us drive better business outcomes.
We track and report internally on key talent metrics including employee demographics, critical role succession planning, diversity data, and employee retention and engagement.
This information is regularly reported to senior management as well as the Chubb Board of Directors.
While we have not been immune from voluntary turnover generally reflecting the highly competitive environment for talent, we believe we have effectively managed it through talent acquisition and retention actions.
We believe that employee relations are good.
Diversity, Equity and Inclusion
Diversity, equity and inclusion are integral to Chubb’s culture.
We recognize our responsibility to provide opportunity within our own organization, where we aim to foster a diverse and inclusive meritocracy.
We set goals and track progress on improving gender and racial diversity, particularly at the leadership levels and with early career program hires.
We also look at the diversity rates in our hires and promotions and the diversity of our candidate interview slates for leadership roles.
In 2022 we continued to support our Business Roundtables (our employee affinity groups) and Regional Inclusion Councils, which promote dynamic networking across the business and engage hundreds of employees in constructive dialogue.
These circles of support focus on employee onboarding, development and retention and help us build stronger relationships with, and gain deeper insights into, our varied customer and distribution partner communities.
Attraction, Development and Retention
The foundation to Chubb’s long-term success is our disciplined approach to attracting, developing and retaining the next generation of insurance professionals and leaders.
We strive to be an inclusive meritocracy, where all employees regardless of race, gender or background can thrive.
Learning and professional development are central to the Chubb culture, and we are committed to providing opportunities to evolve professionally.
Our talent development efforts are for all employee levels and we expect our employees to own and drive their development by availing themselves of the structured and unstructured learning we offer, including on-the-job training, personal interaction and involvement, and online and classroom learning.
Chubb has made substantial investments for a robust technical and leadership development environment and, where appropriate, fills open positions with internal sourcing of talent.
In addition, in response to the increasingly competitive labor market, we have taken steps to retain key talent, with competitive compensation actions including long-term incentives and more development opportunities, and to deepen our talent acquisition efforts by adding more recruiters and enhancing our employee referral program.
Globally, we promoted more than 6,100 employees and successfully recruited more than 6,900 new employees (including more than 450 into early career programs) to fill openings and to support our growth plans.
Commercial operations provide a broad range of property and casualty, workers' compensation, small commercial management and professional liability for small businesses based in the U.S.
The Overseas General Insurance segment also includes the P&C related operations of our investment in China based Huatai Group.
through major international, regional, and local brokers and agents.
As of December 31, 2022, Chubb International’s presence in China included its 47.3 percent ownership interest in Huatai Group.
Huatai Group wholly owns Huatai Property & Casualty Insurance Co., Ltd. (Huatai P&C).
All business underwritten by CGM is accessed through registered brokers.
Most of these products are primarily fixed-indemnity obligations and are not subject directly to escalating medical cost inflation.
On July 1, 2022, we expanded our presence in Asia with the acquisition of Cigna’s A&H and life insurance operations.
Predominantly writing a portfolio of personal accident and supplemental health insurance and term life, the operations are located in Korea, Taiwan, Hong Kong, New Zealand, and Indonesia.
Chubb Life also provides
coverage throughout Latin America; selectively in Europe; Egypt; and in China through our direct and indirect investments in Huatai Group, Huatai Life Insurance Co., Ltd. (Huatai Life) and Huatai Asset Management Co., Ltd.
The size of policyholder account balances will primarily determine the amount of income generated from investment contracts.
As of December 31, 2022, Chubb had a 57.7 percent direct and indirect ownership interest in Huatai Life, comprising a 20 percent direct ownership interest as well as a 37.7 percent indirect ownership interest through Huatai Group, the parent company of Huatai Life.
Huatai Life commenced operations in 2005 and has since grown to become one of the larger life insurance foreign joint ventures in China.
We also have an indirect investment in Huatai Asset Management, a third-party investment management firm, through our direct ownership in Huatai Group.
On January 4, 2023, we increased our direct and indirect ownership interest in Huatai Life to 71.1 percent, through our increased ownership in Huatai Group.
Combined Insurance's substantial North American sales force distributes a wide range of supplemental accident and sickness insurance products, including personal accident, short-term disability, critical illness, Medicare supplement products, and hospital confinement/recovery.
An excerpt. Shown here: 40 of 113 rewritten, 40 of 100 added and 40 of 53 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2023 filing and the FY2022 filing.
Item 3. Legal Proceedings
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required with respect to Item 3 is included in Note [removed: 10] [added: 14] i) to the Consolidated Financial Statements, under Item 8, which is hereby incorporated herein by reference.
Cover and table of contents
29 rewritten, 13 added, 2 removed, 62 unchanged
For the fiscal year ended December 31, [removed: 2022][added: 2023]
[added: |] Securities registered pursuant to Section 12(b) of the [removed: Act: See Exhibit 99.1][added: Act: | | | | | | | | | | | |]
The aggregate market value of voting stock held by non-affiliates as of June 30, [removed: 2022] [added: 2023] (the last business day of the registrant's most recently completed second fiscal quarter), was approximately [removed: $82] [added: $79] billion.
As of February [removed: 17, 2023,] [added: 16, 2024,] there were [removed: 413,506,316] [added: 405,758,796] Common Shares par value CHF [removed: 24.15] [added: 0.50] of the registrant outstanding.
Certain portions of the registrant's definitive proxy statement relating to its [removed: 2023] [added: 2024] Annual General Meeting of Shareholders are incorporated by reference into Part III of this report.
CHUBB LIMITED INDEX TO [added: FORM] 10-K
| ITEM 1. | | | [removed: [Business](#i940fac7f3b2648c4bdbb8dd5cc76d072_16)] [added: [Business](#idf707741c08f496b986f567184704870_13)] | | | | | | [removed: [2](#i940fac7f3b2648c4bdbb8dd5cc76d072_16)] [added: [2](#idf707741c08f496b986f567184704870_13)] | | |
| ITEM 1A. | | | [Risk [removed: Factors](#i940fac7f3b2648c4bdbb8dd5cc76d072_85)] [added: Factors](#idf707741c08f496b986f567184704870_82)] | | | | | | [removed: [21](#i940fac7f3b2648c4bdbb8dd5cc76d072_85)] [added: [22](#idf707741c08f496b986f567184704870_82)] | | |
| ITEM 1B. | | | [Unresolved Staff [removed: Comments](#i940fac7f3b2648c4bdbb8dd5cc76d072_88)] [added: Comments](#idf707741c08f496b986f567184704870_85)] | | | | | | [removed: [33](#i940fac7f3b2648c4bdbb8dd5cc76d072_88)] [added: [34](#idf707741c08f496b986f567184704870_85)] | | |
| ITEM 2. | | | [removed: [Properties](#i940fac7f3b2648c4bdbb8dd5cc76d072_91)] [added: [Properties](#idf707741c08f496b986f567184704870_88)] | | | | | | [removed: [33](#i940fac7f3b2648c4bdbb8dd5cc76d072_91)] [added: [36](#idf707741c08f496b986f567184704870_88)] | | |
| ITEM 3. | | | [Legal [removed: Proceedings](#i940fac7f3b2648c4bdbb8dd5cc76d072_94)] [added: Proceedings](#idf707741c08f496b986f567184704870_91)] | | | | | | [removed: [33](#i940fac7f3b2648c4bdbb8dd5cc76d072_94)] [added: [36](#idf707741c08f496b986f567184704870_91)] | | |
| ITEM 4. | | | [Mine Safety [removed: Disclosures](#i940fac7f3b2648c4bdbb8dd5cc76d072_97)] [added: Disclosures](#idf707741c08f496b986f567184704870_94)] | | | | | | [removed: [33](#i940fac7f3b2648c4bdbb8dd5cc76d072_97)] [added: [36](#idf707741c08f496b986f567184704870_94)] | | |
| ITEM 5. | | | [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer [removed: Purchases of] [added: Purchases](#idf707741c08f496b986f567184704870_100) [](#idf707741c08f496b986f567184704870_100)[of] Equity [removed: Securities](#i940fac7f3b2648c4bdbb8dd5cc76d072_103)] [added: Securities](#idf707741c08f496b986f567184704870_100)] | | | | | | [removed: [34](#i940fac7f3b2648c4bdbb8dd5cc76d072_103)] [added: [37](#idf707741c08f496b986f567184704870_100)] | | |
| ITEM 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i940fac7f3b2648c4bdbb8dd5cc76d072_112)] [added: Operations](#idf707741c08f496b986f567184704870_109)] | | | | | | [removed: [36](#i940fac7f3b2648c4bdbb8dd5cc76d072_112)] [added: [39](#idf707741c08f496b986f567184704870_109)] | | |
| ITEM 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i940fac7f3b2648c4bdbb8dd5cc76d072_274)] [added: Risk](#idf707741c08f496b986f567184704870_274)] | | | | | | [removed: [84](#i940fac7f3b2648c4bdbb8dd5cc76d072_274)] [added: [90](#idf707741c08f496b986f567184704870_274)] | | |
| ITEM 8. | | | [Financial Statements and Supplementary [removed: Data](#i940fac7f3b2648c4bdbb8dd5cc76d072_277)] [added: Data](#idf707741c08f496b986f567184704870_277)] | | | | | | [removed: [89](#i940fac7f3b2648c4bdbb8dd5cc76d072_277)] [added: [95](#idf707741c08f496b986f567184704870_277)] | | |
| ITEM 9. | | | [Changes in and [removed: Disagreements](#i940fac7f3b2648c4bdbb8dd5cc76d072_280) [w](#i940fac7f3b2648c4bdbb8dd5cc76d072_280)[ith] [added: Disagreements](#idf707741c08f496b986f567184704870_280) [w](#idf707741c08f496b986f567184704870_280)[ith] Accountants on Accounting and Financial [removed: Disclosure](#i940fac7f3b2648c4bdbb8dd5cc76d072_280)] [added: Disclosure](#idf707741c08f496b986f567184704870_280)] | | | | | | [removed: [89](#i940fac7f3b2648c4bdbb8dd5cc76d072_280)] [added: [95](#idf707741c08f496b986f567184704870_280)] | | |
| ITEM 9A. | | | [Controls and [removed: Procedures](#i940fac7f3b2648c4bdbb8dd5cc76d072_283)] [added: Procedures](#idf707741c08f496b986f567184704870_283)] | | | | | | [removed: [89](#i940fac7f3b2648c4bdbb8dd5cc76d072_283)] [added: [95](#idf707741c08f496b986f567184704870_283)] | | |
| ITEM 9B. | | | [Other [removed: Information](#i940fac7f3b2648c4bdbb8dd5cc76d072_286)] [added: Information](#idf707741c08f496b986f567184704870_286)] | | | | | | [removed: [89](#i940fac7f3b2648c4bdbb8dd5cc76d072_286)] [added: [95](#idf707741c08f496b986f567184704870_286)] | | |
| ITEM 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i940fac7f3b2648c4bdbb8dd5cc76d072_289)] [added: Inspections](#idf707741c08f496b986f567184704870_289)] | | | | | | [removed: [90](#i940fac7f3b2648c4bdbb8dd5cc76d072_289)] [added: [95](#idf707741c08f496b986f567184704870_289)] | | |
| ITEM 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i940fac7f3b2648c4bdbb8dd5cc76d072_295)] [added: Governance](#idf707741c08f496b986f567184704870_295)] | | | | | | [removed: [91](#i940fac7f3b2648c4bdbb8dd5cc76d072_295)] [added: [96](#idf707741c08f496b986f567184704870_295)] | | |
| ITEM 11. | | | [Executive [removed: Compensation](#i940fac7f3b2648c4bdbb8dd5cc76d072_298)] [added: Compensation](#idf707741c08f496b986f567184704870_298)] | | | | | | [removed: [91](#i940fac7f3b2648c4bdbb8dd5cc76d072_298)] [added: [96](#idf707741c08f496b986f567184704870_298)] | | |
| ITEM 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i940fac7f3b2648c4bdbb8dd5cc76d072_301)] [added: Matters](#idf707741c08f496b986f567184704870_301)] | | | | | | [removed: [91](#i940fac7f3b2648c4bdbb8dd5cc76d072_301)] [added: [96](#idf707741c08f496b986f567184704870_301)] | | |
| ITEM 13. | | | [Certain Relationships and Related [removed: Transactions, and] [added: Transactions](#idf707741c08f496b986f567184704870_304) [and] Director [removed: Independence](#i940fac7f3b2648c4bdbb8dd5cc76d072_304)] [added: Independence](#idf707741c08f496b986f567184704870_304)] | | | | | | [removed: [92](#i940fac7f3b2648c4bdbb8dd5cc76d072_304)] [added: [96](#idf707741c08f496b986f567184704870_304)] | | |
| ITEM 14. | | | [Principal Accounting Fees and [removed: Services](#i940fac7f3b2648c4bdbb8dd5cc76d072_307)] [added: Services](#idf707741c08f496b986f567184704870_307)] | | | | | | [removed: [92](#i940fac7f3b2648c4bdbb8dd5cc76d072_307)] [added: [96](#idf707741c08f496b986f567184704870_307)] | | |
| ITEM 15. | | | [Exhibits, Financial Statements [removed: Schedules](#i940fac7f3b2648c4bdbb8dd5cc76d072_313)] [added: Schedules](#idf707741c08f496b986f567184704870_313)] | | | | | | [removed: [93](#i940fac7f3b2648c4bdbb8dd5cc76d072_313)] [added: [97](#idf707741c08f496b986f567184704870_313)] | | |
| ITEM 16. | | | [Form 10-K [removed: Summary](#i940fac7f3b2648c4bdbb8dd5cc76d072_319)] [added: Summary](#idf707741c08f496b986f567184704870_319)] | | | | | | [removed: [100](#i940fac7f3b2648c4bdbb8dd5cc76d072_319)] [added: [103](#idf707741c08f496b986f567184704870_319)] | | |
| [INDEX TO CONSOLIDATED FINANCIAL [removed: STATEMENTS](#i940fac7f3b2648c4bdbb8dd5cc76d072_328)] [added: STATEMENTS](#idf707741c08f496b986f567184704870_328)] | | | | | | | | | [removed: [F-2](#i940fac7f3b2648c4bdbb8dd5cc76d072_328)] [added: [F-2](#idf707741c08f496b986f567184704870_328)] | | |
[Table of [removed: Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)][added: Contents](#idf707741c08f496b986f567184704870_7)]
| Title of each class | | | | | | Trading Symbol(s) | | | Name of each exchange on which registered | | |
| Common Shares, par value CHF 0.50 per share | | | | | | CB | | | New York Stock Exchange | | |
| Guarantee of Chubb INA Holdings Inc. 0.30% Senior Notes due 2024 | | | | | | CB/24A | | | New York Stock Exchange | | |
| Guarantee of Chubb INA Holdings Inc. 0.875% Senior Notes due 2027 | | | | | | CB/27 | | | New York Stock Exchange | | |
| Guarantee of Chubb INA Holdings Inc. 1.55% Senior Notes due 2028 | | | | | | CB/28 | | | New York Stock Exchange | | |
| Guarantee of Chubb INA Holdings Inc. 0.875% Senior Notes due 2029 | | | | | | CB/29A | | | New York Stock Exchange | | |
| Guarantee of Chubb INA Holdings Inc. 1.40% Senior Notes due 2031 | | | | | | CB/31 | | | New York Stock Exchange | | |
| Guarantee of Chubb INA Holdings Inc. 2.50% Senior Notes due 2038 | | | | | | CB/38A | | | New York Stock Exchange | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| ITEM 1C. | | | [Cybersecurity and](#idf707741c08f496b986f567184704870_4113) [R](#idf707741c08f496b986f567184704870_4113)[isk Governance](#idf707741c08f496b986f567184704870_4113) | | | | | | [34](#idf707741c08f496b986f567184704870_85) | | |
| ITEM 6. | | | [\[Reserved\]](#idf707741c08f496b986f567184704870_103) | | | | | | [38](#idf707741c08f496b986f567184704870_103) | | |
| [SIGNATURES](#idf707741c08f496b986f567184704870_322) | | | | | | | | | [103](#idf707741c08f496b986f567184704870_322) | | |
| | | | | | | | | | | | |
| ITEM 6. | | | [\[Reserved\]](#i940fac7f3b2648c4bdbb8dd5cc76d072_106) | | | | | | [35](#i940fac7f3b2648c4bdbb8dd5cc76d072_106) | | |
| [SIGNATURES](#i940fac7f3b2648c4bdbb8dd5cc76d072_322) | | | | | | | | | [100](#i940fac7f3b2648c4bdbb8dd5cc76d072_322) | | |
Item 1C. Cybersecurity and Risk Governance
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New section this year
Risk management and strategy
As detailed in our risk factors included in Item 1A, Chubb recognizes the significant risks posed by cybersecurity and data protection challenges, which could adversely affect our business, financial condition, and results of operations.
We have implemented a risk-based approach to identify and assess the cybersecurity threats that could affect our business and information systems, and we evaluate changes and enhancements to our technology environment as well as conduct third party assessments to confirm that they meet our information security control requirements.
Our cybersecurity program and control environment incorporate appropriate industry standards and best practices, such as the National Institutes of Standards and Technology Cyber Security Framework (NIST CSF), and is designed to comply with numerous U.S. federal and state and international laws, rules and regulations governing the protection of personal and confidential information of our clients and employees.
We use various tools and methods to assess, identify and manage cybersecurity risk that are tested regularly, including the following:
*Technological Tools*
Chubb uses information security tools designed to protect information and systems.
Our Information Security team regularly monitors these tools to discover and respond promptly to anomalous and suspicious patterns.
We also participate in information sharing networks (government and private) and deploy system updates and other technologies.
*Employee Training*
We endeavor to provide all employees with data protection training.
Employees involved with information protection, privacy and other risk management specialties also engage in specialized role-based training as is practicable.
We use a variety of training methods, including computer-based training, role-based training, company intranet awareness campaigns and various simulation exercises.
*Data Protection Culture*
Chubb actively promotes a data protection culture.
We maintain policies and standards designed to protect personal and corporate information.
The policies and standards are developed by a multi-disciplinary team, with participation from information security and IT compliance, privacy, IT legal, compliance and business representatives.
*Risk Assessments and Operational Audit*
Our information security policies and protocols undergo regular assessments and audits, and we engage with external parties to review our protections, including benchmarking to industry standards and best practices, such as the NIST CSF.
In addition, we benchmark our programs against key regulatory frameworks and conduct technical assessments of our controls, which may include penetration testing and other technical testing.
These processes are integrated into our established Enterprise Risk Management (ERM) framework, which is led by Chubb's senior management and overseen by our Board's Risk & Finance Committee.
Refer to “Enterprise Risk Management“ under Item 1 for further description of our ERM function and Board oversight.
Chubb uses risk-based processes to oversee and identify cybersecurity risks associated with the use of third-party service providers and third-party hardware.
These processes include contractual controls as well as risk-based diligence processes, periodic assessments, and monitoring.
Chubb recognizes the growing risk associated with third-party hardware, software, and services, and we have taken steps we believe are appropriate to manage those risks.
We review third-party software and hardware in our environment to understand the components used and what impact they could have on our overall cyber risk environment.
[Table of Contents](#idf707741c08f496b986f567184704870_7)
To our knowledge, and as of the filing date on this annual report, risks from cybersecurity threats, including potential risks arising from previous cybersecurity incidents, have not materially affected, nor are they reasonably likely to materially affect Chubb’s business strategy, results of operations, or financial condition.
For more detail regarding cybersecurity threats, see our risk factor titled “A failure in our operational systems or infrastructure or those of third parties, including due to security breaches or cyber-attacks, could disrupt business, damage our reputation, and cause losses” under Item 1A.
Board and Management Governance
We have cybersecurity and information technology oversight at the Board and management levels.
Direct Chubb Board-level oversight is generally within the purview of two of the Board’s committees: Audit and Risk & Finance.
The Audit Committee is responsible for oversight of our cybersecurity program and related exposures and risks.
The Audit Committee periodically reports to the full Board and consults with the Risk & Finance Committee on such matters.
The Audit Committee’s review and oversight generally encompasses data breach risk and impact, cyber protection and detection controls, privacy matters, third-party risks (including risks from cybersecurity threats associated with any third-party service providers), cyber trends and events, and other topics.
The Risk & Finance Committee is responsible for oversight of risk generally and identifying significant risks, which may include risks relating to cybersecurity and privacy, business continuity risk (including the resilience of IT operations and physical infrastructure) and cyber underwriting risk.
The oversight responsibilities of the Audit and Risk & Finance Committees with respect to cyber security and information technology risks are each set forth in their respective charters.
Members of management, including our Chief Information Security Officer (CISO) and Global Chief Technology Officer (CTO), regularly provide updates to these committees in person and through written reports.
The Audit and Risk & Finance Committees also conduct a joint meeting on ERM matters, which includes coverage of strategic risk priorities, as well as Chubb’s actions and mitigation efforts in response to such risks.
Cybersecurity risk management oversight is led by our CISO and CTO.
An excerpt. Shown here: all 0 rewritten, 40 of 51 added and all 0 removed. The counts are complete. For every sentence, read Item 1C. Cybersecurity and Risk Governance in the FY2023 filing.
Item 2. Properties
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We maintain office facilities around the world including in North America, [added: China,] Europe (including our principal executive offices in Switzerland), Bermuda, Latin America, Asia Pacific, and Japan.
Most of our office facilities are leased, although we own major facilities in Hamilton, Bermuda; Seoul, South Korea; [added: Beijing] and [added: Shanghai, China; and] in the U.S., including in Philadelphia, Pennsylvania; Wilmington, Delaware; and Simsbury, Connecticut.
Item 4. Mine Safety Disclosures
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[Table of [removed: Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)][added: Contents](#idf707741c08f496b986f567184704870_7)]
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
12 rewritten, 8 added, 8 removed, 16 unchanged
Our Common Shares have been listed on the New York Stock Exchange since March 25, 1993, with a current par value of CHF [removed: 24.15] [added: 0.50] per share.
In [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] our annual dividends were paid by way of a distribution from capital contribution reserves (Additional paid-in capital) through the transfer of dividends from Additional paid-in capital to Retained earnings (free reserves) as approved by our shareholders.
The number of record holders of Common Shares as of February [removed: 17, 2023] [added: 16, 2024] was [removed: 5,985.][added: 6,922.]
Issuer's Repurchases of Equity Securities for the Three Months Ended December 31, [removed: 2022][added: 2023]
(2)The aggregate value of shares purchased in the three months ended December 31, [removed: 2022] [added: 2023] as part of the publicly announced plan was [removed: $199] [added: $720] million.
Refer to Note [removed: 11] [added: 15] to the Consolidated Financial Statements for more information on the Chubb Limited securities repurchase authorizations.
(3)For the period January 1, [removed: 2023] [added: 2024] through February [removed: 23, 2023,] [added: 22, 2024,] we repurchased [removed: 1,633,300] [added: 269,450] Common Shares for a total of [removed: $347] [added: $67] million in a series of open market transactions.
[Table of [removed: Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)][added: Contents](#idf707741c08f496b986f567184704870_7)]
Set forth below is a line graph comparing the dollar change in the cumulative total shareholder return on Chubb's Common Shares from December 31, [removed: 2017,] [added: 2018,] through December 31, [removed: 2022,] [added: 2023,] as compared to the cumulative total return of the Standard & Poor's 500 Stock Index and the cumulative total return of the Standard & Poor's Property-Casualty Insurance Index.
The chart depicts the value on December 31, [removed: 2018,] 2019, 2020, 2021, [removed: and] 2022, [added: and 2023,] of a $100 investment made on December 31, [removed: 2017,] [added: 2018,] with all dividends reinvested.
[removed: ][added: ]
| | | | [removed: 12/31/2017 | | |] 12/31/2018 | | | 12/31/2019 | | | 12/31/2020 | | | 12/31/2021 | | | 12/31/2022 | | | [added: 12/31/2023 | | |]
| October 1 through October 31 | | | | | | 98,280 | | | | | | $ | 209.37 | | | | | 96,000 | | | | | | $ | 4.38 | billion | | | |
| November 1 through November 30 | | | | | | 955,371 | | | | | | $ | 224.25 | | | | | 953,000 | | | | | | $ | 4.17 | billion | | | |
| December 1 through December 31 | | | | | | 2,146,123 | | | | | | $ | 226.90 | | | | | 2,142,000 | | | | | | $ | 3.68 | billion | | | |
| Total | | | | | | 3,199,774 | | | | | | $ | 225.57 | | | | | 3,191,000 | | | | | | | | | | | |
As of February 22, 2024, $3.62 billion in share repurchase authorization remained.
| Chubb Limited | | | $100 | | | $123 | | | $125 | | | $159 | | | $185 | | | $193 | | |
| S&P 500 Index | | | $100 | | | $131 | | | $156 | | | $200 | | | $164 | | | $207 | | |
| S&P 500 P&C Index | | | $100 | | | $126 | | | $135 | | | $161 | | | $191 | | | $212 | | |
| October 1 through October 31 | | | | | | 3,810 | | | | | | $ | 201.60 | | | | | — | | | | | | $ | 1.82 | billion | | | |
| November 1 through November 30 | | | | | | 2,092 | | | | | | $ | 214.82 | | | | | — | | | | | | $ | 1.82 | billion | | | |
| December 1 through December 31 | | | | | | 907,152 | | | | | | $ | 221.65 | | | | | 902,300 | | | | | | $ | 1.62 | billion | | | |
| Total | | | | | | 913,054 | | | | | | $ | 221.55 | | | | | 902,300 | | | | | | | | | | | |
As of February 23, 2023, $1.27 billion in share repurchase authorization remained through June 30, 2023.
| Chubb Limited | | | $100 | | | $90 | | | $111 | | | $113 | | | $144 | | | $167 | | |
| S&P 500 Index | | | $100 | | | $96 | | | $126 | | | $149 | | | $192 | | | $157 | | |
| S&P 500 P&C Index | | | $100 | | | $95 | | | $120 | | | $128 | | | $153 | | | $182 | | |
Item 6. [Reserved]
1 rewritten, 1 added, 0 removed, 0 unchanged
[Table of [removed: Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)][added: Contents](#idf707741c08f496b986f567184704870_7)]
Item not applicable.
Item 9A. Controls and Procedures
4 rewritten, 1 added, 1 removed, 2 unchanged
Chubb’s management, with the participation of Chubb’s Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of Chubb’s disclosure controls and procedures as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934 as of December 31, [removed: 2022.][added: 2023.]
As of and for the year ended December 31, [removed: 2022, Cigna's Asia business] [added: 2023, Huatai Group] represented approximately [removed: 3] [added: 1] percent of consolidated revenues and [removed: 3] [added: approximately 7] percent of total assets.
We currently exclude, and are in the process of working to incorporate, [removed: Cigna's Asia business] [added: Huatai Group] in our evaluation of internal controls over financial reporting, and related disclosure controls and procedures.
Other than working to incorporate [removed: Cigna's Asia business] [added: Huatai Group,] as noted above, there have been no changes in Chubb's internal controls over financial reporting during the three months ended December 31, [removed: 2022,] [added: 2023,] that have materially affected, or are reasonably likely to materially affect, Chubb's internal controls over financial reporting.
Effective July 1, 2023, Chubb discontinued the equity method of accounting to its investment in Huatai Group and applied consolidation accounting.
On July 1, 2022, we acquired the personal accident, supplemental health, and life insurance business of Cigna in several Asian markets (Cigna Asia business).
Item 9B. Other Information
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On December 20, 2023, John J.
Lupica, Vice Chairman, Chubb Group, and President, North America Insurance, adopted a "Rule 10b5-1 trading arrangement" as defined under Item 408 of SEC Regulation S-K.
The trading arrangement provides for (i) the sale of up to 8,985 shares of Chubb's common stock and (ii) the potential exercise of 25,479 stock options expiring December 20, 2025, and the associated sale of up to 25,479 shares of Chubb's common stock.
The arrangement is scheduled to expire on December 20, 2025, subject to earlier termination in accordance with its terms, or upon the completion of all authorized transactions under the plan.
During the three months ended December 31, 2023, no other director or officer of Chubb (as defined in Rule 16a-1(f) under the Exchange Act) informed us of the adoption or termination of a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as those terms are defined in Item 408 of SEC Regulation S-K.
On February 23, 2023, the Board of Directors (Board) amended the Organizational Regulations of Chubb Limited (Company).
The amendments clarify the Lead Director’s ability to convene Board meetings; set the agenda for executive sessions; propose matters for Board consideration; provide input on Board design and organization; lead the Board’s review of the performance evaluation and CEO compensation determination; and personally conduct individual director evaluations.
The amendments also incorporate certain updates to Swiss corporate law relating to Swiss-required Board duties and responsibilities, enable circular resolutions to be passed by electronic signature, and make additional other editorial changes.
A copy of the amended and restated Organizational Regulations is attached hereto as Exhibit 3.2 and incorporated herein by reference.
Additionally, on February 22, 2023, Mary Cirillo and Luis Téllez, members of the Board of the Company, each informed the Company of their respective decision to retire from the Board and not to stand for re-election at the Company’s 2023 Annual
[Table of Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)
General Meeting (Annual Meeting), which is scheduled to occur in May 2023.
The decisions of Ms. Cirillo and Mr. Téllez were in each case not the result of any disagreement with the Company.
Ms. Cirillo is currently the Chair of the Board’s Nominating & Governance Committee and a member of each of the Compensation Committee and Executive Committee.
Mr. Téllez is currently a member of the Audit Committee.
Each will remain on the Board and a member of their respective committees until the Annual Meeting.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
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[Table of [removed: Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)][added: Contents](#idf707741c08f496b986f567184704870_7)]
Item 10. Directors, Executive Officers and Corporate Governance
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Information pertaining to this item is incorporated by reference to the sections entitled “Agenda Item 5 - Election of the Board of Directors”, [added: "Corporate Governance - Delinquent Section 16(a) Reports",] “Corporate Governance - The Board of Directors - Director Nomination Process”, and “Corporate Governance - The Committees of the Board - Audit Committee” of the definitive proxy statement for the [removed: 2023] [added: 2024] Annual General Meeting of Shareholders which will be filed with the SEC not later than 120 days after the close of the fiscal year pursuant to Regulation 14A.
Item 11. Executive Compensation
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This item is incorporated by reference to the sections entitled “Executive Compensation”, “Compensation Committee Report” and “Director Compensation” of the definitive proxy statement for the [removed: 2023] [added: 2024] Annual General Meeting of Shareholders which will be filed with the SEC not later than 120 days after the close of the fiscal year pursuant to Regulation 14A.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
1 rewritten, 0 added, 29 removed, 0 unchanged
[removed: Additional information] [added: This item] is incorporated by reference to the [removed: section] [added: sections] entitled "Information About Our Share Ownership" [added: and "Agenda Item 11 - Approval] of the [added: Amended and Restated Chubb Limited Employee Stock Purchase Plan" of the] definitive proxy statement for the [removed: 2023] [added: 2024] Annual General Meeting of [removed: Shareholders] [added: Shareholders,] which will be filed with the SEC not later than 120 days after the close of the fiscal year pursuant to Regulation 14A.
The following table presents securities authorized for issuance under equity compensation plans at December 31, 2022:
| | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Plan category | | | | | | Number of securities to be issued upon exercise of outstanding options, warrants, and rights | | | | | | Weighted-average exercise price of outstanding options, warrants, and rights (3) | | | | | | Number of securities remaining available for future issuance under equity compensation plans | | |
| Equity compensation plans approved by security holders (1) | | | | | | 10,410,278 | | | | | | $ | 146.81 | | | | | 16,039,112 | | |
| Equity compensation plans not approved by security holders (2) | | | | | | 22,982 | | | | | | | | | | | | | | |
(1) These totals include securities available for future issuance under the following plans:
(i) Chubb Limited 2016 Long-Term Incentive Plan, as amended and restated (Amended 2016 LTIP).
A total of 32,900,000 shares are authorized to be issued pursuant to awards made as options, stock appreciation rights, stock units, performance shares, performance units, restricted stock, and restricted stock units.
The maximum number of shares that may be delivered to participants and their beneficiaries under the Amended 2016 LTIP shall be equal to the sum of: (x) 32,900,000 shares of stock; and (y) any shares of stock that have not been delivered pursuant to the ACE LTIP (as defined in clause (ii) of this footnote (1) below) and remain available for grant pursuant to the ACE LTIP, including shares of stock represented by awards granted under the ACE LTIP that are forfeited, expire or are canceled after the effective date of the Amended 2016 LTIP without delivery of shares of stock or which result in the forfeiture of the shares of stock back to the Company to the extent that such shares would have been added back to the reserve under the terms of the ACE LTIP.
As of December 31, 2022, a total of 8,011,047 option awards and 798,660 restricted stock unit awards are outstanding, and 15,223,940 shares remain available for future issuance under this plan.
(ii) ACE Limited 2004 Long-Term Incentive Plan (ACE LTIP).
As of December 31, 2022, a total of 2,365,986 option awards are outstanding.
No additional grants will be made pursuant to the ACE LTIP.
(iii) Chubb Corporation Long-Term Incentive Plan (2014) (Chubb Corp. LTIP).
As of December 31, 2022, a total of 33,245 option awards and 25,862 deferred stock unit awards are outstanding.
No additional grants will be made pursuant to the Chubb Corp. LTIP.
(iv) ESPP.
A total of 6,500,000 shares are authorized for purchase at a discount.
As of December 31, 2022, 815,172 shares remain available for future issuance under this plan.
[Table of Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)
(2) These plans are the Chubb Corp. CCAP Excess Benefit Plan (CCAP Excess Benefit Plan) and the Chubb Corp. Deferred Compensation Plan for Directors, under which no Common Shares are available for future issuance other than with respect to outstanding rewards.
The CCAP Excess Benefit Plan is a nonqualified, defined contribution plan and covers those participants in the Capital Accumulation Plan of The Chubb Corporation (CCAP) (Chubb Corp.’s legacy 401(k) plan) and Chubb Corp.’s legacy employee stock ownership plan (ESOP) whose total benefits under those plans are limited by certain provisions of the Internal Revenue Code.
A participant in the CCAP Excess Benefit Plan is entitled to a benefit equaling the difference between the participant’s benefits under the CCAP and the ESOP, without considering the applicable limitations of the Code, and the participant’s actual benefits under such plans.
A participant’s excess ESOP benefit is expressed as Common Shares.
Payments under the CCAP Excess Benefit Plan are generally made: (i) for excess benefits related to the CCAP, in cash annually as soon as practical after the amount of excess benefit can be determined; and (ii) for excess benefits related to the ESOP, in Common Shares as soon as practicable after the participant’s termination of employment.
Allocations under the ESOP ceased in 2004.
Accordingly, other than dividends, no new contributions are made to the ESOP or the CCAP Excess Benefit Plan with respect to excess ESOP benefits.
(3) Weighted-average exercise price excludes shares issuable under performance unit awards and restricted stock unit awards.
Item 13. Certain Relationships and Related Transactions and Director Independence
1 rewritten, 0 added, 0 removed, 0 unchanged
This item is incorporated by reference to the sections entitled “Corporate Governance - What Is Our Related Party Transactions Approval Policy And What Procedures Do We Use To Implement It?”, “Corporate Governance - What Related Party Transactions Do We Have?”, and “Corporate Governance - The Board of Directors - Director Independence” of the definitive proxy statement for the [removed: 2023] [added: 2024] Annual General Meeting of Shareholders which will be filed with the SEC not later than 120 days after the close of the fiscal year pursuant to Regulation 14A.
Item 14. Principal Accounting Fees and Services
2 rewritten, 0 added, 0 removed, 1 unchanged
This item is incorporated by reference to the section entitled “Agenda Item 4 – Election of Auditors – 4.2 – Ratification of appointment of PricewaterhouseCoopers LLP (United States) as independent registered public accounting firm for purposes of U.S. securities law reporting” of the definitive proxy statement for the [removed: 2023] [added: 2024] Annual General Meeting of Shareholders which will be filed with the SEC not later than 120 days after the close of the fiscal year pursuant to Regulation 14A.
[Table of [removed: Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)][added: Contents](#idf707741c08f496b986f567184704870_7)]
Item 15. Exhibits, Financial Statement Schedules
48 rewritten, 8 added, 26 removed, 231 unchanged
| – | | | [Management's Responsibility for Financial Statements and Internal Control over Financial [removed: Reporting](#i940fac7f3b2648c4bdbb8dd5cc76d072_331)] [added: Reporting](#idf707741c08f496b986f567184704870_331)] | | | [removed: [F-3](#i940fac7f3b2648c4bdbb8dd5cc76d072_331)] [added: [F-3](#idf707741c08f496b986f567184704870_331)] | | |
| – | | | [Report of Independent Registered Public Accounting [removed: Firm](#i940fac7f3b2648c4bdbb8dd5cc76d072_334)] [added: Firm](#idf707741c08f496b986f567184704870_334)] | | | [removed: [F-4](#i940fac7f3b2648c4bdbb8dd5cc76d072_334)] [added: [F-4](#idf707741c08f496b986f567184704870_334)] | | |
| – | | | [Consolidated Balance Sheets at December 31, [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_337)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_337)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_337)] [added: 20](#idf707741c08f496b986f567184704870_337)[2](#idf707741c08f496b986f567184704870_337)[3](#idf707741c08f496b986f567184704870_337)] [and [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_337)21] [added: 20](#idf707741c08f496b986f567184704870_337)22] | | | [removed: [F-7](#i940fac7f3b2648c4bdbb8dd5cc76d072_337)] [added: [F-7](#idf707741c08f496b986f567184704870_337)] | | |
| – | | | [Consolidated Statements of Operations and Comprehensive Income for the years ended December 31, [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_340)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_340)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_340)[, 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_340)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_340)[1](#i940fac7f3b2648c4bdbb8dd5cc76d072_340)[,] [added: 20](#idf707741c08f496b986f567184704870_340)[2](#idf707741c08f496b986f567184704870_340)[3](#idf707741c08f496b986f567184704870_340)[, 20](#idf707741c08f496b986f567184704870_340)[2](#idf707741c08f496b986f567184704870_340)[2](#idf707741c08f496b986f567184704870_340)[,] and [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_340)20] [added: 20](#idf707741c08f496b986f567184704870_340)21] | | | [removed: [F-8](#i940fac7f3b2648c4bdbb8dd5cc76d072_340)] [added: [F-8](#idf707741c08f496b986f567184704870_340)] | | |
| – | | | [Consolidated Statements of Shareholders' Equity for the years ended December 31, [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_346)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_346)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_346)[, 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_346)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_346)[1](#i940fac7f3b2648c4bdbb8dd5cc76d072_346)[,] [added: 20](#idf707741c08f496b986f567184704870_349)[2](#idf707741c08f496b986f567184704870_349)[3](#idf707741c08f496b986f567184704870_349)[, 20](#idf707741c08f496b986f567184704870_349)[2](#idf707741c08f496b986f567184704870_349)[2](#idf707741c08f496b986f567184704870_349)[,] and [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_346)20] [added: 20](#idf707741c08f496b986f567184704870_349)21] | | | [removed: [F-9](#i940fac7f3b2648c4bdbb8dd5cc76d072_346)] [added: [F-9](#idf707741c08f496b986f567184704870_349)] | | |
| – | | | [Consolidated Statements of Cash Flows for the years ended December 31, [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_355)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_355)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_355)[, 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_355)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_355)[1](#i940fac7f3b2648c4bdbb8dd5cc76d072_355)[,] [added: 20](#idf707741c08f496b986f567184704870_355)[2](#idf707741c08f496b986f567184704870_355)[3](#idf707741c08f496b986f567184704870_355)[, 20](#idf707741c08f496b986f567184704870_355)[2](#idf707741c08f496b986f567184704870_355)[2](#idf707741c08f496b986f567184704870_355)[,] and [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_355)20] [added: 20](#idf707741c08f496b986f567184704870_355)21] | | | [removed: [F-10](#i940fac7f3b2648c4bdbb8dd5cc76d072_355)] [added: [F-10](#idf707741c08f496b986f567184704870_355)] | | |
| – | | | [Notes to Consolidated Financial [removed: Statements](#i940fac7f3b2648c4bdbb8dd5cc76d072_367)] [added: Statements](#idf707741c08f496b986f567184704870_367)] | | | [removed: [F-11](#i940fac7f3b2648c4bdbb8dd5cc76d072_367)] [added: [F-11](#idf707741c08f496b986f567184704870_367)] | | |
| – | | | [Schedule I - Summary of Investments - Other Than Investments in Related Parties at December 31, [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_496)22] [added: 20](#idf707741c08f496b986f567184704870_496)23] | | | [removed: [F-98](#i940fac7f3b2648c4bdbb8dd5cc76d072_496)] [added: [F-](#idf707741c08f496b986f567184704870_496)[117](#idf707741c08f496b986f567184704870_496)] | | |
| – | | | [Schedule II - Condensed Financial Information of Registrant (Parent Company Only) at December 31, [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)] [added: 20](#idf707741c08f496b986f567184704870_499)[2](#idf707741c08f496b986f567184704870_499)[3](#idf707741c08f496b986f567184704870_499)] [and [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)[1](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)[,](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)] [added: 20](#idf707741c08f496b986f567184704870_499)[2](#idf707741c08f496b986f567184704870_499)[2](#idf707741c08f496b986f567184704870_499)[,](#idf707741c08f496b986f567184704870_499)] [and for the years ended December 31, [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)[, 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)[1](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)[,] [added: 20](#idf707741c08f496b986f567184704870_499)[2](#idf707741c08f496b986f567184704870_499)[3](#idf707741c08f496b986f567184704870_499)[, 20](#idf707741c08f496b986f567184704870_499)[2](#idf707741c08f496b986f567184704870_499)[2](#idf707741c08f496b986f567184704870_499)[,] and [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)20] [added: 20](#idf707741c08f496b986f567184704870_499)21] | | | [removed: [F-99](#i940fac7f3b2648c4bdbb8dd5cc76d072_499)] [added: [F-](#idf707741c08f496b986f567184704870_499)[118](#idf707741c08f496b986f567184704870_499)] | | |
| – | | | [Schedule IV - Supplemental Information Concerning Reinsurance for the years ended December 31, [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_505)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_505)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_505)[, 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_505)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_505)[1](#i940fac7f3b2648c4bdbb8dd5cc76d072_505)[,] [added: 20](#idf707741c08f496b986f567184704870_502)[2](#idf707741c08f496b986f567184704870_502)[3](#idf707741c08f496b986f567184704870_502)[, 20](#idf707741c08f496b986f567184704870_502)[2](#idf707741c08f496b986f567184704870_502)[2](#idf707741c08f496b986f567184704870_502)[,] and [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_505)20] [added: 20](#idf707741c08f496b986f567184704870_502)21] | | | [removed: [F-101](#i940fac7f3b2648c4bdbb8dd5cc76d072_505)] [added: [F-](#idf707741c08f496b986f567184704870_502)[1](#idf707741c08f496b986f567184704870_502)[20](#idf707741c08f496b986f567184704870_502)] | | |
| – | | | [Schedule VI - Supplementary Information Concerning Property and Casualty Operations as of and for the years ended December 31, [removed: 202](#i940fac7f3b2648c4bdbb8dd5cc76d072_508)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_508)[, 202](#i940fac7f3b2648c4bdbb8dd5cc76d072_508)[1](#i940fac7f3b2648c4bdbb8dd5cc76d072_508)[,] [added: 202](#idf707741c08f496b986f567184704870_505)[3](#idf707741c08f496b986f567184704870_505)[, 202](#idf707741c08f496b986f567184704870_505)[2](#idf707741c08f496b986f567184704870_505)[,] and [removed: 20](#i940fac7f3b2648c4bdbb8dd5cc76d072_508)20] [added: 20](#idf707741c08f496b986f567184704870_505)21] | | | [removed: [F-102](#i940fac7f3b2648c4bdbb8dd5cc76d072_508)] [added: [F-1](#idf707741c08f496b986f567184704870_505)[21](#idf707741c08f496b986f567184704870_505)] | | |
| [removed: [3.1](https://www.sec.gov/Archives/edgar/data/896159/000110465922087896/tm2222591d1_ex3-1.htm)] [added: [3.1](https://www.sec.gov/Archives/edgar/data/896159/000110465923061862/tm2316055d1_ex3-1.htm)] | | | | | | [Articles of Association of the Company, as amended and [removed: restated](https://www.sec.gov/Archives/edgar/data/896159/000110465922087896/tm2222591d1_ex3-1.htm)] [added: restated](https://www.sec.gov/Archives/edgar/data/896159/000110465923061862/tm2316055d1_ex3-1.htm)] | | | | | | 8-K | | | | | | 3.1 | | | | | | [removed: August 9, 2022] [added: May 17, 2023] | | | | | | | | |
| [3.2](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex32.htm) | | | | | | [Organizational Regulations of the [removed: Company as] [added: Company](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex32.htm)[,](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex32.htm) [as] amended](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex32.htm) | | | | | | [added: 10-K] | | | | | | [added: 3.2] | | | | | | [added: February 24, 2023] | | | | | | [removed: X] | | |
| [removed: [4.1](https://www.sec.gov/Archives/edgar/data/896159/000110465922087896/tm2222591d1_ex3-1.htm)] [added: [4.1](https://www.sec.gov/Archives/edgar/data/896159/000110465923061862/tm2316055d1_ex3-1.htm)] | | | | | | [Articles of Association of the Company, as amended and [removed: restated](https://www.sec.gov/Archives/edgar/data/896159/000110465922087896/tm2222591d1_ex3-1.htm)] [added: restated](https://www.sec.gov/Archives/edgar/data/896159/000110465923061862/tm2316055d1_ex3-1.htm)] | | | | | | 8-K | | | | | | 4.1 | | | | | | [removed: August 9, 2022] [added: May 17, 2023] | | | | | | | | |
| [4.2](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex32.htm) | | | | | | [Organizational Regulations of the [removed: Company as] [added: Company](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex32.htm)[,](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex32.htm) [as] amended](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex32.htm) | | | | | | [added: 10-K] | | | | | | [added: 3.2] | | | | | | [added: February 24, 2023] | | | | | | [removed: X] | | |
[Table of [removed: Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)][added: Contents](#idf707741c08f496b986f567184704870_7)]
| [removed: [4.39](http://www.sec.gov/Archives/edgar/data/0000896159/000119312521333248/d248912dex43.htm)] [added: [4.16](http://www.sec.gov/Archives/edgar/data/0000896159/000119312521333248/d248912dex43.htm)] | | | | | | [Form of Global Note for the 3.050% Senior Notes due 2061](http://www.sec.gov/Archives/edgar/data/0000896159/000119312521333248/d248912dex43.htm) | | | | | | 8-K | | | | | | 4.3 | | | | | | November 18, 2021 | | | | | | | | |
| [removed: [4.40](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex440.htm)] [added: [4.11](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex411.htm)] | | | | | | [Description of the Registrant's [removed: Securities](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex440.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex411.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| [removed: [10.8](https://www.sec.gov/Archives/edgar/data/896159/000089615922000005/cb-12312021xex108.htm)*] [added: [10.8](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex108.htm)*] | | | | | | [Outside Directors Compensation [removed: Parameters](https://www.sec.gov/Archives/edgar/data/896159/000089615922000005/cb-12312021xex108.htm)] [added: Parameters](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex108.htm)] | | | | | | [removed: 10-K] | | | | | | [removed: 10.8] | | | | | | [removed: February 24, 2022] | | | | | | [added: X] | | |
| [removed: [10.9](http://www.sec.gov/Archives/edgar/data/896159/000119312506056531/dex1024.htm)*] [added: [10.5](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex1079.htm)*] | | | | | | [removed: [ACE Limited Elective] [added: [Chubb US] Deferred Compensation Plan (as amended and restated effective January 1, [removed: 2005)](http://www.sec.gov/Archives/edgar/data/896159/000119312506056531/dex1024.htm)] [added: 2023)](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex1079.htm)] | | | | | | 10-K | | | | | | [removed: 10.24] [added: 10.79] | | | | | | [removed: March 16, 2006] [added: February 24, 2023] | | | | | | | | |
| [removed: [10.29](http://www.sec.gov/Archives/edgar/data/896159/000090256104000415/ex-104.htm)*] [added: [10.44](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1095.htm)*] | | | | | | [Form of [removed: Incentive] [added: Non-Qualified] Stock Option Terms under the [removed: ACE] [added: Chubb] Limited [removed: 2004] [added: 2016] Long-Term Incentive [removed: Plan](http://www.sec.gov/Archives/edgar/data/896159/000090256104000415/ex-104.htm)] [added: Plan for Swiss Executive Management](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1095.htm)] | | | | | | [removed: 8-K] [added: 10-K] | | | | | | [removed: 10.4] [added: 10.95] | | | | | | [removed: September 13, 2004] [added: February 23, 2018] | | | | | | | | |
| [removed: [10.30](http://www.sec.gov/Archives/edgar/data/896159/000119312508107734/dex104.htm)*] [added: [10.30](https://www.sec.gov/Archives/edgar/data/896159/000089615923000010/cb-3312023xex102.htm)*] | | | | | | [Form of [removed: Incentive] [added: Performance Based Restricted] Stock [removed: Option] [added: Award] Terms under the [removed: ACE] [added: Chubb] Limited [removed: 2004] [added: 2016] Long-Term Incentive [removed: Plan](http://www.sec.gov/Archives/edgar/data/896159/000119312508107734/dex104.htm)] [added: Plan for Executive Officers](https://www.sec.gov/Archives/edgar/data/896159/000089615923000010/cb-3312023xex102.htm)] | | | | | | 10-Q | | | | | | [removed: 10.4] [added: 10.2] | | | | | | May [removed: 8, 2008] [added: 2, 2023] | | | | | | | | |
| [removed: [10.31](http://www.sec.gov/Archives/edgar/data/896159/000119312509040758/dex1063.htm)*] [added: [10.21](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1096.htm)*] | | | | | | [Form of [removed: Incentive] [added: Restricted] Stock [removed: Option] [added: Award] Terms under the [removed: ACE] [added: Chubb] Limited [removed: 2004] [added: 2016] Long-Term Incentive [removed: Plan](http://www.sec.gov/Archives/edgar/data/896159/000119312509040758/dex1063.htm)] [added: Plan for Swiss Executive Management](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1096.htm)] | | | | | | 10-K | | | | | | [removed: 10.63] [added: 10.96] | | | | | | February [removed: 27, 2009] [added: 23, 2018] | | | | | | | | |
| [removed: [10.42](http://www.sec.gov/Archives/edgar/data/896159/000119312515197261/d932411dex101.htm)*] [added: [10.42](https://www.sec.gov/Archives/edgar/data/896159/000089615923000013/cb-6302023xex101.htm)*] | | | | | | [Form of Executive Management Non-Competition [removed: Agreement](http://www.sec.gov/Archives/edgar/data/896159/000119312515197261/d932411dex101.htm)] [added: Agreement](https://www.sec.gov/Archives/edgar/data/896159/000089615923000013/cb-6302023xex101.htm)] | | | | | | [removed: 8-K] [added: 10-Q] | | | | | | 10.1 | | | | | | [removed: May 22, 2015] [added: July 28, 2023] | | | | | | | | |
| [removed: [10.44](http://www.sec.gov/Archives/edgar/data/896159/000119312516604221/d196388dex44.htm)] [added: [10.31](http://www.sec.gov/Archives/edgar/data/896159/000110465921069890/tm2117042d1_ex10-1.htm)*] | | | | | | [Chubb Limited 2016 Long-Term Incentive [removed: Plan](http://www.sec.gov/Archives/edgar/data/896159/000119312516604221/d196388dex44.htm)] [added: Plan, as amended and restated](http://www.sec.gov/Archives/edgar/data/896159/000110465921069890/tm2117042d1_ex10-1.htm)] | | | | | | [removed: S-8] [added: 8-K] | | | | | | [removed: 4.4] [added: 10.1] | | | | | | May [removed: 26, 2016] [added: 24, 2021] | | | | | | | | |
| [10.55](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1088.htm) | | | | | | [Amended and Restated Credit Agreement for [removed: $1,000,000] [added: $1,000,000,000] Senior Unsecured Letter of Credit Facility, dated as of October 25, 2017, among Chubb Limited, and certain subsidiaries and Wells Fargo Bank, National Association as Administrative Agent, the Swingline Bank and an Issuing Bank](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1088.htm) | | | | | | 10-K | | | | | | 10.88 | | | | | | February 23, 2018 | | | | | | | | |
| [10.56](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex1056.htm) | | | | | | [Second Amended and Restated Credit Agreement for [removed: $3,000,000] [added: $3,000,000,000] Senior Unsecured Letter of Credit Facility, dated as of October 6, 2022, among Chubb Limited, and certain subsidiaries and Wells Fargo Bank, National Association as Administrative Agent, the Swingline Bank and an Issuing Bank](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex1056.htm) | | | | | | [added: 10-K] | | | | | | [added: 10.56] | | | | | | [added: February 24, 2022] | | | | | | [removed: X] | | |
| [removed: [10.62](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1095.htm)*] [added: [10.20](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1097.htm)*] | | | | | | [Form of [removed: Non-Qualified] [added: Restricted] Stock [removed: Option] [added: Unit Award] Terms under the Chubb Limited 2016 Long-Term Incentive Plan for Swiss Executive [removed: Management](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1095.htm)] [added: Management](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1097.htm)] | | | | | | 10-K | | | | | | [removed: 10.95] [added: 10.97] | | | | | | February 23, 2018 | | | | | | | | |
| [removed: [10.63](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1096.htm)*] [added: [10.29](https://www.sec.gov/Archives/edgar/data/896159/000089615923000010/cb-3312023xex101.htm)*] | | | | | | [Form of [added: Performance Based] Restricted Stock Award Terms under the Chubb Limited 2016 Long-Term Incentive Plan for Swiss Executive [removed: Management](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1096.htm)] [added: Management](https://www.sec.gov/Archives/edgar/data/896159/000089615923000010/cb-3312023xex101.htm)] | | | | | | [removed: 10-K] [added: 10-Q] | | | | | | [removed: 10.96] [added: 10.1] | | | | | | [removed: February 23, 2018] [added: May 2, 2023] | | | | | | | | |
| [removed: [10.65](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1099.htm)*] [added: [10.](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex1013.htm)13*] | | | | | | [Chubb Limited Clawback [removed: Policy](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1099.htm)] [added: Policy](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex1013.htm)] | | | | | | [removed: 10-K] | | | | | | [removed: 10.99] | | | | | | [removed: February 23, 2018] | | | | | | [added: X] | | |
| [removed: [10.66](http://www.sec.gov/Archives/edgar/data/20171/000110465905010167/a05-4557_1ex10d9.htm)*] [added: [10.11](http://www.sec.gov/Archives/edgar/data/20171/000110465905010167/a05-4557_1ex10d9.htm)*] | | | | | | [The Chubb Corporation Key Employee Deferred Compensation Plan (2005)](http://www.sec.gov/Archives/edgar/data/20171/000110465905010167/a05-4557_1ex10d9.htm) | | | | | | 8-K | | | | | | 10.9 | | | | | | March 9, 2005 | | | | | | | | |
| [removed: [10.67](http://www.sec.gov/Archives/edgar/data/20171/000110465905043732/a05-16106_1ex10d1.htm)*] [added: [10.16](http://www.sec.gov/Archives/edgar/data/20171/000110465905043732/a05-16106_1ex10d1.htm)*] | | | | | | [Amendment One to The Chubb Corporation Key Employee Deferred Compensation Plan (2005)](http://www.sec.gov/Archives/edgar/data/20171/000110465905043732/a05-16106_1ex10d1.htm) | | | | | | 8-K | | | | | | 10.1 | | | | | | September 12, 2005 | | | | | | | | |
| [removed: [10.68](http://www.sec.gov/Archives/edgar/data/20171/000095012309003803/y64226exv10w20.htm)*] [added: [10.9](http://www.sec.gov/Archives/edgar/data/20171/000095012309003803/y64226exv10w20.htm)*] | | | | | | [Amendment No. 2 to The Chubb Corporation Key Employee Deferred Compensation Plan (2005)](http://www.sec.gov/Archives/edgar/data/20171/000095012309003803/y64226exv10w20.htm) | | | | | | 10-K | | | | | | 10.20 | | | | | | March 2, 2009 | | | | | | | | |
| [removed: [10.69](http://www.sec.gov/Archives/edgar/data/20171/000119312513084095/d400078dex1032.htm)*] [added: [10.3](http://www.sec.gov/Archives/edgar/data/20171/000119312513084095/d400078dex1032.htm)*] | | | | | | [Amendment No. 3 to The Chubb Corporation Key Employee Deferred Compensation Plan (2005)](http://www.sec.gov/Archives/edgar/data/20171/000119312513084095/d400078dex1032.htm) | | | | | | 10-K | | | | | | 10.32 | | | | | | February 28, 2013 | | | | | | | | |
| [removed: [10.70](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb12312020-ex1077.htm)*] [added: [10.4](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb12312020-ex1077.htm)*] | | | | | | [Pension Excess Benefit Plan of The Chubb Corporation](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb12312020-ex1077.htm) | | | | | | 10-K | | | | | | 10.77 | | | | | | February 25, 2021 | | | | | | | | |
| [removed: [10.71](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1078.htm)*] [added: [10.38](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1078.htm)*] | | | | | | [Amendment No. 2 to the Pension Excess Benefit Plan of The Chubb Corporation](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1078.htm) | | | | | | 10-K | | | | | | 10.78 | | | | | | February 25, 2021 | | | | | | | | |
| [removed: [10.72](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1079.htm)*] [added: [10.39](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1079.htm)*] | | | | | | [Amendment No. 3 to the Pension Excess Benefit Plan of The Chubb Corporation](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1079.htm) | | | | | | 10-K | | | | | | 10.79 | | | | | | February 25, 2021 | | | | | | | | |
| [removed: [10.73](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1080.htm)*] [added: [10.](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1080.htm)[3](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1080.htm)[3](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1080.htm)*] | | | | | | [Amendment No. 4 to the Pension Excess Benefit Plan of The Chubb Corporation](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1080.htm) | | | | | | 10-K | | | | | | 10.8 | | | | | | February 25, 2021 | | | | | | | | |
| [removed: [10.74](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1081.htm)*] [added: [10.34](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1081.htm)*] | | | | | | [Amendments to the Chubb U.S. Supplemental Employee Retirement Plan, the Chubb U.S. Deferred Compensation Plan, and Pension Excess Benefit Plan of The Chubb Corporation](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1081.htm) | | | | | | 10-K | | | | | | 10.81 | | | | | | February 25, 2021 | | | | | | | | |
| [removed: [10.78](https://www.sec.gov/Archives/edgar/data/896159/000089615922000005/cb-12312021xex1076.htm)*] [added: [10.6](https://www.sec.gov/Archives/edgar/data/896159/000089615922000005/cb-12312021xex1076.htm)*] | | | | | | [Employment Terms dated December 8, 2020, between Chubb Limited and Peter Enns \[personal email removed\]](https://www.sec.gov/Archives/edgar/data/896159/000089615922000005/cb-12312021xex1076.htm) | | | | | | 10-K | | | | | | 10.76 | | | | | | February 24, 2022 | | | | | | | | |
[Table of Contents](#idf707741c08f496b986f567184704870_7)
[Table of Contents](#idf707741c08f496b986f567184704870_7)
[Table of Contents](#idf707741c08f496b986f567184704870_7)
| [10.](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex1027.htm)[2](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex1027.htm)[7](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex1027.htm)* | | | | | | [Chubb Deferred Stock Unit Plan](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex1027.htm) | | | | | | | | | | | | | | | | | | | | | | | | X | | |
[Table of Contents](#idf707741c08f496b986f567184704870_7)
[Table of Contents](#idf707741c08f496b986f567184704870_7)
| [97.1](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex971.htm)* | | | | | | [Chubb Limited Erroneously Awarded Incentive-Based Compensation Recovery Policy](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex971.htm) | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| [97.2](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex972.htm)* | | | | | | [Chubb INA Holding](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex972.htm)[s](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex972.htm) [I](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex972.htm)[nc](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex972.htm)[.](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex972.htm) [Erroneously Awarded Incentive](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex972.htm)[\-Based Compensation Recovery Policy](https://www.sec.gov/Archives/edgar/data/896159/000089615924000003/cb-12312023xex972.htm) | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | |
| Exhibit Number | | | | | | Exhibit Description | | | | | | Form | | | | | | Original Number | | | | | | Date Filed | | | | | | Filed Herewith | | |
| [4.11](http://www.sec.gov/Archives/edgar/data/896159/000119312513104493/d500703dex41.htm) | | | | | | [Form of 2.70 percent Senior Notes due 2023](http://www.sec.gov/Archives/edgar/data/896159/000119312513104493/d500703dex41.htm) | | | | | | 8-K | | | | | | 4.1 | | | | | | March 13, 2013 | | | | | | | | |
| [4.16](http://www.sec.gov/Archives/edgar/data/896159/000119312515363481/d97711dex42.htm) | | | | | | [Form of 2.875 percent Senior Notes due 2022](http://www.sec.gov/Archives/edgar/data/896159/000119312515363481/d97711dex42.htm) | | | | | | 8-K | | | | | | 4.2 | | | | | | November 3, 2015 | | | | | | | | |
| [10.3](http://www.sec.gov/Archives/edgar/data/896159/000095013103001690/dex1064.txt)* | | | | | | [Employment Terms dated October 29, 2001, between ACE Limited and Evan Greenberg](http://www.sec.gov/Archives/edgar/data/896159/000095013103001690/dex1064.txt) | | | | | | 10-K | | | | | | 10.64 | | | | | | March 27, 2003 | | | | | | | | |
| [10.4](http://www.sec.gov/Archives/edgar/data/896159/000119312508042242/dex1029.htm)* | | | | | | [Employment Terms dated April 10, 2006, between ACE and John Keogh](http://www.sec.gov/Archives/edgar/data/896159/000119312508042242/dex1029.htm) | | | | | | 10-K | | | | | | 10.29 | | | | | | February 29, 2008 | | | | | | | | |
| [10.5](http://www.sec.gov/Archives/edgar/data/896159/000119312508042242/dex1030.htm)* | | | | | | [Executive Severance Agreement between ACE and John Keogh](http://www.sec.gov/Archives/edgar/data/896159/000119312508042242/dex1030.htm) | | | | | | 10-K | | | | | | 10.30 | | | | | | February 29, 2008 | | | | | | | | |
| [10.6](http://www.sec.gov/Archives/edgar/data/896159/000119312512078111/d267038dex1021.htm)* | | | | | | [ACE Limited Executive Severance Plan as amended effective May 18, 2011](http://www.sec.gov/Archives/edgar/data/896159/000119312512078111/d267038dex1021.htm) | | | | | | 10-K | | | | | | 10.21 | | | | | | February 24, 2012 | | | | | | | | |
| [10.11](http://www.sec.gov/Archives/edgar/data/896159/000119312506056531/dex1025.htm)* | | | | | | [ACE USA Officer Deferred Compensation Plan (as amended through January 1, 2001)](http://www.sec.gov/Archives/edgar/data/896159/000119312506056531/dex1025.htm) | | | | | | 10-K | | | | | | 10.25 | | | | | | March 16, 2006 | | | | | | | | |
| [10.13](http://www.sec.gov/Archives/edgar/data/896159/000119312509040758/dex1036.htm)* | | | | | | [ACE USA Officer Deferred Compensation Plan (as amended and restated effective January 1, 2009)](http://www.sec.gov/Archives/edgar/data/896159/000119312509040758/dex1036.htm) | | | | | | 10-K | | | | | | 10.36 | | | | | | February 27, 2009 | | | | | | | | |
| [10.16](http://www.sec.gov/Archives/edgar/data/896159/000119312509040758/dex1039.htm)* | | | | | | [ACE Limited Elective Deferred Compensation Plan (as amended and restated effective January 1, 2009)](http://www.sec.gov/Archives/edgar/data/896159/000119312509040758/dex1039.htm) | | | | | | 10-K | | | | | | 10.39 | | | | | | February 27, 2009 | | | | | | | | |
| [10.20](http://www.sec.gov/Archives/edgar/data/896159/000119312507043123/dex1030.htm)* | | | | | | [ACE USA Supplemental Employee Retirement Savings Plan (as amended through the Second Amendment)](http://www.sec.gov/Archives/edgar/data/896159/000119312507043123/dex1030.htm) | | | | | | 10-K | | | | | | 10.30 | | | | | | March 1, 2007 | | | | | | | | |
| [10.21](http://www.sec.gov/Archives/edgar/data/896159/000119312507043123/dex1031.htm)* | | | | | | [ACE USA Supplemental Employee Retirement Savings Plan (as amended through the Third Amendment)](http://www.sec.gov/Archives/edgar/data/896159/000119312507043123/dex1031.htm) | | | | | | 10-K | | | | | | 10.31 | | | | | | March 1, 2007 | | | | | | | | |
| [10.27](http://www.sec.gov/Archives/edgar/data/896159/0000902561-98-000044.txt)* | | | | | | [ACE Limited Rules of the Approved U.K. Stock Option Program (see exhibit 10.2 to Form 10-Q filed with the SEC on February 13, 1998)](http://www.sec.gov/Archives/edgar/data/896159/0000902561-98-000044.txt) | | | | | | 10-Q | | | | | | 10.2 | | | | | | February 13, 1998 | | | | | | | | |
| [10.33](http://www.sec.gov/Archives/edgar/data/896159/000090256104000415/ex-105.htm)* | | | | | | [Form of Non-Qualified Stock Option Terms under the ACE Limited 2004 Long-Term Incentive Plan](http://www.sec.gov/Archives/edgar/data/896159/000090256104000415/ex-105.htm) | | | | | | 8-K | | | | | | 10.5 | | | | | | September 13, 2004 | | | | | | | | |
| [10.34](http://www.sec.gov/Archives/edgar/data/896159/000119312508107734/dex103.htm)* | | | | | | [Form of Non-Qualified Stock Option Terms under the ACE Limited 2004 Long-Term Incentive Plan](http://www.sec.gov/Archives/edgar/data/896159/000119312508107734/dex103.htm) | | | | | | 10-Q | | | | | | 10.3 | | | | | | May 8, 2008 | | | | | | | | |
| [10.38](http://www.sec.gov/Archives/edgar/data/896159/000119312511210283/dex101.htm)* | | | | | | [Form of Incentive Stock Option Terms under the ACE Limited 2004 Long-Term Incentive Plan for Messrs. Greenberg and Cusumano](http://www.sec.gov/Archives/edgar/data/896159/000119312511210283/dex101.htm) | | | | | | 10-Q | | | | | | 10.1 | | | | | | August 4, 2011 | | | | | | | | |
| [10.39](http://www.sec.gov/Archives/edgar/data/896159/000119312511210283/dex102.htm)* | | | | | | [Form of Non-Qualified Stock Option Terms under the ACE Limited 2004 Long-Term Incentive Plan for Messrs. Greenberg and Cusumano](http://www.sec.gov/Archives/edgar/data/896159/000119312511210283/dex102.htm) | | | | | | 10-Q | | | | | | 10.2 | | | | | | August 4, 2011 | | | | | | | | |
| [10.64](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1097.htm)* | | | | | | [Form of Restricted Stock Unit Award Terms under the Chubb Limited 2016 Long-Term Incentive Plan for Swiss Executive Management](http://www.sec.gov/Archives/edgar/data/896159/000089615918000002/cb-12312017xex1097.htm) | | | | | | 10-K | | | | | | 10.97 | | | | | | February 23, 2018 | | | | | | | | |
| [10.75](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1082.htm)* | | | | | | [Form of Performance Based Restricted Stock Award Terms under the Chubb Limited 2016 Long-Term Incentive Plan for Swiss Executive Management](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1082.htm) | | | | | | 10-K | | | | | | 10.82 | | | | | | February 25, 2021 | | | | | | | | |
| [10.76](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1083.htm)* | | | | | | [Form of Performance Based Restricted Stock Award Terms under the Chubb Limited 2016 Long-Term Incentive Plan for Executive Officers](http://www.sec.gov/Archives/edgar/data/0000896159/000089615921000003/cb-12312020xex1083.htm) | | | | | | 10-K | | | | | | 10.83 | | | | | | February 25, 2021 | | | | | | | | |
| [10.77](http://www.sec.gov/Archives/edgar/data/896159/000110465921069890/tm2117042d1_ex10-1.htm)* | | | | | | [Chubb Limited 2016 Long-Term Incentive Plan, as amended and restated](http://www.sec.gov/Archives/edgar/data/896159/000110465921069890/tm2117042d1_ex10-1.htm) | | | | | | 8-K | | | | | | 10.1 | | | | | | May 24, 2021 | | | | | | | | |
| [10.79](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex1079.htm)* | | | | | | [Chubb US Deferred Compensation Plan (as amended and restated effective January 1, 2023)](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-12312022xex1079.htm) | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| [99.1](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-20221231_d2.htm) | | | | | | [List of Securities Registered Pursuant to Section 12(b) of the Securities Exchange Act of 1934, formatted in inline XBRL.](https://www.sec.gov/Archives/edgar/data/896159/000089615923000007/cb-20221231_d2.htm) | | | | | | | | | | | | | | | | | | | | | | | | X | | |
An excerpt. Shown here: 40 of 48 rewritten, all 8 added and all 26 removed. The counts are complete. For every sentence, read Item 15. Exhibits, Financial Statement Schedules in the FY2023 filing and the FY2022 filing.
Item 16. Form 10-K Summary
1,343 rewritten, 1,641 added, 494 removed, 2,010 unchanged
[Table of [removed: Contents](#i940fac7f3b2648c4bdbb8dd5cc76d072_10)][added: Contents](#idf707741c08f496b986f567184704870_7)]
| /s/ Evan G. Greenberg | | | | | | Chairman, Chief Executive Officer, and Director | | | February [removed: 24, 2023] [added: 23, 2024] | | |
| /s/ Peter C. Enns | | | | | | Executive Vice President and Chief Financial Officer | | | February [removed: 24, 2023] [added: 23, 2024] | | |
| /s/ Annmarie T. Hagan | | | | | | Chief Accounting Officer | | | February [removed: 24, 2023] [added: 23, 2024] | | |
| /s/ Michael G. Atieh | | | | | | Director | | | February [removed: 24, 2023] [added: 23, 2024] | | |
| /s/ Kathy Bonanno | | | | | | Director | | | February [removed: 24, 2023] [added: 23, 2024] | | |
| /s/ Sheila P. Burke | | | | | | Director | | | February [removed: 24, 2023] [added: 23, 2024] | | |
| /s/ Michael P. Connors | | | | | | Director | | | February [removed: 24, 2023] [added: 23, 2024] | | |
| /s/ Robert J. Hugin | | | | | | Director | | | February [removed: 24, 2023] [added: 23, 2024] | | |
| /s/ Robert W. Scully | | | | | | Director | | | February [removed: 24, 2023] [added: 23, 2024] | | |
| /s/ Theodore E. Shasta | | | | | | Director | | | February [removed: 24, 2023] [added: 23, 2024] | | |
| /s/ David H. Sidwell | | | | | | Director | | | February [removed: 24, 2023] [added: 23, 2024] | | |
| /s/ Olivier Steimer | | | | | | Director | | | February [removed: 24, 2023] [added: 23, 2024] | | |
| /s/ Frances F. Townsend | | | | | | Director | | | February [removed: 24, 2023] [added: 23, 2024] | | |
[removed: December] [added: | | | | December] 31, [removed: 2022][added: 2022 | | | | | | | | | | | | | | |]
| [Management's Responsibility for Financial Statements and Internal Control over Financial [removed: Reporting](#i940fac7f3b2648c4bdbb8dd5cc76d072_331)] [added: Reporting](#idf707741c08f496b986f567184704870_331)] | | | | | | | | | | | | [removed: [F-3](#i940fac7f3b2648c4bdbb8dd5cc76d072_331)] [added: [F-3](#idf707741c08f496b986f567184704870_331)] | | |
| [Report of Independent Registered Public Accounting [removed: Firm](#i940fac7f3b2648c4bdbb8dd5cc76d072_334)] [added: Firm](#idf707741c08f496b986f567184704870_334)] (PCAOB ID 238) | | | | | | | | | | | | [removed: [F-4](#i940fac7f3b2648c4bdbb8dd5cc76d072_334)] [added: [F-4](#idf707741c08f496b986f567184704870_334)] | | |
| [Consolidated Balance [removed: Sheets](#i940fac7f3b2648c4bdbb8dd5cc76d072_337)] [added: Sheets](#idf707741c08f496b986f567184704870_337)] | | | | | | | | | | | | [removed: [F-7](#i940fac7f3b2648c4bdbb8dd5cc76d072_337)] [added: [F-7](#idf707741c08f496b986f567184704870_337)] | | |
| [Consolidated Statements of Operations and Comprehensive [removed: Income](#i940fac7f3b2648c4bdbb8dd5cc76d072_340)] [added: Income](#idf707741c08f496b986f567184704870_340)] | | | | | | | | | | | | [removed: [F-8](#i940fac7f3b2648c4bdbb8dd5cc76d072_340)] [added: [F-](#idf707741c08f496b986f567184704870_340)[8](#idf707741c08f496b986f567184704870_340)] | | |
| [Consolidated Statements of Shareholders’ [removed: Equity](#i940fac7f3b2648c4bdbb8dd5cc76d072_346)] [added: Equity](#idf707741c08f496b986f567184704870_349)] | | | | | | | | | | | | [removed: [F-9](#i940fac7f3b2648c4bdbb8dd5cc76d072_346)] [added: [F-9](#idf707741c08f496b986f567184704870_349)] | | |
| [Consolidated Statements of Cash [removed: Flows](#i940fac7f3b2648c4bdbb8dd5cc76d072_355)] [added: Flows](#idf707741c08f496b986f567184704870_355)] | | | | | | | | | | | | [removed: [F-10](#i940fac7f3b2648c4bdbb8dd5cc76d072_355)] [added: [F-10](#idf707741c08f496b986f567184704870_355)] | | |
| [Notes to Consolidated Financial [removed: Statements](#i940fac7f3b2648c4bdbb8dd5cc76d072_364)] [added: Statements](#idf707741c08f496b986f567184704870_364)] | | | | | | | | | | | | | | |
| Note 1. | | | [Summary of significant accounting [removed: policies](#i940fac7f3b2648c4bdbb8dd5cc76d072_367)] [added: policies](#idf707741c08f496b986f567184704870_367)] | | | | | | | | | [removed: [F-11](#i940fac7f3b2648c4bdbb8dd5cc76d072_367)] [added: [F-11](#idf707741c08f496b986f567184704870_367)] | | |
| Note 2. | | | [removed: [Acquisitions](#i940fac7f3b2648c4bdbb8dd5cc76d072_373)] [added: [Acquisitions](#idf707741c08f496b986f567184704870_373)] | | | | | | | | | [removed: [F-21](#i940fac7f3b2648c4bdbb8dd5cc76d072_373)] [added: [F-24](#idf707741c08f496b986f567184704870_373)] | | |
| Note 3. | | | [removed: [Investments](#i940fac7f3b2648c4bdbb8dd5cc76d072_376)] [added: [Investments](#idf707741c08f496b986f567184704870_376)] | | | | | | | | | [removed: [F-24](#i940fac7f3b2648c4bdbb8dd5cc76d072_376)] [added: [F-28](#idf707741c08f496b986f567184704870_376)] | | |
| Note 4. | | | [Fair value [removed: measurements](#i940fac7f3b2648c4bdbb8dd5cc76d072_397)] [added: measurements](#idf707741c08f496b986f567184704870_397)] | | | | | | | | | [removed: [F-31](#i940fac7f3b2648c4bdbb8dd5cc76d072_397)] [added: [F-36](#idf707741c08f496b986f567184704870_397)] | | |
| Note 5. | | | [removed: [Reinsurance](#i940fac7f3b2648c4bdbb8dd5cc76d072_409)] [added: [Reinsurance](#idf707741c08f496b986f567184704870_409)] | | | | | | | | | [removed: [F-38](#i940fac7f3b2648c4bdbb8dd5cc76d072_409)] [added: [F-43](#idf707741c08f496b986f567184704870_409)] | | |
| Note [removed: 6.] [added: 7.] | | | [removed: [Goodwill, Other intangible assets, and Value] [added: [Goodwill,](#idf707741c08f496b986f567184704870_418) [Value] of business [removed: acquired](#i940fac7f3b2648c4bdbb8dd5cc76d072_418)] [added: acquired](#idf707741c08f496b986f567184704870_418), and [Other intangible assets](#idf707741c08f496b986f567184704870_418)] | | | | | | | | | [removed: [F-40](#i940fac7f3b2648c4bdbb8dd5cc76d072_418)] [added: [F-46](#idf707741c08f496b986f567184704870_418)] | | |
| Note [removed: 7.] [added: 8.] | | | [Unpaid losses and loss [removed: expenses](#i940fac7f3b2648c4bdbb8dd5cc76d072_427)] [added: expenses](#idf707741c08f496b986f567184704870_427)] | | | | | | | | | [removed: [F-4](#i940fac7f3b2648c4bdbb8dd5cc76d072_427)[2](#i940fac7f3b2648c4bdbb8dd5cc76d072_427)] [added: [F-48](#idf707741c08f496b986f567184704870_427)] | | |
| Note [removed: 8.] [added: 12.] | | | [removed: [Taxation](#i940fac7f3b2648c4bdbb8dd5cc76d072_436)] [added: [Taxation](#idf707741c08f496b986f567184704870_436)] | | | | | | | | | [removed: [F-65](#i940fac7f3b2648c4bdbb8dd5cc76d072_436)] [added: [F-83](#idf707741c08f496b986f567184704870_436)] | | |
| Note [removed: 9.] [added: 13.] | | | [removed: [Debt](#i940fac7f3b2648c4bdbb8dd5cc76d072_442)] [added: [Debt](#idf707741c08f496b986f567184704870_442)] | | | | | | | | | [removed: [F-69](#i940fac7f3b2648c4bdbb8dd5cc76d072_442)] [added: [F-87](#idf707741c08f496b986f567184704870_442)] | | |
| Note [removed: 10.] [added: 14.] | | | [Commitments, contingencies, and [removed: guarantees](#i940fac7f3b2648c4bdbb8dd5cc76d072_451)] [added: guarantees](#idf707741c08f496b986f567184704870_451)] | | | | | | | | | [removed: [F-70](#i940fac7f3b2648c4bdbb8dd5cc76d072_451)] [added: [F-89](#idf707741c08f496b986f567184704870_451)] | | |
| Note [removed: 11.] [added: 15.] | | | [Shareholders' [removed: equity](#i940fac7f3b2648c4bdbb8dd5cc76d072_460)] [added: equity](#idf707741c08f496b986f567184704870_460)] | | | | | | | | | [removed: [F-77](#i940fac7f3b2648c4bdbb8dd5cc76d072_460)] [added: [F-95](#idf707741c08f496b986f567184704870_460)] | | |
| Note [removed: 12.] [added: 16.] | | | [Share-based [removed: compensation](#i940fac7f3b2648c4bdbb8dd5cc76d072_466)] [added: compensation](#idf707741c08f496b986f567184704870_466)] | | | | | | | | | [removed: [F-80](#i940fac7f3b2648c4bdbb8dd5cc76d072_466)] [added: [F-99](#idf707741c08f496b986f567184704870_466)] | | |
| Note [removed: 13.] [added: 17.] | | | [Postretirement [removed: benefits](#i940fac7f3b2648c4bdbb8dd5cc76d072_469)] [added: benefits](#idf707741c08f496b986f567184704870_469)] | | | | | | | | | [removed: [F-84](#i940fac7f3b2648c4bdbb8dd5cc76d072_469)] [added: [F-102](#idf707741c08f496b986f567184704870_469)] | | |
| Note [removed: 14.] [added: 18.] | | | [Other income and [removed: expense](#i940fac7f3b2648c4bdbb8dd5cc76d072_472)] [added: expense](#idf707741c08f496b986f567184704870_472)] | | | | | | | | | [removed: [F-90](#i940fac7f3b2648c4bdbb8dd5cc76d072_472)] [added: [F-108](#idf707741c08f496b986f567184704870_472)] | | |
| Note [removed: 15.] [added: 19.] | | | [Segment [removed: information](#i940fac7f3b2648c4bdbb8dd5cc76d072_475)] [added: information](#idf707741c08f496b986f567184704870_475)] | | | | | | | | | [removed: [F-90](#i940fac7f3b2648c4bdbb8dd5cc76d072_475)] [added: [F-109](#idf707741c08f496b986f567184704870_475)] | | |
| Note [removed: 16.] [added: 20.] | | | [Earnings per [removed: share](#i940fac7f3b2648c4bdbb8dd5cc76d072_478)] [added: share](#idf707741c08f496b986f567184704870_478)] | | | | | | | | | [removed: [F-95](#i940fac7f3b2648c4bdbb8dd5cc76d072_478)] [added: [F-114](#idf707741c08f496b986f567184704870_478)] | | |
| Note [removed: 17.] [added: 21.] | | | [Related party [removed: transactions](#i940fac7f3b2648c4bdbb8dd5cc76d072_481)] [added: transactions](#idf707741c08f496b986f567184704870_481)] | | | | | | | | | [removed: [F-95](#i940fac7f3b2648c4bdbb8dd5cc76d072_481)] [added: [F-114](#idf707741c08f496b986f567184704870_481)] | | |
| Note [removed: 18.] [added: 22.] | | | [Statutory financial [removed: information](#i940fac7f3b2648c4bdbb8dd5cc76d072_487)] [added: information](#idf707741c08f496b986f567184704870_487)] | | | | | | | | | [removed: [F-97](#i940fac7f3b2648c4bdbb8dd5cc76d072_487)] [added: [F-116](#idf707741c08f496b986f567184704870_487)] | | |
February 23, 2024
| /s/ Nancy K. Buese | | | | | | Director | | | February 23, 2024 | | |
| Nancy K. Buese | | | | | | | | | | | |
| /s/ Michael L. Corbat | | | | | | Director | | | February 23, 2024 | | |
| Michael L. Corbat | | | | | | | | | | | |
[Table of Contents](#idf707741c08f496b986f567184704870_7)
[Table of Contents](#idf707741c08f496b986f567184704870_7)
| Note 6. | | | [Deferred acquisition costs](#idf707741c08f496b986f567184704870_4023) | | | | | | | | | [F-45](#idf707741c08f496b986f567184704870_4023) | | |
| Note 9. | | | [F](#idf707741c08f496b986f567184704870_3298534887389)[u](#idf707741c08f496b986f567184704870_3298534887389)[ture policy benefi](#idf707741c08f496b986f567184704870_3298534887389)[ts](#idf707741c08f496b986f567184704870_3298534887389) | | | | | | | | | [F-71](#idf707741c08f496b986f567184704870_3298534887389) | | |
| Note 10. | | | [Policyholders' account balances, Separate accounts, and Unearned revenue liabilities](#idf707741c08f496b986f567184704870_4080) | | | | | | | | | [F-77](#idf707741c08f496b986f567184704870_4080) | | |
| Note 11. | | | [M](#idf707741c08f496b986f567184704870_4087)[arket risk benefits](#idf707741c08f496b986f567184704870_4087) | | | | | | | | | [F-82](#idf707741c08f496b986f567184704870_4087) | | |
[Table of Contents](#idf707741c08f496b986f567184704870_7)
Effective July 1, 2023, Chubb discontinued the equity method of accounting to its investment in Huatai Group and applied consolidation accounting.
[Table of Contents](#idf707741c08f496b986f567184704870_7)
[Table of Contents](#idf707741c08f496b986f567184704870_7)
[Table of Contents](#idf707741c08f496b986f567184704870_7)
| February 23, 2024 | | |
[Table of Contents](#idf707741c08f496b986f567184704870_7)
| | | | | | | | | | | | | | | | As Adjusted | | | | | | | | |
| | | | Private debt held-for-investment, at amortized cost, net of valuation allowance – $4 and nil | | | | | | 2,553 | | | | | | — | | | | | | | | |
| | | | Equity securities, at fair value (includes VIE balances of $1,078 and nil) | | | | | | 3,455 | | | | | | 827 | | | | | | | | |
| | | | Private equities (includes VIE balances of $21 and nil) | | | | | | 14,078 | | | | | | 12,355 | | | | | | | | |
| | | | Other investments (includes VIE balances of $3,773 and nil) | | | | | | 5,527 | | | | | | 1,341 | | | | | | | | |
| Cash, including restricted cash $172 and $115 (includes VIE balances of $117 and nil) | | | | | | | | | 2,621 | | | | | | 2,127 | | | | | | | | |
| Reinsurance recoverable on policy benefits | | | | | | | | | 280 | | | | | | 302 | | | | | | | | |
| Value of business acquired | | | | | | | | | 3,674 | | | | | | 3,702 | | | | | | | | |
| Goodwill | | | | | | | | | 19,686 | | | | | | 16,228 | | | | | | | | |
| Deferred tax assets | | | | | | | | | 1,741 | | | | | | — | | | | | | | | |
| Prepaid reinsurance premiums | | | | | | | | | 3,221 | | | | | | 3,136 | | | | | | | | |
| Other assets (includes VIE balances of $33 and nil) | | | | | | | | | 7,317 | | | | | | 7,546 | | | | | | | | |
| Total assets | | | | | | | | | $ | 230,682 | | | | | $ | 199,017 | | | | | | | |
| Unearned premiums | | | | | | | | | 22,051 | | | | | | 19,713 | | | | | | | | |
| Future policy benefits | | | | | | | | | 13,888 | | | | | | 10,476 | | | | | | | | |
| Market risk benefits | | | | | | | | | 771 | | | | | | 800 | | | | | | | | |
| Policyholders' account balances | | | | | | | | | 7,462 | | | | | | 3,140 | | | | | | | | |
| Separate account liabilities | | | | | | | | | 5,573 | | | | | | 5,190 | | | | | | | | |
| Insurance and reinsurance balances payable | | | | | | | | | 8,302 | | | | | | 7,780 | | | | | | | | |
| Deferred tax liabilities | | | | | | | | | 1,555 | | | | | | 377 | | | | | | | | |
| Repurchase agreements (includes VIE balances of $1,009 and nil) | | | | | | | | | 2,833 | | | | | | 1,419 | | | | | | | | |
| Total liabilities | | | | | | | | | 166,991 | | | | | | 148,498 | | | | | | | | |
February 24, 2023
| /s/ Mary A. Cirillo | | | | | | Director | | | February 24, 2023 | | |
| Mary A. Cirillo | | | | | | | | | | | |
| /s/ Luis Téllez | | | | | | Director | | | February 24, 2023 | | |
| Luis Téllez | | | | | | | | | | | |
The acquisition was completed on July 1, 2022.
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.
As described in Notes 1 and 2 to the consolidated financial statements, the Company completed the acquisition of Cigna’s personal accident, supplemental health, and life insurance business in several Asian markets on July 1, 2022 for a total purchase price of $5.4 billion, which generated $3.5 billion of value of business acquired (VOBA).
VOBA represents the fair value of the future profits of in-force long duration contracts.
As described in Note 6, management judgment was applied in estimating VOBA, which was based on many factors including mortality, morbidity, persistency, investment yields, expenses and the discount rate, with the discount rate being the most significant factor.
The principal considerations for our determination that performing procedures relating to the valuation of VOBA is a critical audit matter are (i) the significant judgment by management when determining the fair value; (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating the significant assumption related to the discount rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
These procedures included testing the effectiveness of controls relating to the valuation of VOBA and controls over the development of the discount rate significant assumption.
These procedures also included, among others, (i) testing management’s process for developing the fair value estimate of VOBA, (ii) evaluating the appropriateness of the present value of estimated net cash flows method, (iii) testing the completeness and accuracy of the data used in the method, and (iv) evaluating the reasonableness of the discount rate significant assumption.
Professionals with specialized skill and knowledge were used to assist in evaluating the appropriateness of the method used by management and evaluating the reasonableness of the discount rate significant assumption.
| February 24, 2023 | | |
| | | | Other investments, at fair value | | | | | | 13,696 | | | | | | 11,169 | | |
| Cash | | | | | | | | | 2,012 | | | | | | 1,659 | | |
| Restricted cash | | | | | | | | | 115 | | | | | | 152 | | |
| Goodwill | | | | | | | | | 16,287 | | | | | | 15,213 | | |
| Total assets | | | | | | | | | $ | 199,144 | | | | | $ | 200,054 | |
| Increase in unearned premiums | | | (1,366) | | | | | | (1,513) | | | | | | (703) | | |
| Total revenues | | | 43,166 | | | | | | 40,963 | | | | | | 35,994 | | |
| Total expenses | | | 36,598 | | | | | | 31,147 | | | | | | 31,832 | | |
| Income before income tax | | | 6,568 | | | | | | 9,816 | | | | | | 4,162 | | |
| Diluted earnings per share | | | $ | 12.55 | | | | | $ | 19.27 | | | | | $ | 7.79 | |
| Total shareholders’ equity | | | $ | 50,540 | | | | | $ | 59,714 | | | | | $ | 59,441 | |
| Net income | | | $ | 5,313 | | | | | $ | 8,539 | | | | | $ | 3,533 | |
| Reinsurance recoverable | | | (1,776) | | | | | | (1,953) | | | | | | (336) | | |
| Other | | | 477 | | | | | | (219) | | | | | | 759 | | |
| Payment, including deposit, for Huatai Group interest | | | (184) | | | | | | (1,184) | | | | | | (1,623) | | |
| Policyholder contract deposits and other | | | 496 | | | | | | 512 | | | | | | 470 | | |
| Policyholder contract withdrawals and other | | | (519) | | | | | | (454) | | | | | | (386) | | |
| Tax withholding payments for share-based compensation plans | | | (101) | | | | | | (81) | | | | | | (87) | | |
Acquisition costs and VOBA, collectively policy acquisition costs, are deferred and amortized.
Policy acquisition costs on traditional long-duration contracts are amortized over the estimated life of the contracts, generally in proportion to premium revenue recognized based upon the same assumptions used in estimating the liability for future policy benefits.
For non-traditional long-duration contracts, we amortize policy acquisition costs over the expected life of the contracts in proportion to expected gross profits.
The effect of changes in estimates of expected gross profits is reflected in the period the estimates are revised.
Advertising costs are expensed as incurred except for direct-response campaigns that qualify for cost deferral, principally related to long-duration A&H business produced by the Overseas General Insurance segment, which are deferred and recognized as a component of Policy acquisition costs*.* For individual direct-response marketing campaigns that we can demonstrate have specifically resulted in incremental sales to customers and such sales have probable future economic benefits, incremental costs directly related to the marketing campaigns are capitalized as Deferred policy acquisition costs.
Deferred policy acquisition costs, including deferred marketing costs, are reviewed regularly for recoverability from future income, including investment income, and amortized in proportion to premium revenue recognized, primarily over a ten\-year period.
An excerpt. Shown here: 40 of 1,343 rewritten, 40 of 1,641 added and 40 of 494 removed. The counts are complete. For every sentence, read Item 16. Form 10-K Summary in the FY2023 filing and the FY2022 filing.