Cincinnati Financial 10-K 2021-12-31
Filed 2022-02-24. 1 sections, 841K characters. Original on sec.gov · Markdown · JSON
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United States Securities and Exchange Commission
Washington, D.C. 20549
Form 10-K
| ☑ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
For the fiscal year ended December 31, 2021.
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
For the transition period from _____________________ to _____________________.
Commission file number 000-04604
Cincinnati Financial Corporation
(Exact name of registrant as specified in its charter)
| Ohio | 31-0746871 | ||||
| (State of incorporation) | (I.R.S. Employer Identification No.) |
6200 S. Gilmore Road
Fairfield, Ohio 45014-5141
(Address of principal executive offices) (Zip Code)
(513) 870-2000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
| Common stock, $2.00 par | CINF | Nasdaq Global Select Market |
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☑ No ☐
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☑
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
Yes ☑ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 if Regulation S-T(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Cincinnati Financial Corporation - 2021 10-K - Page 1
Large accelerated filer ☑ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☑
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☑
The aggregate market value of voting stock held by nonaffiliates of the Registrant based on the closing price of $116.62 per share as reported on Nasdaq Global Select Market on June 30, 2021, was $18,398,492,958.
As of February 15, 2022, there were 160,433,769 shares of common stock outstanding.
Document Incorporated by Reference
Portions of the definitive Proxy Statement for Cincinnati Financial Corporation’s Annual Meeting of Shareholders to be held on May 7, 2022, are incorporated by reference into Part III of this Form 10-K.
Cincinnati Financial Corporation - 2021 10-K - Page 2
2021 ANNUAL REPORT ON FORM 10-K
T****ABLE OF C****ONTENTS
| Part I | 5 | |||||||
| Item 1. | Business | 5 | ||||||
| Cincinnati Financial Corporation – Introduction | 5 | |||||||
| Our Business and Our Strategy | 6 | |||||||
| Our Segments | 14 | |||||||
| Other | 27 | |||||||
| Regulation | 28 | |||||||
| Item 1A. | Risk Factors | 32 | ||||||
| Item 1B. | Unresolved Staff Comments | 43 | ||||||
| Item 2. | Properties | 43 | ||||||
| Item 3. | Legal Proceedings | 43 | ||||||
| Item 4. | Mine Safety Disclosures | 43 | ||||||
| Part II | 44 | |||||||
| Item 5. | Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 44 | ||||||
| Item 6. | [Reserved] | 45 | ||||||
| Item 7. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 46 | ||||||
| Introduction | 46 | |||||||
| Executive Summary | 47 | |||||||
| Critical Accounting Estimates | 52 | |||||||
| Recent Accounting Pronouncements | 58 | |||||||
| Financial Results | 59 | |||||||
| Liquidity and Capital Resources | 93 | |||||||
| Safe Harbor Statement | 109 | |||||||
| Item 7A. | Quantitative and Qualitative Disclosures About Market Risk | 112 | ||||||
| Item 8. | Financial Statements and Supplementary Data | 118 | ||||||
| Responsibility for Financial Statements | 118 | |||||||
| Management’s Annual Report on Internal Control Over Financial Reporting | 119 | |||||||
| Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34) | 120 | |||||||
| Consolidated Balance Sheets | 122 | |||||||
| Consolidated Statements of Income | 123 | |||||||
| Consolidated Statements of Comprehensive Income | 124 | |||||||
| Consolidated Statements of Shareholders’ Equity | 125 | |||||||
| Consolidated Statements of Cash Flows | 126 |
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