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Cover and table of contents

United States Securities and Exchange Commission

Washington, D.C. 20549

Form 10-K

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

For the fiscal year ended December 31, 2023.

☐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)

Ohio31-0746871
(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 classTrading Symbol(s)Name of each exchange on which registered
Common stock, $2.00 parCINFNasdaq 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 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or 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.

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

Cincinnati Financial Corporation - 2023 10-K - Page 1

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. ☑

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

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 $97.32 per share as reported on Nasdaq Global Select Market on June 30, 2023, was $14,988,706,711.

As of February 16, 2024, there were 156,665,018 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 4, 2024, are incorporated by reference into Part III of this Form 10-K.

Cincinnati Financial Corporation - 2023 10-K - Page 2

2023 ANNUAL REPORT ON FORM 10-K

T****ABLE OF C****ONTENTS

Part I5
Item 1.Business5
Cincinnati Financial Corporation – Introduction5
Our Business and Our Strategy6
Our Segments14
Other25
Regulation26
Item 1A.Risk Factors30
Item 1B.Unresolved Staff Comments43
Item 1C.Cybersecurity
Item 2.Properties44
Item 3.Legal Proceedings44
Item 4.Mine Safety Disclosures44
Part II45
Item 5.Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities45
Item 6.[Reserved]46
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations47
Introduction47
Executive Summary48
Critical Accounting Estimates53
Recent Accounting Pronouncements60
Financial Results61
Liquidity and Capital Resources94
Safe Harbor Statement110
Item 7A.Quantitative and Qualitative Disclosures About Market Risk113
Item 8.Financial Statements and Supplementary Data119
Responsibility for Financial Statements119
Management’s Annual Report on Internal Control Over Financial Reporting120
Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34)121
Consolidated Balance Sheets123
Consolidated Statements of Income124
Consolidated Statements of Comprehensive Income125
Consolidated Statements of Shareholders’ Equity126
Consolidated Statements of Cash Flows127
Notes to Consolidated Financial Statements128

Cincinnati Financial Corporation - 2023 10-K - Page 3

Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure182
Item 9A.Controls and Procedures182
Item 9B.Other Information182
Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections182
Part III183
Item 10.Directors, Executive Officers and Corporate Governance183
Item 11.Executive Compensation185
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters185
Item 13.Certain Relationships and Related Transactions, and Director Independence186
Item 14.Principal Accounting Fees and Services186
Part IV187
Item 15.Exhibit and Financial Statement Schedules187
Item 16.Form 10-K Summary187

Cincinnati Financial Corporation - 2023 10-K - Page 4

Part I

Next: Item 1. Business