Travelers Companies (TRV) 10-K risk factor changes: FY2024 vs FY2023

Catastrophes can also be man-made, such as terrorist attacks and other [removed: intentionally] destructive acts including those involving cyber events, nuclear, biological, chemical and radiological events, civil unrest, explosions and destruction of infrastructure.

Climate studies by government agencies, academic institutions, catastrophe modeling organizations and other groups indicate that an increase in the frequency and/or intensity of hurricanes, [added: hail and severe convective storms,] heavy precipitation events and associated river, urban and flash flooding, sea level rise, droughts, heat waves and wildfires has occurred, and can be expected into the future.

See “Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Catastrophe Modeling” and “—Changing Climate Conditions.” In addition, for newer and rapidly evolving products, such as cyber insurance, [removed: the lack of] [added: limited] historical loss experience [removed: increases] [added: and] the [added: potential for a widespread cyber event decrease the efficacy of modeling tools and increase the] level of uncertainty related to the product, and as a result, the inherent potential for unexpected material economic loss.

In addition, increases in the value and geographic concentration of insured property, the number of policyholders exposed to certain events and the effects of inflation could increase the severity of claims resulting [added: from a catastrophe.]

For example, in recent [removed: periods,] [added: years,] the effects of inflation, including as a result of post-event demand surge, have increased catastrophe losses, and this could [removed: continue] [added: occur again] in the future.

Our estimated deductible under the program is [removed: $3.48] [added: $3.85] billion for [removed: 2024.][added: 2025.]

Further, we may not have sufficient resources to respond to claims arising from a high frequency of high-severity natural catastrophes and/or of man-made catastrophic events involving conventional means or claims arising out of one or more man-made catastrophic events involving [removed: “unconventional” means, such as] [added: cyber,] nuclear, biological, chemical or radiological [removed: events.][added: means.]

[removed: These variables can be affected by both internal] and [removed: external events, such as: changes in claims handling procedures, including automation; adverse changes in loss cost trends, including inflationary pressures, technology or other changes that may impact medical, auto and home repair costs (e.g., more costly technology in vehicles, labor shortages, supply chain disruptions, higher costs of used vehicles and parts, and increased demand and] decreased supply for raw materials, all of which results in increased severity of claims); economic conditions, including general and wage inflation; legal trends, including adverse changes in the tort environment that have continued to persist at elevated levels for a number of years (e.g., increased and more aggressive attorney involvement in insurance claims, increased litigation, expanded theories of liability, higher jury awards, lawsuit abuse and third-party litigation finance, among others); labor shortages, which can result in companies hiring less experienced workers; higher interest rates, which can result in higher post-judgment interest costs; and legislative changes, among others.

Inflation in recent [removed: periods has] [added: years] significantly increased our loss costs in our personal and commercial businesses.

Inflation higher than at the levels that the Company anticipates could [removed: continue to] negatively impact our loss costs in future periods.

[removed: Recent changes] [added: Changes] in the inflationary environment [added: in recent years] have impacted medical labor and materials costs, the potential persistency of which could result in future loss costs which are higher than our current expectations.

Our business could be harmed because of our [removed: potential] [added: continued] exposure to asbestos and environmental claims and related litigation. We continue to receive a significant number of asbestos claims.

Factors underlying these claim filings include continued intensive advertising by lawyers seeking asbestos claimants and the continued focus by plaintiffs on defendants, such as manufacturers of talcum powder, who were not traditionally [added: sued and/or] primary targets of asbestos litigation.

The Company believes that some court decisions have interpreted the insurance coverage to be [added: broader than the original intent of the insurers and policyholders.]

We are exposed to, and may face adverse developments involving, mass tort claims such as those relating to exposure to potentially harmful products or substances. We face [removed: potential] exposure to mass tort claims, including claims related to exposure to potentially harmful products or substances, such as perfluoroalkyl and polyfluoroalkyl substances (PFAS), talc, opioids and lead.

- claims under laws protecting biometric [added: and other personal] data;

- claims relating to [removed: unanticipated] consequences of current or new [removed: technologies] [added: technologies, including generative AI] or [added: addictive software, or] business models or processes, including as a result of related behavioral changes;

- bankruptcies of [removed: policyholders,] [added: policyholders or other insurers,] which can lead to inflated numbers and values of claims.

For example, over the past [removed: few years,] [added: decade,] a number of states have enacted legislation allowing victims of sexual molestation to file or proceed with claims that otherwise would have been [removed: time-barred] [added: time-barred, which have resulted in,] and [added: are expected to continue to result in, significant claims payments by the Company, and] additional states are considering similar legislative changes.

Fixed maturity and short-term investments comprised approximately [removed: 93%] [added: 94%] of the carrying value of our investment portfolio as of December 31, [removed: 2023.][added: 2024.]

[removed: See also “Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Outlook.” The value of our fixed maturity and short-term investments is also] subject to the risk that certain investments may default or become impaired due to a deterioration in the financial condition of one or more issuers of the securities held in our portfolio, or due to a deterioration in the financial condition of an insurer that guarantees an issuer’s payments of such investments.

We also invest a portion of our assets in equity securities, private equity limited partnerships, hedge funds [removed: and] [added: and, as noted above,] real estate partnerships, as well as strategic investments in private and/or public companies.

These changes may impact the duration, [removed: volatility] [added: diversification, volatility,] and risk of our investment portfolio.

[added: Accordingly, we are subject] to credit risk with respect to our ability to recover amounts due from reinsurers.

Similarly, comparative rating technology has impacted competition in personal lines and is now being used to access comparative rates for small commercial business as well, and that [removed: trend is likely to continue and may accelerate.]

For example, our competitive position could be impacted if we are unable to deploy, in a cost effective and competitive manner, technology such as artificial intelligence and machine learning [added: that collects and analyzes a wide variety of data points (so-called “big data” analysis) to make underwriting or other decisions, or if our competitors collect and use data which we do not have the ability to access or use or deploy artificial intelligence to create efficiencies in ways that we do not.]

Traditional insurance industry participants, technology companies, “InsurTech” [removed: start-up] companies, some of which are supported by traditional insurance industry participants, and others are focused on using technology and innovation to simplify and improve the customer experience, increase efficiencies, redesign products, alter business or distribution models and effect other potentially disruptive changes in the insurance industry.

For example, rapid changes in the sophistication and use of certain types of cyber-attacks, such as ransomware and social engineering attacks, [removed: on] [added: as well as other cyber incidents impacting] our [removed: insureds] [added: insureds,] have increased the frequency and severity of losses under our policies.

This competition has [removed: increased] [added: continued] in recent periods and, with the [removed: increase in remote work,] [added: ability for employees to work remotely,] is taking place on a [removed: broader] [added: broad] geographic scale.

In addition, the competition for talent and the difficulty in attracting and retaining employees has also increased due to [removed: the retirement of members of the “baby boomer” generation.][added: retirements.]

Further, there has been a trend of increased consolidation by agents and brokers, [added: and increased financing of agents and brokers by private equity firms,] which could impact our relationships with, and fees paid to, some agents and brokers, and/or otherwise negatively impact the pricing or distribution of our products.

In certain markets, brokers increasingly have been packaging portfolios of risks together and offering them to fewer [added: carriers or segmenting individual risks among many] carriers.

In addition, we conduct business in Brazil [removed: and Colombia] through [added: a] joint [removed: ventures,] [added: venture,] and throughout other parts of the world, including as a corporate member of Lloyd’s and through our quota share agreement with Fidelis.

A portion of our premiums from outside of the United States is generated in Canada, a substantial portion of which consists of automobile premiums from the [removed: province] [added: provinces] of [removed: Ontario,] [added: Ontario and Alberta,] which [removed: is a] [added: are] highly regulated [removed: market] [added: markets] that can result in rate inadequacy.

Our business activities outside the United States may also subject us to currency risk and, in some markets, it may be difficult to [added: effectively hedge that risk, or we may choose not to hedge that risk.]

For certain businesses, we give third parties binding authority to write [added: direct and indirect] business on our behalf, and in the case of Fidelis, we assume a percentage of its business under a reinsurance agreement, which exposes us to additional risks, including with respect to certain products, risks and geographies we do not normally cover.

Future pandemics (including new variants of COVID-19), could materially affect our results of operations, financial position and/or liquidity. COVID-19 presented, and any future pandemics (including new variants of COVID-19) could present, the following risks, among others: inflation; supply chain disruption; labor shortages; backlogs in the court system (which increase the time and costs to resolve claims); legal and regulatory demands for rate refunds; behavioral changes [added: that] can result in the increased frequency and severity of claims, such as driving at faster speeds; medical conditions such as “long-COVID” and other claims in our workers compensation line; litigation seeking business interruption coverage; reduced earned premiums; higher [removed: claim] [added: claims] and claim adjustment expenses in certain lines of business; adverse legislative or regulatory actions; operational disruptions; increased general and administrative expenses; financial market disruption; and an economic downturn.

Attracting and retaining technology personnel has also become significantly more challenging in recent [removed: periods.][added: years.]

Like other global companies, our computer systems are regularly subject to and will continue to be the target of computer viruses, malware or other malicious codes (including ransomware), unauthorized access, cyber-attacks or other [removed: computer-related penetrations.][added: computer-]

If we do not effectively develop, implement and monitor our vendor relationships, if third party providers do not perform as anticipated or experience financial difficulties, if we experience technological or other problems with a [removed: transition,] [added: transition to a new vendor,] or if vendor relationships relevant to our business process functions are terminated, we may not realize expected productivity improvements [added: or cost efficiencies and may experience operational difficulties, increased costs and a loss of business. Our outsourcing of certain technology and business process functions to third parties exposes us to increased risk related to data and cyber security, service disruptions and the effectiveness of our control system.]

Disruptions to electrical power supplies could result from non-natural events as well, including cyber events.

For example, it is expected that the January 2025 California wildfires will result in assessments to insurers from the California FAIR Plan.

These variables can be affected by both internal and external events, such as: changes in claims handling procedures, including automation; adverse changes in loss cost trends, including inflationary pressures, technology or other changes that may impact medical, auto and home repair costs (e.g., more costly technology in vehicles, labor shortages, supply chain disruptions, higher costs of used vehicles and parts, and increased demand

It is possible that, among other things, potential actions taken by the federal government, such as tax reform or changes in international trade regulation, including tariffs, could lead to higher than anticipated inflation.

See also “Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Outlook.” The value of our fixed maturity and short-term investments is also

trend is likely to continue and may accelerate.

related penetrations.

from a catastrophe.

For example, the ongoing backlog of cases in the courts has resulted in claims being unresolved for longer periods of time, which the Company believes has contributed, and will continue to

contribute, to increased loss costs.

broader than the original intent of the insurers and policyholders.

- claims alleging that one or more of our underwriting criteria have a disparate impact on persons belonging to a protected class in violation of the law, including the Fair Housing Act;

Accordingly, we are subject

that collects and analyzes a wide variety of data points (so-called “big data” analysis) to make underwriting or other decisions, or if our competitors collect and use data which we do not have the ability to access or use or deploy artificial intelligence to create efficiencies in ways that we do not.

effectively hedge that risk, or we may choose not to hedge that risk.

or cost efficiencies and may experience operational difficulties, increased costs and a loss of business. Our outsourcing of certain technology and business process functions to third parties may expose us to increased risk related to data and cyber security, service disruptions or the effectiveness of our control system.

according to some studies, resulted in more automobile accidents.

The following is a discussion and analysis of the Company’s financial condition and results of operations for the years ended December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] including year-to-year comparisons between [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

Year-to-year comparisons between [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] have been omitted from this Form 10-K, but may be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, [removed: 2022.][added: 2023.]

[removed: 2023] [added: 2024] Consolidated Results of Operations

- Net income of [removed: $2.99] [added: $5.00] billion, or [removed: $12.93] [added: $21.76] per share basic and [removed: $12.79] [added: $21.47] per share diluted

- Net earned premiums of [removed: $37.76] [added: $41.94] billion

- Catastrophe losses of [removed: $2.99] [added: $3.34] billion [removed: ($2.36] [added: ($2.63] billion after-tax)

- Net favorable prior year reserve development of [removed: $143] [added: $709] million [removed: ($113] [added: ($559] million after-tax)

- Combined ratio of [removed: 97.0%][added: 92.5%]

- Net investment income of [removed: $2.92] [added: $3.59] billion [removed: ($2.44] [added: ($2.95] billion after-tax)

- Net realized investment losses of [removed: $105] [added: $30] million [removed: ($81] [added: ($26] million after-tax)

- Operating cash flows of [removed: $7.71] [added: $9.07] billion

[removed: 2023] [added: 2024] Consolidated Financial Condition

- Total investments of [removed: $88.81] [added: $94.22] billion; fixed maturities and short-term securities comprised [removed: 93%] [added: 94%] of total investments

- Total assets of [removed: $125.98] [added: $133.19] billion

- Total debt of $8.03 billion, resulting in a debt-to-total capital ratio of [removed: 24.4% (22.3%] [added: 22.4% (20.3%] excluding net unrealized investment losses, net of tax, included in shareholders’ equity)

- Total capital returned to shareholders of [removed: $1.94] [added: $2.11] billion, comprising [removed: $1.03] [added: $1.15] billion of share repurchases and [removed: $915] [added: $962] million of dividends

- Shareholders’ equity of [removed: $24.92] [added: $27.86] billion

- Net unrealized investment losses of [removed: $3.97] [added: $4.61] billion [removed: ($3.13] [added: ($3.64] billion after-tax)

- Book value per common share of [removed: $109.19][added: $122.97]

- Holding company liquidity of [removed: $1.54] [added: $1.80] billion

| (for the year ended December 31, in millions except ratio and per share amounts) | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Premiums | | | | | | $ | [removed: 37,761] [added: 41,941] | | | | | $ | [removed: 33,763] [added: 37,761] | | | | | $ | [removed: 30,855] [added: 33,763] | |

| Net investment income | | | | | | [removed: 2,922] [added: 3,590] | | | | | | [removed: 2,562] [added: 2,922] | | | | | | [removed: 3,033] [added: 2,562] | | |

| Fee income | | | | | | [removed: 433] [added: 473] | | | | | | [removed: 412] [added: 433] | | | | | | [removed: 402] [added: 412] | | |

| Net realized investment [removed: gains (losses)] [added: losses] | | | | | | [removed: (105)] [added: (30)] | | | | | | [removed: (204)] [added: (105)] | | | | | | [removed: 171] [added: (204)] | | |

| Other revenues | | | | | | [removed: 353] [added: 449] | | | | | | [removed: 351] [added: 353] | | | | | | [removed: 355] [added: 351] | | |

| Total revenues | | | | | | [removed: 41,364] [added: 46,423] | | | | | | [removed: 36,884] [added: 41,364] | | | | | | [removed: 34,816] [added: 36,884] | | |

| Claims and claim adjustment expenses | | | | | | [removed: 26,215] [added: 27,059] | | | | | | [removed: 22,854] [added: 26,215] | | | | | | [removed: 20,298] [added: 22,854] | | |

| Amortization of deferred acquisition costs | | | | | | [removed: 6,226] [added: 6,973] | | | | | | [removed: 5,515] [added: 6,226] | | | | | | [removed: 5,043] [added: 5,515] | | |

| General and administrative expenses | | | | | | [removed: 5,176] [added: 5,819] | | | | | | [removed: 4,810] [added: 5,176] | | | | | | [removed: 4,677] [added: 4,810] | | |

| Interest expense | | | | | | [removed: 376] [added: 392] | | | | | | [removed: 351] [added: 376] | | | | | | [removed: 340] [added: 351] | | |

| Total claims and expenses | | | | | | [removed: 37,993] [added: 40,243] | | | | | | [removed: 33,530] [added: 37,993] | | | | | | [removed: 30,358] [added: 33,530] | | |

| Income before income taxes | | | | | | [removed: 3,371] [added: 6,180] | | | | | | [removed: 3,354] [added: 3,371] | | | | | | [removed: 4,458] [added: 3,354] | | |

| Income tax expense | | | | | | [removed: 380] [added: 1,181] | | | | | | [removed: 512] [added: 380] | | | | | | [removed: 796] [added: 512] | | |

| Net income | | | | | | $ | [removed: 2,991] [added: 4,999] | | | | | $ | [removed: 2,842] [added: 2,991] | | | | | $ | [removed: 3,662] [added: 2,842] | |

| Basic | | | | | | $ | [removed: 12.93] [added: 21.76] | | | | | $ | [removed: 11.91] [added: 12.93] | | | | | $ | [removed: 14.63] [added: 11.91] | |

| Diluted | | | | | | $ | [removed: 12.79] [added: 21.47] | | | | | $ | [removed: 11.77] [added: 12.79] | | | | | $ | [removed: 14.49] [added: 11.77] | |

| Loss and loss adjustment expense ratio | | | | | | [removed: 68.9] [added: 64.0] | | % | | | | [removed: 67.1] [added: 68.9] | | % | | | | [removed: 65.1] [added: 67.1] | | % |

| Underwriting expense ratio | | | | | | [removed: 28.1] [added: 28.5] | | | | | | [removed: 28.5] [added: 28.1] | | | | | | [removed: 29.4] [added: 28.5] | | |

| Combined ratio | | | | | | [removed: 97.0] [added: 92.5] | | % | | | | [removed: 95.6] [added: 97.0] | | % | | | | [removed: 94.5] [added: 95.6] | | % |

Earned premiums in 2024 were $41.94 billion, $4.18 billion or 11% higher than in 2023.

Catastrophes in 2024 primarily resulted from Hurricane Helene and numerous severe wind and hail storms in multiple states.

Catastrophes can be caused by various natural events, including, among others, hurricanes, tornadoes and other windstorms, earthquakes, hail, wildfires, severe winter weather, floods, tsunamis, volcanic eruptions and other naturally-occurring events, such as solar flares.

Catastrophes can also be man-made, such as terrorist attacks and other destructive acts, including those involving nuclear, biological, chemical and radiological events, cyber events, explosions and destruction of infrastructure.

The effects of catastrophes are included in net income (loss) and core income (loss) and claims and claim adjustment expense

reserves upon occurrence.

A catastrophe may also result in the payment of reinsurance reinstatement premiums and assessments from various pools and associations.

| 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 39 — Severe wind and hail storms | | | | | | 250 | | | | | | n/a | | | | | | n/a | | | | | | 250 | | | | | | n/a | | | | | | n/a | | |

| 42 — Severe wind and hail storms | | | | | | 161 | | | | | | n/a | | | | | | n/a | | | | | | 161 | | | | | | n/a | | | | | | n/a | | |

| 44 — Severe wind and hail storms | | | | | | 171 | | | | | | n/a | | | | | | n/a | | | | | | 171 | | | | | | n/a | | | | | | n/a | | |

| 45 — Severe wind and hail storms | | | | | | 159 | | | | | | n/a | | | | | | n/a | | | | | | 159 | | | | | | n/a | | | | | | n/a | | |

| 46 — Severe wind and hail storms | | | | | | 182 | | | | | | n/a | | | | | | n/a | | | | | | 182 | | | | | | n/a | | | | | | n/a | | |

| 61 — Severe wind and hail storms | | | | | | 144 | | | | | | n/a | | | | | | n/a | | | | | | 144 | | | | | | n/a | | | | | | n/a | | |

| 77 — Hurricane Helene | | | | | | 733 | | | | | | n/a | | | | | | n/a | | | | | | 733 | | | | | | n/a | | | | | | n/a | | |

| (for the year ended December 31, in millions) | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| (for the year ended December 31, in millions) | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| (for the year ended December 31, in millions) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

Other revenues in 2024 were $322 million, $90 million or 39% higher than in 2023, driven by growth in Simply Business.

The underwriting expense ratio of 29.4% in 2024 was comparable with the underwriting expense ratio in 2023.

| (for the year ended December 31, in millions) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| (for the year ended December 31, in millions) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

New business premiums in 2024 increased over 2023.

New business premiums in 2024 were comparable with 2023.

Retention rates remained strong in 2024 and were comparable with 2023.

Renewal premium changes in 2024 remained positive and were comparable with 2023.

New business premiums in 2024 increased over 2023.

Retention rates remained strong in 2024 but decreased from 2023.

New business premiums in 2024 increased over 2023.

*International.* Net written premiums of $1.94 billion in 2024 increased by 10% over 2023.

| (for the year ended December 31, in millions) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

Segment income in 2024 was $815 million, $127 million or 13% lower than segment income of $942 million in 2023.

trends and (iv) higher catastrophe losses, partially offset by (v) the comparison to an elevated level of losses in 2023 from both a small number of surety accounts and loss activity related to the disruption in the banking sector.

The increase primarily reflected the acquisition of Corvus in the first quarter of 2024, as well as higher employee and technology related expenses.

| (for the year ended December 31, in millions) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| (for the year ended December 31, in millions) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

Renewal premium changes in 2024 remained positive but were lower than in 2023.

*International.* Net written premiums of $506 million in 2024 decreased by 6% from 2023, driven by decreases in the United Kingdom and broader Europe, partially offset by increases in Canada.

| (for the year ended December 31, in millions) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

The segment recorded income tax expense in 2024 compared to an income tax benefit in 2023.

reported line items in the statement of income by insignificant amounts.

Earned premiums in 2023 were $37.76 billion, $4.00 billion or 12% higher than in 2022.

Catastrophes in 2022 primarily resulted from a significant winter storm that impacted most of the U.S. and parts of Canada and Hurricanes Ian and Fiona, as well as severe wind and hail storms in several regions of the United States.

The Company defines a “catastrophe” as an event:

- for which the Company’s estimates of its ultimate losses before reinsurance and taxes exceed a pre-established dollar threshold.

Additionally,

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 15 — Winter storm | | | | | | (14) | | | | | | (13) | | | | | | 228 | | | | | | 201 | | | | | | 215 | | | | | | 228 | | |

| 17 — Winter storm | | | | | | (39) | | | | | | (25) | | | | | | 508 | | | | | | 444 | | | | | | 483 | | | | | | 508 | | |

| 60 — Hurricane Ida | | | | | | 26 | | | | | | (81) | | | | | | 417 | | | | | | 362 | | | | | | 336 | | | | | | 417 | | |

| 76 — Tornado outbreak | | | | | | (8) | | | | | | (18) | | | | | | 131 | | | | | | 105 | | | | | | 113 | | | | | | 131 | | |

Other revenues in 2023 were $232 million, $16 million or 6% lower than in 2022, primarily reflecting the receipt of a surplus distribution from a state workers’ compensation fund in 2022.

Retention rates remained strong in 2023 and increased over 2022.

Retention rates remained strong in 2023 and increased slightly over 2022.

*International.* Net written premiums of $1.77 billion in 2023 increased by 66% over 2022, and included the impact of the Company’s quota share reinsurance agreement with subsidiaries of Fidelis Insurance Holding Limited (Fidelis) effective January 1, 2023.

Segment income in 2023 was $942 million, $34 million or 4% higher than segment income of $908 million in 2022.

*International.* Net written premiums of $539 million in 2023 were comparable with 2022.

Net favorable prior year reserve development was not significant for the year ended December 31, 2022.

The underwriting expense ratio of 24.4% in 2023 was 0.7 points lower than the underwriting expense ratio of 25.1% in 2022.

International net written premiums of $650 million in 2023 were comparable with 2022.

The focus on these defendants is primarily the result of the number of traditional asbestos defendants who have sought bankruptcy protection in previous years.

The bankruptcy of many traditional defendants has also caused increased settlement demands against those policyholders who are not in bankruptcy but remain in the tort system.

The Company conducts an annual review of domestic policyholders with open asbestos claims.

In the third quarter of 2023, the Company completed its annual in-depth asbestos claim review, including a review of policyholders with open claims and litigation cases for potential product and “non-product” liability.

The number of policyholders with open asbestos claims was relatively flat compared to 2022, while net asbestos payments were slightly lower than 2022.

Approximately 1%, 2% and 9% of total net paid losses in 2023, 2022 and 2021, respectively, related to policyholders with whom the Company entered into settlement agreements that limit those policyholders’ ability to present future claims to the Company.

| Ceded | | | | | | (369) | | | | | | (346) | | | | | | (330) | | |

| Net | | | | | | 1 | | | | | | (3) | | | | | | (1) | | |

| Aaa | | | | | | $ | 36,612 | | | | | 47.0 | | % |

| Aa | | | | | | 15,797 | | | | | | 20.3 | | |

| A | | | | | | 14,715 | | | | | | 18.9 | | |

| Baa | | | | | | 9,701 | | | | | | 12.5 | | |

| Texas | | | | | | $ | 71 | | | | | $ | 2,903 | | | | | $ | 1,256 | | | | | $ | 4,230 | | | | | Aaa | | |

| California | | | | | | — | | | | | | 1,899 | | | | | | 341 | | | | | | 2,240 | | | | | | Aaa/Aa1 | | |

| Virginia | | | | | | 43 | | | | | | 957 | | | | | | 795 | | | | | | 1,795 | | | | | | Aaa/Aa1 | | |

| North Carolina | | | | | | 176 | | | | | | 743 | | | | | | 412 | | | | | | 1,331 | | | | | | Aaa | | |

| Washington | | | | | | 104 | | | | | | 936 | | | | | | 281 | | | | | | 1,321 | | | | | | Aaa/Aa1 | | |

| Minnesota | | | | | | 158 | | | | | | 926 | | | | | | 159 | | | | | | 1,243 | | | | | | Aaa/Aa1 | | |

| Wisconsin | | | | | | 162 | | | | | | 858 | | | | | | 84 | | | | | | 1,104 | | | | | | Aa1 | | |

The following is a discussion of the Company’s primary market risk exposures and how those exposures are managed as of December 31, [removed: 2023.][added: 2024.]

The carrying value of the Company’s investment portfolio at December 31, [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] was [removed: $88.81] [added: $94.22] billion and [removed: $80.45] [added: $88.81] billion, respectively, of which [removed: 87%] [added: 89%] and [removed: 89%,] [added: 87%,] respectively, was invested in fixed maturity securities.

At December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] approximately [removed: 7.2%] [added: 6.8%] and [removed: 7.0%,] [added: 7.2%,] respectively, of the Company’s invested assets were denominated in foreign currencies.

Invested assets denominated in the Canadian dollar comprised approximately [removed: 4.1%] [added: 3.8%] and [removed: 4.2%] [added: 4.1%] of the total invested assets at December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

Invested assets denominated in the British Pound Sterling comprised approximately 2.4% [removed: and 2.2%] of total invested assets at [added: both] December 31, [removed: 2023] [added: 2024] and [removed: 2022, respectively.][added: 2023.]

Invested assets denominated in other currencies at December 31, [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] were not material.

There were no other significant changes in the Company’s primary market risk exposures or in how those exposures were managed for the year ended December 31, [removed: 2023] [added: 2024] compared to the year ended December 31, [removed: 2022.][added: 2023.]

Fixed maturity portfolio durations are calculated on a market value-weighted basis, including accrued interest, using holdings as of December 31, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

For debt, the change in fair value is determined by calculating hypothetical December 31, [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] ending prices based on yields adjusted to reflect a 100 basis point change, comparing such hypothetical ending prices to actual ending prices, and multiplying the difference by the par or securities outstanding.

The sensitivity analysis model used by the Company produces a loss in fair value of market sensitive instruments of approximately [removed: $2.58] [added: $3.06] billion and [removed: $2.68] [added: $2.58] billion based on a 100 basis point increase in interest rates at December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

The Company’s analysis indicates that a hypothetical 10% reduction in the value of foreign denominated investments would be expected to produce a loss in fair value of approximately [removed: $638] [added: $643] million and [removed: $563] [added: $638] million at December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

Of those groups, the top 150 accounted for approximately 94% of the consolidated industry’s total net written premiums in [removed: 2022.][added: 2023.]

[removed: The applicable state] laws and regulations establish standards in certain lines of business to ensure that rates are not excessive, inadequate, unfairly [added: discriminatory, or used to engage in unfair price competition.]

The following table shows the geographic distribution of the Company’s consolidated direct written premiums for the year ended December 31, [removed: 2023:][added: 2024:]

| New York | | | | | | [removed: 8.4] [added: 8.2] | | |

| All other domestic (2) | | | | | | [removed: 44.1] [added: 45.0] | | |

| Total Domestic | | | | | | [removed: 94.7] [added: 94.9] | | |

| Total International | | | | | | [removed: 5.3] [added: 5.1] | | |

(2)No other single state accounted for 3.0% or more of the Company’s consolidated direct written premiums written in [removed: 2023.][added: 2024.]

Middle Market generally provides these products to mid-sized businesses through *Commercial Accounts,* as well as to targeted industries through *Construction*, *Technology & Life Sciences*, *Public Sector Services* and [removed: *Oil & Gas,*] [added: *Energy,*] and additionally, provides mono-line umbrella and excess coverage insurance through *Excess Casualty.* Middle Market also provides insurance for goods in transit and movable objects, as well as builders’ risk insurance, through *Inland Marine*; insurance for the marine transportation industry and related services, as well as other businesses involved in international trade, through *Ocean Marine;* and comprehensive breakdown for equipment, including property and business interruption, through *Boiler & Machinery*.

- *International*, through its operations in Canada, the United Kingdom and the Republic of Ireland, provides property and casualty insurance and risk management services to several customer groups, including, among others, those in the technology, [removed: manufacturing and] [added: manufacturing,] public services [added: and commercial real estate] industry sectors.

Business Insurance also includes Simply Business, a leading provider of small business insurance policies primarily in the United Kingdom, and Business Insurance Other, which primarily comprises the Company’s asbestos and environmental [removed: liabilities, and the assumed reinsurance] [added: liabilities] and [removed: certain] other runoff [removed: operations.][added: operations, including certain assumed reinsurance arrangements.]

| (for the year ended December 31, in millions) | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | % of Total [removed: 2023] [added: 2024] | | |

| Select Accounts | | | | | | $ | [removed: 3,477] [added: 3,727] | | | | | $ | [removed: 3,099] [added: 3,477] | | | | | $ | [removed: 2,833] [added: 3,099] | | | | | [removed: 17.0] [added: 16.9] | | % |

| Middle Market | | | | | | [removed: 11,045] [added: 12,023] | | | | | | [removed: 9,923] [added: 11,045] | | | | | | [removed: 8,933] [added: 9,923] | | | | | | [removed: 54.1] [added: 54.4] | | |

| National Accounts | | | | | | [removed: 1,135] [added: 1,259] | | | | | | [removed: 1,085] [added: 1,135] | | | | | | [removed: 987] [added: 1,085] | | | | | | [removed: 5.6] [added: 5.7] | | |

| National Property and Other | | | | | | [removed: 3,008] [added: 3,134] | | | | | | [removed: 2,467] [added: 3,008] | | | | | | [removed: 2,265] [added: 2,467] | | | | | | [removed: 14.7] [added: 14.2] | | |

| Total Domestic | | | | | | [removed: 18,665] [added: 20,143] | | | | | | [removed: 16,574] [added: 18,665] | | | | | | [removed: 15,018] [added: 16,574] | | | | | | [removed: 91.4] [added: 91.2] | | |

| International | | | | | | [removed: 1,765] [added: 1,935] | | | | | | [removed: 1,061] [added: 1,765] | | | | | | [removed: 1,074] [added: 1,061] | | | | | | [removed: 8.6] [added: 8.8] | | |

| Total Business Insurance by market | | | | | | $ | [removed: 20,430] [added: 22,078] | | | | | $ | [removed: 17,635] [added: 20,430] | | | | | $ | [removed: 16,092] [added: 17,635] | | | | | 100.0 | | % |

| Workers’ compensation | | | | | | $ | [removed: 3,492] [added: 3,469] | | | | | $ | [removed: 3,397] [added: 3,492] | | | | | $ | [removed: 3,175] [added: 3,397] | | | | | [removed: 17.1] [added: 15.7] | | % |

| Commercial automobile | | | | | | [removed: 3,346] [added: 3,778] | | | | | | [removed: 3,061] [added: 3,346] | | | | | | [removed: 2,898] [added: 3,061] | | | | | | [removed: 16.4] [added: 17.1] | | |

| Commercial property | | | | | | [removed: 3,494] [added: 3,698] | | | | | | [removed: 2,771] [added: 3,494] | | | | | | [removed: 2,408] [added: 2,771] | | | | | | [removed: 17.1] [added: 16.7] | | |

| General liability | | | | | | [removed: 3,264] [added: 3,591] | | | | | | [removed: 2,962] [added: 3,264] | | | | | | [removed: 2,699] [added: 2,962] | | | | | | [removed: 16.0] [added: 16.3] | | |

| Commercial multi-peril | | | | | | [removed: 5,000] [added: 5,537] | | | | | | [removed: 4,304] [added: 5,000] | | | | | | [removed: 3,768] [added: 4,304] | | | | | | [removed: 24.5] [added: 25.1] | | |

| Other | | | | | | [removed: 69] [added: 70] | | | | | | [removed: 79] [added: 69] | | | | | | [removed: 70] [added: 79] | | | | | | 0.3 | | |

| Total Business Insurance by product line | | | | | | $ | [removed: 20,430] [added: 22,078] | | | | | $ | [removed: 17,635] [added: 20,430] | | | | | $ | [removed: 16,092] [added: 17,635] | | | | | 100.0 | | % |

Agencies and brokers are serviced by [removed: 87] [added: 88] field offices and supported by customer service centers where the Company performs services for agents for a fee and centralized business centers where the Company processes new and renewal business that meet certain underwriting criteria.

The commercial residual market business of National Accounts services approximately [removed: 35%] [added: 36%] of the total workers’ compensation assigned risk market, making the Company one of the largest servicing carriers in the industry.

Effective January 1, [removed: 2024,] [added: 2025,] the Company renewed a quota share reinsurance agreement with subsidiaries of Fidelis Insurance Holdings Limited (Fidelis) [added: for 2025] pursuant to which the Company assumes 20% of the [added: subject] gross written premiums of Fidelis [removed: during 2024,] [added: on a risk-attaching basis,] subject to a loss ratio cap.

At December 31, [removed: 2023,] [added: 2024,] contractholder payables on unpaid losses within the deductible layer of large deductible policies were approximately [removed: $3.27] [added: $3.19] billion, and the associated receivables (net of allowance for expected credit losses) were approximately [removed: $3.25] [added: $3.17] billion.

Premiums receivable from holders of retrospectively rated policies totaled approximately [removed: $48] [added: $46] million at December 31, [removed: 2023.][added: 2024.]

The following discussion reflects the Company’s retention policy with respect to Business Insurance as of January 1, [removed: 2024.][added: 2025.]

For third-party liability, Business Insurance generally limits its net retention, through the use of reinsurance, to a maximum of [removed: $21.2] [added: $6.7] million per insured, per occurrence, subject further to a significant aggregate annual deductible.

The following table shows the geographic distribution of Business Insurance’s direct written premiums for the year ended December 31, [removed: 2023:][added: 2024:]

| New York | | | | | | [removed: 8.6] [added: 8.2] | | |

| New Jersey | | | | | | [removed: 3.8] [added: 3.6] | | |

| All other domestic (1) | | | | | | [removed: 47.0] [added: 47.6] | | |

| Total Domestic | | | | | | [removed: 95.3] [added: 95.5] | | |

| All other international | | | | | | [removed: 2.7] [added: 2.3] | | |

| Total International | | | | | | [removed: 4.7] [added: 4.5] | | |

The applicable state

| California | | | | | | 10.5 | | % |

| Texas (1) | | | | | | 9.0 | | |

| Illinois | | | | | | 3.7 | | |

| Georgia | | | | | | 3.6 | | |

| Canada | | | | | | 2.8 | | |

*•National Property and Other* provides traditional and customized commercial property insurance programs to large and mid-sized customers through *National Property*, as well as insurance coverages and programs provided by Northland Transportation, Agribusiness, Northfield and National Programs*.

Northland Transportation* provides insurance coverage for the commercial trucking industry.

*Agribusiness* serves small- to medium-sized agricultural businesses, including farms, ranches and other agricultural-related operations*.

Northfield* includes commercial property and general liability policies for small, difficult to place commercial business primarily on an excess and surplus lines basis.

*National Programs* offers tailored property and casualty insurance programs on an admitted basis for customers with common risk characteristics or coverage requirements.

| Total Domestic | | | | | | 20,143 | | | | | | 18,665 | | | | | | 16,574 | | | | | | 91.2 | | |

| International | | | | | | 1,935 | | | | | | 1,765 | | | | | | 1,061 | | | | | | 8.8 | | |

| California | | | | | | 13.2 | | % |

| Illinois | | | | | | 4.3 | | |

| Florida | | | | | | 4.1 | | |

| Pennsylvania | | | | | | 3.7 | | |

| Georgia | | | | | | 3.1 | | |

| Canada | | | | | | 1.7 | | |

The Company owns 49.5% of Junto, a market leader in surety coverages in Brazil.

| (for the year ended December 31, in millions) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | | % of Total 2024 | | |

| International | | | | | | 506 | | | | | | 539 | | | | | | 539 | | | | | | 12.3 | | |

| California | | | | | | 10.1 | | % |

| Texas | | | | | | 7.5 | | |

| Florida | | | | | | 4.7 | | |

| Canada | | | | | | 4.1 | | |

| (for the year ended December 31, in millions) | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | | % of Total 2024 | | |

In contrast, for personal homeowners insurance, none of the provinces in Canada require regulatory filing or approval, enabling more efficient implementation of product changes into the market.

| Texas (1) | | | | | | 11.3 | | % |

| Georgia | | | | | | 4.7 | | |

| Pennsylvania | | | | | | 4.7 | | |

| Florida | | | | | | 4.1 | | |

| Maryland | | | | | | 3.7 | | |

| Virginia | | | | | | 3.5 | | |

| Colorado | | | | | | 3.5 | | |

| Connecticut | | | | | | 3.0 | | |

This treaty provided up to $293 million part of $325 million of coverage for Middle Market, subject to a $135 million retention (i.e., for every dollar of loss between $135 million and $460 million, this treaty provided 90 cents of coverage) for the period from July 1, 2024 through and including June 30, 2025.

This treaty was cancelled mid-term and replaced with a new Business Insurance treaty that provides up to $775 million part of $1.00 billion of coverage, subject to a $350 million retention (i.e., for every dollar of loss between $350 million and $1.35 billion, this treaty provides 77.5 cents of coverage) for the period from February 1, 2025, through and including January 31, 2026.

The treaty covers losses arising from an earthquake, including other ensuing causes of loss such as fire following and sprinkler leakage, incurred under policies written by domestic Business Insurance (with the exception of Ocean Marine).

The updated model resulted in a modest improvement in its assessment of the Company’s capital metrics.

discriminatory, or used to engage in unfair price competition.

| California | | | | | | 10.4 | | % |

| Texas (1) | | | | | | 9.1 | | |

| Florida | | | | | | 4.2 | | |

| Georgia | | | | | | 3.8 | | |

| Canada | | | | | | 3.0 | | |

*•National Property and Other* provides traditional and customized commercial property insurance programs to large and mid-sized customers through *National Property.* National Property and Other also provides insurance coverage for the commercial trucking industry through *Northland Transportation* and serves small- to medium-sized agricultural businesses, including farms, ranches and other agricultural-related operations through *Agribusiness.* National Property and Other also includes commercial property and general liability policies for small, difficult to place commercial business primarily on an excess and surplus lines basis through *Northfield,* and also offers tailored property and casualty insurance programs on an admitted basis for customers with common risk characteristics or coverage requirements through *National Programs*.

| California | | | | | | 13.1 | | % |

| Illinois | | | | | | 4.4 | | |

| Pennsylvania | | | | | | 3.8 | | |

| Georgia | | | | | | 3.0 | | |

| Canada | | | | | | 2.0 | | |

The Company owns 49.5% of both Junto, a market leader in surety coverages in Brazil, and Junto Holding Latam S.A., which owns a majority interest in JMalucelli Travelers Seguros S.A., a Colombian surety provider.

| International | | | | | | 539 | | | | | | 539 | | | | | | 505 | | | | | | 14.0 | | |

| California | | | | | | 10.2 | | % |

| Texas | | | | | | 6.6 | | |

| Florida | | | | | | 4.8 | | |

| Illinois | | | | | | 3.6 | | |

| Canada | | | | | | 4.3 | | |

| Texas (1) | | | | | | 11.7 | | % |

| Georgia | | | | | | 5.2 | | |

| Pennsylvania | | | | | | 4.6 | | |

| Virginia | | | | | | 3.7 | | |

| Maryland | | | | | | 3.5 | | |

| Colorado | | | | | | 3.4 | | |

| Massachusetts | | | | | | 3.3 | | |

hands-on experiential learning to help ensure that its claim professionals are properly trained.

This treaty provides up to $270 million part of $300 million of coverage, subject to a $125 million retention (i.e., for every dollar of loss between $125 million and $425 million, this treaty provides 90 cents of coverage), for losses arising from an earthquake, including other ensuing causes of loss such as fire following and sprinkler leakage, incurred under policies written by Technology & Life Sciences, Public Sector Services and Commercial Accounts in Business Insurance for the period from July 1, 2023 through and including June 30, 2024.

reporting.

The updated model is not expected to have a material impact on the Company.

FIO has been active in the efforts to develop international regulatory standards for the insurance industry.

These changes are evidenced by the incorporation of supervisory colleges into the U.S. regulatory framework.

designated as the groupwide supervisor (i.e., lead regulator) for the insurance holding company system based upon certain criteria, including the jurisdiction of domicile of the insurance subsidiaries holding the majority of the insurance group’s premiums, assets, or liabilities.

Instead, the GCC is used in conjunction with other

The amount of policyholders’ surplus held by the Company’s U.S. insurance subsidiaries at December 31, 2023, exceeded the level at which the subsidiaries would be subject to RBC regulatory action (company action level) on a legal entity basis and the level that would indicate the need for additional analysis when evaluated on a combined basis at that date.

As it relates to insurance companies, the PRA’s primary objective is to promote the safety and soundness of insurers for the protection of policyholders, while the FCA is focused on protecting consumers, enhancing market integrity and promoting competition in the interests of consumers.

Certain operations

The applicability of the EU requirements to the Company’s business in the U.K. will change as a result of the U.K.’s exit from the EU.

The PRA is currently consulting on proposed changes to Solvency II and its goal is to establish a new regulatory framework for insurers in the U.K., to be referred to as Solvency UK.

risks, including their likely future solvency position (known as an own risk and solvency assessment, or ORSA) and file a confidential report with the insurer’s lead insurance regulator.

For the fiscal year ended December 31, [removed: 2023][added: 2024]

As of June 30, [removed: 2023,] [added: 2024,] the aggregate market value of the registrant’s voting and non-voting common equity held by non-affiliates was [removed: $39,615,360,010.][added: $46,170,862,519.]

As of February [removed: 12, 2024, 229,125,844] [added: 7, 2025, 226,726,582] shares of the registrant’s common stock (without par value) were outstanding.

Portions of the Registrant’s Proxy Statement relating to the [removed: 2024] [added: 2025] Annual Meeting of Shareholders are incorporated by reference into Part III of this report.

For Fiscal Year Ended December 31, [removed: 2023][added: 2024]

| [removed: [1A.](#i9f1866ad8f73499e8b3211624c528087_61)] [added: [1A.](#i7bd3398166ee40078bda3aa750e594c0_61)] | | | [Risk [removed: Factors](#i9f1866ad8f73499e8b3211624c528087_61)] [added: Factors](#i7bd3398166ee40078bda3aa750e594c0_61)] | | | [removed: [43](#i9f1866ad8f73499e8b3211624c528087_61)] [added: [43](#i7bd3398166ee40078bda3aa750e594c0_61)] | | |

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| [removed: [7A.](#i9f1866ad8f73499e8b3211624c528087_154)] [added: [7A.](#i7bd3398166ee40078bda3aa750e594c0_157)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i9f1866ad8f73499e8b3211624c528087_154)] [added: Risk](#i7bd3398166ee40078bda3aa750e594c0_157)] | | | [removed: [116](#i9f1866ad8f73499e8b3211624c528087_154)] [added: [117](#i7bd3398166ee40078bda3aa750e594c0_157)] | | |

| [removed: [8.](#i9f1866ad8f73499e8b3211624c528087_163)] [added: [8.](#i7bd3398166ee40078bda3aa750e594c0_166)] | | | [Financial Statements and Supplementary [removed: Data](#i9f1866ad8f73499e8b3211624c528087_163)] [added: Data](#i7bd3398166ee40078bda3aa750e594c0_166)] | | | [removed: [118](#i9f1866ad8f73499e8b3211624c528087_163)] [added: [119](#i7bd3398166ee40078bda3aa750e594c0_166)] | | |

| [removed: [9.](#i9f1866ad8f73499e8b3211624c528087_256)] [added: [9.](#i7bd3398166ee40078bda3aa750e594c0_262)] | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i9f1866ad8f73499e8b3211624c528087_256)] [added: Disclosure](#i7bd3398166ee40078bda3aa750e594c0_262)] | | | [removed: [201](#i9f1866ad8f73499e8b3211624c528087_256)] [added: [204](#i7bd3398166ee40078bda3aa750e594c0_262)] | | |

| [removed: [9A.](#i9f1866ad8f73499e8b3211624c528087_259)] [added: [9A.](#i7bd3398166ee40078bda3aa750e594c0_265)] | | | [Controls and [removed: Procedures](#i9f1866ad8f73499e8b3211624c528087_259)] [added: Procedures](#i7bd3398166ee40078bda3aa750e594c0_265)] | | | [removed: [201](#i9f1866ad8f73499e8b3211624c528087_259)] [added: [204](#i7bd3398166ee40078bda3aa750e594c0_265)] | | |

| [removed: [9C.](#i9f1866ad8f73499e8b3211624c528087_271)] [added: [9C.](#i7bd3398166ee40078bda3aa750e594c0_277)] | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i9f1866ad8f73499e8b3211624c528087_271)] [added: Inspections](#i7bd3398166ee40078bda3aa750e594c0_277)] | | | [removed: [204](#i9f1866ad8f73499e8b3211624c528087_277)] [added: [208](#i7bd3398166ee40078bda3aa750e594c0_283)] | | |

| [removed: [10.](#i9f1866ad8f73499e8b3211624c528087_277)] [added: [10.](#i7bd3398166ee40078bda3aa750e594c0_283)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#i9f1866ad8f73499e8b3211624c528087_277)] [added: Governance](#i7bd3398166ee40078bda3aa750e594c0_283)] | | | [removed: [204](#i9f1866ad8f73499e8b3211624c528087_277)] [added: [208](#i7bd3398166ee40078bda3aa750e594c0_283)] | | |

| [removed: [12.](#i9f1866ad8f73499e8b3211624c528087_283)] [added: [12.](#i7bd3398166ee40078bda3aa750e594c0_289)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Shareholder [removed: Matters](#i9f1866ad8f73499e8b3211624c528087_283)] [added: Matters](#i7bd3398166ee40078bda3aa750e594c0_289)] | | | [removed: [206](#i9f1866ad8f73499e8b3211624c528087_283)] [added: [210](#i7bd3398166ee40078bda3aa750e594c0_289)] | | |

| [removed: [13.](#i9f1866ad8f73499e8b3211624c528087_286)] [added: [13.](#i7bd3398166ee40078bda3aa750e594c0_292)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i9f1866ad8f73499e8b3211624c528087_286)] [added: Independence](#i7bd3398166ee40078bda3aa750e594c0_292)] | | | [removed: [207](#i9f1866ad8f73499e8b3211624c528087_286)] [added: [211](#i7bd3398166ee40078bda3aa750e594c0_292)] | | |

| [removed: [14.](#i9f1866ad8f73499e8b3211624c528087_289)] [added: [14.](#i7bd3398166ee40078bda3aa750e594c0_295)] | | | [Principal Accountant Fees and [removed: Services](#i9f1866ad8f73499e8b3211624c528087_289)] [added: Services](#i7bd3398166ee40078bda3aa750e594c0_295)] | | | [removed: [207](#i9f1866ad8f73499e8b3211624c528087_289)] [added: [211](#i7bd3398166ee40078bda3aa750e594c0_295)] | | |

| [removed: [15.](#i9f1866ad8f73499e8b3211624c528087_295)] [added: [15.](#i7bd3398166ee40078bda3aa750e594c0_301)] | | | [Exhibits and Financial Statement [removed: Schedules](#i9f1866ad8f73499e8b3211624c528087_295)] [added: Schedules](#i7bd3398166ee40078bda3aa750e594c0_301)] | | | [removed: [207](#i9f1866ad8f73499e8b3211624c528087_295)] [added: [211](#i7bd3398166ee40078bda3aa750e594c0_301)] | | |

| | | | [Part I](#i7bd3398166ee40078bda3aa750e594c0_13) | | | | | |

| [1.](#i7bd3398166ee40078bda3aa750e594c0_16) | | | [Business](#i7bd3398166ee40078bda3aa750e594c0_16) | | | [3](#i7bd3398166ee40078bda3aa750e594c0_16) | | |

| [2.](#i7bd3398166ee40078bda3aa750e594c0_70) | | | [Properties](#i7bd3398166ee40078bda3aa750e594c0_70) | | | [58](#i7bd3398166ee40078bda3aa750e594c0_70) | | |

| | | | [Part II](#i7bd3398166ee40078bda3aa750e594c0_79) | | | | | |

| [6.](#i7bd3398166ee40078bda3aa750e594c0_94) | | | [Reserved](#i7bd3398166ee40078bda3aa750e594c0_94) | | | [61](#i7bd3398166ee40078bda3aa750e594c0_94) | | |

| [9B.](#i7bd3398166ee40078bda3aa750e594c0_274) | | | [Other Information](#i7bd3398166ee40078bda3aa750e594c0_274) | | | [208](#i7bd3398166ee40078bda3aa750e594c0_274) | | |

| | | | [Part III](#i7bd3398166ee40078bda3aa750e594c0_274) | | | | | |

| [11.](#i7bd3398166ee40078bda3aa750e594c0_286) | | | [Executive Compensation](#i7bd3398166ee40078bda3aa750e594c0_286) | | | [210](#i7bd3398166ee40078bda3aa750e594c0_286) | | |

| | | | [Part IV](#i7bd3398166ee40078bda3aa750e594c0_298) | | | | | |

| [16.](#i7bd3398166ee40078bda3aa750e594c0_304) | | | [Form 10-K Summary](#i7bd3398166ee40078bda3aa750e594c0_304) | | | [214](#i7bd3398166ee40078bda3aa750e594c0_304) | | |

| | | | [Signatures](#i7bd3398166ee40078bda3aa750e594c0_307) | | | [215](#i7bd3398166ee40078bda3aa750e594c0_307) | | |

| | | | [Part I](#i9f1866ad8f73499e8b3211624c528087_13) | | | | | |

| [1.](#i9f1866ad8f73499e8b3211624c528087_16) | | | [Business](#i9f1866ad8f73499e8b3211624c528087_16) | | | [3](#i9f1866ad8f73499e8b3211624c528087_16) | | |

| [2.](#i9f1866ad8f73499e8b3211624c528087_70) | | | [Properties](#i9f1866ad8f73499e8b3211624c528087_70) | | | [58](#i9f1866ad8f73499e8b3211624c528087_70) | | |

| | | | [Part II](#i9f1866ad8f73499e8b3211624c528087_79) | | | | | |

| [6.](#i9f1866ad8f73499e8b3211624c528087_91) | | | [Reserved](#i9f1866ad8f73499e8b3211624c528087_91) | | | [60](#i9f1866ad8f73499e8b3211624c528087_91) | | |

| [9B.](#i9f1866ad8f73499e8b3211624c528087_268) | | | [Other Information](#i9f1866ad8f73499e8b3211624c528087_268) | | | [204](#i9f1866ad8f73499e8b3211624c528087_268) | | |

| | | | [Part III](#i9f1866ad8f73499e8b3211624c528087_268) | | | | | |

| [11.](#i9f1866ad8f73499e8b3211624c528087_280) | | | [Executive Compensation](#i9f1866ad8f73499e8b3211624c528087_280) | | | [206](#i9f1866ad8f73499e8b3211624c528087_280) | | |

| | | | [Part IV](#i9f1866ad8f73499e8b3211624c528087_292) | | | | | |

| [16.](#i9f1866ad8f73499e8b3211624c528087_298) | | | [Form 10-K Summary](#i9f1866ad8f73499e8b3211624c528087_298) | | | [210](#i9f1866ad8f73499e8b3211624c528087_298) | | |

| | | | [Signatures](#i9f1866ad8f73499e8b3211624c528087_301) | | | [211](#i9f1866ad8f73499e8b3211624c528087_301) | | |

The CISO and the [removed: Company’s] Chief [removed: Technology and Operations] [added: Financial] Officer [added: of the Company’s Technology group] review and approve the cybersecurity assessment.

The Company’s cybersecurity policies and standards have been developed in collaboration with groups across the enterprise, such as Legal, [removed: Compliance] [added: Compliance, Technology,] and each of its business segments.

The Company also provides regular targeted training on topics such as [added: artificial intelligence (AI) related risks,] phishing and secure application development, among others.

In addition to online training, employees are provided with cybersecurity [removed: related] information through a number of different methods, including [removed: event-triggered] awareness campaigns, [added: gamified activities,] recognition programs, security presentations, intranet articles, videos, system-generated communications, email publications and various simulation exercises.

The Company has a Security Incident Response Framework [added: (Framework)] in place.

The team also conducts reassessments of its third-party [removed: risk assessments,] [added: service providers,] the frequency of which is determined based on a risk assessment and rating process.

[added: Prior to joining] the [added: Company in 2023, the] CISO served as Chief Security Officer for a national telecommunications service provider.

The Company’s Chief Technology and Operations Officer reviews and approves the list of emerging, strategic and transformative risks upon which the Enterprise Risk Management team’s cybersecurity risk and control assessment processes are based.

Additionally, our Procurement group has a framework to help identify and mitigate supplier risks, as well as enable management to make risk informed decisions.

Prior to joining the Company in 2023,

The Company also owns buildings located in [removed: other areas of] [added: Windsor,] Connecticut; Norcross, Georgia; St. Paul, Minnesota; and Omaha, Nebraska.

The Company’s common stock is traded on the New York Stock Exchange under the symbol “TRV.” The number of holders of record of the Company’s common stock was [removed: 31,097] [added: 29,387] as of February [removed: 12, 2024.][added: 7, 2025.]

For information regarding dividends paid to shareholders in [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] and the declaration and payment of future dividends, see “Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Financing Activities—Dividends.”

[removed: ][added: ]

| | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | |

(2)Assumes $100 invested in common shares of The Travelers Companies, Inc. on December 31, [removed: 2018.][added: 2019.]

(3)Companies in the S&P 500 Property & Casualty Insurance Index as of December 31, [removed: 2023] [added: 2024] were the following: The Travelers Companies, Inc., Chubb Limited, Cincinnati Financial Corporation, The Progressive Corporation, The Allstate Corporation, Loews Corporation (CNA), W.R. Berkley Corporation, Arch Capital Group [removed: Limited and] [added: Limited,] The Hartford Financial Services Group, [added: Inc., Erie Indemnity Company and Assurant,] Inc. Returns of each of the companies included in this index have been weighted according to their respective market capitalizations.

December 31, [removed: 2023,] [added: 2024,] the Company’s cumulative return to shareholders was [removed: 437%] [added: 591%] as compared to [removed: 372%] [added: 490%] for [added: both] the S&P 500 Index and [removed: 336% for] the S&P 500 Property & Casualty Insurance Index.

| Period Beginning | | | | | | Period Ending | | | | | | Total number of shares purchased | | | | | | [removed: Average price paid per] [added: Average price paid per] share [removed: (1)] | | | | | | Total number of shares purchased as part of publicly announced plans or programs | | | | | | Approximate dollar value of shares that may yet be purchased under the plans or programs (in millions) | | |

The timing and actual number of shares to be repurchased in the future will depend on a variety of factors, including the Company’s financial position, earnings, share price, catastrophe losses, maintaining capital levels appropriate for the Company’s business operations, changes in levels of written premiums, funding of the Company’s qualified pension plan, capital requirements of the Company’s operating subsidiaries, legal requirements, regulatory constraints, other investment opportunities (including mergers and acquisitions and related financings), market conditions, changes in tax laws [removed: (including the Inflation Reduction Act)] and other factors.

The Company acquired [removed: 5,455] [added: 8,787] shares for a total cost of [removed: approximately $907,000] [added: $2 million] during the three months ended December 31, [removed: 2023] [added: 2024] that were not part of the publicly announced share repurchase [removed: authorization.][added: authorizations.]

These shares consisted of shares retained to cover payroll withholding taxes in connection with the vesting of restricted stock unit awards and performance share awards, and shares used by employees to cover the [removed: price of] [added: exercise price, as well as the related payroll withholding taxes, with respect to] certain stock options that were exercised.

| The Travelers Companies, Inc. | | | | | | $ | 100.00 | | | | | $ | 105.36 | | | | | $ | 120.08 | | | | | $ | 146.99 | | | | | $ | 152.77 | | | | | $ | 196.72 | |

| S&P 500 Index | | | | | | 100.00 | | | | | | 118.39 | | | | | | 152.34 | | | | | | 124.73 | | | | | | 157.48 | | | | | | 196.85 | | |

| S&P 500 Property & Casualty Insurance Index | | | | | | 100.00 | | | | | | 106.33 | | | | | | 124.95 | | | | | | 148.53 | | | | | | 164.49 | | | | | | 222.43 | | |

| Oct. 1, 2024 | | | | | | Oct. 31, 2024 | | | | | | 233,172 | | | | | | $ | 253.16 | | | | | 226,727 | | | | | | $ | 5,232 | |

| Nov. 1, 2024 | | | | | | Nov. 30, 2024 | | | | | | 439,128 | | | | | | $ | 257.36 | | | | | 437,099 | | | | | | $ | 5,120 | |

| Dec. 1, 2024 | | | | | | Dec. 31, 2024 | | | | | | 314,959 | | | | | | $ | 254.38 | | | | | 314,646 | | | | | | $ | 5,040 | |

| Total | | | | | | | | | | | | 987,259 | | | | | | $ | 255.41 | | | | | 978,472 | | | | | | $ | 5,040 | |

| The Travelers Companies, Inc. | | | | | | $ | 100.00 | | | | | $ | 117.01 | | | | | $ | 123.27 | | | | | $ | 140.50 | | | | | $ | 171.99 | | | | | $ | 178.75 | |

| S&P 500 Index | | | | | | 100.00 | | | | | | 131.47 | | | | | | 155.65 | | | | | | 200.29 | | | | | | 163.98 | | | | | | 207.04 | | |

| S&P 500 Property & Casualty Insurance Index | | | | | | 100.00 | | | | | | 125.87 | | | | | | 133.84 | | | | | | 157.27 | | | | | | 186.95 | | | | | | 207.04 | | |

| Oct. 1, 2023 | | | | | | Oct. 31, 2023 | | | | | | 3,502 | | | | | | $ | 143.00 | | | | | — | | | | | | $ | 6,105 | |

| Nov. 1, 2023 | | | | | | Nov. 30, 2023 | | | | | | 1,404 | | | | | | $ | 52.02 | | | | | — | | | | | | $ | 6,105 | |

| Dec. 1, 2023 | | | | | | Dec. 31, 2023 | | | | | | 351,997 | | | | | | $ | 185.72 | | | | | 351,448 | | | | | | $ | 6,040 | |

| Total | | | | | | | | | | | | 356,903 | | | | | | $ | 184.78 | | | | | 351,448 | | | | | | $ | 6,040 | |

___________________________________________

(1)The average price paid per share includes the impact of the 1% federal excise tax imposed on share repurchase activity, net of any shares issued, as part of the Inflation Reduction Act of 2022.

During months when the value of shares issued exceeds the fair value of any shares repurchased, the reduction of the excise tax results in a reduction of the overall cost of shares repurchased.

| [Report of Independent Registered Public Accounting [removed: Firm](#i9f1866ad8f73499e8b3211624c528087_166)] [added: Firm](#i7bd3398166ee40078bda3aa750e594c0_169)] (KPMG LLP, New York, NY, Auditor Firm ID: 185) | | | [removed: [119](#i9f1866ad8f73499e8b3211624c528087_166)] [added: [120](#i7bd3398166ee40078bda3aa750e594c0_169)] | | |

| [Statement of Income for the years ended December 31, [removed: 202](#i9f1866ad8f73499e8b3211624c528087_169)[3](#i9f1866ad8f73499e8b3211624c528087_169)[, 202](#i9f1866ad8f73499e8b3211624c528087_169)[2](#i9f1866ad8f73499e8b3211624c528087_169)] [added: 202](#i7bd3398166ee40078bda3aa750e594c0_172)[4](#i7bd3398166ee40078bda3aa750e594c0_172)[, 202](#i7bd3398166ee40078bda3aa750e594c0_172)[3](#i7bd3398166ee40078bda3aa750e594c0_172)] [and [removed: 2](#i9f1866ad8f73499e8b3211624c528087_169)[021](#i9f1866ad8f73499e8b3211624c528087_169)] [added: 20](#i7bd3398166ee40078bda3aa750e594c0_172)[2](#i7bd3398166ee40078bda3aa750e594c0_172)[2](#i7bd3398166ee40078bda3aa750e594c0_172)] | | | [removed: [121](#i9f1866ad8f73499e8b3211624c528087_169)] [added: [122](#i7bd3398166ee40078bda3aa750e594c0_172)] | | |

| [Statement of Comprehensive Income (Loss) for the years ended December 31, [removed: 202](#i9f1866ad8f73499e8b3211624c528087_172)[3](#i9f1866ad8f73499e8b3211624c528087_172)[, 202](#i9f1866ad8f73499e8b3211624c528087_172)[2](#i9f1866ad8f73499e8b3211624c528087_172)] [added: 202](#i7bd3398166ee40078bda3aa750e594c0_175)[4](#i7bd3398166ee40078bda3aa750e594c0_175)[, 202](#i7bd3398166ee40078bda3aa750e594c0_175)[3](#i7bd3398166ee40078bda3aa750e594c0_175)] [and [removed: 202](#i9f1866ad8f73499e8b3211624c528087_172)[1](#i9f1866ad8f73499e8b3211624c528087_172)] [added: 202](#i7bd3398166ee40078bda3aa750e594c0_175)[2](#i7bd3398166ee40078bda3aa750e594c0_175)] | | | [removed: [122](#i9f1866ad8f73499e8b3211624c528087_172)] [added: [123](#i7bd3398166ee40078bda3aa750e594c0_175)] | | |

| [Balance Sheet [removed: at December] [added: a](#i7bd3398166ee40078bda3aa750e594c0_178)[s of](#i7bd3398166ee40078bda3aa750e594c0_178) [December] 31, [removed: 202](#i9f1866ad8f73499e8b3211624c528087_175)[3](#i9f1866ad8f73499e8b3211624c528087_175)] [added: 202](#i7bd3398166ee40078bda3aa750e594c0_178)[4](#i7bd3398166ee40078bda3aa750e594c0_178)] [and [removed: 202](#i9f1866ad8f73499e8b3211624c528087_175)[2](#i9f1866ad8f73499e8b3211624c528087_175)] [added: 202](#i7bd3398166ee40078bda3aa750e594c0_178)[3](#i7bd3398166ee40078bda3aa750e594c0_178)] | | | [removed: [123](#i9f1866ad8f73499e8b3211624c528087_175)] [added: [124](#i7bd3398166ee40078bda3aa750e594c0_178)] | | |

| [Statement of Changes in Shareholders’ Equity for the years ended December 31, [removed: 202](#i9f1866ad8f73499e8b3211624c528087_178)[3](#i9f1866ad8f73499e8b3211624c528087_178)[, 202](#i9f1866ad8f73499e8b3211624c528087_178)[2](#i9f1866ad8f73499e8b3211624c528087_178)] [added: 202](#i7bd3398166ee40078bda3aa750e594c0_181)[4](#i7bd3398166ee40078bda3aa750e594c0_181)[, 202](#i7bd3398166ee40078bda3aa750e594c0_181)[3](#i7bd3398166ee40078bda3aa750e594c0_181)] [and [removed: 202](#i9f1866ad8f73499e8b3211624c528087_178)[1](#i9f1866ad8f73499e8b3211624c528087_178)] [added: 202](#i7bd3398166ee40078bda3aa750e594c0_181)[2](#i7bd3398166ee40078bda3aa750e594c0_181)] | | | [removed: [124](#i9f1866ad8f73499e8b3211624c528087_178)] [added: [125](#i7bd3398166ee40078bda3aa750e594c0_181)] | | |

| [Statement of Cash Flows for the years ended December 31, [removed: 202](#i9f1866ad8f73499e8b3211624c528087_181)[3](#i9f1866ad8f73499e8b3211624c528087_181)[, 202](#i9f1866ad8f73499e8b3211624c528087_181)[2](#i9f1866ad8f73499e8b3211624c528087_181)] [added: 202](#i7bd3398166ee40078bda3aa750e594c0_184)[4](#i7bd3398166ee40078bda3aa750e594c0_184)[, 202](#i7bd3398166ee40078bda3aa750e594c0_184)[3](#i7bd3398166ee40078bda3aa750e594c0_184)] [and [removed: 202](#i9f1866ad8f73499e8b3211624c528087_181)[1](#i9f1866ad8f73499e8b3211624c528087_181)] [added: 202](#i7bd3398166ee40078bda3aa750e594c0_184)[2](#i7bd3398166ee40078bda3aa750e594c0_184)] | | | [removed: [125](#i9f1866ad8f73499e8b3211624c528087_181)] [added: [126](#i7bd3398166ee40078bda3aa750e594c0_184)] | | |

[removed: | [Notes to Consolidated Financial Statements](#i9f1866ad8f73499e8b3211624c528087_184) | | | [126](#i9f1866ad8f73499e8b3211624c528087_184) | | |][added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)]

| Schedule II - Condensed Financial Information of Registrant (Parent Company Only) | | | [removed: [212](#i9f1866ad8f73499e8b3211624c528087_304)] [added: [216](#i7bd3398166ee40078bda3aa750e594c0_310)] | | |

| Schedule III - Supplementary Insurance Information | | | [removed: [217](#i9f1866ad8f73499e8b3211624c528087_322)] [added: [221](#i7bd3398166ee40078bda3aa750e594c0_328)] | | |

| Schedule V - Valuation and Qualifying Accounts | | | [removed: [218](#i9f1866ad8f73499e8b3211624c528087_328)] [added: [222](#i7bd3398166ee40078bda3aa750e594c0_334)] | | |

| Schedule VI - Supplementary Information Concerning Property-Casualty Insurance Operations | | | [removed: [219](#i9f1866ad8f73499e8b3211624c528087_334)] [added: [223](#i7bd3398166ee40078bda3aa750e594c0_340)] | | |

We have audited the accompanying consolidated balance sheet of The Travelers Companies, Inc. and subsidiaries (the Company) as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of income, comprehensive income (loss), changes in shareholders’ equity, and cash flows for each of the years in the three‑year period ended December 31, [removed: 2023,] [added: 2024,] and the related notes and financial statement schedules as listed in the accompanying index to consolidated financial statements and schedules (collectively, the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, [removed: 2023,] [added: 2024,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal [removed: Control*—*Integrated] [added: Control – Integrated] Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February [removed: 15, 2024] [added: 13, 2025] expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

As discussed in Notes 1 and 8 to the consolidated financial statements, the claims and claim adjustment expense reserves represent the Company’s estimate of the ultimate liability for unpaid [removed: losses] [added: claims] and [removed: loss] [added: claim] adjustment expenses for claims that have been reported and claims that have been incurred but not yet reported as of the balance sheet date.

The Company’s claims and claim adjustment expense reserves balance at December 31, [removed: 2023] [added: 2024] was [removed: $61.6] [added: $64.1] billion.

The process of evaluating the estimate of claims and claim adjustment expense reserves involves significant auditor judgment due to the inherent uncertainty in the ultimate amounts and timing of claim payments, which may be affected by a number of internal and external [removed: considerations, such as:][added: considerations.]

[removed: We] [added: We, with involvement of actuarial professionals with specialized skills and knowledge,] evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s reserving process for claims and claim adjustment expense reserves.

We [added: also] involved actuarial [removed: professionals with specialized skills and knowledge] [added: professionals,] who assisted in:

- assessing the [removed: assumptions and] methodologies underlying the Company’s claims and claim adjustment expense reserve estimate [added: and comparing to generally accepted actuarial practices]

- evaluating [added: for certain lines of business,] the Company’s estimates by performing independent analyses of claims and claim adjustment expense reserves [removed: for certain lines of business][added: using Company historical loss experience and industry data]

- [removed: assessing] [added: assessing, for selected other lines of business,] the Company’s internally prepared actuarial [removed: analyses] [added: projection methods and key assumptions] in comparison to the Company’s internal experience and related industry trends [removed: for selected other lines of business]

- developing [removed: an overall] [added: a] range of reserve estimates and assessing the position [added: and movement within the range] of the Company’s recorded [removed: reserve relative] [added: reserves in order] to [added: evaluate] the [removed: range.][added: Company’s consolidated reserves.]

[removed: February 15, 2024][added: | 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| For the year ended December 31, | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Premiums | | | | | | $ | [removed: 37,761] [added: 41,941] | | | | | $ | [removed: 33,763] [added: 37,761] | | | | | $ | [removed: 30,855] [added: 33,763] | |

| Net investment income | | | | | | [removed: 2,922] [added: 3,590] | | | | | | [removed: 2,562] [added: 2,922] | | | | | | [removed: 3,033] [added: 2,562] | | |

| Fee income | | | | | | [removed: 433] [added: 473] | | | | | | [removed: 412] [added: 433] | | | | | | [removed: 402] [added: 412] | | |

| Net realized investment [removed: gains (losses)] [added: losses] | | | | | | [removed: (105)] [added: (30)] | | | | | | [removed: (204)] [added: (105)] | | | | | | [removed: 171] [added: (204)] | | |

| Other revenues | | | | | | [removed: 353] [added: 449] | | | | | | [removed: 351] [added: 353] | | | | | | [removed: 355] [added: 351] | | |

| Total revenues | | | | | | [removed: 41,364] [added: 46,423] | | | | | | [removed: 36,884] [added: 41,364] | | | | | | [removed: 34,816] [added: 36,884] | | |

| Claims and claim adjustment expenses | | | | | | [removed: 26,215] [added: 27,059] | | | | | | [removed: 22,854] [added: 26,215] | | | | | | [removed: 20,298] [added: 22,854] | | |

| Amortization of deferred acquisition costs | | | | | | [removed: 6,226] [added: 6,973] | | | | | | [removed: 5,515] [added: 6,226] | | | | | | [removed: 5,043] [added: 5,515] | | |

| General and administrative expenses | | | | | | [removed: 5,176] [added: 5,819] | | | | | | [removed: 4,810] [added: 5,176] | | | | | | [removed: 4,677] [added: 4,810] | | |

| Interest expense | | | | | | [removed: 376] [added: 392] | | | | | | [removed: 351] [added: 376] | | | | | | [removed: 340] [added: 351] | | |

| Total claims and expenses | | | | | | [removed: 37,993] [added: 40,243] | | | | | | [removed: 33,530] [added: 37,993] | | | | | | [removed: 30,358] [added: 33,530] | | |

| Income before income taxes | | | | | | [removed: 3,371] [added: 6,180] | | | | | | [removed: 3,354] [added: 3,371] | | | | | | [removed: 4,458] [added: 3,354] | | |

| Income tax expense | | | | | | [removed: 380] [added: 1,181] | | | | | | [removed: 512] [added: 380] | | | | | | [removed: 796] [added: 512] | | |

| Net income | | | | | | $ | [removed: 2,991] [added: 4,999] | | | | | $ | [removed: 2,842] [added: 2,991] | | | | | $ | [removed: 3,662] [added: 2,842] | |

| Basic | | | | | | $ | [removed: 12.93] [added: 21.76] | | | | | $ | [removed: 11.91] [added: 12.93] | | | | | $ | [removed: 14.63] [added: 11.91] | |

| [Notes to Consolidated Financial Statements](#i7bd3398166ee40078bda3aa750e594c0_187) | | | [127](#i7bd3398166ee40078bda3aa750e594c0_187) | | |

The Company derives estimates of claims and claim adjustment expense reserves principally utilizing actuarial expertise and various projection methods.

February 13, 2025

| Cash (including restricted cash of $131 and $150) | | | | | | 699 | | | | | | 650 | | |

| For the year ended December 31, | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| Net income | | | | | | $ | 4,999 | | | | | $ | 2,991 | | | | | $ | 2,842 | |

| Amortization of deferred acquisition costs | | | | | | 6,973 | | | | | | 6,226 | | | | | | 5,515 | | |

The acquisition provides the Company the opportunity to renew Corvus’s book of business and to leverage Corvus’s capabilities to enhance the return profile of Travelers’ existing cyber portfolio.

At the acquisition date, the Company recorded at fair value $478 million of assets acquired and $51 million of liabilities assumed as part of purchase accounting, including $390 million of identifiable intangible assets and goodwill.

The assets acquired from Corvus were included in the Company’s Bond & Specialty Insurance segment, effective at the acquisition date.

A provisional amount of $19 million was recorded as a deferred tax asset and included on the consolidated balance sheet on January 2, 2024, and was later increased by an insignificant amount when the 2023 tax return for Corvus was finalized.

Restricted Cash

Restricted cash represents funds that are legally or contractually restricted as to withdrawal or usage.

These restrictions primarily relate to certain wholly-owned subsidiaries of the Company providing brokerage and other insurance-related services.

The cost of reinsurance premiums (ceded reinsurance premiums) is generally reflected in income (as a charge to income) in a manner consistent with the recognition of premium on the underlying reinsurance contracts.

For catastrophe coverage, the cost of reinsurance premiums is generally recognized ratably over the contract period to the extent coverage remains available.

*•National Property and Other* provides traditional and customized commercial property insurance programs to large and mid-sized customers through *National Property*, as well as insurance coverages and programs provided by Northland Transportation, Agribusiness, Northfield and National Programs*.

Northland Transportation* provides insurance coverage for the commercial trucking industry.

*Agribusiness* serves small- to medium-sized agricultural businesses, including farms, ranches and other agricultural-related operations*.

Northfield* includes commercial property and general liability policies for small, difficult to place commercial business primarily on an excess and surplus lines basis.

*National Programs* offers tailored property and casualty insurance programs on an admitted basis for customers with common risk characteristics or coverage requirements.

The Company owns 49.5% of Junto, a market leader in surety coverages in Brazil.

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

The chief operating decision maker (CODM) is the Company’s Chairman and Chief Executive Officer.

The CODM reviews the financial performance of the reportable business segments to assess the efficiency with which capital is employed, the effective management of risk, the achievement of strategic initiatives, and how to allocate resources to reportable business segments based on the segment’s historical and projected financial performance.

The significant measures of the reportable business segments’ financial performance include segment revenues, consisting of premiums, net investment income, fee income and other revenues, less segment expenses, consisting of claims and claim adjustment expenses, deferred acquisition costs, and general and administrative expenses.

| Premiums | | | | | | $ | 21,345 | | | | | $ | 3,958 | | | | | $ | 16,638 | | | | | $ | 41,941 | |

| Net investment income | | | | | | 2,560 | | | | | | 390 | | | | | | 640 | | | | | | 3,590 | | |

| Fee income | | | | | | 430 | | | | | | — | | | | | | 43 | | | | | | 473 | | |

| Other revenues | | | | | | 322 | | | | | | 30 | | | | | | 97 | | | | | | 449 | | |

| Total segment revenues (1) | | | | | | 24,657 | | | | | | 4,378 | | | | | | 17,418 | | | | | | 46,453 | | |

| Amortization of deferred acquisition costs | | | | | | 3,588 | | | | | | 756 | | | | | | 2,629 | | | | | | 6,973 | | |

| General and administrative expenses | | | | | | 3,303 | | | | | | 832 | | | | | | 1,640 | | | | | | 5,775 | | |

| Income tax expense | | | | | | 781 | | | | | | 201 | | | | | | 294 | | | | | | 1,276 | | |

| Segment income (1) | | | | | | $ | 3,306 | | | | | $ | 815 | | | | | $ | 1,249 | | | | | $ | 5,370 | |

| Claims and claim adjustment expenses | | | | | | 12,696 | | | | | | 1,485 | | | | | | 12,034 | | | | | | 26,215 | | |

| Amortization of deferred acquisition costs | | | | | | 3,173 | | | | | | 673 | | | | | | 2,380 | | | | | | 6,226 | | |

| General and administrative expenses | | | | | | 3,041 | | | | | | 681 | | | | | | 1,417 | | | | | | 5,139 | | |

| Claims and claim adjustment expenses | | | | | | 10,907 | | | | | | 1,378 | | | | | | 10,569 | | | | | | 22,854 | | |

| Amortization of deferred acquisition costs | | | | | | 2,788 | | | | | | 625 | | | | | | 2,102 | | | | | | 5,515 | | |

- changes in claims handling procedures

- economic inflation and changes in the tort environment

- legislative changes, among others.

| Cash | | | | | | 650 | | | | | | 799 | | |

On November 3, 2023, the Company announced an agreement to acquire Corvus Insurance Holdings, Inc. (Corvus), a cyber insurance managing general underwriter.

The private equity and real estate partnerships provide financial

Ceded premiums are charged to income over the applicable term of the various reinsurance contracts with third party reinsurers.

*•National Property and Other* provides traditional and customized commercial property insurance programs to large and mid-sized customers through *National Property.* National Property and Other also provides insurance coverage for the commercial trucking industry through *Northland Transportation* and serves small- to medium-sized agricultural businesses, including farms, ranches and other agricultural-related operations through *Agribusiness.* National Property and Other also includes commercial property and general liability policies for small, difficult to place commercial business primarily on an excess and surplus lines basis through *Northfield,* and also offers tailored property and casualty insurance programs on an admitted basis for customers with common risk characteristics or coverage requirements through *National Programs*.

The Company owns 49.5% of both Junto, a market leader in surety coverages in Brazil, and Junto Holding Latam S.A., which owns a majority interest in JMalucelli Travelers Seguros S.A., a Colombian surety provider.

| Amortization and depreciation | | | | | | $ | 3,640 | | | | | $ | 744 | | | | | $ | 2,558 | | | | | $ | 6,942 | |

| Amortization and depreciation | | | | | | $ | 3,344 | | | | | $ | 697 | | | | | $ | 2,293 | | | | | $ | 6,334 | |

| 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Premiums | | | | | | $ | 15,734 | | | | | $ | 3,138 | | | | | $ | 11,983 | | | | | $ | 30,855 | |

| Fee income | | | | | | 375 | | | | | | — | | | | | | 27 | | | | | | 402 | | |

| Other revenues | | | | | | 235 | | | | | | 23 | | | | | | 97 | | | | | | 355 | | |

| Total segment revenues (1) | | | | | | $ | 18,609 | | | | | $ | 3,408 | | | | | $ | 12,628 | | | | | $ | 34,645 | |

| Amortization and depreciation | | | | | | $ | 3,180 | | | | | $ | 643 | | | | | $ | 2,084 | | | | | $ | 5,907 | |

| Income tax expense | | | | | | 499 | | | | | | 165 | | | | | | 179 | | | | | | 843 | | |

| Segment income (1) | | | | | | 2,385 | | | | | | 668 | | | | | | 760 | | | | | | 3,813 | | |

| Impact of changes in tax laws and/or tax rates (2) | | | | | | — | | | | | | — | | | | | | 8 | | |

(2) Impact is recognized in the accounting period in which the change is enacted.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Local general obligation | | | | | | 19,615 | | | | | | — | | | | | | 33 | | | | | | 1,825 | | | | | | 17,823 | | |

| Revenue | | | | | | 11,076 | | | | | | — | | | | | | 29 | | | | | | 907 | | | | | | 10,198 | | |

| Pre-refunded | | | | | | 2,323 | | | | | | — | | | | | | 17 | | | | | | 1 | | | | | | 2,339 | | |

| | | | | | | 73,907 | | | | | | 69,989 | | |

| Total | | | | | | $ | 81,781 | | | | | $ | 77,807 | |

| Common stock | | | | | | $ | 706 | | | | | $ | 89 | | | | | $ | 32 | | | | | $ | 763 | |

| Total | | | | | | $ | 747 | | | | | $ | 92 | | | | | $ | 32 | | | | | $ | 807 | |

| (at December 31, 2022, in millions) | | | | | | Fair Value | | | | | | Gross Unrealized Losses | | | | | | Fair Value | | | | | | Gross Unrealized Losses | | | | | | Fair Value | | | | | | Gross Unrealized Losses | | |

| Total | | | | | | $ | 48,184 | | | | | $ | 3,860 | | | | | $ | 11,592 | | | | | $ | 2,492 | | | | | $ | 59,776 | | | | | $ | 6,352 | |

| Total | | | | | | $ | 175 | | | | | $ | 1,350 | | | | | $ | 651 | | | | | $ | — | | | | | $ | 2,176 | |

pricing service are included in the amount disclosed in Level 2 of the hierarchy.

| Total fixed maturities | | | | | | 71,160 | | | | | | 5,438 | | | | | | 65,419 | | | | | | 303 | | |

| Common stock | | | | | | 763 | | | | | | 418 | | | | | | — | | | | | | 345 | | |

| Total equity securities | | | | | | 807 | | | | | | 433 | | | | | | 3 | | | | | | 371 | | |

| Total | | | | | | $ | 71,983 | | | | | $ | 5,886 | | | | | $ | 65,422 | | | | | $ | 675 | |

| Other liabilities | | | | | | $ | 2 | | | | | $ | — | | | | | $ | — | | | | | $ | 2 | |

quoted market price and now disclosed in Level 1.

The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of December 31, [removed: 2023.][added: 2024.]

Based upon that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that, as of December 31, [removed: 2023,] [added: 2024,] the design and operation of the Company’s disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.

In addition, there was no change in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the quarter ended December 31, [removed: 2023] [added: 2024] that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

Management has assessed the Company’s internal control over financial reporting as of December 31, [removed: 2023.][added: 2024.]

Based upon its assessment, management has concluded that the Company’s internal control over financial reporting was effective at December 31, [removed: 2023,] [added: 2024,] and that there were no material weaknesses in the Company’s internal control over financial reporting as of that date.

We have audited The Travelers Companies, Inc. and subsidiaries’ (the Company) internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control [removed: - Integrated] [added: –* *Integrated] Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Company as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of income, comprehensive income (loss), changes in shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2023,] [added: 2024,] and the related notes and financial statement schedules as listed in the index to consolidated financial statements and schedules (collectively, the consolidated financial statements), and our report dated February [removed: 15, 2024] [added: 13, 2025] expressed an unqualified opinion on those consolidated financial statements.

Consistent with guidance issued by the SEC that an assessment of internal controls over financial reporting of a recently acquired business may be omitted from management’s evaluation of disclosure controls and procedures, management is excluding an assessment of such internal controls for Corvus Insurance Holdings, Inc. (Corvus) from its evaluation of the effectiveness of the Company’s disclosure controls and procedures.

The Company acquired all of the issued and outstanding shares of Corvus on January 2, 2024.

Corvus represented less than 1% of the Company’s consolidated total assets, consolidated total revenues and net income as of and for the year ended December 31, 2024.

The Company is in the process of reviewing the internal control structure of Corvus and, if necessary, will make appropriate changes as it integrates Corvus into the Company’s overall internal control over financial reporting.

The Company acquired Corvus Insurance Holdings, Inc. (Corvus) during 2024, and management excluded an assessment of Corvus’ internal control from its assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2024.

Corvus represented less than 1% of the Company’s consolidated total assets, consolidated total revenues and net income as of and for the year ended December 31, 2024.

Our audit of internal control over financial reporting of the Company also excluded an evaluation of the internal control over financial reporting of Corvus.

February 13, 2025

February 15, 2024

During the three months ended December 31, [removed: 2023,] [added: 2024,] none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934) adopted, terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933).

Set forth below is information concerning the Company’s executive officers as of February [removed: 15, 2024.][added: 13, 2025.]

| Alan D. Schnitzer | | | | | | [removed: 58] [added: 59] | | | | | | Chairman of the Board of Directors and Chief Executive Officer | | |

| William H. Heyman | | | | | | [removed: 75] [added: 76] | | | | | | Vice Chairman and Chairman of the Investment Policy Committee | | |

| Avrohom J. Kess | | | | | | [removed: 55] [added: 56] | | | | | | Vice Chairman and Chief Legal Officer | | |

| Daniel S. Frey | | | | | | [removed: 59] [added: 60] | | | | | | Executive Vice President and Chief Financial Officer | | |

| Andy F. Bessette | | | | | | [removed: 70] [added: 71] | | | | | | Executive Vice President and Chief Administrative Officer | | |

| Michael F. Klein | | | | | | [removed: 56] [added: 57] | | | | | | Executive Vice President and President, Personal Insurance | | |

| Jeffrey P. Klenk | | | | | | [removed: 54] [added: 55] | | | | | | Executive Vice President and President, Bond & Specialty Insurance | | |

| Diane Kurtzman | | | | | | [removed: 54] [added: 55] | | | | | | Executive Vice President and Chief Human Resources Officer | | |

| Mojgan M. Lefebvre | | | | | | [removed: 58] [added: 59] | | | | | | Executive Vice President and Chief Technology & Operations Officer | | |

| Maria Olivo | | | | | | [removed: 59] [added: 60] | | | | | | Executive Vice President, Strategic Development and President, International | | |

| David D. Rowland | | | | | | [removed: 58] [added: 59] | | | | | | Executive Vice President and Co-Chief Investment Officer | | |

| Gregory C. Toczydlowski | | | | | | [removed: 57] [added: 58] | | | | | | Executive Vice President and President, Business Insurance | | |

| Daniel T.H. Yin | | | | | | [removed: 58] [added: 59] | | | | | | Executive Vice President and Co-Chief Investment Officer | | |

Schnitzer, [removed: 58,] [added: 59,] has been Chairman of the Board of Directors since August 2017 and Chief Executive Officer and Director since December 2015.

Heyman, [removed: 75,] [added: 76,] has been Vice Chairman and Chairman of the Investment Policy Committee since August 2019.

Kess, [removed: 55,] [added: 56,] has been Vice Chairman and Chief Legal Officer since December 2016.

Frey, [removed: 59,] [added: 60,] has been Executive Vice President and Chief Financial Officer since September 2018.

Mr. Frey has held various financial management roles since joining a predecessor to the Company in 2003, including Senior Vice President and [added: Chief Financial Officer, Personal Insurance from September 2014, Senior Vice President Finance, Business Insurance from August 2010 and Senior Vice President and Chief Financial Officer, Claim Services from June 2006.]

Bessette, [removed: 70,] [added: 71,] has been Executive Vice President and Chief Administrative Officer since January 2002.

Klein, [removed: 56,] [added: 57,] has been Executive Vice President and President, Personal Insurance since July 2015, and was also Head of Enterprise Business Intelligence & Analytics from May 2016 to May 2018.

Klenk, [removed: 54,] [added: 55,] has been Executive Vice President and President, Bond & Specialty Insurance since September 2021.

Diane Kurtzman, [removed: 54,] [added: 55,] has been Executive Vice President and Chief Human Resources Officer since August 2020.

Lefebvre, [removed: 58,] [added: 59,] has been Executive Vice President and Chief Technology & Operations Officer since May 2019.

Maria Olivo, [removed: 59,] [added: 60,] has been Executive Vice President, Strategic Development and President, International since October 2018.

Rowland, [removed: 58,] [added: 59,] has been Executive Vice President and Co-Chief Investment Officer since August 2019.

Toczydlowski, [removed: 57,] [added: 58,] has been Executive Vice President and President, Business Insurance since June 2016.

Daniel T.H. Yin, [removed: 58,] [added: 59,] has been Executive Vice President and Co-Chief Investment Officer since August 2019.

The following sections of the Company’s definitive Proxy Statement relating to its [removed: 2024] [added: 2025] Annual Meeting of Shareholders, which will be filed with the SEC no later than 120 days after the end of the Company’s fiscal year on December 31, [removed: 2023] [added: 2024] (the Proxy Statement), are incorporated herein by reference: “Nominees for Election of Directors,” “Governance of Your Company - Specific Considerations Regarding the [removed: 2024] [added: 2025] Nominees,” “Governance of Your Company - Committees of the Board and Meetings - Audit Committee,” [added: “Governance of Your Company - Securities Trading Policy,”] “Share Ownership Information - Delinquent Section 16(a) Reports” and “Other Information - Shareholder Proposals for [removed: 2025] [added: 2026] Annual Meeting” to the extent applicable.

Chief Financial Officer, Personal Insurance from September 2014, Senior Vice President Finance, Business Insurance from August 2010 and Senior Vice President and Chief Financial Officer, Claim Services from June 2006.

The following sections of the Proxy Statement are incorporated herein by reference: “Compensation Discussion and Analysis,” “Compensation Committee Report,” “Summary Compensation Table,” “Grants of Plan-Based Awards in [removed: 2023,”] [added: 2024,”] “Narrative Supplement to Summary Compensation Table and Grants of Plan-Based Awards in [removed: 2023,”] [added: 2024,”] “Option Exercises and Stock Vested in [removed: 2023,”] [added: 2024,”] “Outstanding Equity Awards at December 31, [removed: 2023,”] [added: 2024,”] “Post-Employment Compensation,” “Potential Payments to Named Executive Officers Upon Termination of Employment or Change in Control,” “Non-Employee Director Compensation,” “Governance of Your Company - Risk Management and Compensation” and “CEO Pay Ratio.”

The following table sets forth information as of December 31, [removed: 2023] [added: 2024] regarding the Company’s equity compensation plans.

| Equity compensation plans approved by security holders (1) | | | | | | [removed: 11,323,410] [added: 9,732,432] | | | (2) | | | $ | [removed: 141.41] [added: 153.46] | per share | (3) | | | [removed: 5,830,724] [added: 4,236,219] | | | (4) | | |

(2)Total includes (i) [removed: 8,528,345] [added: 7,098,132] stock options, (ii) [removed: 1,005,618] [added: 918,183] performance shares and dividend equivalents accrued thereon (assuming issuance of 100% of performance shares granted), (iii) [removed: 1,499,818] [added: 1,541,388] restricted stock units, (iv) [removed: 271,144] [added: 159,324] director deferred stock awards [added: and dividend equivalents accrued thereon and (v) 15,405 common stock units credited to the deferred compensation accounts of certain non-employee directors in lieu of cash compensation, at the election of such directors.]

(4)These shares are available for grant as of December 31, [removed: 2023] [added: 2024] under the 2023 Incentive Plan pursuant to which the Compensation Committee of the Board of Directors may make various stock-based awards including nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units, deferred stock, deferred stock units, performance awards and other stock-based or stock-denominated awards with respect to the Company’s common stock.

and dividend equivalents accrued thereon and (v) 18,485 common stock units credited to the deferred compensation accounts of certain non-employee directors in lieu of cash compensation, at the election of such directors.

See Index to Consolidated Financial Statements and Schedules on page [removed: [118](#i9f1866ad8f73499e8b3211624c528087_163)] [added: [119](#i7bd3398166ee40078bda3aa750e594c0_166)] hereof.

| 3.1 | | | | | | [Amended and Restated Articles of Incorporation of The Travelers Companies, Inc. (the “Company”), as amended and restated May 23, 2013, were filed as Exhibit 3.1 to the Company’s current report on Form 8-K filed on May 24, 2013, and are incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000110465913044679/a13-13253_1ex3d1.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000110465913044679/a13-13253_1ex3d1.htm)] | | |

| 3.2 | | | | | | [Bylaws of The Travelers Companies, Inc. as Amended and Restated December 7, 2022, were filed as Exhibit 3.2 to the Company’s current report on Form 8-K filed on December 12, 2022, and are incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000110465922126068/tm2232336d1_ex3-2.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000110465922126068/tm2232336d1_ex3-2.htm)] | | |

| 10.1 | | | | | | [Revolving Credit Agreement, dated June 15, 2022, between the Company and a syndicate of financial institutions, was filed as Exhibit 10.1 to the Company’s current report on Form 8-K filed on June 17, 2022, and is incorporated herein by [removed: reference.](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000086312/000110465922072407/tm2218448d1_8k.htm)] [added: reference.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000086312/000110465922072407/tm2218448d1_8k.htm)] | | |

| 10.2* | | | | | | [The Travelers Companies, Inc. Policy Regarding Executive Incentive Compensation Recoupment was filed as Exhibit 10.42 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2009, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000104746910000972/a2196528zex-10_42.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000104746910000972/a2196528zex-10_42.htm)] | | |

| 10.3* | | | | | | [Letter Agreement between Alan D. Schnitzer and the Company, dated April 15, 2007, was filed as Exhibit 10.1 to the Company’s quarterly report on Form 10-Q for the fiscal quarter ended June 30, 2007, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000110465907056530/a07-18781_1ex10d1.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000110465907056530/a07-18781_1ex10d1.htm)] | | |

| 10.4* | | | | | | [Letter Agreement between Alan D. Schnitzer and the Company, dated August 4, 2015, was filed as Exhibit 10.2 to the Company’s quarterly report on Form 10-Q for the fiscal quarter ended September 30, 2015, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000110465915071489/a15-18004_1ex10d2.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000110465915071489/a15-18004_1ex10d2.htm)] | | |

| 10.5* | | | | | | [Time Sharing Agreement, dated September 2, 2015, by and between the Company and Alan D. Schnitzer, was filed as Exhibit 10.3 to the Company’s quarterly report on Form 10-Q for the fiscal quarter ended September 30, 2015, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000110465915071489/a15-18004_1ex10d3.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000110465915071489/a15-18004_1ex10d3.htm)] | | |

| 10.6* | | | | | | [Letter Agreement between Avrohom J. Kess and the Company, dated December 19, 2016, was filed as Exhibit 10.49 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2016, and is incorporated by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000104746917000695/a2230860zex-10_49.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000104746917000695/a2230860zex-10_49.htm)] | | |

| 10.7* | | | | | | [The Travelers Companies, Inc. 2023 Stock Incentive Plan was filed as Exhibit 4.3 to the Company’s Registration Statement on Form S-8 (Registration No. 333-272161) dated May 24, 2023 and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000110465923063976/tm2316140d1_ex4-3.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000110465923063976/tm2316140d1_ex4-3.htm)] | | |

| 10.8* | | | | | | [The Travelers Companies, Inc. Amended and Restated 2014 Stock Incentive Plan was filed as Exhibit 10.1 to the Company’s current report on Form 8-K filed on May 25, 2021, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/0000086312/000110465921071827/tm2117448d1_ex10-1.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/0000086312/000110465921071827/tm2117448d1_ex10-1.htm)] | | |

| 10.9* | | | | | | [The Travelers Companies, Inc. Amended and Restated 2004 Stock Incentive Plan was filed as Exhibit 10.28 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2008, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000104746909001591/a2190694zex-10_28.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000104746909001591/a2190694zex-10_28.htm)] | | |

| 10.10* | | | | | | [Amendment to The Travelers Companies, Inc. Amended and Restated 2004 Stock Incentive Plan was filed as Exhibit 10.7 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2012, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000104746913001211/a2212764zex-10_7.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000104746913001211/a2212764zex-10_7.htm)] | | |

| 10.11* | | | | | | [Travelers Property Casualty Corp. (“TPC”) 2002 Stock Incentive Plan, as amended effective January 23, 2003, was filed as Exhibit 10.22 to TPC’s annual report on Form 10-K for the fiscal year ended December 31, 2002, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/919482/000095012303002429/y82392exv10w22.txt)] [added: reference.](https://www.sec.gov/Archives/edgar/data/919482/000095012303002429/y82392exv10w22.txt)] | | |

| 10.12* | | | | | | [Amendment to the TPC 2002 Stock Incentive Plan, as amended effective January 23, 2003, was filed as Exhibit 10.9 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2012, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000104746913001211/a2212764zex-10_9.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000104746913001211/a2212764zex-10_9.htm)] | | |

| 10.13* | | | | | | [Current Director Compensation Program, effective as of May [removed: 2](http://www.sec.gov/Archives/edgar/data/86312/000008631223000053/trv-6202023xex10210q.htm)[4](http://www.sec.gov/Archives/edgar/data/86312/000008631223000053/trv-6202023xex10210q.htm)[, 202](http://www.sec.gov/Archives/edgar/data/86312/000008631223000053/trv-6202023xex10210q.htm)[3](http://www.sec.gov/Archives/edgar/data/86312/000008631223000053/trv-6202023xex10210q.htm)[,] [added: 24, 2023,] was filed as Exhibit 10.2 to the Company’s quarterly report on Form 10-Q for the fiscal quarter ended June 30, [removed: 202](http://www.sec.gov/Archives/edgar/data/86312/000008631223000053/trv-6202023xex10210q.htm)[3](http://www.sec.gov/Archives/edgar/data/86312/000008631223000053/trv-6202023xex10210q.htm)[,] [added: 2023,] and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000008631223000053/trv-6202023xex10210q.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631223000053/trv-6202023xex10210q.htm)] | | |

| 10.14* | | | | | | [The Company’s Amended and Restated Deferred Compensation Plan for Non-Employee Directors was filed as Exhibit [removed: 10.](http://www.sec.gov/Archives/edgar/data/86312/000008631223000063/trv-9302023xex10110q.htm)[1](http://www.sec.gov/Archives/edgar/data/86312/000008631223000063/trv-9302023xex10110q.htm) [to] [added: 10.1 to] the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/86312/000008631223000063/trv-9302023xex10110q.htm) [quarterly](http://www.sec.gov/Archives/edgar/data/86312/000008631223000063/trv-9302023xex10110q.htm) [report] [added: Company’s quarterly report] on Form [removed: 10-](http://www.sec.gov/Archives/edgar/data/86312/000008631223000063/trv-9302023xex10110q.htm)[Q](http://www.sec.gov/Archives/edgar/data/86312/000008631223000063/trv-9302023xex10110q.htm) [for] [added: 10-Q for] the [removed: fiscal](http://www.sec.gov/Archives/edgar/data/86312/000008631223000063/trv-9302023xex10110q.htm) [quarter](http://www.sec.gov/Archives/edgar/data/86312/000008631223000063/trv-9302023xex10110q.htm) [ended](http://www.sec.gov/Archives/edgar/data/86312/000008631223000063/trv-9302023xex10110q.htm) [September] [added: fiscal quarter ended September] 30, [removed: 2023](http://www.sec.gov/Archives/edgar/data/86312/000008631223000063/trv-9302023xex10110q.htm)[,] [added: 2023,] and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000008631223000063/trv-9302023xex10110q.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631223000063/trv-9302023xex10110q.htm)] | | |

| 10.15* | | | | | | [TPC Compensation Plan for Non-Employee Directors, as amended on January 22, 2004, was filed as Exhibit 10.16 to TPC’s annual report on Form 10-K for the fiscal year ended December 31, 2003, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/919482/000095012304002628/y94470exv10w16.txt)] [added: reference.](https://www.sec.gov/Archives/edgar/data/919482/000095012304002628/y94470exv10w16.txt)] | | |

| [removed: 10.16*] [added: 10.20*] | | | | | | [removed: [The St. Paul Companies, Inc. Directors’] [added: [First Amendment to The Travelers] Deferred Compensation Plan was filed as Exhibit [removed: 10(b)] [added: 10.37] to the Company’s annual report on Form 10-K for the fiscal year ended December 31, [removed: 1997,] [added: 2009,] and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/0000086312-98-000006.txt)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000104746910000972/a2196528zex-10_37.htm)] | | |

| [removed: 10.17*] [added: 10.25*] | | | | | | [removed: [The St. Paul Companies, Inc. Deferred Stock Plan for Non-Employee Directors] [added: [Form of Non-Competition Agreement] was filed as Exhibit [removed: 10(a)] [added: 10.43] to the Company’s annual report on Form 10-K for the fiscal year ended December 31, [removed: 2000,] [added: 2009,] and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000008631201000004/0000086312-01-000004-0003.txt)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000104746910000972/a2196528zex-10_43.htm)] | | |

| [removed: 10.18*] [added: 10.16*] | | | | | | [The Travelers Severance Plan (as Amended and Restated, effective January 1, 2022) was filed as Exhibit 10.1 to the Company’s quarterly report on Form 10-Q for the fiscal quarter ended March 31, 2022, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000008631222000029/trv-severanceplanx1x1x2022.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631222000029/trv-severanceplanx1x1x2022.htm)] | | |

| [removed: 10.19*] [added: 10.17*] | | | | | | [The Company’s Senior Executive Performance Plan was filed as Exhibit 10.1 to the Company’s quarterly report on Form 10-Q for the fiscal quarter ended March 31, 2005, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000110465905022258/a05-7939_1ex10d1.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000110465905022258/a05-7939_1ex10d1.htm)] | | |

| [removed: 10.20*] [added: 10.18*] | | | | | | [First Amendment to the Company’s Senior Executive Performance Plan was filed as Exhibit 10.40 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2009, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000104746910000972/a2196528zex-10_40.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000104746910000972/a2196528zex-10_40.htm)] | | |

| [removed: 10.21*] [added: 10.19*] | | | | | | [The Travelers Deferred Compensation Plan, as Amended and Restated, effective January 1, 2009, was filed as Exhibit 99.1 to the Company’s Registration Statement on Form S-8 (Registration No. 333-157091) dated February 4, 2009, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000110465909006272/a09-4147_1ex99d1.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000110465909006272/a09-4147_1ex99d1.htm)] | | |

| [removed: 10.22*] [added: 10.21*] | | | | | | [removed: [First Amendment to The Travelers] [added: [TPC] Deferred Compensation Plan was filed as Exhibit [removed: 10.37] [added: 10.23] to [removed: the Company’s] [added: TPC’s] annual report on Form 10-K for the fiscal year ended December 31, [removed: 2009,] [added: 2002,] and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000104746910000972/a2196528zex-10_37.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/919482/000095012303002429/y82392exv10w23.txt)] | | |

| 10.23* | | | | | | [TPC [removed: Deferred Compensation] [added: Benefit Equalization] Plan was filed as Exhibit [removed: 10.23] [added: 10.24] to TPC’s annual report on Form 10-K for the fiscal year ended December 31, 2002, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/919482/000095012303002429/y82392exv10w23.txt)] [added: reference.](https://www.sec.gov/Archives/edgar/data/919482/000095012303002429/y82392exv10w24.txt)] | | |

| [removed: 10.24*] [added: 10.22*] | | | | | | [The Travelers Benefit Equalization Plan, as Amended and Restated effective as of January 1, 2016, was filed as Exhibit 10.29 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2015, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000104746916010107/a2227255zex-10_29.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000104746916010107/a2227255zex-10_29.htm)] | | |

| [removed: 10.25*] [added: 10.24*] | | | | | | [removed: [TPC] [added: [The St. Paul Companies, Inc.] Benefit Equalization [removed: Plan was] [added: Plan-2001 Revision and the first and second amendments thereto were] filed as Exhibit [removed: 10.24] [added: 10.27] to [removed: TPC’s] [added: the Company’s] annual report on Form 10-K for the fiscal year ended December 31, [removed: 2002,] [added: 2004,] and [removed: is] [added: are] incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/919482/000095012303002429/y82392exv10w24.txt)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000119312505052696/dex1027.htm)] | | |

| [removed: 10.27*] [added: 10.30*] | | | | | | [Form of [removed: Non-Competition] [added: Performance Share Award Notification and] Agreement [added: (2022)] was filed as Exhibit [removed: 10.43] [added: 10.34] to the Company’s annual report on Form 10-K for the fiscal year ended December 31, [removed: 2009,] [added: 2021,] and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000104746910000972/a2196528zex-10_43.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631222000013/a1034trv2022mcmpsaagreemen.htm)] | | |

| [removed: 10.28*] [added: 10.26*] | | | | | | [Form of Amended and Restated Non-Solicitation and Non-Disclosure Agreement for Executive Officers was filed as Exhibit 10.35 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2016, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000104746917000695/a2230860zex-10_35.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000104746917000695/a2230860zex-10_35.htm)] | | |

| [removed: 10.29*] [added: 10.27*] | | | | | | [Form of Restricted Stock Unit Award Notification and Agreement (For Management Committee Member Executing Non-Compete) was filed as Exhibit 10.37 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2014, and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000104746915000743/a2222930zex-10_37.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000104746915000743/a2222930zex-10_37.htm)] | | |

| [removed: 10.30†*] [added: 10.28†*] | | | | | | [Form of Stock Option Grant Notification and [removed: Agreement.](https://www.sec.gov/Archives/edgar/data/86312/000008631224000012/a1030trv2024mcmoptionagree.htm)] [added: Agreement.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/a1028trv2025mcmoptionagree.htm)] | | |

| [removed: 10.31†*] [added: 10.29†*] | | | | | | [Form of Restricted Stock Unit Award Notification and [removed: Agreement.](https://www.sec.gov/Archives/edgar/data/86312/000008631224000012/a1031trv2024restrictedstoc.htm)] [added: Agreement.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/a1029trv2025restrictedstoc.htm)] | | |

| 10.32* | | | | | | [Form of Performance Share Award Notification and Agreement [removed: (2021)] [added: (2024)] was filed as Exhibit 10.35 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, [removed: 2020,] [added: 2023,] and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/0000086312/000008631221000011/a1035trv2021mcmpsa.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631224000012/a1035trv2024mcmperfsharesa.htm)] | | |

| [removed: 10.33*] [added: 10.31*] | | | | | | [Form of Performance Share Award Notification and [removed: Agreement (2022)] [added: Agreement](https://www.sec.gov/Archives/edgar/data/86312/000008631223000011/a1034trv2023mcmperfsharesa.htm) [(2023)] was filed as Exhibit 10.34 to the [removed: Company’s annual] [added: Company](https://www.sec.gov/Archives/edgar/data/86312/000008631223000011/a1034trv2023mcmperfsharesa.htm)[’s](https://www.sec.gov/Archives/edgar/data/86312/000008631223000011/a1034trv2023mcmperfsharesa.htm) [annual] report on Form 10-K for the fiscal year ended December 31, [removed: 2021,] [added: 2022,] and is incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000008631222000013/a1034trv2022mcmpsaagreemen.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631223000011/a1034trv2023mcmperfsharesa.htm)] | | |

| [removed: 10.34*] [added: 97.1*] | | | | | | [removed: [Form] [added: [The Travelers Companies, Inc. Policy Regarding Recovery] of [removed: Performance Share Award Notification and Agreements (2023)] [added: Executive Compensation Based on Financial Reporting Measures effective December 1, 2023] was filed as Exhibit [removed: 10.34] [added: 97.1] to the [removed: Company](http://www.sec.gov/Archives/edgar/data/86312/000008631223000011/a1034trv2023mcmperfsharesa.htm)[’s](http://www.sec.gov/Archives/edgar/data/86312/000008631222000013/a1034trv2022mcmpsaagreemen.htm) [annual] [added: Company’s annual] report on Form 10-K for the fiscal year ended December 31, [removed: 2022,] [added: 2023,] and [removed: i](http://www.sec.gov/Archives/edgar/data/86312/000008631223000011/a1034trv2023mcmperfsharesa.htm)[s] [added: is] incorporated herein by [removed: reference.](http://www.sec.gov/Archives/edgar/data/86312/000008631223000011/a1034trv2023mcmperfsharesa.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631224000012/a971trvpolicyregardingreco.htm)] | | |

| [removed: 10.35†*] [added: 10.33†*] | | | | | | [Form of Performance Share Award Notification and Agreement [removed: (202](https://www.sec.gov/Archives/edgar/data/86312/000008631224000012/a1035trv2024mcmperfsharesa.htm)[4](https://www.sec.gov/Archives/edgar/data/86312/000008631224000012/a1035trv2024mcmperfsharesa.htm)[).](https://www.sec.gov/Archives/edgar/data/86312/000008631224000012/a1035trv2024mcmperfsharesa.htm)] [added: (202](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/a1033trv2025mcmperfsharesa.htm)[5](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/a1033trv2025mcmperfsharesa.htm)[).](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/a1033trv2025mcmperfsharesa.htm)] | | |

| [removed: 10.36†*] [added: 10.34†*] | | | | | | [Form of Non-Employee Director Notification and Agreement of Annual Deferred Stock [removed: Award](https://www.sec.gov/Archives/edgar/data/86312/000008631224000012/a1036trv2024boardofdirecto.htm).] [added: Award](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/a1034trv2025boardofdirecto.htm).] | | |

| 21.1† | | | | | | [A list of the subsidiaries of the [removed: Company.](https://www.sec.gov/Archives/edgar/data/86312/000008631224000012/trv-12312023x10kxex211.htm)] [added: Company.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/trv-12312024x10kxex211.htm)] | | |

| 23.1† | | | | | | [Consent of KPMG LLP, Independent Registered Public Accounting Firm, with respect to the incorporation by reference of KPMG LLP’s audit reports into Registration Statements of the Company on Form S-8 and Form [removed: S-3.](https://www.sec.gov/Archives/edgar/data/86312/000008631224000012/trv-12312023x10kxex231.htm)] [added: S-3.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/trv-12312024x10kxex231.htm)] | | |

| 19.1† | | | | | | [Securities Trading Policy](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/a191trvsecuritiestradingpo.htm). | | |

| 10.26* | | | | | | [The St. Paul Companies, Inc. Benefit Equalization Plan-2001 Revision and the first and second amendments thereto were filed as Exhibit 10.27 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2004, and are incorporated herein by reference.](http://www.sec.gov/Archives/edgar/data/86312/000119312505052696/dex1027.htm) | | |

| 97.1†* | | | | | | [The Travelers Companies, Inc. Policy Regarding Recovery of Executive Compensation Based on Financial Reporting Measures effective December 1, 2023.](https://www.sec.gov/Archives/edgar/data/86312/000008631224000012/a971trvpolicyregardingreco.htm) | | |

| Date: | | | February [removed: 15, 2024] [added: 13, 2025] | | | By | | | /s/ CHRISTINE K. KALLA | | |

| By | | | /s/ ALAN D. SCHNITZER | | | Director, Chairman and Chief Executive Officer (Principal Executive Officer) | | | February [removed: 15, 2024] [added: 13, 2025] | | |

| By | | | /s/ DANIEL S. FREY | | | Executive Vice President and Chief Financial Officer (Principal Financial Officer) | | | February [removed: 15, 2024] [added: 13, 2025] | | |

| By | | | /s/ PAUL E. MUNSON | | | Senior Vice President and Corporate Controller (Principal Accounting Officer) | | | February [removed: 15, 2024] [added: 13, 2025] | | |

| By | | | * | | | Director | | | February [removed: 15, 2024] [added: 13, 2025] | | |

| | | | /s/ CHRISTINE K. KALLA | | | | | | February [removed: 15, 2024] [added: 13, 2025] | | |

| For the year ended December 31, | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |