Travelers Companies (TRV) 10-K risk factor changes: FY2025 vs FY2024

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, solar flares and other [removed: naturally-occurring] [added: naturally occurring] events.

Severe weather events over the last [removed: two] [added: few] decades have underscored the unpredictability of climate trends.

Similarly, the potential for losses from a cyber event can be magnified to the extent that the event impacts geographies, platforms, systems or vulnerabilities shared by a large number of policyholders, such as cloud-based software [removed: platforms.][added: platforms, or in the event threat actors continue to expand their use of new and developing technologies, including artificial intelligence.]

States have from time to time passed legislation, and regulators have taken action, that have the effect of limiting the ability of insurers to manage catastrophe risk, such as by restricting insurers from reducing exposures or withdrawing from catastrophe-prone [removed: areas] [added: areas, limiting insurers’ ability to increase prices, requiring price reductions] or [added: discounts or] mandating that insurers participate in residual markets.

For example, [removed: it is expected that] the January 2025 California wildfires [removed: will result] [added: resulted] in assessments to insurers from the California FAIR Plan.

Our estimated deductible under the program is [removed: $3.85] [added: $4.01] billion for [removed: 2025.][added: 2026.]

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 [added: and decreased supply for raw materials, all of which result 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); companies hiring less experienced workers, which can increase claims; higher interest rates, which can result in higher post-judgment interest costs; and legislative changes, among others.]

[removed: The estimation of loss reserves may also be more difficult] during extreme events, such as a pandemic, or during volatile or uncertain economic conditions, due to unexpected changes in behavior of claimants and policyholders, including an increase in fraudulent reporting of exposures and/or losses, reduced maintenance of insured properties, increased frequency of small claims or delays in the reporting or adjudication of claims.

Experts providing input to the various [removed: estimates] [added: estimates, models] and underlying assumptions include actuaries, underwriters, claim personnel and lawyers, as well as other members of management.

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

[removed: The] [added: As mentioned above, the] Company has been, and continues to be, involved in litigation involving insurance coverage issues pertaining to asbestos [removed: and environmental] claims.

Uncertainties surrounding the final resolution of these asbestos [removed: and environmental] claims continue, and it is difficult to estimate our ultimate liability for such claims and related litigation.

It is also not possible to predict changes in the legal, regulatory and legislative environment and their impact on the future development of asbestos [removed: and environmental] claims.

See the “Asbestos Claims and [removed: Litigation,” “Environmental Claims and] Litigation” and “Uncertainty Regarding Adequacy of Asbestos [removed: and Environmental] Reserves” sections of “Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Also see “Item 3—Legal Proceedings.”

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 exposure to mass tort claims, including claims related to exposure to [removed: potentially harmful products or substances, such as perfluoroalkyl and polyfluoroalkyl substances (PFAS), talc, opioids and lead.]

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

Fixed maturity and short-term investments comprised approximately 94% of the carrying value of our investment portfolio as of December 31, [removed: 2024.][added: 2025.]

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 [added: 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.]

Our investment portfolio includes: residential mortgage-backed securities; collateralized mortgage obligations; pass-through securities and asset-backed securities collateralized by sub-prime mortgages; commercial mortgage-backed securities; and wholly-owned real estate and real estate partnerships, all of which could be adversely impacted by declines in real estate [removed: valuations, including as a result of changes in the use of commercial office and retail space since the COVID-19 pandemic.][added: valuations.]

This is a particular risk in the case of claims that relate to insurance policies written many years ago, including those relating to asbestos [removed: and environmental] claims.

In addition, the Covered Agreements between the U.S. and each of the EU and U.K. eliminate the requirement for European and U.K. reinsurers operating in the U.S. to provide collateral, which [removed: could make] [added: have made] it more difficult for U.S. companies, including us, to obtain collateral from European and U.K. reinsurers.

[removed: The] ability of our insurance subsidiaries to pay dividends to our holding company is also restricted by regulations that set standards of solvency that must be met and maintained.

The intense competition that we face, including with respect to attracting and retaining employees, and the impact of innovation, technological [removed: change] [added: change, including with respect to artificial intelligence,] and changing customer preferences on the insurance industry and the markets in which we operate, could harm our ability to maintain or increase our business volumes and our profitability. The property and casualty insurance industry is highly competitive, and we believe that it will remain highly competitive for the foreseeable future.

Well-capitalized new entrants to the property and casualty insurance and reinsurance [removed: industries] [added: industries, including entities backed by private equity,] and existing competitors that receive substantial infusions of capital may conduct business in ways that adversely impact our business volumes and profitability.

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 [added: 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 that collects and analyzes a wide variety of data points [removed: (so-called “big data” analysis)] to [added: help] 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.

These efforts could include seeking improved rates or improved terms and conditions, and could also include other initiatives, such as reducing operating expenses and acquisition [removed: costs.][added: costs, and introducing new product offerings.]

Traditional insurance industry participants, technology companies, “InsurTech” 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 [added: models, create more sophisticated pricing] models and effect other potentially disruptive changes in the insurance industry.

If we do not anticipate, keep pace with and adapt to technological and other changes impacting the insurance industry, [added: including artificial intelligence,] it will harm our ability to compete, decrease the value of our products to customers, and materially and adversely affect our business.

[removed: While there is substantial uncertainty as to the timing of] any impact, in the case of driverless vehicles in particular, new legal frameworks or business practices could be adopted that reduce the size of the auto insurance market.

Our efforts to develop new products or services, expand in targeted markets, improve business processes and workflows or [removed: make] [added: pursue] acquisitions [added: or dispositions] may not be successful and may create enhanced risks. From time to time, to protect and grow market share and/or improve our productivity and efficiency, we invest in strategic initiatives and pursue [removed: acquisitions.][added: acquisitions or dispositions.]

- Acquisitions [added: or dispositions] may not be successfully [removed: integrated,] [added: integrated or separated,] resulting in substantial disruption, costs or delays and adversely affecting our ability to compete, may not result in the benefits anticipated by us, and may also result in unforeseen liabilities or impact our credit ratings; and

We are subject to additional risks associated with our business outside the United States. We conduct business outside the United States primarily in [removed: Canada,] the United [removed: Kingdom and] [added: Kingdom,] the Republic of [removed: Ireland.][added: Ireland and Canada.]

[removed: Failure to comply with local laws in a particular market may] result in substantial liability and could have a significant and negative effect not only on our business in that market but also on our reputation generally.

Future pandemics [removed: (including new variants of COVID-19),] could materially affect our results of operations, financial position and/or liquidity. [removed: COVID-19] [added: The pandemic] presented, and any future pandemics [removed: (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 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 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.

Our business success and profitability depend, in part, on effective information technology systems and on continuing to develop and implement improvements in technology, [added: including artificial intelligence,] particularly as our business processes become more digital. We depend in large part on our technology systems for conducting business and processing claims, as well as for providing the data and analytics we utilize to manage our business.

As a result, our business success is dependent on maintaining the effectiveness of existing technology systems and on continuing to develop and enhance technology systems that support our business processes and strategic initiatives in an efficient manner, particularly as our business processes become more digital and seek to incorporate artificial intelligence, [added: which has a high rate of change,] and certain of our products, such as cyber insurance, are more technology-based.

[removed: If] [added: If, as a result of a cyber-attack (the risk of which could be exacerbated by geopolitical tensions) or otherwise,] we experience difficulties with technology, data and network [removed: security (including as a result of cyber attacks),] [added: security,] outsourcing relationships or cloud-based technology, our ability to conduct our business could be negatively impacted. A shut-down of, or inability to access, one or more of our facilities (including our primary data processing facility); a power outage; or a failure of one or more of our systems could significantly impair our ability to perform necessary business functions on a timely basis.

In the event of a [removed: computer virus] [added: cyber-attack, malware] or natural or other disaster, our systems could be inaccessible for an extended period of time, including as a result of hostile actions taken by [added: cyber criminals,] nation-states or terrorist organizations.

In addition, because our systems increasingly interface with and depend on third-party systems, including [removed: cloud-based,] [added: cloud-based systems,] we could experience service denials or [removed: failures of controls if demand for our service exceeds capacity or a third-party system fails or experiences an interruption.]

The estimation of loss reserves may also be more difficult

Additionally, models and technology are used in the claim estimation process, which can present risks of model inaccuracy.

potentially harmful products or substances, such as perfluoroalkyl and polyfluoroalkyl substances (PFAS), talc, opioids and lead.

- expansion of compensable workers’ compensation claims;

The

Also, in some cases, if we do not write a particular product for an account, we could lose the ability to write other products for the same account.

While there is substantial uncertainty as to the timing of

Failure to comply with local laws in a particular market may

Artificial intelligence, in particular, may become more expensive in the future given the resources necessary to develop that technology.

failures of controls if demand for our service exceeds capacity or a third-party system fails or experiences an interruption.

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.

With respect to artificial intelligence, emerging intellectual property-related rights and issues are being interpreted by courts and addressed by regulations.

Regarding artificial intelligence, legal and regulatory frameworks are developing and subject to change.

If our controls, or the controls of our joint ventures or recently

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.

We also continue to receive claims from policyholders who allege that they are liable for injury or damage arising out of their alleged disposition of toxic substances.

Liability for investigation and cleanup of environmental contamination and for some related losses under federal laws, such as the Comprehensive Environmental Response, Compensation and Liability Act, and under similar state laws, may be imposed on certain parties even if they did not cause the release or threatened release of hazardous substances and may be joint and several with other responsible parties.

- claims related to vaccine mandates;

- claims arising out of modern techniques and practices used in connection with the extraction of natural resources, such as hydraulic fracturing or wastewater injection;

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.

trend is likely to continue and may accelerate.

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 provinces of Ontario and Alberta, which are highly regulated markets that can result in rate inadequacy.

related penetrations.

The following is a discussion and analysis of the Company’s financial condition and results of operations for the years ended December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] including year-to-year comparisons between [removed: 2024] [added: 2025] and [removed: 2023.][added: 2024.]

Year-to-year comparisons between [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] 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: 2023.][added: 2024.]

[removed: 2024] [added: 2025] Consolidated Results of Operations

- Net income of [removed: $5.00] [added: $6.29] billion, or [removed: $21.76] [added: $27.83] per share basic and [removed: $21.47] [added: $27.43] per share diluted

- Net earned premiums of [removed: $41.94] [added: $43.91] billion

- Catastrophe losses of [removed: $3.34] [added: $3.69] billion [removed: ($2.63] [added: ($2.92] billion after-tax)

- Net favorable prior year reserve development of [removed: $709 million ($559] [added: $1.04 billion ($815] million after-tax)

- Combined ratio of [removed: 92.5%][added: 89.9%]

- Net investment income of [removed: $3.59] [added: $3.96] billion [removed: ($2.95] [added: ($3.25] billion after-tax)

- Net realized investment losses of [removed: $30] [added: $48] million [removed: ($26] [added: ($37] million after-tax)

- Operating cash flows of [removed: $9.07] [added: $10.61] billion

[removed: 2024] [added: 2025] Consolidated Financial Condition

- Total investments of [removed: $94.22] [added: $101.18] billion; fixed maturities and short-term securities comprised 94% of total investments

- Total assets of [removed: $133.19] [added: $143.71] billion

- Total debt of [removed: $8.03] [added: $9.27] billion, resulting in a debt-to-total capital ratio of [removed: 22.4% (20.3%] [added: 22.0% (21.2%] excluding net unrealized investment losses, net of tax, included in shareholders’ equity)

- Total capital returned to shareholders of [removed: $2.11] [added: $4.18] billion, comprising [removed: $1.15] [added: $3.20] billion of share repurchases and [removed: $962] [added: $987] million of dividends

- Shareholders’ equity of [removed: $27.86] [added: $32.89] billion

- Net unrealized investment losses of [removed: $4.61] [added: $1.86] billion [removed: ($3.64] [added: ($1.48] billion after-tax)

- Book value per common share of [removed: $122.97][added: $151.21]

- Holding company liquidity of [removed: $1.80] [added: $2.41] billion

| (for the year ended December 31, in millions except ratio and per share amounts) | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |

| Premiums | | | | | | $ | [removed: 41,941] [added: 43,914] | | | | | $ | [removed: 37,761] [added: 41,941] | | | | | $ | [removed: 33,763] [added: 37,761] | |

| Net investment income | | | | | | [removed: 3,590] [added: 3,959] | | | | | | [removed: 2,922] [added: 3,590] | | | | | | [removed: 2,562] [added: 2,922] | | |

| Fee income | | | | | | [removed: 473] [added: 495] | | | | | | [removed: 433] [added: 473] | | | | | | [removed: 412] [added: 433] | | |

| Net realized investment losses | | | | | | [removed: (30)] [added: (48)] | | | | | | [removed: (105)] [added: (30)] | | | | | | [removed: (204)] [added: (105)] | | |

| Other revenues | | | | | | [removed: 449] [added: 508] | | | | | | [removed: 353] [added: 449] | | | | | | [removed: 351] [added: 353] | | |

| Total revenues | | | | | | [removed: 46,423] [added: 48,828] | | | | | | [removed: 41,364] [added: 46,423] | | | | | | [removed: 36,884] [added: 41,364] | | |

| Claims and claim adjustment expenses | | | | | | [removed: 27,059] [added: 27,221] | | | | | | [removed: 26,215] [added: 27,059] | | | | | | [removed: 22,854] [added: 26,215] | | |

| Amortization of deferred acquisition costs | | | | | | [removed: 6,973] [added: 7,266] | | | | | | [removed: 6,226] [added: 6,973] | | | | | | [removed: 5,515] [added: 6,226] | | |

| General and administrative expenses | | | | | | [removed: 5,819] [added: 6,120] | | | | | | [removed: 5,176] [added: 5,819] | | | | | | [removed: 4,810] [added: 5,176] | | |

| Interest expense | | | | | | [removed: 392] [added: 425] | | | | | | [removed: 376] [added: 392] | | | | | | [removed: 351] [added: 376] | | |

| Total claims and expenses | | | | | | [removed: 40,243] [added: 41,032] | | | | | | [removed: 37,993] [added: 40,243] | | | | | | [removed: 33,530] [added: 37,993] | | |

| Income before income taxes | | | | | | [removed: 6,180] [added: 7,796] | | | | | | [removed: 3,371] [added: 6,180] | | | | | | [removed: 3,354] [added: 3,371] | | |

| Income tax expense | | | | | | [removed: 1,181] [added: 1,508] | | | | | | [removed: 380] [added: 1,181] | | | | | | [removed: 512] [added: 380] | | |

| Net income | | | | | | $ | [removed: 4,999] [added: 6,288] | | | | | $ | [removed: 2,991] [added: 4,999] | | | | | $ | [removed: 2,842] [added: 2,991] | |

| Basic | | | | | | $ | [removed: 21.76] [added: 27.83] | | | | | $ | [removed: 12.93] [added: 21.76] | | | | | $ | [removed: 11.91] [added: 12.93] | |

| Diluted | | | | | | $ | [removed: 21.47] [added: 27.43] | | | | | $ | [removed: 12.79] [added: 21.47] | | | | | $ | [removed: 11.77] [added: 12.79] | |

| Loss and loss adjustment expense ratio | | | | | | [removed: 64.0] [added: 61.4] | | % | | | | [removed: 68.9] [added: 64.0] | | % | | | | [removed: 67.1] [added: 68.9] | | % |

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

| Combined ratio | | | | | | [removed: 92.5] [added: 89.9] | | % | | | | [removed: 97.0] [added: 92.5] | | % | | | | [removed: 95.6] [added: 97.0] | | % |

On May 27, 2025, the Company entered into an agreement to sell its Canadian personal insurance business and the majority of its Canadian commercial insurance business to Definity Financial Corporation for approximately US$2.4 billion.

The assets and liabilities of the Canadian personal insurance business and the majority of its Canadian commercial insurance business have been classified as held for sale in the consolidated balance sheet as of December 31, 2025.

The Company retained its surety business in Canada.

The sale closed on January 2, 2026.

The higher underlying underwriting margins in 2025 were driven by all three segments.

Factors contributing to the changes in claims and claim adjustment expenses in each segment are discussed in more detail in the segment discussions that follow.

| 2025 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 11 — California wildfire – Palisades fire | | | | | | 1,344 | | | | | | n/a | | | | | | n/a | | | | | | 1,344 | | | | | | n/a | | | | | | n/a | | |

| 12 — California wildfire – Eaton fire | | | | | | 377 | | | | | | n/a | | | | | | n/a | | | | | | 377 | | | | | | n/a | | | | | | n/a | | |

| 37 — Severe wind and hail storms | | | | | | 227 | | | | | | n/a | | | | | | n/a | | | | | | 227 | | | | | | n/a | | | | | | n/a | | |

| 39 — Severe wind and hail storms | | | | | | 101 | | | | | | n/a | | | | | | n/a | | | | | | 101 | | | | | | n/a | | | | | | n/a | | |

| 45 — Severe wind and hail storms | | | | | | 107 | | | | | | n/a | | | | | | n/a | | | | | | 107 | | | | | | n/a | | | | | | n/a | | |

Income tax expense in 2025 was $1.51 billion, $327 million or 28% higher than in 2024, primarily reflecting the impact of the $1.62 billion increase in income before income taxes in 2025.

| (for the year ended December 31, in millions) | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

| (for the year ended December 31, in millions) | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

| (for the year ended December 31, in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

Income tax expense in 2025 was higher than in 2024, primarily reflecting the impact of the increase in segment income before income taxes.

Income tax expense in 2025 was $891 million, $110 million or 14% higher than in 2024, primarily reflecting the impact of the $499 million increase in segment income before income taxes in 2025.

The underlying combined ratio in 2025 was 0.1 points lower than the 2024 ratio on the same basis.

| (for the year ended December 31, in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

| (for the year ended December 31, in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

Renewal premium changes in 2025 remained positive but were slightly lower than in 2024.

Retention rates remained strong in 2025 and were comparable with 2024.

Renewal premium changes in 2025 remained positive but were lower than in 2024.

Retention rates remained strong in 2025 and increased over 2024.

Renewal premium changes in 2025 remained positive but were lower than in 2024.

New business premiums in 2025 decreased from 2024.

*International.* Net written premiums of $1.93 billion in 2025 were comparable with 2024.

| (for the year ended December 31, in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

Segment income in 2025 was $950 million, $135 million or 17% higher than segment income of $815 million in 2024.

Income tax expense in 2025 was higher than in 2024, primarily reflecting the impact of the increase in segment income before income taxes.

Income tax expense in 2025 was $244 million, $43 million or 21% higher than in 2024, primarily reflecting the impact of the $178 million increase in segment income before income taxes in 2025.

| (for the year ended December 31, in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

| (for the year ended December 31, in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

New business premiums in 2025 decreased from 2024.

| (for the year ended December 31, in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

Segment income in 2025 was $2.05 billion, $804 million or 64% higher than segment income of $1.25 billion in 2024.

Income tax expense in 2025 was higher than in 2024, primarily reflecting the impact of the increase in segment income before income taxes.

Refer to the “Net Investment Income” section of the “Consolidated Results of Operations” discussion for a description of the factors contributing to the increase in the Company’s consolidated net investment income in 2025 as compared with 2024.

Income tax expense in 2025 was $485 million, $191 million or 65% higher than in 2024, primarily reflecting the impact of the $995 million increase in segment income before income taxes.

Income tax expense in 2024 was higher than in 2023, primarily reflecting the impact of the increase in income before income taxes, partially offset by a one-time tax benefit of $211 million in the first quarter of 2023 due to the expiration of the statute of limitations with respect to a tax item.

___________________________________________

Net realized investment gains on equity securities still held of $16 million in 2023 were driven by the impact of changes in fair value attributable to favorable equity markets, partially offset by a net unfavorable change in fair value on an individual security held in the Company’s portfolio.

reserves upon occurrence.

| 2022 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| PCS Serial Number: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 61 — Hurricane Ian | | | | | | (1) | | | | | | (76) | | | | | | 227 | | | | | | 150 | | | | | | 151 | | | | | | 227 | | |

| 73 — Winter storm | | | | | | 11 | | | | | | 158 | | | | | | 512 | | | | | | 681 | | | | | | 670 | | | | | | 512 | | |

(1) Amounts are reported pre-tax and net of recoveries under all applicable reinsurance treaties, except for the Company’s 2022 Underlying Property Aggregate Catastrophe Excess-of-Loss Treaties.

That treaty covered the accumulation of certain property losses arising from one or multiple occurrences (both catastrophe and non-catastrophe events) for the period January 1, 2022 through and including December 31, 2022.

As a result, the benefit from that treaty is not included in the table above as the allocation of the treaty’s benefit to each identified catastrophe changes each time there are additional events or changes in estimated losses from any covered event.

Income tax expense in 2024 was $1.18 billion, $801 million or 211% higher than in 2023, primarily reflecting the impact of the $2.81 billion increase in income before income taxes in 2024 and the one-time tax benefit of $211 million in the first quarter of 2023 due to the expiration of the statute of limitations with respect to a tax item.

The effective tax rate in 2023 was reduced by the impact of the one-time tax benefit discussed above.

Net unfavorable prior year reserve development in 2023 was $289 million.

primarily reflecting the impact of the increase in segment income before income taxes and a one-time tax benefit of $171 million in the first quarter of 2023.

Income tax expense in 2024 was $781 million, $413 million or 112% higher than in 2023, primarily reflecting the impact of the $1.14 billion increase in segment income before income taxes in 2024 and the one-time tax benefit of $171 million in the first quarter of 2023 due to the expiration of the statute of limitations with respect to a tax item.

Net unfavorable prior year reserve development in 2023 accounted for 1.5 points of the combined ratio.

New business premiums in 2024 were comparable with 2023.

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

Income tax expense in 2024 was lower than in 2023, primarily reflecting the impact of the decrease in segment income before income taxes, partially offset by a one-time tax benefit of $9 million in the first quarter of 2023 due to the expiration of the statute of limitations with respect to a tax item.

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.

Income tax expense in 2024 was $201 million, $26 million or 11% lower than in 2023, primarily reflecting the impact of the $153 million decrease in segment income before income taxes in 2024, partially offset by the one-time tax benefit of $9 million in the first quarter of 2023 due to the expiration of the statute of limitations with respect to a tax item.

The underlying combined ratio in 2024 was 2.6 points higher than the 2023 ratio on the same basis, primarily reflecting (i) a higher expense ratio and (ii) the impact of earned pricing, partially offset by (iii) the comparison to an elevated level of losses in 2023 from both small number of surety accounts and loss activity related to the disruption in the banking sector.

Segment income in 2024 was $1.25 billion, compared with a segment loss of $128 million in 2023.

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

The change in income taxes primarily reflected the impact of the increase in segment income before income taxes and a one-time tax benefit of $31 million in the first quarter of 2023 due to the expiration of the statute of limitations with respect to a tax item.

Claims and claim adjustment expenses in 2024 were $11.61 billion, $428 million or 4% lower than in 2023, primarily reflecting the impacts of (i) higher net favorable prior year reserve development, (ii) lower physical damage losses in the automobile product line and (iii) lower non-weather and non-catastrophe weather-related losses in the homeowners and other product line, partially offset by (iv) higher business volumes and (v) higher catastrophe losses.

The increase primarily reflected higher contingent commissions, as well as higher employee and technology related expenses.

Income tax expense in 2024 was $294 million, compared with an income tax benefit of $103 million in 2023, primarily reflecting the impact of the $1.77 billion increase in segment income before income taxes and the one-time tax benefit of $31 million in the first quarter of 2023 due to the expiration of the statute of limitations with respect to a tax item.

Automobile net written premiums of $7.93 billion in 2024 increased by 8% over 2023.

Homeowners and Other net written premiums of $8.55 billion in 2024 increased by 8% over 2023.

International net written premiums of $694 million in 2024 increased by 7% over 2023, driven by increases in the automobile and homeowners and other product lines, partially offset by the impact of changes in foreign currency exchange rates.

| Ceded | | | | | | (390) | | | | | | (369) | | | | | | (346) | | |

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

ENVIRONMENTAL CLAIMS AND LITIGATION

The Company has received and continues to receive claims from policyholders who allege that they are liable for injury or damage arising out of the alleged storage, emissions or disposal of toxic substances, frequently under policies issued prior to the mid-1980s.

These claims are mainly brought pursuant to various state or federal statutes that require a liable party to undertake or pay for environmental remediation.

For example, the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) enables private parties as well as federal and state governments to take action with respect to releases and threatened releases of hazardous substances.

This federal statute permits the recovery of response costs from some liable parties and may require liable parties to undertake their own remedial action.

The following is a discussion of the Company’s primary market risk exposures and how those exposures are managed as of December 31, [removed: 2024.][added: 2025 and excludes amounts held for sale.]

The carrying value of the Company’s investment portfolio [removed: at] [added: as of] December 31, [removed: 2024] [added: 2025] and [removed: 2023] [added: 2024] was [removed: $94.22] [added: $101.18] billion and [removed: $88.81] [added: $94.22] billion, respectively, of which 89% [removed: and 87%, respectively,] was invested in fixed maturity [removed: securities.][added: securities as of both dates.]

[removed: At] [added: As of] December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] approximately [removed: 6.8%] [added: 3.7%] and [removed: 7.2%,] [added: 6.8%,] respectively, of the Company’s invested assets were denominated in foreign currencies.

Invested assets denominated in the Canadian dollar comprised approximately [removed: 3.8% and 4.1% of the total invested assets at December 31, 2024] [added: 0.5%] and [removed: 2023, respectively.][added: 3.8%]

Invested assets denominated in the British Pound Sterling comprised approximately [added: 2.5% and] 2.4% of total invested assets [removed: at both] [added: as of] December 31, [removed: 2024] [added: 2025] and [removed: 2023.][added: 2024, respectively.]

Invested assets denominated in other currencies [removed: at] [added: as of] December 31, [removed: 2024] [added: 2025] and [removed: 2023] [added: 2024] 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: 2024] [added: 2025] compared to the year ended December 31, [removed: 2023.][added: 2024.]

Fixed maturity portfolio durations are calculated on a market value-weighted basis, including accrued interest, using holdings as of December 31, [removed: 2024] [added: 2025] and [removed: 2023.][added: 2024.]

For debt, the change in fair value is determined by calculating hypothetical December 31, [removed: 2024] [added: 2025] and [removed: 2023] [added: 2024] 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: $3.06] [added: $3.68] billion and [removed: $2.58] [added: $3.06] billion based on a 100 basis point increase in interest rates [removed: at] [added: as of] December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] 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: $643] [added: $373] million and [removed: $638] [added: $643] million [removed: at] [added: as of] December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively.

of the total invested assets as of December 31, 2025 and 2024, respectively.

The Company also maintains executive offices in Hartford, [removed: Connecticut,] [added: Connecticut] and St. Paul, Minnesota.

Of those groups, the top 150 accounted for approximately 94% of the consolidated industry’s total net written premiums in [removed: 2023.][added: 2024.]

[added: The applicable state] laws and regulations establish standards in certain lines of business to ensure that rates are not excessive, inadequate, unfairly 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: 2024:][added: 2025.]

| New York | | | | | | [removed: 8.2] [added: 8.3] | | |

| New Jersey | | | | | | [removed: 3.6] [added: 3.7] | | |

| All other domestic (2) | | | | | | [removed: 45.0] [added: 45.2] | | |

| Total Domestic | | | | | | [removed: 94.9] [added: 95.2] | | |

| All other international | | | | | | [removed: 2.3] [added: 2.6] | | |

| Total International | | | | | | [removed: 5.1] [added: 4.8] | | |

(2)No other single state accounted for 3.0% or more of the Company’s consolidated direct written premiums written in [removed: 2024.][added: 2025.]

Business Insurance offers a broad array of property and casualty insurance products and services to its customers, primarily in the United States, as well as in [removed: Canada,] the United Kingdom, the Republic of Ireland and throughout other parts of the world, including as a corporate member of Lloyd’s.

*•Middle Market* provides mid-sized businesses with property and casualty insurance products and services, including [removed: workers’ compensation, general liability,] commercial multi-peril, [added: general liability,] commercial [removed: automobile] [added: automobile, workers’ compensation] and commercial property, as well as risk management, claims handling and other services.

- *International*, through its operations in [removed: 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, manufacturing, public services 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 [removed: and environmental] liabilities and other runoff operations, including certain assumed reinsurance arrangements.

| (for the year ended December 31, in millions) | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | % of Total [removed: 2024] [added: 2025] | | |

| Select Accounts | | | | | | $ | [removed: 3,727] [added: 3,830] | | | | | $ | [removed: 3,477] [added: 3,727] | | | | | $ | [removed: 3,099] [added: 3,477] | | | | | 16.9 | | % |

| Middle Market | | | | | | [removed: 12,023] [added: 12,541] | | | | | | [removed: 11,045] [added: 12,023] | | | | | | [removed: 9,923] [added: 11,045] | | | | | | [removed: 54.4] [added: 55.3] | | |

| National Accounts | | | | | | [removed: 1,259] [added: 1,262] | | | | | | [removed: 1,135] [added: 1,259] | | | | | | [removed: 1,085] [added: 1,135] | | | | | | [removed: 5.7] [added: 5.6] | | |

| National Property and Other | | | | | | [removed: 3,134] [added: 3,112] | | | | | | [removed: 3,008] [added: 3,134] | | | | | | [removed: 2,467] [added: 3,008] | | | | | | [removed: 14.2] [added: 13.7] | | |

| Total Domestic | | | | | | [removed: 20,143] [added: 20,745] | | | | | | [removed: 18,665] [added: 20,143] | | | | | | [removed: 16,574] [added: 18,665] | | | | | | [removed: 91.2] [added: 91.5] | | |

| International | | | | | | [removed: 1,935] [added: 1,934] | | | | | | [removed: 1,765] [added: 1,935] | | | | | | [removed: 1,061] [added: 1,765] | | | | | | [removed: 8.8] [added: 8.5] | | |

| Total Business Insurance by market | | | | | | $ | [removed: 22,078] [added: 22,679] | | | | | $ | [removed: 20,430] [added: 22,078] | | | | | $ | [removed: 17,635] [added: 20,430] | | | | | 100.0 | | % |

| Workers’ compensation | | | | | | $ | [removed: 3,469] [added: 3,349] | | | | | $ | [removed: 3,492] [added: 3,469] | | | | | $ | [removed: 3,397] [added: 3,492] | | | | | [removed: 15.7] [added: 14.8] | | % |

| Commercial automobile | | | | | | [removed: 3,778] [added: 4,096] | | | | | | [removed: 3,346] [added: 3,778] | | | | | | [removed: 3,061] [added: 3,346] | | | | | | [removed: 17.1] [added: 18.1] | | |

| Commercial property | | | | | | [removed: 3,698] [added: 3,705] | | | | | | [removed: 3,494] [added: 3,698] | | | | | | [removed: 2,771] [added: 3,494] | | | | | | [removed: 16.7] [added: 16.3] | | |

| General liability | | | | | | [removed: 3,591] [added: 3,596] | | | | | | [removed: 3,264] [added: 3,591] | | | | | | [removed: 2,962] [added: 3,264] | | | | | | [removed: 16.3] [added: 15.9] | | |

| Commercial multi-peril | | | | | | [removed: 5,537] [added: 5,926] | | | | | | [removed: 5,000] [added: 5,537] | | | | | | [removed: 4,304] [added: 5,000] | | | | | | [removed: 25.1] [added: 26.1] | | |

| Other | | | | | | [removed: 70] [added: 73] | | | | | | [removed: 69] [added: 70] | | | | | | [removed: 79] [added: 69] | | | | | | 0.3 | | |

| Total Business Insurance by product line | | | | | | $ | [removed: 22,078] [added: 22,679] | | | | | $ | [removed: 20,430] [added: 22,078] | | | | | $ | [removed: 17,635] [added: 20,430] | | | | | 100.0 | | % |

Agencies and brokers are serviced by [removed: 88] [added: 80] 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.

[removed: Each account is underwritten based on the] unique risk characteristics, loss history and coverage needs of the account.

The commercial residual market business of National Accounts services approximately [removed: 36%] [added: 38%] of the total workers’ compensation assigned risk market, making the Company one of the largest servicing carriers in the industry.

Effective January 1, [removed: 2025,] [added: 2026,] the Company renewed a quota share reinsurance agreement with subsidiaries of Fidelis Insurance Holdings Limited (Fidelis) for [removed: 2025] [added: 2026] pursuant to which the Company assumes 20% of the subject gross written premiums of Fidelis on a risk-attaching basis, subject to a loss ratio cap.

[removed: At] [added: As of] December 31, [removed: 2024,] [added: 2025,] contractholder payables on unpaid losses within the deductible layer of large deductible policies were approximately [removed: $3.19] [added: $3.03] billion, and the associated receivables (net of allowance for expected credit losses) were approximately [removed: $3.17] [added: $3.01] billion.

Premiums receivable from holders of retrospectively rated policies totaled approximately [removed: $46] [added: $53] million [removed: at] [added: as of] December 31, [removed: 2024.][added: 2025.]

[added: The Company emphasizes] managed care cost containment strategies, which involve employers, employees and care providers in a collaborative effort that focuses on the injured employee’s early return to work and cost-effective quality care.

The Company also participates in [removed: state assigned] [added: state-assigned] risk pools as a servicing carrier and pool participant.

The following discussion reflects the Company’s retention policy with respect to Business Insurance as of January 1, [removed: 2025.][added: 2026.]

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

On May 27, 2025, the Company entered into an agreement to sell its Canadian personal insurance business and the majority of its Canadian commercial insurance business to Definity Financial Corporation for approximately US$2.4 billion.

The assets and liabilities of the Canadian personal insurance business and the majority of its Canadian commercial insurance business have been classified as held for sale in the consolidated balance sheet as of December 31, 2025.

The Company retained its surety business in Canada.

The sale closed on January 2, 2026.

See note 1 of the notes to the consolidated financial statements.

| California | | | | | | 10.6 | | % |

| Texas (1) | | | | | | 8.3 | | |

| Pennsylvania | | | | | | 4.2 | | |

| Georgia | | | | | | 3.7 | | |

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

| Canada | | | | | | 2.5 | | |

| Total Domestic | | | | | | 20,745 | | | | | | 20,143 | | | | | | 18,665 | | | | | | 91.5 | | |

| International | | | | | | 1,934 | | | | | | 1,935 | | | | | | 1,765 | | | | | | 8.5 | | |

Each account is underwritten based on the

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

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

| Massachusetts | | | | | | 3.0 | | |

| Canada | | | | | | 1.4 | | |

Both national (including international companies doing business

| (for the year ended December 31, in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | | | | | % of Total 2025 | | |

For management liability coverages, including but not limited to directors’ and officers’ liability, professional liability,

| California | | | | | | 9.8 | | % |

| Texas | | | | | | 7.9 | | |

| Florida | | | | | | 4.6 | | |

| Illinois | | | | | | 3.4 | | |

| Pennsylvania | | | | | | 3.3 | | |

See “Item 1A—Risk Factors—The intense competition that we face, including with respect to attracting and retaining employees, and the impact of innovation, technological change, including with respect to artificial intelligence, and changing customer preferences on the insurance industry and the markets in which we operate, could harm our ability to maintain or increase our business volumes and our profitability.”

| (for the year ended December 31, in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | | | | | % of Total 2025 | | |

| Texas (1) | | | | | | 9.5 | | % |

| New York | | | | | | 8.9 | | |

| California | | | | | | 7.4 | | |

| Pennsylvania | | | | | | 5.1 | | |

| Georgia | | | | | | 4.9 | | |

| Massachusetts | | | | | | 4.0 | | |

| Florida | | | | | | 3.9 | | |

| Maryland | | | | | | 3.9 | | |

| Virginia | | | | | | 3.6 | | |

| Connecticut | | | | | | 3.3 | | |

| Canada | | | | | | 3.7 | | |

See “Item 1A—Risk Factors—The intense competition that we face, including with respect to attracting and retaining employees, and the impact of innovation, technological change, including with respect to artificial intelligence, and changing customer preferences on the insurance industry and the markets in which we operate, could harm our ability to maintain or increase our business volumes and our profitability.”

The applicable state

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

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

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

| Pennsylvania | | | | | | 4.1 | | |

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

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

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

The Company emphasizes

risk basis.

| Texas | | | | | | 7.6 | | |

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

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

*Domestic*

business.

*International*

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

On January 2, 2024, the Company completed its acquisition of all issued and outstanding shares of Corvus.

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

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

| Pennsylvania | | | | | | 3.4 | | |

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

In Canada, the Company markets and distributes its personal insurance products principally through hundreds of brokers located throughout the country.

Pricing and underwriting for personal automobile and homeowners insurance in Canada is driven in large part by the same factors as in the United States.

For personal automobile insurance, all provinces in Canada require prior approval before rates are implemented.

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.

- International provides automobile and homeowners and other coverages in Canada (similar to coverages in the United States).

Personal Insurance had approximately 425,000 active policies in Canada at December 31, 2024.

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

| California | | | | | | 6.9 | | |

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

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

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

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

| Massachusetts | | | | | | 3.5 | | |

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

Personal Insurance competes with numerous international and domestic insurers in Canada.

Companies compete based on similar factors to those described above for domestic operations.

The Company has developed expertise in various markets in Canada similar to those served in the United States and provides both automobile and homeowners and other coverages for this market.

The treaty covers the United States coastal states from Texas to Maine, excluding Florida.

For the fiscal year ended December 31, [removed: 2024][added: 2025]

As of June 30, [removed: 2024,] [added: 2025,] the aggregate market value of the registrant’s voting and non-voting common equity held by non-affiliates was [removed: $46,170,862,519.][added: $59,986,121,526.]

As of February [removed: 7, 2025, 226,726,582] [added: 5, 2026, 216,237,902] shares of the registrant’s common stock (without par value) were outstanding.

Portions of the Registrant’s Proxy Statement relating to the [removed: 2025] [added: 2026] Annual Meeting of Shareholders are incorporated by reference into Part III of this report.

For Fiscal Year Ended December 31, [removed: 2024][added: 2025]

| [removed: [1A.](#i7bd3398166ee40078bda3aa750e594c0_61)] [added: [1A.](#i5f7fa3f8a98e4b219419e6b83ad2e667_61)] | | | [Risk [removed: Factors](#i7bd3398166ee40078bda3aa750e594c0_61)] [added: Factors](#i5f7fa3f8a98e4b219419e6b83ad2e667_61)] | | | [removed: [43](#i7bd3398166ee40078bda3aa750e594c0_61)] [added: [41](#i5f7fa3f8a98e4b219419e6b83ad2e667_61)] | | |

| [removed: [1B.](#i7bd3398166ee40078bda3aa750e594c0_64)] [added: [1B.](#i5f7fa3f8a98e4b219419e6b83ad2e667_64)] | | | [Unresolved Staff [removed: Comments](#i7bd3398166ee40078bda3aa750e594c0_64)] [added: Comments](#i5f7fa3f8a98e4b219419e6b83ad2e667_64)] | | | [removed: [56](#i7bd3398166ee40078bda3aa750e594c0_64)] [added: [55](#i5f7fa3f8a98e4b219419e6b83ad2e667_64)] | | |

| [removed: [1C.](#i7bd3398166ee40078bda3aa750e594c0_67)] [added: [1C.](#i5f7fa3f8a98e4b219419e6b83ad2e667_67)] | | | [removed: [Cybersecurity](#i7bd3398166ee40078bda3aa750e594c0_67)] [added: [Cybersecurity](#i5f7fa3f8a98e4b219419e6b83ad2e667_67)] | | | [removed: [56](#i7bd3398166ee40078bda3aa750e594c0_67)] [added: [55](#i5f7fa3f8a98e4b219419e6b83ad2e667_67)] | | |

| [removed: [3.](#i7bd3398166ee40078bda3aa750e594c0_73)] [added: [3.](#i5f7fa3f8a98e4b219419e6b83ad2e667_73)] | | | [Legal [removed: Proceedings](#i7bd3398166ee40078bda3aa750e594c0_73)] [added: Proceedings](#i5f7fa3f8a98e4b219419e6b83ad2e667_73)] | | | [removed: [58](#i7bd3398166ee40078bda3aa750e594c0_73)] [added: [57](#i5f7fa3f8a98e4b219419e6b83ad2e667_73)] | | |

| [removed: [4.](#i7bd3398166ee40078bda3aa750e594c0_76)] [added: [4.](#i5f7fa3f8a98e4b219419e6b83ad2e667_76)] | | | [Mine Safety [removed: Disclosures](#i7bd3398166ee40078bda3aa750e594c0_76)] [added: Disclosures](#i5f7fa3f8a98e4b219419e6b83ad2e667_76)] | | | [removed: [58](#i7bd3398166ee40078bda3aa750e594c0_76)] [added: [57](#i5f7fa3f8a98e4b219419e6b83ad2e667_76)] | | |

| [removed: [5.](#i7bd3398166ee40078bda3aa750e594c0_82)] [added: [5.](#i5f7fa3f8a98e4b219419e6b83ad2e667_82)] | | | [Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity [removed: Securities](#i7bd3398166ee40078bda3aa750e594c0_82)] [added: Securities](#i5f7fa3f8a98e4b219419e6b83ad2e667_82)] | | | [removed: [59](#i7bd3398166ee40078bda3aa750e594c0_82)] [added: [57](#i5f7fa3f8a98e4b219419e6b83ad2e667_82)] | | |

| [removed: [7.](#i7bd3398166ee40078bda3aa750e594c0_100)] [added: [7.](#i5f7fa3f8a98e4b219419e6b83ad2e667_100)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i7bd3398166ee40078bda3aa750e594c0_100)] [added: Operations](#i5f7fa3f8a98e4b219419e6b83ad2e667_100)] | | | [removed: [62](#i7bd3398166ee40078bda3aa750e594c0_100)] [added: [60](#i5f7fa3f8a98e4b219419e6b83ad2e667_100)] | | |

| [removed: [7A.](#i7bd3398166ee40078bda3aa750e594c0_157)] [added: [7A.](#i5f7fa3f8a98e4b219419e6b83ad2e667_157)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i7bd3398166ee40078bda3aa750e594c0_157)] [added: Risk](#i5f7fa3f8a98e4b219419e6b83ad2e667_157)] | | | [removed: [117](#i7bd3398166ee40078bda3aa750e594c0_157)] [added: [114](#i5f7fa3f8a98e4b219419e6b83ad2e667_157)] | | |

| [removed: [8.](#i7bd3398166ee40078bda3aa750e594c0_166)] [added: [8.](#i5f7fa3f8a98e4b219419e6b83ad2e667_166)] | | | [Financial Statements and Supplementary [removed: Data](#i7bd3398166ee40078bda3aa750e594c0_166)] [added: Data](#i5f7fa3f8a98e4b219419e6b83ad2e667_166)] | | | [removed: [119](#i7bd3398166ee40078bda3aa750e594c0_166)] [added: [116](#i5f7fa3f8a98e4b219419e6b83ad2e667_166)] | | |

| [removed: [9.](#i7bd3398166ee40078bda3aa750e594c0_262)] [added: [9.](#i5f7fa3f8a98e4b219419e6b83ad2e667_265)] | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i7bd3398166ee40078bda3aa750e594c0_262)] [added: Disclosure](#i5f7fa3f8a98e4b219419e6b83ad2e667_265)] | | | [removed: [204](#i7bd3398166ee40078bda3aa750e594c0_262)] [added: [203](#i5f7fa3f8a98e4b219419e6b83ad2e667_265)] | | |

| [removed: [9A.](#i7bd3398166ee40078bda3aa750e594c0_265)] [added: [9A.](#i5f7fa3f8a98e4b219419e6b83ad2e667_268)] | | | [Controls and [removed: Procedures](#i7bd3398166ee40078bda3aa750e594c0_265)] [added: Procedures](#i5f7fa3f8a98e4b219419e6b83ad2e667_268)] | | | [removed: [204](#i7bd3398166ee40078bda3aa750e594c0_265)] [added: [203](#i5f7fa3f8a98e4b219419e6b83ad2e667_268)] | | |

| [removed: [9C.](#i7bd3398166ee40078bda3aa750e594c0_277)] [added: [9C.](#i5f7fa3f8a98e4b219419e6b83ad2e667_280)] | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i7bd3398166ee40078bda3aa750e594c0_277)] [added: Inspections](#i5f7fa3f8a98e4b219419e6b83ad2e667_280)] | | | [removed: [208](#i7bd3398166ee40078bda3aa750e594c0_283)] [added: [206](#i5f7fa3f8a98e4b219419e6b83ad2e667_286)] | | |

| [removed: [10.](#i7bd3398166ee40078bda3aa750e594c0_283)] [added: [10.](#i5f7fa3f8a98e4b219419e6b83ad2e667_286)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#i7bd3398166ee40078bda3aa750e594c0_283)] [added: Governance](#i5f7fa3f8a98e4b219419e6b83ad2e667_286)] | | | [removed: [208](#i7bd3398166ee40078bda3aa750e594c0_283)] [added: [206](#i5f7fa3f8a98e4b219419e6b83ad2e667_286)] | | |

| [removed: [12.](#i7bd3398166ee40078bda3aa750e594c0_289)] [added: [12.](#i5f7fa3f8a98e4b219419e6b83ad2e667_292)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Shareholder [removed: Matters](#i7bd3398166ee40078bda3aa750e594c0_289)] [added: Matters](#i5f7fa3f8a98e4b219419e6b83ad2e667_292)] | | | [removed: [210](#i7bd3398166ee40078bda3aa750e594c0_289)] [added: [208](#i5f7fa3f8a98e4b219419e6b83ad2e667_292)] | | |

| [removed: [13.](#i7bd3398166ee40078bda3aa750e594c0_292)] [added: [13.](#i5f7fa3f8a98e4b219419e6b83ad2e667_295)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i7bd3398166ee40078bda3aa750e594c0_292)] [added: Independence](#i5f7fa3f8a98e4b219419e6b83ad2e667_295)] | | | [removed: [211](#i7bd3398166ee40078bda3aa750e594c0_292)] [added: [209](#i5f7fa3f8a98e4b219419e6b83ad2e667_295)] | | |

| [removed: [14.](#i7bd3398166ee40078bda3aa750e594c0_295)] [added: [14.](#i5f7fa3f8a98e4b219419e6b83ad2e667_298)] | | | [Principal Accountant Fees and [removed: Services](#i7bd3398166ee40078bda3aa750e594c0_295)] [added: Services](#i5f7fa3f8a98e4b219419e6b83ad2e667_298)] | | | [removed: [211](#i7bd3398166ee40078bda3aa750e594c0_295)] [added: [209](#i5f7fa3f8a98e4b219419e6b83ad2e667_298)] | | |

| [removed: [15.](#i7bd3398166ee40078bda3aa750e594c0_301)] [added: [15.](#i5f7fa3f8a98e4b219419e6b83ad2e667_304)] | | | [Exhibits and Financial Statement [removed: Schedules](#i7bd3398166ee40078bda3aa750e594c0_301)] [added: Schedules](#i5f7fa3f8a98e4b219419e6b83ad2e667_304)] | | | [removed: [211](#i7bd3398166ee40078bda3aa750e594c0_301)] [added: [209](#i5f7fa3f8a98e4b219419e6b83ad2e667_304)] | | |

| | | | [Part I](#i5f7fa3f8a98e4b219419e6b83ad2e667_13) | | | | | |

| [1.](#i5f7fa3f8a98e4b219419e6b83ad2e667_16) | | | [Business](#i5f7fa3f8a98e4b219419e6b83ad2e667_16) | | | [3](#i5f7fa3f8a98e4b219419e6b83ad2e667_16) | | |

| [2.](#i5f7fa3f8a98e4b219419e6b83ad2e667_70) | | | [Properties](#i5f7fa3f8a98e4b219419e6b83ad2e667_70) | | | [57](#i5f7fa3f8a98e4b219419e6b83ad2e667_70) | | |

| | | | [Part II](#i5f7fa3f8a98e4b219419e6b83ad2e667_79) | | | | | |

| [6.](#i5f7fa3f8a98e4b219419e6b83ad2e667_94) | | | [Reserved](#i5f7fa3f8a98e4b219419e6b83ad2e667_94) | | | [59](#i5f7fa3f8a98e4b219419e6b83ad2e667_94) | | |

| [9B.](#i5f7fa3f8a98e4b219419e6b83ad2e667_277) | | | [Other Information](#i5f7fa3f8a98e4b219419e6b83ad2e667_277) | | | [206](#i5f7fa3f8a98e4b219419e6b83ad2e667_277) | | |

| | | | [Part III](#i5f7fa3f8a98e4b219419e6b83ad2e667_277) | | | | | |

| [11.](#i5f7fa3f8a98e4b219419e6b83ad2e667_289) | | | [Executive Compensation](#i5f7fa3f8a98e4b219419e6b83ad2e667_289) | | | [208](#i5f7fa3f8a98e4b219419e6b83ad2e667_289) | | |

| | | | [Part IV](#i5f7fa3f8a98e4b219419e6b83ad2e667_301) | | | | | |

| [16.](#i5f7fa3f8a98e4b219419e6b83ad2e667_307) | | | [Form 10-K Summary](#i5f7fa3f8a98e4b219419e6b83ad2e667_307) | | | [212](#i5f7fa3f8a98e4b219419e6b83ad2e667_307) | | |

| | | | [Signatures](#i5f7fa3f8a98e4b219419e6b83ad2e667_310) | | | [213](#i5f7fa3f8a98e4b219419e6b83ad2e667_310) | | |

| | | | [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) | | |

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

The Company’s Chief Technology and Operations Officer [removed: reviews] and [removed: approves] the [added: Chief Financial Officer of the Company’s Technology and Operations group review and approve the] list of emerging, strategic and transformative risks upon which the Enterprise Risk Management team’s cybersecurity risk and control assessment processes are based.

In addition, as part of their regular responsibilities, the Company’s [removed: Governance,] Risk and [removed: Compliance] [added: Security] officers within its Technology and Cybersecurity groups assess technology and cybersecurity risks by leveraging the Company’s risk framework related to technology and cybersecurity, which aligns with the Company’s enterprise risk management strategy.

The Company maintains cybersecurity policies and standards [removed: which] [added: that are modeled to] align with the International Organization for Standardization (ISO) 27001 standard and the National Institute of Standards and Technology (NIST) Cybersecurity Framework.

The Company uses [added: certain] technologies and tools, as appropriate, to enhance cybersecurity, such as multifactor authentication, encryption, firewalls, intrusion [removed: detection and] prevention systems, endpoint detection and response, [added: data loss prevention,] vulnerability [removed: scanning, penetration testing, patch management and identity and access management systems.]

In addition to its internal cybersecurity team, the Company uses internal and external auditors and, as appropriate, third-party consultants, service providers and assessors to review and test its [removed: processes.][added: processes and controls.]

To help manage risk [removed: from] [added: related to] potential cybersecurity threats, as part of the annual Code of Business Conduct and Ethics training, all Company employees receive data protection and privacy training, which focuses on the need to appropriately protect and secure confidential Company information.

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

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

The Framework [removed: is] [added: comprises] a set of coordinated procedures and tasks that the Company’s Incident Response team, under the direction of the CISO, executes with the goal of ensuring timely and effective resolution of cybersecurity incidents.

See “Item 1A—Risk [removed: Factors—If] [added: Factors—If, as a result of a cyber-attack (the risk of which could be exacerbated by geopolitical tensions) or otherwise,] we experience difficulties with technology, data and network [removed: security (including as a result of cyber attacks),] [added: security,] outsourcing relationships or cloud-based technology, our ability to conduct our business could be negatively impacted.”

The Risk Committee of the [removed: Board,] [added: Company’s Board of Directors,] consistent with its charter, reviews and discusses with management the strategies, processes and controls pertaining to the management of the Company’s information technology operations, including cyber risks and cybersecurity.

scanning, penetration testing, patch management and identity and access management systems.

The Company leases its principal executive offices in New York, New York, as well as approximately [removed: 160] [added: 155] field and claim offices throughout the United States under leases or subleases with third parties.

The Company also leases offices outside the United States, including in [removed: Canada,] the United [removed: Kingdom and] [added: Kingdom,] the Republic of [removed: Ireland.][added: Ireland and Canada.]

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: 29,387] [added: 27,700] as of February [removed: 7, 2025.][added: 5, 2026.]

For information regarding dividends paid to shareholders in [removed: 2024] [added: 2025] and [removed: 2023] [added: 2024] 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: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | |

(2)Assumes $100 invested in common shares of The Travelers Companies, Inc. on December 31, [removed: 2019.][added: 2020.]

(3)Companies in the S&P 500 Property & Casualty Insurance Index as of December 31, [removed: 2024] [added: 2025] 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 Limited, The Hartford Financial Services Group, Inc., Erie Indemnity [removed: Company and] [added: Company,] Assurant, Inc. [added: and American International Group, Inc.] Returns of each of the companies included in this index have been weighted according to their respective market capitalizations.

December 31, [removed: 2024,] [added: 2025,] the Company’s cumulative return to shareholders was [removed: 591%] [added: 745%] as compared to [removed: 490%] [added: 595%] for [removed: both] the S&P 500 Index and [added: 545% for] the S&P 500 Property & Casualty Insurance Index.

The most recent authorization was approved by the Board of Directors on [removed: April 19, 2023] [added: January 21, 2026] and added $5.0 billion of repurchase capacity to the [removed: $1.60] [added: $2.02] billion capacity remaining at that [removed: date.][added: date, which was previously approved by the Board of Directors on April 19, 2023.]

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 [added: appropriate] capital levels [removed: appropriate] for [removed: the Company’s] business operations, changes in [added: the] levels of written premiums, funding of [removed: the Company’s] [added: its] qualified pension plan, [added: regulatory] capital requirements of the [removed: Company’s] operating [added: insurance] subsidiaries, legal requirements, regulatory constraints, other investment opportunities (including mergers and acquisitions and related financings), market conditions, changes in tax laws and other factors.

The cost of [added: the] treasury stock acquired pursuant to common share repurchases includes the 1% [added: federal] excise tax imposed on common share repurchase activity, net of common share issuances, as part of the Inflation Reduction Act of 2022.

The Company acquired [removed: 8,787] [added: 10,413] shares for a total cost of [removed: $2] [added: $3] million during the three months ended December 31, [removed: 2024] [added: 2025] that were not part of the publicly announced share repurchase 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 exercise price, as well as the related payroll withholding taxes, [removed: with respect to certain] [added: for] stock options that were exercised.

| The Travelers Companies, Inc. | | | | | | $ | 100.00 | | | | | $ | 113.97 | | | | | $ | 139.52 | | | | | $ | 145.01 | | | | | $ | 186.72 | | | | | $ | 228.51 | |

| S&P 500 Index | | | | | | 100.00 | | | | | | 128.68 | | | | | | 105.36 | | | | | | 133.03 | | | | | | 166.28 | | | | | | 195.98 | | |

| S&P 500 Property & Casualty Insurance Index | | | | | | 100.00 | | | | | | 117.51 | | | | | | 139.69 | | | | | | 154.70 | | | | | | 209.20 | | | | | | 228.84 | | |

| Oct. 1, 2025 | | | | | | Oct. 31, 2025 | | | | | | 1,192,870 | | | | | | $ | 271.57 | | | | | 1,190,283 | | | | | | $ | 3,341 | |

| Nov. 1, 2025 | | | | | | Nov. 30, 2025 | | | | | | 2,530,144 | | | | | | $ | 288.16 | | | | | 2,524,279 | | | | | | $ | 2,614 | |

| Dec. 1, 2025 | | | | | | Dec. 31, 2025 | | | | | | 2,075,963 | | | | | | $ | 288.99 | | | | | 2,074,002 | | | | | | $ | 2,015 | |

| Total | | | | | | | | | | | | 5,798,977 | | | | | | $ | 285.04 | | | | | 5,788,564 | | | | | | $ | 2,015 | |

| 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 | |

| [Report of Independent Registered Public Accounting [removed: Firm](#i7bd3398166ee40078bda3aa750e594c0_169)] [added: Firm](#i5f7fa3f8a98e4b219419e6b83ad2e667_169)] (KPMG LLP, New York, NY, Auditor Firm ID: 185) | | | [removed: [120](#i7bd3398166ee40078bda3aa750e594c0_169)] [added: [117](#i5f7fa3f8a98e4b219419e6b83ad2e667_169)] | | |

| [Statement of Income for the years ended December 31, [removed: 202](#i7bd3398166ee40078bda3aa750e594c0_172)[4](#i7bd3398166ee40078bda3aa750e594c0_172)[, 202](#i7bd3398166ee40078bda3aa750e594c0_172)[3](#i7bd3398166ee40078bda3aa750e594c0_172)] [added: 202](#i5f7fa3f8a98e4b219419e6b83ad2e667_172)[5](#i5f7fa3f8a98e4b219419e6b83ad2e667_172)[, 202](#i5f7fa3f8a98e4b219419e6b83ad2e667_172)[4](#i5f7fa3f8a98e4b219419e6b83ad2e667_172)] [and [removed: 20](#i7bd3398166ee40078bda3aa750e594c0_172)[2](#i7bd3398166ee40078bda3aa750e594c0_172)[2](#i7bd3398166ee40078bda3aa750e594c0_172)] [added: 20](#i5f7fa3f8a98e4b219419e6b83ad2e667_172)[23](#i5f7fa3f8a98e4b219419e6b83ad2e667_172)] | | | [removed: [122](#i7bd3398166ee40078bda3aa750e594c0_172)] [added: [119](#i5f7fa3f8a98e4b219419e6b83ad2e667_172)] | | |

| [Statement of Comprehensive [removed: Income (Loss) for] [added: Income](#i5f7fa3f8a98e4b219419e6b83ad2e667_175) [for] the years ended December 31, [removed: 202](#i7bd3398166ee40078bda3aa750e594c0_175)[4](#i7bd3398166ee40078bda3aa750e594c0_175)[, 202](#i7bd3398166ee40078bda3aa750e594c0_175)[3](#i7bd3398166ee40078bda3aa750e594c0_175)] [added: 202](#i5f7fa3f8a98e4b219419e6b83ad2e667_175)[5](#i5f7fa3f8a98e4b219419e6b83ad2e667_175)[, 202](#i5f7fa3f8a98e4b219419e6b83ad2e667_175)[4](#i5f7fa3f8a98e4b219419e6b83ad2e667_175)] [and [removed: 202](#i7bd3398166ee40078bda3aa750e594c0_175)[2](#i7bd3398166ee40078bda3aa750e594c0_175)] [added: 20](#i5f7fa3f8a98e4b219419e6b83ad2e667_175)[23](#i5f7fa3f8a98e4b219419e6b83ad2e667_175)] | | | [removed: [123](#i7bd3398166ee40078bda3aa750e594c0_175)] [added: [120](#i5f7fa3f8a98e4b219419e6b83ad2e667_175)] | | |

| [Balance Sheet [removed: a](#i7bd3398166ee40078bda3aa750e594c0_178)[s of](#i7bd3398166ee40078bda3aa750e594c0_178) [December] [added: as of December] 31, [removed: 202](#i7bd3398166ee40078bda3aa750e594c0_178)[4](#i7bd3398166ee40078bda3aa750e594c0_178)] [added: 202](#i5f7fa3f8a98e4b219419e6b83ad2e667_178)[5](#i5f7fa3f8a98e4b219419e6b83ad2e667_178)] [and [removed: 202](#i7bd3398166ee40078bda3aa750e594c0_178)[3](#i7bd3398166ee40078bda3aa750e594c0_178)] [added: 202](#i5f7fa3f8a98e4b219419e6b83ad2e667_178)[4](#i5f7fa3f8a98e4b219419e6b83ad2e667_178)] | | | [removed: [124](#i7bd3398166ee40078bda3aa750e594c0_178)] [added: [121](#i5f7fa3f8a98e4b219419e6b83ad2e667_178)] | | |

| [Statement of Changes in Shareholders’ Equity for the years ended December 31, [removed: 202](#i7bd3398166ee40078bda3aa750e594c0_181)[4](#i7bd3398166ee40078bda3aa750e594c0_181)[, 202](#i7bd3398166ee40078bda3aa750e594c0_181)[3](#i7bd3398166ee40078bda3aa750e594c0_181)] [added: 202](#i5f7fa3f8a98e4b219419e6b83ad2e667_181)[5](#i5f7fa3f8a98e4b219419e6b83ad2e667_181)[, 202](#i5f7fa3f8a98e4b219419e6b83ad2e667_181)[4](#i5f7fa3f8a98e4b219419e6b83ad2e667_181)] [and [removed: 202](#i7bd3398166ee40078bda3aa750e594c0_181)[2](#i7bd3398166ee40078bda3aa750e594c0_181)] [added: 202](#i5f7fa3f8a98e4b219419e6b83ad2e667_181)[3](#i5f7fa3f8a98e4b219419e6b83ad2e667_181)] | | | [removed: [125](#i7bd3398166ee40078bda3aa750e594c0_181)] [added: [122](#i5f7fa3f8a98e4b219419e6b83ad2e667_181)] | | |

| [Statement of Cash Flows for the years ended December 31, [removed: 202](#i7bd3398166ee40078bda3aa750e594c0_184)[4](#i7bd3398166ee40078bda3aa750e594c0_184)[, 202](#i7bd3398166ee40078bda3aa750e594c0_184)[3](#i7bd3398166ee40078bda3aa750e594c0_184)] [added: 202](#i5f7fa3f8a98e4b219419e6b83ad2e667_184)[5](#i5f7fa3f8a98e4b219419e6b83ad2e667_184)[, 202](#i5f7fa3f8a98e4b219419e6b83ad2e667_184)[4](#i5f7fa3f8a98e4b219419e6b83ad2e667_184)] [and [removed: 202](#i7bd3398166ee40078bda3aa750e594c0_184)[2](#i7bd3398166ee40078bda3aa750e594c0_184)] [added: 202](#i5f7fa3f8a98e4b219419e6b83ad2e667_184)[3](#i5f7fa3f8a98e4b219419e6b83ad2e667_184)] | | | [removed: [126](#i7bd3398166ee40078bda3aa750e594c0_184)] [added: [123](#i5f7fa3f8a98e4b219419e6b83ad2e667_184)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i7bd3398166ee40078bda3aa750e594c0_187)] [added: Statements](#i5f7fa3f8a98e4b219419e6b83ad2e667_187)] | | | [removed: [127](#i7bd3398166ee40078bda3aa750e594c0_187)] [added: [124](#i5f7fa3f8a98e4b219419e6b83ad2e667_187)] | | |

| Schedule II - Condensed Financial Information of Registrant (Parent Company Only) | | | [removed: [216](#i7bd3398166ee40078bda3aa750e594c0_310)] [added: [214](#i5f7fa3f8a98e4b219419e6b83ad2e667_313)] | | |

| Schedule III - Supplementary Insurance Information | | | [removed: [221](#i7bd3398166ee40078bda3aa750e594c0_328)] [added: [219](#i5f7fa3f8a98e4b219419e6b83ad2e667_331)] | | |

| Schedule V - Valuation and Qualifying Accounts | | | [removed: [222](#i7bd3398166ee40078bda3aa750e594c0_334)] [added: [220](#i5f7fa3f8a98e4b219419e6b83ad2e667_337)] | | |

| Schedule VI - Supplementary Information Concerning Property-Casualty Insurance Operations | | | [removed: [223](#i7bd3398166ee40078bda3aa750e594c0_340)] [added: [221](#i5f7fa3f8a98e4b219419e6b83ad2e667_343)] | | |

We have audited the accompanying consolidated balance sheet of The Travelers Companies, Inc. and subsidiaries (the Company) as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of income, comprehensive [removed: income (loss),] [added: income,] changes in shareholders’ equity, and cash flows for each of the years in the three‑year period ended December 31, [removed: 2024,] [added: 2025,] 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: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, [removed: 2024,] [added: 2025,] 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: 2024,] [added: 2025,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February [removed: 13, 2025] [added: 12, 2026] expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

The Company’s claims and claim adjustment expense reserves balance at December 31, [removed: 2024] [added: 2025] was [removed: $64.1] [added: $65.7] billion.

[removed: February 13, 2025][added: | 2025 | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| For the year ended December 31, | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |

| Premiums | | | | | | $ | [removed: 41,941] [added: 43,914] | | | | | $ | [removed: 37,761] [added: 41,941] | | | | | $ | [removed: 33,763] [added: 37,761] | |

| Net investment income | | | | | | [removed: 3,590] [added: 3,959] | | | | | | [removed: 2,922] [added: 3,590] | | | | | | [removed: 2,562] [added: 2,922] | | |

| Fee income | | | | | | [removed: 473] [added: 495] | | | | | | [removed: 433] [added: 473] | | | | | | [removed: 412] [added: 433] | | |

| Net realized investment losses | | | | | | [removed: (30)] [added: (48)] | | | | | | [removed: (105)] [added: (30)] | | | | | | [removed: (204)] [added: (105)] | | |

| Other revenues | | | | | | [removed: 449] [added: 508] | | | | | | [removed: 353] [added: 449] | | | | | | [removed: 351] [added: 353] | | |

| Total revenues | | | | | | [removed: 46,423] [added: 48,828] | | | | | | [removed: 41,364] [added: 46,423] | | | | | | [removed: 36,884] [added: 41,364] | | |

| Claims and claim adjustment expenses | | | | | | [removed: 27,059] [added: 27,221] | | | | | | [removed: 26,215] [added: 27,059] | | | | | | [removed: 22,854] [added: 26,215] | | |

| Amortization of deferred acquisition costs | | | | | | [removed: 6,973] [added: 7,266] | | | | | | [removed: 6,226] [added: 6,973] | | | | | | [removed: 5,515] [added: 6,226] | | |

| General and administrative expenses | | | | | | [removed: 5,819] [added: 6,120] | | | | | | [removed: 5,176] [added: 5,819] | | | | | | [removed: 4,810] [added: 5,176] | | |

| Interest expense | | | | | | [removed: 392] [added: 425] | | | | | | [removed: 376] [added: 392] | | | | | | [removed: 351] [added: 376] | | |

| Total claims and expenses | | | | | | [removed: 40,243] [added: 41,032] | | | | | | [removed: 37,993] [added: 40,243] | | | | | | [removed: 33,530] [added: 37,993] | | |

| Income before income taxes | | | | | | [removed: 6,180] [added: 7,796] | | | | | | [removed: 3,371] [added: 6,180] | | | | | | [removed: 3,354] [added: 3,371] | | |

| Income tax expense | | | | | | [removed: 1,181] [added: 1,508] | | | | | | [removed: 380] [added: 1,181] | | | | | | [removed: 512] [added: 380] | | |

| Net income | | | | | | $ | [removed: 4,999] [added: 6,288] | | | | | $ | [removed: 2,991] [added: 4,999] | | | | | $ | [removed: 2,842] [added: 2,991] | |

| Basic | | | | | | $ | [removed: 21.76] [added: 27.83] | | | | | $ | [removed: 12.93] [added: 21.76] | | | | | $ | [removed: 11.91] [added: 12.93] | |

| Diluted | | | | | | $ | [removed: 21.47] [added: 27.43] | | | | | $ | [removed: 12.79] [added: 21.47] | | | | | $ | [removed: 11.77] [added: 12.79] | |

| Basic | | | | | | [removed: 228.0] [added: 224.2] | | | | | | [removed: 229.7] [added: 228.0] | | | | | | [removed: 237.0] [added: 229.7] | | |

| Diluted | | | | | | [removed: 231.1] [added: 227.6] | | | | | | [removed: 232.2] [added: 231.1] | | | | | | [removed: 239.7] [added: 232.2] | | |

CONSOLIDATED STATEMENT OF COMPREHENSIVE [removed: INCOME (LOSS)][added: INCOME]

| Having no credit losses recognized in the consolidated statement of income | | | | | | [removed: (644)] [added: 2,744] | | | | | | [removed: 2,249] [added: (644)] | | | | | | [removed: (9,276)] [added: 2,249] | | |

| Having credit losses recognized in the consolidated statement of income | | | | | | [removed: 5] [added: 3] | | | | | | [removed: 1] [added: 5] | | | | | | [removed: (4)] [added: 1] | | |

| Net changes in benefit plan assets and obligations | | | | | | [removed: 296] [added: 94] | | | | | | [removed: 106] [added: 296] | | | | | | [removed: (87)] [added: 106] | | |

| Net changes in unrealized foreign currency translation | | | | | | [removed: (232)] [added: 246] | | | | | | [removed: 138] [added: (232)] | | | | | | [removed: (273)] [added: 138] | | |

| Assets held for sale | | | | | | 4,550 | | | | | | — | | |

| Liabilities held for sale | | | | | | 2,542 | | | | | | — | | |

| For the year ended December 31, | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |

| Net income | | | | | | $ | 6,288 | | | | | $ | 4,999 | | | | | $ | 2,991 | |

| Amortization of deferred acquisition costs | | | | | | 7,266 | | | | | | 6,973 | | | | | | 6,226 | | |

| Less amounts classified as held for sale at end of period | | | | | | 171 | | | | | | — | | | | | | — | | |

On May 27, 2025, the Company entered into an agreement to sell its Canadian personal insurance business and the majority of its Canadian commercial insurance business to Definity Financial Corporation for approximately US$2.4 billion.

The assets and liabilities of the Canadian personal insurance business and the majority of its Canadian commercial insurance business have been classified as held for sale in the consolidated balance sheet as of December 31, 2025.

The Company retained its surety business in Canada.

The sale closed on January 2, 2026.

The major classes of assets and liabilities classified as held for sale were as follows:

| | | | | | | | | |

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

| Assets | | | | | | | | |

| Fixed maturities, available for sale, at fair value | | | | | | $ | 3,243 | |

| Premiums receivable | | | | | | 263 | | |

| Reinsurance recoverables | | | | | | 285 | | |

| Goodwill | | | | | | 208 | | |

| Remaining assets held for sale | | | | | | 551 | | |

| Total assets held for sale | | | | | | $ | 4,550 | |

| Liabilities | | | | | | | | |

| Claims and claim adjustment expense reserves | | | | | | $ | 1,909 | |

| Unearned premium reserves | | | | | | 514 | | |

| Remaining liabilities held for sale | | | | | | 119 | | |

| Total liabilities held for sale | | | | | | $ | 2,542 | |

Accounting Standards Not Yet Adopted

In September 2025, the Financial Accounting Standards Board (FASB) issued updated guidance on the accounting for internal use software costs.

The updated guidance removes all references to software development project stages so that the guidance is neutral to different software development methods and allows for the application of iterative software development methods such as agile.

The updated guidance requires that an entity capitalize software costs when both: 1) management has authorized and committed to the funding of the software project, and 2) it is probable that the project will be completed, and the software will be used to perform its intended function.

Additionally, the updated guidance clarifies that internal and external training costs and maintenance costs must be expensed as incurred.

The updated guidance is effective for the quarter ended March 31, 2028, and can be applied on a prospective, modified, or retrospective transition approach.

Early adoption is permitted.

The adoption of this guidance is not expected to have a material effect on the Company’s results of operations, financial position, or liquidity.

Impairment is recognized

management information services through Constitution State Services LLC, a wholly-owned subsidiary of the Company.

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

and tenants, and rental properties.

| Premiums | | | | | | $ | 22,412 | | | | | $ | 4,107 | | | | | $ | 17,395 | | | | | $ | 43,914 | |

| Net investment income | | | | | | 2,782 | | | | | | 445 | | | | | | 732 | | | | | | 3,959 | | |

| Fee income | | | | | | 445 | | | | | | — | | | | | | 50 | | | | | | 495 | | |

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

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

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

| 2022 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Premiums | | | | | | $ | 17,095 | | | | | $ | 3,418 | | | | | $ | 13,250 | | | | | $ | 33,763 | |

| Fee income | | | | | | 382 | | | | | | — | | | | | | 30 | | | | | | 412 | | |

| Other revenues | | | | | | 248 | | | | | | 20 | | | | | | 83 | | | | | | 351 | | |

| Total segment revenues (1) | | | | | | 19,589 | | | | | | 3,696 | | | | | | 13,803 | | | | | | 37,088 | | |

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

| Segment income (loss) (1) | | | | | | $ | 2,531 | | | | | $ | 908 | | | | | $ | (140) | | | | | $ | 3,299 | |

| Catastrophe losses | | | | | | $ | 654 | | | | | $ | 25 | | | | | $ | 1,198 | | | | | $ | 1,877 | |

| Business Insurance | | | | | | $ | 4,014 | | | | | $ | 3,640 | | | | | $ | 3,344 | |

| Personal Insurance | | | | | | 2,826 | | | | | | 2,558 | | | | | | 2,293 | | |

| Total | | | | | | $ | 7,682 | | | | | $ | 6,942 | | | | | $ | 6,334 | |

| Local general obligation | | | | | | 18,374 | | | | | | — | | | | | | 90 | | | | | | 1,265 | | | | | | 17,199 | | |

| Revenue | | | | | | 9,748 | | | | | | — | | | | | | 52 | | | | | | 616 | | | | | | 9,184 | | |

| Pre-refunded | | | | | | 963 | | | | | | — | | | | | | 5 | | | | | | 2 | | | | | | 966 | | |

| Total | | | | | | $ | 81,781 | | | | | $ | 5 | | | | | $ | 471 | | | | | $ | 4,440 | | | | | $ | 77,807 | |

| | | | | | | 75,389 | | | | | | 71,061 | | |

| Total | | | | | | $ | 88,277 | | | | | $ | 83,666 | |

In addition, the Company utilizes Lloyd’s trust deposits, whereby owned securities with a fair value of approximately $13 million

| Common stock | | | | | | $ | 508 | | | | | $ | 93 | | | | | $ | 41 | | | | | $ | 560 | |

| Total | | | | | | $ | 553 | | | | | $ | 96 | | | | | $ | 41 | | | | | $ | 608 | |

| Total | | | | | | $ | 7,993 | | | | | $ | 56 | | | | | $ | 45,976 | | | | | $ | 4,384 | | | | | $ | 53,969 | | | | | $ | 4,440 | |

| Total | | | | | | $ | 1 | | | | | $ | 5 | | | | | $ | 53 | | | | | $ | 667 | | | | | $ | 726 | |

| Total fixed maturities | | | | | | 77,807 | | | | | | 6,368 | | | | | | 71,181 | | | | | | 258 | | |

| Common stock | | | | | | 560 | | | | | | 553 | | | | | | — | | | | | | 7 | | |

| Total | | | | | | $ | 78,433 | | | | | $ | 6,955 | | | | | $ | 71,183 | | | | | $ | 295 | |

| Balance at December 31, 2022 | | | | | | $ | 303 | | | | | $ | 371 | | | | | $ | 1 | | | | | $ | 675 | |

Transfers out of Level 3 during the year ended December 31, 2023 included $182 million of privately held common stock that the Company exchanged during the first quarter of 2023 for shares in an investment that is reported using the equity method of accounting (and as a result is excluded from the December 31, 2023 table above), and $151 million of common stock in a company that had been privately held but became publicly traded during the second quarter of 2023, valued using an unadjusted quoted market price and now disclosed in Level 1.

| Short-term securities | | | | | | $ | 5,137 | | | | | $ | 5,137 | | | | | $ | 1,171 | | | | | $ | 3,912 | | | | | $ | 54 | |

| Debt | | | | | | $ | 7,931 | | | | | $ | 7,645 | | | | | $ | — | | | | | $ | 7,645 | | | | | $ | — | |

Ceded reinsurance arrangements do not discharge

________________________________________________________

(1)Goodwill at December 31, 2024 included $284 million associated with the acquisition of Corvus in the first quarter of 2024, which is primarily attributable to Corvus’s cyber underwriting and support capabilities and workforce and is not deductible for tax purposes.

| Total subject to amortization | | | | | | 304 | | | | | | 253 | | | | | | 51 | | |

| Total | | | | | | $ | 530 | | | | | $ | 253 | | | | | $ | 277 | |

(1)Customer-related intangibles of $87 million were recorded in connection with the acquisition of Corvus in the first quarter of 2024.

The customer-related intangible assets include Corvus’s broker and policyholder relationships and were valued using the excess earnings method income approach, a valuation technique that provides an estimate of fair value based on the cash flows that the asset can be expected to generate over its remaining useful life.

Broker relationships represent the relationships Corvus has with its existing brokers through which new business is placed with policyholders.

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: 2024.][added: 2025.]

Based upon that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that, as of December 31, [removed: 2024,] [added: 2025,] 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: 2024] [added: 2025] 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: 2024.][added: 2025.]

Based upon its assessment, management has concluded that the Company’s internal control over financial reporting was effective at December 31, [removed: 2024,] [added: 2025,] 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: 2024,] [added: 2025,] based on criteria established in *Internal Control –* *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: 2024,] [added: 2025,] 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: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of income, comprehensive [removed: income (loss),] [added: income,] changes in shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2024,] [added: 2025,] 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: 13, 2025] [added: 12, 2026] expressed an unqualified opinion on those consolidated financial statements.

February 12, 2026

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.

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

During the three months ended December 31, [removed: 2024,] [added: 2025,] 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: 13, 2025.][added: 12, 2026.]

| Alan D. Schnitzer | | | | | | [removed: 59] [added: 60] | | | | | | Chairman of the Board of Directors and Chief Executive Officer | | |

| William H. Heyman | | | | | | [removed: 76] [added: 77] | | | | | | Vice Chairman and Chairman of the Investment Policy Committee | | |

| Avrohom J. Kess | | | | | | [removed: 56] [added: 57] | | | | | | Vice Chairman and Chief Legal Officer | | |

| Daniel S. Frey | | | | | | [removed: 60] [added: 61] | | | | | | Executive Vice President and Chief Financial Officer | | |

| Andy F. Bessette | | | | | | [removed: 71] [added: 72] | | | | | | Executive Vice President and Chief Administrative Officer | | |

| Michael F. Klein | | | | | | [removed: 57] [added: 58] | | | | | | Executive Vice President and President, Personal Insurance | | |

| Jeffrey P. Klenk | | | | | | [removed: 55] [added: 56] | | | | | | Executive Vice President and President, Bond & Specialty Insurance | | |

| Diane Kurtzman | | | | | | [removed: 55] [added: 56] | | | | | | Executive Vice President and Chief Human Resources Officer | | |

| Mojgan M. Lefebvre | | | | | | [removed: 59] [added: 60] | | | | | | Executive Vice President and Chief Technology & Operations Officer | | |

[removed: | Maria Olivo | | | | | | 60 | | | | | |] [added: Prior to that, she was] Executive Vice President, Strategic Development and President, International [removed: | | |][added: since October 2018.]

| David D. Rowland | | | | | | [removed: 59] [added: 60] | | | | | | Executive Vice President and Co-Chief Investment Officer | | |

| Gregory C. Toczydlowski | | | | | | [removed: 58] [added: 59] | | | | | | Executive Vice President and President, Business Insurance | | |

| Daniel T.H. Yin | | | | | | [removed: 59] [added: 60] | | | | | | Executive Vice President and Co-Chief Investment Officer | | |

Schnitzer, [removed: 59,] [added: 60,] has been Chairman of the Board of Directors since August 2017 and Chief Executive Officer and Director since December 2015.

Heyman, [removed: 76,] [added: 77,] has been Vice Chairman and Chairman of the Investment Policy Committee since August 2019.

Kess, [removed: 56,] [added: 57,] has been Vice Chairman and Chief Legal Officer since December 2016.

Frey, [removed: 60,] [added: 61,] has been Executive Vice President and Chief Financial Officer since September 2018.

[removed: Prior to that, Mr. Frey] held the position of Chief Financial Officer at Spalding Sports Worldwide from 1999 to 2003 and held various financial management positions at Duracell International, Inc. from 1994 to 1999.

Bessette, [removed: 71,] [added: 72,] has been Executive Vice President and Chief Administrative Officer since January 2002.

Klein, [removed: 57,] [added: 58,] 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: 55,] [added: 56,] has been Executive Vice President and President, Bond & Specialty Insurance since September 2021.

Diane Kurtzman, [removed: 55,] [added: 56,] has been Executive Vice President and Chief Human Resources Officer since August 2020.

Lefebvre, [removed: 59,] [added: 60,] has been Executive Vice President and Chief Technology & Operations Officer since May 2019.

Maria Olivo, [removed: 60,] [added: 61,] has been Executive Vice President, [removed: Strategic Development] [added: Enterprise Risk Management] and [removed: President, International] [added: Chief Risk Officer] since [removed: October 2018.][added: January 2026.]

[removed: Prior to that, she was] [added: She previously served as] Executive Vice President, Strategic Development and Corporate Treasurer since July 2010.

She [added: also] previously served as Executive Vice President and Treasurer from June 2009 and Executive Vice President, Market Development from October 2007.

Rowland, [removed: 59,] [added: 60,] has been Executive Vice President and Co-Chief Investment Officer since August 2019.

Toczydlowski, [removed: 58,] [added: 59,] has been Executive Vice President and President, Business Insurance since June 2016.

Daniel T.H. Yin, [removed: 59,] [added: 60,] 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: 2025] [added: 2026] 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: 2024] [added: 2025] (the Proxy Statement), are incorporated herein by reference: “Nominees for Election of Directors,” “Governance of Your Company - Specific Considerations Regarding the [removed: 2025] [added: 2026] Nominees,” “Governance of Your Company - Committees of the Board and Meetings - Audit Committee,” “Governance of Your Company - Securities Trading Policy,” “Share Ownership Information - Delinquent Section 16(a) Reports” and “Other Information - Shareholder Proposals for [removed: 2026] [added: 2027] Annual Meeting” to the extent applicable.

| Maria Olivo | | | | | | 61 | | | | | | Executive Vice President, Enterprise Risk Management and Chief Risk Officer | | |

Prior to that, Mr. Frey

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: 2024,”] [added: 2025,”] “Narrative Supplement to Summary Compensation Table and Grants of Plan-Based Awards in [removed: 2024,”] [added: 2025,”] “Option Exercises and Stock Vested in [removed: 2024,”] [added: 2025,”] “Outstanding Equity Awards at December 31, [removed: 2024,”] [added: 2025,”] “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: 2024] [added: 2025] regarding the Company’s equity compensation plans.

The only plan pursuant to which the Company may currently make additional equity grants is The Travelers Companies, Inc. [added: Amended and Restated] 2023 Stock Incentive Plan (the 2023 Incentive Plan).

| Equity compensation plans approved by security holders (1) | | | | | | [removed: 9,732,432] [added: 8,745,708] | | | (2) | | | $ | [removed: 153.46] [added: 166.72] | per share | (3) | | | [removed: 4,236,219] [added: 5,086,814] | | | (4) | | |

(2)Total includes (i) [removed: 7,098,132] [added: 6,264,981] stock options, (ii) [removed: 918,183] [added: 840,946] performance shares and dividend equivalents accrued thereon (assuming issuance of 100% of performance shares granted), (iii) [removed: 1,541,388] [added: 1,495,590] restricted stock units, (iv) [removed: 159,324] [added: 131,688] director deferred stock awards and dividend equivalents accrued thereon and (v) [removed: 15,405] [added: 12,503] 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: 2024] [added: 2025] 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.

This includes 5,789,184 shares initially authorized for issuance under the 2023 Incentive Plan and [added: an additional 2.1 million] shares [added: authorized by shareholders in May 2025, and shares] subject to awards under the 2014 Incentive Plan that expired, were cancelled, forfeited, settled in cash or otherwise terminated without the issuance of shares.

[removed: (1) Financial] [added: (1)Financial] Statements and Schedules.

See Index to Consolidated Financial Statements and Schedules on page [removed: [119](#i7bd3398166ee40078bda3aa750e594c0_166)] [added: [116](#i5f7fa3f8a98e4b219419e6b83ad2e667_166)] hereof.

[removed: (2) Exhibits:][added: (2)Exhibits:]

| 10.7* | | | | | | [The Travelers Companies, [removed: Inc. 2023] [added: Inc.](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm) [Amended and Restated](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm) [2023] Stock Incentive Plan was filed as [removed: Exhibit 4.3 to] [added: Exhibit](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm) [10](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm)[.](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm)[1](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm) [to] the [removed: Company’s Registration Statement on Form S-8 (Registration No. 333-272161) dated May 24, 2023 and] [added: Company’s](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm) [current report](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm) [on Form](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm) [8](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm)[\-](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm)[K](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm) [filed](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm) [May 2](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm)[3](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm)[, 202](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm)[5](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm) [and] is incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/86312/000110465923063976/tm2316140d1_ex4-3.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000110465925052445/tm2515885d1_ex10-1.htm)] | | |

| 10.13* | | | | | | [Current Director Compensation Program, effective as of May [removed: 24, 2023,] [added: 2](https://www.sec.gov/Archives/edgar/data/86312/000008631225000047/trv-6302025xex10210q.htm)[1](https://www.sec.gov/Archives/edgar/data/86312/000008631225000047/trv-6302025xex10210q.htm)[, 202](https://www.sec.gov/Archives/edgar/data/86312/000008631225000047/trv-6302025xex10210q.htm)[5](https://www.sec.gov/Archives/edgar/data/86312/000008631225000047/trv-6302025xex10210q.htm)[,] was filed as Exhibit 10.2 to the Company’s quarterly report on Form 10-Q for the fiscal quarter ended June 30, [removed: 2023,] [added: 202](https://www.sec.gov/Archives/edgar/data/86312/000008631225000047/trv-6302025xex10210q.htm)[5](https://www.sec.gov/Archives/edgar/data/86312/000008631225000047/trv-6302025xex10210q.htm)[,] and is incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631223000053/trv-6202023xex10210q.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000047/trv-6302025xex10210q.htm)] | | |

| 10.28†* | | | | | | [Form of Stock Option Grant Notification and [removed: Agreement.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/a1028trv2025mcmoptionagree.htm)] [added: Agreement.](https://www.sec.gov/Archives/edgar/data/86312/000008631226000065/a1028trv2026mcmoptionagree.htm)] | | |

| 10.29†* | | | | | | [Form of Restricted Stock Unit Award Notification and [removed: Agreement.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/a1029trv2025restrictedstoc.htm)] [added: Agreement.](https://www.sec.gov/Archives/edgar/data/86312/000008631226000065/a1029trv2026restrictedstoc.htm)] | | |

| 10.30* | | | | | | [Form of Performance Share Award Notification and Agreement [removed: (2022)] [added: (2023)] was filed as Exhibit 10.34 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, [removed: 2021,] [added: 2022,] and is incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631222000013/a1034trv2022mcmpsaagreemen.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631223000011/a1034trv2023mcmperfsharesa.htm)] | | |

| 10.31* | | | | | | [Form of Performance Share Award Notification and [removed: Agreement](https://www.sec.gov/Archives/edgar/data/86312/000008631223000011/a1034trv2023mcmperfsharesa.htm) [(2023)] [added: Agreement (2024)] was filed as Exhibit [removed: 10.34] [added: 10.35] to the [removed: 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] [added: Company’s annual] report on Form 10-K for the fiscal year ended December 31, [removed: 2022,] [added: 2023,] and is incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631223000011/a1034trv2023mcmperfsharesa.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631224000012/a1035trv2024mcmperfsharesa.htm)] | | |

| 10.32* | | | | | | [Form of Performance Share Award Notification and Agreement [removed: (2024)] [added: (2025)] was filed as Exhibit [removed: 10.35] [added: 10.33] to the Company’s annual report on Form 10-K for the fiscal year ended December 31, [removed: 2023,] [added: 2024,] and is incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631224000012/a1035trv2024mcmperfsharesa.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/a1033trv2025mcmperfsharesa.htm)] | | |

| 10.33†* | | | | | | [Form of Performance Share Award Notification and Agreement [removed: (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)] [added: (2026).](https://www.sec.gov/Archives/edgar/data/86312/000008631226000065/a1033trv2026mcmperfsharesa.htm)] | | |

| 10.34†* | | | | | | [Form of Non-Employee Director Notification and Agreement of Annual Deferred Stock [removed: Award](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/a1034trv2025boardofdirecto.htm).] [added: Award](https://www.sec.gov/Archives/edgar/data/86312/000008631226000065/a1034trv2026boardofdirecto.htm).] | | |

| [removed: 19.1†] [added: 19.1] | | | | | | [Securities Trading [removed: Policy](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/a191trvsecuritiestradingpo.htm).] [added: Policy was filed as Exhibit 19.1 to the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2024, and is incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/a191trvsecuritiestradingpo.htm)] | | |

| 21.1† | | | | | | [A list of the subsidiaries of the [removed: Company.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/trv-12312024x10kxex211.htm)] [added: Company.](https://www.sec.gov/Archives/edgar/data/86312/000008631226000065/trv-12312025x10kxex211.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/86312/000008631225000012/trv-12312024x10kxex231.htm)] [added: S-3.](https://www.sec.gov/Archives/edgar/data/86312/000008631226000065/trv-12312025x10kxex231.htm)] | | |

| 24.1† | | | | | | [Power of [removed: Attorney.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/trv-12312024x10kxex241.htm)] [added: Attorney.](https://www.sec.gov/Archives/edgar/data/86312/000008631226000065/trv-12312025x10kxex241.htm)] | | |

| 31.1† | | | | | | [Certification of Alan D. Schnitzer, Chairman and Chief Executive Officer of the Company, as required by Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/trv-12312024x10kxex311.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/86312/000008631226000065/trv-12312025x10kxex311.htm)] | | |

| 31.2† | | | | | | [Certification of Daniel S. Frey, Chief Financial Officer of the Company, as required by Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/trv-12312024x10kxex312.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/86312/000008631226000065/trv-12312025x10kxex312.htm)] | | |

| 32.1† | | | | | | [Certification of Alan D. Schnitzer, Chairman and Chief Executive Officer of the Company, as required by Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/trv-12312024x10kxex321.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/86312/000008631226000065/trv-12312025x10kxex321.htm)] | | |

| 32.2† | | | | | | [Certification of Daniel S. Frey, Chief Financial Officer of the Company, as required by Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/86312/000008631225000012/trv-12312024x10kxex322.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/86312/000008631226000065/trv-12312025x10kxex322.htm)] | | |

| 101.1† | | | | | | The following information from The Travelers Companies, Inc.’s Annual Report on Form 10-K for the year ended December 31, [removed: 2024] [added: 2025] formatted in Inline XBRL: (i) Consolidated Statement of Income for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022;] [added: 2023;] (ii) Consolidated Statement of Comprehensive Income [removed: (Loss)] for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022;] [added: 2023;] (iii) Consolidated Balance Sheet as of December 31, [removed: 2024] [added: 2025] and [removed: 2023;] [added: 2024;] (iv) Consolidated Statement of Changes in Shareholders’ Equity for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022;] [added: 2023;] (v) Consolidated Statement of Cash Flows for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022;] [added: 2023;] (vi) Notes to Consolidated Financial Statements; (vii) Financial Statement Schedules; and (viii) the cover page. | | |

| Date: | | | February [removed: 13, 2025] [added: 12, 2026] | | | By | | | /s/ CHRISTINE K. KALLA | | |

| By | | | /s/ ALAN D. SCHNITZER | | | Director, Chairman and Chief Executive Officer (Principal Executive Officer) | | | February [removed: 13, 2025] [added: 12, 2026] | | |

| By | | | /s/ DANIEL S. FREY | | | Executive Vice President and Chief Financial Officer (Principal Financial Officer) | | | February [removed: 13, 2025] [added: 12, 2026] | | |

| By | | | /s/ PAUL E. MUNSON | | | Senior Vice President and Corporate Controller (Principal Accounting Officer) | | | February [removed: 13, 2025] [added: 12, 2026] | | |

| By | | | * | | | Director | | | February [removed: 13, 2025] [added: 12, 2026] | | |

| | | | Bridget [added: A.] van Kralingen | | | | | | | | |

| | | | /s/ CHRISTINE K. KALLA | | | | | | February [removed: 13, 2025] [added: 12, 2026] | | |

[removed: (in millions)][added: (in millions)]

| For the year ended December 31, | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |

| Net investment income | | | | | | $ | [removed: 92] [added: 100] | | | | | $ | 92 | | | | | $ | [removed: 30] [added: 92] | |

| Net realized investment gains [removed: (losses)] | | | | | | [removed: 34] [added: 41] | | | | | | [removed: 37] [added: 34] | | | | | | [removed: (51)] [added: 37] | | |

| Total revenues | | | | | | [removed: 126] [added: 141] | | | | | | [removed: 129] [added: 126] | | | | | | [removed: (21)] [added: 129] | | |

| Interest | | | | | | [removed: 344] [added: 377] | | | | | | [removed: 328] [added: 344] | | | | | | [removed: 303] [added: 328] | | |

| Other | | | | | | [removed: 3] [added: 31] | | | | | | [removed: (18)] [added: 3] | | | | | | [removed: 13] [added: (18)] | | |

| Total expenses | | | | | | [removed: 347] [added: 408] | | | | | | [removed: 310] [added: 347] | | | | | | [removed: 316] [added: 310] | | |

| Loss before income taxes and net income of subsidiaries | | | | | | [removed: (221)] [added: (267)] | | | | | | [removed: (181)] [added: (221)] | | | | | | [removed: (337)] [added: (181)] | | |

| Income tax benefit | | | | | | [removed: (88)] [added: (84)] | | | | | | [removed: (58)] [added: (88)] | | | | | | [removed: (99)] [added: (58)] | | |