Travelers Companies 10-Q 2026-03-31

Filed 2026-04-16. 8 sections, 270K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q


☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______


Commission file number: 001-10898


The Travelers Companies, Inc.

(Exact name of registrant as specified in its charter)


Minnesota41-0518860
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

485 Lexington Avenue

New York, NY 10017

(Address of principal executive offices) (Zip Code)

(917) 778-6000

(Registrant’s telephone number, including area code)


Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, without par valueTRVNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ý No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filerýAccelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ý

The number of shares of the Registrant’s Common Stock, without par value, outstanding at April 9, 2026 was 212,644,693.

The Travelers Companies, Inc.

Quarterly Report on Form 10-Q

For Quarterly Period Ended March 31, 2026


TABLE OF CONTENTS

Page
Part I — Financial Information
Item 1.Financial Statements:
Consolidated Statement of Income (Unaudited) — Three Months Ended March 31, 2026 and 20253
Consolidated Statement of Comprehensive Income (Unaudited) — Three Months Ended March 31, 2026 and 20254
Consolidated Balance Sheet — March 31, 2026 (Unaudited) and December 31, 20255
Consolidated Statement of Changes in Shareholders’ Equity (Unaudited) — Three Months Ended March 31, 2026 and 20256
Consolidated Statement of Cash Flows (Unaudited) — Three Months Ended March 31, 2026 and 20257
Notes to Consolidated Financial Statements (Unaudited)8
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations29
Item 3.Quantitative and Qualitative Disclosures About Market Risk56
Item 4.Controls and Procedures56
Part II — Other Information
Item 1.Legal Proceedings56
Item 1A.Risk Factors57
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds57
Item 5.Other Information57
Item 6.Exhibits58
SIGNATURES59

PART 1 — FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF INCOME (Unaudited)

(in millions, except per share amounts)

Three Months Ended March 31,
20262025
Revenues
Premiums$10,605$10,710
Net investment income1,008930
Fee income121119
Net realized investment gains (losses)49(61)
Other revenues141112
Total revenues11,92411,810
Claims and expenses
Claims and claim adjustment expenses6,3828,006
Amortization of deferred acquisition costs1,7661,778
General and administrative expenses1,5411,459
Interest expense11699
Total claims and expenses9,80511,342
Income before income taxes2,119468
Income tax expense40873
Net income$1,711$395
Net income per share
Basic$7.89$1.73
Diluted$7.78$1.70
Weighted average number of common shares outstanding
Basic215.2226.9
Diluted218.4230.4
Cash dividends declared per common share$1.10$1.05

The accompanying notes are an integral part of the consolidated financial statements.

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF COMPREHE****NSIVE INCOME (Unaudited)

(in millions)

Three Months Ended March 31,
20262025
Net income$1,711$395
Other comprehensive income (loss):
Changes in net unrealized gains (losses) on investment securities:
Having no credit losses recognized in the consolidated statement of income(1,146)436
Having credit losses recognized in the consolidated statement of income—1
Net changes in benefit plan assets and obligations(8)—
Net changes in unrealized foreign currency translation32761
Other comprehensive income (loss) before income taxes(827)498
Income tax expense (benefit)(249)99
Other comprehensive income (loss), net of taxes(578)399
Comprehensive income$1,133$794

The accompanying notes are an integral part of the consolidated financial statements.

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

(in millions)

March 31, 2026December 31, 2025
(Unaudited)
Assets
Fixed maturities, available for sale, at fair value (amortized cost $93,742 and $91,717; allowance for expected credit losses of $3 and $3)$90,736$89,833
Equity securities, at fair value (cost $428 and $457)591618
Real estate investments899900
Short-term securities6,6605,716
Other investments4,0924,115
Total investments102,978101,182
Cash (including restricted cash of $134 and $132)615842
Investment income accrued801877
Premiums receivable (net of allowance for expected credit losses of $60 and $58)11,42310,992
Reinsurance recoverables (net of allowance for estimated uncollectible reinsurance of $130 and $129)7,9887,886
Ceded unearned premiums1,8771,283
Deferred acquisition costs3,5873,518
Deferred taxes1,101887
Contractholder receivables (net of allowance for expected credit losses of $14 and $16)3,0513,010
Goodwill4,0604,066
Other intangible assets331336
Other assets4,4974,279
Assets held for sale—4,550
Total assets

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following is a discussion and analysis of the Company’s financial condition and results of operations.

FINANCIAL HIGHLIGHTS

2026 First Quarter Consolidated Results of Operations

  • Net income of $1.71 billion, or $7.89 per share basic and $7.78 per share diluted

  • Net earned premiums of $10.61 billion

  • Catastrophe losses of $761 million ($601 million after-tax)

  • Net favorable prior year reserve development of $413 million ($325 million after-tax)

  • Combined ratio of 88.6%

  • Net investment income of $1.01 billion ($833 million after-tax)

  • Net realized investment gains of $49 million ($15 million after-tax)

  • Operating cash flows of $2.20 billion

2026 First Quarter Consolidated Financial Condition

  • Total investments of $102.98 billion; fixed maturities and short-term securities comprised 95% of total investments

  • Total assets of $142.31 billion

  • Total debt of $9.27 billion, resulting in a debt-to-total capital ratio of 22.5% (21.2% excluding net unrealized investment losses, net of tax)

  • Total capital returned to shareholders of $2.22 billion, comprising $1.99 billion of share repurchases and $238 million of dividends

  • Shareholders’ equity of $31.99 billion

  • Net unrealized investment losses of $3.01 billion ($2.38 billion after-tax)

  • Book value per common share of $150.42

  • Holding company liquidity of $2.38 billion

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

CONSOLIDATED OVERVIEW

Consolidated Results of Operations

Three Months Ended March 31,
(in millions, except ratio and per share amounts)20262025
Revenues
Premiums$10,605$10,710
Net investment income1,008930
Fee income121119
Net realized investment gains (losses)49(61)
Other revenues141112
Total revenues11,92411,810
Claims and expenses
Claims and claim adjustment expenses6,3828,006
Amortization of deferred acquisition costs1,7661,778
General and administrative expenses1,5411,459
Interest expense11699
Total claims and expenses9,80511,342
Income before income taxes2,119468
Income tax expense40873
Net income$1,711$395
Net income per share
Basic$7.89$1.73
Diluted$7.78$1.70
Combined ratio
Loss and loss adjustment expense ratio59.6%74.2%
Underwriting expense ratio29.028.3
Combined ratio88.6%102.5%

The following discussions of the Company’s net income and segment income are presented on an after-tax basis. Discussions of the components of net income and segment income are presented on a pre-tax basis, unless otherwise noted. Discussions of net income per common share are presented on a diluted basis.

Overview

Diluted net income per share of $7.78 in the first quarter of 2026 increased by 358% over diluted net income per share of $1.70 in the same period of 2025. Net income of $1.71 billion in the first quarter of 2026 increased by 333% over net income of $395 million in the same period of 2025. The higher rate of increase in diluted net income per share reflected the impact of share repurchases in recent periods. The increase in income before income taxes in the first quarter of 2026 primarily reflected the pre-tax impacts of (i) lower catastrophe losses, (ii) net realized investment gains compared to net realized investment losses in the same period of 2025, (iii) higher net investment income and (iv) higher net favorable prior year reserve development, partially offset by (v) lower underwriting margins excluding catastrophe losses and prior year reserve development (“underlying underwriting margins”). Catastrophe losses in the first quarters of 2026 and 2025 were $761 million and $2.27 billion, respectively. Net favorable prior year reserve development in the first quarters of 2026 and 2025 was $413 million and $378 million, respectively. The lower underlying underwriting margins in the first quarter of 2026 were driven by Business Insurance and Bond & Specialty Insurance, partially offset by Personal Insurance. Income tax expense in the first quarter of 2026 was higher than in the same period of 2025, primarily reflecting the impact of the increase in income before income taxes.

The Company has insurance operations in the United Kingdom, the Republic of Ireland, Canada and throughout other parts of the world as a corporate member of Lloyd’s, as well as in Brazil through a joint venture. Because these operations are conducted in local currencies other than the U.S. dollar, the Company is subject to changes in foreign currency exchange rates. For the three months ended March 31, 2026 and 2025, changes in foreign currency exchange rates impacted reported line items

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

in the statement of income by insignificant amounts. The impact of these changes was not material to the Company’s net income or segment income for the periods reported.

Revenues

Earned Premiums

Earned premiums in the first quarter of 2026 were $10.61 billion, $105 million or 1% lower than in the same period of 2025. Earned premiums in the first quarter of 2025 included $258 million related to the Canadian operations divested by the Company in the first quarter of 2026. In Business Insurance, earned premiums in the first quarter of 2026 increased by 1% over the same period of 2025. In Bond & Specialty Insurance, earned premiums in the first quarter of 2026 increased by 2% over the same period of 2025. In Personal Insurance, earned premiums in the first quarter of 2026 decreased by 4% from the same period of 20

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Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

For the Company’s disclosures about market risk, please see “Part II—Item 7A—Quantitative and Qualitative Disclosures About Market Risk” in the Company’s 2025 Annual Report filed with the SEC. There have been no material changes to the Company’s disclosures about market risk in Part II—Item 7A of the Company’s 2025 Annual Report.

Item 4. CONTROLS AND PROCEDURES

The Company maintains disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (Exchange Act)) that are designed to ensure that information required to be disclosed in the Company’s reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. 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 March 31, 2026. Based upon that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that, as of March 31, 2026, 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 March 31, 2026 that have materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

The Company regularly seeks to identify, develop, and implement improvements to its technology systems and business processes, some of which may affect its internal control over financial reporting. These changes may include activities such as implementing new, more efficient systems, updating existing systems or platforms, automating manual processes, or utilizing technology developed by third parties. These systems changes are often phased in over multiple periods in order to limit the implementation risk in any one period, and as each change is implemented the Company monitors its effectiveness as part of its internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

The information required with respect to this item can be found under “Contingencies” in note 14 of the notes to the unaudited consolidated financial statements contained in this quarterly report and is incorporated by reference into this Item 1.

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

Item 1A. RISK FACTORS

For a discussion of the Company’s potential risks or uncertainties, please see “Part I—Item 1A—Risk Factors” and “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s 2025 Annual Report and “Part I—Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations” herein, in each case as updated by the Company’s periodic filings with the SEC. There have been no material changes to the risk factors disclosed in Part I—Item 1A of the Company’s 2025 Annual Report.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The table below sets forth information regarding repurchases by the Company of its common stock during the periods indicated.

ISSUER PURCHASES OF EQUITY SECURITIES

Period BeginningPeriod EndingTotal number of shares purchasedAverage price paid per shareTotal number of shares purchased as part of publicly announced plans or programsApproximate dollar value of shares that may yet be purchased under the plans or programs (in millions)
January 1, 2026January 31, 20261,010,872$283.961,003,948$6,729
February 1, 2026February 28, 20263,450,192$300.362,836,563$5,876
March 1, 2026March 31, 20262,155,333$307.262,153,700$5,215
Total6,616,397$300.105,994,211$5,215

The Company’s Board of Directors has approved common share repurchase authorizations under which repurchases may be made from time to time in the open market, pursuant to pre-set trading plans meeting the requirements of Rule 10b5-1 under the Exchange Act, in private transactions or otherwise. The most recent authorization was approved by the Board of Directors on January 21, 2026 and added $5.0 billion of repurchase capacity to the $2.02 billion of capacity remaining at that date, which was previously approved by the Board of Directors on April 19, 2023. The authorizations do not have a stated expiration date. 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 appropriate capital levels for business operations, changes in the levels of written premiums, funding of its qualified pension plan, regulatory capital requirements of the operating 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 the treasury stock acquired pursuant to common share repurchases includes the 1% 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 0.6 million shares for a total cost of $185 million during the three months ended March 31, 2026 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, for stock options that were exercised.

For additional information regarding the Company’s share repurchases, see “Part I—Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.”

Item 5. OTHER INFORMATION

During the three months ended March 31, 2026, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) 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).

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

Item 6. EXHIBITS

Exhibit NumberDescription of Exhibit
3.1Amended and Restated Articles of Incorporation of The Travelers Companies, Inc., as amended and restated May 23, 2013, were filed as Exhibit 3.1 to the Company’s current report on Form 8-K filed on May 24, 2013, and are incorporated herein by reference.
3.2Bylaws of The Travelers Companies, Inc. as Amended and Restated December 7, 2022, were filed as Exhibit 3.2 to the Company’s current report on Form 8-K filed on December 12, 2022, and are incorporated herein by reference.
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 2002.
31.2†Certification of Daniel S. Frey, Executive Vice President and Chief Financial Officer of the Company, as required by Section 302 of the Sarbanes-Oxley Act of 2002.
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 2002.
32.2†Certification of Daniel S. Frey, Executive Vice President and Chief Financial Officer of the Company, as required by Section 906 of the Sarbanes-Oxley Act of 2002.
101.1†The following information from The Travelers Companies, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 formatted in Inline XBRL: (i) Consolidated Statement of Income for the three months ended March 31, 2026 and 2025; (ii) Consolidated Statement of Comprehensive Income for the three months ended March 31, 2026 and 2025; (iii) Consolidated Balance Sheet as of March 31, 2026 and December 31, 2025; (iv) Consolidated Statement of Changes in Shareholders’ Equity for the three months ended March 31, 2026 and 2025; (v) Consolidated Statement of Cash Flows for the three months ended March 31, 2026 and 2025; (vi) Notes to Consolidated Financial Statements; and (vii) the cover page.
104.1Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit 101.1).

† Filed herewith.

The total amount of securities authorized pursuant to any instrument defining rights of holders of long-term debt of the Company does not exceed 10% of the total assets of the Company and its consolidated subsidiaries. Therefore, the Company is not filing any instruments evidencing long-term debt. However, the Company will furnish copies of any such instrument to the Securities and Exchange Commission upon request.

Copies of any of the exhibits referred to above will be furnished to security holders who make written request therefor to The Travelers Companies, Inc., 385 Washington Street, Saint Paul, MN 55102, Attention: Corporate Secretary.

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure except for the terms of the agreements or other documents themselves, and you should not rely on them for other than that purpose. In particular, any representations and warranties made by the Company in these agreements or other documents were made solely within the specific context of the relevant agreement or document and do not apply in any other context or at any time other than the date they were made.

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, The Travelers Companies, Inc. has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

THE TRAVELERS COMPANIES, INC.
(Registrant)
Date: April 16, 2026By/S/ CHRISTINE K. KALLA
Christine K. Kalla Executive Vice President and General Counsel (Authorized Signatory)
Date: April 16, 2026By/S/ PAUL E. MUNSON
Paul E. Munson Senior Vice President and Corporate Controller (Principal Accounting Officer)