STOCK TITAN

$1B Chubb (NYSE: CB) 5.300% senior notes due 2036 guaranteed by parent

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Chubb Limited reported that its subsidiary Chubb INA Holdings LLC agreed on May 18, 2026 to sell $1,000,000,000 of 5.300% Senior Notes due 2036 in a public offering. The Notes will be fully and unconditionally guaranteed by Chubb Limited, adding parent-level support to this new long-term debt issuance.

Positive

  • None.

Negative

  • None.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Senior notes principal $1,000,000,000 Public offering of 5.300% Senior Notes due 2036
Coupon rate 5.300% Interest rate on Senior Notes due 2036
Maturity year 2036 Senior Notes due 2036 issued by Chubb INA Holdings LLC
Senior Notes financial
"agreed to sell in a public offering $1,000,000,000 of 5.300% Senior Notes due 2036"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
public offering financial
"agreed to sell in a public offering $1,000,000,000 of 5.300% Senior Notes due 2036"
A public offering is when a company sells shares to the general public through the stock market, either by issuing new shares to raise cash or by letting existing owners sell their stakes. Think of it like a business opening its doors to many new owners at once: it can bring in money for growth but also increases the number of shares available, which can change the stock price and dilute existing ownership — key factors investors watch closely.
underwriting agreement financial
"Attached as Exhibits 1.1 and 1.2 are copies of the underwriting agreement and terms agreement"
An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.
terms agreement financial
"Attached as Exhibits 1.1 and 1.2 are copies of the underwriting agreement and terms agreement"
officer’s certificate financial
"Attached as Exhibits 4.1 and 4.2 are the form of officer’s certificate establishing the Notes"
opinion financial
"Attached as Exhibits 5.1 and 5.2 are certain opinions related to the Notes"
false 0000896159 0000896159 2026-05-20 2026-05-20 0000896159 us-gaap:CommonStockMember 2026-05-20 2026-05-20 0000896159 CB:INASeniorNotesDueJune2027Member 2026-05-20 2026-05-20 0000896159 CB:INASeniorNotesDueMarch2028Member 2026-05-20 2026-05-20 0000896159 CB:INASeniorNotesDueDecember2029Member 2026-05-20 2026-05-20 0000896159 CB:INASeniorNotesDueJune2031Member 2026-05-20 2026-05-20 0000896159 CB:INASeniorNotesDueMarch2038Member 2026-05-20 2026-05-20 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

Current Report

Pursuant To Section 13 or 15 (d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported) - May 20, 2026

 

 

 

Chubb Limited

(Exact name of registrant as specified in its charter)

 

 

 

Switzerland   1-11778   98-0091805
(State or other jurisdiction of
Incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)

 

Baerengasse 32

CH-8001 Zurich, Switzerland

(Address of principal executive offices)

 

Registrant’s telephone number, including area code: +41 (0)43 456 76 00

 

Not applicable

(Former name or former address, if changed since last report)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

  ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
  ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
  ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
  ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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

 

Title of each class   Trading
Symbol(s)
  Name of each exchange
on which registered
Common Shares, par value CHF 0.50 per share   CB   New York Stock Exchange
Guarantee of Chubb INA Holdings LLC 0.875% Senior Notes due 2027   CB/27   New York Stock Exchange
Guarantee of Chubb INA Holdings LLC 1.55% Senior Notes due 2028   CB/28   New York Stock Exchange
Guarantee of Chubb INA Holdings LLC 0.875% Senior Notes due 2029   CB/29A   New York Stock Exchange
Guarantee of Chubb INA Holdings LLC 1.40% Senior Notes due 2031   CB/31   New York Stock Exchange
Guarantee of Chubb INA Holdings LLC 2.50% Senior Notes due 2038   CB/38A   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

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.  ¨

 

 

 

 

 

Item 8.01. Other Events.

 

On May 18, 2026, Chubb INA Holdings LLC (the “Company”) agreed to sell in a public offering $1,000,000,000 of 5.300% Senior Notes due 2036 (the “Notes”). The Notes will be fully and unconditionally guaranteed by Chubb Limited.

 

Attached as Exhibits 1.1 and 1.2 are copies of the underwriting agreement and terms agreement relating to such public offering. Attached as Exhibits 4.1 and 4.2 are the form of officer’s certificate establishing the Notes and the form of the Notes. Attached as Exhibits 5.1 and 5.2 are certain opinions related to the Notes.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

EXHIBIT INDEX

 

Number Description Method of Filing
1.1* Underwriting Agreement, dated as of May 18, 2026, between Chubb INA Holdings LLC,
Chubb Limited and the underwriters named in the related terms agreement
Filed herewith
1.2* Terms Agreement, dated as of May 18, 2026, among Chubb INA Holdings LLC, Chubb
Limited, Barclays Capital Inc. and Wells Fargo Securities, LLC, as representatives of the underwriters named therein
Filed herewith
4.1* Form of Officer’s Certificate related to the 5.300% Senior Notes due 2036 Filed herewith
4.2 Form of Global Note for the 5.300% Senior Notes due 2036 Filed herewith
5.1 Opinion of Bär & Karrer AG Filed herewith
5.2 Opinion of Willkie Farr & Gallagher LLP Filed herewith
23.1 Consent of Bär & Karrer AG Included in Exhibit 5.1
23.2 Consent of Willkie Farr & Gallagher LLP Included in Exhibit 5.2
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)  

 

* Certain exhibits omitted pursuant to Item 601(a)(5) of Regulation S-K. Chubb Limited agrees to furnish supplementally a copy of any omitted exhibit to the Securities & Exchange Commission upon request; provided, however, that Chubb Limited may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any schedules or exhibits so furnished.

 

- 2 -

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Chubb Limited
   
  By: /s/ Joseph F. Wayland
    Joseph F. Wayland
    General Counsel

 

DATE: May 20, 2026

 

- 3 -

 

FAQ

What debt offering did Chubb Limited (CB) announce in this 8-K?

Chubb INA Holdings LLC agreed to sell $1,000,000,000 of 5.300% Senior Notes due 2036. These notes are being issued in a public offering and will be fully and unconditionally guaranteed by Chubb Limited, providing additional assurance for noteholders.

Who is guaranteeing the new 5.300% Senior Notes due 2036 for Chubb (CB)?

Chubb Limited will fully and unconditionally guarantee the 5.300% Senior Notes due 2036. The notes are issued by Chubb INA Holdings LLC, but the parent guarantee adds credit support, which is important for assessing risk and expected payments to investors.

What is the interest rate and maturity of Chubb (CB) new senior notes?

The new senior notes carry a 5.300% interest rate and mature in 2036. This creates long-term fixed-rate debt for Chubb INA Holdings LLC, giving investors predictable coupon payments over the life of the notes until their scheduled maturity year.

When did Chubb INA Holdings LLC agree to sell the new notes for CB?

The company agreed to sell the 5.300% Senior Notes due 2036 on May 18, 2026. This agreement precedes the 8-K filing date and reflects the formal commitment to the public offering underwritten by the banks named in the related terms agreement.

What type of event does this Chubb (CB) 8-K report under Item 8.01?

The 8-K reports an “Other Event” related to a new public debt offering. It discloses that Chubb INA Holdings LLC will issue $1,000,000,000 of 5.300% Senior Notes due 2036, guaranteed by Chubb Limited, and lists the related transaction documents as exhibits.

Filing Exhibits & Attachments

10 documents