Chubb director gets stock award, covers taxes

Chubb Ltd director David H. Sidwell reported routine equity compensation and related tax withholding.

Accepted by SEC EDGAR 05/26/2026 - 04:20 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Chubb Ltd director David H. Sidwell reported routine equity compensation and related tax withholding. He received a grant of 757 Common Shares as a restricted stock award for director fees under a Chubb long-term incentive plan that meets Rule 16b-3 requirements. The restricted stock will vest on the day of the next annual shareholders meeting, assuming he remains a director. To cover tax liability, 193 Common Shares were withheld at a reference price of $330.26 per share. After these transactions, he directly holds 15,321 Common Shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider SIDWELL DAVID H

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	757	$0.00	$0.00
Exercise Price or Tax Liability	Common Shares	193	$330.26	$64K

Holdings After Transaction: Common Shares — 15,321 shares (Direct)

Holdings Before and After: Common Shares, 14,757 to 15,321 shares (Direct)

Footnotes (2)

1. F1. Restricted stock award granted as director fees under a Chubb Limited long-term incentive plan (the "Plan"), which meets the requirements of Rule 16b-3. Such restricted stock will vest on the day of the next annual Chubb Limited shareholders meeting, assuming the reporting person is a director of Chubb Limited on such date.
2. F2. Common Shares being withheld in order to pay tax liability.

Key Figures

Restricted shares granted: 757 Common Shares Shares withheld for taxes: 193 Common Shares Tax withholding reference price: $330.26 per share +3 more

6 metrics

Restricted shares granted 757 Common Shares Restricted stock award as director fees

Shares withheld for taxes 193 Common Shares Withheld to pay tax liability

Tax withholding reference price $330.26 per share Value used for 193-share tax withholding

Shares held after grant 15,514 Common Shares Direct holdings following reported transactions

Transaction code F shares 193 shares Form 4 code F, tax-withholding disposition

Transaction code A shares 757 shares Form 4 code A, grant or award acquisition

Key Terms

Restricted stock award, Rule 16b-3, long-term incentive plan, tax liability

4 terms

Restricted stock award financial

"Restricted stock award granted as director fees under a Chubb Limited long-term incentive plan"

A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.

Rule 16b-3 regulatory

"long-term incentive plan (the "Plan"), which meets the requirements of Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

long-term incentive plan financial

"Restricted stock award granted as director fees under a Chubb Limited long-term incentive plan"

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

tax liability financial

"Common Shares being withheld in order to pay tax liability."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Chubb (CB) director David H. Sidwell report in this Form 4?

David H. Sidwell reported a routine equity compensation event. He received 757 Chubb Common Shares as a restricted stock award and had 193 shares withheld to cover tax liabilities, ending with 15,514 Common Shares held directly.

How many Chubb (CB) shares were granted to director David H. Sidwell?

He was granted 757 Chubb Common Shares as a restricted stock award. The award was issued as director fees under a Chubb long-term incentive plan and is scheduled to vest at the next annual shareholders meeting, assuming he continues serving as a director.

Why were 193 Chubb (CB) shares withheld from David H. Sidwell?

193 Common Shares were withheld to pay tax liabilities related to the stock award. The shares were valued at $330.26 per share for this tax-withholding transaction, which is a standard non-open-market mechanism rather than a discretionary sale.

What is David H. Sidwell’s Chubb (CB) share ownership after these transactions?

Following the reported grant and tax withholding, David H. Sidwell directly holds 15,514 Chubb Common Shares. This figure reflects his updated position after receiving 757 restricted shares and having 193 shares withheld for tax obligations on the same date.

When will David H. Sidwell’s restricted Chubb (CB) shares vest?

The restricted stock award will vest on the day of Chubb’s next annual shareholders meeting. Vesting is conditioned on David H. Sidwell still serving as a director on that date, according to the terms of the long-term incentive plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SIDWELL DAVID H

(Last) (First) (Middle)

THE CHUBB BUILDING

17 WOODBOURNE AVENUE

(Street)

HAMILTON BERMUDA HM 08

(City) (State) (Zip)

BERMUDA

(Country)

2. Issuer Name and Ticker or Trading Symbol
Chubb Ltd [ CB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	05/21/2026		A(1)		757	A	(1)	15,514	D
Common Shares	05/21/2026		F(2)		193	D	$330.26	15,321	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Restricted stock award granted as director fees under a Chubb Limited long-term incentive plan (the "Plan"), which meets the requirements of Rule 16b-3. Such restricted stock will vest on the day of the next annual Chubb Limited shareholders meeting, assuming the reporting person is a director of Chubb Limited on such date.

2. Common Shares being withheld in order to pay tax liability.

	/s/ Samantha Froud, Attorney-in-Fact	05/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)