What does the 321-share tax-withholding transaction mean for Chubb (CB) director Nancy Buese?

The 321-share transaction represents shares withheld to pay tax liabilities. These Common Shares were not sold in the open market but withheld by the company to satisfy tax obligations related to her equity compensation on May 21, 2026.

Chubb (NYSE: CB) director gets 1,135-share award, 321 shares withheld

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Chubb Ltd director Nancy Buese reported routine equity compensation and related tax withholding in Common Shares. On May 21, 2026, she received a restricted stock award of 1,135 Common Shares as director fees under a Chubb Limited long-term incentive plan. This grant carries a vesting condition: the restricted stock will vest on the day of the next annual Chubb Limited shareholders meeting, assuming she is a director on that date.

On the same date, 321 Common Shares were withheld to pay tax liability, classified as a tax-withholding disposition rather than an open-market sale. Following these transactions, Buese directly held 4,067 Common Shares of Chubb Ltd.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Buese Nancy

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	1,135	$0.00	--
Tax Withholding	Common Shares	321	$330.26	$106K

Holdings After Transaction: Common Shares — 4,067 shares (Direct, null)

Footnotes (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. Common Shares being withheld in order to pay tax liability.

Key Figures

Restricted stock award: 1,135 Common Shares Tax-withholding shares: 321 Common Shares Tax-withholding price: $330.26 per share +2 more

5 metrics

Restricted stock award 1,135 Common Shares Granted as director fees on May 21, 2026

Tax-withholding shares 321 Common Shares Withheld to pay tax liability on May 21, 2026

Tax-withholding price $330.26 per share Value used for 321-share tax-withholding disposition

Shares held after transactions 4,067 Common Shares Direct ownership following Form 4 transactions

Tax-withholding disposition size 321 shares Counted as taxWithholdingShares in transaction summary

Key Terms

Restricted stock award, long-term incentive plan, Rule 16b-3, tax liability, +1 more

5 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.

long-term incentive plan financial

"director fees under a Chubb Limited long-term incentive plan (the "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.

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.

tax liability financial

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

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 Insider Transactions: What Each Field Means →

05/26/2026 - 04:20 PM

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^*

Buese Nancy

(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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	05/21/2026		A⁽¹⁾		1,135	A	⁽¹⁾	4,067	D
Common Shares	05/21/2026		F⁽²⁾		321	D	$330.26	3,746	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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)

Source: View Original Filing on SEC EDGAR

FAQ

What transactions did Chubb (CB) director Nancy Buese report on May 21, 2026?

Nancy Buese reported a restricted stock award and a tax-withholding disposition. She received 1,135 Common Shares as a director fee award and had 321 Common Shares withheld to cover tax liability, ending with 4,067 Common Shares held directly.

How many Chubb (CB) shares were granted to Nancy Buese as director compensation?

Nancy Buese was granted 1,135 Common Shares as a restricted stock award. The award was provided as director fees under a Chubb Limited long-term incentive plan and is scheduled to vest at the next annual shareholders meeting, if she remains a director.

When will Nancy Buese’s restricted Chubb (CB) shares vest?

The restricted shares are set to vest on the day of the next annual Chubb Limited shareholders meeting. Vesting is contingent on Nancy Buese still serving as a director of Chubb Limited on that meeting date, according to the plan terms.

How many Chubb (CB) shares does Nancy Buese hold after these Form 4 transactions?

After the reported transactions, Nancy Buese directly holds 4,067 Common Shares. This reflects the net position following the 1,135-share restricted stock award and 321 shares withheld to cover associated tax liabilities on May 21, 2026.