Cincinnati Financial (CINF) chairman reports new stock, option and PSU grants

Rhea-AI Filing Summary

Cincinnati Financial Corp chairman Steven J. Johnston reported new equity awards. On February 25, 2026, he acquired 9,844 Performance Stock Units, 821 Restricted Stock Units, and a stock option for 15,228 shares, all at a stated price of $0.00 per unit or option.

The performance stock units may vest on March 1, 2029 if grant agreement performance goals are met, and the restricted stock units vest in three annual installments on March 1 if service requirements are met. The option vests in three annual installments beginning on the first anniversary of the grant date.

Following these transactions, reported holdings include 187,271 phantom stock shares, which are to be settled after retirement or other termination of service, and 195,675 shares of common stock, both held directly.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider JOHNSTON STEVEN J

Role Chairman

Type	Security	Shares	Price	Value
Grant/Award	Performance Stock Units	9,844	$0.00	--
Grant/Award	Restricted Stock Units	821	$0.00	--
Grant/Award	Stock Option (Right to Buy)	15,228	$0.00	--
holding	Phantom Stock Shares	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Performance Stock Units — 9,844 shares (Direct); Restricted Stock Units — 821 shares (Direct); Stock Option (Right to Buy) — 15,228 shares (Direct); Phantom Stock Shares — 187,271 shares (Direct); Common Stock — 195,675 shares (Direct)

Footnotes (1)

1. The restricted stock units vest March 1, 2029 , as set forth in the grant agreement, if performance goals are met. The number of restricted stock units shown is the maximum number of such units that may vest. The restricted stock units vest in three annual installments on March 1, as set forth in the grant agreement, if service requirements are met. The option vests in three annual installments beginning on the first anniversary of the date of grant. The reported phantom stock shares were acquired under the company's Top Hat Savings Plan, an "Excess Benefits Plan" within the meaning of Rule 16b-3(b)(2), and are to be settled upon the reporting person's retirement or other termination of service. The reporting person may transfer the value of his phantom stock shares into an alternative investment selection within the plan.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/27/2026 - 03:27 PM Learn about SEC filing dates

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^*

JOHNSTON STEVEN J

(Last) (First) (Middle)

6200 SOUTH GILMORE RD

(Street)

FAIRFIELD OH 45014-5141

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CINCINNATI FINANCIAL CORP [ CINF ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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

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

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

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 Stock								195,675	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
Performance Stock Units	$0.00	02/25/2026		A		9,844		(1)	(1)	Common Stock	9,844	$0.00	9,844	D
Restricted Stock Units	$0.00	02/25/2026		A		821		(2)	(2)	Common Stock	821	$0.00	821	D
Stock Option (Right to Buy)	$162.22	02/25/2026		A		15,228		02/25/2027(3)	02/25/2036(3)	Common Stock	15,228	$0.00	15,228	D
Phantom Stock Shares	$0.00							(4)	(4)	Common Stock	187,271		187,271	D

Explanation of Responses:

1. The restricted stock units vest March 1, 2029 , as set forth in the grant agreement, if performance goals are met. The number of restricted stock units shown is the maximum number of such units that may vest.

2. The restricted stock units vest in three annual installments on March 1, as set forth in the grant agreement, if service requirements are met.

3. The option vests in three annual installments beginning on the first anniversary of the date of grant.

4. The reported phantom stock shares were acquired under the company's Top Hat Savings Plan, an "Excess Benefits Plan" within the meaning of Rule 16b-3(b)(2), and are to be settled upon the reporting person's retirement or other termination of service. The reporting person may transfer the value of his phantom stock shares into an alternative investment selection within the plan.

Remarks:

	/s/ Steven J Johnston	02/26/2026
	** 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.

FAQ

What equity awards did CINCINNATI FINANCIAL CORP (CINF) chairman Steven J. Johnston receive?

Steven J. Johnston received grants of 9,844 Performance Stock Units, 821 Restricted Stock Units, and a stock option for 15,228 shares. All awards were reported at a price of $0.00 per unit or option under the company’s equity compensation arrangements.

When do Steven J. Johnston’s new Performance Stock Units at CINF vest?

The 9,844 Performance Stock Units may vest on March 1, 2029 if specified performance goals in the grant agreement are met. The disclosed amount represents the maximum number of such units that may vest, subject to achieving those performance targets.

How do the Restricted Stock Units granted to CINF’s chairman vest?

The 821 Restricted Stock Units vest in three annual installments on March 1, as described in the grant agreement. Vesting is conditioned on meeting service requirements, meaning Johnston must continue serving for the defined periods for each installment to vest.

What are the vesting terms of the stock option granted to CINF’s chairman?

The stock option covering 15,228 shares vests in three annual installments, beginning on the first anniversary of the grant date. Each installment becomes exercisable over time, aligning Johnston’s potential share ownership with continued service to the company.

What phantom stock holdings does CINF’s chairman report after these transactions?

Johnston reports 187,271 phantom stock shares acquired under the company’s Top Hat Savings Plan. These phantom shares are settled upon retirement or other termination of service, and their value can be reallocated into alternative investment selections within the plan.

How many CINCINNATI FINANCIAL CORP common shares does the chairman hold after these awards?

After the reported transactions, Johnston’s direct holdings include 195,675 shares of CINCINNATI FINANCIAL CORP common stock. This figure reflects his direct ownership reported in the Form 4, separate from derivative and phantom stock-based compensation positions.