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Cincinnati Financial (CINF) CFO exercises options, shares used for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Cincinnati Financial Corporation CFO Michael J. Sewell reported an option exercise and related tax withholding. He exercised stock options for 36,909 shares of Common Stock at $70.70 per share and, in a separate transaction coded "F," 8,822 Common shares at $163.54 per share were disposed of to cover exercise price or tax liabilities. Following these non-derivative transactions, he directly held 140,010 Common shares. Sewell also reported 14,476 underlying shares tied to Phantom Stock Shares acquired under the company's Top Hat Savings Plan, an Excess Benefits Plan to be settled at retirement or other termination of service.

Positive

  • None.

Negative

  • None.
Insider Sewell Michael J
Role CFO, EVP & Treasurer
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 36,909 $0.00 --
Exercise Common Stock 36,909 $70.70 $2.61M
Tax Withholding Common Stock 8,822 $163.54 $1.44M
holding Phantom Stock Shares -- -- --
Holdings After Transaction: Stock Option (Right to Buy) — 0 shares (Direct, null); Common Stock — 148,832 shares (Direct, null); Phantom Stock Shares — 14,476 shares (Direct, null)
Footnotes (1)
  1. 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.
Options exercised 36,909 shares Stock Option (Right to Buy) exercised at $70.70 on 2026-05-01
Option exercise price $70.70/share Exercise price for 36,909 Stock Options
Tax-withholding shares 8,822 shares Common Stock disposed with code F at $163.54/share
Tax-withholding price $163.54/share Price per share for 8,822 Common shares used for tax/exercise payment
Common shares after transaction 140,010 shares Direct Common Stock holdings following non-derivative transactions
Phantom stock underlying shares 14,476 shares Underlying Common Stock tied to Phantom Stock Shares in Top Hat Savings Plan
Phantom Stock Shares financial
"The reported phantom stock shares were acquired under the company's Top Hat Savings Plan"
Top Hat Savings Plan financial
"acquired under the company's Top Hat Savings Plan, an "Excess Benefits Plan""
Excess Benefits Plan regulatory
"an "Excess Benefits Plan" within the meaning of Rule 16b-3(b)(2)"
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.
Exercise or conversion of derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Sewell Michael J
(Last)(First)(Middle)
6200 SOUTH GILMORE RD
(Street)
FAIRFIELD OHIO 45014
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
CINCINNATI FINANCIAL CORP [ CINF ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CFO, EVP & Treasurer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/01/2026M36,909A$70.7148,832D
Common Stock05/01/2026F8,822D$163.54140,010D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$70.705/01/2026M36,90902/10/2018(1)02/10/2027(1)Common Stock36,909$0.000.00D
Phantom Stock Shares$0.00 (2) (2)Common Stock14,47614,476D
Explanation of Responses:
1. The option vests in three annual installments beginning on the first anniversary of the date of grant.
2. 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/ Michael J Sewell05/04/2026
** Signature of Reporting PersonDate
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 did Cincinnati Financial (CINF) CFO Michael Sewell report in this Form 4?

CFO Michael Sewell reported exercising stock options and a related tax-withholding disposition. He exercised 36,909 Common Stock options and 8,822 Common shares were used to satisfy exercise price or tax liabilities, with updated direct share and phantom stock holdings disclosed.

How many Cincinnati Financial (CINF) stock options did the CFO exercise?

Michael Sewell exercised 36,909 Stock Options (Right to Buy) for Common Stock at an exercise price of $70.70 per share. These options had an original expiration date of February 10, 2027, and the exercise converted the derivative position into Common Stock ownership.

Were any of the Cincinnati Financial (CINF) CFO’s shares sold on the open market?

The Form 4 shows a transaction coded "F" for 8,822 Common shares at $163.54 per share, described as payment of exercise price or tax liability by delivering securities. This reflects a tax-withholding disposition, not an open-market sale for investment purposes.

How many Cincinnati Financial (CINF) shares does the CFO hold after these transactions?

After the reported non-derivative transactions, Michael Sewell directly held 140,010 shares of Cincinnati Financial Common Stock. This figure reflects his updated direct ownership position as of the transaction date reported, following the option exercise and related tax-withholding disposition.

What are the Phantom Stock Shares reported by the Cincinnati Financial (CINF) CFO?

The Phantom Stock Shares represent units acquired under the company’s Top Hat Savings Plan, an Excess Benefits Plan. They are tied to 14,476 underlying Common shares and will be settled upon the CFO’s retirement or other termination of service, with value transferable among plan investments.

Does the Cincinnati Financial (CINF) Form 4 show remaining derivative positions for the CFO?

After exercising 36,909 Stock Options, that option position shows zero shares remaining. The filing lists Phantom Stock Shares as a remaining derivative-type position, referencing 14,476 underlying Common shares associated with the company’s Top Hat Savings Plan for future settlement.