[8-K] CNA FINANCIAL CORP Reports Material Event

Rhea-AI Filing Summary

CNA Financial announced board leadership changes. Dino E. Robusto’s tenure as Executive Chairman and director will end on December 31, 2025, in accordance with his Employment Agreement dated June 5, 2024. The company appointed Douglas M. Worman, its President and Chief Executive, as Chairman of the Board, effective January 1, 2026.

The Board of Directors also approved a reduction in its size to ten, effective January 1, 2026. These updates centralize the CEO and Chairman roles with Mr. Worman and set the board’s composition for the new year.

0000021175falseCHXCommon Stock, Par value $2.50"CNA"00000211752025-10-282025-10-280000021175exch:XNYS2025-10-282025-10-280000021175exch:XCHI2025-10-282025-10-28

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) October 28, 2025

CNA FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

1-5823

36-6169860

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

151 N. Franklin

Chicago, IL 60606

(Address of principal executive offices) (Zip Code)

(312) 822-5000

(Registrant's telephone number, including area code)

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 Stock, Par value $2.50

"CNA"

New York Stock Exchange

NYSE Texas

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 5.02(d) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 3, 2025, the Registrant announced Dino E. Robusto’s tenure as Executive Chairman of the Board, and director, will end on December 31, 2025 in accordance with the Employment Agreement between Mr. Robusto and the Registrant, dated as of June 5, 2024 and also announced the appointment of Douglas M. Worman, President and Chief Executive of the Registrant, as Chairman of the Board of the Registrant, effective January 1, 2026. The Registrant’s Board of Directors have approved the decrease in the size of the Board to ten, effective January 1, 2026.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits:

See Exhibit Index.

EXHIBIT INDEX

Exhibit No.						Description
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

						CNA Financial Corporation
						(Registrant)
Date: November 3, 2025			By			/s/ Stathy Darcy
						(Signature)
						Stathy Darcy Senior Vice President, Deputy General Counsel & Secretary

FAQ

What leadership change did CNA (CNA) announce?

CNA appointed Douglas M. Worman, its President and Chief Executive, as Chairman of the Board effective January 1, 2026.

When does Dino E. Robusto’s role at CNA end?

Dino E. Robusto’s tenure as Executive Chairman and director ends on December 31, 2025 in accordance with his Employment Agreement.

Will CNA’s Board size change?

Yes. The Board approved a decrease in size to ten, effective January 1, 2026.

What positions does Douglas M. Worman hold at CNA?

He is President and Chief Executive and will become Chairman of the Board effective January 1, 2026.

What governs Robusto’s transition at CNA?

The transition follows the Employment Agreement between Mr. Robusto and CNA dated June 5, 2024.

Does the filing mention any financial impact or transactions?

No. It reports leadership changes and board size, with no financial transactions disclosed.