CNA Financial (CNA) HR chief granted 19,888 shares with tax withholding

Rhea-AI Filing Summary

CNA Financial Corporation executive Elizabeth Ann Aguinaga, EVP and Chief HR Officer, reported compensation-related stock transactions. She was granted 19,888 performance share plan (PSP) shares for the 2025 performance cycle, which will cliff vest on March 15, 2028, contingent on continued employment and award terms. The filing notes she received these CNA shares at no cost. On the same date, 11,512 common shares at $47.03 per share were withheld to cover tax obligations under the company’s incentive compensation plan. After these transactions, she directly holds 68,181 shares of CNA common stock.

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

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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^*

Aguinaga Elizabeth Ann

(Last) (First) (Middle)

151 N. FRANKLIN ST.

(Street)

CHICAGO IL 60606

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief HR Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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	03/15/2026		A		19,888(1)	A	$0(2)	79,693	D
Common Stock	03/15/2026		F(3)		11,512	D	$47.03	68,181	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. The Company's Incentive Compensation Plan (as amended and restated as of January 1, 2020) provides for the issuance of CNA Financial Corporation's common stock under the Performance Share Plan (PSP) awards based upon achievement of predetermined financial goals for the 2025 performance cycle. 19,888 PSP shares were achieved and will cliff vest on March 15, 2028. No performance share unit shall vest on such vesting date unless the reporting person has been continuously employed by CNA Financial Corporation from the grant date until such vesting date except as otherwise specified in award terms and employment agreement, if any.

2. The Reporting Person received the CNAF shares at no cost.

3. The Company's Incentive Compensation Plan (as amended and restated as of January 1, 2020) permits the withholding of shares of common stock to satisfy tax withholding obligations of the participants.

Remarks:

	Stathy Darcy by Power of Attorney for Elizabeth A. Aguinaga	03/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did CNA (CNA) report for Elizabeth Ann Aguinaga?

CNA reported that EVP and Chief HR Officer Elizabeth Ann Aguinaga received 19,888 performance share plan shares as a grant tied to 2025 financial goals, plus a related tax-withholding share disposition. These transactions are compensation-related rather than open-market buying or selling.

How many CNA Financial (CNA) shares were granted in the latest award?

Elizabeth Ann Aguinaga was granted 19,888 performance share plan shares for the 2025 performance cycle. These shares will cliff vest on March 15, 2028, subject to continued employment and the specific terms of the award and any employment agreement.

When do Elizabeth Ann Aguinaga’s CNA (CNA) performance shares vest?

The 19,888 performance share plan shares awarded to Elizabeth Ann Aguinaga will cliff vest on March 15, 2028. Vesting requires continuous employment with CNA Financial Corporation from the grant date through that vesting date, except as otherwise provided in award and employment terms.

Were CNA Financial (CNA) shares sold on the market in this Form 4?

The Form 4 shows 11,512 shares of CNA common stock disposed of at $47.03 per share to satisfy tax withholding obligations. The footnotes explain the company’s incentive plan permits share withholding for taxes, indicating this was a tax-withholding event, not an open-market sale.

How many CNA (CNA) shares does Elizabeth Ann Aguinaga hold after these transactions?

Following the reported grant and tax-withholding disposition, Elizabeth Ann Aguinaga directly holds 68,181 shares of CNA Financial Corporation common stock. This figure reflects her updated direct ownership as of the transaction date reported in the Form 4 filing.

Did Elizabeth Ann Aguinaga pay for the CNA (CNA) shares she received?

According to the footnotes, Elizabeth Ann Aguinaga received the CNA Financial common shares at no cost. The award was granted under the company’s incentive compensation plan, which issues shares based on achievement of predetermined financial goals for the 2025 performance cycle.