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CNA Financial Corporation reported the results of its 2026 annual stockholder meeting, where shareholders elected all nominated directors and acted on several key proposals. A total of 266,610,119 shares, about 99% of those entitled to vote, were represented in person or by proxy.
Shareholders gave approximately 94% support to a non-binding advisory vote approving named executive officer compensation. They also approved an amendment to the company’s incentive compensation plan, increasing by 5,000,000 the authorized shares of common stock available for awards, with about 97% of eligible shares voting in favor.
In addition, shareholders ratified the appointment of Deloitte & Touche LLP as independent registered public accountants for 2026, with about 99% of eligible shares voting in favor and minimal opposition. The voting results indicate broad stockholder support for the board, executive pay program, equity incentive plan, and audit firm.
CNA Financial Corp senior vice president and general counsel Jeffrey John Neuenschwander sold 3,287 shares of common stock in an open-market transaction at $45.97 per share. After this sale, he directly holds 7,277 shares of CNA common stock.
CNA Financial Corporation is asking stockholders to vote at its April 29, 2026 annual meeting on four key items. Stockholders will elect ten directors, including CEO and Chairman Douglas W. Worman and six Loews Corporation-affiliated non‑independent directors, alongside four independent directors.
Investors are asked to approve, on an advisory basis, 2025 compensation for named executive officers, where CEO total pay for 2025 was $12.6 million and compensation is heavily weighted toward performance-based incentives tied to a CI (adjusted operating income) metric. A major proposal seeks to amend the Incentive Compensation Plan to add 5,000,000 authorized shares of common stock for equity awards.
Stockholders will also vote on ratifying Deloitte & Touche LLP as independent registered public accountants for 2026. Loews Corporation owns about 92% of CNA’s common stock and has indicated it intends to vote in favor of all Board-recommended proposals.
CNA Financial Corporation Chairman and CEO Douglas Worman reported a compensation-related stock grant and associated tax withholding. He was awarded 106,075 shares of common stock under the company’s Performance Share Plan for the 2025 performance cycle, received at no cost. These performance shares will cliff vest on March 15, 2028, subject to his continued employment and award terms.
To cover tax obligations, 37,062 common shares were withheld at $47.03 per share, a non-market disposition. After these transactions, Worman directly holds 239,749 shares of CNA Financial common stock.
CNA Financial Corp executive James Mark Steven reported equity compensation activity involving the company’s common stock. He was granted 14,451 shares under the Performance Share Plan, achieved for the 2025 performance cycle and scheduled to cliff vest on March 15, 2028, contingent on continuous employment. The filing notes he received these shares at no cost. To cover tax withholding obligations related to the award, 6,791 shares were disposed of at $47.03 per share via share withholding rather than an open-market sale. After these transactions, he directly owns 34,719 common shares of CNA Financial.
CNA Financial Corp EVP & CFO Scott R. Lindquist reported routine equity compensation activity. He was granted 37,232 shares of common stock under the company’s Performance Share Plan for the 2025 performance cycle, received at no cost and scheduled to cliff vest on March 15, 2028, subject to continued employment and award terms. To cover tax obligations, 18,603 shares of common stock were withheld at a price of $47.03 per share. Following these transactions, Lindquist directly holds 100,116 shares of CNA common stock.
CNA Financial Corporation EVP & CAO Daniel Paul Franzetti reported stock-based compensation activity. He was granted 33,094 shares of common stock at no cost as a Performance Share Plan award tied to 2025 financial goals. These shares are scheduled to cliff vest on March 15, 2028, assuming continuous employment, subject to award terms and any employment agreement.
To cover tax withholding obligations, 18,018 common shares were withheld at $47.03 per share. After these transactions, Franzetti directly holds 90,688 shares of CNA common stock. The filing reflects routine incentive compensation rather than open-market trading.
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.