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Loews (NYSE: L) CFO Wang logs RSU vesting and tax share withholding

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

Rhea-AI Filing Summary

Loews Corporation Sr. Vice President & CFO Jane J. Wang reported routine equity compensation activity involving restricted stock units (RSUs) that vested and converted into common stock on February 5 and 6, 2026.

On February 5, 5,475 RSUs from a 2024 performance-based award converted into common shares, and the company withheld 2,240 shares at a price of $109.43 to cover tax obligations. On February 6, 6,607 RSUs from a 2023 performance-based award converted into common shares, and 3,112 shares were withheld at $110.89 for taxes. After these transactions, Wang directly owned 19,042 shares of Loews common stock.

Positive

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Negative

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Insider Wang Jane J.
Role Sr. Vice President & CFO
Type Security Shares Price Value
Exercise Restricted Stock Units 6,607 $0.00 --
Exercise Common Stock 6,607 $0.00 --
Tax Withholding Common Stock 3,112 $110.89 $345K
Exercise Restricted Stock Units 5,475 $0.00 --
Exercise Common Stock 5,475 $0.00 --
Tax Withholding Common Stock 2,240 $109.43 $245K
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 22,154 shares (Direct)
Footnotes (1)
  1. Represents the conversion upon vesting of restricted stock units ("RSUs") into common stock. On February 5, 2024, the Reporting Person was awarded 10,951 RSUs ("2024 RSUs"), subject to the Issuer achieving a pre-determined level of performance based income ("PBI Metric") for 2024. The Issuer's Compensation Committee determined that the Issuer achieved the PBI Metric on February 10, 2025 and the 2024 RSUs were then reported on a Form 4 filed with the Securities and Exchange Commission (the "SEC"). 50% of these RSUs vested on February 5, 2026. The remaining 2024 RSUs vest on February 5, 2027. The Reporting Person is reporting the withholding by the Issuer of shares of common stock that vested in respect of the 2024 RSUs on February 5, 2026 but were not issued in order to satisfy the Reporting Person's tax withholding obligations in connection therewith. Represents the conversion upon vesting of RSUs into common stock. On February 6, 2023, the Reporting Person was awarded 13,213 RSUs ("2023 RSUs"), subject to the Issuer achieving a PBI metric for 2023. The Issuer's Compensation Committee determined that the Issuer achieved the PBI Metric on February 5, 2024 and the 2023 RSUs were then reported on a Form 4 filed with the SEC. 50% of these RSUs vested on February 6, 2025. The remaining 2023 RSUs vested on February 6, 2026. The Reporting Person is reporting the withholding by the Issuer of shares of common stock that vested in respect of the 2023 RSUs on February 6, 2026 but were not issued in order to satisfy the Reporting Person's tax withholding obligations in connection therewith. Each RSU represents a contingent right to receive one share of the Issuer's common stock.
Form 4 Insider Transactions: What Each Field Means →
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*
Wang Jane J.
(Last) (First) (Middle)
C/O LOEWS CORPORATION
9 WEST 57TH STREET
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
LOEWS CORP [ L ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr. Vice President & CFO
3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026
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 02/05/2026 M 5,475 A(1) $0 17,787 D
Common Stock 02/05/2026 F 2,240 D(2) $109.43 15,547 D
Common Stock 02/06/2026 M 6,607 A(3) $0 22,154 D
Common Stock 02/06/2026 F 3,112 D(4) $110.89 19,042 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
Restricted Stock Units (5) 02/05/2026 M 5,475 (1) (1) Common Stock 5,475 $0 5,476 D
Restricted Stock Units (5) 02/06/2026 M 6,607 (3) (3) Common Stock 6,607 $0 0 D
Explanation of Responses:
1. Represents the conversion upon vesting of restricted stock units ("RSUs") into common stock. On February 5, 2024, the Reporting Person was awarded 10,951 RSUs ("2024 RSUs"), subject to the Issuer achieving a pre-determined level of performance based income ("PBI Metric") for 2024. The Issuer's Compensation Committee determined that the Issuer achieved the PBI Metric on February 10, 2025 and the 2024 RSUs were then reported on a Form 4 filed with the Securities and Exchange Commission (the "SEC"). 50% of these RSUs vested on February 5, 2026. The remaining 2024 RSUs vest on February 5, 2027.
2. The Reporting Person is reporting the withholding by the Issuer of shares of common stock that vested in respect of the 2024 RSUs on February 5, 2026 but were not issued in order to satisfy the Reporting Person's tax withholding obligations in connection therewith.
3. Represents the conversion upon vesting of RSUs into common stock. On February 6, 2023, the Reporting Person was awarded 13,213 RSUs ("2023 RSUs"), subject to the Issuer achieving a PBI metric for 2023. The Issuer's Compensation Committee determined that the Issuer achieved the PBI Metric on February 5, 2024 and the 2023 RSUs were then reported on a Form 4 filed with the SEC. 50% of these RSUs vested on February 6, 2025. The remaining 2023 RSUs vested on February 6, 2026.
4. The Reporting Person is reporting the withholding by the Issuer of shares of common stock that vested in respect of the 2023 RSUs on February 6, 2026 but were not issued in order to satisfy the Reporting Person's tax withholding obligations in connection therewith.
5. Each RSU represents a contingent right to receive one share of the Issuer's common stock.
Remarks:
/s/ Thomas H. Watson, by power of attorney for Jane J. Wang 02/06/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Loews (L) CFO Jane J. Wang report on February 5, 2026?

On February 5, 2026, Jane J. Wang reported the vesting of 5,475 restricted stock units from a 2024 performance-based grant, converting into common stock. Loews withheld 2,240 of those shares at $109.43 per share to satisfy her related tax withholding obligations.

What insider transactions did Loews (L) CFO Jane J. Wang report on February 6, 2026?

On February 6, 2026, Wang reported 6,607 restricted stock units from a 2023 performance-based grant vesting and converting into common stock. Loews withheld 3,112 shares at $110.89 per share to cover her tax withholding obligations associated with this RSU vesting event.

How many Loews (L) common shares does CFO Jane J. Wang hold after these Form 4 transactions?

Following the February 5 and 6, 2026 transactions, Jane J. Wang directly owned 19,042 shares of Loews common stock. This balance reflects RSU conversions into shares and the company’s withholding of a portion of vested shares to satisfy her tax obligations.

What were the original Loews (L) RSU awards underlying these 2026 vesting events?

The February 5, 2026 vesting related to a 2024 award of 10,951 RSUs, subject to a 2024 performance-based income metric. The February 6, 2026 vesting related to a 2023 award of 13,213 RSUs, also contingent on a performance-based income metric determined by Loews’ Compensation Committee.

How are Loews (L) performance-based RSUs structured for CFO Jane J. Wang?

Each RSU represents a contingent right to receive one Loews common share. The 2023 and 2024 RSU awards vested only after the Compensation Committee confirmed the company met specified performance-based income metrics, followed by time-based vesting over two annual vesting dates.

Why were some Loews (L) shares withheld in Jane J. Wang’s Form 4 filing?

The filing states Loews withheld a portion of the vested common shares tied to Wang’s 2023 and 2024 RSU awards to satisfy her tax withholding obligations. These withheld shares were not issued to her but were used to cover required tax payments.