Loews (L) senior vice president reports RSU vesting and tax share withholding

Rhea-AI Filing Summary

Loews Corporation senior vice president Kenneth I. Siegel reported routine equity compensation activity. On February 5, 2026, 5,475 restricted stock units vested and converted into common stock at an exercise price of $0, with 2,239 shares withheld at $109.43 per share to cover tax obligations. On February 6, 2026, a further 6,607 RSUs vested and converted at $0, with 3,112 shares withheld at $110.89 per share for taxes. After these transactions, Siegel directly owned 14,321 shares of Loews 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^*

SIEGEL KENNETH I

(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)
	Senior Vice President

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	13,065	D
Common Stock	02/05/2026		F		2,239	D(2)	$109.43	10,826	D
Common Stock	02/06/2026		M		6,607	A(3)	$0	17,433	D
Common Stock	02/06/2026		F		3,112	D(4)	$110.89	14,321	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 Kenneth I. Siegel	02/06/2026
	** 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 Kenneth I. Siegel report for Loews (L)?

Kenneth I. Siegel reported routine equity compensation activity involving vested restricted stock units converting into Loews common stock. Some shares were automatically withheld by the company to satisfy tax obligations, and he ended with direct ownership of 14,321 Loews common shares following these transactions.

How many Loews restricted stock units vested for Kenneth I. Siegel?

A total of 12,082 restricted stock units vested and converted into Loews common stock. This included 5,475 RSUs tied to 2024 performance metrics on February 5, 2026, and 6,607 RSUs tied to 2023 performance metrics on February 6, 2026, each RSU delivering one common share.

Why were some Loews shares withheld in Kenneth I. Siegel’s Form 4 filing?

Loews withheld shares that vested from Kenneth I. Siegel’s RSUs to cover tax withholding obligations. Specifically, 2,239 shares were withheld at $109.43 on February 5, 2026, and 3,112 shares at $110.89 on February 6, 2026, instead of issuing those shares to him.

What were the exercise prices on Kenneth I. Siegel’s RSU conversions at Loews?

The restricted stock units converted into Loews common stock at an exercise price of $0. This reflects that RSUs are granted as equity awards without a cash exercise cost, delivering one share of Loews common stock for each vested RSU upon settlement.

How many Loews shares did Kenneth I. Siegel own after these transactions?

After the reported equity compensation and tax withholding transactions, Kenneth I. Siegel directly owned 14,321 shares of Loews common stock. This figure reflects issuances from vested RSUs on February 5 and 6, 2026, net of shares withheld to satisfy tax obligations.

What performance conditions were tied to Kenneth I. Siegel’s Loews RSU awards?

Siegel’s 2023 and 2024 RSU awards were subject to Loews achieving a performance-based income metric. The compensation committee later determined the performance metric was met for each year, allowing those RSUs to vest in scheduled tranches during 2025, 2026, and 2027.

What does Kenneth I. Siegel’s role at Loews indicate in this Form 4?

The Form 4 identifies Kenneth I. Siegel as a senior vice president of Loews Corporation. His position explains why he receives performance-based restricted stock units, which are a common component of executive compensation tied to company performance and service-based vesting schedules.