Ann Berman Form 4: 2,250 SARs Granted; Sales Reduce Holdings to 6,435 Shares

Rhea-AI Filing Summary

Ann E. Berman, a director of Loews Corporation (L), reported multiple transactions on 09/02/2025 under a Rule 10b5-1 trading plan adopted August 7, 2024. She was granted a Stock Appreciation Right (SAR) with a $35.52 strike and received 2,250 SARs at no cost; those SARs underlie 2,250 common shares exercisable from 09/30/2015 and expiring 09/30/2025. On the same date the Form 4 reports acquisitions and dispositions: 2,250 shares acquired at $35.52, a disposition of 828 shares at $96.70, and a sale of 1,422 shares at $96.67. Following the reported activity, Ms. Berman beneficially owned 6,435 shares, reported as direct ownership.

Positive

• Transactions executed under a Rule 10b5-1 plan, providing an affirmative defense and procedural clarity
• Stock Appreciation Right grant at no cost for 2,250 SARs, disclosed with exercisable and expiration dates

Negative

• Reported direct beneficial ownership declined to 6,435 shares after the reported transactions
• Sales/dispositions at higher prices (reported at ~$96.67–$96.70) reduced the director's shareholdings

Insights

Financial Analyst

TL;DR: Routine insider activity under a 10b5-1 plan including a SAR grant and offsetting sales leaves director ownership reduced to 6,435 shares.

The Form 4 documents a director-level transaction set executed pursuant to a Rule 10b5-1 trading plan, which provides an affirmative defense to insider trading claims when properly adopted. The reporting person received a Stock Appreciation Right tied to 2,250 shares with a $35.52 strike and simultaneously shows acquisitions and dispositions at materially higher prices (~$96.67–$96.70). Net effect is a decline in reported direct beneficial ownership to 6,435 shares. For investors, this is routine compensation and plan-driven trading rather than an unscheduled, material corporate development.

Corporate Governance Expert

TL;DR: The filing reflects planned transactions and an SAR grant, consistent with standard director compensation and compliance processes.

The submission explicitly cites a 10b5-1 plan adopted 08/07/2024, and the signature by power of attorney is present. The SAR grant was received at no cost per the filing, and exercisability/expiration dates are disclosed. These disclosures meet Section 16 reporting requirements and show transparency around director trading; there is no indication in the Form 4 of noncompliance or unusual governance events.

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).

X

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^*

BERMAN ANN E

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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	09/02/2025		M(1)		2,250	A	$35.52	8,685	D
Common Stock	09/02/2025		D(1)		828	D	$96.7	7,857	D
Common Stock	09/02/2025		S(1)		1,422	D	$96.67	6,435	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
Stock Appreciation Right	$35.52	09/02/2025		M(1)			2,250	09/30/2015	09/30/2025	Common Stock	2,250	$0(2)	0	D

Explanation of Responses:

1. The transactions reported in this Form 4 were pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 7, 2024.

2. The Reporting Person received the Derivative Security pursuant to a stock appreciation right grant at no cost.

Remarks:

	/s/ Thomas H. Watson by power of attorney for Ann E. Berman	09/03/2025
	** 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.

FAQ

Who filed the Form 4 for Loews Corporation (L)?

The Form 4 was filed on behalf of Ann E. Berman, identified as a director of Loews Corporation.

What transactions are reported on the 09/02/2025 Form 4 for L?

The filing reports a 2,250 acquisition (via SAR) at $35.52, a disposition of 828 shares at $96.70, and a sale of 1,422 shares at $96.67.

Was the trading executed under a 10b5-1 plan for Loews (L)?

Yes. The Form 4 states the transactions were pursuant to a Rule 10b5-1 trading plan adopted August 7, 2024.

How many Stock Appreciation Rights were granted and what are the key SAR terms?

The reporting person received 2,250 SARs with a $35.52 strike; they are exercisable from 09/30/2015 and expire 09/30/2025, and were received at no cost.

What is the reporting person’s beneficial ownership after these transactions?

Following the reported activity, Ann E. Berman beneficially owned 6,435 shares (reported as direct ownership).