Travelers (NYSE: TRV) CFO awarded 16K shares; 7.5K used for taxes

Rhea-AI Filing Summary

TRAVELERS COMPANIES, INC. executive vice president and chief financial officer Daniel S. Frey reported mixed equity transactions in company stock. On February 18, 2026, he acquired 16,125.128 shares of common stock at no cost, representing common stock paid out upon achievement of performance objectives from performance share rights granted in 2023. On the same date, 7,522 shares were disposed of at $298.46 per share to satisfy tax withholding obligations, rather than an open-market sale. Following these transactions, Frey directly holds 35,534.948 shares of Travelers common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Frey Daniel S.

Role EVP & Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	16,125.128	$0.00	--
Tax Withholding	Common Stock	7,522	$298.46	$2.25M

Holdings After Transaction: Common Stock — 43,056.948 shares (Direct)

Footnotes (1)

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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^*

Frey Daniel S.

(Last) (First) (Middle)

THE TRAVELERS COMPANIES, INC.

385 WASHINGTON STREET

(Street)

ST. PAUL MN 55102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TRAVELERS COMPANIES, INC. [ TRV ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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	02/18/2026		A(1)		16,125.128	A	$0	43,056.948	D
Common Stock	02/18/2026		F		7,522	D	$298.46	35,534.948	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. Represents common stock paid out upon achievement of performance objectives contained in performance share rights granted in 2023.

	/s/ Wendy C. Skjerven, by power of attorney	02/19/2026
	** 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.

FAQ

What insider transactions did TRV CFO Daniel S. Frey report?

Daniel S. Frey reported a grant of 16,125.128 TRV common shares and a disposition of 7,522 shares. The grant reflects performance-based stock from 2023 awards, while the disposed shares were withheld to cover tax obligations, not sold on the open market.

Were Daniel S. Frey’s TRV share dispositions open-market sales?

No, the 7,522 TRV shares shown as disposed were for tax withholding. The filing labels this as payment of tax liability by delivering securities, meaning shares were withheld rather than sold in an open-market transaction to generate cash proceeds.

How many TRV shares does Daniel S. Frey own after these transactions?

After the reported Form 4 transactions, Daniel S. Frey directly owns 35,534.948 shares of Travelers common stock. This figure reflects the net result of the performance-based share payout and the tax-withholding share disposition reported for February 18, 2026.

What triggered the 16,125.128-share grant to TRV’s CFO?

The 16,125.128 shares of TRV common stock were paid out upon achieving performance objectives tied to performance share rights granted in 2023. This represents equity compensation earned based on those performance goals rather than a purchase of shares on the market.

What transaction codes appear in Daniel S. Frey’s TRV Form 4?

The Form 4 for Daniel S. Frey shows code A for an acquisition of 16,125.128 TRV shares as a grant or award, and code F for a disposition of 7,522 shares used to satisfy tax liabilities by delivering shares instead of paying taxes in cash.