CNA FINANCIAL CORP·4

Mar 17, 3:50 PM ET

Worman Douglas 4

4 · CNA FINANCIAL CORP · Filed Mar 17, 2026

Research Summary

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CNA (CNA) CEO Douglas Worman Receives Award, Sells Shares for Taxes

What Happened
Douglas Worman, Chairman and CEO (and a Director) of CNA Financial Corporation (CNA), was granted 106,075 performance share awards on March 15, 2026 at no cost. On the same date, 37,062 shares were withheld/disposed at $47.03 per share to satisfy tax withholding obligations, generating proceeds/value of $1,743,026.

Key Details

  • Transaction dates: March 15, 2026 (reported on Form 4 filed March 17, 2026). The filing was submitted within the typical 2-business-day Form 4 window.
  • Grant/acquisition: 106,075 Performance Share Plan (PSP) shares acquired at $0.00 (F1, F2). These awards are for the 2025 performance cycle and will cliff vest on March 15, 2028, subject to continued employment.
  • Tax withholding: 37,062 shares withheld/disposed at $47.03 per share to satisfy tax withholding (total value $1,743,026) per plan withholding provisions (F3).
  • Shares owned after transaction: not disclosed in the filing.
  • Footnotes: F1 describes performance-based PSP terms and vesting conditions; F2 confirms the shares were issued at no cost; F3 confirms the plan permits share withholding to meet tax obligations.

Context
This transaction reflects a standard issuance of performance-based equity and routine share withholding to cover taxes. The PSP award itself is a grant (not an open-market purchase) and will only vest if performance and continued-employment conditions are met in 2028. Withholding shares to cover taxes is common and does not necessarily indicate the insider's view on the company's stock.

Insider Transaction Report

Form 4
Period: 2026-03-15
Worman Douglas
DirectorChairman and CEO
Transactions
  • Award

    Common Stock

    [F1][F2]
    2026-03-15+106,075276,811 total
  • Tax Payment

    Common Stock

    [F3]
    2026-03-15$47.03/sh37,062$1,743,026239,749 total
Footnotes (3)
  • [F1]The Company's Incentive Compensation Plan (as amended and restated as of January 1, 2020) provides for the issuance of CNA Financial Corporation's common stock under the Performance Share Plan (PSP) awards based upon achievement of predetermined financial goals for the 2025 performance cycle. 106,075 PSP shares were achieved and will cliff vest on March 15, 2028. No performance share unit shall vest on such vesting date unless the reporting person has been continuously employed by CNA Financial Corporation from the grant date until such vesting date except as otherwise specified in award terms and employment agreement, if any.
  • [F2]The Reporting Person received the CNAF shares at no cost.
  • [F3]The Company's Incentive Compensation Plan (as amended and restated as of January 1, 2020) permits the withholding of shares of common stock to satisfy tax withholding obligations of the participants.
Signature
Stathy Darcy by Power of Attorney for Douglas M. Worman|2026-03-17

Documents

4 files
  • 4
    wk-form4_1773777037.xmlPrimary

    FORM 4

  • EX-24
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