CNA FINANCIAL CORP
For the period ended Dec 31, 2023. Filed Feb 6, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Feb 6, 2024
CNA$48.16+1.6%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits, Financial Statement Schedules
(1) FINANCIAL STATEMENTS:
| Page Number | |
|---|---|
| Consolidated Statements of Operations - Years ended December 31, 2023, 2022 and 2021 | 60 |
| Consolidated Statements of Comprehensive Income (Loss) - Years ended December 31, 2023, 2022 and 2021 | 61 |
| Consolidated Balance Sheets - December 31, 2023 and 2022 | 62 |
| Consolidated Statements of Cash Flows - Years ended December 31, 2023, 2022 and 2021 | 63 |
| Consolidated Statements of Stockholders' Equity - Years ended December 31, 2023, 2022 and 2021 | 64 |
| Notes to Consolidated Financial Statements | 65 |
| Report of Independent Registered Public Accounting Firm | 145 |
| Management's Report on Internal Control Over Financial Reporting | 148 |
(2) FINANCIAL STATEMENT SCHEDULES:
| Schedule I | Summary of Investments | 157 |
| Schedule II | Condensed Financial Information of Registrant (Parent Company) | 157 |
| Schedule III | Supplementary Insurance Information | 161 |
| Schedule IV | Reinsurance | 161 |
| Schedule V | Valuation and Qualifying Accounts | 161 |
| Schedule VI | Supplemental Information Concerning Property and Casualty Insurance Operations | 162 |
(3) EXHIBITS:
| Description of Exhibit · Exhibit Number | |||
|---|---|---|---|
| (3) · Articles of incorporation and by-laws: | |||
| Certificate of Incorporation of CNA Financial Corporation, as amended May 6, 1987 (Exhibit 3.1 to Form S-8 filed October 9, 1998 incorporated herein by reference) | 3.1 | ||
| Certificate of Amendment of Certificate of Incorporation, dated May 14, 1998 (Exhibit 3.1a to 2006 Form 10-K incorporated herein by reference) | 3.1.1 | ||
| Certificate of Amendment of Certificate of Incorporation, dated May 10, 1999 (Exhibit 3.1 to 1999 Form 10-K incorporated herein by reference) | 3.1.2 | P | |
| By-Laws of CNA Financial Corporation, as amended October 25, 2017 (Exhibit 3.1 to Form 8-K filed October 25, 2017 incorporated herein by reference) | 3.2 | ||
| (4) | Instruments defining the rights of security holders, including indentures:* | ||
| Registration Rights Agreement, dated August 8, 2006, between CNA Financial Corporation and Loews Corporation (Exhibit 10.1 to August 8, 2006 Form 8-K incorporated herein by reference) | 4.1 | ||
| (10) · Material contracts: | |||
|---|---|---|---|
| Second Amended and Restated Credit Agreement dated December 6, 2023 among the registrant, Wells Fargo Bank, National Association, J.P. Morgan Chase Bank, N.A., Associated Bank, National Association, Bank of America, N.A., Barclays Bank PLC, Citibank, N.A., The Northern Trust Company, and U.S. Bank National Association. | 10.1 | ||
| Federal Income Tax Allocation Agreement, dated February 29, 1980 between CNA Financial Corporation and Loews Corporation (Exhibit 10.2 to 1987 Form 10-K incorporated herein by reference) | 10.2 | P | |
| Investment Facilities and Services Agreement, dated January 1, 2006, by and among Loews/CNA Holdings, Inc., CNA Financial Corporation and the Participating Subsidiaries (Exhibit 10.3 to 2007 Form 10-K incorporated herein by reference) | 10.3 | ||
| Amendment to Investment Facilities and Services Agreement, dated January 1, 2007, by and among Loews/CNA Holdings, Inc. and CNA Financial Corporation (Exhibit 10.3.1 to 2007 Form 10-K incorporated herein by reference) | 10.3.1 | ||
| CNA Financial Corporation Incentive Compensation Plan, as amended and restated, effective as of January 1, 2020 (Exhibit A to Form DEF 14A, filed March 20, 2020) | 10.4 | + | |
| CNA Supplemental Executive Retirement Plan, restated as of January 1, 2015 (Exhibit 10.5 to June 30, 2015 Form 10-Q incorporated herein by reference) | 10.5 | + | |
| CNA Deferred Compensation and Savings Plan, restated as of January 1, 2022 (Exhibit 10.6 to December 31, 2021 Form 10-K incorporated herein by reference) | 10.6 | + | |
| Form of Award Letter to Executive Officers, along with Form of Award Terms, for the Annual Performance Share Plan (Exhibit 10.1 to March 31, 2017 Form 10-Q incorporated herein by reference) | 10.7 | + | |
| Employment Agreement, dated August 10, 2020, between CNA Financial Corporation and Dino E. Robusto (Exhibit 10.1 to Form 8-K filed August 10, 2020 incorporated herein by reference) | 10.8 | + | |
| General Release and Separation Agreement, dated July 7, 2023 between CNA Financial Corporation and Gary Haase (Exhibit 10.2 to June 30, 2023 Form 10-Q incorporated herein by reference) | 10.9 | + | |
| General Release and Separation Agreement, dated March 15, 2022 between CNA Financial Corporation and Kevin Smith (Exhibit 10.1 to March 31, 2022 Form 10-Q incorporated herein by reference) | 10.10 | + | |
| General Release and Separation Agreement, dated April 8, 2022 between CNA Financial Corporation and Kevin Leidwinger (Exhibit 10.2 to March 31, 2022 Form 10-Q incorporated herein by reference) | 10.11 | + | |
| Master Transaction Agreement, dated July 14, 2010, among Continental Casualty Company, The Continental Insurance Company, Continental Reinsurance Corporation International, Ltd., CNA Insurance Company Limited, National Indemnity Company and, solely for purposes of Sections 5.19 and 7.3(b) thereof, Berkshire Hathaway Inc. (Exhibit 10.1 to Form 8-K filed July 16, 2010 incorporated herein by reference) | 10.12 | ||
| Administrative Services Agreement, dated August 31, 2010, among Continental Casualty Company, The Continental Insurance Company, Continental Reinsurance Corporation International, Ltd., CNA Insurance Company Limited and National Indemnity Company (Exhibit 10.1 to Form 8-K filed September 1, 2010 incorporated herein by reference) | 10.13 | |
| Collateral Trust Agreement, dated August 31, 2010, among Continental Casualty Company, The Continental Insurance Company, Continental Reinsurance Corporation International, Ltd., CNA Insurance Company Limited, National Indemnity Company and Wells Fargo Bank, National Association (Exhibit 10.2 to Form 8-K filed September 1, 2010 incorporated herein by reference) | 10.14 | |
| Loss Portfolio Transfer Reinsurance Agreement, dated August 31, 2010, among Continental Casualty Company, The Continental Insurance Company, Continental Reinsurance Corporation International, Ltd., CNA Insurance Company Limited and National Indemnity Company (Exhibit 10.3 to Form 8-K filed September 1, 2010 incorporated herein by reference) | 10.15 | |
| Amendment No. 1 to the Master Transaction Agreement, dated August 31, 2010, among Continental Casualty Company, The Continental Insurance Company, Continental Reinsurance Corporation International, Ltd., CNA Insurance Company Limited and National Indemnity Company (Exhibit 10.4 to Form 8-K filed September 1, 2010 incorporated herein by reference) | 10.16 | |
| Parental Guarantee Agreement, dated August 31, 2010, made by Berkshire Hathaway Inc. in favor of Continental Casualty Company, The Continental Insurance Company, Continental Reinsurance Corporation International, Ltd. and CNA Insurance Company Limited (Exhibit 10.5 to Form 8-K filed September 1, 2010 incorporated herein by reference) | 10.17 | |
| Master Transaction Agreement, dated as of December 30, 2020, by and between Continental Casualty Company and Cavello Bay Reinsurance Limited (including the forms of the Reinsurance Agreement and Trust Agreement) (Exhibit 10.1 to Form 8-K filed December 31, 2020 incorporated herein by reference) | 10.18 | |
| (21) | Subsidiaries of the Registrant | |
| List of subsidiaries of the Registrant | 21.1 | |
| (23) | Consent of Experts and Counsel | |
| Consent of Independent Registered Public Accounting Firm | 23.1 | |
| (31) | Rule 13a-14(a)/15d-14(a) Certifications | |
| Certification of Chief Executive Officer | 31.1 | |
| Certification of Chief Financial Officer | 31.2 | |
| (32) | Section 1350 Certifications | |
| Written Statement of the Chief Executive Officer of CNA Financial Corporation Pursuant to 18 U.S.C. Section 1350 (As adopted by Section 906 of the Sarbanes-Oxley Act of 2002) | 32.1 | |
| Written Statement of the Chief Financial Officer of CNA Financial Corporation Pursuant to 18 U.S.C. Section 1350 (As adopted by Section 906 of the Sarbanes-Oxley Act of 2002) | 32.2 | |
| (97) | Policy Relating to Recovery of Erroneously Awarded Compensation | |
| CNA Financial Corporation Clawback Policy | 97.1 |
| (101) · XBRL - Interactive Data File | ||
|---|---|---|
| XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document · 101.INS | ||
| Inline XBRL Taxonomy Extension Schema · 101.SCH | ||
| Inline XBRL Taxonomy Extension Calculation Linkbase · 101.CAL | ||
| Inline XBRL Taxonomy Extension Definition Linkbase · 101.DEF | ||
| Inline XBRL Taxonomy Label Linkbase · 101.LAB | ||
| Inline XBRL Taxonomy Extension Presentation Linkbase · 101.PRE | ||
| (104) | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | 104.1 |
| * CNA Financial Corporation hereby agrees to furnish to the Commission upon request copies of instruments with respect to long-term debt, pursuant to Item 601(b)(4) (iii) of Regulation S-K. | ||
| P - Per Item 102(d) of Regulation S-T [17CFR 232.102(d)], these exhibits do not need to be hyperlinked. | ||
| + Management contract or compensatory plan or arrangement. | ||
| Except for Exhibits 10.1, 21.1, 23.1, 31.1, 31.2, 32.1, 32.2, 97.1 and the XBRL documents as discussed in the note above, the exhibits above are not included in this report, but are on file with the SEC. | ||
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