Chubb (CB) Proxy filing summary

Executive summary

• Annual general meeting scheduled for May 21, 2026, in Zurich, Switzerland, with a comprehensive agenda covering financial, governance, compensation, and sustainability matters.

• Board recommends approval of all agenda items, including financial statements, dividend distribution, director elections, compensation, and sustainability report.

• Company reported record financial performance in 2025, with strong growth in net income, underwriting, investment income, and shareholder returns.

Voting matters and shareholder proposals

• Shareholders will vote on approval of 2025 financial statements, allocation of profit, and a dividend of up to $4.08 per share, paid in quarterly installments.

• Discharge of the Board of Directors for 2025 activities and election of auditors, including PricewaterhouseCoopers AG (Zurich), PwC LLP (US), and BDO AG (Zurich) as special audit firm.

• Election of 13 director nominees, Chairman, Compensation Committee, and Homburger AG as independent proxy.

• Renewal of a capital band authorizing up to 20% share capital increase or reduction for one year.

• Approval of amended and restated 2016 Long-Term Incentive Plan, increasing available shares and updating plan features.

• Binding votes on maximum compensation for directors ($6.5M) and executive management ($98M) for the next period, plus advisory votes on Swiss and U.S. compensation reports.

• Approval of the 2025 Sustainability Report.

Board of directors and corporate governance

• Board is 93% independent, with an independent Lead Director and all key committees composed entirely of independent directors.

• Board composition reviewed regularly for skills, experience, and diversity; tenure is balanced between new and long-serving members.

• Only shareholders can elect directors and the Chairman; majority vote required for election.

• Robust succession planning and regular board and committee self-evaluations.

• Shareholder engagement is ongoing, with annual outreach to top shareholders and consideration of feedback in governance and compensation decisions.