Schnitzer Alan D 4

What Happened

• Alan D. Schnitzer, Chairman and CEO of Travelers Companies (TRV), exercised 216,246 option-derived shares on Feb 4, 2026 (exercise price $126.18/share; total exercise cost $27,285,920) and immediately disposed of the same 216,246 shares. The disposals consisted of 160,513 shares withheld/surrendered for exercise price/taxes and 55,733 shares sold in the open market. Gross proceeds from the sales were about $63.67M. This was a cashless exercise/sell-to-cover transaction rather than a buy.

Key Details

• Transaction dates: award granted Feb 3, 2026; exercise and sales executed Feb 4, 2026; Form 4 filed Feb 5, 2026 (filed within required reporting window).
• Exercise: 216,246 shares acquired at $126.18 = $27,285,920.
• Withholding (tax/exercise payment): 160,513 shares disposed @ weighted avg ~$294.36 = $47,248,607 (footnote F1 clarifies price range).
• Open-market sales: 26,509 shares @ ~$294.18 = $7,798,423 (F1/F2), 23,078 shares @ $295.00 = $6,808,012 (F2), 6,146 shares @ ~$295.82 = $1,818,081 (F3). Total sales proceeds ≈ $63,673,123.
• Shares owned after transaction: not specified on the filing (footnote F4 states the Reporting Person disclaims beneficial ownership of certain securities).
• Footnotes: F1–F3 explain weighted-average price ranges for the reported sale tranches; F4 disclaims beneficial ownership of the derivative award. Transaction codes: M = option exercise, F = payment of exercise price/tax withholding, S = open-market sale, A = grant/award.

Context

• This is a common cashless exercise pattern: the insider exercised options and sold the shares immediately to cover the exercise price and tax withholding, plus additional open-market sales for proceeds. Such transactions are often part of normal compensation and tax withholding, and do not necessarily signal a change in sentiment about the company.