Rowland David Donnay 4

What Happened

• Rowland David Donnay, EVP & Co‑Chief Investment Officer of Travelers Companies (TRV), received an award of 9,238.244 shares on 2026-02-18 under a performance share plan (code A). To satisfy tax withholding, 4,225 shares were surrendered (code F) at an indicated value of $298.46 per share, totaling $1,260,994. The net shares delivered to Donnay from this award are approximately 5,013.244.

Key Details

• Transaction date: 2026-02-18; filing date: 2026-02-19 (appears timely).
• Award: 9,238.244 shares granted at $0.00 (performance share payout).
• Tax withholding: 4,225 shares withheld/disposed at $298.46/share = $1,260,994.
• Net shares retained from the award: ~5,013.244 shares (9,238.244 − 4,225).
• Footnotes: F1 — these shares were paid out upon achievement of 2023 performance share rights; F2 — some previously held shares were moved into an indirect trust.
• Transaction types: A = award/grant; F = shares used to satisfy tax liability (not an open‑market sale).

Context

• This was a performance share payout, not an open‑market purchase or investment by the insider. Withholding of shares to cover taxes is routine and does not necessarily indicate a view on the company’s outlook.
• For retail investors, awards increase insider ownership but tax‑withholding reduces the net shares actually delivered.