Kess Avrohom J. 4

What Happened

• Avrohom J. Kess, Vice Chairman and Chief Legal Officer of Travelers (TRV), exercised 27,686 stock options on 2026-04-28 by paying an exercise price of $140.85 per share (cost = $3,899,573).
• All 27,686 shares acquired in the exercise were disposed: 20,951 shares were used to satisfy tax/withholding obligations (reported as a tax withholding/disposition at $309.03/share, value = $6,474,488) and 6,735 shares were sold in the open market at $308.78/share (value = $2,079,640). Total sale/withholding proceeds ~ $8,554,128.
• Because the exercised shares were either withheld for taxes or sold, there was no net increase in shares from this exercise.

Key Details

• Transaction date: 2026-04-28 (Filed 2026-04-29; timely).
• Exercise: 27,686 shares @ $140.85 (paid $3,899,573).
• Tax withholding/disposition: 20,951 shares @ $309.03 (value $6,474,488).
• Open-market sale: 6,735 shares @ $308.78 (value $2,079,640).
• Shares owned after transaction: not specified in the provided filing excerpt.
• Codes: M = exercised options/converted derivative; F = payment of exercise price or tax liability; S = open-market sale. This pattern is a cashless-style exercise (options exercised then shares used/sold to cover taxes and/or raise cash).

Context

• This is a routine option exercise with immediate withholding and a partial/complete sale of the acquired shares to cover taxes and realize proceeds, not necessarily an indicator of broader company sentiment.
• The filing was submitted the day after the transactions (timely).