Chai Nelson 4

What Happened

• Chai Nelson, a director of Chubb Ltd (CB), was granted 681 restricted common shares as director fees on May 21, 2026. The award is reported as an acquisition (A) and the filing does not list an acquisition price.
• On the same date, 193 of those shares were withheld to satisfy tax withholding (code F) at $330.26 per share, generating $63,740 in consideration reported as a disposition.
• Using the withholding price of $330.26 as an implied market reference, the 681-share award would be roughly $225k, though the grant price is listed as N/A.

Key Details

• Transaction date: May 21, 2026 (Filed: May 26, 2026 — filing appears one business day late).
• Award: 681 restricted shares (code A); Withholding: 193 shares withheld (code F) at $330.26/share for $63,740.
• Shares owned after transaction: not specified in the filing.
• Footnotes: Award granted under Chubb Limited’s long-term incentive plan and qualifies under Rule 16b-3; restricted shares vest on the day of the next annual shareholders meeting if the director remains in office. Withholding of shares was used to pay tax liability.
• Timeliness: Filing was submitted May 26 for a May 21 transaction (appears late by one business day); late Form 4s can draw SEC attention and potential penalties.

Context

• This was a compensation award to a director (not an open-market purchase or a deliberate sale) and is routine for board fees. The withholding of shares to cover taxes is a common administrative step and does not necessarily signal the insider’s view on the stock.
• The award vests in the future (upon the next annual shareholders meeting if Nelson remains a director), so the shares are not fully transferable until vesting conditions are met.