Wayland Joseph F 4

What Happened

• Wayland Joseph F, Executive Vice President and General Counsel of Chubb Ltd (CB), did not sell shares on the open market. On May 21, 2026 he had 12,164 common shares withheld to satisfy tax withholding obligations (12,164 x $330.26 = $4,017,283) and 1,797 restricted shares were forfeited (reported at $0) due to partial satisfaction of performance-based criteria.
• These transactions are routine administrative actions (tax withholding and forfeiture of restricted stock), not discretionary open-market sales or purchases.

Key Details

• Transaction date: May 21, 2026; Filing date: May 26, 2026 (appears to be filed 5 days after the transaction; may be late relative to the 2-business-day Form 4 deadline).
• Withheld shares: 12,164 at $330.26 each — total value reported $4,017,283 (tax withholding).
• Forfeited shares: 1,797 shares reported at $0 — represents partial forfeiture of performance-based restricted stock (footnote F1).
• Footnotes: F1 = restricted stock forfeited due to partial satisfaction of performance criteria; F2 = shares withheld to pay tax liability.
• Shares owned after the transaction: Not specified in the provided filing.

Context

• This was not an open-market sale; shares were retained by the company to cover taxes (a common, administrative "cashless" share withholding). Forfeiture reflects adjustment to a performance-based award rather than a sale.
• Such withholding/forfeiture transactions are routine and generally do not signal the insider’s view of the company’s prospects.