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As Of Filer Filing For·On·As Docs:Size 2/23/18 Chubb Ltd 10-K 12/31/17 174:59M |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 4.22M
2: EX-10.88 Material Contract HTML 701K
3: EX-10.89 Material Contract HTML 81K
4: EX-10.90 Material Contract HTML 73K
5: EX-10.91 Material Contract HTML 100K
6: EX-10.92 Material Contract HTML 78K
7: EX-10.93 Material Contract HTML 78K
8: EX-10.94 Material Contract HTML 93K
9: EX-10.95 Material Contract HTML 91K
10: EX-10.96 Material Contract HTML 87K
11: EX-10.97 Material Contract HTML 94K
12: EX-10.98 Material Contract HTML 114K
13: EX-10.99 Material Contract HTML 66K
15: EX-21.1 Subsidiaries List HTML 147K
16: EX-23.1 Consent of Experts or Counsel HTML 50K
14: EX-12.1 Statement re: Computation of Ratios HTML 63K
17: EX-31.1 Certification -- §302 - SOA'02 HTML 54K
18: EX-31.2 Certification -- §302 - SOA'02 HTML 54K
19: EX-32.1 Certification -- §906 - SOA'02 HTML 49K
20: EX-32.2 Certification -- §906 - SOA'02 HTML 49K
27: R1 Document and Entity Information HTML 76K
28: R2 Consolidated Balance Sheets HTML 174K
29: R3 Consolidated Balance Sheets (Parenthetical) HTML 70K
30: R4 Consolidated Statements Of Operations and HTML 153K
Comprehensive Income
31: R5 Consolidated Statements of Operations and HTML 55K
Comprehensive Income (Parenthetical)
32: R6 Consolidated Statements Of Shareholders' Equity HTML 130K
33: R7 Consolidated Statements Of Shareholders' Equity HTML 61K
(Parenthetical)
34: R8 Consolidated Statements Of Cash Flows HTML 190K
35: R9 Consolidated Statements Of Cash Flows HTML 51K
(Parenthetical)
36: R10 Summary of significant accounting policies HTML 163K
37: R11 Acquisitions HTML 115K
38: R12 Investments HTML 553K
39: R13 Fair value measurements HTML 604K
40: R14 Reinsurance HTML 183K
41: R15 Intangible Assets HTML 154K
42: R16 Unpaid losses and loss expenses HTML 2.24M
43: R17 Taxation HTML 173K
44: R18 Debt HTML 127K
45: R19 Commitments, contingencies, and guarantees HTML 256K
46: R20 Shareholders' equity HTML 113K
47: R21 Share-based compensation HTML 200K
48: R22 Postretirement benefits HTML 473K
49: R23 Other (income) expense HTML 70K
50: R24 Segment information HTML 415K
51: R25 Earnings per share HTML 77K
52: R26 Related party transaction HTML 77K
53: R27 Statutory Financial Information HTML 78K
54: R28 Information provided in connection with HTML 795K
outstanding debt of subsidiaries
55: R29 Condensed Unaudited Quarterly Financial Data HTML 127K
56: R30 Schedule I HTML 94K
57: R31 Schedule II HTML 152K
58: R32 Schedule IV HTML 115K
59: R33 Schedule VI HTML 91K
60: R34 Summary of significant accounting policies HTML 228K
(Policies)
61: R35 Acquisitions Acquisitions (Tables) HTML 110K
62: R36 Investments (Tables) HTML 665K
63: R37 Fair value measurements (Tables) HTML 792K
64: R38 Reinsurance (Tables) HTML 171K
65: R39 Intangible Assets (Tables) HTML 152K
66: R40 Unpaid losses and loss expenses (Tables) HTML 2.12M
67: R41 Taxation (Tables) HTML 164K
68: R42 Debt (Tables) HTML 115K
69: R43 Commitments, contingencies, and guarantees HTML 233K
(Tables)
70: R44 Shareholders' equity (Tables) HTML 101K
71: R45 Share-based compensation (Tables) HTML 186K
72: R46 Postretirement benefits (Tables) HTML 587K
73: R47 Other (Income) Expense (Tables) HTML 68K
74: R48 Segment information (Tables) HTML 406K
75: R49 Earnings per share (Tables) HTML 76K
76: R50 Related party transaction Related Party HTML 67K
Transactions (Tables)
77: R51 Statutory Financial Information (Tables) HTML 70K
78: R52 Information provided in connection with HTML 794K
outstanding debt of subsidiaries (Tables)
79: R53 Condensed Unaudited Quarterly Financial Data HTML 127K
(Tables)
80: R54 Summary of significant accounting policies HTML 187K
(Narrative) (Detail)
81: R55 Acquisitions (Detail) HTML 195K
82: R56 Acquisitions Intangible Assets (Details) HTML 73K
83: R57 Investments (Narrative) (Detail) HTML 111K
84: R58 Investments Investments (Schedule Of Amortized HTML 83K
Cost and Fair Value of Available-for-sale
Securities and Related OTTI Recognized in AOCI)
(Details)
85: R59 Investments (Schedule Of Amortized Cost And Fair HTML 82K
Value Of Held-to-Maturity And Related
Other-Than-Temporary Impairment Recognized In
Accumulated Other Comprehensive Income) (Detail)
86: R60 Investments (Schedule Of Fixed Maturities By HTML 129K
Contractual Maturity) (Detail)
87: R61 Investments (Schedule Of Cost And Fair Value Of HTML 58K
Equity Securities) (Detail)
88: R62 Investments (Schedule Of Default Assumptions By HTML 66K
Moody's Rating Categories) (Details)
89: R63 Investments (Net Realized Gains (Losses) And HTML 133K
Losses Included In Net Realized Gains (Losses) And
Other Comprehensive Income) (Detail)
90: R64 Investments (Roll-Forward Of Pre-Tax Credit Losses HTML 61K
Related To Fixed Maturities For Which Portion Of
Other-Than-Temporary Impairment Was Recognized In
Other Comprehensive Income) (Detail)
91: R65 Investments (Schedule Of Other Investments) HTML 75K
(Details)
92: R66 Investments (Schedule Of Investments In HTML 76K
Partially-Owned Insurance Companies) (Details)
93: R67 Investments (Aggregate Fair Value And Gross HTML 101K
Unrealized Loss By Length Of Time Security Has
Continuously Been In Unrealized Loss Position)
(Detail)
94: R68 Investments (Schedule Of Sources Of Net Investment HTML 77K
Income) (Details)
95: R69 Investments (Schedule Of Components Of Restricted HTML 60K
Assets) (Detail)
96: R70 Fair Value Measurements (Narrative) (Detail) HTML 106K
97: R71 Fair value measurements Fair Value Measurements HTML 79K
(Annuitization Experience for GMIB Policies)
(Details)
98: R72 Fair Value Measurements (Financial Instruments HTML 137K
Measured At Fair Value On Recurring Basis)
(Detail)
99: R73 Fair Value Measurements (Fair Value And Maximum HTML 90K
Future Funding Commitments Related To Investments)
(Detail)
100: R74 Fair Value Measurements (Schedule Of Significant HTML 97K
Unobservable Inputs Used In Level 3 Liability
Valuations) (Detail)
101: R75 Fair value measurements Fair Value Measurements HTML 107K
(Fair Value, Assets Measured on Recurring Basis,
Unobservable Input Reconciliation) (Details)
102: R76 Fair value measurements Fair Value Measurements HTML 90K
(Fair Value, Liabilities Measured on Recurring
Basis, Unobservable Input Reconciliation)
(Details)
103: R77 Fair Value Measurements (Carrying Values And Fair HTML 127K
Values Of Financial Instruments Not Measured At
Fair Value) (Detail)
104: R78 Reinsurance (Consolidated Reinsurance) (Details) HTML 79K
105: R79 Reinsurance (Reinsurance Recoverable on Ceded HTML 61K
Reinsurance) (Details)
106: R80 Reinsurance (Reinsurance Recoverable by Category HTML 75K
and Listing of Largest Reinsurers) (Details)
107: R81 Reinsurance Reinsurance (Assumed Life Reinsurance HTML 78K
Programs Involving Minimum Benefit Guarantees
Under Annuity Contracts - Schedule Of Guaranteed
Minimum Benefits Income And Expense) (Detail)
108: R82 Reinsurance (Assumed Life Reinsurance Programs HTML 65K
Involving Minimum Benefit Guarantees Under Annuity
Contracts - Narrative) (Detail)
109: R83 Reinsurance Reinsurance (Net Amount at Risk and HTML 77K
100 Percent Mortality) (Details)
110: R84 Intangible Assets (Narrative) (Details) HTML 61K
111: R85 Intangible Assets (Roll-forward of Goodwill by HTML 81K
Business Segment) (Details)
112: R86 Intangible Assets (Estimated Amortization Expense HTML 94K
Over Next Five Years) (Details)
113: R87 Intangible Assets (Voba) (Details) HTML 75K
114: R88 Unpaid losses and loss expenses (Unpaid Losses and HTML 87K
Loss Expenses Rollforward) (Details)
115: R89 Unpaid losses and loss expenses Unpaid losses and HTML 96K
loss expenses (Reconciliation of reserve Balances
to Liability for Unpaid Loss)(Details) (Details)
116: R90 Unpaid losses and loss expenses Unpaid Losses and HTML 514K
loss expenses, claims development (Cumulative Net
incurred Loss and Allocated Loss Adjustment
Expense) (Details)
117: R91 Unpaid losses and loss expenses Unpaid losses and HTML 77K
loss expenses (Details) (Supplementary PPD)
(Details)
118: R92 Unpaid losses and loss expenses Unpaid losses and HTML 119K
loss expenses (Average Annual Payout) (Details)
119: R93 Unpaid losses and loss expenses Unpaid losses and HTML 176K
loss expenses (Details) (Supplementary PPD
Reconciliation) (Details)
120: R94 Unpaid losses and loss expenses Unpaid losses and HTML 109K
loss expenses (PPD table) (Details)
121: R95 Unpaid losses and loss expenses (A&E Loss HTML 97K
Roll-forward) (Details)
122: R96 Unpaid losses and loss expenses (Narrative) HTML 311K
(Details)
123: R97 Taxation (Narrative) (Details) HTML 97K
124: R98 Taxation (Provision For Income Taxes) (Details) HTML 70K
125: R99 Taxation (Reconciliation Of The Difference Between HTML 75K
The Provision for Income Taxes and the Expected
Tax Provision at Swiss Statutory Income Tax Rate)
(Details)
126: R100 Taxation (Components Of Net Deferred Tax Assets) HTML 105K
(Details)
127: R101 Taxation (Reconciliation of Unrecognized Tax HTML 60K
Benefits) (Details)
128: R102 Debt (Narrative) (Details) HTML 76K
129: R103 Debt (Schedule of Debt Outstanding) (Details) HTML 163K
130: R104 Commitments, contingencies, and guarantees HTML 88K
(Narrative) (Detail)
131: R105 Commitments, contingencies, and guarantees HTML 105K
(Balance Sheet Locations, Fair Values In Asset Or
(Liability) Position, And Notional Values/Payment
Provisions Of Derivative Instruments) (Detail)
132: R106 Commitments, contingencies, and guarantees HTML 74K
Commitments, Contingencies, And Guarantees
(Transactions accounted for as secured borrowings)
(Details)
133: R107 Commitments, contingencies, and guarantees HTML 79K
Commitments, contingencies, and guarantees
(Collateral pledged under repurchase agreements)
(Details)
134: R108 Commitments, contingencies, and guarantees (Net HTML 72K
Realized Gains (Losses) Of Derivative Instrument
Activity In Consolidated Statement Of Operations)
(Detail)
135: R109 Commitments, contingencies, and guarantees (Future HTML 67K
Minimum Lease Payments) (Details)
136: R110 Shareholders' equity (Detail) HTML 87K
137: R111 Shareholders' equity Schedule of Dividends HTML 60K
Declared (Details)
138: R112 Shareholders' equity (Rollforward Of Changes In HTML 60K
Common Stock Shares Issued And Outstanding)
(Details)
139: R113 Shareholders' equity Repurchase of Common Shares HTML 56K
(Details)
140: R114 Share-based compensation (Narrative) (Detail) HTML 127K
141: R115 Share-based compensation (Pre-tax and After-tax HTML 65K
Share-based Compensation Expense) (Details)
142: R116 Share-based compensation (Weighted Average HTML 61K
Assumptions for Option Grants) (Details)
143: R117 Share-based compensation (Rollforward Of Company's HTML 94K
Stock Options) (Details)
144: R118 Share-based compensation (Rollforward Of Company's HTML 89K
Restricted Stock) (Details)
145: R119 Postretirement benefits (Narrative) (Details) HTML 125K
146: R120 Postretirement benefits Schedule of Net Funded HTML 120K
Status (Details)
147: R121 Postretirement benefits Schedule of amounts HTML 66K
recognized in AOCI on a pretax basis (Details)
148: R122 Postretirement benefits Schedule of assumptions HTML 61K
used to determine benefit obligation (Details)
149: R123 Postretirement benefits Schedule of net periodic HTML 110K
benefit costs (Details)
150: R124 Postretirement benefits Schedule of Assumptions HTML 74K
Used to determine net periodic benefit
costs(Details)
151: R125 Postretirement benefits Schedule of Health Care HTML 61K
Cost Trend Rates (Details)
152: R126 Postretirement benefits Schedule of Allocation of HTML 106K
Plan Assets (Details)
153: R127 Postretirement benefits (Schedule of Expected HTML 71K
Future Benefit Payments) (Details)
154: R128 Other (Income) Expense (Details) HTML 64K
155: R129 Segment Information (Operations By Segment) HTML 191K
(Detail)
156: R130 Segment Information (Net Premiums Earned For HTML 113K
Segment By Product) (Detail)
157: R131 Segment Information (Net Premiums Earned By HTML 75K
Geographic Region) (Details)
158: R132 Earnings Per Share (Detail) HTML 78K
159: R133 Related party transaction (Details) HTML 95K
160: R134 Statutory Financial Information (Details) HTML 68K
161: R135 Information provided in connection with HTML 183K
outstanding debt of subsidiaries (Condensed
Consolidating Balance Sheet) (Detail)
162: R136 Information provided in connection with HTML 143K
outstanding debt of subsidiaries (Condensed
Consolidating Statement Of Operations and
Comprehensive Income) (Detail)
163: R137 Information provided in connection with HTML 223K
outstanding debt of subsidiaries (Condensed
Consolidating Statement Of Cash Flows) (Detail)
164: R138 Condensed Unaudited Quarterly Financial Data HTML 87K
(Details)
165: R139 Schedule I (Details) HTML 101K
166: R140 Schedule II (BALANCE SHEETS - Parent Company Only) HTML 124K
(Details)
167: R141 Schedule II Schedule II (STATEMENTS OF OPERATIONS HTML 90K
- Parent Company Only) (Details)
168: R142 Schedule II (STATEMENTS OF CASH FLOWS - Parent HTML 111K
Company Only) (Details)
169: R143 Schedule IV (Supplemental Information Concerning HTML 84K
Reinsurance) (Details)
170: R144 Schedule VI (Supplementary Information Concerning HTML 77K
Property and Casualty Operations) (Details)
171: R9999 Uncategorized Items - cb-20171231.xml HTML 99K
173: XML IDEA XML File -- Filing Summary XML 312K
172: EXCEL IDEA Workbook of Financial Reports XLSX 305K
21: EX-101.INS XBRL Instance -- cb-20171231 XML 22.14M
23: EX-101.CAL XBRL Calculations -- cb-20171231_cal XML 703K
24: EX-101.DEF XBRL Definitions -- cb-20171231_def XML 2.64M
25: EX-101.LAB XBRL Labels -- cb-20171231_lab XML 4.64M
26: EX-101.PRE XBRL Presentations -- cb-20171231_pre XML 3.31M
22: EX-101.SCH XBRL Schema -- cb-20171231 XSD 457K
174: ZIP XBRL Zipped Folder -- 0000896159-18-000002-xbrl Zip 1.08M
| Exhibit |
(a) | The “Participant” is [Insert Name], who is the individual recipient of the Performance Based Restricted Stock Award on the specified Grant Date. |
(b) | The “Grant Date” is [Insert Date]. |
(c) | The
“Commencement Date” is [January 1, 2018]. |
(d) | The number of “Covered Performance Shares” is [Insert Number], which is 50% [66% for Vice Chairman and COO] of that portion of the Participant’s annual Long-Term Incentive Award which is granted in the form of restricted shares for the year in which the Grant Date occurs, as reflected in the corporate records and shown in the Record-Keeping System in the Participant’s individual account records. |
(e) | The
number of Premium Performance Shares is [Insert number equal to 65% of the number of Covered Performance Shares]. |
(a) | If
the Cumulative Performance of the Company during the Performance Period is 50 percent or greater than 50 percent, the Restricted Period shall end for any Covered Performance Shares on the later of the three-year anniversary of the Grant Date and the date the Committee certifies that the requisite Cumulative Performance has been achieved during the Performance Period (the date of certification is referred to as the “Certification Date” and the later of the three-year anniversary of the Grant Date and the Certification Date referred to as the “Vesting Date”). If the Cumulative Performance of |
(b) | The term “Performance Percentage” shall mean the applicable Performance Percentage determined based on the achievement of the Cumulative Performance over the Performance Period by Chubb Limited: |
If the Satisfaction of Chubb Limited of the Cumulative Performance during the applicable Performance Period: | The Performance Percentage will be: |
Does not exceed 25% | 0% |
Exceeds 25%, but does not meet or exceed 50% | 50%, as increased to the extent, if any, provided pursuant to the following provisions of this paragraph (b) |
Meets or exceeds 50% | 100% |
(c) | For the avoidance of doubt, the Restricted Period shall end only on or after the Committee’s certification that the Cumulative Performance for the Performance Period has been satisfied. Any Covered Performance Shares that have not vested as of the end of the Restricted Period shall be forfeited by
the Participant as of the Vesting Date. |
(a) | For Covered Performance Shares as to which the Restricted Period has not ended prior to the Date of Termination, the Restricted Period for such Covered Performance Shares shall end upon the Participant’s Date of Termination, and the Covered Performance Shares shall fully vest upon the Date of Termination, if the Date of Termination occurs by reason of the Participant’s death. |
(b) | For
Covered Performance Shares as to which the Restricted Period has not ended prior to the Date of Termination, the Restricted Period for such Covered Performance Shares shall end upon the Participant’s Date of Termination, and the Covered Performance Shares shall fully vest upon the Date of Termination, if the Date of Termination occurs by reason of the Participant’s Long-Term Disability. |
(c) | For Covered Performance Shares as to which the Restricted Period has not ended prior to the date of a Change in Control, the Restricted Period for such Covered Performance Shares shall end upon a Change in Control, and the Covered Performance Shares shall vest upon the Change in Control, provided that such Change in Control occurs on or before the Date of Termination. |
(a) | Except as provided in paragraphs 3 and 4 above, the Participant will be vested in any Covered Performance Shares if the Date of Termination has not occurred prior to the last day of the Restricted Period with respect to those shares and the requirements of paragraph 2 have been satisfied. Upon vesting at the end of such Restricted Period, those shares will be delivered to the Participant free of all restrictions. |
(b) | Except
as otherwise determined by the Committee and as provided in paragraphs 3 and 4 above, the Participant shall forfeit any Covered Performance Shares as of the Date of Termination, if such Date of Termination occurs prior to the Vesting Date. |
(c) | Notwithstanding anything to the contrary in any employment agreement between the Participant and the Company or a Subsidiary or any severance plan maintained by the Company or a Subsidiary in which the Participant participates, the Participate acknowledges and agrees that the Covered Performance Shares and Premium Performance Shares shall vest
(and the Restricted Period shall end) only as provided by, and subject to the terms of, these Performance Based Restricted Stock Award Terms. |
(a) | The Restricted Period shall end on the Vesting Date for the number of the Premium Performance Shares determined
by multiplying the number of Premium Performance Shares by the Premium Award Performance Percentage (as determined below). |
(b) | The Premium Award Performance Percentage will be determined in accordance with the following schedule: |
If the Cumulative Performance of Chubb Limited during the Performance Period: | The Premium Award Performance Percentage will be: |
Does not meet or exceed
50% | 0% |
Meets or exceeds 50%, but does not exceed 75% | 0%, as increased to the extent, if any, provided pursuant to the following provisions of this paragraph (b) up to 77% |
Exceeds 75% and the Total Shareholder Return of Chubb Limited during the Performance Period meets or exceeds the 55th percentile of the Total Shareholder Return of the Peer Companies. | 100% |
(c) | Upon vesting at the end of such Restricted Period, those shares will be delivered
to the Participant free of all restrictions. Except as provided in paragraph 3 for a Date of Termination that occurs because of Retirement, the Participant shall not be entitled to vesting of any Premium Performance Shares if the Date of Termination occurs before the Vesting Date for any reason. |
(a) | Change
in Control. The term “Change in Control” shall be defined as set forth in the Plan. |
(b) | Combined Ratio. The “Combined Ratio” for a given period is determined as the sum of the loss and loss expense ratio, the policy acquisition cost ratio and the administrative expense ratio in relation to the P& C insurance business. For Chubb the Combined Ratio is determined as the P&C combined ratio disclosed in the 10-K for such period (or the average of the disclosed combined ratios for each year if the period is longer than one year). For Peer Group Companies for purposes of this Agreement, the Combined Ratio is determined as the combined ratio publicly disclosed for such company, on a comparable
basis, for such period (or the average of the disclosed combined ratios for each year if the period is longer than one year). |
(c) | Cumulative Performance. The term “Cumulative Performance” means, as to Chubb Limited, a percentage equal to the sum of (A) and (B) where (A) equals the First Performance Goal multiplied by seven-tenths (0.70) and where (B) equals the Second Performance Goal multiplied by three-tenths (0.30). For example, if the First Performance Goal equals eighty percent (80%) and the Second Performance goal Equals fifty percent (50%), then the Cumulative Performance would equal seventy-one percent (71%) determined as the sum of (80%*.7) and (50% *.3). The
determination of the Cumulative Performance and its parameters is subject to rules established by the Committee within 90 days of the beginning of the Performance Period. |
(d) | Date of Termination. A Participant’s “Date of Termination” means, with respect to an employee, the date on which the Participant’s employment with the Company and the Subsidiaries terminates for any reason, and with respect to a Director, the date immediately following the last day on which the Participant serves as a Director; provided that a Date of Termination shall not
be deemed to occur by reason of a Participant’s transfer of employment between the Company and a Subsidiary or between two Subsidiaries; further provided that a Date of Termination shall not be deemed to occur by reason of a Participant’s cessation of service as a Director if immediately following such cessation of service the Participant becomes or continues to be employed by the Company or a Subsidiary, nor by reason of a Participant’s termination of employment with the Company or a Subsidiary if immediately following such termination of employment the Participant becomes or continues to be a Director; and further provided that
a Participant’s employment shall not be considered terminated while the Participant is on a leave of absence from the Company or a Subsidiary approved by the Participant’s employer. |
(e) | Director. The term “Director” means a member of the Board, who may or may not be an employee of the Company or a Subsidiary. |
(f) | First
Performance Goal. The term “First Performance Goal” for the Performance Period means the achievement by Chubb Limited of growth in tangible book value per common shares outstanding as reported under GAAP during the Performance Period, as compared to the growth in tangible book value per common shares outstanding as reported under GAAP during the same Performance Period by the Peer Companies expressed as a percentile rank as compared to the Peer Group. The determination of the First Performance Goal and its parameters is subject to rules established by the Committee within 90 days of the beginning of the applicable Performance Period. The Committee, in its discretion, may adjust the reported tangible book value for Chubb Limited or the Peer Companies for the Performance Period; provided, however, that no such adjustment may result in an increase in the number of Covered Performance Shares and Premium Performance Shares which are earned
and vested at the end of the Performance Period over the number of Covered Performance Shares and Premium Performance Shares that would have been earned and vested had the reported tangible book value for either Chubb Limited or the Peer Companies not been adjusted. |
(g) | Long-Term Disability. A Participant shall be considered to have a “Long-Term Disability” if the Participant is determined to be eligible for long-term disability benefits under the long-term disability plan in which the Participant participates and which is sponsored by the Company or a Subsidiary; or if the Participant does not participate in a long-term disability plan
sponsored by the Company or a Subsidiary, then the Participant shall be considered to have a “Long-Term Disability” if the Committee determines, under standards comparable to those of the Company’s long-term disability plan, that the Participant would be eligible for long-term disability benefits if he or she participated in such plan. |
(h) | Peer Companies. The term “Peer Companies” means the companies which are in the Chubb Financial Performance Peer Group as determined by the Committee within 90 days
of the beginning of the Performance Period and for which financial information is available for all year(s) in the Performance Period. |
(i) | Performance Period. The term “Performance Period” shall mean the three-year period beginning on the Commencement Date and ending on the third anniversary of the Commencement Date. |
(j) | Retirement. The term “Retirement” means the Participant’s Date of Termination that occurs on or after
the Participant has both completed at least ten years of service with the Company or a Subsidiary and attained at least age 62; provided, however, that a Date of Termination will not be treated as a Retirement unless the Participant (i) has terminated employment in good standing with the Company or a Subsidiary, and (ii) executes an agreement and release as required by the Company which will include, without limitation, a general release, and non-competition and non-solicitation provisions. A Participant shall be deemed to have executed a release as described in clause (ii) above only if such release is returned by such time as is established by the
Company; provided that to the extent benefits provided pursuant to the Plan would be considered to be |
(k) | Second Performance Goal. The term “Second Performance Goal”
for the Performance Period means the achievement by Chubb Limited of its Combined Ratio during the Performance Period, as compared to the Combined Ratio reported publicly during the same Performance Period by the Peer Companies expressed as a percentile rank as compared to the Peer Group. The determination of the Second Performance Goal and its parameters is subject to rules established by the Committee within 90 days of the beginning of the applicable Performance Period. The Committee, in its discretion, may adjust the Combined Ratio for Chubb Limited or the combined ratio reported publicly for the Peer Companies for the Performance Period; provided, however, that no such adjustment may result in an increase in the number of Covered Performance Shares and Premium Performance Shares which are earned and vested at the end of the Performance Period over the number of Covered Performance Shares and Premium Performance Shares that would have been earned and vested had
the Combined Ratio for either Chubb Limited or the Peer Companies not been adjusted. |
(l) | Total Shareholder Return. The term “Total Shareholder Return” means the total return per share of stock to the Company’s shareholders or the shareholders of the applicable Peer Company, inclusive of dividends paid (regardless of whether paid in cash or property, which dividends shall be deemed reinvested in the stock), during the Performance Period. The value of the applicable company’s stock at the beginning and end of the Performance Period shall be established based on the average of the averages of
the high and low trading prices of the applicable stock on the principal exchange on which the stock trades for the 15 trading days occurring immediately prior to the beginning or end of the Performance Period, as the case may be. The Committee shall make or shall cause to be made such appropriate adjustments to the calculation of total shareholder return for such entity (including adjusting the average at the beginning of the Performance Period) as shall be necessary or appropriate to avoid an artificial increase or decrease in such return as a result of a stock split (including a reverse stock split), recapitalization, or other similar event affecting the capital structure of such entity that does not involve the issuance of the entity’s securities in exchange for money, property, or other consideration. |
(a) | Notwithstanding
anything in these Performance Based Restricted Stock Award Terms to the contrary, these Performance Based Restricted Stock Award Terms shall be subject to the terms of the Plan, a copy of which may be obtained by the Participant from the office of the Secretary of the Company; and these Performance Based Restricted Stock Award Terms are subject to all interpretations, amendments, rules and regulations promulgated by the Committee from time to time pursuant to the Plan. |
(b) | Notwithstanding anything in the Performance Based Restricted Stock Terms to the contrary, in the event of any discrepancies between the corporate records regarding this award and the Record-Keeping
System, the corporate records shall control. |
(a) | In light
of Participant’s obligations to the Company (references in this paragraph 18 to the “Company” include the Company’s Subsidiaries) and exposure in the course of Participant’s duties to confidential information and customers of the Company, during the |
(b) | Participant hereby acknowledges that this paragraph 18 contains provisions that: (i) do not impose a greater restraint than is necessary to protect the goodwill or other business interests of the Company; (ii) contain reasonable limitations as to time and scope of activity to be restrained; (iii) are not harmful to the general public; and (iv) are not unduly burdensome to Participant. In consideration of this Award and in light of Participant’s education, skills and
abilities, Participant agrees that he or she will not assert that, and it should not be considered that, any provisions of this paragraph 18 otherwise are void, voidable or unenforceable or should be voided or held unenforceable. |
(c) | Participant acknowledges and agrees that any failure to comply with any of the terms of this paragraph 18 will irreparably harm the Company for which money damages will be an inadequate remedy. Participant agrees that the Company will have the right to enforce this paragraph 18 in any court of equity to obtain injunctive relief without the posting of
a bond and without proof of actual damages. Participant agrees that the foregoing rights and remedies of Company shall be in addition to, and not in lieu of, any other remedies available to the Company at law or in equity. |
(d) | The Non-Solicit Period will be tolled for any period during which Participant is in violation of any provision of this paragraph 18. |
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/23/18 | 4, 4/A, 424B3, IRANNOTICE | ||
| 1/1/18 | ||||
| For Period end: | 12/31/17 | 13F-HR | ||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/23/24 Chubb Ltd. 10-K 12/31/23 196:51M 2/24/23 Chubb Ltd. 10-K 12/31/22 168:49M 2/24/22 Chubb Ltd. 10-K 12/31/21 162:46M 2/25/21 Chubb Ltd. 10-K 12/31/20 166:50M 9/16/20 Chubb Ltd. 424B2 1:843K Donnelley … Solutions/FA 9/14/20 Chubb Ltd. 424B3 1:830K Donnelley … Solutions/FA |