Chubb Ltd
For the period ended May 15, 2025. Filed Apr 1, 2025.
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May 15, 2025 · Filed Apr 1, 2025
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
☐ Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒ Definitive Proxy Statement
☐ Definitive Additional Materials
☐ Soliciting Material Pursuant to § 240.14a-12
Chubb Limited
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
☒ No fee required
☐ Fee paid previously with preliminary materials
☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11
| | | | | Notice of Chubb Limited 2025 Annual General Meeting of Shareholders | | | | | |||||||||
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| | | | | Date and Time May 15, 2025, 2:45 p.m. Central European Time | | | Place Chubb Limited Bärengasse 32 CH-8001, Zurich Switzerland | | | Record Date March 21, 2025, except as provided in “Who is entitled to vote?” in this proxy statement | | | Proxy Mailing DateOn or about April 3, 2025 | | | | |
Agenda
| | 1 Approval of the management report, standalone financial statements and consolidated financial statements of Chubb Limited for the year ended December 31, 2024 2 Allocation of disposable profit and distribution of a dividend out of legal reserves 2.1 Allocation of disposable profit 2.2 Distribution of a dividend out of legal reserves (by way of release and allocation to a dividend reserve) 3 Discharge of the Board of Directors | | | 4 Election of Auditors 4.1 Election of PricewaterhouseCoopers AG (Zurich) as our statutory auditor 4.2 Ratification of appointment of PricewaterhouseCoopers LLP (United States) as independent registered public accounting firm for purposes of U.S. securities law reporting 4.3 Election of BDO AG (Zurich) as special audit firm 5 Election of the Board of Directors 6 Election of the Chairman of the Board of Directors 7 Election of the Compensation Committee of the Board of Directors 8 Election of Homburger AG as independent proxy 9 Renewal of a capital band for authorized share capital increases and reductions | | | 10 Approval of the compensation of the Board of Directors and Executive Management under Swiss law requirements 10.1 Maximum compensation of the Board of Directors until the next annual general meeting 10.2 Maximum compensation of Executive Management for the 2026 calendar year 10.3 Advisory vote to approve the Swiss compensation report 11 Advisory vote to approve executive compensation under U.S. securities law requirements 12 Approval of the Sustainability Report of Chubb Limited for the year ended December 31, 2024 13 Shareholder proposal on Scope 3 greenhouse gas emissions reporting, if properly presented | |
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| | Notice of Internet availability of proxy materials: Shareholders of record are being mailed, on or around April 3, 2025, a Notice of Internet Availability of Proxy Materials providing instructions on how to access the proxy materials and our Annual Report on the Internet, and if they prefer, how to request paper copies of these materials. See “Information About the Annual General Meeting and Voting” in this proxy statement for further information, including how to vote your shares. If you plan to attend the meeting, you must request an admission ticket by May 5, 2025 by following the instructions in this proxy statement. By Order of the Board of Directors, Joseph F. Wayland Executive Vice President, General Counsel and Secretary April 1, 2025 Zurich, Switzerland | | | Your vote is important. Please vote as promptly as possible by following the instructions on your Notice of Internet Availability of Proxy Materials. Chubb encourages shareholders to voluntarily elect to receive all proxy materials (including the notice of availability of such materials) electronically, which gives you fast and convenient access to the materials, reduces our impact on the environment and reduces printing and mailing costs. If you are a shareholder of record, visit www.envisionreports.com/CB for instructions. If you are a beneficial owner, visit www.proxyvote.com or contact your bank, broker or other nominee. | |
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