CINF 10-K Annual Report Dec. 31, 2023 | Alphaminr
CINCINNATI FINANCIAL CORP

CINF 10-K Fiscal year ended Dec. 31, 2023

CINCINNATI FINANCIAL CORP
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For The Registrant S Common Equity, Related Stockholder Matters andItem 6. [reserved]Item 7. Management's Discussion and Analysis Of Financial Condition andItem 5, Market For The Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1 Summary Of Significant Accounting PoliciesNote 2 InvestmentsNote 3 Fair Value MeasurementsNote 4 Property Casualty Loss and Loss ExpensesNote 5 Life Policy and Investment Contract ReservesNote 6 Deferred Policy Acquisition CostsNote 7 Note PayableNote 8 Long-term Debt and Lease ObligationsNote 9 Shareholders Equity and Dividend RestrictionsNote 10 ReinsuranceNote 11 Income TaxesNote 12 Net Income (loss) Per Common ShareNote 13 Employee Retirement BenefitsNote 14 Statutory Accounting InformationNote 15 Transactions with Affiliated PartiesNote 16 Commitments and Contingent LiabilitiesNote 17 Share-based Associate Compensation PlansNote 18 Segment InformationItem 9. Changes in and Disagreements with Accountants onItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management andItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibit and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Amended and Restated Articles of Incorporation of Cincinnati Financial Corporation (incorporated by reference to the companys Quarterly Report on Form 10-Q for the quarter ended September30,2017, Exhibit 3.1) 3.2 Amended and Restated Code of Regulations of Cincinnati Financial Corporation, as of May 6, 2023 (incorporated by reference to Exhibit 3.1 filed with the companys Current Report on Form 8-K dated May 9, 2023) 4.8 Description of Registered Securities 10.1 Cincinnati Financial Corporation Nonemployee Director Stock Plan of 2018 (incorporated by reference to the companys definitive Proxy Statement dated March 21, 2018) 10.2 First Amendment to Cincinnati Financial Corporation Nonemployee Director Stock Plan of 2018 (incorporated by reference to Exhibit 10.6 filed with the companys Annual Report on Form 10-K dated February 25, 2021) 10.3 Cincinnati Financial Corporation Nonemployee Director Deferred Compensation Plan (incorporated by reference to Exhibit 10.6 filed with the companys Annual Report on Form 10-K dated February 25, 2021) 10.4 Cincinnati Financial Corporation Annual Incentive Compensation Plan of 2009, Amended and Restated on January 29, 2021 (incorporated by reference to Exhibit 10.6 filed with the company's Annual Report on Form 10-K dated February 25, 2021) 10.5 Cincinnati Financial Corporation Annual Incentive Compensation Plan of 2009, Amended and Restated on January 29, 2022 (incorporated by reference to the companys Exhibit 10.6 filed with the companys Annual Report on Form 10-K dated February 24, 2022) 10.6 Cincinnati Financial Corporation 2006 Stock Compensation Plan (incorporated by reference to the companys definitive Proxy Statement dated March 30, 2006) 10.7 Cincinnati Financial Corporation 2012 Stock Compensation Plan (incorporated by reference to the companys definitive Proxy Statement dated March 16, 2012) 10.8 Cincinnati Financial Corporation 2016 Stock Compensation Plan (incorporated by reference to the companys Definitive Proxy Statement dated March 16, 2016, Appendix B) 10.9 First Amendment of Cincinnati Financial Corporation 2016 Stock Compensation Plan (incorporated by reference to Exhibit 99.1 filed with the Companys current report on Form 8-K dated April11,2016) 10.10 Amended and Restated Cincinnati Financial Corporation Supplemental Retirement Plan dated January1, 2009 (incorporated by reference to Exhibit 10.7 filed with the companys Annual Report on Form 10-K dated February 27, 2013) 10.11 Form of Incentive Stock Option Agreement for the 2006 Stock Compensation Plan (incorporated by reference to Exhibit 10.3 filed with the companys Current Report on Form 8-K dated October20,2006) 10.12 Form of Nonqualified Stock Option Agreement for the 2006 Stock Compensation Plan (incorporated by reference to Exhibit 10.4 filed with the companys Current Report on Form 8-K dated October20,2006) 10.13 Form of Incentive Stock Option Agreement for the Cincinnati Financial Corporation 2012 Stock Compensation Plan (incorporated by reference to Exhibit 10.1 filed with the companys Current Report on Form 8-K dated February 21, 2013) 10.14 Form of Nonqualified Stock Option Agreement for the Cincinnati Financial Corporation 2012 Stock Compensation Plan (incorporated by reference to Exhibit 10.2 filed with the companys Current Report on Form 8-K dated February 21, 2013) 10.15 Form of Incentive Compensation Agreement for the Cincinnati Financial Corporation Annual Incentive Compensation Plan of 2009 (as amended January 31, 2014) (incorporated by reference to Exhibit 10.1 filed with the companys Current Report on Form 8-K dated January 30, 2017) 10.16 Form of Incentive Compensation Agreement for the Cincinnati Financial Corporation Annual Incentive Compensation Plan of 2009, Amended and Restated on January 29, 2022 (incorporated by reference to Exhibit 10.1 filed with the companys Current Report on Form 8-K dated January 29, 2024) 10.17 Form of Incentive Stock Option Agreement for the Cincinnati Financial Corporation 2012 Stock Compensation Plan (incorporated by reference to Exhibit 10.2 filed with the companys Current Report on Form 8-K dated January 30, 2017) 10.18 Form of Nonqualified Stock Option Agreement for the Cincinnati Financial Corporation 2012 Stock Compensation Plan (incorporated by reference to Exhibit 10.3 filed with the companys Current Report on Form 8-K dated January 30, 2017) 10.19 Form of Incentive Stock Option Agreement for the Cincinnati Financial Corporation 2016 Stock Compensation Plan (incorporated by reference to Exhibit 10.7 filed with the companys Current Report on Form 8-K dated January 30, 2017) 10.20 Form of Nonqualified Stock Option Agreement for the Cincinnati Financial Corporation 2016 Stock Compensation Plan (incorporated by reference to Exhibit 10.8 filed with the companys Current Report on Form 8-K dated January 30, 2017) 10.21 Form of Restricted Stock Unit Agreement (service based/cliff) for the Cincinnati Financial Corporation 2016 Stock Compensation Plan (incorporated by reference to Exhibit 10.9 filed with the companys Current Report on Form 8-K dated January 30, 2017) 10.22 Form of Restricted Stock Unit Agreement (service based/cliff) for the Cincinnati Financial Corporation 2016 Stock Compensation Plan (incorporated by referenced to Exhibit 10.2 filed with the companys Current Report on Form 8-K dated January 29, 2024) 10.23 Form of Restricted Stock Unit Agreement (service based/ratable) for the Cincinnati Financial Corporation 2016 Stock Compensation Plan (incorporated by reference to Exhibit 10.10 filed with the companys Current Report on Form 8-K dated January 30, 2017) 10.24 Form of Restricted Stock Unit Agreement (service based/ratable) for the Cincinnati Financial Corporation 2016 Stock Compensation Plan (incorporated by referenced to Exhibit 10.3 filed with the companys Current Report on Form 8-K dated January 29, 2024) 10.25 Form of Restricted Stock Unit Agreement (performance based) for the Cincinnati Financial Corporation 2016 Stock Compensation Plan (incorporated by reference to Exhibit 10.11 filed with the companys Current Report on Form 8-K dated January 30, 2017) 10.26 Form of Restricted Stock Unit Agreement (performance based) for the Cincinnati Financial Corporation 2016 Stock Compensation Plan (incorporated by referenced to Exhibit 10.4 filed with the companys Current Report on Form 8-K dated January 29, 2024) 10.27 Amended and Restated Cincinnati Financial Corporation Top Hat Savings Plan dated January1,2018 (incorporated by reference to Exhibit 10.31 filed with the company's Form 10-K dated February 23, 2018) 10.28 Cincinnati Financial Corporation Executive Deferred Compensation Agreement by and between the Cincinnati Financial Corporation and Michael J. Sewell, dated as of October 25, 2011 (incorporated by reference to Exhibit 10.2 filed with the companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2011) 10.29 Amended and Restated Credit Agreement by and among Cincinnati Financial Corporation, CFC Investment Company, PNC Bank, N.A. as Administrative Agent, PNC Capital Markets LLC, as Sole Bookrunner and Joint Lead Arranger, Fifth Third Bank, N.A., as Joint Lead Arranger and Syndication Agent, The Huntington National Bank and U.S. Bank, N.A., as Documentation Agents, dated May13,2014 (incorporated by reference to the companys Current Report on Form 8-K dated May13,2014, Exhibit 10.1) 10.30 First Amendment of the Amended and Restated Credit Agreement by and among Cincinnati Financial Corporation, CFC Investment Company, PNC Bank, N.A. as Administrative Agent, PNC Capital Markets LLC, as Sole Bookrunner and Joint Lead Arranger, Fifth Third Bank, N.A., as Joint Lead Arranger and Syndication Agent, The Huntington National Bank and U.S. Bank, N.A., as Documentation Agents, dated February 8, 2016 (incorporated by reference to Exhibit 10.1 filed with the companys Current Report on Form 8-K dated February 8, 2016) 10.31 Second Amendment of the Amended and Restated Credit Agreement by and among Cincinnati Financial Corporation, CFC Investment Company, PNC Bank, N.A., as Administrative Agent, PNC Capital Markets, LLC, as Sole Bookrunner and Joint Lead Arranger, Fifth Third Bank, N.A. as Joint Lead Arranger and Syndication Agent, The Huntington National Bank and U.S. Bank, N.A. as Documentation Agents, dated March 31, 2016 (incorporated by reference to Exhibit 10.1 filed with the companys Current Report on Form 8-K dated April 4, 2016) 10.32 Third Amendment of the Amended and Restated Credit Agreement by and among Cincinnati Financial Corporation, CFC Investment Company, PNC Bank, N.A., as Administrative Agent, PNC Capital Markets, LLC, as Sole Bookrunner and Joint Lead Arranger, Fifth Third Bank, N.A. as Joint Lead Arranger and Syndication Agent, The Huntington National Bank and U.S. Bank, N.A. as Documentation Agents, dated February 4, 2019 (incorporated by reference to Exhibit 10.1 filed with the company's Current Report on Form 8-K dated February 6, 2019) 10.33 Fourth Amendment of the Amended and Restated Credit Agreement by and among Cincinnati Financial Corporation, CFC Investment Company, PNC Bank, N.A., as Administrative Agent, PNC Capital Markets, LLC, as Sole Bookrunner and Joint Lead Arranger, Fifth Third Bank, N.A. as Joint Lead Arranger and Syndication Agent, The Huntington National Bank and U.S. Bank, N.A. as Documentation Agents, dated February 26, 2019 (incorporated by reference to Exhibit 10.6 filed with the companys Current Report on Form 8-K dated February 28, 2019) 10.34 Fifth Amendment of the Amended and Restated Credit Agreement by and among Cincinnati Financial Corporation, CFC Investment Company, PNC Bank, N.A., as Administrative Agent, PNC Capital Markets, LLC, as Sole Bookrunner and Joint Lead Arranger, Fifth Third Bank, N.A. as Joint Lead Arranger and Syndication Agent, The Huntington National Bank and U.S. Bank, N.A. as Documentation Agents, dated March 23, 2023 (incorporated by reference to Exhibit 10.1 filed with the companys Current Report on Form 8-K dated March 23, 2023) 10.35 Limited Consent to Credit Agreement, dated December 6, 2019, among Cincinnati Financial Corporation, CFC Investment Company, PNC Bank, N.A., Fifth Third Bank, N.A., The Huntington National Bank, U.S. Bank, N.A., and Branch Banking and Trust Company (incorporated by reference to Exhibit 10.6 filed with the companys Current Report on Form 8-K, dated December 6, 2019) 10.36 Limited Consent to Credit Agreement, dated December 11, 2020, among Cincinnati Financial Corporation, CFC Investment Company, PNC Bank, N.A., Fifth Third Bank, N.A., The Huntington National Bank, U.S. Bank, N.A., and Branch Banking and Trust Company (incorporated by reference to Exhibit 10.7 filed with the companys Current Report on Form 8-K, dated December 11, 2020) 10.37 Reimbursement Agreement for Letters of Credit by and between Bank of Nova Scotia and The Cincinnati Insurance Company, dated October 15, 2018 (incorporated by reference to Exhibit 10.1 filed with the company's Current Report on Form 8-K/A dated November 14, 2019) 10.38 Letter of Credit Facility Agreement by and between Cincinnati Financial Corporation, as Borrower, and The Bank of Nova Scotia, as Bank, dated February 25, 2019 (incorporated by reference to Exhibit 10.1 filed with the companys Current Report on Form 8-K dated February 28, 2019) 10.39 Amendment Letter No. 1 to the Letter of Credit Facility Agreement, dated November4,2019 (incorporated by reference to Exhibit 10.1 filed with the companys Current Report on Form 8-K, dated November 5, 2019) 10.40 Amendment Letter No. 2 to the Letter of Credit Facility Agreement, dated October 30, 2020 (incorporated by reference to Exhibit 10.1 filed with the companys Current Report on Form 8-K, dated November 2, 2020) 10.41 Amendment Letter No. 3 to the Letter of Credit Facility Agreement, dated November 2, 2021 (incorporated by reference to Exhibit 10.1 filed with the companys Current Report on Form 8-K, dated November 3, 2021) 10.42 Amendment Letter No. 4 to the Letter of Credit Facility Agreement, dated October 31, 2022 (incorporated by reference to Exhibit 10.1 filed with the companys Current Report on Form 8-K, dated October 31, 2022) 10.43 Amendment Letter No. 5 to the Letter of Credit Facility Agreement, dated October 31, 2023 (incorporated by reference to Exhibit 10.1 filed with the companys Current Report on Form 8-K, dated October 31, 2023) 19 Cincinnati Financial Corporation Securities Trading Policy And Addendum to Securities Trading Policy For Pre-Clearance And Blackout Procedures 23 Consent of Independent Registered Public Accounting Firm 31A Certification pursuant to Section 302 of the Sarbanes Oxley Act of 2002 Chief Executive Officer 31B Certification pursuant to Section 302 of the Sarbanes Oxley Act of 2002 ChiefFinancialOfficer 32 Certification pursuant to Section 906 of the Sarbanes Oxley Act of 2002 97 Cincinnati Financial Corporation Policy For The Recovery of Erroneously Awarded Compensation