Form 4: Loews Corp SVP Scott Richard Waldo Reports Stock Transactions Following RSU Vesting

SVP & Chief Investment Officer of Loews Corporation, Scott Richard Waldo, reports transactions related to the vesting of restricted stock units (RSUs) and subsequent tax withholding.

Summary

• On February 6, 2025, Richard Waldo Scott, SVP & Chief Investment Officer of Loews Corporation, reported the vesting of 6,606 restricted stock units (RSUs) into common stock.
• These RSUs were part of an award from February 6, 2023, contingent on Loews achieving a pre-determined performance-based income (PBI) metric for 2023.
• The company's Compensation Committee determined the PBI metric was achieved on February 5, 2024.
• Additionally, 2,420 shares were withheld by Loews to satisfy tax obligations related to the RSU vesting at a price of $86.28.
• On February 7, 2025, 6,579 RSUs from an award on February 7, 2022, also vested into common stock.
• The vesting was contingent on achieving a PBI metric for 2022, which was determined to be achieved on February 6, 2023.
• A further 2,616 shares were withheld to cover tax obligations related to this vesting at a price of $86.81.
• On February 10, 2025, 10,951 RSUs were awarded subject to the Issuer achieving a PBI Metric for 2024, which the Issuer's Compensation Committee determined was achieved on February 10, 2025.

Sentiment

Score: 7

Explanation: The document reflects a neutral to slightly positive sentiment as it indicates the company achieved its performance targets, leading to the vesting of RSUs. It's a routine filing, but the achievement of PBI metrics is a positive sign.

Positives

• The vesting of RSUs indicates that Loews Corporation achieved its performance-based income (PBI) metrics for both 2022 and 2023.
• The reporting person continues to hold a significant amount of Loews Corporation common stock, indicating confidence in the company.

Future Outlook

50% of the 10,951 RSUs awarded on February 10, 2025, will vest on February 5, 2026, and the remaining 50% will vest on February 5, 2027.

Industry Context

Form 4 filings are a routine part of executive compensation and provide transparency into insider transactions. The vesting of RSUs is a common practice to align executive incentives with company performance.

Comparison to Industry Standards

• Executive compensation packages often include restricted stock units (RSUs) that vest over time, contingent on performance metrics.
• Companies like Berkshire Hathaway, Markel, and Fairfax Financial Holdings are often compared to Loews due to their similar holding company structures and investment strategies.
• The specific PBI metrics and vesting schedules vary across companies and are tailored to their individual goals and circumstances.

Stakeholder Impact

• Shareholders may view the vesting of RSUs positively, as it indicates that the company achieved its performance targets.
• Employees may be motivated by the company's achievement of its PBI metrics.
• The transactions have a minimal impact on customers, suppliers, and creditors.

Next Steps

• Delivery of shares of Loews Corporation's common stock to the Reporting Person within 30 days after vesting, subject to any election to defer delivery of shares by the Reporting Person.
• Remaining RSUs from the 2023 award will vest on February 6, 2026.
• 50% of the RSUs awarded on February 10, 2025, will vest on February 5, 2026, and the remaining 50% will vest on February 5, 2027.

Key Dates