Cincinnati Financial Corporation Holds Shareholders' and Directors' Meetings
PR Newswire
CINCINNATI, May 6, 2024
CINCINNATI, May 6, 2024 /PRNewswire/ -- Cincinnati Financial Corporation (Nasdaq: CINF) today announced that based on preliminary voting results at the company's annual meeting on May 4, 2024, shareholders elected all directors for one-year terms to the 14-member board. Shareholders also approved the nonbinding resolution to approve the compensation for the company's named executive officers, approved the Cincinnati Financial Corporation 2024 Stock Compensation Plan and ratified the selection of Deloitte & Touche LLP as independent registered public accounting firm for 2024.
The board of directors elected officers at its regularly scheduled meeting following the annual meeting, including the election of Steven J. Johnston as chairman of the board, Stephen M. Spray as president and chief executive officer, Michael J. Sewell as executive vice president, chief financial officer and treasurer, Steven A. Soloria as executive vice president and chief investment officer, and Thomas C. Hogan, Esq, as executive vice president, chief legal officer and corporate secretary.
Mr. Hogan, a 31-year veteran of Cincinnati Insurance and senior vice president and associate general counsel since 2019, was promoted to these new roles due to the retirement of Lisa A. Love, Esq, the company's previous executive vice president, chief legal officer and corporate secretary.
Steven J. Johnston, chairman as of today, commented: "We thank shareholders for their interest and participation in the affairs of the company and for approving our proposals, including: our selection of Deloitte & Touche; our 2024 stock compensation plan; our executive compensation program; and our nominees to the board.
"I also want to thank Lisa, our retiring chief legal officer, for her 42 years of service to our company. She's played an integral role in the development of the strong governance practices that continue to guide the company and its subsidiaries. She's also played the role of mentor and coach to many -- including myself. Her leadership and wisdom will be missed."
Directors elected to the board for terms of one year are:
-- Thomas J. Aaron, CPA, executive vice president and chief financial
officer (retired) of Community Health Systems Inc.
-- Nancy C. Benacci, head of research (retired) of KeyBanc Capital Markets
-- Linda W. Clement-Holmes, chief information officer (retired) of The
Procter & Gamble Company
-- Dirk J. Debbink, chairman of MSI General Corporation
-- Steven J. Johnston, FCAS, MAAA, CFA, CERA, chairman of Cincinnati
Financial Corporation
-- Jill P. Meyer, Esq., chief legal officer, founding managing director,
Cincinnati, of The O.H.I.O. Fund
-- David P. Osborn, CFA, president of Osborn Williams & Donohoe LLC
-- Gretchen W. Schar, executive vice president, chief financial and
administrative officer (retired) of Arbonne International LLC
-- Charles O. Schiff, executive vice president, secretary and treasurer of
John J. & Thomas R. Schiff & Co. Inc.
-- Douglas S. Skidmore, chief executive officer of Skidmore Sales &
Distributing Company Inc.
-- Stephen M. Spray, president and chief executive officer of Cincinnati
Financial Corporation
-- John F. Steele, Jr., chairman and chief executive officer of Hilltop
Basic Resources Inc.
-- Larry R. Webb, CPCU, president (retired) of Webb Insurance Agency Inc.
-- Cheng-sheng Peter Wu, FCAS, ASA, MAAA, CSPA, advisor for Boston
Consulting Group
The board also announced committee service for the coming year, in line with the independence requirements of applicable law and the listing standards of Nasdaq:
-- Audit -- Gretchen W. Schar (chairperson), Thomas J. Aaron, Nancy C.
Benacci, Linda W. Clement-Holmes, Dirk J. Debbink, David P. Osborn and
Cheng-sheng Peter Wu
-- Compensation -- David P. Osborn (chairperson), Thomas J. Aaron, Linda W.
Clement-Holmes and Gretchen W. Schar
-- Executive -- Steven J. Johnston (chairperson), Dirk J. Debbink, Douglas
S. Skidmore, Stephen M. Spray, John F. Steele, Jr. and Larry R. Webb
-- Investment -- Steven J. Johnston (chairperson), Nancy C. Benacci, Dirk J.
Debbink, David P. Osborn, Charles O. Schiff, Stephen M. Spray and Larry
R. Webb
-- Nominating -- Dirk J. Debbink (chairperson), Linda W. Clement-Holmes,
Jill P. Meyer, Gretchen W. Schar and Douglas S. Skidmore
Stephen M. Spray, president and chief executive officer of the company as of today, remarked: "Our highly engaged group of directors brings diversity of thought and experience to guide long-term strategic plans for Cincinnati Financial Corporation. I'm thankful for their confidence in me as I step into my new role and work to continue to improve on our traditional strengths and create new ones that enhance our relationships with our agency customers and add value for shareholders."
About Cincinnati Financial
Cincinnati Financial Corporation offers primarily business, home and auto insurance through The Cincinnati Insurance Company and its two standard market property casualty companies. The same local independent insurance agencies that market those policies may offer products of our other subsidiaries, including life insurance, fixed annuities and surplus lines property and casualty insurance. For additional information about the company, please visit cinfin.com.
Mailing Address: Street Address: P.O. Box 145496 6200 South Gilmore Road Cincinnati, Ohio 45250-5496 Fairfield, Ohio 45014-5141
Safe Harbor
This is our "Safe Harbor" statement under the Private Securities Litigation Reform Act of 1995. Our business is subject to certain risks and uncertainties that may cause actual results to differ materially from those suggested by the forward-looking statements in this report. Some of those risks and uncertainties are discussed in our 2023 Annual Report on Form 10-K, Item 1A, Risk Factors, Page 30.
Factors that could cause or contribute to such differences include, but are not limited to:
-- Ongoing developments concerning business interruption insurance claims
and litigation related to the COVID-19 pandemic that affect our estimates
of losses and loss adjustment expenses or our ability to reasonably
estimate such losses, such as:
-- The number of policyholders that will ultimately submit claims or
file lawsuits
-- The lack of submitted proofs of loss for allegedly covered claims
-- Judicial rulings in similar litigation involving other companies
in the insurance industry
-- Differences in state laws and developing case law
-- Litigation trends, including varying legal theories advanced by
policyholders
-- Whether and to what degree any class of policyholders may be
certified
-- The inherent unpredictability of litigation
-- Effects of any future pandemic, or the resurgence of the COVID-19
pandemic, that could affect results for reasons such as:
-- Securities market disruption or volatility and related effects
such as decreased economic activity and continued supply chain
disruptions that affect our investment portfolio and book value
-- An unusually high level of claims in our insurance or reinsurance
operations that increase litigation-related expenses
-- An unusually high level of insurance losses, including risk of
court decisions extending business interruption insurance in
commercial property coverage forms to cover claims for pure
economic loss related such pandemic
-- Decreased premium revenue and cash flow from disruption to our
distribution channel of independent agents, consumer
self-isolation, travel limitations, business restrictions and
decreased economic activity
-- Inability of our workforce, agencies or vendors to perform
necessary business functions
-- Unusually high levels of catastrophe losses due to risk concentrations,
changes in weather patterns (whether as a result of global climate change
or otherwise), environmental events, war or political unrest, terrorism
incidents, cyberattacks, civil unrest or other causes
-- Increased frequency and/or severity of claims or development of claims
that are unforeseen at the time of policy issuance, due to inflationary
trends or other causes
-- Inadequate estimates or assumptions, or reliance on third-party data used
for critical accounting estimates
-- Declines in overall stock market values negatively affecting our equity
portfolio and book value
-- Interest rate fluctuations or other factors that could significantly
affect:
-- Our ability to generate growth in investment income
-- Values of our fixed-maturity investments, including accounts in
which we hold bank-owned life insurance contract assets
-- Our traditional life policy reserves
-- Domestic and global events, such as Russia's invasion of Ukraine, war in
the Middle East and disruptions in the banking and financial services
industry, resulting in insurance losses, capital market or credit market
uncertainty, followed by prolonged periods of economic instability or
recession, that lead to:
-- Significant or prolonged decline in the fair value of a particular
security or group of securities and impairment of the asset(s)
-- Significant decline in investment income due to reduced or
eliminated dividend payouts from a particular security or group of
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