Shareholder Vote

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 28, 2021 CNA FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-5823 36-6169860 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 151 N. Franklin Chicago , IL 60606 (Address of principal executive offices) (Zip Code) ( 312 ) 822-5000 (Registrant's telephone number, including area code) NOT APPLICABLE (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, Par value $2.50 "CNA" New York Stock Exchange Chicago Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS The 2021 Annual Meeting of Stockholders of the registrant occurred on April 28, 2021. Represented at the meeting, in person or by proxy, were 269,028,836 shares constituting approximately 99% of the issued and outstanding shares entitled to vote. 1. ELECTION OF DIRECTORS. The following directors were elected: Votes For Votes Withheld Broker Non-Votes Michael A. Bless 257,487,231 9,146,875 2,394,730 Jose O. Montemayor 264,181,949 2,452,157 2,394,730 Don M. Randel 263,912,041 2,722,065 2,394,730 Andre Rice 264,554,871 2,079,235 2,394,730 Dino E. Robusto 259,860,495 6,773,611 2,394,730 Kenneth I. Siegel 258,370,586 8,263,520 2,394,730 Andrew H. Tisch 258,366,965 8,267,141 2,394,730 Benjamin J. Tisch 258,362,738 8,271,368 2,394,730 James S. Tisch 251,440,716 15,193,390 2,394,730 Jane J. Wang 258,368,564 8,265,542 2,394,730 2. AN ADVISORY (NON-BINDING) VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION. Over 91% of the shares eligible to vote approved, on an advisory (non-binding) basis, the Company's named executive officer compensation, as identified below in the table. Votes For Votes Against Votes Abstained Broker Non-Votes Advisory vote on executive compensation 247,621,960 18,970,031 42,115 2,394,730 3. RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2021. Over 98% of the shares eligible to vote ratified the appointment of Deloitte & Touche LLP to serve as the independent registered public accountants for the registrant for 2021, as identified below in the table. There were no broker non-votes. Votes For Votes Against Votes Abstained Ratification of appointment of Deloitte & Touche LLP 268,364,532 629,011 35,293 EXHIBIT INDEX Exhibit No. Description 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CNA Financial Corporation (Registrant) Date:  April 28, 2021 By /s/ Stathy Darcy (Signature) Stathy Darcy Senior Vice President, Deputy General Counsel & Secretary