8-KThe WireRoutine
Company Update
Filed May 21, 2026 · 1mo ago · Accession 0001104659-26-065156
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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):
May 15, 2026
The
Travelers Companies, Inc.
(Exact name of registrant as specified in its
charter )
Minnesota
(State or
other jurisdiction of
incorporation)
001-10898
(Commission
File Number)
41-0518860
(IRS Employer
Identification
No.)
485
Lexington Avenue
New York ,
New York 10017
(Address
of principal executive offices) (Zip code)
( 917 )
778-6000
(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, without par value
TRV
New
York 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 8.01 Other Events.
On May 15, 2026, The Travelers Companies, Inc.
(the “Company”) entered into a $1.2 billion Five-Year Revolving Credit Agreement (the “Credit Agreement”) with
a syndicate of financial institutions, including Citibank, N.A., as administrative agent; Citibank, N.A., BofA Securities, Inc.,
and JPMorgan Chase Bank, N.A. as joint lead arrangers and joint bookrunners; and Bank of America, N.A. and JP Morgan Chase Bank, N.A.,
as co-syndication agents. The Credit Agreement replaced the Company’s previous $1.0 Billion Five-Year Revolving Credit Agreement,
which was terminated on May 15, 2026.
The Credit Agreement provides for up to $1.2
billion of credit. The interest rates applicable to loans under the Credit Agreement are generally based on a base rate plus a specified
margin or a term rate based on SOFR plus a specified margin. In addition, the Company will pay a facility fee on each lender’s commitment
irrespective of usage. The applicable margin and the amount of the facility fee vary based upon the Company’s long-term senior unsecured
non-credit-enhanced debt ratings.
Pursuant to covenants in the Credit Agreement,
the Company must maintain an excess of consolidated net worth (as defined in the Credit Agreement) over goodwill and other intangible
assets of not less than $17.8 billion. In addition, the Credit Agreement contains other customary restrictive covenants as well as certain
customary events of default, including with respect to a change in control. Unless terminated earlier by the Company, the Credit Agreement
is scheduled to expire on May 15, 2031, subject to extension with lender consent according to the terms of the Credit Agreement.
Borrowings under the Credit Agreement may be used for general corporate purposes of the Company and its subsidiaries.
Pursuant to the terms of the Credit Agreement,
the Company has an option to request an increase of the credit available under the facility up to a maximum facility amount of $1.8 billion,
subject to the consent of lenders and the satisfaction of certain conditions.
The foregoing description is qualified by
reference to the Credit Agreement, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference herein.
Certain of the lenders under the Credit Agreement,
or their affiliates, have provided, and may in the future from time to time provide, certain commercial and investment banking, financial
advisory and other services for the Company and its subsidiaries, for which they have in the past and may in the future receive customary
fees and commissions.
Item 9.01 Financial Statements and
Exhibits.
(d)
Exhibits.
Exhibit No.
Description
99.1
Revolving Credit Agreement, dated May 15, 2026, between the Company and a syndicate of financial institutions.
101.1
Pursuant to Rule 406 of Regulation S-T, the cover page to this Current Report on Form 8-K is formatted in Inline XBRL.
104.1
Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit 101.1.)
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
The Travelers Companies, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: May 21, 2026
THE TRAVELERS COMPANIES, INC.
By:
/s/ Christine K. Kalla
Name: Christine K. Kalla
Title: Executive Vice President and General Counsel
2
Filing details
- Company
- TRAVELERS COMPANIES, INC.
- Ticker
- TRV
- CIK
- 86312
- Form type
- 8-K
- Filing date
- May 21, 2026
- Report date
- May 15, 2026
- Document
- tm2614971d1_8k.htm
- Size
- 1.1 MB