SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Enns Peter C.

(Last)

(First)

(Middle)

THE CHUBB BUILDING

17 WOODBOURNE AVENUE

(Street)

HAMILTON

HM 08

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Chubb Ltd [ CB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Executive Vice President and*

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	06/20/2024		S		3,000	D	$263.92⁽¹⁾	51,053⁽²⁾	D
Common Shares	06/20/2024		S		5,200	D	$267.29⁽³⁾	45,853	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Stock Units	$0							⁽²⁾⁽⁴⁾	⁽²⁾⁽⁴⁾	Common Shares	⁽²⁾⁽⁴⁾		24,526⁽²⁾⁽⁴⁾	D

Explanation of Responses:

1. The Common Shares reported herein as being sold were sold at a range of between $263.80 and $264.145 per share. The sale price reported above represents the weighted average sale price for the reported transaction and has been rounded to the nearest cent. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such price range.

2. The totals reported in Tables I and II have been decreased and increased, respectively, to reflect the replacement of (i) 3,065 performance-based restricted stock awards pursuant to the Chubb Limited 2016 Long-Term Incentive Plan (the "Plan") with 3,065 performance stock units ("PSUs") pursuant to the Plan and (ii) 3,065 performance-based restricted stock awards pursuant to the Plan, representing a premium award, with 3,065 PSUs pursuant to the Plan, representing a premium award. As with the previously-reported performance-based restricted stock awards, the PSUs vest in whole or in part on the third anniversary of the award subject to the satisfaction of certain service and performance-based criteria. Each PSU represents a contingent right to receive one Common Share, and any PSUs that have not vested at the third anniversary of the award will be cancelled. Dividends shall be accumulated and distributed only when, and to the extent that, the PSUs have vested.

3. The sale price reported above has been rounded to the nearest cent.

4. This Form 4 does not report a new award of securities. The awards were originally granted on 02/26/2024 and previously reported on a Form 4 filed on 02/28/2024. See footnote 2 for additional information. Total includes other PSUs also granted on 02/26/2024 and previously reported on a Form 4 filed on 02/28/2024.

Remarks:

*Chief Financial Officer

	/s/ Samantha Froud, Attorney-in-fact	06/24/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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