-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BDRNtJe7WR7oZvPdpTzwKZN/Yv8TsIn+02AkhAQoam3aOD0oL+xJkCgaWCJqhrkl Fc9PUnN/HQTCt5CYb+GMIA== 0000021175-98-000017.txt : 19981204 0000021175-98-000017.hdr.sgml : 19981204 ACCESSION NUMBER: 0000021175-98-000017 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981203 ITEM INFORMATION: FILED AS OF DATE: 19981203 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CNA FINANCIAL CORP CENTRAL INDEX KEY: 0000021175 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 366169860 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-05823 FILM NUMBER: 98763739 BUSINESS ADDRESS: STREET 1: CNA PLZ CITY: CHICAGO STATE: IL ZIP: 60685 BUSINESS PHONE: 3128225000 MAIL ADDRESS: STREET 1: CNA PLAZA CITY: CHICAGO STATE: IL ZIP: 60685 8-K 1 FORM 8-K 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): December 3, 1998 CNA Financial Corporation - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-5823 36-6169860 - ---------------------------- ------------- ------------------- (State of other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) CNA Plaza Chicago, Illinois 60685 - ---------------------------------------- ----------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (312) 822-5000 Not Applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events. On December 3, 1998, CNA Financial Corporation (the "Company") announced a senior management succession plan under which Dennis H. Chookaszian will become Chairman of the Executive Committee of the Company's Board of Directors and that effective March 31, 1999, Bernard L. Hengesbaugh, currently Executive Vice President and Chief Operating Officer of the Company's insurance subsidiaries ("CNA"), will succeed Mr. Chookaszian as Chairman and Chief Executive Officer of CNA. The press release dated December 3, 1998 attached hereto as Exhibit 99.1 is incorporated herein by reference. 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 thereunto duly authorized. Dated: December 3, 1998 CNA FINANCIAL CORPORATION By: S/JONATHAN D. KANTOR -------------------------------------- Jonathan D. Kantor Senior Vice President, General Counsel and Secretary EXHIBIT INDEX Exhibit Number Description - ------- ------------------------------------- 99.1 Press Release dated December 3, 1998 Exhibit 99.1 CNA CNA Plaza Chicago, IL 60685 MEDIA: Clark Walter 312-822-1454 ANALYSTS: Deborah Kamp 312-822-7752 CNA FOR ALL THE COMMITMENTS YOU MAKE R - -------------------------------------------------------------------------------- NEWS FOR IMMEDIATE RELEASE CNA ANNOUNCES SENIOR MANAGEMENT SUCCESSION PLAN ----------------------------------------------- Bernard Hengesbaugh to Succeed Dennis Chookaszian as Chairman and CEO of CNA March 31, 1999 CHICAGO, December 3, 1998 -- Dennis H. Chookaszian, chairman and chief executive officer of CNA (NYSE: CNA), announced today a senior management succession plan under which he will become chairman of the Executive Committee of the CNA Financial Corporation Board of Directors on March 31, 1999, and that Bernard L. Hengesbaugh, CNA executive vice president and chief operating officer, will succeed him as chairman and CEO. In making the announcement, Mr. Chookaszian said, "For the past 23 years, I have devoted 100 percent of my energies towards helping to build CNA into the premier multiline insurance company it is today. I am very proud of the record we have achieved and have great confidence in the organization's future. "This has been one of the greatest experiences of my life," said Mr. Chookaszian. "I look forward to seeing the company become even stronger in the future. " Fortunately, CNA has a deep bench from which to choose. And, I can think of no one more qualified to lead CNA into the next millennium than Bernie Hengesbaugh," said Mr. Chookaszian. Mr. Chookaszian said, "I plan to work with Bernie to ensure a smooth and orderly transition. But, in my opinion, he is already prepared to both lead and handle all the challenges and opportunities that lie ahead for the organization. "Bernie and I have been close colleagues for 28 years. Earlier this year, I appointed him to head all of CNA's insurance operations. I have been impressed with his judgment and management skills. He is the right person for the job and I have full confidence that he will successfully lead CNA into the future." Mr. Hengesbaugh said, "CNA is one of the truly great insurance companies in the United States. I look forward to working in close collaboration with all my talented colleagues at CNA towards winning in the marketplace and achieving our full business potential." Edward J. Noha, chairman of the Board of Directors of CNA Financial Corporation, said of Mr. Hengesbaugh that, "We are very pleased about Bernie's appointment as chief executive officer. He -more- -2- knows CNA extremely well. He has impressed this organization, as well as the agents and brokers who represent us in the marketplace, with his leadership, industry knowledge and organizational capabilities. We all look forward to working with him in his new role." Mr. Noha concluded by saying that, "The Board joins me in recognizing Dennis Chookaszian for his years of hard work, dedication and the many contributions he has made to the organization. He is a talented and energetic executive. We look forward to his continued counsel." Mr.Hengesbaugh has been with CNA for 18 years. As executive vice president and chief operating officer, he has been directly responsible for CNA's eight operating departments: Reinsurance, Commercial, Risk Management, Personal Insurance, Life, Group, Specialty and Global Operations. Prior to that, Mr. Hengesbaugh served as President and Chief Operating Officer for CNA's Specialty Operations Department. Mr. Hengesbaugh joined CNA in 1980 as vice president of the corporate accounting division in the Financial Services Department. From 1984 to 1990, Mr. Hengesbaugh served as vice president and Controller for CNA's Field Operations Department. During that time, his field responsibilities were expanded to include the individual life and personal lines processing centers and individual health operations. Prior to joining CNA, Mr. Hengesbaugh was a partner with Deloitte & Touche (formerly Touche Ross & Co.). Mr. Hengesbaugh is a Certified Public Accountant and is a member of the American Institute of Certified Public Accountants. He is Chairman of the Board of Joint Commission Resources, Inc.; a member of the Board of Directors of the Joint Commission on Accreditation of Healthcare Organizations; and a member of the Board of the Foundation for Health Enhancement. Mr. Hengesbaugh earned a Master's degree in Business Administration from Indiana University and a Bachelor of Science degree from St. Joseph's College. Headquartered in Chicago, CNA is among the top 10 U.S. insurance groups based on 1997 revenues of approximately $17 billion. CNA is a leading multiline insurer, serving individuals and businesses with a broad range of insurance products and insurance-related services. CNA products and services are marketed through multiple distribution channels, including independent agents, brokers, general agents and direct sales. Since 1897, CNA has built on a foundation of financial strength, stability and commitment to customers and business partners. CNA is the registered service mark and trade name of CNA Financial Corporation. # # # -----END PRIVACY-ENHANCED MESSAGE-----