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) February 22, 2011
CNA FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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| Delaware
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1-5823
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36-6169860 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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333 S. Wabash, Chicago, Illinois
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60604 |
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code (312) 822-5000
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 5.02(e) Departure of Director or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers.
On February 22, 2011, D. Craig Mense, Executive Vice President and Chief Financial Officer of CNA
Financial Corporation (together with its subsidiaries, the “Company”), entered into a new letter agreement providing for terms
relating to employment with the Company. Pursuant to the terms of Mr. Mense’s employment
agreement which had an expiration date of December 31, 2010, the
new letter agreement was offered to Mr. Mense on September 28, 2010. The following is a summary of the
material terms of the letter agreement, qualified in its entirety by reference to the actual
agreement attached to this Current Report as Exhibit 10.1.
Effective January 1, 2011, the employment relationship with Mr. Mense has been transformed into an
“at will” relationship, with the compensation structure remaining the same or substantially similar
to that provided for in the employment agreement previously in effect. The severance arrangements
of the employment agreement have been modified pursuant to the letter agreement and the Company has
agreed to allow the non-competition covenant in the employment agreement to expire as of January 1,
2011.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
See Exhibit Index.
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