Current Report · Items 8.01, 9.01 · 8-K
TRAVELERS COMPANIES, INC.
Other Events
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.…
Filed May 21, 2026Accepted May 21, 2026, 4:16 PM EDTCIK 86312Accession 0001104659-26-065156
Company context
The Travelers Companies, Inc. (NYSE: TRV ) is a leading provider of property casualty insurance for auto, home and business. A component of the Dow Jones Industrial Average, Travelers has more than 30,000 employees and generated revenues of more than $46 billion in 2024. For more information, visit Travelers.com.
Current securities
Disclosure sections
Items 8.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 8.01Item 8.01 - Other Events
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.)
Filed exhibits (1)
EX-99.1 (by filename) tm2614971d1_ex99-1.htmEX-99.1
2
tm2614971d1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Execution Version
Published Deal CUSIP Number: 89417VAJ0
Published Revolving Facility CUSIP Number: 89417VAK7
U.S. $1,200,000,000
FIVE YEAR CREDIT AGREEMENT
Dated as of May 15, 2026
among
THE TRAVELERS COMPANIES, INC.,
as Borrower
and
THE INITIAL LENDERS NAMED HEREIN,
as Initial Lenders
and
CITIBANK, N.A.,
as Administrative Agent
and
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
JPMORGAN CHASE BANK, N.A.,
as Co-Syndication Agents
Table
of Contents
Page
ARTICLE I
DEFINITIONS AND ACCOUNTING TERMS
Section 1.01. Certain Defined Terms 1
Section 1.02. Computation of Time Periods 23
Section 1.03. Accounting Terms 23
Section 1.04. Interest Rates; Benchmark Notification …
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