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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934 For the fiscal year ended December 31, 2024or 485 Lexington AvenueNew York, NY 10017(Address of principal executive offices) (Zip code)(917) 778-6000(Registrant’s telephone number, including area code)______________________________________________________________________________ Indicate by check mark if the registrant is a well-known seasoned issuer (as defined in Rule 405 of theSecurities Act). Yes x No ¨ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) ofthe Act. YesNo x Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that theregistrant was required to file such reports), and (2) has been subject to such filing requirements for the past90 days. Yes x No ¨ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File requiredto be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “largeaccelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule12b-2 of the Act: If an emerging growth company, indicate by check mark if the registrant has elected not to use the extendedtransition period for complying with any new or revised financial accounting standards provided pursuant toSection 13(a) of the Exchange Act. ¨ Indicate by check mark whether the registrant has filed a report on and attestation to its management’sassessment of the effectiveness of its internal control over financial reporting under Section 404(b) of theSarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued itsaudit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financialstatements of the registrant included in the filing reflect the correction of an error to previously issued financialstatements. Indicate by check mark whether any of those error corrections are restatements that required a recoveryanalysis of incentive-based compensation received by any of the registrant’s executive officers during therelevant recovery period pursuant to § 240.10D-1(b). Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐No x As of June 30, 2024, the aggregate market value of the registrant’s voting and non-voting common equity heldby non-affiliates was $46,170,862,519. As of February 7, 2025, 226,726,582 shares of the registrant’s common stock (without par value) wereoutstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant’s Proxy Statement relating to the 2025 Annual Meeting of Shareholders areincorporated by reference into Part III of this report. The Travelers Companies, Inc.Annual Report on Form 10-KFor Fiscal Year Ended December 31, 2024 TABLE OF CONTENTS Item Number Part I1.Business31A.Risk Factors431B.Unresolved Staff Comments561C.Cybersecurity562.Properties583.Legal Proceedings584.Mine Safety Disclosures58Part II5.Market for Registrant’s Common Equity, Related Shareholder Matters and IssuerPurchases of Equity Securities596.Reserved61 7.Management’s Discussion and Analysis of Financial Condition and Results ofOperations627A.Quantitative and Qualitative Disclosures About Market Risk1178.Financial Statements and Supplementary Data1199.Changes in and Disagreements with Accountants on Accounting and FinancialDisclosure2049A.Controls and Procedures2049B.Other Information2089C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections208Part III10.Directors, Executive Officers and Corporate Governance20811.Executive Compensation21012.Security Ownership of Certain Beneficial Owners and Management and RelatedShareholder Matters21013.Certain Relationships and Related Transactions, and Director Independence21114.Principal Accountant Fees and Services211Part IV15.Exhibits and Financial Statement Schedules21116.Form 10-K Summary214Signatures215 2 PART I Item 1. BUSINESS The Travelers Companies, Inc. (together with its consolidated subsidiaries, the Company) is a holdingcompany principally engaged, through its subsidiaries, in providing a wide range of commercial andpersonalproperty and casualty insurance products and services to businesses,government units,associations and individuals. The Company is incorporated as a general business corporation under thelaws of the State of Minnesota and is one of the