What changed in this filing

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Item 1. Business

2023-02-07 compared with 2022-02-08 · 135 added, 114 removed, 221 unchanged (53% of the section changed)

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Our subsidiaries are engaged in the following lines of business:

• commercial property and casualty insurance (CNA Financial Corporation, an 89.6% owned subsidiary);

• commercial property and casualty insurance (CNA Financial Corporation, a 90.0% owned subsidiary);

• transportation and storage of natural gas and natural gas liquids (Boardwalk Pipeline Partners, LP, a wholly owned subsidiary);

• operation of a chain of hotels (Loews Hotels Holding Corporation, a wholly owned subsidiary).

We also own 52.7% of Altium Packaging LLC, which is engaged in the manufacture of rigid plastic packaging solutions.

We also own 52.6% of Altium Packaging LLC, an unconsolidated subsidiary, which is engaged in the manufacture of rigid plastic packaging solutions.

We have four reportable segments comprised of three individual operating subsidiaries, CNA Financial Corporation, Boardwalk Pipeline Partners, LP and Loews Hotels Holding Corporation;

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• professional liability coverages and risk management services to various professional firms, including architects, real estate agents, accounting firms and law firms;

• directors and officers (“D&O”), employment practices, fiduciary and fidelity coverages.

• directors and officers (“D&O”), errors and omissions (“E&O”), employment practices, fiduciary, fidelity and cyber coverages.

Specific areas of focus include small and mid-size firms, public as well as privately held firms and not-for-profit organizations;

• insurance products to serve the health care industry, including professional and general liability as well as associated standard property and casualty coverages.

Key customer groups include aging services, allied medical facilities, dentists, physicians, hospitals, nurses and other medical practitioners.

• insurance products to serve the health care industry, including professional and general liability as well as associated casualty coverages.

Key customer groups include aging services, allied medical facilities, dentists, physicians, nurses and other medical practitioners.

Surety offers small, medium and large contract and commercial surety bonds.

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Property products include standard and excess property, marine and boiler and machinery coverages.

Casualty products include standard casualty insurance products such as workers’ compensation, general and product liability, commercial auto and umbrella coverages.

Casualty products include standard casualty insurance products such as workers’ compensation, general and product liability, commercial auto, umbrella, and excess and surplus coverages.

Most insurance programs are provided on a guaranteed cost basis;

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CNA’s claim operations presence in the U.S.

consists of primary locations where it handles multiple claim types and key business functions, as well as regional claim offices which

are aligned with CNA’s underwriting field structure.

consists of primary locations where it handles multiple claim types and key business functions, as well as regional claim offices which are aligned with CNA’s underwriting field structure.

CNA also has property & casualty underwriting operations in Canada, the United Kingdom (“U.K.”) and Continental Europe, as well as access to business placed at Lloyd’s through Syndicate 382.

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and foreign regulatory environment in which CNA operates is evolving on an ongoing basis and impacts aspects of corporate governance, risk management practices, public disclosures and cyber security.

CNA continues to invest in the security of its systems and in its technology infrastructure on an enterprise-wide basis.

CNA has invested and continues to invest in the security of its systems and in its technology infrastructure on an enterprise-wide basis.

Domestic insurers are also required by state insurance regulators to provide coverage to certain insureds who would not otherwise be considered eligible by the insurers.

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federal government does not currently directly regulate the business of insurance, federal legislative and regulatory initiatives can affect the insurance industry.

These initiatives and legislation include proposals relating to terrorism and natural catastrophe exposures, cybersecurity risk management, federal financial services reforms and certain tax reforms.

These initiatives and legislation include proposals relating to terrorism and natural catastrophe exposures, cybersecurity risk management, ESG initiatives, federal financial services reforms and certain tax reforms.

Hardy, a specialized Lloyd’s underwriter, is also supervised by the Council of Lloyd’s, which is the franchisor for all Lloyd’s operations.

The Council of Lloyd’s has wide discretionary powers to regulate Lloyd’s underwriting, such as establishing the capital requirements for syndicate participation.

In addition, the annual business plan of each syndicate is subject to the review and approval of the Lloyd’s Franchise Board, which is responsible for business planning and monitoring for all syndicates.

Capital adequacy and risk management regulations, referred to as Solvency II, apply to CNA’s European operations and are enacted by the European Commission, the executive body of the E.U.

In addition, the annual business plan of each syndicate is

subject to the review and approval of the Lloyd’s Franchise Board, which is responsible for business planning and monitoring for all syndicates.

Capital adequacy and risk management regulations, referred to as Solvency II, apply to CNA’s European operations and are enacted by the European Commission, the executive body of the European Union (“E.U.”).

Additionally, the International Association of Insurance Supervisors (“IAIS”) continues to develop capital requirements as more fully discussed below.

Regulation Outlook:

The IAIS has adopted a Common Framework (“ComFrame”) for the Supervision of Internationally Active Insurance Groups (“IAIGs”) which is focused on the effective group-wide supervision of internationally active insurance groups, such as CNA.

As part of ComFrame, the IAIS is developing a global insurance capital standard for insurance groups.

While the general parameters of ComFrame have been finalized, many critical areas of the global insurance capital standard are still under consideration.

Certain jurisdictional regulatory regimes are subject to revision in response to these global developments.

The National Association of Insurance Commissioners (“NAIC”) has developed an approach to group capital regulation and solvency-monitoring activities using the Group Capital Calculation (“GCC”).

While the current U.S.

regulatory regime is based on legal entity regulation, the GCC will quantify risk across the insurance group and also provide additional financial information to regulators to assess the financial condition of non-insurance entities.

The GCC was adopted by the NAIC along with model legislative language designed to enable the framework once implemented by state legislatures.

Alongside the GCC, the NAIC is also working with other interested jurisdictions, both domestic and international, to develop an Aggregation Method (“AM”) approach to assessing group capital.

The IAIS has adopted a Common Framework (“ComFrame”) for the supervision of Internationally Active Insurance Groups (“IAIGs”) which is focused on the group-wide supervision of IAIGs, such as CNA.

As part of ComFrame, the IAIS has developed a global capital standard that, if adopted in the U.S., would be applicable to U.S.-based IAIGs.

Certain elements of ComFrame are expected to be formally utilized by U.S.

state-based regulators beginning in 2023, as a result of such elements being incorporated in regulatory guidelines issued by the National Association of Insurance Commissioners (“NAIC”).

This incorporation is intended to streamline group-wide supervision, further leveraging existing risk and solvency measures and applying them on a group-wide basis.

The NAIC has developed an approach to group capital regulation and solvency-monitoring activities using the Group Capital Calculation (“GCC”).

While historically the U.S.

regulatory regime was primarily based on legal entity regulation, the GCC quantifies risk across the insurance group.

The GCC was adopted by the NAIC along with model legislative language and attendant regulations, which have been adopted in a number of U.S.

states where IAIGs are domiciled, including Illinois.

Alongside the GCC, the NAIC has also developed the Aggregation Method (“AM”) approach to assessing group capital as an alternative to the Insurance Capital Standard (“ICS”) developed by the IAIS.

The AM is influenced by the GCC and calculated in a similar manner.

By 2024, the IAIS will be assessing whether the AM provides comparable outcomes to the consolidated group insurance capital standard (“ICS”) being developed for use with IAIGs.

There have also been definitive developments with respect to prudential insurance supervision unrelated to the IAIS activities.

By 2024, the IAIS will be assessing whether the AM provides comparable outcomes to the ICS.

On September 22, 2017, the U.S.

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Covered Agreement.

Because these covered agreements are not self-executing, U.S.

state laws will need to be revised to change reinsurance collateral requirements to conform to the provisions within each of the agreements.

The reinsurance collateral requirement change must be effected by the states within five years from the signing of the covered agreements , which is September 1, 2022, or states risk federal preemption in this area.

CNA has been monitoring the modification of state laws and regulations in order to comply with the provisions of the covered agreements and assess potential effects on its operations and prospects.

The current expectation is that the necessary state statutory changes will be adopted by the deadline.

The advancement of environmental, social and governance (“ESG”) frameworks intended to promote sustainable and inclusive development of insurance markets has been an area of focus for standard setters and regulatory bodies at the state, federal and international level.

CNA continues to monitor the expansion of policy in this area and has established an internal ESG Committee and task force to seek to ensure compliance with future regulation, and assess and seek to implement best practices in response to the emerging guidance.

Because these covered agreements were not self-executing, U.S.

state laws were revised to amend reinsurance collateral requirements to conform to the provisions within each of the agreements.

The reinsurance collateral requirements were required to be adopted by the states within five years from the signing of the covered agreements , which was September 1, 2022, or states risked federal preemption in this area.

As a result of all relevant jurisdictions adopting these requirements, including Illinois, federal preemption was avoided.

CNA’s principal executive offices are based in Chicago, Illinois.

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Average daily throughput on Boardwalk Pipelines’ natural gas pipeline systems during 2022 was approximately 9.3 billion cubic feet (“Bcf”).

Boardwalk Pipelines’ natural gas storage facilities are comprised of fourteen underground storage fields located in four states with aggregate working gas capacity of approximately 213.0 Bcf and Boardwalk Pipelines’ NGL storage facilities consist of eleven salt dome caverns located in Louisiana with an aggregate storage capacity of approximately 32.1 MMBbls.

Boardwalk Pipelines’ natural gas storage facilities are comprised of fourteen underground storage fields located in four

states with aggregate working gas capacity of approximately 213.0 Bcf and Boardwalk Pipelines’ NGL storage facilities consist of eleven salt dome caverns located in Louisiana with an aggregate storage capacity of approximately 32.3 MMBbls.

Boardwalk Pipelines also owns nine salt dome caverns and related brine infrastructure for use in providing brine supply services and to support the NGL storage operations.

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Throughput for Louisiana Midstream was 90.6 MMBbls for the year ended December 31, 2022.

In 2021 , Boardwalk Pipelines placed into service approximately $137 million of growth projects which primarily represents approximately 0.2 Bcf per day of firm natural gas transportation capacity, compressor station modernization and additional NGLs infrastructure.

Boardwalk Pipelines expects to spend approximately $410 million on its growth projects currently under construction through 2024 and will add approximately 0.6 Bcf per day of firm natural gas transportation capacity and additional NGLs infrastructure.

Those projects are expected to serve increased natural gas demand from power generation plants and liquids demand from petrochemical facilities.

In 2022 , Boardwalk Pipelines placed into service approximately $157 million of growth projects which represents approximately 0.7 Bcf per day of firm natural gas transportation capacity, which added additional capacity to its ethylene system, and the completion of the deepest brine well in North America, which will provide access to additional salt reserves and reliability for its brine customers.

Boardwalk Pipelines expects to spend approximately $410 million on its growth projects currently under construction through 2025.

These projects will add another approximately 0.7 Bcf per day of firm natural gas transportation capacity and additional NGLs capacity.

The additional NGLs capacity, when completed and in conjunction with the 2022 completed project, will result in an approximate increase of 20% in the capacity of its ethylene systems.

These projects are expected to serve increased natural gas demand from power generation plants and liquids demand from petrochemical facilities.

All of Boardwalk Pipelines’ growth projects are secured by long-term firm contracts.

Boardwalk Pipelines serves a broad mix of customers, including end-use customers, such as local distribution companies, electric power generators, exporters of liquefied natural gas (“ LNG”) and industrial users, producers and marketers of natural gas and interstate and intrastate pipelines, who, in turn, provide transportation and storage services for end-users.

Boardwalk Pipelines serves a broad mix of customers, including end-use customers, such as electric power generators, local distribution companies, industrial users and exporters of liquefied natural gas (“LNG”), producers and marketers of natural gas and interstate and intrastate pipelines, who, in turn, provide transportation and storage services for end-users.

These customers are located throughout the Gulf Coast, Midwest and Northeast regions of the U.S.

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The maximum rates that may be charged by Boardwalk Pipelines for storage services on Texas Gas, except for services associated with a portion of the working gas capacity on that system, are also established through the FERC’s cost-based rate-making process.

The FERC has authorized Boardwalk Pipelines to charge market-based rates for its firm and interruptible storage services for the majority of its other natural gas

storage facilities.

The FERC has authorized Boardwalk

Pipelines to charge market-based rates for its firm and interruptible storage services for the majority of its other natural gas storage facilities.

None of Boardwalk Pipelines’ FERC-regulated entities currently have an obligation to file a new rate case and Gulf South is prohibited from filing a rate case until May 1, 2023, subject to certain exceptions.

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The maximum rates for services are established under Section 311 of the NGPA and are generally subject to review every five years by the FERC.

The FERC issued a Notice of Inquiry (“NOI”) on April 19, 2018 (“2018 NOI”) initiating a review of its policies on certification of natural gas pipelines, including an examination of its long-standing Policy Statement on Certification of New Interstate Natural Gas Pipeline Facilities (“1999 Policy Statement”), issued in 1999, that is used to determine whether to grant certificates for new pipeline projects.

The FERC issued a Notice of Inquiry (“NOI”) on April 19, 2018, initiating a review of its policies on certification of natural gas pipelines, including an examination of its long-standing Policy Statement on Certification of New Interstate Natural Gas Pipeline Facilities (“1999 Policy Statement”), issued in 1999, that is used to determine whether to grant certificates for new pipeline projects.

On February 18, 2021, the FERC issued another NOI (“2021 NOI”), reopening its review of the 1999 Policy Statement.

Comments on the 2021 NOI were due on May 26, 2021, and although the FERC has not taken any further action regarding the 2018 NOI or 2021 NOI, Boardwalk Pipelines is unable to predict what, if any, changes may be proposed as a result of the NOIs that will affect its natural gas pipeline operations or when such proposals, if any, might become effective.

On February 18, 2022, the FERC issued a Policy Statement on the Certification of New Interstate Natural Gas Facilities and a Policy Statement on the Consideration of Greenhouse Gas Emissions in Natural Gas Infrastructure Project Reviews (2022 Policy Statements), to be effective that same day.

On March 24, 2022, the FERC issued an order converting the 2022 Policy Statements into draft policy statements and requested further comments.

The FERC will not apply the draft 2022 Policy Statements until it issues final guidance on these topics.

Boardwalk Pipelines is unable to predict what, if any, changes may result upon finalization of the draft 2022 Policy Statements that will affect its natural gas pipeline operations or when such new policies, if any, might become effective.

Boardwalk Pipelines does not expect that any change in these policy statements would affect it in a materially different manner than any other natural gas pipeline company operating in the U.S.

The FERC has authority to impose civil penalties for violations of the NGA and NGPA, and the implementing regulations thereunder, up to a maximum amount that is adjusted annually for inflation, which for 2023 is approximately $1.5 million per day per violation.

Should Boardwalk Pipelines fail to comply with applicable statutes, rules, regulations and orders administered by the FERC, it could be subject to substantial penalties and fines.

The Surface Transportation Board (“STB”) regulates the rates Boardwalk Pipelines charges for interstate service on its ethylene pipelines.

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The HCAs for natural gas pipelines are predicated on high-population density areas (which, for natural gas transmission lines, include Class 3 and 4 areas and, depending on the potential impacts of a risk event , may include Class 1 and 2 areas) whereas HCAs along Boardwalk Pipelines’ NGL pipelines are based on high-population density areas, areas near certain drinking water sources and unusually sensitive ecological areas.

Legislation in the past decade has resulted in more stringent mandates for pipeline safety and has charged PHMSA with developing and adopting regulations that impose increased pipeline safety requirements on pipeline operators.

Legislation has resulted in more stringent mandates for pipeline safety and has charged PHMSA with developing and adopting regulations that impose increased pipeline safety requirements on pipeline operators.

In particular, the NGPSA and HLPSA were amended by the Pipeline Safety, Regulatory Certainty, and Job Creation Act of 2011 (“2011 Act”), the Protecting Our Infrastructure of Pipelines and Enhancing Safety Act of 2016 (“2016 Act”) and, most recently, the Protecting Our Infrastructure of Pipelines and Enhancing Safety Act of 2020 (“2020 Act”).

Each of these laws imposed increased pipeline safety obligations on pipeline operators.

The 2011 Act increased the penalties for safety violations, established additional safety requirements for newly constructed pipelines and required studies of safety issues that could result in the adoption of new regulatory requirements by PHMSA for existing pipelines.

The 2011 Act increased the penalties for safety violations,

established additional safety requirements for newly constructed pipelines and required studies of safety issues that could result in the adoption of new regulatory requirements by PHMSA for existing pipelines.

The 2016 Act, among other things, required PHMSA to complete its outstanding mandates under the 2011 Act and develop new safety standards for natural gas storage facilities.

The 2020 Act reauthorized PHMSA through fiscal year 2023 and directed the agency to move forward with several regulatory initiatives, including obligating operators of non-rural gas gathering lines and new and existing transmission and distribution pipeline facilities to conduct certain leak detection and repair programs and to require facility inspection and maintenance plans to align with those requirements.

With the adoption of the 2011 Act, the 2016 Act and the 2020 Act, there exist mandates for PHMSA to make pipeline safety requirements more stringent.

As a result, PHMSA has issued a series of significant rulemakings.

In October of 2019, PHMSA published a final rule imposing numerous new requirements on onshore gas transmission pipelines relating to

maximum allowable operating pressure (“MAOP”) reconfirmation and exceedance reporting, the integrity assessment of additional pipeline mileage found in MCAs and Class 3 and Class 4 non-HCAs by 2033, and the consideration of seismicity as a risk factor in integrity management.

As a result of the 2011 Act, the 2016 Act and the 2020 Act, PHMSA has issued a series of significant rulemakings.

In October of 2019, PHMSA published a final rule imposing numerous new requirements on onshore gas transmission pipelines, also known as the Mega Rule, relating to maximum allowable operating pressure (“MAOP”) reconfirmation and exceedance reporting, the integrity assessment of additional pipeline mileage found in MCAs and Class 3 and Class 4 non-HCAs by 2033, and the consideration of seismicity as a risk factor in integrity management.

PHMSA published a second final rule in October of 2019 for hazardous liquid transmission and gathering pipelines that significantly extends and expands the reach of certain of its integrity management requirements, and that requires the accommodation of in-line inspection tools by 2039 unless the pipeline cannot be modified to permit such accommodation, increased annual, accident and safety-related conditional reporting requirements, and expanded use of leak detection systems beyond HCAs.

PHMSA also published final rules during February and July of 2020 that amended the minimum safety requirements related to natural gas storage facilities, including wells, wellbore tubing and casing, and added applicable reporting requirements.

In November of 2021, PHMSA issued a final rule that will impose safety regulations on approximately 400,000 miles of previously unregulated onshore gas gathering lines that, among other things, will impose criteria for inspection and repair of fugitive emissions, extend reporting requirements to all gas gathering operators and apply a set of minimum safety requirements to certain gas gathering pipelines with large diameters and high operating pressures.

Separately in June 2021, PHMSA issued an Advisory Bulletin advising pipeline and pipeline facility operators of applicable requirements to update their inspection and maintenance plans for the elimination of hazardous leaks and minimization of natural gas released from pipeline facilities.

PHMSA, together with state regulators, is expected to commence inspection of these plans in 2022.

These new and any future regulations adopted by PHMSA may impose more stringent requirements applicable to integrity management programs and other pipeline safety aspects of Boardwalk Pipelines operations, which could cause it to incur increased capital and operating costs and operational delays.

In June 2021, PHMSA issued an Advisory Bulletin advising pipeline and pipeline facility operators of applicable requirements to update their inspection and maintenance plans for the elimination of hazardous leaks and minimization of natural gas released from pipeline facilities.

PHMSA and state regulators reportedly began their review of these plans in 2022, and PHMSA has separately announced plans to propose rules addressing methane leaks from pipelines.

In August 2022, PHMSA published another final rule expanding the Management of Change process, extending corrosion control requirements for gas transmission pipelines, adding requirements that operators ensure no conditions exist following an extreme weather event that could adversely affect the safe operation of the pipeline, and adopting repair criteria for non-HCAs similar to those applicable to HCAs.

These new and any future regulations adopted by PHMSA have imposed and may impose more stringent requirements applicable to integrity management programs and other pipeline safety aspects of Boardwalk Pipelines operations, which could cause it to incur increased capital and operating costs and operational delays.

Boardwalk Pipelines’ operations are also subject to extensive federal, state, and local laws and regulations relating to protection of the environment and occupational health and safety.

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Failure to comply with these federal, state and local laws and regulations may result in the assessment of administrative, civil and criminal penalties, the imposition of corrective or remedial obligations, the incurrence of capital expenditures, the occurrence of delays, denials or cancellations in permitting or the development or expansion of projects and the issuance of orders enjoining performance of some or all of Boardwalk Pipelines’ operations in the affected areas.

President Biden has initiated, and indicated that he intends to continue to pursue additional environmental regulations, whether by new legislation, executive actions or regulatory initiatives, which may impact Boardwalk Pipelines’ operations.

For example, the Biden Administration has announced that it plans to reconsider or revise various rulemakings to be more stringent than those issued by the Trump Administration, including, among others, ground level ozone emission standards, requirements for environmental reviews under the National Environmental Policy Act, and the definition of Waters of the United States for purposes of Clean Water Act jurisdiction.

Similarly, President Biden has issued executive orders bolstering greenhouse gas (“GHG”) emissions limitations, and the Biden Administration continues to consider actions to further advance responses to climate change, as described under Item 1A.

President Biden continues to pursue additional action to bolster environmental regulations, which may impact Boardwalk Pipelines’ operations.

For example, the Biden Administration plans to revise various rules to be more stringent and repeal various rules issued by the Trump Administration, and, to that end, has announced forthcoming actions or released proposed rules regarding restrictions on methane emissions from oil and gas operations, ground level ozone emission standards, and Nationwide Permit (“NWP”) 12.

The Biden Administration has also signaled a strong focus on directing agency action to mitigate climate change and further limit greenhouse gas (“GHG”) emissions.

For example, in January 2023, the White House’s Council on Environmental Quality (“CEQ”) released guidance to assist federal agencies in assessing the GHG emissions and climate change effects of their proposed actions under the NEPA.

The guidance follows the publication of a final rule in April 2022 revoking some modifications made to the regulations under the Trump Administration and reincorporating consideration of direct, indirect, and cumulative effects of major federal actions.

CEQ’s guidance is effective immediately and could result in additional challenges to NEPA reviews performed in connection with Boardwalk Pipelines’ projects, which in turn could result in further permitting and approval delays.

For more information, see Item 1A.

Risk Factors of this Report .

Stricter environmental or worker safety laws, regulations or enforcement policies could significantly increase Boardwalk Pipelines’ operational or compliance costs and compliance with new or more stringent environmental legal requirements could delay or prohibit its ability to obtain permits for operations or require Boardwalk Pipelines to install additional pollution control equipment.

For instance, the construction or expansion of pipelines often requires authorizations under the Clean Water Act, which authorizations may be subject to challenge.

For instance, there is ongoing litigation with respect to the status and use of the U.S.

Army Corps of Engineers (the Corps) Clean Water Act Section 404 NWP 12, which was vacated in April 2020.

In January 2021, the Corps reissued a restructured NWP 12 for oil and natural gas pipeline activities.

The reissued NWP 12, alongside other NWPs, relies upon the Clean Water Act Section 401 certification process, which is also subject to ongoing litigation.

In October 2021, the Northern District of California federal court vacated a 2020 rule revising the Section 401 certification process, which was later appealed to the Ninth Circuit and stayed by the Supreme Court.

However, following a temporary pause on permitting decisions, in November 2021, the Corps announced that permitting under such NWPs would resume, with the Corps coordinating with certifying authorities for Section 401 certification as needed.

Although the full extent and impact of the ongoing litigation and vacaturs is unclear at this time, any disruption in Boardwalk Pipelines’ ability to obtain coverage under NWP 12 or other general permits may result in increased costs and project delays if it is forced to seek individual permits from the Corps.

There also continues to be uncertainty with respect to the federal government’s jurisdictional reach under the Clean Water Act over "waters of the United States", including wetlands, as the Environmental Protection Agency (“EPA”) and the Corps have pursued multiple rulemakings under different administrations since 2015 in an attempt to determine the scope of such reach.

In December 2022, the Administration finalized a new and more expansive definition of “waters of the United States,” which repealed the Trump Administration’s April 2020 rule and largely restored the definition in place prior to 2015, with modifications reflecting Supreme Court decisions issued after 2015.

Judicial developments also add to this uncertainty—the Supreme Court recently heard oral arguments in Sackett v.

EPA and is expected to rule on the scope of the Clean Water Act’s jurisdiction with respect to wetlands in 2023.

Historically, Boardwalk Pipelines’ environmental compliance costs have not had a material adverse effect on its business, but there can be no assurance that future compliance with existing requirements will not materially affect Boardwalk Pipelines, or that the current regulatory standards will not become more onerous in the future, resulting in more significant costs to maintain compliance and increased exposure to significant liabilities.

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These efforts have included consideration of cap-and-trade programs, carbon taxes and GHG reporting and tracking programs, and regulations that directly limit GHG emissions from certain sources.

Due to the nature of Boardwalk Pipelines’ business, its operations emit various types of GHGs.

Boardwalk Pipelines seeks to carefully monitor its emissions and expects to incur additional costs to mitigate emissions.

New legislation or regulations could increase the costs related to operating and maintaining its facilities.

Depending on the particular law, regulation or program, Boardwalk Pipelines could be required to incur capital expenditures for installing new monitoring equipment or emission controls on its facilities, acquire and surrender allowances for GHG emissions, pay taxes or fees related to GHG emissions and/or administer and manage a more comprehensive GHG emissions program.

While Boardwalk Pipelines may be able to include some or all of the increased costs in the rates charged by its pipelines, recovery of costs is not certain and would require the FERC’s approval of a rate mechanism designed to recover those costs.

Boardwalk Pipelines recognizes that relative to certain other fossil fuels, natural gas has an important role in reducing GHG emissions and may act as a bridge to scaling up renewable energy or other alternative energy sources in the U.S.

Boardwalk Pipelines is actively working to reduce its GHG emissions but cannot predict all risks that may be associated with climate change or other ESG matters.

For more information, see Boardwalk Pipelines’

risk factor titled “ Boardwalk Pipelines’ operations, and those of Boardwalk Pipelines’ customers, are subject to a series of risks regarding climate change” under Item 1A.

Boardwalk Pipelines has been focused on seeking to meet and, in certain instances, pursuing projects aimed at exceeding regulatory obligations (such as those found in the Clean Air Act (“CAA”)) by reducing emissions of regulated air pollutants, including methane, associated with its pipeline transportation and storage assets.

For example, in selecting new compression equipment for growth or asset reliability projects, Boardwalk Pipelines considers air emissions as a component in the decision-making process and, when appropriate, places increased emphasis in the selection process on equipment with emissions performance that exceeds applicable federal standards.

Several of Boardwalk Pipelines’ reliability projects over the last few years have resulted in replacement of older, higher-emitting compressor drivers with units equipped with advanced emission control systems.

As a result, these projects have resulted in decreases in emissions of nitrogen oxides and other air pollutants.

Boardwalk Pipelines has identified the reduction of GHG emissions as an area of focus and looks for opportunities to reduce emissions using a variety of strategies, including the following:

• replacing older compression equipment, where appropriate, with low emission, fuel efficient units;

• modifying fuel systems on certain reciprocating compression equipment to lower fuel consumption and emissions;

• conducting emissions surveys and performing maintenance and repairs on identified component leaks;

• performing annual leak surveys along Boardwalk Pipelines’ pipelines with the aid of helicopters and fixed-wing planes, and analytical field surveys when appropriate;

• performing leak detection and recovery and Subpart W surveys on all of Boardwalk Pipelines’ compressor stations (the U.S.

Environmental Protection Agency (“EPA”) only requires Boardwalk Pipelines to survey 48 of its 79 compressor stations);

• using optical gas imaging cameras to scan all natural gas piping and components at Boardwalk Pipelines’ compressor stations to visualize any leaks in real time;

• employing experts in air emissions to monitor efforts in reducing emissions and improving air quality;

• reducing methane emissions vented to the atmosphere from transmission pipeline blowdowns by using pipeline evacuators when feasible;

• installing certain repair sleeves and composite wraps to avoid pipeline blowdowns;

• replacing certain high bleed natural gas pneumatic devices with low or zero flow bleed devices.

However, Boardwalk Pipelines cannot guarantee that it will be able to implement any of the opportunities it may review or explore, or, for any opportunities it chooses to implement, to implement them in their intended manner or within a specific timeframe or across all operational assets.

Boardwalk Pipelines is an active member of several industry groups.

These include the Our Nation’s Energy Future Coalition (“ONE Future”), a group of natural gas companies working together to voluntarily reduce methane emissions across the natural gas supply chain.

ONE Future’s goal is to lower methane emissions to less than 1% of total natural gas produced by 2025.

Boardwalk Pipelines also adheres to the Interstate Natural Gas Association of America’s Methane Emissions Commitments and Climate Statement aimed at improving practices to minimize methane emissions from interstate natural gas transmission and storage operations in a prudent and environmentally responsible manner.

Boardwalk Pipelines also participates in the EPA Natural Gas STAR Program for voluntary methane and GHG reductions and reporting.

While Boardwalk Pipelines is seeking to reduce its GHG emissions, it cannot predict all risks that may be associated with climate change or other ESG matters.

For more information, see Boardwalk Pipelines’ risk factor titled “ Boardwalk Pipelines’ operations, and those of Boardwalk Pipelines’ customers, are subject to a series of risks regarding climate change” under Item 1A.

Boardwalk Pipelines is headquartered in leased office space located in Houston, Texas.

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Loews Hotels Holding Corporation (together with its subsidiaries, “Loews Hotels & Co”) operates a chain of 26 hotels.

Ten of these hotels are owned by Loews Hotels & Co, twelve are owned by joint ventures in which Loews Hotels & Co has noncontrolling equity interests and four are managed for unaffiliated owners.

Ten of these hotels are owned by Loews Hotels & Co, thirteen are owned by joint ventures in which Loews Hotels & Co has noncontrolling equity interests and three are managed for unaffiliated owners.

Loews Hotels & Co’s earnings are derived from the operation of its owned hotels, its share of earnings in joint venture hotels and hotel management fees earned from both joint venture and managed hotels.

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Loews Chicago O’Hare Hotel, Chicago, Illinois 556

Loews Coronado Bay Resort, San Diego, California 439

Loews Coronado Bay Resort, Coronado, California 439

Loews Kansas City Hotel, Kansas City, Missouri* 800

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Loews Atlanta Hotel, Atlanta, Georgia 414

Loews Coral Gables Hotel, Coral Gables, Florida 242

Loews Hollywood Hotel, Hollywood, California 628

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Bisha Hotel and Residences, Toronto, Canada 96

Loews Boston Hotel, Boston, Massachusetts 225

Loews New Orleans Hotel, New Orleans, Louisiana 285

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Recent Developments and Growth Projects:

• In 2021, the sale of the Hotel 1000 in Seattle, Washington was completed;

• In 2022, Loews Coral Gables Hotel in Coral Gables, Florida is expected to be completed.

The hotel, which is currently under construction, is planned to be an approximately 242 guestroom hotel in which Loews Hotels & Co will serve as manager and have a noncontrolling equity interest;

• In 2024, Loews Arlington Hotel and Convention Center in Arlington, Texas is expected to be completed.

The hotel, which is currently under construction, is planned to be an approximately 888 guestroom hotel with over 250,000 square feet of function space in which Loews Hotels & Co will serve as manager and has a controlling majority equity interest.

• In 2022, Loews Boston Hotel management agreement ended;

• In 2022, Loews Coral Gables Hotel in Coral Gables, Florida, a 242 guestroom hotel with approximately 30,000 square feet of function space, opened.

Loews Hotels & Co serves as manager and has a joint venture equity interest in the hotel;

• In 2023, Loews Santa Monica Beach Hotel management agreement will expire and the hotel will no longer be managed by Loews Hotels & Co;

• In 2024, Loews Arlington Hotel and Convention Center in Arlington, Texas is expected to open.

The hotel, which is currently under construction, is planned to be an approximately 888 guestroom hotel with over 250,000 square feet of function space.

Loews Hotels & Co will serve as manager and has a controlling majority equity interest in this hotel;

• In 2025, three hotels to be named at Universal Orlando with approximately 2,000 guestrooms in the aggregate, are expected to open.

As with Loews Hotels & Co’s other properties at Universal Orlando, Loews Hotels & Co will serve as manager and have a joint venture equity interest in the hotels.

Loews Hotels & Co’s principal executive offices are based in New York City, New York and it has a shared service center outside of Nashville, Tennessee.

Loews Hotels & Co leases the office space in both of these locations.

ALTIUM PACKAGING LLC

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Subsequent to deconsolidation, our investment in Altium Packaging is accounted for under the equity method of accounting.

In August of 2022, we made a cash contribution of $79 million to Altium Packaging.

These funds and a pro rata contribution from our joint venture partner were used by Altium Packaging for an acquisition which expanded its offerings and increased its bottle manufacturing capabilities throughout key industries and geographies.

HUMAN CAPITAL

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Loews Hotels & Co employed approximately 4,600 persons, approximately 1,100 of whom were covered under collective bargaining agreements.

We and our subsidiaries have satisfactory labor relations.

We and our subsidiaries believe we have satisfactory labor relations.

Separately, unconsolidated entities employ approximately 5,800 persons at properties managed by Loews Hotels & Co and approximately 4,100 persons at Altium Packaging.

We and our subsidiaries understand that seeking to hire the best people and cultivating an engaging workplace is critical to our businesses’ long-term strategic success.

The specialist nature of our businesses also requires commitment to maintaining that talent pool.

Each of us has programs in place to help employees build their knowledge, skills and experience, as well as to guide their career development.

Across the Loews enterprise, a cornerstone of our human capital strategy is our commitment to fostering a diverse, inclusive and engaging work environment, where all people are respected and encouraged to contribute their ideas.

We and our subsidiaries understand that seeking to hire qualified people and cultivating an engaging workplace is critical to our businesses’ long-term strategic success.

The specialist nature of our businesses also requires commitments to maintaining that talent pool.

Each of us has programs in place that are designed to help employees build their knowledge, skills and experience, as well as to guide their career development.

Across the Loews enterprise, a cornerstone of our human capital strategy is our commitment to fostering a diverse, inclusive and engaging work environment, where people are respected and encouraged to contribute their ideas.

We believe that by employing individuals with different backgrounds and experiences, we can better meet the diverse needs of our stakeholders.

Cultivating an engaging workplace and continuously improving the employee experience helps attract and retain key talent.

We and our subsidiaries offer compensation and benefits packages that are appropriate to each of our businesses.

These packages may include 401k and other retirement plans, healthcare and insurance benefits, health savings and flexible spending accounts, paid time off and family assistance programs, including paid family leave.

We and certain of our subsidiaries also offer stock-based compensation to certain management and other senior personnel as a way to attract and retain key talent.

We and our subsidiaries offer compensation and benefits packages that we believe are appropriate to each of our businesses.

These packages may include 401k and other retirement plans, healthcare and insurance benefits, health savings

and flexible spending accounts, paid time off and family assistance programs, including paid family leave.

We and CNA also offer stock-based compensation to certain management and other senior personnel as a way to align their interests with shareholders and attract and retain key talent.

INFORMATION ABOUT OUR EXECUTIVE OFFICERS

Name Position and Offices Held Age Officer

Alpert Senior Vice President, General Counsel and Secretary 59 2016

Edelson Senior Vice President and Chief Financial Officer 62 2005

Scott Senior Vice President and Chief Investment Officer 68 2009

Siegel Senior Vice President 64 2009

Tisch Office of the President, President and Chief Executive Officer 69 1981

Tisch Office of the President and Co-Chairman of the Board 68 1987

On October 28, 2021, David B.

Edelson informed the Company that he will resign as Chief Financial Officer on May 10, 2022 and as Senior Vice President on June 30, 2022.

He will remain a senior advisor after June 30, 2022.

Our Board of Directors has elected Jane Wang as Senior Vice President and Chief Financial Officer, effective May 10, 2022.

Wang, age 40, has been a Vice President since 2014.

Wang joined our corporate development department in 2006.

Tisch is the brother of Andrew H.

Tisch, Co-Chairman of the Board.

Tisch is a cousin of James S.

Tisch and Andrew H.

None of our other executive officers or directors is related to any other.

All of our executive officers have served in their current roles at Loews Corporation for at least the past five years.

Position and Offices Held

Executive Officer

Senior Vice President, General Counsel and Secretary

Senior Vice President and Chief Investment Officer

Senior Vice President

Tisch Vice President, Loews Corporation;

President and Chief Executive Officer, Loews Hotels & Co

Senior Vice President, Corporate Development and Strategy

Office of the President, President and Chief Executive Officer

Office of the President and Co-Chairman of the Board;

Executive Chairman, Loews Hotels & Co

Senior Vice President and Chief Financial Officer

All of our executive officers, except Alexander H.

Tisch, Benjamin J.

Tisch and Jane J.

Wang, have served in their current roles at Loews Corporation for at least the past five years.

Tisch has served as Vice President, Loews Corporation, since 2014.

He has also served as an officer of Loews Hotels & Co since June 2017, where he was Executive Vice President, Chief Commercial and Development Officer from June 2017 until September 2020, President from September 2020 until December 2022, and President and Chief Executive Officer since January 2023.

Tisch and Jane J.

Wang each served as a Vice President of Loews Corporation from 2014 until assuming their current roles in May 2022.

Tisch is the father of Benjamin J.

Tisch, the brother of Andrew H.

Tisch, Co-Chairman of the Board, the cousin of Jonathan M.

Tisch and the uncle of Alexander H.

Tisch is the son of Andrew H.

Tisch is also a cousin of Andrew H.

None of our other executive officers or directors are related to any other.

Officers are elected annually and hold office until their successors are elected and qualified, and are subject to removal by the Board of Directors.

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Our website address is www.loews.com.

We make available, free of charge, through the website our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports, filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, as soon as reasonably practicable after these reports are electronically filed with or furnished to the SEC.

We make available, free of charge, through our website our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports, filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, as soon as reasonably practicable after these reports are electronically filed with or furnished to the SEC.

Copies of our Code of Business Conduct and Ethics, Corporate Governance Guidelines, Audit Committee charter, Compensation Committee charter and Nominating and Governance Committee charter are also available on our website.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business