LOEWS CORP 10-Q

Item 5. Other Information Items 5 (a) and (b) are inapplicable. (c) TRADING PLANS The directors of the Company set forth in the table below adopted trading plans on the dates set forth in the table below with respect to the exercise of expiring stock appreciation rights (“SARs”) granted to them as director compensation in 2014. Each plan is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. Pursuant to each plan, if the market price of the Company’s common stock exceeds the exercise price for the applicable SARs by a specified amount during the applicable trading window, the applicable SARs will be exercised and the percentage of net shares received from such exercise set forth in the table below will be sold at market prices. For each director, 2,250 SARs expire on each of March 31, 2024, June 30, 2024, September 30, 2024 and December 31, 2024. The trading window under each plan for each such expiration begins on the first trading day of the expiration month and ends on the expiration date. Director Date of Adoption Percentage of Net Shares to Be Sold Ann E. Berman August 16, 2023 100% Joseph L. Bower September 12, 2023 50% Charles M. Diker August 22, 2023 100% Paul J. Fribourg August 16, 2023 100% Walter L. Harris August 16, 2023 100% In addition, on August 21, 2023 , Andrew H. Tisch , Co-Chairman of the Board of Directors of the Company, adopted a trading plan with respect to the exercise of expiring SARs granted to him as executive compensation in 2014. The plan is 68 Table of contents intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. Pursuant to the plan, if the market price of the Company’s common stock exceeds the exercise price for the applicable SARs by a specified amount during the applicable trading window, the applicable SARs will be exercised and the net shares received by Mr. Andrew Tisch from such exercise will be sold at market prices. 60,000 of Mr. Andrew Tisch’s SARs expire on January 14, 2024. The trading window under the plan for 30,000 of such SARs begins on January 2, 2024 and the trading window under the plan for the remaining 30,000 of such SARs begins on January 3, 2024. Each trading window ends on the expiration date. Item 6. Exhibits. Description of Exhibit Exhibit Number Certification by the Chief Executive Officer of the Company pursuant to Rule 13a-14(a) and Rule 15d-14(a) 31.1* Certification by the Chief Financial Officer of the Company pursuant to Rule 13a-14(a) and Rule 15d-14(a) 31.2* Certification by the Chief Executive Officer of the Company pursuant to 18 U.S.C. Section 1350 (as adopted by Section 906 of the Sarbanes-Oxley Act of 2002) 32.1* Certification by the Chief Financial Officer of the Company pursuant to 18 U.S.C. Section 1350 (as adopted by Section 906 of the Sarbanes-Oxley Act of 2002) 32.2* XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document 101.INS * Inline XBRL Taxonomy Extension Schema 101.SCH * Inline XBRL Taxonomy Extension Calculation Linkbase 101.CAL * Inline XBRL Taxonomy Extension Definition Linkbase 101.DEF * Inline XBRL Taxonomy Label Linkbase 101.LAB * Inline XBRL Taxonomy Extension Presentation Linkbase 101.PRE * Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) 104* *Filed herewith. 69 Table of contents 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, hereunto duly authorized. LOEWS CORPORATION (Registrant) Dated: October 30, 2023 By: /s/ Jane J. Wang JANE J. WANG Senior Vice President and Chief Financial Officer (Duly authorized officer and principal financial officer) 70