What changed in this filing

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Item 1. Business

2025-02-11 compared with 2024-02-06 · 153 added, 120 removed, 223 unchanged (55% of the section changed)

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We also own approximately 53% 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;

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

and the Corporate segment.

The Corporate segment is primarily comprised of Loews Corporation excluding its subsidiaries and the operations of Altium Packaging LLC (“Altium Packaging”) through March 31, 2021.

On April 1, 2021, we sold approximately 47% of Altium Packaging and following the transaction deconsolidated Altium Packaging.

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

The Corporate segment is comprised of Loews Corporation, excluding these subsidiaries, and the equity method of accounting for Altium Packaging LLC, an unconsolidated subsidiary.

Additional financial information on each of our segments is included under Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”).

For further information on the deconsolidation of Altium Packaging see Note 2 of the Notes to Consolidated Financial Statements included under Item 8.

CNA FINANCIAL CORPORATION

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CNA’s services include warranty, risk management, information services and claims administration.

CNA’s products and services are primarily marketed through independent agents, brokers and managing general underwriters to a wide variety of customers, including small, medium and large businesses, insurance companies, associations, professionals and other groups.

CNA’s products and services are primarily marketed through independent agents, brokers and managing general underwriters to a wide variety of

customers, including small, medium and large businesses, insurance companies, associations, professionals and other groups.

The property and casualty insurance industry is highly competitive, both as it relates to rate and service.

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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.

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 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 were incorporated into regulatory guidelines issued by the National Association of Insurance Commissioners (“NAIC”) for application by regulators beginning in 2023.

Elements of ComFrame have been incorporated into regulatory guidelines issued by the National Association of Insurance Commissioners (“NAIC”) for application by regulators in the U.S.

These additions were adopted for the purpose of streamlining group-wide supervision, further leveraging existing risk and solvency measures and applying them on a group-wide basis.

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

A decision by the IAIS on whether the AM provides comparable outcomes to the ICS is expected in 2024.

In 2024, the IAIS concluded that the AM provides comparable outcomes to the ICS.

While the AM will undergo further refinement as a part of the implementation process, the finding of comparability by the IAIS represents recognition of existing U.S.

solvency regulation.

In addition, the U.S.

and foreign regulatory environment in which CNA operates is continuously evolving, with both existing and prospective regulations that implicate aspects of its corporate governance, risk management practices, public disclosures, ESG related issues, artificial intelligence and cybersecurity.

and foreign regulatory environment in which CNA operates is continuously evolving, with both existing and prospective regulations that implicate aspects of its corporate governance, public disclosures and risk management, climate change, artificial intelligence and cybersecurity practices.

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

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BOARDWALK PIPELINE PARTNERS, LP

Boardwalk Pipeline Partners, LP (together with its subsidiaries, “Boardwalk Pipelines”) is engaged in the business of transportation and storage of natural gas and natural gas liquids and hydrocarbons (herein referred to together as “NGLs”).

Boardwalk Pipeline Partners, LP (together with its subsidiaries, “Boardwalk Pipelines”) is engaged in the business of transportation and storage of natural gas and natural gas liquids, olefins and other hydrocarbons (herein referred to together as “NGLs”).

Boardwalk Pipelines also provides ethane supply and transportation services for industrial customers in Louisiana and Texas.

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(“BPHC”) owns, directly and indirectly, 100% of the general partner and limited partnership interests of Boardwalk Pipelines.

On September 29, 2023, Boardwalk Pipelines acquired 100% of the equity interests of Williams Olefins Pipeline Holdco LLC (“Bayou Ethane”) from Williams Field Services Group, LLC for $355 million in cash.

For further information, see the Boardwalk Pipelines portion of the Operating Results section of MD&A in Item 7 .

Boardwalk Pipelines operates in the midstream portion of the natural gas and NGLs industry, providing transportation and storage for those commodities.

Boardwalk Pipelines also provides ethane supply and transportation services for industrial customers in Louisiana and Texas.

Boardwalk Pipelines owns approximately 14,315 miles of natural gas and NGLs pipelines and underground storage caverns having aggregate capacity of approximately 199.5 billion cubic feet (“Bcf”) of working natural gas and 31.2 million barrels (“MMBbls”) of NGLs.

Boardwalk Pipelines’ integrated natural gas pipeline and storage systems are located in the Gulf Coast region, Oklahoma, Arkansas, Tennessee, Kentucky, Illinois, Indiana and Ohio, and its NGLs pipelines and storage facilities are located in Louisiana and Texas.

Boardwalk Pipelines’ principal natural gas and natural gas liquids businesses are described below:

Boardwalk Pipelines’ natural gas business, which provides transportation, storage and PAL services for natural gas customers, consists of integrated interstate and intrastate natural gas pipelines and storage facilities.

Boardwalk Pipelines owns and operates approximately 13,445 miles of interconnected natural gas pipelines, directly serving customers in thirteen states and indirectly serving customers throughout the northeastern and southeastern U.S.

through numerous interconnections with unaffiliated pipelines.

Boardwalk Pipelines also owns and operates approximately 855 miles of NGL pipelines in Louisiana and Texas.

In 2023 , its pipeline systems transported approximately 3.7 trillion cubic feet of natural gas and approximately 98.5 million barrels (“MMBbls”) of NGLs.

In 2024 , its natural gas pipeline systems transported approximately 3.7 trillion cubic feet of natural gas.

Average daily throughput on Boardwalk Pipelines’ natural gas pipeline systems during 2024 was approximately 10.2 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 199.5 Bcf and Boardwalk Pipelines’ NGL storage facilities consist of eleven salt dome caverns located in Louisiana with an aggregate storage capacity of approximately 31.2 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.

Boardwalk Pipelines’ principal pipeline and storage systems are described below:

The Gulf South Pipeline Company, LLC (“Gulf South”) pipeline system runs approximately 7,210 miles along the Gulf Coast in the states of Oklahoma, Texas, Louisiana, Mississippi, Alabama and Florida.

The pipeline system has a peak-day delivery capacity of 10.9 Bcf per day and average daily throughput for the year ended December 31, 2023 was 6.5 Bcf per day.

Boardwalk Pipelines’ natural gas storage facilities are comprised of fourteen underground storage fields located in four states with aggregate working gas capacity of approximately 191.9 Bcf.

Following is a summary of the primary subsidiaries comprising Boardwalk Pipelines’ natural gas business:

The Gulf South Pipeline Company, LLC (“Gulf South”) pipeline system is located along the Gulf Coast in the states of Oklahoma, Texas, Louisiana, Mississippi, Alabama and Florida.

Gulf South has ten natural gas storage facilities.

The two natural gas storage facilities located in Louisiana and Mississippi have approximately 78.0 Bcf of working gas storage capacity and the eight salt dome natural gas storage

caverns in Mississippi have approximately 46.0 Bcf of total storage capacity, of which approximately 29.6 Bcf is working gas capacity.

The two natural gas storage facilities located in Louisiana and Mississippi have approximately 78.0 Bcf of working gas storage capacity and the eight salt dome natural gas storage caverns in Mississippi have approximately 46.0 Bcf of total storage capacity, of which approximately 29.6 Bcf is working gas capacity.

Gulf South also owns undeveloped land which is suitable for up to five additional storage caverns.

The Texas Gas Transmission, LLC (“Texas Gas”) pipeline system, a bi-directional pipeline, runs approximately 5,970 miles and is located in Louisiana, East Texas, Arkansas, Mississippi, Tennessee, Kentucky, Indiana and Ohio with smaller diameter lines extending into Illinois.

The pipeline system has a peak-day delivery capacity of 6.1 Bcf per day and average daily throughput for the year ended December 31, 2023 was 3.3 Bcf per day.

Texas Gas owns nine natural gas storage fields with 84.3 Bcf of working gas storage capacity.

Boardwalk Louisiana Midstream, LLC, Boardwalk Petrochemical Pipeline, LLC and Boardwalk Ethane Pipeline Company, LLC (collectively “Louisiana Midstream”) provide transportation and storage services for natural gas, NGLs and ethylene, ethane supply services, fractionation services for NGLs and brine supply services.

These assets provide approximately 47.9 MMBbls of salt dome storage capacity, including approximately 7.6 Bcf of working natural gas storage capacity, significant brine supply infrastructure, and approximately 310 miles of pipeline assets.

Louisiana Midstream owns and operates the Evangeline Pipeline (“Evangeline”), which is an approximately 180-mile interstate ethylene pipeline that is capable of transporting approximately 4.2 billion pounds of ethylene per year between Texas and Louisiana, with interconnections with its ethylene distribution system.

Louisiana Midstream also owns and operates the Bayou Ethane Pipeline, an approximately 380-mile pipeline system originating in Texas, that transports ethane to Southeast Texas and Louisiana.

The Bayou Ethane Pipeline provides interstate and intrastate transportation services, with interconnections with its NGL storage facilities.

Gulf South is regulated by the FERC.

The Texas Gas Transmission, LLC (“Texas Gas”) pipeline system is a bi-directional pipeline, located in Louisiana, East Texas, Arkansas, Mississippi, Tennessee, Kentucky, Indiana and Ohio, with smaller diameter lines extending into Illinois.

Texas Gas owns nine natural gas storage fields, of which it owns the majority of the working and base gas.

Texas Gas is regulated by the FERC.

Boardwalk Pipelines has minor intrastate and natural gas pipeline assets in South Texas and Louisiana serving end-use, electric power generators and industrial customers.

The following table provides information for Boardwalk Pipelines’ natural gas assets owned and operated as of December 31, 2024:

Assets Miles of

Pipeline Average

(Bcf/d) (a) Peak-day

(Bcf/d) Working

Gulf South 7,180 6.8 10.9 107.6

Texas Gas 6,000 3.3 6.3 84.3

Other Natural Gas 265 0.1

(a) Bcf per day (Bcf/d)

Natural Gas Liquids

Boardwalk Pipelines’ natural gas liquids business, which provides transportation and storage services for NGLs and supply services for ethane and brine customers, consists primarily of NGLs pipelines, salt dome storage facilities and brine infrastructure.

Boardwalk Pipelines owns and operates approximately 870 miles of NGLs pipelines in Louisiana and Texas.

In 2024, Boardwalk Pipelines’ natural gas liquids pipeline systems transported approximately 136.6 MMBbls of NGLs.

Boardwalk Pipelines’ NGLs storage facilities consist of 11 salt-dome caverns located in Louisiana with an aggregate storage capacity of approximately 31.2 MMBbls.

Boardwalk Pipelines also owns ten salt-dome caverns and related brine infrastructure located in Louisiana for use in providing brine supply services and to support the NGLs storage operations.

Boardwalk Pipelines’ NGLs pipeline systems access the Gulf Coast petrochemical industry through operations at its Choctaw Hub in Louisiana and the Sulphur Hub in Louisiana.

Boardwalk Pipelines accesses ethylene supplies in Texas, which it delivers to petrochemical-industry customers in Louisiana.

Boardwalk Pipelines purchases ethane in Texas and Louisiana and utilizes its NGLs pipelines to supply ethane to customers in Texas and Louisiana.

The majority of Boardwalk Pipelines’ natural gas liquids customers are industrial end-users.

Following is a summary of the primary subsidiaries comprising Boardwalk Pipelines’ natural gas liquids business:

Boardwalk Louisiana Midstream, LLC (“Louisiana Midstream”) provides transportation and storage services for NGLs, primarily ethylene, and brine supply services for producers and consumers of petrochemicals through two hubs in southern Louisiana.

These assets have approximately 47.8 MMBbls of salt dome storage capacity, including approximately 7.6 Bcf of working natural gas storage capacity, significant brine supply infrastructure, and approximately 310 miles of pipeline assets, including an extensive ethylene distribution system.

Louisiana Midstream’s Choctaw pipeline network is a common carrier pipeline system situated along the Mississippi River Corridor that serves chemical complexes throughout southeastern Louisiana and provides connectivity to producers and consumers of ethylene.

Through interconnections with Boardwalk Petrochemical Pipeline, LLC’s (“Boardwalk Petrochemical”) Evangeline Pipeline and other third-party pipelines, the system links ethylene producers in Texas and the Lake Charles area to the Mississippi River Corridor.

Louisiana Midstream also owns eight salt-dome caverns and related

brine infrastructure located on the Choctaw Hub for use in providing brine supply services and supporting its NGLs storage operations.

Louisiana Midstream’s Sulphur pipeline network is located near Lake Charles, Louisiana, and is connected to local ethylene producers and consumers and area refineries.

At the Sulphur Hub, Louisiana Midstream owns and operates five active storage caverns, which are currently in ethylene, ethane and propane service.

Boardwalk Petrochemical owns and operates the Evangeline Pipeline, an approximately 180-mile bi-directional, common carrier, interstate ethylene pipeline that is capable of transporting approximately 4.8 billion pounds of ethylene per year between Texas and Louisiana, and interconnects with the ethylene distribution system and storage facilities at Louisiana Midstream’s Sulphur and Choctaw Hubs.

The Evangeline Pipeline links ethylene producers and consumers from Texas to Louisiana.

Boardwalk Ethane Pipeline Company, LLC (“Bayou Ethane”) owns and operates the Bayou Ethane Pipeline, an approximately 380-mile pipeline system originating in Texas, that transports ethane to Southeast Texas and to Louisiana.

The Bayou Ethane Pipeline provides common carrier, interstate and intrastate transportation services and interconnects with Louisiana Midstream’s storage facilities at the Sulphur and Choctaw Hubs.

The Bayou Ethane Pipeline has the ability to deliver approximately 55.0 MMBbls of ethane per year.

Throughput for Louisiana Midstream was 98.5 MMBbls for the year ended December 31, 2023, including Bayou Ethane Pipeline’s throughput of 9.2 MMBbls from the date of acquisition.

In 2023 , Boardwalk Pipelines placed into service approximately $166 million of growth projects which represents approximately 0.3 Bcf per day of firm natural gas transportation capacity and additional capacity on its ethylene pipeline systems.

As discussed above, in 2023 Boardwalk Pipelines also acquired Bayou Ethane for $355 million in cash.

Boardwalk Pipelines expects to spend approximately $310 million on its growth projects currently under construction through 2025.

These projects are expected to add another approximately 0.5 Bcf per day of firm natural gas transportation capacity and additional NGLs capacity.

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.

Bayou Ethane provides ethane supply and transportation services for industrial customers in Louisiana and Texas.

The following table provides information for Boardwalk Pipelines’ natural gas liquids assets owned and operated as of December 31, 2024:

Assets Miles of

Pipeline Annual

(MMBbls) Working

(Bcf) Liquids

Louisiana Midstream 310 60.2 7.6 31.2

Boardwalk Petrochemical 180 36.3

Bayou Ethane 380 40.1

In 2024, Boardwalk Pipelines placed into service approximately $245 million of growth projects which represents approximately 0.4 Bcf per day of firm natural gas transportation capacity, additional capacity on its ethylene pipeline systems and increased storage capacity and reliability.

Boardwalk Pipelines expects to spend a total of approximately $1.6 billion on its ongoing and announced growth projects, with expected in-service dates for these projects ranging from 2025-2029.

These projects are expected to add over 2.0 Bcf per day of firm natural gas transportation capacity.

These projects are expected to serve increased natural gas demand from electric power generation plants and industrial customers.

Boardwalk Pipelines’ growth projects are secured by long-term firm contracts, though some are supported by executed precedent transportation agreements for projects that are subject to regulatory approvals.

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”).

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

Boardwalk Pipelines’ delivery market has diversified over time, with increased deliveries to end-use customers, whereas, historically its delivery markets were primarily to other pipelines who then delivered to end-use customers.

Boardwalk Pipelines’ natural gas delivery markets have diversified over time, with increased deliveries to end-use customers, whereas, historically its natural gas delivery markets were primarily to other pipelines who then delivered to end-use customers.

Governmental Regulation:

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Key determinants in the FERC’s cost-based rate-making process are the costs of providing service, the volumes of gas being transported, the rate design, the allocation of costs between services, the capital structure and the rate of return a pipeline is permitted to earn.

The maximum applicable 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 maximum applicable rates that Boardwalk Pipelines may

charge 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.

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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 rates and terms of service on Boardwalk Pipelines’ interstate

ethane transportation pipeline are also subject to regulation by the FERC under, among other statutes, the Interstate Commerce Act (“ICA”) and the Energy Policy Act of 1992.

The rates and terms of service on Boardwalk Pipelines’ interstate ethane transportation pipeline are also subject to regulation by the FERC under, among other statutes, the Interstate Commerce Act (“ICA”) and the Energy Policy Act of 1992.

Over time, the FERC may change, amend or announce that it will undertake a review of its existing policies.

There were no major policy changes announced by the FERC during 2023.

There were no major policy changes announced by the FERC during 2024 that materially impacted Boardwalk Pipelines.

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 2025 is approximately $1.6 million per day per violation.

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

The Louisiana Public Service Commission (“LPSC”) regulates the rates Boardwalk Pipelines charges for intrastate service within the state of Louisiana on its petrochemical and NGL pipelines.

The Louisiana Public Service Commission (“LPSC”) regulates the rates Boardwalk Pipelines charges for intrastate service within the state of Louisiana on its petrochemical and NGLs pipelines.

The STB and LPSC require that Boardwalk Pipelines’ transportation rates are reasonable and that its practices cannot unreasonably discriminate among its shippers.

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Department of Transportation (“DOT”) through the Pipeline and Hazardous Materials Safety Administration (“PHMSA”) under the Natural Gas Pipeline Safety Act of 1968, as amended (“NGPSA”) and the Hazardous Liquids Pipeline Safety Act of 1979, as amended (“HLPSA”).

The NGPSA and HLPSA govern the design, installation, testing, construction, operation, replacement and management of interstate natural gas and NGL pipeline facilities.

The NGPSA and HLPSA govern the design, installation, testing, construction, operation, replacement and management of interstate natural gas and NGLs pipeline facilities.

Boardwalk Pipelines has authority from PHMSA to operate certain natural gas pipeline assets under issued permits with specific conditions that allow it to operate those pipeline assets at higher than normal operating pressures of up to 0.80 of the pipeline’s Specified Minimum Yield Strength (“SMYS”).

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PHMSA’s regulations also require transportation pipeline operators to implement integrity management programs to comprehensively evaluate certain high-risk areas, known as high consequence areas (“HCAs”) and moderate consequence areas (“MCAs”), along pipelines and take additional safety measures to protect people and property in these areas.

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.

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’ NGLs pipelines are based on high-population density areas, areas near certain drinking water sources and unusually sensitive ecological areas.

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 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.

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.

Certain aspects of that rule are currently in court review.

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 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 in May 2023, published a proposed rule that would enhance requirements for detecting and repairing leaks on new and existing natural gas distribution, gas transmission and gas gathering 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.

In September 2023, PHMSA published a proposed rule that would enhance the safety requirements for gas distribution pipelines and would require updates to distribution integrity management programs, emergency response plans, operations and maintenance manuals, and other safety practices.

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.

As a result of the 2011 Act, the 2016 Act and the 2020 Act, PHMSA has issued a series of significant rulemakings for onshore gas transmission pipelines (e.g., relating to maximum allowable operating pressure (“MAOP”) reconfirmation and exceedance reporting, the integrity assessment of additional pipeline mileage and the consideration of seismicity as a risk factor in integrity management), and hazardous liquid transmission and gathering pipelines (e.g., expanding the reach of certain of PHMSA’s integrity management requirements, requiring the accommodation of in-line inspection tools by 2039 for certain pipelines, increasing annual, accident and safety-related conditional reporting requirements, and expanding the use of leak detection systems beyond HCAs).

PHMSA also regulates the minimum safety requirements applicable to natural gas storage facilities, including wells, wellbore tubing and casing.

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

Five safety standards included in that rule were challenged by industry trade groups, and in August 2024, the U.S.

Court of Appeals for the D.C.

Circuit struck down four of the five challenged safety standards.

In September 2023, PHMSA published a proposed rule that, if finalized, would enhance the safety requirements for gas distribution pipelines and would require updates to distribution integrity management programs, emergency response plans, operations and maintenance manuals and other safety practices.

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.

In 2022 and 2023, the Department of Homeland Security’s Transportation Safety Administration (“TSA”) issued a series of security directives applicable to pipeline owners and operators intended to strengthen the industry’s overall cybersecurity posture in light of the evolving threat landscape and its potential impacts to critical U.S.

infrastructure.

The Department of Homeland Security’s Transportation Safety Administration (“TSA”) has issued a series of security directives between 2022 and 2024 applicable to major pipeline owners and operators intended to strengthen the industry’s overall cybersecurity posture in light of the evolving threat landscape and its potential impacts to U.S.

critical infrastructure.

The security directives require, among other things, that pipeline owners and operators designate a cybersecurity coordinator, establish and implement a Cybersecurity Implementation Plan;

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Boardwalk Pipelines has implemented tools, policies and practices designed to comply with the security directives.

Other regulators, such as PHMSA and the Securities and Exchange Commission (“SEC”), have also established requirements for reporting cybersecurity incidents.

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.

Other regulators, such as PHMSA and the Securities and Exchange Commission (“SEC”), have also established requirements for reporting certain cybersecurity incidents.

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

Such laws and regulations impose, among other things, restrictions, liabilities and obligations in connection with the generation, handling, use, storage, transportation, treatment and disposal of various substances including hazardous substances and waste and in connection with spills, releases, discharges and emissions of various substances into the environment.

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

For example, the Biden Administration has revised various rules to be more stringent, repealed various rules issued by the Trump Administration, and has announced forthcoming actions or released proposed or final 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.

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 National Environmental Policy Act (“NEPA”).

The guidance followed 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.

In July 2023, the CEQ announced another proposed rule which revises the implementing regulations of the procedural provisions of NEPA and implements amendments to NEPA included in the Fiscal Responsibility Act of 2023.

The final rule is expected in the second quarter of 2024.

The CEQ's guidance, effective upon publication, alongside the proposed and final rules, 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.

While the Biden Administration attempted to pursue additional actions to bolster environmental regulations, the future of these actions is uncertain.

For example, the Biden Administration revised various rules to be more stringent, repealed various rules issued by the first Trump Administration, imposed restrictions on methane emissions from oil and gas operations and ground level ozone emission standards and took other actions to mitigate climate change and further limit greenhouse gas (“GHG”) emissions.

In addition, 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 National Environmental Policy Act (“NEPA”).

In May 2024, the CEQ published a final rule that, in the second and final “phase” of updates, revised the implementing regulations of the procedural provisions of NEPA and implemented amendments to NEPA included in the Fiscal Responsibility Act of 2023.

The final rule was challenged by various states and the litigation remains ongoing.

More recently, in November 2024, a panel of three judges

Court of Appeals for the D.C.

Circuit held that the CEQ lacks authority to issue NEPA regulations and followed with a statement by a majority of the judges suggesting that in future cases they may not rule similarly that the CEQ lacks rulemaking authority.

In February 2025, the District Court for North Dakota also held that the CEQ lacks authority to issue NEPA regulations and vacated the CEQ’s 2024 “Phase 2” rule.

Additionally, President Trump signed an energy-related Executive Order which included ordering the CEQ to propose rescinding its NEPA regulations.

As a result, there is significant uncertainty with respect to current and future NEPA regulations.

While Boardwalk Pipelines cannot predict the full impact of these developments, any legal challenges to NEPA reviews performed in connection with its projects may result in further permitting and approval delays.

For more information, see Item 1A.

Risk Factors of this Report.

Environmental laws and regulations generally become stricter over time;

however, Boardwalk Pipelines cannot predict how the recent change in presidential administrations will impact its regulatory obligations.

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.

In March 2022, the Corps announced it was seeking stakeholder input on a formal review of NWP 12, although while this review is ongoing, the Corps has resumed permitting decisions.

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.

The Supreme Court stayed the vacatur of Section 404 of NWP 12 and, in September 2023, the Environmental Protection Agency (“EPA”) finalized its Clean Water Act Section 401 Water Quality Certification Improvement Rule, effective on November 27, 2023.

While the full extent and impact of these actions is unclear at this time, any disruption in Boardwalk Pipelines’ ability to obtain coverage under NWP 12 or other 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 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 Biden 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.

In January 2023, the EPA and the Corps released a final revised definition of “waters of the United States” founded upon the pre-2015 regulations.

Judicial developments also add to this uncertainty.

The Supreme Court opinion in Sackett v.

EPA invalidated certain parts of the January 2023 rule, resulting in a revised rule being issued in September 2023.

However, due to injunctions in certain states, the implementation of the September 2023 rule currently varies by state.

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 Nationwide Permit (“NWP”) 12, which was issued in January 2021 and subsequently challenged by various environmental groups.

Boardwalk Pipelines relies on NWP 12, alongside other NWPs, as blanket authority for construction, maintenance, repair and removal of pipelines.

If NWP 12 is amended or revoked, Boardwalk Pipelines may be required to apply for one or more Individual Permits, which would require additional time and resources to obtain.

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

In September 2023, the Environmental Protection Agency (“EPA”) finalized its Clean Water Act Section 401 Water Quality Certification Improvement Rule, effective in November 2023, which expanded the scope of certification authority.

While the litigation is ongoing and the full extent and impact of these actions is unclear at this time, any disruption in Boardwalk Pipelines’ ability to obtain coverage under NWP 12 or other 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” (“WOTUS”), including wetlands, as the EPA and the Corps have pursued multiple rulemakings under different administrations since 2015 in an attempt to determine the scope of such reach.

Most recently, in September 2023, the EPA issued a version of the WOTUS rule that, due to injunctions in certain states, is being implemented in only 24 states.

Thus, the operative definition of WOTUS varies by state.

However, Boardwalk Pipelines cannot predict what actions the Trump Administration may take with respect to any of these regulations and the timing with respect to the same.

As a result, there is significant uncertainty with respect to wetlands regulation under the Clean Water Act at this time.

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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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.

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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by Loews, Arlington, Texas* 300

Loews Arlington Hotel and Convention Center, Arlington, Texas 888

Loews Chicago Hotel, Chicago, Illinois 400

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Loews Miami Beach Hotel, Miami Beach, Florida 790

Loews Minneapolis Hotel, Minneapolis, Minnesota 251

Loews Philadelphia Hotel, Philadelphia, Pennsylvania 581

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Loews Sapphire Falls Resort at Universal Orlando, Orlando, Florida 1,000

Universal’s Aventura Hotel, Orlando, Florida 600

Universal’s Cabana Bay Beach Resort, Orlando, Florida 2,200

Universal’s Endless Summer Resort – Dockside Inn and Suites, Orlando, Florida 2,050

Universal’s Endless Summer Resort – Surfside Inn and Suites, Orlando, Florida 750

Universal Aventura Hotel, Orlando, Florida 600

Universal Cabana Bay Beach Resort, Orlando, Florida 2,200

Universal Endless Summer Resort – Dockside Inn and Suites, Orlando, Florida 2,050

Universal Endless Summer Resort – Surfside Inn and Suites, Orlando, Florida 750

Bisha Hotel and Residences, Toronto, Canada 96

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* Loews Hotels & Co has a controlling majority equity interest in this property.

Four owned hotels and eight joint venture hotels are subject to land leases.

Five owned hotels and eight joint venture hotels are subject to land leases.

Recent Developments and Growth Projects:

• In 2023, Loews Santa Monica Beach Hotel’s management agreement ended;

• In 2023, Loews Hotels & Co acquired a controlling majority equity interest in Live!

by Loews, Arlington, Texas, which had previously been a joint venture property;

• In the first quarter of 2024, Loews Arlington Hotel and Convention Center in Arlington, Texas is expected to open with 888 guestrooms and over 250,000 square feet of function space.

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

• In 2025, Universal Stella Nova Resort and Universal Terra Luna Resort at Universal Orlando, each a 750 guestroom hotel, and Universal Helios Grand Hotel, a Loews Hotel, with approximately 500 guestrooms, are expected to open.

• In 2024, Loews Hotels & Co completed the sale of Loews Minneapolis Hotel;

• In the first quarter of 2024, Loews Arlington Hotel and Convention Center in Arlington, Texas opened with 888 guestrooms and over 250,000 square feet of function space.

In the fourth quarter of 2024, Loews Hotels & Co acquired the remaining outstanding noncontrolling interest in this property;

• On January 21, 2025, Universal Stella Nova Resort, a 750 guestroom hotel, opened.

As with Loews Hotels & Co’s other properties at Universal Orlando, Loews Hotels & Co manages the hotel and has a noncontrolling joint venture equity interest in the hotel;

• In 2025, Universal Terra Luna Resort, a 750 guestroom hotel, and Universal Helios Grand Hotel, a Loews Hotel, a 500 guestroom hotel, are expected to open at Universal Orlando.

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

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HUMAN CAPITAL

Including our subsidiaries, we employed approximately 12,280 persons at December 31, 2023.

Including our consolidated subsidiaries, we employed approximately 13,000 persons at December 31, 2024.

CNA employed approximately 6,500 persons.

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Loews Hotels & Co employed approximately 5,100 persons, approximately 850 of whom were covered under collective bargaining agreements.

We and our subsidiaries believe we have satisfactory labor relations.

We and our consolidated subsidiaries believe we have satisfactory labor relations.

Separately, unconsolidated entities employ approximately 5,900 persons at properties managed by Loews Hotels & Co and approximately 4,000 persons at Altium Packaging.

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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.

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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

President and Chief Executive Officer

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.

Each of Marc A.

Alpert, Richard W.

Scott and Kenneth I.

Siegel has served in his current role 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 our 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.

Tisch served as a Vice President of Loews Corporation from 2014 until May 2022, as Senior Vice President, Corporate Development and Strategy of Loews Corporation from May 2022 until December 2024 and in his current role since January 2025.

Wang served as a Vice President of Loews Corporation from 2014 until assuming her current role in May 2022.

Tisch is the son of James S.

Tisch, Chairman of our Board, and the cousin of Alexander H.

Tisch is the nephew of James S.

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

However, Andrew H.

Tisch, a former director and current director emeritus, is the father of Alexander H.

Tisch and the brother of James S.

Tisch, and Jonathan M.

Tisch, a former director and current director emeritus, is the cousin of Andrew H.

Tisch and James S.

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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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