-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MEKzEUE+JVudEzbb3JWJjdM+yxZsu6M3/FmX+nznimQe1dK5jWxO517Y9SsvaT3E GAuwz64uv+TZBP53Fs8aEA== 0000950123-08-010863.txt : 20080910 0000950123-08-010863.hdr.sgml : 20080910 20080910164906 ACCESSION NUMBER: 0000950123-08-010863 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080904 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20080910 DATE AS OF CHANGE: 20080910 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHUBB CORP CENTRAL INDEX KEY: 0000020171 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 132595722 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08661 FILM NUMBER: 081065624 BUSINESS ADDRESS: STREET 1: 15 MOUNTAIN VIEW ROAD CITY: WARREN STATE: NJ ZIP: 07061 BUSINESS PHONE: 9089032000 MAIL ADDRESS: STREET 1: 15 MOUNTAIN VIEW ROAD CITY: WARREN STATE: NJ ZIP: 07061 8-K 1 y71141e8vk.htm FORM 8-K 8-K
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported) September 4, 2008
THE CHUBB CORPORATION
 
(Exact name of registrant as specified in its charter)
         
New Jersey   1-8661   13-2595722
 
(State or other jurisdiction of   (Commission   (IRS Employer
incorporation)   File Number)   Identification No.)
     
15 Mountain View Road, Warren, New Jersey
  07059
 
(Address of principal executive offices)
  (Zip Code)
Registrant’s telephone number, including area code (908) 903-2000
Not Applicable
 
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
SIGNATURES


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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) On September 4, 2008, the Board of Directors (the “Board”) of The Chubb Corporation (“Chubb”) approved amendments to certain of Chubb’s compensation and benefit arrangements and individual agreements covering its Board, Chief Executive Officer, Chief Financial Officer, Chief Operating Officer and other employees to reflect technical changes necessary to comply with section 409A of the Internal Revenue Code (“Section 409A”). The amendments clarify the timing of payments, timing of any deferral elections and the definitions of certain payment triggers. The following arrangements and individual agreements were so amended:
    The Chubb Corporation Key Employee Deferred Compensation Plan (2005);
 
    The Chubb Corporation Deferred Compensation Plan for Directors;
 
    Profit Sharing Plan of The Chubb Corporation, Chubb & Son Inc. and Participating Affiliates;
 
    The Chubb Corporation Annual Incentive Compensation Plan (2006);
 
    The Chubb Corporation Asset Managers Incentive Compensation Plan (2005);
 
    The Chubb Corporation Long-Term Stock Incentive Plan (2004) and affected restricted stock unit award agreements thereunder;
 
    The Chubb International Pension Plan;
 
    The Chubb Corporation Long-Term Stock Incentive Plan for Non-Employee Directors (2004);
 
    Employment Agreement between Chubb and John D. Finnegan, dated January 21, 2003;
 
    Change in Control Employment Agreement between Chubb and John D. Finnegan, dated as of January 21, 2003;
 
    Change in Control Agreement between Chubb and John J. Degnan, dated December 6, 1995; and
 
    Change in Control Agreement between Chubb and Michael O’Reilly, dated June 30, 1997.
In addition to the technical changes required to comply with Section 409A, on September 4, 2008, the Board approved amendments to the employment agreement between Chubb and John D. Finnegan, dated as of January 21, 2003, and the change in control employment agreement between Chubb and John D. Finnegan, dated as of January 21, 2003, to clarify when compensation deferrals and bonuses are included in the definition of compensation when determining Mr. Finnegan’s supplemental pension plan benefits and to clarify the types of permissible funding arrangements for any death benefits payable under such agreements.

 


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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 thereunto duly authorized.
         
  THE CHUBB CORPORATION
 
 
Date: September 10, 2008  By:   /s/ W. Andrew Macan    
    Name:   W. Andrew Macan   
    Title:   Vice President and Secretary   

 

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