8-K

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) August 3, 2021

CNA FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-5823	36-6169860
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

151 N. Franklin

Chicago, IL 60606

(Address of principal executive offices) (Zip Code)

(312) 822-5000

(Registrant's telephone number, including area code)

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):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, Par value $2.50	"CNA"	New York Stock Exchange
		Chicago Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 5.02(b) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 3, 2021, Al Miralles, Executive Vice President and Chief Financial Officer, notified the Registrant of his decision to resign effective in September 2021. The press release announcing the resignation of Mr. Miralles is filed as Exhibit 99.1 to this Form 8-K.

ITEM 5.02(c) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 4, 2021, the Registrant appointed Larry Haefner, 64, as interim Chief Financial Officer, to take effect as of the date of Mr. Miralles’ resignation in September 2021. Mr. Haefner previously served as Chief Actuary of the Registrant from 2007 until his retirement from such role in 2020. Since January 1, 2021, Mr. Haefner has been employed by the Registrant on a full time basis as an Executive Consultant, a non-officer role. The Registrant has not yet determined the terms of Mr. Haefner’s compensation as interim Chief Financial Officer, which will replace his current compensation arrangement for the duration of such interim service. The press release announcing the appointment of Mr. Haefner as interim Chief Financial Officer is filed as Exhibit 99.1 to this Form 8-K.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits:

See Exhibit Index.

EXHIBIT INDEX

Exhibit No.	Description
99.1	CNA Financial Corporation press release, issued August 9, 2021, announcing the resignation of Al Miralles, Executive Vice President and Chief Financial Officer, and the appointment of Larry Haefner as interim Chief Financial Officer.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

		CNA Financial Corporation
		(Registrant)
Date:  August 9, 2021	By	/s/ Susan A. Stone
		(Signature)
		Susan A. Stone Executive Vice President and General Counsel

EX-99.1

FOR IMMEDIATE RELEASE

CNA Announces Search for New CFO

CHICAGO (Aug 9, 2021) – CNA announced today that Al Miralles, Executive Vice President and Chief Financial Officer, has resigned from CNA. Miralles notified CNA that he will be leaving the insurance industry and transitioning to a career in the technology sector.

CNA tapped Larry Haefner, CNA’s former Chief Actuary, to serve as interim CFO as the organization executes its search for a new CFO. Throughout his 13 year career at CNA, Haefner was closely aligned with the Finance team. Haefner’s cross functional understanding of CNA paired with his proven expertise in the P&C insurance business will ensure a smooth transition for the company.

“Al Miralles has been with CNA for more than 10 years and will be missed. We wish him well in his new endeavour,” said Dino Robusto, Chairman & Chief Executive Officer at CNA.

Miralles will leave the company in September and will use this time with Haefner to transition responsibilities. CNA has commenced searching for an experienced executive to take on the role of CFO immediately.

# # #

About CNA

CNA is one of the largest U.S. commercial property and casualty insurance companies. Backed by more than 120 years of experience, CNA provides a broad range of standard and specialized insurance products and services for businesses and professionals in the U.S., Canada and Europe. For more information, please visit CNA at www.cna.com.

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Cover Page Cover Page	Aug. 03, 2021
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Aug. 03, 2021
Entity Registrant Name	CNA FINANCIAL CORPORATION
Entity Incorporation, State or Country Code	DE
Entity File Number	1-5823
Entity Tax Identification Number	36-6169860
Entity Address, Address Line One	151 N. Franklin
Entity Address, City or Town	Chicago
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60606
City Area Code	312
Local Phone Number	822-5000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000021175
Amendment Flag	false
New York Stock Exchange
Entity Information [Line Items]
Title of 12(b) Security	Common Stock, Par value $2.50
Trading Symbol	"CNA"
Security Exchange Name	NYSE
Chicago Stock Exchange
Entity Information [Line Items]
Title of 12(b) Security	Common Stock, Par value $2.50
Trading Symbol	"CNA"
Security Exchange Name	CHX