SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
BESSETTE ANDY F

(Last) (First) (Middle)
THE TRAVELERS COMPANIES, INC.
385 WASHINGTON STREET

(Street)
ST. PAUL MN 55102

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TRAVELERS COMPANIES, INC. [ TRV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP and Chief Admin Officer
3. Date of Earliest Transaction (Month/Day/Year)
04/27/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/27/2011 M 25,000 A $42.88 59,276.62 D
Common Stock 04/27/2011 S 25,000 D $61.996(1) 34,276.62 D
Common Stock 04/27/2011 M 3,984 A $52.4 38,260.62 D
Common Stock 04/27/2011 S 3,984 D $61.92(2) 34,276.62 D
Common Stock 04/27/2011 M 7,692 A $52.4 41,968.62 D
Common Stock 04/27/2011 S 7,692 D $61.995(3) 34,276.62 D
Common Stock 04/27/2011 M 5,671 A $55 39,947.62 D
Common Stock 04/27/2011 S 5,671 D $61.884(4) 34,276.62 D
Common Stock 04/27/2011 M 922 A $55 35,198.62 D
Common Stock 04/27/2011 S 922 D $62.082(5) 34,276.62 D
Common Stock 04/27/2011 M 4,155 A $56.23 38,431.62 D
Common Stock 04/27/2011 S 4,155 D $61.906(6) 34,276.62 D
Common Stock 04/27/2011 M 6,625 A $56.23 40,901.62 D
Common Stock 04/27/2011 S 6,625 D $61.842(7) 34,276.62 D
Common Stock 04/27/2011 M 2,945 A $56.23 37,221.62 D
Common Stock 04/27/2011 S 2,945 D $61.952(8) 34,276.62 D
Common Stock 04/27/2011 M 622 A $56.26 34,898.62 D
Common Stock 04/27/2011 S 622 D $62.084 34,276.62 D
Common Stock 04/27/2011 M 2,171 A $54.63 36,447.62 D
Common Stock 04/27/2011 S 2,171 D $62.02 34,276.62 D
Common Stock 04/27/2011 M 566 A $55.18 34,842.62 D
Common Stock 04/27/2011 S 566 D $62.053(9) 34,276.62 D
Common Stock 1,227.628(10) I 401(k) Plan
Common Stock 22(11) I By Son
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy) $42.88 04/27/2011 M 25,000 02/02/2008 02/02/2014 Common Stock 25,000 $0 0 D
Stock Options (Right to Buy) $52.4 04/27/2011 M 3,984 11/08/2007 02/04/2013 Common Stock 3,984 $0 0 D
Stock Option (Right to Buy) $52.4 04/27/2011 M 7,692 11/08/2007 02/04/2013 Common Stock 7,692 $0 0 D
Stock Options (Right to Buy) $55 04/27/2011 M 5,671 05/03/2008 02/04/2013 Common Stock 5,671 $0 0 D
Stock Option (Right to Buy) $55 04/27/2011 M 922 05/03/2008 02/04/2013 Common Stock 922 $0 0 D
Stock Option (Right to Buy) $56.23 04/27/2011 M 4,155 05/08/2008 02/04/2013 Common Stock 4,155 $0 0 D
Stock Option (Right to Buy) $56.23 04/27/2011 M 6,625 05/08/2008 02/04/2013 Common Stock 6,625 $0 0 D
Stock Options (Right to Buy) $56.23 04/27/2011 M 2,945 05/08/2008 02/04/2013 Common Stock 2,945 $0 0 D
Stock Options (Right to Buy) $56.26 04/27/2011 M 622 05/14/2008 02/04/2013 Common Stock 622 $0 0 D
Stock Options (Right to Buy) $54.63 04/27/2011 M 2,171 12/06/2008 02/04/2013 Common Stock 2,171 $0 0 D
Stock Options (Right to Buy) $55.18 04/27/2011 M 566 12/10/2008 02/04/2013 Common Stock 566 $0 0 D
Explanation of Responses:
1. Represents the weighted average sales price for price increments ranging from $61.72 to $62.24. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
2. Represents the weighted average sales price for price increments ranging from $61.91 to $61.92. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
3. Represents the weighted average sales price for price increments ranging from $61.74 to $62.24. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
4. Represents the weighted average sales price for price increments ranging from $61.87 to $61.90. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
5. Represents the weighted average sales price for price increments ranging from $62.08 to $62.084. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
6. Represents the weighted average sales price for price increments ranging from $61.90 to $61.92. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
7. Represents the weighted average sales price for price increments ranging from $61.83 to $61.85. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
8. Represents the weighted average sales price for price increments ranging from $61.94 to $61.96. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
9. Represets the weighted average sales price for price increments ranging from $62.051 to $62.054. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
10. Includes common shares and shares of common stock that may be acquired upon the conversion of shares of Series B Preferred Stock, each of which is convertible into 8 shares of common stock.
11. The Reporting Person disclaims beneficial ownership of these shares.
/s/Wendy C. Skjerven, by power of attorney 04/29/2011
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.