Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

At the Chubb Limited ("Company") Annual General Meeting of Shareholders ("annual general meeting") held on May 17, 2023, the Company's shareholders approved (i) amendments to various sections of the Company's Articles of Association in connection with recent updates to Swiss corporate law relating to shareholder and Board authorities, procedures for convening general meetings and related shareholder rights, executive compensation requirements and limitations, and certain other matters, all as further described in the Company's 2023 Proxy Statement under the heading " Agenda Item 9.1: Amendments Relating to Swiss Corporate Law Updates ", incorporated herein by reference; and (ii) an amendment to the Articles of Association to extend the advance notice period within which shareholders must submit items for inclusion on a shareholder meeting agenda, from 45 days before the meeting to 90 days before the anniversary date of the prior year's annual meeting, as further described in the Company's 2023 Proxy Statement under the heading " Agenda Item 9.2: Amendment to Advance Notice Period ", incorporated herein by reference.

At the Company's 2023 annual general meeting, the Company's shareholders also approved (i) a share capital reduction via cancellation of shares, as further described in the Company's 2023 Proxy Statement under the heading " Agenda Item 10.1: Cancellation of Repurchased Shares ", incorporated herein by reference; and (ii) a share capital reduction via a par value reduction of the Company's common shares from CHF 24.15 per share to CHF 0.50 per share, as further described in the Company's 2023 Proxy Statement under the heading " Agenda Item 10.2: Par Value Reduction ", incorporated herein by reference. As discussed in the 2023 Proxy Statement under the respective agenda items, following the annual general meeting the Articles of Association have been amended to incorporate the aforementioned capital reductions.

A copy of the amended Articles of Association is attached hereto as Exhibit 3.1 and is incorporated herein by reference. The amended Articles of Association will become effective upon registration with the Commercial Register of the Canton of Zurich, Switzerland ("Swiss Commercial Register"). Subject to the subsequent approval by the Swiss Federal Commercial Register Office, the effective date of such registration is expected to be on or about May 23, 2023.

Item 5.07 Submission of Matters to a Vote of Security Holders

The Company convened its annual general meeting on May 17, 2023, pursuant to notice duly given. Agenda Items 1-13 submitted by the Company at the annual general meeting were approved in accordance with the Board's recommendations. With respect to the shareholder proposals, each of Agenda Items 14 and 15 were rejected. The matters voted upon at the meeting and the results of such voting are set forth below.

The vote required to approve each agenda item noted below is described in the Company's 2023 Proxy Statement under the headings "What vote is required to approve each agenda item?" and "What is the effect of broker non-votes and abstentions?".

1. Approval of the management report, standalone financial statements and


    consolidated financial statements of Chubb Limited for the year ended
    December 31, 2022

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  364,309,343            215,381             1,111,626              0

2.1 Allocation of disposable profit

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  365,050,505            230,965              354,880               0




                                       2

2.2 Distribution of a dividend out of legal reserves (by way of release and

allocation to a dividend reserve)

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  365,147,513            171,267              317,570               0

3. Discharge of the Board of Directors

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  336,319,834           1,450,346            1,602,582          26,019,147

The voting results for Agenda Item 3 exclude shares held by the Company's directors, nominees and executive officers, who are not permitted by Swiss law to vote their shares on the discharge of the Board of Directors.

4.1 Election of PricewaterhouseCoopers AG (Zurich) as the Company's statutory

auditor for the year ending December 31, 2023

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  351,120,875           14,221,396            294,080               0

4.2 Ratification of appointment of PricewaterhouseCoopers LLP (United States) as


     independent registered public accounting firm for purposes of U.S. securities
     law reporting for the year ending December 31, 2023

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  345,772,949           19,562,636            300,765               0

4.3 Election of BDO AG (Zurich) as special audit firm until the Company's next

annual general meeting





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  364,815,259            460,656              360,435               0

5.1 Election of Evan G. Greenberg as director until the Company's next annual

general meeting





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  319,727,780           18,864,880           1,024,543          26,019,147

5.2 Election of Michael P. Connors as director until the Company's next annual

general meeting





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  240,066,650           87,246,457           12,304,096         26,019,147

5.3 Election of Michael G. Atieh as director until the Company's next annual

general meeting





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  335,698,775           3,600,476             317,952           26,019,147




                                       3

5.4 Election of Kathy Bonanno as director until the Company's next annual general


     meeting



Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  337,039,448           2,271,765             305,990           26,019,147

5.5 Election of Nancy K. Buese as director until the Company's next annual

general meeting





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  338,591,119            725,234              300,850           26,019,147

5.6 Election of Sheila P. Burke as director until the Company's next annual

general meeting





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  337,739,035           1,585,497             292,671           26,019,147

5.7 Election of Michael L. Corbat as director until the Company's next annual

general meeting





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  338,494,014            807,691              315,498           26,019,147

5.8 Election of Robert J. Hugin as director until the Company's next annual

general meeting





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  337,794,393           1,508,640             314,170           26,019,147

5.9 Election of Robert W. Scully as director until the Company's next annual

general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  335,316,624           3,989,396             311,183           26,019,147

5.10 Election of Theodore E. Shasta as director until the Company's next annual

general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  332,085,287           7,214,821             317,095           26,019,147

5.11 Election of David H. Sidwell as director until the Company's next annual

general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  335,822,375           3,490,695             304,133           26,019,147




                                       4

5.12 Election of Olivier Steimer as director until the Company's next annual

general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  336,529,765           2,761,126             326,312           26,019,147

5.13 Election of Frances F. Townsend as director until the Company's next annual

general meeting





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  258,584,459           80,097,306            935,438           26,019,147

6. Election of Evan G. Greenberg as Chairman of the Board of Directors until the

Company's next annual general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  256,896,303           80,749,673           1,971,227          26,019,147

7.1 Election of Michael P. Connors as Compensation Committee member until the

Company's next annual general meeting





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  318,065,288           21,231,797            320,118           26,019,147

7.2 Election of David H. Sidwell as Compensation Committee member until the

Company's next annual general meeting





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  336,542,969           2,760,427             313,807           26,019,147

7.3 Election of Frances F. Townsend as Compensation Committee member until the

Company's next annual general meeting





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  323,865,001           15,423,954            328,248           26,019,147

8. Election of Homburger AG as independent proxy until the conclusion of the

Company's next annual general meeting

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  364,669,244            223,701              743,405               0

9.1 Amendment to the Articles of Association relating to Swiss corporate law

updates

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  339,192,939            109,597              314,667           26,019,147




                                       5

9.2 Amendment to advance notice period in the Company's Articles of Association

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  336,338,994           2,957,290             320,919           26,019,147

10.1 Reduction of share capital via cancellation of repurchased shares





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  364,372,384            890,291              373,675               0

10.2 Reduction of share capital via par value reduction





Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  364,337,175            880,498              418,677               0

11.1 Maximum compensation of the Board of Directors until the next annual general


      meeting



Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  337,665,204            943,206             1,008,793          26,019,147

11.2 Maximum compensation of Executive Management for the 2024 calendar year






Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  329,332,502           9,279,815            1,004,886          26,019,147

11.3 Advisory vote to approve the Swiss compensation report






Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
  323,694,186           15,242,693            680,324           26,019,147

12. Advisory vote to approve executive compensation under U.S. securities law


     requirements

Shares Voted For Shares Voted Against Shares Abstained Broker Non-Votes


  320,132,177           18,797,155            687,871           26,019,147

13. Advisory vote on the frequency of the U.S. securities law advisory vote on


     executive compensation




  1 Year      2 Years    3 Years    Shares Abstained   Broker Non-Votes
335,187,414   389,207   3,732,370       308,212           26,019,147

After taking into account the results of Agenda Item 13, the Board of Directors determined that it shall be the Company's policy to submit the compensation of its named executive officers to shareholders for a non-binding advisory vote annually, at least until the Company's next annual general meeting at which an advisory vote on the frequency of the U.S. securities law advisory vote on executive compensation is conducted.





                                       6

14. Shareholder proposal on greenhouse gas emissions targets






Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
   97,409,450          239,296,264           2,911,489          26,019,147

15. Shareholder proposal on human rights and underwriting






Shares Voted For   Shares Voted Against   Shares Abstained   Broker Non-Votes
   55,553,933          280,484,676           3,578,594          26,019,147

Item 9.01. Financial Statements and Exhibits





 (d) Exhibits




Exhibit
Number                                   Description
  3.1        Articles of Association of the Company as amended

  4.1        Articles of Association of the Company as amended (Incorporated by
           reference to Exhibit 3.1)

104        Cover Page Interactive Data File (the cover page XBRL tags are
           embedded within the Inline XBRL document)




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