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CB > SEC Filings for CB > Form 8-K on 28-Apr-2009All Recent SEC Filings

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Form 8-K for CHUBB CORP


28-Apr-2009

Change in Directors or Principal Officers, Financial Statements and Exhibits


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

On April 28, 2009, the shareholders of The Chubb Corporation (Chubb) approved the adoption of The Chubb Corporation Long-Term Incentive Plan (2009 Stock Plan) at Chubb's annual meeting of shareholders. The terms of the 2009 Stock Plan are set forth in Chubb's definitive proxy statement filed with the Securities and Exchange Commission on March 19, 2009 (2009 Proxy Statement) under the heading "Proposal 2 - Adoption of The Chubb Corporation Long-Term Incentive Plan
(2009)," as supplemented by Chubb's additional definitive proxy materials filed with the Securities and Exchange Commission on April 15, 2009 (2009 Additional Proxy Materials) under the heading "Amendment to The Chubb Corporation Long-Term Incentive Plan (2009)." The description of the 2009 Stock Plan set forth in the 2009 Proxy Statement, as supplemented by the 2009 Additional Proxy Materials, is qualified in its entirety by reference to the complete text of the 2009 Stock Plan.
Item 8.01 Other Events.
The annual meeting of shareholders of Chubb was held on April 28, 2009. Matters submitted to shareholders at the meeting and the voting results thereof were as follows:
Election of Directors. The shareholders of Chubb elected each of the director nominees proposed by Chubb's Board of Directors to serve until his or her successor is duly elected and qualified. The following is a breakdown of the voting results:

                DIRECTOR                 VOTES FOR    VOTES AGAINST

                Zoë Baird               295,819,145     3,631,538
                Sheila P. Burke         294,072,920     5,377,763
                James I. Cash, Jr.      293,375,222     6,075,461
                Joel J. Cohen           295,031,326     4,419,357
                John D. Finnegan        295,147,336     4,303,347
                Klaus J. Mangold        297,987,875     1,462,808
                Martin G. McGuinn       296,658,443     2,792,240
                Lawrence M. Small       295,708,353     3,742,330
                Jess Soderberg          298,746,613      704,070
                Daniel E. Somers        296,645,008     2,805,675
                Karen Hastie Williams   291,793,258     7,657,425
                James M. Zimmerman      296,991,014     2,459,669
                Alfred W. Zollar        296,493,058     2,957,625

Adoption of The Chubb Corporation Long-Term Incentive Plan (2009). The shareholders of Chubb approved the adoption of the 2009 Stock Plan. The following is a breakdown of the voting results:

VOTES FOR VOTES AGAINST ABSTAIN
206,433,128 62,504,320 309,831

Appointment of Ernst & Young LLP as Independent Auditor. The shareholders of Chubb ratified the appointment of Ernst & Young LLP as Chubb's independent auditor. The following is a breakdown of the voting results:

VOTES FOR VOTES AGAINST ABSTAIN
296,689,557 2,633,656 127,470


Table of Contents



Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
10.1 The Chubb Corporation Long-Term Incentive Plan (2009) incorporated by reference to Exhibit 99.1 of the registrant's registration statement on Form S-8 filed on April 28, 2009 (File No. 333-158841).


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