CINCINNATI FINANCIAL CORP — Director's Dealing 2018

Mar 5, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CINCINNATI FINANCIAL CORP (CINF)
CIK: 0000020286
Period of Report: 2018-03-01

Reporting Person: Hollenbeck Martin F (Sr.VP,Chief Investment Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-03-01	Common Stock	M	5939	—	Acquired	52032	Direct
2018-03-01	Common Stock	M	203	—	Acquired	52235	Direct
2018-03-01	Common Stock	M	352	—	Acquired	52587	Direct
2018-03-01	Common Stock	M	804	—	Acquired	53391	Direct
2018-03-01	Common Stock	F	2142	$74.18	Disposed	51249	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-03-01	Restricted Stock Units	$0	M	5939	Disposed		Common Stock (5939)	Direct
2018-03-01	Restricted Stock Units	$0	M	203	Disposed		Common Stock (203)	Direct
2018-03-01	Restricted Stock Units	$0	M	352	Disposed		Common Stock (352)	Direct
2018-03-01	Restricted Stock Units	$0	M	804	Disposed		Common Stock (804)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1523	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$0		Common Stock (4883)	4883	Direct

Footnotes

F1: The reported stock was acquired under the company's 401(k) plan. The reporting person may transfer the value of his shares into an alternative investment selection within the plan.

F2: The restricted stock units became payable March 1, 2018. The performance goals were met at the target level.

F3: The restricted stock units vested March 1, 2018, as set forth in the grant agreement providing for ratable vesting over a three year service period ending March 1, 2018.

F4: The restricted stock units vested March 1, 2018, as set forth in the grant agreement providing for ratable vesting over a three year service period ending March 1, 2019.

F5: The restricted stock units vested March 1, 2018, as set forth in the grant agreement providing for ratable vesting over a three year service period ending March 1, 2020.

F6: The reported phantom stock shares were acquired under the company's Top Hat Savings Plan, an "Excess Benefits Plan" within the meaning of Rule 16b-3(b)(2), and are to be settled upon the reporting person's retirement or other termination of service. The reporting person may transfer the value of his phantom stock shares into an alternative investment selection within the plan.