LOEWS CORP — Director's Dealing 2016

Dec 15, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LOEWS CORP (L)
CIK: 0000060086
Period of Report: 2016-12-13

Reporting Person: SCHWARTZ MARK S (VP & Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-12-14	Common Stock	M	3750	$40.34	Acquired	3750	Direct
2016-12-14	Common Stock	M	5000	$37.92	Acquired	8750	Direct
2016-12-14	Common Stock	M	5000	$37.26	Acquired	13750	Direct
2016-12-14	Common Stock	M	5000	$37.82	Acquired	18750	Direct
2016-12-14	Common Stock	M	5000	$37.86	Acquired	23750	Direct
2016-12-14	Common Stock	M	5000	$39.41	Acquired	28750	Direct
2016-12-14	Common Stock	D	23172	$47.58	Disposed	5578	Direct
2016-12-14	Common Stock	S	5578	$47.10	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-12-13	Restricted Stock Units	$	A	16.4	Acquired		Common Stock (16.4)	Direct
2016-12-14	Stock Appreciation Right	$40.34	M	3750	Disposed	2018-01-08	Common Stock (3750)	Direct
2016-12-14	Stock Appreciation Right	$37.92	M	5000	Disposed	2020-01-12	Common Stock (5000)	Direct
2016-12-14	Stock Appreciation Right	$37.26	M	5000	Disposed	2020-01-12	Common Stock (5000)	Direct
2016-12-14	Stock Appreciation Right	$37.82	M	5000	Disposed	2020-01-12	Common Stock (5000)	Direct
2016-12-14	Stock Appreciation Right	$37.86	M	5000	Disposed	2022-01-10	Common Stock (5000)	Direct
2016-12-14	Stock Appreciation Right	$39.41	M	5000	Disposed	2022-01-10	Common Stock (5000)	Direct

Footnotes

F1: Represents the weighted average price of multiple transactions with a range of prices between $47.01 and $47.27. The Reporting Person, upon request by the Commission Staff, the Issuer or a security holder of the Issuer, undertakes to provide further information regarding the number of securities at each separate price sold.

F2: Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.

F3: Represents additional RSUs awarded to the Reporting Person on account of dividend equivalent rights associated with previously awarded RSUs (the "Previous RSUs").

F4: These RSUs vest, and shares of the Issuer's common stock will be delivered to the Reporting Person, concurrently with Previous RSUs, subject to any election to defer delivery of shares made by the Reporting Person with respect to such Previous RSUs.

F5: The Stock Appreciation Rights became exercisable in four equal installments beginning on January 8, 2009.

F6: The Reporting Person received the Derivative Security pursuant to a stock appreciation right grant at no cost.

F7: The Stock Appreciation Rights became exercisable in four equal installments beginning on January 12, 2011.

F8: The Stock Appreciation Rights became exercisable in four equal installments beginning on January 10, 2013.