John C. Roche - Feb 27, 2023 Form 4 Insider Report for HANOVER INSURANCE GROUP, INC. (THG)

Role
President and CEO, Director
Signature
/s/ Walter H. Stowell pursuant to Confirming Statement
Stock symbol
THG
Transactions as of
Feb 27, 2023
Transactions value $
-$1,397,171
Form type
4
Date filed
3/1/2023, 04:53 PM
Previous filing
Feb 27, 2023
Next filing
Apr 4, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction THG Common Stock Award $0 +8.82K +11.28% $0.00 87K Feb 27, 2023 Direct F1, F6
transaction THG Common Stock Award $0 +6.47K +7.43% $0.00 93.5K Feb 27, 2023 Direct F2, F6
transaction THG Common Stock Award $0 +8.21K +8.78% $0.00 102K Feb 27, 2023 Direct F3, F6
transaction THG Common Stock Tax liability -$1.4M -10K -9.85% $139.48 91.7K Feb 28, 2023 Direct F4, F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction THG Common Stock Option (right to buy) Award $0 +36.5K $0.00 36.5K Feb 27, 2023 Common Stock 36.5K $140.01 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On February 28, 2020, the Reporting Person was granted 6,326 (target) performance-based restricted stock units ("PBRSUs") pursuant to the Issuer's 2014 Long-Term Incentive Plan. These PBRSUs were subject to a performance-based vesting condition related to three-year average adjusted return on equity and a time-based vesting condition and also provided for the accumulation of dividend equivalent rights. On February 27, 2023, the performance condition for this award was certified at 130% of the target award (as adjusted for accumulated dividend equivalent rights) for the number of shares indicated. This award remained subject to the time-based vesting condition and vested on February 28, 2023.
F2 On February 28, 2020, the Reporting Person was granted 6,934 (target) PBRSUs pursuant to the Issuer's 2014 Long-Term Incentive Plan. These PBRSUs were subject to a performance-based vesting condition related to three-year relative total shareholder return and a time-based vesting condition and also provided for the accumulation of dividend equivalent rights. On February 27, 2023, the performance condition for this award was certified at 86.96% of the target award (as adjusted for accumulated dividend equivalent rights) for the number of shares indicated. This award remained subject to the time-based vesting condition and vested on February 28, 2023.
F3 Grant of restricted stock units under the Issuer's 2022 Long-Term Incentive Plan. Such units vest on the third anniversary of the date of grant.
F4 Represents shares that were forfeited to pay withholding taxes upon the vesting of restricted stock units that were previously granted by the Issuer and vested on February 28, 2023. In connection with vesting, any fractional shares were rounded up to the next whole share in accordance with the terms of the award agreement
F5 Such options vest as to one-third of the shares on each of the first three anniversaries of the grant date.
F6 Does not include 7,652 shares held by the Reporting Person's spouse.