SEC Form 4 · accession 0000944695-15-000010
HANOVER INSURANCE GROUP, INC. · THG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark Joseph Welzenbach
Officer — Senior Vice President
Period of report
Jan 19, 2015
Accepted (ET)
Jan 21, 2015 · 5:27 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000944695
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 19, 2015 | A | 3,375 | $0.00 | A | 29,971 | D | |
| Common StockF2 | Jan 20, 2015 | F | 549 | $69.64 | D | 29,422 | D | |
| Common StockF3 | Jan 20, 2015 | F | 426 | $69.64 | D | 28,996 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On January 20, 2012, the Reporting Person was granted 2,250 (target) performance-based restricted stock units ("PBRSUs") pursuant to the Issuer's 2006 Long-Term Incentive Plan. The PBRSUs were subject to both a time-based and a performance condition, and the actual award could be as low as zero and as high as 150% of target depending on the level of performance achieved. On January 19, 2015, the Compensation Committee determined that the level of performance achieved entitled the holders of the PBRSUs to 150% of their target award. Accordingly, on January 19, 2015, the PBRSUs' performance criteria vested, and the PBRSUs converted into the number of restricted stock units indicated on this Form 4. 50% of the restricted stock units vest on each of the third and fourth anniversaries of the date of grant.
- F2On January 20, 2015, 50% of the restricted stock units described in Footnote 1 vested. Represents shares that were forfeited to pay withholding taxes upon the vesting of these restricted stock units.
- F3Represents shares that were forfeited to pay withholding taxes upon the vesting of restricted stock units that were previously granted by the Issuer.