HANOVER INSURANCE GROUP, INC. 10-Q

ITEM 2 – UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS Issuer Purchases of Equity Securities Shares purchased in the second quarter of 2020 are as follows: Total Number of Approximate Dollar Value of Shares Purchased as Shares That May Yet Part of Publicly be Purchased Under the Total Number of Average Price Announced Plans or Plans or Programs Period Shares Purchased (1) Paid per Share Programs (in millions) April 1 - 30, 2020 967 $ 94.94 — $ 302 May 1 - 31, 2020 847 89.88 — 302 June 1 - 30, 2020 143,974 101.28 142,201 287 Total 145,788 $ 101.17 142,201 $ 287 (1) Includes 967 shares, 847 shares and 1,773 shares withheld to satisfy tax withholding amounts due from employees related to the receipt of stock which resulted from the exercise or vesting of equity awards for the months ended April 30, May 31 and June 30, 2020, respectively. 52 Table of Contents ITEM 6 – EXHIBITS EX – 31.1 Certification of the Chief Executive Officer, pursuant to 15 U.S.C. 78m, 78o(d), as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002. EX – 31.2 Certification of the Chief Financial Officer, pursuant to 15 U.S.C. 78m, 78o(d), as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002. EX – 32.1 Certification of the Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002. EX – 32.2 Certification of the Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002. EX – 101 The following materials from The Hanover Insurance Group, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 formatted in Inline eXtensible Business Reporting Language (“iXBRL”): (i) Consolidated Statements of Income for the three and six months ended June 30, 2020 and 2019; (ii) Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2020 and 2019; (iii) Consolidated Balance Sheets at June 30, 2020 and December 31, 2019; (iv) Consolidated Statements of Shareholders’ Equity for the three and six months ended June 30, 2020 and 2019; (v) Consolidated Statements of Cash Flows for the six months ended June 30, 2020 and 2019, and (vi) related notes to these financial statements. EX – 104 The cover page from The Hanover Insurance Group Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020, formatted in iXBRL (embedded within EX – 101). 53 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The Hanover Insurance Group, Inc. Registrant July 29, 2020 /s/ John C. Roche Date John C. Roche President, Chief Executive Officer and Director July 29, 2020 /s/ Jeffrey M. Farber Date Jeffrey M. Farber Executive Vice President and Chief Financial Officer 54