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 first quarter of 2021 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) January 1 - 31, 2021 (2) 45,158 $ 112.52 44,828 $ 124 February 1 - 28, 2021 25,000 116.94 25,000 121 March 1 - 31, 2021 383,334 126.45 332,671 78 Total 453,492 $ 124.54 402,499 $ 78 (1) Includes 330 shares and 50,663 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 January 31 and March 31, 2021, respectively. (2) Includes 44,828 shares of common stock received as final settlement of the October 2020 ASR. 42 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 March 31, 2021 formatted in Inline eXtensible Business Reporting Language (“iXBRL”): (i) Consolidated Statements of Income for the three months ended March 31, 2021 and 2020; (ii) Consolidated Statements of Comprehensive Income for the three months ended March 31, 2021 and 2020; (iii) Consolidated Balance Sheets at March 31, 2021 and December 31, 2020; (iv) Consolidated Statements of Shareholders’ Equity for the three months ended March 31, 2021 and 2020; (v) Consolidated Statements of Cash Flows for the three months ended March 31, 2021 and 2020, 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 March 31, 2021, formatted in iXBRL (embedded within EX – 101). 43 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 April 30, 2021 /s/ John C. Roche Date John C. Roche President, Chief Executive Officer and Director April 30, 2021 /s/ Jeffrey M. Farber Date Jeffrey M. Farber Executive Vice President and Chief Financial Officer 44