Item 2. Unregistered Sales of Equity Securities
ITEM 2 – UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Issuer Purchases of Equity Securities
Shares purchased in the first quarter of 2022 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, 2022
47,921
$
134.37
47,285
$
355
February 1 - 28, 2022
41,780
138.29
41,450
349
March 1 - 31, 2022
104,527
140.96
30,094
345
Total
194,228
$
138.76
118,829
$
345
(1)
Includes 636 shares, 330 shares and 74,433 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, February 28 and March 31, 2022, respectively.
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ITEM 6 – EXHIBITS
EX – 10.1+
Form of Non-Qualified Stock Option Agreement under The Hanover Insurance Group 2014 Long-Term Incentive Plan.
EX – 10.2+
Form of Restricted Stock Unit Agreement under The Hanover Insurance Group 2014 Long-Term Incentive Plan.
EX – 10.3+
Form of Performance-Based Restricted Stock Unit Agreement under The Hanover Insurance Group 2014 Long-Term Incentive Plan.
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, 2022 formatted in Inline eXtensible Business Reporting Language (“iXBRL”): (i) Consolidated Statements of Income for the three months ended March 31, 2022 and 2021; (ii) Consolidated Statements of Comprehensive Income for the three months ended March 31, 2022 and 2021; (iii) Consolidated Balance Sheets at March 31, 2022 and December 31, 2021; (iv) Consolidated Statements of Shareholders’ Equity for the three months ended March 31, 2022 and 2021; (v) Consolidated Statements of Cash Flows for the three months ended March 31, 2022 and 2021, 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, 2022, formatted in iXBRL (embedded within EX – 101).
+ Management contract or compensatory plan or arrangement.
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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 hereunto duly authorized.
The Hanover Insurance Group, Inc.
Registrant
May 4, 2022
/s/ John C. Roche
Date
John C. Roche
President, Chief Executive Officer and Director
May 4, 2022
/s/ Jeffrey M. Farber
Date
Jeffrey M. Farber
Executive Vice President and Chief Financial Officer
44
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.