HANOVER INSURANCE GROUP, INC.·4

Feb 26, 4:41 PM ET

Salvatore Bryan J 4

4 · HANOVER INSURANCE GROUP, INC. · Filed Feb 26, 2026

Research Summary

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Hanover (THG) EVP Salvatore Bryan Receives 15,077-Share Award

What Happened

  • Salvatore Bryan, Executive Vice President of Hanover Insurance Group (THG), was granted/recorded four awards on Feb 24, 2026 totaling 15,077 shares (2,595; 1,672; 1,873; and 8,937). All were reported as acquired at $0.00 on the Form 4. The awards include performance-based restricted stock units (PBRSUs) and time-based restricted stock units; some performance awards were recently certified above target (see details below). These are compensation awards—not open-market purchases or sales.

Key Details

  • Transaction date: Feb 24, 2026; Form 4 filed Feb 26, 2026 (timely).
  • Reported acquisition amounts and prices: 2,595 @ $0.00; 1,672 @ $0.00; 1,873 @ $0.00; 8,937 (derivative) @ $0.00.
  • Shares owned after transaction: not disclosed in the provided filing excerpt.
  • Notable footnotes:
    • PBRSU award (granted Feb 27, 2023) had its performance certified at 150% of target (adjusted for dividend equivalents); remains subject to time-based vesting and will vest Feb 27, 2026.
    • A second PBRSU (granted Feb 27, 2023) was certified at 100% of target; also vests Feb 27, 2026.
    • A grant of standard restricted stock units vests on the third anniversary of grant.
    • The filing also cites the LTIP option vesting schedule (one-third on each of the first three anniversaries) where applicable.
  • Filing timeliness: filed within the Form 4 reporting window (no late-filing flag).

Context

  • PBRSUs and RSUs are compensation awards that convert to shares only when vesting conditions (performance and/or time) are met; they are reported at $0 as acquisitions because they are awards, not cash purchases.
  • Performance certification (one award at 150% and another at 100%) increases the number of units payable at vesting, but the awards remain subject to scheduled vesting before becoming shares the insider can sell.
  • These entries reflect compensation and vesting certification rather than an insider buying or selling stock, so they should be interpreted as routine executive compensation disclosures rather than directional market bets.

Insider Transaction Report

Form 4
Period: 2026-02-24
Salvatore Bryan J
Executive Vice President
Transactions
  • Award

    Common Stock

    [F1]
    2026-02-24+2,59528,299.879 total
  • Award

    Common Stock

    [F2]
    2026-02-24+1,67229,971.879 total
  • Award

    Common Stock

    [F3]
    2026-02-24+1,87331,844.879 total
  • Award

    Common Stock Option (right to buy)

    [F4]
    2026-02-24+8,9378,937 total
    Exercise: $173.56Exp: 2036-02-24Common Stock (8,937 underlying)
Footnotes (4)
  • [F1]On February 27, 2023, the Reporting Person was granted performance-based restricted stock units ("PBRSUs") pursuant to the Issuer's 2022 Long-Term Incentive Plan ("2022 LTIP"). 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 24, 2026, the performance condition for this award was certified at 150% of the target award (as adjusted for accumulated dividend equivalent rights). This award remains subject to the time-based vesting condition and will vest on February 27, 2026.
  • [F2]On February 27, 2023, the Reporting Person was granted PBRSUs pursuant to the Issuer's 2022 LTIP. 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 24, 2026, the performance condition for this award was certified at 100% of the target award (as adjusted for accumulated dividend equivalent rights). This award remains subject to the time-based vesting condition and will vest on February 27, 2026.
  • [F3]Grant of restricted stock units under the Issuer's 2022 LTIP. Such units vest on the third anniversary of the date of grant.
  • [F4]Such options vest as to one-third of the shares on each of the first three anniversaries of the grant date.
Signature
/s/ Lindsay L. Katz pursuant to Confirming Statement|2026-02-26

Documents

1 file
  • 4
    ownership.xmlPrimary

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