HARTFORD INSURANCE GROUP, INC.·4

Feb 19, 4:07 PM ET

Costello Beth Ann 4

4 · HARTFORD INSURANCE GROUP, INC. · Filed Feb 19, 2026

Research Summary

AI-generated summary of this filing

Updated

Hartford (HIG) CFO Beth Ann Costello Exercises/Receives Award, 13,312 Shares Withheld

What Happened

  • Beth Ann Costello, Executive Vice President and Chief Financial Officer of Hartford Insurance Group (HIG), had performance-based awards for the 2023–2025 period certified and paid in stock. The award resulted in 28,726.676 shares being issued/converted to common stock on Feb 17, 2026.
  • To satisfy tax-withholding obligations, 13,312 of those shares were disposed to the company on Feb 18, 2026 at $143.53 per share, generating proceeds/value of $1,910,671. Net shares retained from this payout are roughly 15,414.676 shares (28,726.676 issued minus 13,312 withheld).

Key Details

  • Transaction dates: Award/conversion certified and issued on 2026-02-17; tax-withholding disposition on 2026-02-18.
  • Prices/values: Withheld shares disposed at $143.53 each for a total of $1,910,671 (per filing footnote referencing the Feb 17 closing price).
  • Shares owned after transaction: Not explicitly stated in the excerpt; net retention from this award is ~15,414.676 shares (calculated from reported numbers).
  • Relevant footnotes: F1 = committee certified performance share payout (2023–2025); F2 = shares disposed to Company to cover tax withholding; F3 = $143.53 is the closing price used for value calc.
  • Filing timeliness: Form 4 was filed Feb 19, 2026 for a Feb 17 transaction—appears to be filed within the typical 2-business-day window.

Context

  • This was a performance-share payout (award conversion), not an open-market sale. The 13,312-share disposition was a share-withholding to cover taxes (common administrative practice), not a signal of an open-market sell-off.
  • Transaction codes: A = Award/Grant (performance shares paid in stock); M = conversion/exercise of derivative (conversion of performance units to shares); F = payment of tax liability via share disposition.
  • For retail investors: awards converted and withholding are routine executive compensation mechanics. Purchases (direct buys) tend to be more bullish signals than tax-withholding disposals.

Insider Transaction Report

Form 4
Period: 2026-02-17
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-17+28,726.676106,300.282 total
  • Tax Payment

    Common Stock

    [F2][F3]
    2026-02-18$143.53/sh13,312$1,910,67192,988.282 total
  • Award

    Performance Shares

    [F1]
    2026-02-17+28,726.67628,726.676 total
    Common Stock (28,726.676 underlying)
  • Exercise/Conversion

    Performance Shares

    [F1]
    2026-02-1728,726.6760 total
    Common Stock (28,726.676 underlying)
Holdings
  • Stock Option

    [F4]
    Exercise: $49.01Exp: 2029-02-26Common Stock (75,790 underlying)
    75,790
  • Stock Option

    [F5]
    Exercise: $51.87Exp: 2031-02-23Common Stock (67,204 underlying)
    67,204
  • Stock Option

    [F6]
    Exercise: $53.81Exp: 2028-02-27Common Stock (63,194 underlying)
    63,194
  • Stock Option

    [F7]
    Exercise: $55.27Exp: 2030-02-25Common Stock (71,318 underlying)
    71,318
  • Stock Option

    [F8]
    Exercise: $69.41Exp: 2032-02-23Common Stock (75,483 underlying)
    75,483
  • Stock Option

    [F9]
    Exercise: $78.28Exp: 2033-02-28Common Stock (57,492 underlying)
    57,492
  • Stock Option

    [F10]
    Exercise: $95.74Exp: 2034-02-27Common Stock (25,223 underlying)
    25,223
  • Stock Option

    [F11]
    Exercise: $116.41Exp: 2035-02-25Common Stock (21,847 underlying)
    21,847
Footnotes (11)
  • [F1]On February 17, 2026, the Company's Compensation and Management Development Committee certified a performance share payout based on the level of the Company's performance relative to pre-established objectives for the January 1, 2023 through December 31, 2025 performance period. The performance shares were paid in shares of the Company's common stock.
  • [F10]One-third of the options became exercisable on February 27, 2025, an additional one-third of the options will become exercisable on February 27, 2026 and the remaining one-third of the options will become exercisable on February 27, 2027, the third anniversary of the grant date.
  • [F11]One-third of the options will become exercisable on February 25, 2026, an additional one-third of the options will become exercisable on February 25, 2027 and the remaining one-third of the options will become exercisable on February 25, 2028, the third anniversary of the grant date.
  • [F2]Transaction involving a disposition to the Company of equity securities to cover tax withholding obligations arising from the performance share certification reported on this Form 4, in accordance with the Company's administrative rules.
  • [F3]The closing price of the Company's common stock on February 17, 2026, the day of certification.
  • [F4]The options became fully exercisable on February 26, 2022, the third anniversary of the grant date.
  • [F5]The options became fully exercisable on February 23, 2024, the third anniversary of the grant date.
  • [F6]The options became fully exercisable on February 27, 2021, the third anniversary of the grant date.
  • [F7]The options became fully exercisable on February 25, 2023, the third anniversary of the grant date.
  • [F8]The options became fully exercisable on February 23, 2025, the third anniversary of the grant date.
  • [F9]One-third of the options became exercisable on February 28, 2024, an additional one-third of the options became exercisable on February 28, 2025 and the remaining one-third of the options will become exercisable on February 28, 2026, the third anniversary of the grant date.
Signature
Anthony J. Salerno, Jr., Attorney-in-Fact|2026-02-19

Documents

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