Stepnowski Amy 4
4 · HARTFORD INSURANCE GROUP, INC. · Filed Feb 19, 2026
Research Summary
AI-generated summary of this filing
Hartford (HIG) EVP Amy Stepnowski Receives Performance Shares; Tax Withholding
What Happened
Amy Stepnowski, Executive Vice President of Hartford Insurance Group (HIG), received a performance-share payout of 13,030.655 shares of common stock on Feb 17, 2026 (certified by the Compensation Committee). The award was reported as a derivative grant and conversion/exercise into common shares. On Feb 18, 2026, 5,032 of those shares were surrendered to the company to cover tax withholding obligations at $143.53 per share, totaling about $722,243. This was an award/settlement (not an open-market purchase or a discretionary sale) and the withholding is a routine administrative step.
Key Details
- Transaction dates: Award/certification and conversion on Feb 17, 2026; tax-withholding disposition on Feb 18, 2026. Filing date: Feb 19, 2026 (Form 4 filed).
- Share counts & values: 13,030.655 performance shares granted/converted; 5,032 shares disposed to the company for tax withholding at $143.53/share = $722,243.
- Transaction codes in the filing: A = award/grant, M = exercise/conversion of derivative, F = disposition to cover tax withholding.
- Shares owned after the transactions: not disclosed in the excerpt provided.
- Notable footnotes: F1 — committee certified the performance payout for the 1/1/2023–12/31/2025 period; F2 — disposition to company to satisfy tax withholding; F3 — $143.53 reflects the closing price on the certification date. Other vesting footnotes in the filing (F4–F7) relate to option vesting schedules and are not directly relevant to this payout.
Context: This was a performance-based equity payout that was converted into shares and then partially surrendered to cover tax liabilities (a common cashless/stock-surrender withholding practice). Such award settlements are routine compensation events and do not necessarily indicate an insider buying or selling for investment reasons.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-02-17+13,030.655→ 36,568.547 total - Tax Payment
Common Stock
[F2][F3]2026-02-18$143.53/sh−5,032$722,243→ 31,536.547 total - Award
Performance Shares
[F1]2026-02-17+13,030.655→ 13,030.655 total→ Common Stock (13,030.655 underlying) - Exercise/Conversion
Performance Shares
[F1]2026-02-17−13,030.655→ 0 total→ Common Stock (13,030.655 underlying)
- 10,065
Stock Option
[F4]Exercise: $69.41Exp: 2032-02-23→ Common Stock (10,065 underlying) - 26,079
Stock Option
[F5]Exercise: $78.28Exp: 2033-02-28→ Common Stock (26,079 underlying) - 13,582
Stock Option
[F6]Exercise: $95.74Exp: 2034-02-27→ Common Stock (13,582 underlying) - 13,836
Stock Option
[F7]Exercise: $116.41Exp: 2035-02-25→ Common Stock (13,836 underlying)
Footnotes (7)
- [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.
- [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 23, 2025, the third anniversary of the grant date.
- [F5]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.
- [F6]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.
- [F7]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.