Hartford Insurance Files 8-K on Stock Donation to HFPG

Rhea-AI Filing Summary

Form 8-K filed 1 Aug 2025 reports that The Hartford Insurance Group, Inc. donated 300,000 newly issued common shares (par $0.01) to HFPG, Inc., an affiliate of Hartford Foundation for Public Giving.

The shares were added to the Company’s shelf Registration Statement on Form S-3 (No. 333-282288) to allow potential resale by HFPG. Under Item 9.01 the Company furnishes related exhibits, including a Cleary Gottlieb legal opinion (Ex. 5.1), its consent (Ex. 23.1), and cover-page XBRL files (Exs. 101, 104).

The filing contains no financial results, outlook revisions, or other corporate actions; it is limited to the philanthropic stock transfer and associated registration details.

Positive

• Philanthropic commitment: Hartford donated 300,000 common shares to support the Hartford Foundation for Public Giving.

Negative

• Incremental share issuance: Registration of 300,000 additional shares for resale may create minor dilution and supply overhang.

Insights

Securities Analyst

TL;DR: Donation of 300,000 shares disclosed; effect on valuation not quantified; neutral impact.

The 8-K strictly covers a charitable transfer of common stock and its registration for possible resale. The Company provides no earnings, capital, or share-count data, so investors cannot gauge dilution or financial impact from the filing alone. Because the event is philanthropic and the magnitude is undisclosed relative to total shares, market effect remains unquantified. Overall, the disclosure appears routine and unlikely to influence fundamental investment theses absent further information.

Corporate Governance Expert

TL;DR: Filing highlights CSR activity; governance procedures appear standard; investor effect limited.

Hartford followed proper governance by promptly filing an 8-K, listing legal opinions, and ensuring share registration compliance. Donating treasury shares to a community foundation aligns with stakeholder-oriented governance practices. While commendable from a CSR standpoint, the action does not alter board structure, control, or shareholder rights. Consequently, governance risk profile remains unchanged, and investor implications are neutral.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 1, 2025

THE HARTFORD INSURANCE GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-13958		13-3317783
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

The Hartford Insurance Group, Inc.

One Hartford Plaza, Hartford, Connecticut 06155

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (860) 547-5000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 per share		HIG		The New York Stock Exchange
6.10% Notes due October 1, 2041		HIG 41		The New York Stock Exchange
Depositary Shares, Each Representing a 1/1,000th Interest in a Share of 6.000% Non-Cumulative Preferred Stock, Series G, par value $0.01 per share		HIG PR G		The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☐ Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 9.01 Financial Statements and Exhibits

On August 1, 2025, The Hartford Insurance Group, Inc. (the “Company”), through Hartford Accident and Indemnity Company, an indirect wholly-owned subsidiary of the Company, made a donation of 300,000 shares of its common stock, par value $0.01 per share (the “Common Stock”), to HFPG, Inc., an affiliate of Hartford Foundation for Public Giving, in furtherance of the Company’s philanthropic goals. As a result, the Company has registered 300,000 shares of its Common Stock with the United States Securities and Exchange Commission under its Registration Statement on Form S-3 (No. 333-282288) for purposes of potential resale by HFPG, Inc., and is filing hereby certain related exhibits.

Exhibit No.		Description
5.1		Opinion of Cleary Gottlieb Steen & Hamilton LLP.
23.1		Consent of Cleary Gottlieb Steen & Hamilton LLP (included in Exhibit 5.1).
101		Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
104		The cover page from this Current Report on Form 8-K, formatted as Inline XBRL.

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 Hartford Insurance Group, Inc.
August 1, 2025				By:		/s/ Terence Shields
						Name: Terence Shields
						Title: Corporate Secretary

FAQ

Why did HIG file an 8-K on 1 Aug 2025?

To disclose the donation of 300,000 common shares to HFPG, Inc. and the registration of those shares for possible resale.

How many Hartford (HIG) shares were donated?

The Company donated 300,000 shares of its common stock, par value $0.01 per share.

Who received the donated HIG shares?

HFPG, Inc., an affiliate of the Hartford Foundation for Public Giving, received the shares.

Are the donated shares registered for resale?

Yes. The shares were added to Hartford’s Form S-3 shelf registration (No. 333-282288) for potential resale by HFPG.

Does the 8-K include financial results or guidance?

No. The filing contains no earnings data or outlook updates; it is limited to the stock donation disclosure.