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Hanover Insurance (NYSE: THG) EVP reports new stock and option awards

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Hanover Insurance Group Executive Vice President Salvatore Bryan J reported equity awards and vesting-related acquisitions of company stock and options. On February 24, 2026, he received a grant of 8,937 common stock options at a price of $0 per share.

He also acquired common shares through performance-based restricted stock units and restricted stock units. These include awards of 2,595, 1,672, and 1,873 common shares, all at $0 per share. Two PBRSU awards granted in 2023 had their performance conditions certified at 150% and 100% of target and remain subject to time-based vesting until February 27, 2026. A separate RSU grant vests on the third anniversary of grant, and the options vest in three equal annual installments.

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Insider Salvatore Bryan J
Role Executive Vice President
Type Security Shares Price Value
Grant/Award Common Stock Option (right to buy) 8,937 $0.00 --
Grant/Award Common Stock 2,595 $0.00 --
Grant/Award Common Stock 1,672 $0.00 --
Grant/Award Common Stock 1,873 $0.00 --
Holdings After Transaction: Common Stock Option (right to buy) — 8,937 shares (Direct); Common Stock — 28,299.879 shares (Direct)
Footnotes (1)
  1. 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. 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. Grant of restricted stock units under the Issuer's 2022 LTIP. Such units vest on the third anniversary of the date of grant. Such options vest as to one-third of the shares on each of the first three anniversaries of the grant date.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Salvatore Bryan J
(Last) (First) (Middle)
C/O THE HANOVER INSURANCE GROUP, INC.
440 LINCOLN STREET
(Street)
WORCESTER MA 01653
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HANOVER INSURANCE GROUP, INC. [ THG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Vice President
3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/24/2026 A(1) 2,595 A $0 28,299.879 D
Common Stock 02/24/2026 A(2) 1,672 A $0 29,971.879 D
Common Stock 02/24/2026 A(3) 1,873 A $0 31,844.879 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Option (right to buy) $173.56 02/24/2026 A 8,937 (4) 02/24/2036 Common Stock 8,937 $0 8,937 D
Explanation of Responses:
1. 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.
2. 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.
3. Grant of restricted stock units under the Issuer's 2022 LTIP. Such units vest on the third anniversary of the date of grant.
4. Such options vest as to one-third of the shares on each of the first three anniversaries of the grant date.
/s/ Lindsay L. Katz pursuant to Confirming Statement 02/26/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What did Hanover (THG) Executive Vice President Salvatore Bryan J receive in this Form 4?

He reported equity awards and vesting-related acquisitions, not open-market purchases. The filing shows grants of stock options and common shares through restricted stock and performance-based restricted stock units, all with a $0 grant price per share.

How many Hanover (THG) stock options were granted to the executive?

He was granted 8,937 common stock options on February 24, 2026. These options carry a grant price of $0 per share and vest in three equal annual installments on each of the first three anniversaries of the grant date.

What performance-based stock units vested or were certified for the Hanover (THG) executive?

Two PBRSU awards granted on February 27, 2023 had their performance conditions certified on February 24, 2026. One tied to three-year average adjusted return on equity was certified at 150% of target, and another tied to three-year relative total shareholder return at 100%.

When will the certified PBRSU awards for Hanover (THG) vest for the executive?

Although performance conditions were certified on February 24, 2026, both PBRSU awards remain subject to time-based vesting. According to the disclosure, they will vest on February 27, 2026, once the remaining time-based requirement is satisfied.

How do the restricted stock units granted to the Hanover (THG) executive vest?

The filing notes a grant of restricted stock units under the 2022 Long-Term Incentive Plan. These RSUs vest on the third anniversary of the grant date, creating a multi-year retention and incentive structure for the executive tied to continued service.

Were the Hanover (THG) equity awards to the executive open-market buys or compensation grants?

They were compensation-related grants and vesting events, not market purchases. All reported transactions used code “A” for grant or award acquisition, with a transaction price of $0 per share, reflecting stock-based compensation rather than cash-funded buying.