Hanover Insurance Group (THG) discloses Executive VP RSU dividend grant

Rhea-AI Filing Summary

Hanover Insurance Group, Inc. reported that an Executive Vice President received additional common stock through a restricted stock unit (RSU) dividend accrual. On 12/26/2025, the officer acquired 12.247 shares of common stock at a price of $0, increasing direct beneficial ownership to 5,491.951 shares.

The new RSUs were granted under the company’s 2022 Long-Term Incentive Plan as dividend equivalent rights tied to previously granted RSUs. These RSUs will vest on the third anniversary of the grant date of the original underlying RSUs, aligning the executive’s compensation with long‑term shareholder interests.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Lee Willard T

Role Executive Vice President

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	12.247	$0.00	--

Holdings After Transaction: Common Stock — 5,491.951 shares (Direct)

Footnotes (1)

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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^*

Lee Willard T

(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)
12/26/2025

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	12/26/2025		A(1)		12.247	A	$0	5,491.951	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

Explanation of Responses:

1. Grant of restricted stock units ("RSUs") under the Issuer's 2022 Long-Term Incentive Plan ("2022 LTIP") in connection with the accrual of dividend equivalent rights associated with RSUs previously granted under the Issuer's 2022 LTIP. Such RSUs vest on the third anniversary of the date of grant of the original underlying RSUs.

	/s/ Lindsay L. Katz pursuant to Confirming Statement	12/29/2025
	** 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.

FAQ

What insider transaction did Hanover Insurance Group (THG) report?

An Executive Vice President of Hanover Insurance Group, Inc. reported acquiring 12.247 shares of common stock via restricted stock units on 12/26/2025 at a grant price of $0.

How many Hanover Insurance Group (THG) shares does the officer now beneficially own?

Following the reported transaction, the Executive Vice President directly beneficially owns 5,491.951 shares of Hanover Insurance Group common stock.

What is the source of the new RSUs reported by Hanover Insurance Group (THG)?

The new restricted stock units were granted under the 2022 Long-Term Incentive Plan as dividend equivalent rights associated with RSUs previously granted under the same plan.

When will the new RSUs for Hanover Insurance Group (THG) vest?

The additional RSUs will vest on the third anniversary of the date of grant of the original underlying RSUs to which the dividend equivalent rights relate.

Was the Hanover Insurance Group (THG) insider transaction made under a 10b5-1 trading plan?

The form includes a checkbox for indicating transactions made under a Rule 10b5-1(c) trading plan, but the provided excerpt does not show that box marked as selected.

What role does the reporting person hold at Hanover Insurance Group (THG)?

The reporting person is identified as an Executive Vice President of Hanover Insurance Group, Inc.