Hanover (NYSE: THG) EVP forfeits 1,068 shares to cover RSU taxes

Rhea-AI Filing Summary

Hanover Insurance Group executive vice president David John Lovely reported a tax-related share disposition. On February 27, he forfeited 1,068 shares of common stock at $180.63 per share to cover withholding taxes triggered by vesting of previously granted restricted stock units. After this withholding, he holds 3,794.675 shares of common stock directly.

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

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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^*

LOVELY DAVID JOHN

(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)
02/27/2026

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	02/27/2026		F(1)		1,068	D	$180.63	3,794.675	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. Represents shares that were forfeited to pay withholding taxes upon the vesting of restricted stock units that were previously granted by the Issuer and vested on February 27, 2026. In connection with vesting, any fractional shares were rounded up to the next whole share in accordance with the terms of the award agreement.

	/s/ Lindsay L. Katz pursuant to Confirming Statement	03/02/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did THG executive David John Lovely report?

David John Lovely reported a tax-withholding disposition of 1,068 Hanover Insurance Group common shares. The shares were forfeited to cover taxes due when previously granted restricted stock units vested on February 27, 2026, rather than sold in an open-market trade.

Was the THG Form 4 transaction an open-market sale of shares?

No, the Form 4 shows a tax-withholding disposition coded "F," not an open-market sale. Shares were forfeited back to the issuer to satisfy withholding taxes upon vesting of restricted stock units granted earlier by Hanover Insurance Group.

How many THG shares did David John Lovely dispose of for tax withholding?

He disposed of 1,068 shares of Hanover Insurance Group common stock. The transaction price was reported as $180.63 per share, and the shares were used to pay withholding taxes tied to restricted stock unit vesting on February 27, 2026.

How many THG shares does David John Lovely hold after this Form 4 transaction?

Following the tax-withholding disposition, David John Lovely directly holds 3,794.675 shares of Hanover Insurance Group common stock. This reflects his remaining direct ownership after 1,068 shares were forfeited to cover tax obligations from restricted stock unit vesting.

What does transaction code "F" mean in the THG Form 4 filing?

Transaction code "F" indicates payment of an exercise price or tax liability by delivering securities. In this case, 1,068 shares were forfeited to cover withholding taxes when restricted stock units previously granted by Hanover Insurance Group vested on February 27, 2026.

What triggered the tax-withholding disposition reported by THG’s executive?

The disposition was triggered by the vesting of restricted stock units granted by Hanover Insurance Group. When the units vested on February 27, 2026, 1,068 common shares were automatically forfeited to the issuer to satisfy related withholding tax obligations.