Jeffrey M. Farber (THG) reports new stock options and PBRSU vesting

Rhea-AI Filing Summary

Hanover Insurance Group executive Jeffrey M. Farber reported multiple equity awards tied to the company’s long-term incentive plan. On February 24, 2026, he acquired 14,436 stock options at an exercise price of $0.0000 per share.

He also acquired 5,043, 3,250 and 3,025 shares of common stock through performance-based and time-based restricted stock units granted under the 2022 Long-Term Incentive Plan. Certain performance-based awards had their performance conditions certified and are scheduled to vest on February 27, 2026.

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^*

FARBER JEFFREY M

(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)		5,043	A	$0	50,948.205	D
Common Stock	02/24/2026		A(2)		3,250	A	$0	54,198.205	D
Common Stock	02/24/2026		A(3)		3,025	A	$0	57,223.205	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		14,436		(4)	02/24/2036	Common Stock	14,436	$0	14,436	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
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FAQ

What insider transactions did THG executive Jeffrey M. Farber report on this Form 4?

Jeffrey M. Farber reported four equity award acquisitions on February 24, 2026, including stock options and common stock. These awards reflect grants and performance-based vesting outcomes under Hanover Insurance Group’s 2022 Long-Term Incentive Plan, rather than open-market purchases or sales.

How many Hanover Insurance Group (THG) stock options did Jeffrey M. Farber receive?

Jeffrey M. Farber received 14,436 stock options labeled as a right to buy common stock. The options were granted at an exercise price of $0.0000 per share and vest in three equal installments on each of the first three anniversaries of the grant date.

How many THG common shares did Jeffrey M. Farber acquire through restricted stock awards?

He acquired 5,043, 3,250 and 3,025 shares of common stock through awards. These grants stem from performance-based and time-based restricted stock units under the 2022 Long-Term Incentive Plan, with related vesting and performance certifications disclosed in the filing footnotes.

What performance conditions applied to Jeffrey M. Farber’s THG PBRSU awards?

Farber’s PBRSUs were tied to three-year average adjusted return on equity and three-year relative total shareholder return. On February 24, 2026, performance was certified at 150% and 100% of target, respectively, after including dividend equivalents, subject to remaining time-based vesting.

When will Jeffrey M. Farber’s THG performance-based awards vest?

The PBRSU awards discussed will vest on February 27, 2026, assuming the time-based vesting condition is satisfied. Performance conditions were already certified on February 24, 2026, but final vesting still depends on this remaining service-based requirement under the 2022 Long-Term Incentive Plan.

Does this THG Form 4 show Jeffrey M. Farber buying or selling stock in the market?

The Form 4 shows grant and award acquisitions, not open-market buys or sells. All transactions are coded as “A” for grants or awards under the company’s long-term incentive plan, with no reported market purchases or sales of Hanover Insurance Group common stock.