Hanover Insurance (THG) EVP reports 49.71 RSUs from dividend equivalents

Rhea-AI Filing Summary

Hanover Insurance Group, Inc. reported an equity award transaction for an executive vice president on a Form 4. On 12/26/2025, the officer acquired 49.71 shares of common stock in the form of restricted stock units (RSUs) at a price of $0 per share, increasing their beneficial ownership to 45,905.205 shares held directly.

The RSUs were granted under the company’s 2022 Long-Term Incentive Plan in connection with dividend equivalent rights that accrued on previously granted RSUs. These RSUs vest on the third anniversary of the date of grant of the original underlying RSUs, meaning the officer will receive the underlying shares only if the vesting conditions tied to the original grant are satisfied.

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)
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)		49.71	A	$0	45,905.205	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

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).
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FAQ

What insider transaction did Hanover Insurance Group (THG) report on this Form 4?

The filing reports that an executive vice president of Hanover Insurance Group, Inc. acquired 49.71 shares of common stock in the form of RSUs on 12/26/2025, at a price of $0 per share.

How many Hanover Insurance Group (THG) shares does the reporting person own after this transaction?

After the reported RSU grant, the executive vice president beneficially owns 45,905.205 shares of Hanover Insurance Group, Inc. common stock, held directly.

What is the source of the RSUs granted in this Hanover Insurance Group (THG) Form 4?

The 49.71 RSUs were granted under the company’s 2022 Long-Term Incentive Plan and arose from the accrual of dividend equivalent rights associated with previously granted RSUs under the same plan.

When do the reported RSUs for Hanover Insurance Group (THG) vest?

The RSUs vest on the third anniversary of the date of grant of the original underlying RSUs, meaning they follow the vesting schedule of the prior RSU grant that generated the dividend equivalents.

Did the Hanover Insurance Group (THG) executive pay cash for the RSUs in this transaction?

No. The Form 4 shows the 49.71 RSUs were acquired at a price of $0 per share, reflecting a compensatory equity award rather than a market purchase.

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

The individual reporting the transaction is an Executive Vice President of Hanover Insurance Group, Inc. and filed the Form 4 as a single reporting person.