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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 6, 2025
THE HARTFORD FINANCIAL SERVICES GROUP, INC.
(Exact name of registrant as specified in its charter)
| | | | | | | | | | | |
Delaware | 001-13958 | 13-3317783 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
The Hartford Financial Services Group, Inc.
One Hartford Plaza, Hartford, Connecticut 06155
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (860) 547-5000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, par value $0.01 per share | HIG | The New York Stock Exchange |
6.10% Notes due October 1, 2041 | HIG 41 | The New York Stock Exchange |
Depositary Shares, Each Representing a 1/1,000th Interest in a Share of 6.000% Non-Cumulative Preferred Stock, Series G, par value $0.01 per share | HIG PR G | The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐ Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) On January 6, 2025, the Company's Board elected Annette Rippert as director of the Board effective on February 18, 2025. Ms. Rippert was appointed to serve on the Board’s Finance, Investment and Risk Management Committee effective February 18, 2025.
The Board has determined that Ms. Rippert does not have a direct or indirect interest in any transaction with the Company that would qualify as a related party transaction under Item 404(a) of Regulation S-K, and that she meets the applicable independence requirements of the New York Stock Exchange and the Company's Corporate Governance Guidelines.
As compensation for the remainder of the 2024-2025 Board service year, Ms. Rippert will receive a pro rata portion of the Company’s annual cash retainer for non-management directors of $115,000 in the amount of $29,300 and a pro rata portion of the Company’s equity compensation annual retainer of $190,000 in the form of restricted stock units valued at $48,300. The restricted stock units will be granted on the second trading day following the filing of the Company’s Form 10-K for the year ended December 31, 2024, based on the Company’s closing stock price on the grant date.
In addition, Ms. Rippert will participate in other non-management director compensation arrangements described in the Company’s 2024 proxy statement, including receiving $100,000 of group life insurance coverage and $750,000 of accidental death and dismemberment and permanent total disability coverage, as well as reimbursement for all travel expenses incurred in connection with her Board service.
Item 7.01 Regulation FD Disclosure.
On January 6, 2025, the Company issued a press release regarding the events described in Item 5.02 above.
The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished in Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
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Exhibit No. | |
| |
99.1 | |
| |
101 | | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
| |
104 | | The cover page from this Current Report on Form 8-K, formatted as Inline XBRL. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | | | | | | | | | | |
| | | | |
| | The Hartford Financial Services Group, Inc. |
| | | | |
January 6, 2025 | | By: | | /s/ Terence Shields |
| | | | Name: Terence Shields |
| | | | Title: Senior Vice President & Corporate Secretary |
| | | | |
NEWS RELEASE
The Hartford Appoints Annette Rippert To Its Board Of Directors
HARTFORD, Conn., Jan. 6, 2025 – The Hartford appointed Annette Rippert to the company’s board of directors, effective Feb. 18, 2025. She will serve on the board’s Finance, Investment and Risk Management Committee.
“Annette’s visionary leadership in technology, data and artificial intelligence make her a valuable addition to our board,” said The Hartford’s Chairman and CEO Christopher Swift. “Her extensive experience driving growth, particularly in leveraging AI and data analytics, will be instrumental as we continue to expand our market presence and further our technological capabilities. We look forward to having Annette join the board as we focus on the company’s strategy of growth and innovation.”
Rippert retired as CEO of the Strategy and Consulting group at Accenture, where she transformed the $15 billion portfolio of advisory services by accelerating the use of technology, data and artificial intelligence to drive new and differentiated growth. Rippert led numerous strategic acquisitions to expand Accenture’s advisory services while successfully driving reskilling and other human-capital-management strategies critical to the success of Accenture’s growth agenda. Rippert spent her career with Accenture in roles of increasing responsibility, including leading the North America Technology business, the company’s largest market, and serving as the Technology and Innovation Lead for Accenture Federal Services, overseeing growth initiatives in digital, cloud and emerging technologies.
Rippert earned a bachelor’s degree in electrical engineering and computer science and a master’s degree in management, both from Northwestern University. She currently serves on the Northwestern University Board of Trustees, reflecting her ongoing commitment to education and leadership development.
About The Hartford
The Hartford is a leader in property and casualty insurance, group benefits and mutual funds. With more than 200 years of expertise, The Hartford is widely recognized for its service excellence, sustainability practices, trust and integrity. More information on the company and its financial performance is available at https://www.thehartford.com.
The Hartford Financial Services Group, Inc., (NYSE: HIG) operates through its subsidiaries under the brand name, The Hartford, and is headquartered in Hartford, Connecticut. For additional details, please read The Hartford’s legal notice.
HIG-C
Some of the statements in this release may be considered forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. We caution investors that these forward-looking statements are not guarantees of future performance, and actual results may differ materially. Investors should consider the important risks and uncertainties that may cause actual results to differ. These important risks and uncertainties include those discussed in our 2023 Annual Report on Form 10-K, subsequent Quarterly Reports on Forms 10-Q, and the other filings we make with the Securities and Exchange Commission. We assume no obligation to update this release, which speaks as of the date issued.
From time to time, The Hartford may use its website and/or social media channels to disseminate material company information. Financial and other important information regarding The Hartford is routinely accessible through and posted on our website at https://ir.thehartford.com. In addition, you may automatically receive email alerts and other information about The Hartford when you enroll your email address by visiting the “Email Alerts” section at https://ir.thehartford.com.
| | | | | | | | |
Media Contact: | | Investor Contact: |
Matthew Sturdevant | | Susan Spivak Bernstein |
860-547-8664 | | 860-547-6233 |
matthew.sturdevant@thehartford.com | | susan.spivak@thehartford.com |
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