Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

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Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Certain of the information called for by Item 12 will be set forth in the Proxy Statement under the caption “Information on Stock Ownership” and is incorporated herein by reference.

Equity Compensation Plan Information

The following table provides information as of December 31, 2018 about the securities authorized for issuance under the Company’s equity compensation plans. The Company maintains The Hartford 2005 Incentive Stock Plan (the “2005 Stock Plan”), The Hartford 2010 Incentive Stock Plan (the “2010 Stock Plan”), The Hartford 2014 Incentive Stock Plan (the "2014 Stock Plan") (collectively the "Stock Plans") and The Hartford Employee Stock Purchase Plan (the “ESPP”). On May 21, 2014, the stockholders of

the Company approved the 2014 Stock Plan, which superseded the earlier plans. Pursuant to the provisions of the 2014 Stock Plan, no additional shares may be issued from the 2010 Stock Plan. To the extent that any awards under the 2005 Stock Plan and the 2010 Stock Plan are forfeited, terminated, surrendered, exchanged, expire unexercised or are settled in cash in lieu of stock (including to effect tax withholding) or for the issuance of a lesser number of shares than the number of shares subject to the award, the shares subject to such awards (or the relevant portion thereof) shall be available for award under the 2014 Stock Plan and such shares shall be added to the total number of shares available under the 2014 Stock Plan. For a description of the 2014 Stock Plan and the ESPP, see Note 19 - Stock Compensation Plans of Notes to Consolidated Financial Statements.

(a)(b)(c)
Number of Securities to be Issued Upon Exercise of Outstanding Options, **Warrants and Rights [**1]Weighted-average Exercise Price of Outstanding Options, Warrants and Rights [2]Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Column (a)) [3]
Equity compensation plans approved by stockholders9,671,076$40.8411,592,452
Equity compensation plans not approved by stockholders———
Total9,671,076$40.8411,592,452
[1]The amount shown in this column includes 5,489,908 outstanding options awarded under the 2005 Stock Plan and the 2010 Stock Plan. The amount shown in this column includes 3,446,535 outstanding restricted stock units and 734,633 outstanding performance shares at 100% of target (which excludes 187,798 shares that vested on December 31, 2018, related to the 2016-2018 performance period) as of December 31, 2018 under the 2010 Stock Plan and the 2014 Stock Plan. The maximum number of performance shares that could be awarded is 1,469,266 (200% of target) if the Company achieved the highest performance level. Under the 2010 and 2014 Stock Plans, no more than 500,000 shares in the aggregate can be earned by an individual employee with respect to restricted stock unit and performance share awards made in a single calendar year. As a result, the number of shares ultimately distributed to an employee with respect to awards made in the same year will be reduced, if necessary, so that the number does not exceed this limit.
[2]The weighted-average exercise price reflects outstanding options and does not reflect outstanding restricted stock units or performance shares because they do not have exercise prices.
[3]Of these shares, 4,297,972 remain available for purchase under the ESPP as of December 31, 2018*.* 7,294,481 shares remain available for issuance as options, restricted stock units, restricted stock awards or performance shares under the 2014 Stock Plan as of December 31, 2018*.*

Part IV. Item 15. Exhibits, Financial Statement Schedules

Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)Documents filed as a part of this report:
(1)Consolidated Financial Statements. See Index to Consolidated Financial Statements and Schedules elsewhere herein.
(2)Consolidated Financial Statement Schedules. See Index to Consolidated Financial Statement and Schedules elsewhere herein.
(3)Exhibits. See Exhibit Index elsewhere herein.

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULES

DescriptionPage
Report of Independent Registered Public Accounting FirmF-2
Consolidated Statements of Operations — For the Years Ended December 31, 2018, 2017 and 2016F-3
Consolidated Statements of Comprehensive Income (Loss) — For the Years Ended December 31, 2018, 2017 and 2016F-4
Consolidated Balance Sheets — As of December 31, 2018 and 2017F-5
Consolidated Statements of Changes in Stockholders’ Equity — For the Years Ended December 31, 2018, 2017 and 2016F-6
Consolidated Statements of Cash Flows — For the Years Ended December 31, 2018, 2017 and 2016F-7
Notes to Consolidated Financial StatementsF-8
Schedule I — Summary of Investments — Other Than Investments in AffiliatesS-1
Schedule II — Condensed Financial Information of The Hartford Financial Services Group, Inc.S-2
Schedule III — Supplementary Insurance InformationS-4
Schedule IV — ReinsuranceS-6
Schedule V — Valuation and Qualifying AccountsS-7
Schedule VI — Supplemental Information Concerning Property and Casualty Insurance OperationsS-8

F-1

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