Hartford Insurance Group 8-K 2025-05-21

Filed 2025-05-22. 1 sections, 7K characters. Original on sec.gov · Markdown · JSON

Form 8-K

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): May 21, 2025

THE HARTFORD INSURANCE GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware001-1395813-3317783
(State or Other Jurisdiction of Incorporation)(Commission File Number)(IRS Employer Identification No.)

The Hartford Insurance 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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per shareHIGThe New York Stock Exchange
6.10% Notes due October 1, 2041HIG 41The 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 shareHIG PR GThe 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 5.07 Submission of Matters to a Vote of Security Holders.

The Company held its annual meeting of shareholders on May 21, 2025. Shareholders voted as follows on the matters presented for a vote:

1.The nominees for election to the Company’s Board of Directors were elected to hold office until the 2026 annual meeting of shareholders and until their successors are duly elected and qualified, based upon the following votes:

NomineeVotes ForVotes AgainstVotes AbstainedBroker Non-Votes
LARRY DE SHON243,393,063559,940197,81817,834,186
CARLOS DOMINGUEZ242,375,8011,454,686320,33417,834,186
TREVOR FETTER232,988,37010,963,132199,31917,834,186
DONNA JAMES241,876,7581,958,739315,32417,834,186
ANNETTE RIPPERT243,598,293350,604201,92417,834,186
TERESA ROSEBOROUGH235,312,5298,640,671197,62117,834,186
VIRGINIA RUESTERHOLZ235,055,7298,748,240346,85217,834,186
CHRISTOPHER SWIFT220,675,65622,472,4581,002,70717,834,186
MATTHEW WINTER236,425,8727,520,979203,97017,834,186
KATHLEEN WINTERS243,658,912298,946192,96317,834,186

2.The proposal to ratify the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2025 was approved based on the following votes:

Votes ForVotes AgainstVotes AbstainedBroker Non-Votes
242,027,46519,835,723121,819—

3.The proposal to consider and approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers as disclosed in the Company’s proxy statement was approved based on the following votes:

Votes ForVotes AgainstVotes AbstainedBroker Non-Votes
223,868,49218,360,1881,922,14117,834,186

4.The proposal to consider and approve the Company’s 2025 Long Term Incentive Stock Plan was approved based on the following votes:

Votes ForVotes AgainstVotes AbstainedBroker Non-Votes
229,157,99014,346,341646,49017,834,186

5.The shareholder proposal that the Company adopt special meeting rights for shareholders at 10% was not approved based on the following votes:

Votes ForVotes AgainstVotes AbstainedBroker Non-Votes
97,917,678145,729,577503,56617,834,186

Item 9.01 Financial Statements and Exhibits

Exhibit No.
101Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
104The 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.
May 22, 2025By:/s/ Terence Shields
Name: Terence Shields
Title: Senior Vice President & Corporate Secretary