thg-8k_20180515.htm

 

 

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 15, 2018

 

 

THE HANOVER INSURANCE GROUP, INC.

(Exact name of registrant as specified in its charter)

 

 

 

 

 

 

 

 

Delaware

 

1-13754

 

04-3263626

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

 

 

 

 

 

 

440 Lincoln Street, Worcester, Massachusetts

 

01653

 

 

(Address of principal executive offices)

 

(Zip Code)

Registrant’s telephone number, including area code: (508) 855-1000

 

 

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))

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 Hanover Insurance Group, Inc. (the “Company”) held its annual meeting of shareholders on May 15, 2018 (the “Annual Meeting”).  At the Annual Meeting, the Company’s shareholders elected (i) P. Kevin Condron to serve as a director in the class of directors whose terms expire at the 2019 annual meeting of shareholders and until his successor is duly elected and qualified; and (ii) Kevin J. Bradicich, Cynthia L. Egan and Harriett “Tee” Taggart to each serve as a director in the class of directors whose terms expire at the 2021 annual meeting of shareholders and until their successors are duly elected and qualified.  At the Annual Meeting, the Company’s shareholders also (1) approved an advisory vote on executive compensation, and (2) ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2018. 

The final voting results for each matter submitted to a vote of shareholders at the Annual Meeting are as follows:

 Item 1 – Election of Directors

 Name

 

Votes For

 

Votes Against

 

Votes Abstained

 

Broker
Non-Votes

 

P. Kevin Condron

 

33,661,636

 

407,760

 

16,887

 

2,489,495

 

Kevin J. Bradicich

 

33,989,423

 

79,268

 

17,594

 

2,489,493

 

Cynthia L. Egan

 

33,958,280

 

112,876

 

15,128

 

2,489,494

 

Harriett “Tee” Taggart

 

33,917,723

 

131,695

 

36,866

 

2,489,494

 

 

Item 2 – Advisory Vote on Executive Compensation

Votes For

 

Votes Against

 

Votes Abstained

 

Broker Non-Votes

 

33,496,621

 

524,504

 

65,158

 

2,489,495

 

 

Item 3 – Ratification of Independent Registered Public Accounting Firm

 Votes For

 

Votes Against

 

Votes Abstained

 

35,856,098

 

698,279

 

21,401

 

 

 

 

 

 

 

 


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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 thereunto duly authorized.

 

 

 

 

 

 

 

 

 

 

 

 

The Hanover Insurance Group, Inc.

 

 

 

 

(Registrant)

 

 

 

 

Date: May 16, 2018

 

 

 

By:

 

/s/ J. Kendall Huber

 

 

 

 

 

 

J. Kendall Huber

 

 

 

 

 

 

Executive Vice President,

General Counsel and Asst. Secretary

 

 

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