Sec Form 4 Filing - ELLIOT DOUGLAS G @ HARTFORD FINANCIAL SERVICES GROUP INC/DE - 2018-02-21

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ELLIOT DOUGLAS G
2. Issuer Name and Ticker or Trading Symbol
HARTFORD FINANCIAL SERVICES GROUP INC/DE [ HIG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President
(Last) (First) (Middle)
ONE HARTFORD PLAZA
3. Date of Earliest Transaction (MM/DD/YY)
02/21/2018
(Street)
HARTFORD, CT06155
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 02/21/2018 M 55,466.32 A $ 0 ( 1 ) 156,043.532 D
Restricted Stock Units 31,566.536 D
A
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Performance Shares ( 1 ) 02/21/2018 55,466.32 ( 1 ) ( 1 ) Common Stock 55,466.32 $ 0 55,466.32 D
Performance Shares ( 1 ) 02/21/2018 M 55,466.32 ( 1 ) ( 1 ) Common Stock 55,466.32 $ 0 0 D
Stock Option $ 20.63 ( 2 ) 02/28/2022 Common Stock 71,457 71,457 D
Stock Option $ 24.15 ( 3 ) 03/05/2023 Common Stock 128,535 128,535 D
Stock Option $ 28.05 ( 4 ) 05/04/2021 Common Stock 81,320 81,320 D
Stock Option $ 35.83 ( 5 ) 03/04/2024 Common Stock 94,429 94,429 D
Stock Option $ 41.25 ( 6 ) 03/03/2025 Common Stock 207,547 207,547 D
Stock Option $ 43.59 ( 7 ) 03/01/2026 Common Stock 190,486 190,486 D
Stock Option $ 48.89 ( 8 ) 02/28/2027 Common Stock 201,939 201,939 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ELLIOT DOUGLAS G
ONE HARTFORD PLAZA
HARTFORD, CT06155
President
Signatures
/s/ Anthony J. Salerno, Attorney-in-Fact 02/23/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On February 21, 2018, the Company's Compensation and Management Development Committee certified a performance share payout, based on the level of the Company's performance relative to pre-established objectives for the January 1, 2015 through December 31, 2017 performance period. The performance shares were paid in shares of the Company's common stock.
( 2 )The options became fully exercisable on February 28, 2015, the third anniversary of the grant date.
( 3 )The options became fully exercisable on March 5, 2016, the third anniversary of the grant date.
( 4 )The options became fully exercisable on May 4, 2014, the third anniversary of the grant date.
( 5 )The options became fully exercisable on March 4, 2017, the third anniversary of the grant date.
( 6 )One-third of the options became exercisable on March 3, 2016, an additional one-third of the options became exercisable on March 3, 2017 and the remaining one-third of the options will become exercisable on March 3, 2018, the third anniversary of the grant date.
( 7 )One-third of the options became exercisable on March 1, 2017, an additional one-third of the options will become exercisable on March 1, 2018 and the remaining one-third of the options will become exercisable on March 1, 2019, the third anniversary of the grant date.
( 8 )One-third of the options will become exercisable on February 28, 2018, an additional one-third of the options will become exercisable on February 28, 2019 and the remaining one-third of the options will become exercisable on February 28, 2020, the third anniversary of the grant date.

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