The Hartford Financial Services Group, Inc. (HIG) Form 4 HARTFORD FINANCIAL SERVICES / John J. Kinney ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Kinney John J.

(Last) (First) (Middle)

ONE HARTFORD PLAZA

(Street)

HARTFORD CT 06155

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HARTFORD FINANCIAL SERVICES GROUP, INC. [ HIG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	02/20/2023		M		5,914.11	A	$0(1)	11,048.43	D
Common Stock	02/22/2023		F(2)		2,798	D	$78.45(3)	8,250.43	D
Restricted Stock Units								12,630.033	D
Common Stock								953.2842(4)	I	By 401(k) Plan

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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)	02/20/2023		A		5,914.11		(1)	(1)	Common Stock	5,914.11	$0.0000	5,914.11	D
Performance Shares	(1)	02/20/2023		M			5,914.11	(1)	(1)	Common Stock	5,914.11	$0.0000	0.0000	D
Stock Option	$43.59							(5)	03/01/2026	Common Stock	12,974		12,974	D
Stock Option	$48.89							(6)	02/28/2027	Common Stock	13,126		13,126	D
Stock Option	$49.01							(7)	02/26/2029	Common Stock	21,349		21,349	D
Stock Option	$51.87							(8)	02/23/2031	Common Stock	16,801		16,801	D
Stock Option	$53.81							(9)	02/27/2028	Common Stock	16,021		16,021	D
Stock Option	$55.27							(10)	02/25/2030	Common Stock	19,275		19,275	D
Stock Option	$69.41							(11)	02/23/2032	Common Stock	25,664		25,664	D

Explanation of Responses:

1. On February 20, 2023, 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, 2020 through December 31, 2022 performance period. The performance shares were paid in shares of the Company's common stock.

2. Transaction involving a disposition to the Company of equity securities to cover tax withholding obligations arising from the performance share certification reported on this Form 4, in accordance with the Company's administrative rules.

3. The closing price of the Company's common stock on February 17, 2023, the last trading day prior to certification.

4. This figure represents the reporting person's approximate share equivalent holdings in The Hartford Stock Fund (the "Fund") under the Company's 401(k) plan. The Fund consists of Company common stock (typically 99% of the Fund value) and short-term investments (typically less than 1% of the Fund value) and the number of share equivalents varies depending on the performance of the Company, the overall stock market, the amount of cash awaiting investment, and the performance and amount of short-term investments held by the fund, less any expense accrued against the fund. The number of shares attributed to the reporting person and expressed as share equivalents is based on information furnished by the 401(k) plan administrator as of February 21, 2023.

5. The options became fully exercisable on March 1, 2019, the third anniversary of the grant date.

6. The options became fully exercisable on February 28, 2020, the third anniversary of the grant date.

7. The options became fully exercisable on February 26, 2022, the third anniversary of the grant date.

8. One-third of the options became exercisable on February 23, 2022, an additional one-third of the options will become exercisable on February 23, 2023 and the remaining one-third of the options will become exercisable on February 23, 2024, the third anniversary of the grant date.

9. The options became fully exercisable on February 27, 2021, the third anniversary of the grant date.

10. One-third of the options became exercisable on February 25, 2021, an additional one-third of the options became exercisable on February 25, 2022 and the remaining one-third of the options will become exercisable on February 25, 2023, the third anniversary of the grant date.

11. One-third of the options will become exercisable on February 23, 2023, an additional one-third of the options will become exercisable on February 23, 2024 and the remaining one-third of the options will become exercisable on February 23, 2025, the third anniversary of the grant date.

	Anthony J. Salerno, Jr., Attorney-in-Fact	02/22/2023
	** Signature of Reporting Person	Date
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