The Hanover Insurance Group, Inc.
2014-2015 Compensation of Non-Employee Directors
— For the annual service period beginning on May 20, 2014, the date of the 2014 Annual Meeting of Shareholders—
|
|
|
Standard Fees |
| Description |
Annual Director Retainer |
|
|
- Stock Component |
| - $115,000 valuation |
|
| - Granted on May 20, 2014. Issued pursuant to the Company’s 2014 Long-Term Incentive Plan (the “2014 Plan”) |
- Cash Component |
| - $75,000 |
|
| - Payable on or after May 20, 2014 |
|
| |
Committee Chairperson Annual Retainer |
| - $9,000 for the chairperson of the Nominating and Corporate Governance Committee, payable on or after May 20, 2014 |
|
| - $12,500 for the chairperson of the Compensation Committee, payable on or after May 20, 2014 |
|
| - $20,000 for the chairperson of the Audit Committee, payable on or after May 20, 2014 |
|
| |
Chairman of the Board Retainer |
| - $100,000 - Payable on or after May 20, 2014 |
|
| |
Committee Annual Retainer |
| - $4,500 for each member of the Nominating and Corporate Governance Committee, payable on or after May 20, 2014 |
|
| - $6,250 for each member of the Compensation Committee, payable on or after May 20, 2014 |
|
| - $10,000 for each member of the Audit Committee, payable on or after May 20, 2014 |
|
|
|
Other |
|
|
Deferred Compensation Plan |
| - Directors may defer receipt of their cash and stock compensation. Deferred cash amounts are accrued in a memorandum account that is credited with interest derived from the so-called General Agreement on Tariffs and Trade (GATT) Rate (3.80% in 2014). At the election of each director, cash deferrals of retainers may be converted to Common Stock of the Company with such stock issued pursuant to the 2014 Plan |
|
| |
Conversion Program |
| - At the election of each director, cash retainers may be converted into Common Stock of the Company with such stock issued pursuant to the 2014 Plan |
|
| |
Reimbursable Expenses |
| - Travel and related expenses incurred in connection with service on the Board of Directors and its Committees |
|
| |
Matching Charitable Contributions |
| - Company will provide matching contributions to qualified charitable organizations up to $5,000 per director per year |