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. ☐
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 |
|
|
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 |
|
2
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 |
3