SEC FORM 4

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Bennett Jonathan R

(Last)

(First)

(Middle)

ONE HARTFORD PLAZA

(Street)

HARTFORD

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)
11/15/2019

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/15/2019		M		22,427	A	$35.83	51,212.683	D
Common Stock	11/15/2019		S⁽¹⁾		22,427	D	$62	28,785.683	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option	$35.83	11/15/2019		M			22,427	⁽²⁾	03/04/2024	Common Stock	22,427	$0.0000	0.0000	D
Stock Option	$41.25							⁽³⁾	03/03/2025	Common Stock	22,406		22,406	D
Stock Option	$43.59							⁽⁴⁾	03/01/2026	Common Stock	20,593		20,593	D
Stock Option	$48.89							⁽⁵⁾	02/28/2027	Common Stock	20,194		20,194	D
Stock Option	$49.01							⁽⁶⁾	02/26/2029	Common Stock	25,619		25,619	D
Stock Option	$53.81							⁽⁷⁾	02/27/2028	Common Stock	18,335		18,335	D

Explanation of Responses:

1. The transaction reported on this Form 4 was effected pursuant to a trading plan previously adopted by Mr. Bennett on May 3, 2019, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934.

2. The options became fully exercisable on March 4, 2017, the third anniversary of the grant date.

3. The options became fully exercisable on March 3, 2018, the third anniversary of the grant date.

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

5. One-third of the options became exercisable on February 28, 2018, an additional one-third of the options became 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.

6. One-third of the options will become exercisable on February 26, 2020, an additional one-third of the options will become exercisable on February 26, 2021 and the remaining one-third of the options will become exercisable on February 26, 2022, the third anniversary of the grant date.

7. One-third of the options became exercisable on February 27, 2019, an additional one-third of the options will become exercisable on February 27, 2020 and the remaining one-third of the options will become exercisable on February 27, 2021, the third anniversary of the grant date.

	Anthony J. Salerno, Jr., Attorney-in-Fact	11/18/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.