Capital Purchase Program ("CPP") Warrants

As of December 31, 2017 and 2016, respectively, the Company has 2.2 million and 4.0 million CPP warrants outstanding and exercisable. The CPP warrants were issued in 2009 as part of a program established by the U.S. Department of the Treasury under the Emergency Economic Stabilization Act of 2008. The CPP warrants expire in June 2019.

CPP warrant exercises were 1.8 million, 0.4 million and 2.8 million during the years ended December 31, 2017, 2016 and 2015, respectively.

The declaration of common stock dividends by the Company in excess of a threshold triggers a provision in the Company's warrant agreement with The Bank of New York Mellon resulting in adjustments to the CPP warrant exercise price. Accordingly, the CPP warrant exercise price was $8.999, $9.126 and $9.264 as of December 31, 2017, 2016 and 2015, respectively. The exercise price will be settled by the Company withholding the number of common shares issuable upon exercise of the warrants equal to the value of the aggregate exercise price of the warrants so exercised determined by reference to the closing price of the Company's common stock on the trading day on which the warrants are exercised and notice is delivered to the warrant agent.

Equity Repurchase Program

In October 2016, the Board of Directors authorized a new equity repurchase program for $1.3 billion for the period commencing October 31, 2016 through December 31, 2017. The $1.3 billion authorization is in addition to the Company's prior authorization for $4.375 billion, which was completed by December 31, 2016.

During the year ended December 31, 2017, the Company repurchased 20.2 million common shares for $1,028. Effective October 13, 2017 the Company suspended 2017 equity repurchases. The Company does not currently expect to authorize an equity repurchase plan in 2018.

Statutory Results

The domestic insurance subsidiaries of The Hartford prepare their statutory financial statements in conformity with statutory accounting practices prescribed or permitted by the applicable state insurance department which vary materially from U.S. GAAP. Prescribed statutory accounting practices include publications of the National Association of Insurance Commissioners (“NAIC”), as well as state laws, regulations and general administrative rules. The differences between statutory financial statements and financial statements prepared in accordance with U.S. GAAP vary between domestic and foreign jurisdictions. The principal differences are that statutory financial statements do not reflect deferred policy acquisition costs and limit deferred income taxes, predominately use interest rate and mortality assumptions prescribed by the NAIC for life benefit reserves, generally carry bonds at amortized cost, and present reinsurance assets and liabilities net of reinsurance. For reporting purposes, statutory capital and surplus is referred to collectively as "statutory capital". Life insurance subsidaries include the Company's group benefits subsidiary, Hartford Life and Accident Insurance Company (HLA) and the Company's run-off life and annuity subsidiaries held for sale.

Statutory Net Income



	For the years ended December 31,
	2017			2016		2015
Group Benefits Insurance Subsidiary	$	(1,066	)	$	208	$	168
Property and Casualty Insurance Subsidiaries	950			304		1,486
Life and Annuity Run-Off Business	369			349		371
Total	$	253		$	861	$	2,025

Statutory Capital



	As of December 31,
	2017		2016
Group Benefits Insurance Subsidiary	$	2,029	$	1,624
Property and Casualty Insurance Subsidiaries	7,396		8,261
Life and Annuity Run-Off Business	3,552		4,398
Total	$	12,977	$	14,283

Regulatory Capital Requirements

The Company's U.S. insurance companies' states of domicile impose risk-based capital (“RBC”) requirements. The requirements provide a means of measuring the minimum amount of statutory capital appropriate for an insurance company to support its overall business operations based on its size and risk profile. Regulatory compliance is determined by a ratio of a company's total adjusted capital (“TAC”) to its authorized control level RBC (“ACL RBC”). Companies below specific trigger points or ratios are classified within certain levels, each of which requires specified corrective action. The minimum level of TAC before corrective action commences (“Company Action Level”) is two times the ACL RBC. The adequacy of a company's capital is determined by the ratio of a company's TAC to its Company Action Level, known as the "RBC ratio". All of the Company's operating insurance subsidiaries had RBC ratios in excess of the minimum levels required by the applicable insurance regulations. On an aggregate basis, the Company's U.S. property and casualty insurance companies' RBC ratio was in excess of 200% of its Company Action Level as of December 31, 2017 and 2016. The RBC ratios for the Company's group benefits insurance operating subsidiary (HLA) was in excess of 300% of its Company Action Level as of December 31, 2017 and 2016. The RBC ratio of the Company's held for sale life insurance and annuity run-off entities was in excess of 300% of its respective Company Action Levels as of December 31, 2017 and 2016. The reporting of RBC ratios is not intended for the purpose of ranking any insurance company, or for use in connection with any marketing, advertising, or promotional activities.

Similar to the RBC ratios that are employed by U.S. insurance regulators, regulatory authorities in the international jurisdictions in which the Company operates generally establish minimum solvency requirements for insurance companies. All of the Company's international insurance subsidiaries have solvency margins in excess of the minimum levels required by the applicable regulatory authorities.

Dividend Restrictions

Dividends to the HFSG Holding Company from its insurance subsidiaries are restricted by insurance regulation. The payment of dividends by Connecticut-domiciled insurers is limited under the insurance holding company laws of Connecticut. These laws require notice to and approval by the state insurance commissioner for the declaration or payment of any dividend, which, together with other dividends or distributions made within the preceding twelve months, exceeds the greater of (i) 10% of the insurer’s policyholder surplus as of December 31 of the preceding year or (ii) net income (or net gain from operations, if such company is a life insurance company) for the twelve-month period ending on the thirty-first day of December last preceding, in each case determined under statutory insurance accounting principles. The insurance holding company laws of the other jurisdictions in which The Hartford’s insurance subsidiaries are domiciled or deemed commercially domiciled under applicable state insurance laws contain similar or in certain state(s) more restrictive limitations on the payment of dividends. In addition, if any dividend of a domiciled insurer exceeds the insurer's earned surplus or certain other thresholds as calculated under applicable state insurance law, the dividend requires the prior approval of the domestic regulator. Dividends paid to HFSG Holding Company by its life insurance subsidiaries are further dependent on cash requirements of Hartford Life, Inc. ("HLI"), the holding company of its life and annuity run-off business held for sale, and Hartford Life and Accident Insurance Company ("HLA") and other factors. Dividends paid to HFSG from HLI are subject to provisions of the Stock and Asset Purchase agreement related to the sale of HLI and its run-off life and annuity insurance business and provides for expected dividends from HLI of $300 prior to closing of the sale, subject to regulatory approval. In addition to statutory limitations on paying dividends, the Company also takes other items into consideration when determining dividends from subsidiaries. These considerations include, but are not limited to, expected earnings and capitalization of the subsidiary, regulatory capital requirements and liquidity requirements of the individual operating company.

Total dividends received by HFSG in 2017 from its P&C insurance subsidiaries were $2.4 billion. In connection with the purchase of Aetna's U.S. group life and disability business in the fourth quarter of 2017, the P&C insurance subsidiaries received approval and paid an extraordinary dividend to the HFSG Holding Company of $1.4 billion, of which $800 was funded by approved extraordinary dividends from HLIC. The $800 of extraordinary dividends from HLIC was used to pay down principal on the intercompany note owed by Hartford Holdings, Inc. (HHI) to Hartford Fire Insurance Company. In addition, $100 of Hartford Fire Insurance Company dividends were subsequently contributed to a run-off P&C subsidiary and $63 of P&C insurance subsidiary dividends relate to principal and interest payments on an intercompany note owed by HHI to Hartford Fire Insurance Company. Accordingly, the net dividend to HFSG Holding Company for the 2017 full year from P&C insurance subsidiaries was approximately $1.5 billion.

The $800 of extraordinary dividends from HLIC were funded in part by $550 of extraordinary dividends from HLIC's indirect wholly-owned subsidiary, Hartford Life and Annuity Insurance Company.

Total net dividends received by HFSG from subsidiaries in 2017 were $3.1 billion, including the $1.5 billion of net dividends from P&C subsidiaries, $1.4 billion from HLIC, $188 from HLA and $75 from Mutual Funds

In 2018, The Company’s property and casualty insurance subsidiaries are permitted to pay up to a maximum of approximately $1.4 billion in dividends to HFSG Holding Company without prior approval from the applicable insurance commissioner. In 2018, HFSG Holding Company anticipates receiving net dividends of approximately $350 from its property and casualty insurance subsidiaries.

In 2018, Hartford Life and Accident Insurance Company ("HLA") has no dividend capacity for 2018 and does not anticipate paying dividends to the HSFG Holding Company.

On December 4, 2017, The Hartford announced it had entered into a definitive agreement to sell its life and annuity run-off businesses to a group of investors led by Cornell Capital LLC, Atlas Merchant Capital LLC, TRB Advisors LP, Global Atlantic Financial Group, Pine Brook and J. Safra Group. Up until the anticipated close of the sale, HLIC does not have any additional dividend capacity. Prior to the expected close in 2018, HSFG Holding company anticipates receiving $300 of dividends from HLIC through HLI, subject to approval by the Connecticut Insurance Commissioner. Other intercompany transactions with HLI will be net settled prior to closing.

There are no current restrictions on the HFSG Holding Company's ability to pay dividends to its shareholders.

Restricted Net Assets

The Company's insurance subsidiaries had net assets of $16 billion, determined in accordance with U.S. GAAP, that were restricted from payment to the HFSG Holding Company, without prior regulatory approval at December 31, 2017.