Hanover Insurance Group Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect eight individuals to the Board of Directors to serve one-year terms.

2. 2

   Advisory Approval of Executive Compensation (Say-on-Pay

   ManagementBoard: FOR

   Non-binding advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement.

   More detail

   This management proposal asks shareholders to cast a non-binding, advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement. Management seeks shareholder endorsement to validate its compensation philosophy, which emphasizes pay-for-performance and a substantial portion of variable compensation tied to long-term equity awards and performance metrics. The CHCC and the Board argue that the compensation program aligns executives’ interests with shareholders by tying incentives to Pre-Tax Operating Income, Ex-Cat Operating Income, Relative Total Shareholder Return, and Adjusted Operating ROE, with robust governance features like clawbacks, double-trigger CIC benefits, ownership guidelines, and independent consultant advice. The Board recommends a vote FOR, citing past strong shareholder support (over 95% historically) and the CHCC’s view that the programs support retention and incentivize long-term value creation. Key context for analysts: this is advisory (non-binding), but consistent shareholder approval would signal support for current pay design; investors focused on governance will examine the mix of metrics, the use of PBRSUs and TBRSUs, and the increases to payout scales and ROE/TSR targets announced for 2025 awards. The proposal does not change pay programs directly but informs how the Board evaluates compensation governance and may influence future design choices.

3. 3

   Ratification of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent, registered public accounting firm for 2026.

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When is the Hanover Insurance Group Inc 2026 annual meeting?

Hanover Insurance Group Inc (THG) holds its 2026 annual shareholder meeting on Tuesday, May 12, 2026.

What is the record date for the Hanover Insurance Group Inc 2026 meeting?

The record date for the Hanover Insurance Group Inc 2026 meeting is Thursday, March 19, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Hanover Insurance Group Inc's 2026 meeting?

The board is presenting 8 director nominees at the Hanover Insurance Group Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Hanover Insurance Group Inc 2026 meeting?

Shareholders will vote on 3 proposals at the Hanover Insurance Group Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.