THG 2018 Annual Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ܈ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR ܆ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission file number: 1-13754 THE HANOVER INSURANCE GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 04-3263626 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) /LQFROQ 6WUHHW :RUFHVWHU 0DVVDFKXVHWWV $GGUHVV RI SULQFLSDO H[HFXWLYH RIILFHV =LS &RGH (508) 855-1000 5HJLVWUDQW¶V WHOHSKRQH QXPEHU LQFOXGLQJ DUHD FRGH Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered Common Stock, $.01 par value New York Stock Exchange 7 5/8% Senior Debentures due 2025 New York Stock Exchange 6.35% Subordinated Debentures due 2053 New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: NONE Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ܈ No ܆ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ܆ No ܈ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ܈ No ܆ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months. Yes ܈ No ܆ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best RI WKH UHJLVWUDQW¶V N nowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ܈ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an HPHUJLQJ JURZWK FRPSDQ\ 6HH WKH GHILQLWLRQV RI ³ODUJH DFFHOHUDWHG ILOHU ´ ³DFFHOHUDWHG ILOHU ´ ³VPDOOHU UHSRUWLQJ FRPSDQ\ ´ DQG ³HPHUJLQJ JURZWK FRPSDQ\´ in Rule 12b-2 of the Exchange Act. Large accelerated filer ܈ Accelerated filer ܆ Non-accelerated filer ܆ Smaller reporting company ܆ 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. † Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ܆ No ܈ Based on the closing sales price of June 29, 2018, the aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant was $5,058,103,806. 7KH QXPEHU RI VKDUHV RXWVWDQGLQJ RI WKH UHJLVWUDQW¶V FRPPRQ VWRFN SDU YDOXH ZDV 40,573,500 shares as of February 15, 2019. DOCUMENTS INCORPORATED BY REFERENCE Portions of The Hanover Insurance Group ,QF ¶V 3UR[\ 6WDWHPHQW WR EH ILOHG SXUVXDQW WR 5HJXODWLRQ $ UHODWLQJ WR WKH $QQXDO 0HHWLQJ RI 6KDUHKROGHUV to be held May 14, 2019 are incorporated by reference in Part III.