The Hartford 2008 Annual Report Download - page 655

In addition to the foregoing, in no event shall more than ten million (10,000,000) shares of Stock be cumulatively
available for Awards of Incentive Stock Options under the Plan, and provided further, that no more than 20 percent (20%) of
the total number of shares on a cumulative basis shall be available for Restricted Stock and Performance Share Awards. For
any Plan Year, no individual employee may receive an Award of Options for more than the lesser of (i) ten percent (10%) of
one and a half percent (1.5%) (i.e., .15%) of the Reported Shares and (ii) 1,000,000 shares; except that, for the Plan Year
that follows the Distribution Date, each individual employee may receive in addition to the foregoing limit that number of
stock options equal to the lesser of (x) 1,050,000 and (y) the number of substitute stock options required to replace ITT
Corporation stock options surrendered by such employee in connection with the spin-off by ITT Corporation of the shares of
The Hartford to ITT Corporation shareholders.
Subject to the above limitations, shares of Stock to be issued under the Plan may be made available from the authorized
but unissued shares, or shares held by the Company in treasury or from shares purchased in the open market.
For the purpose of computing the total number of shares of Stock available for Awards under the Plan, there shall be
counted against the foregoing limitations the number of shares of Stock subject to issuance upon exercise or settlement of
Awards and the number of shares of Stock which equal the value of performance share Awards, in each case determined as
at the dates on which such Awards are granted. If any Awards under the Plan are forfeited, terminated, expire unexercised,
are settled in cash in lieu of Stock or are exchanged for other Awards, the shares of Stock which were theretofore subject to
such Awards shall again be available for Awards under the Plan to the extent of such forfeiture, termination, expiration, cash
settlement or exchange of such Awards. Further, any shares that are exchanged (either actually or constructively) by
optionees as full or partial payment to the Company of the purchase price of shares being acquired through the exercise of a
stock option granted under the Plan may be available for subsequent Awards.
4. GRANT OF AWARDS AND AWARD DOCUMENTS
(a) Subject to the provisions of the Plan, the Committee shall: (i) determine and designate from time to time those Key
Employees or groups of Key Employees to whom Awards are to be granted, and those Directors to whom Options and
Rights may be granted; (ii) determine the form or forms of Award to be granted to any Key Employee and any Director;
(iii) determine the amount or number of shares of Stock subject to each Award; and (iv) determine the terms and conditions
of each Award.
(b) Each Award granted under the Plan shall be evidenced by a written Award Agreement. Such agreement shall be
subject to and incorporate the express terms and conditions, if any, required under the Plan or required by the Committee.
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Source: HARTFORD FINANCIAL S, 10-K, February 12, 2009