The Hartford 2008 Annual Report Download - page 703

7. Restricted Stock and Restricted Units
(a) Except as provided in Section 9, Restricted Stock and Restricted Units shall be subject to a Restriction Period
specified by the Committee. The Committee may provide for the lapse of a Restriction Period in installments where deemed
appropriate, and it may also require the achievement of predetermined performance objectives in order for such Restriction
Period to lapse. Except as otherwise provided in the Plan or as specified by the Committee, certificates for shares related to
an Award of Restricted Stock or Restricted Units shall be delivered to a Key Employee or Director as soon as
administratively practicable (but in no event later than 90 days) following the end of the applicable Restriction Period.
(b) Except when the Committee determines otherwise pursuant to Section 7(d), if a Key Employee terminates
employment with all Participating Companies for any reason before the expiration of the Restriction Period, all shares of
Restricted Stock and all rights with respect to any Award of Restricted Units still subject to restriction shall be forfeited by
the Key Employee and shall be reacquired by the Company.
(c) Except as otherwise provided in this Section 7 or required by applicable law, no shares of Restricted Stock received
by a Key Employee or Director and no rights conveyed by an Award of Restricted Units shall be sold, exchanged,
transferred, pledged, hypothecated or otherwise disposed of during the Restriction Period.
(d) In the event that a Key Employee’s employment terminates due to (i) death, (ii) Total Disability, (iii) solely in the
case of a Key Employee with an original hire date with a Participating Company before January 1, 2002, a voluntary
termination of employment due to Retirement, or (iv) such other circumstances, such as a substantial reduction in force or a
divestiture or sale of a business or unit, that the Committee finds that a waiver of the applicable restrictions (or any portion
thereof) would be in the best interests of the Company, such Key Employee (or Beneficiary, in the event of death) shall be
or become vested in, or entitled to payment in respect of, Restricted Stock or Restricted Units then held by such Key
Employee to the extent determined by the Committee and set forth in such Key Employee’s Award Documents and/or any
administrative rules or other terms and conditions adopted by the Committee from time to time applicable to such Restricted
Stock or Restricted Units granted to such Key Employee; provided that, while the Committee may waive or modify the
vesting conditions, the payment terms in effect under such Award Documents, rules or terms and conditions at the date the
Award is granted to the Key Employee shall not be modified. With respect to any Award of Restricted Units, unless
otherwise expressly provided herein or otherwise determined by the Committee (and specified in writing) at the time of
grant, any amount payable to the Key Employee or his or her Beneficiary in accordance with this Section 7(d) shall be paid
within 90 days following the end of the applicable Restriction Period determined without regard to this paragraph.
Source: HARTFORD FINANCIAL S, 10-K, February 12, 2009