The Hartford 2008 Annual Report Download - page 730

Exhibit 10.16
THE HARTFORD EMPLOYEE STOCK PURCHASE PLAN
(Including amendments effective January 1, 2009)
ARTICLE I
PURPOSE AND APPROVAL
1.1 Purpose of the Plan. The purpose of The Hartford Employee Stock Purchase Plan is to provide a method whereby
Employees of the Company may acquire a proprietary interest in the Company through the purchase of Shares of common
stock of The Hartford. The Plan is intended to qualify as an “Employee Stock Purchase Plan” as defined in the Code. The
provisions of the Plan shall be construed so as to extend and limit participation in a manner consistent with the requirements
of the Code.
1.2 Approval of the Plan. The Plan was approved by ITT Corporation, as sole shareholder of The Hartford (formerly
named ITT Hartford Group, Inc.), on December 15, 1995. The Plan was adopted by the Board on July 18, 1996.
ARTICLE II
DEFINITIONS
For purposes of the Plan, the following terms shall have the following meanings:
“Account” means the account maintained by the Company for a Participant pursuant to Section 3.3.
“Act” means the Securities Exchange Act of 1934, as amended.
“Beneficial Owner” means any Person who, directly or indirectly, has the right to vote or dispose of or has “beneficial
ownership” (within the meaning of Rule 13d-3 under the Act) of any securities of a company, including any such right
pursuant to any agreement, arrangement or understanding (whether or not in writing), provided that: (A) a Person shall not
be deemed the Beneficial Owner of any security as a result of an agreement, arrangement or understanding to vote such
security (i) arising solely from a revocable proxy or consent given in response to a public proxy or consent solicitation made
pursuant to, and in accordance with, the Act and the applicable rules and regulations thereunder, or (ii) made in connection
with, or to otherwise participate in, a proxy or consent solicitation made, or to be made, pursuant to, and in accordance with,
the applicable provisions of the Act and the applicable rules and regulations thereunder, in either case described in clause
(i) or (ii) above, whether or not such agreement, arrangement or understanding is also then reportable by such Person on
Schedule 13D under the Act (or any comparable or successor report); and (B) a Person engaged in business as an
underwriter of securities shall not be deemed to be the Beneficial Owner of any security acquired through such Person’s
participation in good faith in a firm commitment underwriting until the expiration of forty days after the date of such
acquisition.
“Board” means the Board of Directors of The Hartford.
“Change of Control” means the occurrence of any of the following:
A. A report on Schedule 13D shall be filed with the Securities and Exchange Commission pursuant to Section 13(d) of
the Act disclosing that any Person (within the meaning of Section 13(d) of the Act), other than The Hartford or a
subsidiary of The Hartford or any employee benefit plan sponsored by The Hartford or a subsidiary of The Hartford is
the Beneficial Owner of forty percent or more of the outstanding stock of The Hartford entitled to vote in the election
of directors of The Hartford;
Source: HARTFORD FINANCIAL S, 10-K, February 12, 2009