The Hartford 2014 Annual Report Download - page 257

positions, duties, responsibilities and obligations on account of physical, mental or emotional incapacity resulting from injury,
sickness or disease for a period of (A) at least four consecutive months, or (B) more than six months in any twelve month
period, or (ii) a termination of your employment on account of total disability that results in your qualifying for benefits under
the Company’s Long Term Disability Plan for Salaried Employees; or
(9) your employment terminates due to your mandatory retirement at or after your 65th birthday, provided that such mandatory
retirement would not violate any applicable provision of the Federal Age Discrimination in Employment Act of 1967, as
amended.
5. Schedule of Severance Pay
You will be eligible to receive severance benefits under this Section if you are a Covered Employee and the Company
terminates your employment other than in any of the circumstances described in subparagraphs (1) through (9) of Section 4. In
such circumstances, but subject to your entering into (and not revoking) a Separation and Release Agreement, as described in
Section 12, you will receive severance benefits equal to two times the sum of your Base Pay plus Target Bonus.
The severance payment provided shall be in addition to any Base Pay earned, but unpaid, for services rendered to the
Company on or prior to the Effective Date, plus any paid time off accrued as of such date.
6. Pro-Rata Annual Bonus and Treatment of Long Term Incentives
If you receive severance pay in accordance with Section 5, you may also be eligible to receive a pro-rata annual bonus under
the applicable Company annual incentive plan for the year in which the Effective Date occurs, payable as described in Section
8. The amount of the pro-rata annual bonus, if any, shall be determined at the Company’s discretion, based on Company and
individual performance for the year in which the Effective Date occurs. There is no promise of a bonus or a particular amount;
along with other factors, post-termination activities, such as taking a position with a competitor, may be taken into account by
the Company. In the event of a Termination for Good Reason or an involuntary termination by the Company following a
Change of Control pursuant to Section 11, in no event shall the pro-rata annual bonus be less than a pro-rata bonus payable at
the same percentage of the Target Bonus as is generally applicable to executives whose employment did not terminate.
If you receive severance pay in accordance with Section 5, you will also vest pro-rata (subject to achievement of any applicable
performance criteria) in outstanding unvested long term incentives, including stock options, performance shares, performance
units, restricted stock and restricted stock unit awards, if, and to the extent, so provided in the award agreement under The
Hartford 2010 Incentive Stock Plan, The Hartford 2014 Incentive Stock Plan, or other applicable long term incentive plan
under which such awards were granted; in such a case, the timing of the payment of such awards will be as set forth in such
award agreement.
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