The Hartford 2014 Annual Report Download - page 286

elect to receive fully-vested Restricted Units in lieu of all or a portion of the annual Board cash retainer, any Committee Chair
retainer and any Presiding Director retainer for a Board service year. Such election shall be made (a) prior to the first day of the
calendar year in which the applicable Board service year begins or (b), solely with respect to a Non-Employee Director whose
Board service starts after the first day of the calendar year in which the Board service year begins, prior to the start of such
Non-Employee Director’s Board service. Any such Restricted Units shall be granted to the Non-Employee Director on the first
day of the next scheduled trading window following the date the applicable retainer would have been payable in cash. The
number of Restricted Units shall be determined by dividing (i) the dollar amount of the applicable cash retainers elected by the
Non-Employee Director, by (ii) the Fair Market Value of the Stock on the first day of the applicable trading window. The
shares of Stock related to Restricted Units credited under this Rule 6 shall be delivered to the Non-Employee Director within
60 days following the date his or her Board service terminates.
7. Election to Defer Receipt of Annual Equity Retainer. A Non-Employee Director may elect that all or a portion of the Restricted
Units that would otherwise be payable for a Board service year in accordance with Rule 3 shall not be payable until his or her
Board service terminates, provided, however, that such election is made (a) prior to the first day of the calendar year in which
the applicable Board service year begins, or (b), solely with respect to a Non-Employee Director whose Board service starts
after the first day of the calendar year in which the Board service year begins, prior to the start of such Non-Employee
Director’s Board service. Such an election shall not extend the Restriction Period applicable to the Award; the Award shall
continue to vest as provided in Rule 3. However, the shares of Stock related to the Restricted Units subject to such election
shall be delivered to the Non-Employee Director within 60 days following the date his or her Board service terminates.
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