The Hartford 2008 Annual Report Download - page 680

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 that the Committee finds that a waiver or
modification of the applicable restrictions (or any portion thereof) would be in the best interests of the Company, any or all
remaining restrictions (or the designated portion thereof) with respect to such Key Employee’s Restricted Stock or
Restricted Units shall lapse upon the date of such termination; 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.
(e) Except as provided in Section 9, if a Director’s service on the Board terminates for any reason, including without
limitation due to death, disability or retirement, prior to the lapse of any applicable Restriction Period, such Director (or
Beneficiary, in the event of death) shall be or become vested in, or entitled to payment in respect of, such Award to the
extent determined by the Committee as set forth in such Director’s Award Document and/or any administrative rules or
other terms and conditions adopted by the Committee from time to time applicable to such Award granted to such Director;
provided that, to the extent that any such rules or terms and conditions establish a payment term not associated directly with
the vesting of any such Award, only the payment terms established under such rules or terms and conditions as are in effect
at the date the Award is granted to the Director shall apply to such Award.
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Source: HARTFORD FINANCIAL S, 10-K, February 12, 2009