The Hartford 2008 Annual Report Download - page 682

(j) Except for the restrictions set forth herein and unless otherwise determined by the Committee, the Key Employee or
Director shall have all the rights of a shareholder with respect to such shares of Restricted Stock, including but not limited
to, the right to vote and the right to receive dividends. A Key Employee or Director shall not have any right, in respect of
Restricted Units awarded pursuant to the Plan, to vote on any matter submitted to the Company’s stockholders until such
time, if at all, as the shares of Stock attributable to such Restricted Units have been issued.
(k) In addition, the Committee may permit Key Employees and Directors or any group of Key Employees and Directors
to elect to receive Restricted Units in exchange for or in lieu of other compensation (including salaries, annual bonuses,
annual retainer and meeting fees) that would otherwise have been payable to such Key Employees or Directors in cash. The
Committee shall establish the terms and conditions of any such Restricted Units, including the Restriction Period applicable
thereto, and the date on which Stock shall be issued in respect thereof. The Committee shall establish the terms and
conditions applicable to any election by a Director to receive Restricted Units (including the time at which any such election
shall be made).
8. Certificates for Awards of Stock
(a) The Company shall not be required to issue or deliver any certificates for shares of Stock prior to: (i) the listing of
such shares on any stock exchange on which the Stock may then be listed, (ii) the completion of any registration or
qualification of such shares under any federal or state law, or any ruling or regulation of any government body which the
Company shall, in its sole discretion, determine to be necessary or advisable, and (iii) the satisfaction of any tax withholding
obligations as provided in Section 14 hereof.
(b) All certificates for shares of Stock delivered under the Plan shall also be subject to such stop-transfer orders and
other restrictions as the Committee may deem advisable under the rules, regulations, and other requirements of the Securities
and Exchange Commission, any stock exchange upon which the Stock is then listed and any applicable federal or state
securities laws, and the Committee may cause a legend or legends to be placed on any such certificates to make appropriate
reference to such restrictions. In making such determination, the Committee may rely upon an opinion of counsel for the
Company.
(c) Except to the extent such shares are subject to forfeiture during any applicable Restriction Period, each Key
Employee or Director who receives Stock in settlement of or as part of an Award, shall have all of the rights of a shareholder
with respect to such shares, including the right to vote the shares and receive dividends and other distributions. No Key
Employee or Director awarded an Option, a Right, a Restricted Unit or a Performance Share shall have any right as a
shareholder with respect to any shares of Stock covered by his or her Option, Right, Restricted Unit or Performance Share
prior to the date of issuance to him or her of a certificate or certificates for such shares.
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Source: HARTFORD FINANCIAL S, 10-K, February 12, 2009