The Hartford 2012 Annual Report Download - page 259

"Person" has the meaning ascribed to such term in Section 3(a)(9) of the Act, as supplemented by Section 13(d)(3) of the Act;
provided, however, that Person shall not include (A) The Hartford, any subsidiary of The Hartford or any Person controlled by The
Hartford, (B) any trustee or other fiduciary holding securities under any employee benefit plan of The Hartford or of any subsidiary of
The Hartford, or (C) a corporation owned, directly or indirectly, by the stockholders of The Hartford in substantially the same
proportions as their respective ownership of securities of The Hartford.
"Plan" means this plan, The Hartford Deferred Compensation Plan, as it may be amended from time to time.
"Plan Administrator" shall have the meaning assigned by Article VII of the Plan.
“Potential Change of Control” means:
(A) A Person shall commence a tender offer, which if successfully consummated, would result in such Person being the
Beneficial Owner of at least 15% of the stock of The Hartford entitled to vote in the election of directors of The Hartford;
(B) The Hartford enters into an agreement, the consummation of which would constitute a Change of Control;
(C) Solicitation of proxies for the election of directors of The Hartford by anyone other than The Hartford, which, if such
directors were elected, would result in the occurrence of a Change of Control as described in paragraph (E) of the definition of
Change of Control in this Plan; or
(D) Any other event shall occur which is deemed to be a Potential Change of Control by the Board of Directors, the
Committee, or any other appropriate committee of the Board of Directors in its sole discretion.
"The Hartford" means The Hartford Financial Services Group, Inc., or a successor by merger, purchase or otherwise.
"Valuation Date" means the close of business of the last business day of each month in an applicable calendar year, or such other date
as may be designated by the Plan Administrator.
ARTICLE III
PARTICIPATION
3.1 Election to Participate. A Key Employee of a Participating Company or a Director may participate in the Plan by filing a
properly completed election form (or such other authorization as the Plan Administrator may require) with the party and by the date
designated by the Plan Administrator. The election of a Key Employee or Director in accordance with this Article III shall