The Hartford Insurance Group Files 8-K

TL;DR

Hartford Insurance Group filed an 8-K on Feb 6, 2025, for bylaw changes & fiscal year adjustment.

AI Summary

The Hartford Insurance Group, Inc. filed an 8-K on February 6, 2025, reporting amendments to its articles of incorporation or bylaws and a change in fiscal year. The company, previously known as The Hartford Financial Services Group, Inc., is incorporated in Delaware and its fiscal year ends on December 31.

Why It Matters

This filing indicates potential corporate structure changes or adjustments to the company's financial reporting calendar, which could impact how investors track its performance.

Risk Assessment

Risk Level: low — The filing is procedural and does not indicate any immediate financial distress or significant operational changes.

Key Players & Entities

• The Hartford Insurance Group, Inc. (company) — Registrant
• The Hartford Financial Services Group, Inc. (company) — Former name
• February 6, 2025 (date) — Filing date
• Delaware (location) — State of incorporation
• December 31 (date) — Fiscal year end

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 per share HIG The New York Stock Exchan

Filing Documents

• hig-20250206.htm (8-K) — 34KB
• archarter2625.htm (EX-3.1) — 42KB
• arbylaws2625.htm (EX-3.2) — 365KB
• newsrelease-nameandbrandch.htm (EX-99.01) — 15KB
• image.jpg (GRAPHIC) — 6KB
• 0000874766-25-000016.txt ( ) — 709KB
• hig-20250206.xsd (EX-101.SCH) — 2KB
• hig-20250206_def.xml (EX-101.DEF) — 17KB
• hig-20250206_lab.xml (EX-101.LAB) — 30KB
• hig-20250206_pre.xml (EX-101.PRE) — 17KB
• hig-20250206_htm.xml (XML) — 5KB

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. Amended and Restated Certificate of Incorporation On February 6, 2025, the Board of Directors of The Hartford Financial Services Group, Inc. (the "Company") approved a recommendation to amend and restate the Restated Certificate of Incorporation of the Company (as so amended and restated, the "Amended and Restated Charter") to (i) change the name of the Company to The Hartford Insurance Group, Inc., effective February 6, 2025 and (ii) incorporate previous amendments to date. The Amended and Restated Charter became effective upon filing with the Office of the Secretary of State for the State of Delaware on February 6, 2025. The foregoing summary of the Amended and Restated Charter is qualified in its entirety by reference to its full text, which is attached hereto as Exhibit 3.1 and is incorporated herein by reference. Amendments to Amended and Restated Bylaws On February 6, 2025, the Board of Directors of the Company adopted and approved amendments to the Amended and Restated Bylaws of the Company (the "Bylaws"), effective February 6, 2025, to (i) reflect the change in the Company's name to The Hartford Insurance Group, Inc., (ii) extend the right to call a special meeting to stockholders holding at least twenty-five percent of shares of the Company's common stock, $0.01 par value per share, then-outstanding and eligible to vote on the issue(s) to be considered at such special meeting, subject to certain conditions and limitations as set forth therein, and (iii) make certain other updates, clarifications and ministerial and conforming changes. The foregoing summary of the amendments to the Bylaws is qualified in its entirety by reference to the full text of the Bylaws, which is attached hereto as Exhibit 3.2 and is incorporated herein by reference.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On February 6, 2025, the Company issued a press release regarding the events described in Item 5.03 above relating to the Company's name change. The press release also announced certain new branding and marketing initiatives. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished in Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits Exhibit No. 3.01 Amended and Restated Certificate of Incorporation, as filed on February 6, 2025 3.02 Amended and Restated Bylaws, amended and restated effective February 6, 2025 99.1 Press Release of The Hartford Insurance Group, Inc. dated February 6, 2025 101 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. 104 The cover page from this Current Report on Form 8-K, formatted as Inline XBRL.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. The Hartford Insurance Group, Inc. February 6, 2025 By: /s/ Terence Shields Name: Terence Shields Title: Senior Vice President & Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR