The Hanover Insurance Group, Inc. 2014-2015 Non-Employee Director Compensation Program
This document outlines the compensation program for non-employee directors of The Hanover Insurance Group, Inc. for the service period beginning May 20, 2014. Directors receive a combination of stock and cash retainers, with additional fees for committee chairs and members, and the Chairman of the Board. Directors may defer or convert compensation into company stock. The company reimburses travel expenses and matches charitable contributions up to $5,000 per director annually.
Exhibit 10.8
The Hanover Insurance Group, Inc.
2014-2015 Compensation of Non-Employee Directors
— For the annual service period beginning on May 20, 2014, the date of the 2014 Annual Meeting of Shareholders—
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| Standard Fees |
| Description |
| Annual Director Retainer |
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| - Stock Component |
| - $115,000 valuation |
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| - Granted on May 20, 2014. Issued pursuant to the Company’s 2014 Long-Term Incentive Plan (the “2014 Plan”) |
| - Cash Component |
| - $75,000 |
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| - Payable on or after May 20, 2014 |
| Committee Chairperson Annual Retainer |
| - $9,000 for the chairperson of the Nominating and Corporate Governance Committee, payable on or after May 20, 2014 |
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| - $12,500 for the chairperson of the Compensation Committee, payable on or after May 20, 2014 |
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| - $20,000 for the chairperson of the Audit Committee, payable on or after May 20, 2014 |
| Chairman of the Board Retainer |
| - $100,000 - Payable on or after May 20, 2014 |
| Committee Annual Retainer |
| - $4,500 for each member of the Nominating and Corporate Governance Committee, payable on or after May 20, 2014 |
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| - $6,250 for each member of the Compensation Committee, payable on or after May 20, 2014 |
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| - $10,000 for each member of the Audit Committee, payable on or after May 20, 2014 |
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| Other |
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| Deferred Compensation Plan |
| - Directors may defer receipt of their cash and stock compensation. Deferred cash amounts are accrued in a memorandum account that is credited with interest derived from the so-called General Agreement on Tariffs and Trade (GATT) Rate (3.80% in 2014). At the election of each director, cash deferrals of retainers may be converted to Common Stock of the Company with such stock issued pursuant to the 2014 Plan |
| Conversion Program |
| - At the election of each director, cash retainers may be converted into Common Stock of the Company with such stock issued pursuant to the 2014 Plan |
| Reimbursable Expenses |
| - Travel and related expenses incurred in connection with service on the Board of Directors and its Committees |
| Matching Charitable Contributions |
| - Company will provide matching contributions to qualified charitable organizations up to $5,000 per director per year |
