Item 2.02 Results of Operations and Financial Condition.

On April 22, 2021, The Hartford Financial Services Group, Inc. (the "Company") issued (i) a news release (the "News Release") announcing, among other things, its financial results for the quarterly period ended March 31, 2021, an increase in the Company's existing share repurchase authorization from $1.5 billion to $2.5 billion through December 31, 2022, and additional financial and other updates, and (ii) its Investor Financial Supplement ("IFS") relating to its financial results for the quarterly period ended March 31, 2021. Copies of the News Release and the IFS are furnished herewith as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference.

Item 7.01 Regulation FD Disclosure.

The News Release also announced the receipt of two additional unsolicited proposals from Chubb Limited dated March 31, 2021 and April 14, 2021, respectively.

The Company's board of directors (the "Board"), after consultation with its financial and legal advisors, unanimously rejected both proposals, determining that entering into discussions regarding a strategic transaction would not be in the best interests of the Company and its shareholders. The Board also unanimously reaffirmed its conviction and confidence in the Company's strategic business plan. Copies of the Chubb Limited proposals and the Company's responses are furnished herewith as Exhibits 99.3, 99.4, 99.5 and 99.6 and are incorporated herein by reference.

The information furnished pursuant to Items 2.02 and 7.01, including Exhibits 99.1, 99.2, 99.3, 99.4, 99.5 and 99.6 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.




Item 9.01   Financial Statements and Exhibits.



 Exhibit No.

    99.1         News Release of The Hartford Financial Services Group, Inc. dated
               April 22, 2021.

    99.2         Investor Financial Supplement of The Hartford Financial Services
               Group, Inc. for the quarterly period ended March 31, 2021.

                 Proposal Letter from Chubb Limited to The Hartford Financial
          99.3 Services Group, Inc. dated March 30, 2021.

                 Response from The Hartford Financial Services Group, Inc. to
          99.4     Chubb L    im    ited     dated March 31, 2021.

                 Proposal Letter from Chubb Limited to The Hartford Financial
          99.5 Services Group, Inc. dated April 14, 2021.

    99.6         Response from The Hartford Financial Services Group, Inc. to
                   Chubb L    imited     dated April 22, 2021.

     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.

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