Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2026
or
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number 1-13754
THE HANOVER INSURANCE GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware
04-3263626
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
440 Lincoln Street, Worcester, Massachusetts 01653
(Address of principal executive offices) (Zip Code)
(508) 855-1000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbols
Name of each exchange on which registered
Common Stock, $.01 par value
THG
New York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
Accelerated filer
Non-accelerated filer
Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
The number of shares outstanding of the registrant’s common stock was 34,986,787 as of April 28, 2026.
TABLE OF CONTENTS
PART I.
FINANCIAL INFORMATION
2
Item 1.
Financial Statements
Consolidated Statements of Income
Consolidated Statements of Comprehensive Income
3
Consolidated Balance Sheets
4
Consolidated Statements of Shareholders’ Equity
5
Consolidated Statements of Cash Flows
6
Notes to Interim Consolidated Financial Statements
7
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
23
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
37
Item 4.
Controls and Procedures
38
PART II.
OTHER INFORMATION
Legal Proceedings
Item 1A.
Risk Factors
39
Unregistered Sales of Equity Securities and Use of Proceeds
41
Item 5.
Other Information
Item 6.
Exhibits
42
SIGNATURES
43
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
THE HANOVER INSURANCE GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
Three Months Ended
March 31,
(In millions, except per share data)
2026
2025
Revenues
Premiums
$
1,570.6
1,508.5
Net investment income
126.9
106.1
Net realized and unrealized investment gains (losses):
Net realized losses from sales and other
(4.9
)
(18.8
Net change in fair value of equity securities and other
4.6
1.0
Impairments on investments:
Credit-related impairments
(1.6
—
Losses on intent to sell securities
(0.4
Total impairments on investments
(2.0
Total net realized and unrealized investment losses
(2.3
(17.8
Fees and other income
6.2
6.4
Total revenues
1,701.4
1,603.2
Losses and expenses
Losses and loss adjustment expenses
957.6
955.3
Amortization of deferred acquisition costs
333.2
313.9
Interest expense
10.8
8.5
Other operating expenses
162.7
165.4
Total losses and expenses
1,464.3
1,443.1
Income before income taxes
237.1
160.1
Income tax expense (benefit):
Current
51.6
30.0
Deferred
(1.3
1.9
Total income tax expense
50.3
31.9
Net income
186.8
128.2
Earnings per common share:
Basic:
Net income per share
5.30
3.56
Weighted average shares outstanding
35.2
36.0
Diluted:
5.20
3.50
35.9
36.6
The accompanying notes are an integral part of these interim consolidated financial statements.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
(In millions)
Other comprehensive income (loss), net of tax:
Available-for-sale securities:
Changes in net unrealized gains (losses) on investment securities:
Having no credit losses recognized in the Consolidated Statements of Income
(68.7
111.3
Having credit losses recognized in the Consolidated Statements of Income
(0.2
(0.1
Total available-for-sale securities
(68.9
111.2
Pension and postretirement benefits:
Net amount recognized as net periodic benefit cost
1.4
Long-duration insurance contracts:
Net change in market risk
(1.0
Total other comprehensive income (loss), net of tax
(66.5
111.6
Comprehensive income
120.3
239.8
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
December 31,
(In millions, except share data)
Assets
Investments:
Fixed maturities, at fair value (amortized cost of $10,211.8 and $9,685.7)
9,976.2
9,536.5
Equity securities, at fair value
188.2
184.8
Other investments
637.3
661.4
Total investments
10,801.7
10,382.7
Cash and cash equivalents
243.5
1,122.7
Accrued investment income
76.4
80.1
Premiums and accounts receivable, net
1,855.9
1,861.3
Reinsurance recoverable on paid and unpaid losses and unearned premiums
2,051.7
2,011.1
Deferred acquisition costs
690.8
703.0
Deferred income tax asset
102.3
83.3
Goodwill
178.8
Other assets
443.3
439.3
Assets of discontinued businesses
83.6
Total assets
16,527.7
16,945.9
Liabilities
Loss and loss adjustment expense reserves
7,911.1
7,755.2
Unearned premiums
3,402.0
3,440.4
Expenses and taxes payable
650.5
806.7
Reinsurance premiums payable
43.4
45.2
Short-term debt
50.1
375.0
Long-term debt
793.7
843.3
Liabilities of discontinued businesses
106.5
108.6
Total liabilities
12,957.3
13,374.4
Commitments and contingencies
Shareholders’ Equity
Preferred stock, par value $0.01 per share; 20.0 million shares authorized; none issued
Common stock, par value $0.01 per share; 300.0 million shares authorized; 60.5 million shares issued
0.6
Additional paid-in capital
2,016.0
2,013.5
Accumulated other comprehensive loss
(237.9
(171.4
Retained earnings
3,894.5
3,741.6
Treasury stock at cost (25.4 and 25.1 million shares)
(2,102.8
(2,012.8
Total shareholders’ equity
3,570.4
3,571.5
Total liabilities and shareholders’ equity
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (UNAUDITED)
Preferred Stock
Balance at beginning and end of period
Common Stock
Additional Paid-in Capital
Balance at beginning of period
1,973.6
Employee and director stock-based awards and other
2.5
4.7
Balance at end of period
1,978.3
Accumulated Other Comprehensive Income (Loss), net of tax
Net Unrealized Appreciation (Depreciation) on Investments:
(116.3
(403.5
Net appreciation (depreciation) on available-for-sale securities
(185.2
(292.3
Defined Benefit Pension and Postretirement Plans:
(54.3
(55.2
(52.9
(53.8
Long Duration Insurance Contracts:
(0.8
2.4
0.2
Total accumulated other comprehensive loss
(344.7
Retained Earnings
3,209.6
Cumulative effect of accounting change, net of taxes
Balance at beginning of period, as adjusted
3,211.5
Dividends to shareholders
(33.9
(32.9
3,306.8
Treasury Stock
(1,885.7
Shares purchased at cost
(87.5
(11.0
Net shares reissued at cost under employee stock-based compensation plans and other
(2.5
0.1
(1,896.6
3,044.4
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Cash Flows From Operating Activities
Adjustments to reconcile net income to net cash provided by operating activities:
Net realized and unrealized investment (gains) losses
18.1
Net amortization and depreciation
(1.8
(1.1
Stock-based compensation expense
6.6
Amortization of defined benefit plan costs
1.7
1.6
Deferred income tax expense (benefit)
Change in deferred acquisition costs
12.2
5.9
Change in premiums receivable, net of reinsurance premiums payable
3.6
Change in loss, loss adjustment expense and unearned premium reserves
116.8
122.9
Change in reinsurance recoverable
(40.6
(39.7
Change in expenses and taxes payable
(167.7
(167.3
Other, net
(38.1
Net cash provided by operating activities
118.8
38.9
Cash Flows From Investing Activities
Proceeds from disposals and maturities of fixed maturities
631.2
696.6
Proceeds from disposals of equity securities and other investments
38.3
20.5
Purchase of fixed maturities
(1,146.9
(806.9
Purchase of equity securities and other investments
(12.9
(20.7
Capital expenditures
(3.5
Net cash used in investing activities
(493.8
(112.3
Cash Flows From Financing Activities
Proceeds from exercise of employee stock options
3.9
6.8
Dividends paid to shareholders
(33.5
(32.4
Repayment of debt
(375.0
Repurchases of common stock
(86.9
Other financing activities
(13.1
(10.9
Net cash used in financing activities
(504.6
(47.5
Net change in cash and cash equivalents
(879.6
(120.9
Net change in cash related to discontinued operations
0.4
0.5
Cash and cash equivalents, beginning of period
435.5
Cash and cash equivalents, end of period
315.1
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. Basis of Presentation and Principles of Consolidation
The accompanying unaudited consolidated financial statements of The Hanover Insurance Group, Inc. and its subsidiaries (“THG” or the “Company”) have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and with the requirements of Form 10-Q. Certain financial information that is provided in annual financial statements, but is not required in interim reports, has been omitted.
The interim consolidated financial statements of THG include the accounts of The Hanover Insurance Company and Citizens Insurance Company of America, THG’s principal property and casualty companies, and other insurance and non-insurance subsidiaries. These legal entities conduct their operations through several reporting segments discussed in Note 9 – “Segment Information.” All intercompany accounts and transactions have been eliminated.
The preparation of financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.
In the opinion of the Company’s management, the accompanying interim consolidated financial statements reflect all adjustments, consisting of normal recurring items, necessary for a fair presentation of the financial position and results of operations. The results of operations for the three months ended March 31, 2026 are not necessarily indicative of the results to be expected for the full year. These financial statements should be read in conjunction with the Company’s 2025 Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on February 20, 2026.
2. New Accounting Pronouncements
Recently Implemented Standards
In December 2023, the Financial Accounting Standards Board (“FASB”) issued ASC Update No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This Update requires entities to disclose an annual tabular rate reconciliation, using both percentages and currency amounts, broken out into specific categories, to the extent those items exceed a specified threshold. In addition, all entities are required to disclose annual income taxes paid, net of refunds received, disaggregated by federal, state, and foreign jurisdictions, and for individual jurisdictions when the amount is at least five percent of total income tax payments, net of refunds received. This Update was effective for annual reporting periods beginning after December 15, 2024. The Company implemented this guidance on a prospective basis and it did not have a material effect on its financial position or results of operation, as the Update is disclosure related.
Recently Issued Standards
In September 2025, the FASB issued ASC Update No. 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. This Update eliminates the traditional three-stage sequential software development model (preliminary, application development, and post-implementation) and instead requires capitalization to begin once management has authorized and commits funding to each software project, and completion of the software for its intended use is probable. The guidance states that the “probable-to-complete” recognition threshold is not met until significant development uncertainty has been resolved. Additionally, disclosure requirements for internal-use software have been updated to align with those for property, plant, and equipment under ASC 360-10, Property, Plant and Equipment - Overall, regardless of whether the software is classified as intangible or tangible. This Update is effective for interim and annual reporting periods beginning after December 15, 2027, with early adoption permitted. This guidance may be implemented either on a prospective, modified, or retrospective basis. The Company is currently assessing the impact of this guidance to its financial position and results of operations.
In November 2024, the FASB issued ASC Update No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40). This Update requires entities to disclose, at each interim and annual reporting period, specified information about certain costs and expenses in the notes to financial statements. Entities must disclose the amounts, in a tabular format, of relevant expense captions presented on the face of the income statement within continuing operations that contain expenses associated with employee compensation, depreciation, and intangible asset amortization. Additionally, the Update requires qualitative disclosure of amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, and the disclosure of total selling expenses, among other items. This Update is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods, as clarified in ASC Update No. 2025-01, beginning after December 15, 2027, with early adoption permitted. This guidance may be implemented either on a prospective or retrospective basis. The Company does not expect implementation of this guidance to have a material effect on its financial position or results of operations, as the Update is disclosure related.
3. Investments
A. Fixed maturities
The amortized cost and fair value of available-for-sale fixed maturities were as follows:
March 31, 2026
Allowance
Amortized Cost,
Gross
Amortized
for Credit
Net of Allowance
Unrealized
(in millions)
Cost
Losses
for Credit Loses
Gains
Fair Value
U.S. Treasury and government agencies
477.7
40.4
438.7
Foreign governments
2.8
2.9
Municipals
959.0
2.7
68.5
893.2
Corporates
4,388.5
(0.3
4,388.2
34.8
74.9
4,348.1
Residential mortgage-backed
2,389.8
20.1
85.6
2,324.3
Commercial mortgage-backed
880.2
0.3
25.6
854.9
Other asset-backed
1,114.1
3.5
Total fixed maturities
10,212.1
10,211.8
62.9
298.5
December 31, 2025
491.3
38.2
455.5
910.8
4.1
67.2
847.7
4,239.3
4,239.1
71.4
57.0
4,253.5
2,472.2
32.4
82.8
2,421.8
610.2
21.3
589.9
959.6
6.5
0.7
965.4
9,685.9
9,685.7
118.0
267.2
The Company enters into various agreements that may require its fixed maturities to be held as collateral by others. At March 31, 2026 and December 31, 2025, fixed maturities with fair values of $332.6 million and $339.2 million, respectively, were held as collateral for the Federal Home Loan Bank (“FHLB”) collateralized borrowing program. Additionally, the Company deposits funds with various state governmental authorities and trustees. For a discussion of the Company’s deposits with these state governmental authorities and trustees, see Note 2 – “Investments” in the Notes to Consolidated Financial Statements in the Company’s 2025 Annual Report on Form 10-K.
The amortized cost and fair value by maturity periods for fixed maturities are shown in the following table. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties, or the Company may have the right to put or sell the obligations back to the issuers.
Fair
for Credit Losses
Value
Due in one year or less
113.3
Due after one year through five years
2,574.8
2,529.2
Due after five years through ten years
2,737.3
2,665.9
Due after ten years
402.3
374.5
5,827.7
5,682.9
Mortgage-backed and other asset-backed securities
4,384.1
4,293.3
8
B. Fixed maturity securities in an unrealized loss position
The following tables provide information about the Company’s available-for-sale fixed maturity securities that were in an unrealized loss position at March 31, 2026 and December 31, 2025, including the length of time the securities have been in an unrealized loss position:
12 months or less
Greater than 12 months
Total
Investment grade:
20.9
40.2
307.1
328.0
195.2
65.6
511.4
706.6
13.6
1,296.1
52.7
586.1
66.3
1,882.2
456.9
82.7
503.8
960.7
5.3
525.9
19.5
259.9
24.8
785.8
3.1
543.2
17.4
3.4
560.6
Total investment grade
28.0
3,038.2
261.0
2,185.7
289.0
5,223.9
Below investment grade:
4.2
149.9
4.4
33.2
8.6
183.1
0.8
4.8
Total below investment grade
4.3
153.6
5.2
38.0
9.5
191.6
32.3
3,191.8
266.2
2,223.7
5,415.5
11.9
319.7
331.6
56.3
66.6
550.3
606.6
271.3
51.2
704.2
52.2
975.5
128.7
82.3
521.7
650.4
122.5
20.0
284.3
406.8
82.9
24.3
107.2
673.6
258.5
2,404.5
261.6
3,078.1
2.2
37.5
2.6
72.3
4.9
1.3
38.8
39.7
5.6
78.5
712.4
261.9
2,444.2
3,156.6
The Company views gross unrealized losses on fixed maturities as non-credit related and through its assessment of unrealized losses has determined that these securities will recover, allowing the Company to realize the anticipated long-term economic value. The Company currently does not intend to sell, nor does it expect to be required to sell these securities before recovery of their amortized cost. The Company employs a systematic methodology to evaluate declines in fair value below amortized cost for fixed maturity securities. In determining impairments, the Company evaluates several factors and circumstances, including the issuer’s overall financial condition; the issuer’s credit and financial strength ratings; the issuer’s financial performance, including earnings trends and asset quality; any specific events which may influence the operations of the issuer; the general outlook for market conditions in the industry or geographic region in which the issuer operates; and the degree to which the fair value of an issuer’s securities is below the Company’s amortized cost. The Company also considers any factors that might raise doubt about the issuer’s ability to make contractual payments as they come due and whether the Company expects to recover the entire amortized cost basis of the security.
9
C. Proceeds from sales
The proceeds from sales of available-for-sale fixed maturities and gross realized gains and gross realized losses on those sales were as follows:
Three Months Ended March 31,
Proceeds from sales
434.1
415.9
Gross gains
2.3
Gross losses
8.9
19.4
D. Impairments
For the three months ended March 31, 2026, the Company recognized impairment losses of $2.0 million, consisting of $1.5 million on mortgage loans and $0.5 million on fixed maturities. For the three months ended March 31, 2025, impairment losses were not significant.
At March 31, 2026 and December 31, 2025, the allowance for credit losses on mortgage loans was $8.5 million and $8.1 million, respectively. At March 31, 2026 and December 31, 2025, the allowance for credit losses on available-for-sale debt securities was not material.
The following table provides a rollforward of the allowance for credit losses on mortgage loans:
Allowance for credit losses as of the beginning of the period
8.1
5.7
Additional credit losses on investments for which an allowance was previously recognized
1.5
Reductions for disposals
Allowance for credit losses as of the end of the period
The methodology and significant inputs used to measure the amount of credit losses were as follows:
Mortgage loans – the Company estimated losses by applying expected loss rates, which are based on historical data. Embedded in expected loss rates are mortgage risk ratings and risk factors associated with property type such as office, retail, lodging, multi-family and industrial. Risk ratings, based on property characteristics and metrics including the geographic market, are predominantly driven by estimates of loan-to-value and debt service coverage ratios. Ratings may be adjusted to reflect current conditions and to incorporate reasonable and supportable forecasts, such as volatility of cash flows and valuation.
Fixed maturities, Corporate bonds – the Company utilized a financial model that derives expected cash flows based on probability-of-default factors by credit rating and asset duration, and loss-given-default factors based on security type. These factors are based on historical data provided by an independent third-party rating agency. In addition, other qualitative market data relevant to the realizability of contractual cash flows may be considered, including current conditions and reasonable and supportable forecasts.
E. Equity securities
Pre-tax net realized and unrealized gains on equity securities recognized in income included the following:
Net realized and unrealized gains on equity securities recognized in income:
On securities still held
3.7
On securities sold during the period
Total net realized and unrealized gains on equity securities recognized in income
4. Fair Value
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability, i.e., exit price, in an orderly transaction between market participants. The Company emphasizes the use of observable market data whenever available in determining fair value. Fair values presented for certain financial instruments are estimates which, in many cases, may differ significantly from the amounts that could be realized upon immediate liquidation. A hierarchy of the three broad levels of fair value is as follows, with the highest priority given to Level 1 as these are the most observable, and the lowest priority given to Level 3:
Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2 – Quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data, including model-derived valuations.
10
Level 3 – Unobservable inputs that are supported by little or no market activity.
When more than one level of input is used to determine fair value, the financial instrument is classified as Level 2 or Level 3 according to the lowest level input that has a significant impact on the fair value measurement.
The following methods and assumptions were used to estimate the fair value of each class of financial instruments and have not changed since last year.
Fixed Maturities
Level 1 securities generally include U.S. Treasury issues and other securities that are highly liquid, and for which quoted market prices are available. Level 2 securities are valued using pricing for similar securities and pricing models that incorporate observable inputs including, but not limited to, yield curves and issuer spreads. Level 3 securities include issues for which little observable data can be obtained, primarily due to the illiquid nature of the securities, and for which significant inputs used to determine fair value are based on the Company’s own assumptions.
The Company utilizes third-party pricing services for the valuation of the majority of its fixed maturity securities and receives one quote per security. When quoted market prices in an active market are available, they are provided by the pricing service as the fair value, and such values are classified as Level 1. Since fixed maturities other than U.S. Treasury securities generally do not trade on a daily basis, the pricing services prepare estimates of fair value for those securities using pricing techniques based on a market approach. Inputs into the fair value pricing common to all asset classes include: benchmark U.S. Treasury security yield curves; reported trades of identical or similar fixed maturity securities; broker/dealer quotes of identical or similar fixed maturity securities and structural characteristics such as maturity date, coupon, mandatory principal payment dates, frequency of interest and principal payments, and optional redemption features. Inputs into the fair value applications that are unique by asset class include, but are not limited to:
Generally, all prices provided by the pricing services, except actively traded securities with quoted market prices, are reported as Level 2.
11
The Company holds privately placed fixed maturity securities and certain other fixed maturity securities that do not have an active market and for which the pricing services cannot provide fair values. The Company determines fair values for these securities using either matrix pricing, which utilizes the market approach, or broker quotes. The Company will use observable market data as inputs into the fair value techniques, as discussed in the determination of Level 2 fair values, to the extent it is available, but is also required to use a certain amount of unobservable judgment due to the illiquid nature of the securities involved. Unobservable judgment reflected in the Company’s matrix model accounts for estimates of additional spread required by market participants for factors such as issue size, credit stress, structural complexity, high coupon bond, or other unique features. These matrix-priced securities are reported as Level 2 or Level 3, depending on the significance of the impact of unobservable judgment on the security’s value. Additionally, the Company may obtain non-binding broker quotes, which are reported as Level 3.
Equity Securities
Level 1 consists of publicly traded securities, including exchange-traded funds, valued at quoted market prices. Level 2 includes securities that are valued using pricing for similar securities and pricing models that incorporate observable inputs. Level 3 consists of common or preferred stock of private companies for which observable inputs are not available.
The Company utilizes a third-party pricing service for the valuation of the majority of its equity securities and receives one quote for each equity security. When quoted market prices in an active market are available, they are provided by the pricing service as the fair value, and such values are classified as Level 1. The Company holds certain equity securities that have been issued by privately-held entities that do not have an active market and for which the pricing service cannot provide fair values. The Company estimates fair value for these securities based on prices from recent financing rounds, which may be adjusted for liquidity and other factors, or based on the issuer’s book value and market multiples, and reports them as Level 3. Additionally, the Company may obtain non-binding broker or dealer quotes, which are reported as Level 3.
Other Investments
Other investments primarily include limited partnerships not subject to the equity method of accounting and mortgage loan participations. The fair values of limited partnerships not subject to the equity method of accounting are based on the net asset value (“NAV”) provided by the general partner, adjusted for recent financial information, and are excluded from the fair value hierarchy.
The estimated fair values of the financial instruments were as follows:
Carrying
Financial Assets carried at:
Fair Value through Accumulated Other Comprehensive Loss:
Fixed maturities
Fair Value through Net Income:
Equity securities
80.0
80.9
Amortized Cost/Cost:
256.3
250.5
282.8
274.5
Total financial instruments
10,744.2
10,738.4
11,207.7
11,199.4
Financial Liabilities carried at:
Amortized Cost:
Debt
843.8
818.8
1,218.3
1,206.6
The Company has processes designed to ensure that the values received from its third-party pricing services are accurately recorded, that the data inputs and valuation approaches and techniques utilized are appropriate and consistently applied, and that the assumptions are reasonable and consistent with the objective of determining fair value. The Company reviews the pricing services’ policies describing its methodology, processes, practices and inputs, including various financial models, used to value securities. For assets carried at fair value, the Company performs a review of the fair value hierarchy classifications and of prices received from its pricing services on a quarterly basis. Also, the Company reviews the portfolio pricing, including a process for which securities with changes in prices that exceed a defined threshold are verified to independent sources, if available. If upon review, the Company is not satisfied with the validity of a given price, a pricing challenge would be submitted to the applicable pricing service along with supporting documentation for its review. The Company does not adjust quotes or prices obtained from the pricing services unless the pricing service agrees with the Company’s challenge. During the first three months of 2026 and 2025, the Company did not adjust any prices received from its pricing services.
12
Changes in the observability of valuation inputs may result in a reclassification of certain financial assets or liabilities within the fair value hierarchy. As previously discussed, the Company utilizes third-party pricing services for the valuation of the majority of its fixed maturity and equity securities. The pricing services have indicated that they will only produce an estimate of fair value if there is objectively verifiable information to produce a valuation. If a pricing service discontinues pricing an investment, the Company will use observable market data, to the extent it is available, but may also be required to make assumptions for market-based inputs that are unavailable due to market conditions.
The following tables provide, for each hierarchy level, the Company’s investment assets that were measured at fair value on a recurring basis.
Level 1
Level 2
Level 3
Fixed maturities:
324.4
114.3
886.1
7.1
Residential mortgage-backed, U.S. agency backed
1,841.7
Residential mortgage-backed, non-agency
482.6
850.1
9,639.9
167.6
20.6
16.9
13.5
Total investment assets at fair value
10,181.3
492.0
9,653.4
331.1
124.4
840.3
7.4
1,903.2
518.6
585.0
9,193.1
12.3
164.3
16.8
13.4
9,738.1
495.4
9,206.5
36.2
Limited partnerships measured at fair value using the NAV based on an ownership interest in partners’ capital have not been included in the hierarchy tables. At March 31, 2026 and December 31, 2025, the fair values of these investments were $63.1 million and $64.1 million, respectively, and were less than 1% of total investment assets.
13
The following tables provide, for each hierarchy level, the Company’s estimated fair values of financial instruments that were not carried at fair value:
Assets:
6.1
244.4
494.0
Liabilities:
268.4
1,397.2
The following tables provide a reconciliation for all assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3).
Commercialmortgage-backed
Equities andOther
TotalAssets
Three Months Ended March 31, 2026
Balance January 1, 2026
23.9
Total gains:
Included in net realized and unrealized investment gains (losses)
Purchase
Settlements
Balance March 31, 2026
24.0
Three Months Ended March 31, 2025
Balance January 1, 2025
7.6
24.7
Total gains (losses):
Included in other comprehensive income (loss) - changes in net unrealized gains (losses) on investment securities
(0.9
Balance March 31, 2025
5.1
12.7
24.6
37.3
Changes in net unrealized gains (losses) for the period included in other comprehensive income (loss) for assets held at the end of the period
There were no securities transferred between Level 2 and Level 3 during the three months ended March 31, 2026 and 2025. The Company held no Level 3 liabilities for the three months ended March 31, 2026 and 2025.
14
The following table provides quantitative information about the significant unobservable inputs used by the Company in the fair value measurements of Level 3 assets. A valuation of $11.6 million for an equity security based on a dealer quote for which there was a lack of transparency as to inputs used to develop the valuation has been excluded.
Valuation
Significant
Range
Technique
Unobservable Inputs
(Wtd Average)
Discounted cash flow
Discount for: Small issue size
6.8 - 6.8%
Discount for: Small issue size Lease structure
5.0% (5.0%)0.3% (0.3%)
Marketcomparables
Net tangible asset
N/A
Internal price based on financing round
Discount for: Market liquidity
27.0% (27.0%)
7.3
Other
Discount rate
18.6% (18.6%)
The weighted average of the unobservable inputs was weighted by the relative fair value of the securities to which the inputs were applied. Each unobservable input is based on the Company’s subjective opinion and therefore inherently contains a degree of uncertainty. Where discounted cash flows were used in the valuation of fixed maturities, the internally-developed discount rate was adjusted by the significant unobservable inputs shown in the table. Increases (decreases) in any of these inputs in isolation would result in a lower (higher) fair value measurement. Increases (decreases) in unobservable inputs used in the valuation of equity securities would result in a higher (lower) fair value measurement. There were no interrelationships between these inputs which might magnify or mitigate the effect of changes in unobservable inputs on the fair value measurement.
5. Debt and Credit Arrangements
Debt consists of the following:
Short-term:
Subordinated debentures maturing February 3, 2027
Senior debentures maturing April 15, 2026
Total short-term debt
Long-term:
Senior debentures maturing September 1, 2035
500.0
Senior debentures maturing September 1, 2030
300.0
Total long-term debt principal
800.0
Unamortized debt issuance costs
(6.3
(6.8
Total long-term debt
Total debt
On January 15, 2026, the Company used a portion of the net proceeds of its August 21, 2025 debt issuance to redeem its outstanding $375.0 million par value of 4.50% unsecured senior debentures that were issued on April 8, 2016. For a discussion of the August 21, 2025 debt issuance, see Note 5 – “Debt and Credit Arrangements” in the Notes to Consolidated Financial Statements in the Company’s 2025 Annual Report on Form 10-K.
At March 31, 2026, the Company was in compliance with the covenants associated with its debt indentures and credit arrangements.
6. Income Taxes
Income tax expense for the three months ended March 31, 2026 and 2025 has been computed using estimated annual effective tax rates. These rates are revised, if necessary, at the end of each successive interim period to reflect current estimates of the annual effective tax rates.
The tax provision was comprised of U.S. federal and state income tax expense of $50.3 million and $31.9 million for the three months ended March 31, 2026 and 2025, respectively.
The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various state jurisdictions. The Company and its subsidiaries are subject to U.S. federal and state income tax examinations for years after 2020.
15
7. Pension Plans
The components of net periodic pension cost for the defined benefit pension plans included in the Company’s results of operations are as follows:
Interest cost
Expected return on plan assets
(4.6
(4.7
Recognized net actuarial loss
Net periodic pension cost
1.8
2.0
8. Other Comprehensive Income (Loss)
The following tables provide changes in other comprehensive income (loss).
Tax
Benefit
Net of
Pre-Tax
(Expense)
Net unrealized gains (losses) arising during period for those having no credit losses in Consolidated Statements of Income
(93.0
(73.5
122.3
(25.7
96.6
Net unrealized losses arising during period for those having credit losses in Consolidated Statements of Income
Amount of losses realized from sales and other recognized in Consolidated Statements of Income
5.8
4.5
18.9
(4.3
14.6
Amount of credit-related impairments (recoveries) on prior impairments recognized in the Consolidated Statements of Income
Amount of additional impairment losses recognized in the Consolidated Statements of Income
Net unrealized gains (losses)
(87.1
18.2
141.3
(30.1
Amortization of net actuarial losses recognized as net periodic benefit cost
Other comprehensive (loss) income
(84.1
17.6
141.7
16
Reclassifications out of accumulated other comprehensive (loss) income were as follows:
Amount Reclassified from
Details about Accumulated Other
Accumulated Other
Affected Line Item in the Statement
Comprehensive (Loss) Income Components
Comprehensive (Loss) Income
Where Net Income is Presented
Net unrealized losses on investment securities
(5.6
(0.5
(Impairments) recoveries on investments
(6.1
(18.7
Total before tax
Income tax (expense) benefit
(14.4
Income from continuing operations
Income from discontinued life businesses
(14.6
Net of tax
Amortization of defined benefit pension and postretirement actuarial losses
(1.7
Loss adjustment expenses and other operating expenses (1)
(1.4
Total reclassifications for the period
(15.8
Net expense reflected in income, net of tax
9. Segment Information
The Company’s primary business operations include insurance products and services provided through four reporting segments: Core Commercial, Specialty, Personal Lines and Other. Core Commercial includes commercial multiple peril, commercial automobile, workers’ compensation, and other commercial coverages provided to small and mid-sized businesses. Specialty includes four divisions of business: Marine and Industrial Property, Professional and Executive Lines, E&S and Alternative Markets, and Surety and Other. E&S and Alternative Markets includes coverages such as excess and surplus lines, program business (providing commercial insurance to markets with specialized coverage or risk management need related to groups of similar businesses) and specialty general liability coverage. Personal Lines includes personal automobile, homeowners and other personal coverages. The Other segment includes earnings on holding company assets; holding company and other expenses, including certain costs associated with retirement benefits related to employees and agents of the Company’s former life insurance subsidiaries; and run-off direct asbestos and environmental business, run-off voluntary assumed property and casualty pools, and run-off product liability business.
The Company reports interest expense related to debt separately from the earnings of its reporting segments. This consists primarily of interest on the Company’s senior and subordinated debentures.
The separate financial information is presented consistent with the way results are regularly evaluated by the chief operating decision maker in deciding how to allocate resources and in assessing performance. Results of the reporting segments are evaluated based on operating income before interest expense and income taxes, which excludes certain items that are included in net income, such as net realized and unrealized investment gains and losses. Such gains and losses are excluded since they are determined by interest rates, financial markets and the timing of sales. Also, operating income before interest expense and income taxes excludes net gains and losses on disposals of businesses, gains and losses related to the repayment of debt, discontinued operations, costs to acquire businesses, restructuring costs, the cumulative effect of accounting changes and certain other items. Although the items excluded from operating income before interest expense and income taxes may be important components in understanding and assessing the Company’s overall financial performance, management believes that the presentation of operating income before interest expense and income taxes enhances an investor’s understanding of the Company’s results of operations by highlighting net income attributable to the core operations of the business. However, operating income before interest expense and income taxes should not be construed as a substitute for income before income taxes or income from continuing operations or as a substitute for net income.
17
Summarized below is financial information with respect to the Company’s reporting segments.
Core Commercial
Specialty
Personal Lines
Operating revenues:
563.8
359.9
646.9
58.3
28.7
1.2
Total operating revenues
623.5
389.8
685.7
1,703.7
Net realized and unrealized investment losses
Operating income before interest expense and income taxes:
Net premiums earned
Losses and LAE:
Current accident year losses and LAE
331.2
176.8
375.7
883.7
Prior year favorable development, excluding catastrophes
(14.2
(9.2
(25.0
Current year catastrophe losses
52.1
15.4
80.2
147.7
Prior year favorable catastrophe development
(21.7
(5.8
(21.3
(48.8
Total losses and LAE
360.0
172.2
425.4
Amortization of deferred acquisition costs and other underwriting expenses(1)
186.0
131.6
169.2
486.8
Underwriting income
17.8
56.1
52.3
126.2
Other segment items(2)
(2.7
(1.9
(9.1
Operating income before interest expense and income taxes
74.8
84.0
89.2
250.2
Interest on debt
(10.8
Operating income before income taxes
239.4
Non-operating income (loss) items:
18
March 31, 2025
541.0
339.6
627.9
48.0
30.5
3.3
590.3
365.2
662.1
1,621.0
Operating income (loss) before interest expense and income taxes:
334.2
173.3
372.2
879.7
(15.9
(2.8
(20.0
54.5
17.2
107.6
(8.5
(12.0
378.9
172.1
404.3
182.1
126.3
161.9
470.3
Underwriting income (loss)
41.2
61.7
(2.2
(2.6
(9.0
26.8
64.6
94.2
186.4
177.9
The following table provides identifiable assets for the Company’s segments and discontinued operations:
Property and Casualty
16,444.4
16,862.3
The Company reviews the assets of its insurance subsidiaries collectively and does not allocate them among the Core Commercial, Specialty, Personal Lines and Other segments.
19
10. Stock-based Compensation
As of March 31, 2026, there were 1,139,325 and 1,207,899 shares available for grant under The Hanover Insurance Group 2022 Long-Term Incentive Plan and 2023 Employee Stock Purchase plan, respectively.
Compensation cost for the Company’s stock-based awards and the related tax benefits were as follows:
Tax benefit
Stock-based compensation expense, net of taxes
Stock Options
Information on the Company’s stock option activity for the three months ended March 31, 2026 and 2025 is summarized below.
(in whole shares and dollars)
Shares
Weighted AverageExercise Price
Outstanding, beginning of period
1,094,462
126.02
1,111,871
117.43
Granted
148,066
173.56
140,393
161.82
Exercised
(44,271
101.19
(92,520
89.99
Outstanding, end of period
1,198,257
132.81
1,159,744
124.99
Restricted Stock Units
The Company has issued time-based, market-based and performance-based restricted stock units to eligible employees, all of which generally vest after three years of continued employment.
The following table summarizes activity information about employee restricted stock units:
Weighted AverageGrant DateFair Value
Time-based restricted stock units:
381,944
144.61
386,712
137.44
129,017
171.17
136,535
160.40
Vested
(127,413
139.95
(118,406
139.49
Forfeited
(2,493
148.75
(2,108
140.39
381,055
155.13
402,733
144.60
Performance-based and market-based restricted stock units:
133,150
153.78
126,211
140.47
59,663
167.54
52,360
178.39
(55,764
141.91
(31,052
141.58
(14,369
152.88
137,049
164.60
During the first three months of 2026, the Company granted performance-based restricted stock units totaling 58,111 to certain members of senior management, which are reflected in the table above as performance and market-based restricted stock activity. Vesting of these stock units is based on a performance-based metric (adjusted return on equity), with a market-based modifier determined by relative total shareholder return (“TSR”) for the three-year period, as compared to a pre-determined group of Property and Casualty peer companies. The modifier may increase or decrease the payout by up to 20%. The fair value of the 2026 awards was estimated at the date of grant using a valuation model. These units have the potential to range from 0% to 240% of the shares disclosed for grant year 2026.
20
In the first three months of 2025, the Company granted performance-based restricted stock units totaling 28,868, to certain members of senior management, which are included in the table above as performance and market-based restricted stock activity. The vesting of these stock units is determined using a performance-based metric (adjusted return on equity). The Company also separately granted market-based awards totaling 23,492 in 2025, which are also included in the table above as performance and market-based restricted stock activity. The vesting of these stock units is generally based on the relative TSR of the Company for a three-year period, as compared to a group of pre-determined Property and Casualty peer companies. The fair value of market-based awards was estimated at the date of grant using a valuation model. Units granted in 2025 have the potential to range from 0% to 200% of the shares disclosed.
Shares earned in excess of the 100% target level are reflected as granted in the period following achievement of performance conditions, and shares below the 100% target level are reflected as forfeited. Amounts granted in 2026 and 2025 include 11,296 shares and 5,246 shares, respectively, related to performance-based awards that achieved a payout in excess of 100%, and vested in the first quarter of 2026 and 2025, respectively. No shares were granted or forfeited during the first quarter of 2026 in connection with the vesting of the 2023 market-based awards. Amounts reported as forfeited in the table above in 2025 include 14,369 shares related to 2022 market-based awards that achieved a payout below 100%, and were forfeited in the first quarter of 2025.
11. Earnings Per Share and Shareholders’ Equity Transactions
The following table provides weighted average share information used in the calculation of the Company’s basic and diluted earnings per share:
(in millions, except per share data)
Basic shares used in the calculation of earnings per share
Dilutive effect of securities:
Employee stock options
Non-vested stock grants
Diluted shares used in the calculation of earnings per share
Per share effect of dilutive securities on net income
(0.10
(0.06
Diluted earnings per share for the three months ended March 31, 2026 and March 31, 2025 excludes 0.2 million and 0.1 million, respectively, shares of common stock issuable under the Company’s stock compensation plans, because their effect would be antidilutive.
The Board of Directors authorized a stock repurchase program which provides for aggregate repurchases of the Company’s common stock of up to $1.3 billion. Under the repurchase authorization, the Company may repurchase, from time to time, common stock in amounts, at prices and at such times as the Company deems appropriate, subject to market conditions and other considerations. Repurchases may be executed using open market purchases, privately negotiated transactions, accelerated repurchase programs or other transactions. The Company is not required to purchase any specific number of shares or to make purchases by any certain date under this program. During the first three months of 2026, the Company repurchased approximately 503,000 shares through open market purchases at an aggregate cost of $87.5 million. Included in the cost of treasury stock acquired pursuant to common share repurchases is the 1% excise tax imposed on common share repurchase activity, net of common share issuances, as part of the Inflation Reduction Act of 2022. The Company had approximately $86 million available for additional repurchases at March 31, 2026.
12. Liabilities for Outstanding Claims, Losses and Loss Adjustment Expenses
Reserve Rollforward and Prior Year Development
The Company regularly updates its reserve estimates as new information becomes available and further events occur which may impact the resolution of unsettled claims. Reserve adjustments are reflected in results of operations as adjustments to losses and loss adjustment expenses (“LAE”). Often these adjustments are recognized in periods subsequent to the period in which the underlying policy was written and loss event occurred. These types of subsequent adjustments are described as loss and LAE “development.” Such development can be either favorable or unfavorable to the Company’s financial results and may vary by line of business. In this section, all amounts presented include catastrophe losses and LAE, unless otherwise indicated.
21
The table below provides a reconciliation of the gross beginning and ending reserve for unpaid losses and loss adjustment expenses.
Gross reserve for losses and LAE, beginning of period
7,461.2
Reinsurance recoverable on unpaid losses
1,850.3
1,829.8
Net reserve for losses and LAE, beginning of period
5,904.9
5,631.4
Net incurred losses and LAE in respect of losses occurring in:
Current year
1,031.4
987.3
Prior years
(73.8
(32.0
Total incurred losses and LAE
Net payments of losses and LAE in respect of losses occurring in:
234.1
236.5
606.3
613.2
Total payments
840.4
849.7
Net reserve for losses and LAE, end of period
6,022.1
5,737.0
1,889.0
1,871.9
Gross reserve for losses and LAE, end of period
7,608.9
As a result of continuing trends in the Company’s business, reserves, including catastrophes, have been re-estimated for all prior accident years and were decreased by $73.8 million and $32.0 million in 2026 and 2025, respectively.
For the three months ended March 31, 2026, net favorable loss and LAE development was $73.8 million. Personal Lines favorable loss and LAE development of $30.5 million was due to lower than expected catastrophe and non-catastrophe losses in the homeowners line of $20.2 million and $10.1 million, respectively. The favorable catastrophe development is related to lower than expected homeowners loss severity related to several convective storms across multiple states for accident years 2025 and 2024. Core Commercial favorable loss and LAE development of $23.3 million was primarily due to lower than expected large commercial multiple peril catastrophe losses of $17.0 million, primarily related to several convective storms across multiple states from accident years 2025 and 2024. Specialty favorable loss and LAE development of $20.0 million was primarily due to lower than expected losses in the Surety and Other division and lower than expected non-catastrophe losses in the Marine and Industrial Property and E&S and Alternative Markets divisions.
For the three months ended March 31, 2025, net favorable loss and LAE development was $32.0 million. Specialty favorable loss and LAE development of $18.4 million was primarily due to lower than expected non-catastrophe losses in the Marine and Industrial Property division and, to a lesser extent, in the Professional and Executive Lines division. Core Commercial favorable loss and LAE development of $9.8 million was primarily due to lower than expected catastrophe losses in our commercial multiple peril line related to events from accident years 2021 through 2023, including several convective storms across multiple states and Winter Storm Elliot. Additionally, favorable development resulting from lower than expected non-catastrophe losses in the workers’ compensation line was largely offset by higher than expected non-catastrophe losses in the commercial automobile line. Personal Lines favorable loss and LAE development was primarily due to lower than expected non-catastrophe losses in the homeowners and personal automobile lines.
13. Commitments and Contingencies
The Company has been named a defendant in various legal proceedings arising in the normal course of business. In addition, the Company is involved, from time to time, in examinations, investigations and proceedings by governmental and self-regulatory agencies. The potential outcome of any such action or regulatory proceedings in which the Company has been named a defendant or the subject of an inquiry, examination or investigation, and its ultimate liability, if any, from such action or regulatory proceedings, is difficult to predict at this time. The ultimate resolutions of such proceedings are not expected to have a material effect on its financial position, although they could have a material effect on the results of operations for a particular quarterly or annual period.
Residual Markets
The Company is required to participate in residual markets in various states, which generally pertain to high risk insureds, disrupted markets or lines of business or geographic areas where rates are regarded as excessive. The results of the residual markets are not subject to the predictability associated with the Company’s own managed business, and are significant to both the personal and commercial automobile lines of business.
14. Subsequent Events
There were no subsequent events requiring adjustment to the financial statements and no additional disclosure required in the notes to the consolidated financial statements.
22
PART I
ITEM 2
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Introduction
24
Executive Overview
Description of Segments
25
Results of Operations - Consolidated
26
Results of Operations - Segments
27
Investments
32
Other Items
35
Income Taxes
Critical Accounting Estimates
Statutory Surplus of Insurance Subsidiaries
36
Liquidity and Capital Resources
Contingencies and Regulatory Matters
The following Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to assist readers in understanding the interim consolidated results of operations and financial condition of The Hanover Insurance Group, Inc. and its subsidiaries (“THG”). Consolidated results of operations and financial condition are prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). This discussion should be read in conjunction with the interim consolidated financial statements and related footnotes included elsewhere in this Quarterly Report on Form 10-Q and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on February 20, 2026.
Results of operations include the accounts of The Hanover Insurance Company (“Hanover Insurance”) and Citizens Insurance Company of America (“Citizens”), our principal property and casualty companies, and certain other insurance and non-insurance subsidiaries.
The following discussion contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may address, among other things, our growth strategy; expected developments in our business, including losses and loss reserves; the impact of our routine reserve reviews; our expectations regarding our investment activities or results; our proposed actions in response to trends in our business; as well as our expectations, intentions and other statements that are not historical facts. Words such as: “believes,” “anticipates,” “expects,” “projections,” “outlook,” “should,” “could,” “plan,” “guidance,” “likely,” “on track to,” “potential,” “continue,” “targeted,” “designed,” and similar expressions are intended to identify forward-looking statements. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. We caution readers that accuracy with respect to forward-looking projections is difficult and subject to risks and uncertainties. Those risks and uncertainties, in some cases, have affected, and in the future could affect, our actual results and could cause our actual results to differ materially from historical results and from those expressed in any of our forward-looking statements. In addition to some of the factors in the discussion below, other important factors that could cause actual results to differ materially from those contained in forward-looking statements, are set forth in “Risk Factors” in Part II – Item 1A of this Quarterly Report on Form 10-Q and in Part I – Item 1A of our 2025 Annual Report on Form 10-K.
Business operations consist of four reporting segments: Core Commercial, Specialty, Personal Lines and Other.
Our strategy, which focuses on the independent agency distribution channel, supports THG’s commitment to our select independent agents. It is designed to generate profitable growth by leveraging the strengths of our distribution approach, including expansion of our agency footprint in underpenetrated geographies, as warranted. As part of that strategy, we have increased our capabilities in specialty markets and made investments designed to develop growth solutions for our agency distribution channel that meet the needs of our customers. Our goal is to grow responsibly in all of our businesses, while managing earnings volatility.
During the three months ended March 31, 2026, our net income was $186.8 million, compared to $128.2 million for the three months ended March 31, 2025, an improvement of $58.6 million. This favorable change was primarily due to higher after-tax operating income.
Operating income before interest expense and income taxes (a non-GAAP financial measure; see also “Results of Operations – Consolidated – Non-GAAP Financial Measures”) was $250.2 million for the three months ended March 31, 2026, compared to $186.4 million for the three months ended March 31, 2025, an improvement of $63.8 million. This increase was primarily due to improvements in current accident year underwriting results and higher net investment income.
Pre-tax catastrophe losses were $98.9 million for the three months ended March 31, 2026, compared to $95.6 million during the same period of 2025, an increase of $3.3 million. The catastrophe losses in the first three months of 2026 were primarily due to severe convective storms and severe winter storms across multiple states. Included in pre-tax catastrophe losses were $48.8 million and $12.0 million for the three months ended March 31, 2026 and 2025, respectively, of favorable prior year catastrophe reserve development. The favorable development in the first quarter of 2026 largely related to 2025 catastrophe events. Net favorable development on prior years’ non-catastrophe loss reserves was $25.0 million for the three months ended March 31, 2026, compared to $20.0 million for the three months ended March 31, 2025, an increase of $5.0 million.
Core Commercial includes two businesses, small commercial and middle market, both of which focus on account business, including coverage for commercial multiple peril, commercial automobile, workers’ compensation and other core commercial (commercial umbrella, monoline general liability, claims-made liability, and monoline property). Small commercial focuses on small businesses, with annual policy premiums generally up to $50,000. Middle market provides coverage to mid-sized businesses with annual policy premiums generally between $50,000 and $500,000. Middle market offers coverage in distinct industry segments, including technology, human services, manufacturing, retail, and real estate, among others. We believe that our account-focused approach to the small commercial market and distinctiveness in the middle market, including our diversified portfolio of products, delivers significant value to agents and policyholders. We continue to pursue our core strategy of developing strong relationships with independent agents, enhancing franchise value through selective distribution, distinctive products and coverages, and through continued investment in products for additional industry segmentation.
Net premiums written increased 4.3% in the first three months of 2026, compared to the same period in 2025, primarily due to renewal price increases. Operating income before interest expense and income taxes increased in the first three months of 2026, compared to the same period in 2025, primarily due to lower current accident year losses, lower catastrophe losses and higher net investment income. The competitive nature of the Core Commercial market requires us to be highly disciplined in our underwriting process to ensure that we write business at acceptable margins, and we continue to seek rate increases across many lines of business, as appropriate.
Specialty offers a comprehensive suite of products focused predominately on small to mid-sized businesses. This includes numerous specialized product areas that are organized into four distinct divisions – Marine and Industrial Property, Professional and Executive Lines, E&S and Alternative Markets, and Surety and Other. We believe that this diverse set of Specialty products, distributed primarily through independent agents, including wholesalers, helps to enhance our overall agent value and increase growth opportunities by providing agents easier access to placement solutions for Specialty needs, including those that complement Core Commercial accounts.
Net premiums written increased 2.3% in the first three months of 2026, compared to the same period in 2025, primarily due to renewal price increases and, to a lesser extent, an increase in new business. Operating income before interest expense and income taxes increased in the first three months of 2026 compared to the same period in 2025, primarily due to lower current accident year losses, lower catastrophe losses and higher net investment income. The competitive nature of the Specialty market requires us to be highly disciplined in our underwriting process to ensure that we write business at acceptable margins, and we continue to seek rate increases across many lines of business, as appropriate.
Personal Lines focuses on working with high quality, value-oriented agencies that deliver consultative selling to customers and stress the importance of total account solutions, which is the conversion of single policy customers to accounts with multiple policies and/or additional coverages, to address customers’ broader needs and objectives. Approximately 89% of our policies in force (“PIF”) have been issued to customers with multiple policies and/or coverages with us. We are focused on seeking profitable growth opportunities, building a distinctive position in the market in order to meet our customers’ needs, and diversifying geographically. We continue to seek appropriate rate increases that meet or exceed underlying loss cost trends, subject to regulatory and competitive considerations.
Net premiums written increased 2.7% in the first three months of 2026, compared to the same period in 2025, primarily due to higher new business volume. Operating income before interest expense and income taxes decreased slightly in the first three months of 2026, compared to the same period in 2025, primarily due to higher catastrophe losses, partially offset by lower current accident year losses, higher favorable development on prior year reserves and higher net investment income.
Primary business operations include insurance products and services currently provided through four reporting segments: Core Commercial, Specialty, Personal Lines and Other. Core Commercial includes commercial multiple peril, commercial automobile, workers’ compensation, and other commercial lines coverages provided to small and mid-sized businesses. Specialty includes four divisions of business: Marine and Industrial Property, Professional and Executive Lines, E&S and Alternative Markets, and Surety and Other. E&S and Alternative Markets includes coverages such as excess and surplus lines, program business (providing commercial insurance to markets with specialized coverage or risk management need related to groups of similar businesses) and specialty general liability coverage. Personal Lines includes personal automobile, homeowners and other personal coverages, such as umbrella. The Other segment includes earnings on holding company assets; holding company and other expenses, including certain costs associated with retirement benefits related to employees and agents of the Company’s former life insurance subsidiaries; and our run-off direct asbestos and environmental business, run-off voluntary assumed property and casualty pools, and run-off product liability business.
We report interest expense on debt separately from the earnings of our reporting segments. This consists primarily of interest on our senior and subordinated debentures.
Results of Operations – Consolidated
Consolidated net income for the three months ended March 31, 2026 was $186.8 million, compared to $128.2 million for the three months ended March 31, 2025, an increase of $58.6 million. This increase was primarily due to higher after-tax operating income of $46.7 million and, to a lesser extent, a decrease in after-tax net realized investment losses of $11.9 million. Operating income before interest expense and income taxes was $250.2 million for the three months ended March 31, 2026, compared to $186.4 million for the three months ended March 31, 2025, an increase of $63.8 million. This increase was primarily due to improvements in current accident year underwriting results, higher net investment income, and earned premium growth.
The following table reflects operating income before interest expense and income taxes for each reporting segment and a reconciliation to consolidated net income from operating income before interest expense and income taxes (a non-GAAP measure).
Interest expense on debt
Income tax expense on operating income
(50.9
(36.1
Operating income
188.5
141.8
Non-operating items:
Income tax benefit on non-operating items
Non-GAAP Financial Measures
In addition to consolidated net income, discussed above, we assess our financial performance based upon pre-tax “operating income,” and we assess the operating performance of each of our four reporting segments based upon the pre-tax operating income generated by each segment. As reflected in the table above, operating income before interest expense and income taxes excludes interest expense on debt and certain other items, which we believe are not indicative of our core operations, such as net realized and unrealized investment gains and losses. Such gains and losses are excluded since they are determined by interest rates, financial markets and the timing of sales. Also, operating income before interest expense and income taxes excludes net gains and losses on disposals of businesses, gains and losses related to the repayment of debt, discontinued operations, costs to acquire businesses, restructuring costs, the cumulative effect of accounting changes and certain other items. Although the items excluded from operating income before interest expense and income taxes are important components in understanding and assessing our overall financial performance, we believe a discussion of operating income before interest expense and income taxes enhances an investor’s understanding of our results of operations by highlighting net income attributable to the core operations of the business. However, operating income before interest expense and income taxes, which is a non-GAAP measure, should not be construed as a substitute for income before income taxes or income from continuing operations, and operating income should not be construed as a substitute for net income.
Catastrophe losses and prior years’ reserve development are significant components in understanding and assessing the financial performance of our business. Management reviews and evaluates catastrophes and prior years’ reserve development separately from the other components of earnings. References to “current accident year underwriting results” exclude prior accident year reserve development and may also be presented “excluding catastrophes.” Prior years’ reserve development and catastrophes are not predictable as to timing or the amount that will affect the results of our operations and have an effect on each year’s operating and net income. Management believes that providing certain financial metrics and trends excluding the effects of catastrophes and prior years’ reserve development helps investors to understand the variability in periodic earnings and to evaluate the underlying performance of our operations. Discussion of catastrophe losses in this Management’s Discussion and Analysis includes development on prior years’ catastrophe reserves and, unless otherwise indicated, such development is excluded from discussions of prior year loss and loss adjustment expenses (“LAE”) reserve development.
Results of Operations – Segments
The following is our discussion and analysis of the results of operations by reporting segment. The operating results are presented before interest expense, income taxes and other items which management believes are not indicative of our core operations, including realized gains and losses, as well as unrealized gains and losses on equity securities, and the results of discontinued operations.
The following table summarizes the results of operations for our combined reporting segments for the periods indicated:
Net premiums written
1,559.7
1,510.8
Losses and operating expenses:
Losses and LAE
Total losses and operating expenses
1,453.5
1,434.6
Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025
Operating income before interest expense and income taxes was $250.2 million for the three months ended March 31, 2026, compared to $186.4 million for the three months ended March 31, 2025, an improvement of $63.8 million. This increase was primarily due to improvements in current accident year underwriting results and higher net investment income.
Net premiums written increased $48.9 million for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase in net premiums written was due to renewal price increases and an increase in new business volume.
Premium Production and Underwriting Results
The following tables summarize premiums written on a gross and net basis, net premiums earned and, catastrophe loss, loss and LAE (including catastrophe losses), expense, and combined ratios for our Core Commercial, Specialty and Personal Lines segments. Loss and LAE, catastrophe loss and combined ratios shown below include prior year reserve development. These items are not meaningful for our Other segment.
(dollars in millions)
GrossPremiumsWritten
Net PremiumsWritten
NetPremiumsEarned
CatastropheLoss Ratios
Loss & LAERatios
ExpenseRatios
CombinedRatios
721.8
630.4
5.4
63.9
32.7
432.4
366.7
47.8
36.4
84.2
588.1
562.6
9.1
65.8
25.7
91.5
1,742.3
6.3
61.0
30.7
91.7
693.1
604.6
70.0
33.4
103.4
424.4
358.3
50.7
37.0
87.7
572.4
547.9
64.4
25.3
89.7
1,689.9
63.3
30.8
94.1
The following table summarizes U.S. GAAP underwriting results for our Core Commercial, Specialty, Personal Lines and Other segments and reconciles them to operating income before interest expense and income taxes.
PersonalLines
Underwriting profit, excluding prior year reserve development and catastrophes
46.6
51.5
102.0
200.1
40.0
93.8
158.5
Prior year favorable loss and LAE reserve development on non-catastrophe losses
14.2
9.2
25.0
15.9
21.7
48.8
12.0
(52.1
(15.4
(80.2
(147.7
(54.5
(17.2
(35.9
(107.6
Underwriting profit (loss)
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Core Commercial net premiums written were $630.4 million for the three months ended March 31, 2026, compared to $604.6 million for the three months ended March 31, 2025. The $25.8 million increase in net premiums written was primarily driven by renewal price increases.
Core Commercial underwriting profit for the three months ended March 31, 2026 was $17.8 million, compared to an underwriting loss of $20.0 million for the three months ended March 31, 2025, a favorable change of $37.8 million. Catastrophe losses for the three months ended March 31, 2026 were $30.4 million, compared to $46.0 million for the three months ended March 31, 2025, a decrease of $15.6 million.
Core Commercial current accident year underwriting profit, excluding catastrophes, was $46.6 million for the three months ended March 31, 2026, compared to $24.7 million for the three months ended March 31, 2025. This increase was primarily driven by lower current accident year large property losses in our commercial multiple peril line of business.
We continue to manage underwriting performance through rate actions, risk selection and mitigation, pricing segmentation, specific underwriting actions and targeted new business growth. Our ability to achieve overall rate increases is affected by many factors, including regulatory activity and the competitive pricing environment, particularly within the workers’ compensation line.
Specialty net premiums written were $366.7 million for the three months ended March 31, 2026, compared to $358.3 million for the three months ended March 31, 2025. The $8.4 million increase in net premiums written was primarily due to renewal price increases and, to a lesser extent, an increase in new business.
Specialty underwriting profit for the three months ended March 31, 2026 was $56.1 million, compared to $41.2 million for the three months ended March 31, 2025, an increase of $14.9 million. Catastrophe losses for the three months ended March 31, 2026 were $9.6 million, compared to $14.7 million for the three months ended March 31, 2025, a decrease of $5.1 million. Net favorable development on prior years’ loss reserves for the three months ended March 31, 2026 was $14.2 million, compared to $15.9 million for the three months ended March 31, 2025, a decrease of $1.7 million.
Specialty current accident year underwriting profit, excluding catastrophes, was $51.5 million for the three months ended March 31, 2026, compared to $40.0 million for the three months ended March 31, 2025. The $11.5 million increase in underwriting results was primarily driven by lower current accident year losses in our E&S and Alternative Markets division and marine line, within our Marine and Industrial Property division, and to a lesser extent, earned premium growth.
We continue to manage underwriting performance through rate actions, risk selection and mitigation, pricing segmentation, specific underwriting actions and targeted new business growth. Our ability to achieve overall rate increases is affected by many factors, including regulatory activity and the competitive pricing environment.
Personal Lines net premiums written were $562.6 million for the three months ended March 31, 2026, compared to $547.9 million for the three months ended March 31, 2025. The $14.7 million increase in net premiums written was primarily due to higher new business volume.
Net premiums written in the personal automobile line of business were $327.2 million for the three months ended March 31, 2026, compared to $323.8 million for the three months ended March 31, 2025, an increase of $3.4 million. Personal automobile PIF decreased by 2.2% since March 31, 2025. Net premiums written in the homeowners and other lines of business for the three months ended March 31, 2026 were $235.4 million, compared to $224.1 million for the three months ended March 31, 2025, an increase of $11.3 million. Homeowners PIF decreased by 2.2% since March 31, 2025.
Personal Lines underwriting profit for the three months ended March 31, 2026 was $52.3 million, compared to $61.7 million for the three months ended March 31, 2025, a decrease in underwriting results of $9.4 million. Catastrophe losses for the three months ended March 31, 2026 were $58.9 million, compared to an unusually low $34.9 million for the three months ended March 31, 2025, an increase of $24.0 million. Net favorable development on prior years’ loss reserves for the three months ended March 31, 2026 was $9.2 million, compared to $2.8 million for the three months ended March 31, 2025, an increase of $6.4 million.
Personal Lines current accident year underwriting profit, excluding catastrophes, was $102.0 million for the three months ended March 31, 2026, compared to $93.8 million for the three months ended March 31, 2025. The $8.2 million increase in underwriting results was primarily due to lower current accident year losses in our homeowners and other personal lines.
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We obtained pricing increases of approximately 11% in our homeowners line and approximately 7% in our personal automobile line during the first quarter of 2026 and believe that our ability to obtain a similar level of pricing increases will continue. Consistent with our expectations, PIF was largely unchanged compared to the end of 2025, but declined as compared to the first three months of 2025, driven by lower policies available to renew year over year from prior margin recapture actions taken. Additionally, our Personal Lines net premiums written may be affected by price competition and the regulatory and overall macroeconomic environment. These factors may also affect our ability to maintain and improve underwriting results.
Our Other segment had operating profit of $2.2 million for the three months ended March 31, 2026, compared to $0.8 million for the three months ended March 31, 2025, an increase of $1.4 million, due to higher net investment income.
Reserve for Losses and Loss Adjustment Expenses
Prior year non-catastrophe loss development
Prior year catastrophe loss development
The table below summarizes the gross reserve for losses and LAE by line of business and division.
Commercial multiple peril
1,663.9
1,618.3
Workers’ compensation
791.6
779.6
Commercial automobile
608.1
593.5
Other core commercial
861.1
869.9
Total Core Commercial
3,924.7
3,861.3
Marine and Industrial Property
241.9
206.8
Professional and Executive Lines
667.6
656.0
E&S and Alternative Markets
784.0
797.6
Surety and Other
78.2
72.5
Total Specialty
1,771.7
1,732.9
Personal automobile
1,682.8
1,689.3
Homeowners and Other
502.9
442.1
Total Personal Lines
2,131.4
Total Other
29.0
29.6
Total loss and LAE reserves
Loss and LAE reserves in our “Other core commercial” lines include monoline general liability, commercial umbrella, and monoline property. “Marine and Industrial Property” division includes marine and specialty industrial and commercial property coverages. “Professional and Executive Lines” division includes management liability, fidelity and crime, professional liability and other property and liability lines for healthcare firms. “E&S and Alternative Markets” division includes excess and surplus lines, program business, and specialty general liability coverages. “Surety and Other” includes contract and commercial surety coverages. Loss and LAE reserves in our “Total Other” segment relate to run-off direct asbestos and environmental, run-off voluntary assumed property and casualty reinsurance pools, and run-off product liability business.
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The following table summarizes prior year (favorable) unfavorable development by segment:
Non-Catastrophe Losses
Catastrophe Losses
(23.3
(9.8
(18.4
(30.5
(3.8
Total prior year favorable development
It is not possible to know whether the factors that affected loss reserves in the first three months of 2026 will also occur in future periods. We encourage you to read our 2025 Annual Report on Form 10-K for more information about our reserving process and the judgments, uncertainties and risks associated therewith.
Catastrophe Loss Development
For the three months ended March 31, 2026, favorable catastrophe loss development was $48.8 million, primarily due to lower than expected losses related to several convective storms across multiple states from accident years 2025 and 2024, including lower than expected large commercial multiple peril losses in Core Commercial and lower than expected homeowners severity in Personal Lines. In 2025, favorable catastrophe development was $12.0 million, primarily due to lower than expected losses in our commercial multiple peril line related to events from accident years 2021 though 2023, including several convective storms across multiple states, and Winter Storm Elliot.
2026 Loss and LAE Development, excluding catastrophes
For the three months ended March 31, 2026, net favorable loss and LAE development, excluding catastrophes, was $25.0 million. Specialty favorable loss and LAE development of $14.2 million was primarily due to lower than expected losses in our Marine and Industrial Property division, driven by our inland marine coverage, our E&S and Alternative Markets division, and, to a lesser extent, our Surety and Other division. Within Personal Lines, lower than expected losses of $9.2 million were driven primarily by homeowners property coverages.
2025 Loss and LAE Development, excluding catastrophes
For the three months ended March 31, 2025, net favorable loss and LAE development, excluding catastrophes, was $20.0 million. Specialty favorable loss and LAE development of $15.9 million was primarily due to lower than expected losses in our Marine and Industrial Property division and, to a lesser extent, in our Professional and Executive Lines division. Within Core Commercial, lower than expected losses in our workers’ compensation line were largely offset by higher than expected losses in our commercial automobile line.
Asbestos and Environmental Reserves
As of March 31, 2026, we had $9.8 million of net asbestos and environmental reserves, comprised of $8.1 million of direct reserves and $1.7 million of assumed reinsurance pool reserves. This compares to net reserves of $10.5 million at December 31, 2025, comprised of $8.3 million of direct reserves and $2.2 million of assumed reinsurance pool reserves. These assumed reinsurance pool reserves relate to pools in which we have terminated our participation, however, we continue to be subject to claims related to years in which we were a participant. Results of operations from these pools are included in our Other segment.
Reinsurance Recoverables
Reinsurance recoverables were $2,051.7 million and $2,011.1 million at March 31, 2026 and December 31, 2025, respectively, of which $65.1 million and $62.6 million, respectively, represent billable recoverables. A reinsurance recoverable is billable after an eligible reinsured claim is paid by an insurer. Billable reinsurance recoverables related to the Michigan Catastrophic Claims Association (the “MCCA”) were $34.4 million and $30.5 million at March 31, 2026 and December 31, 2025, respectively, and billable non-MCCA reinsurance recoverables totaled $30.7 million and $32.1 million at March 31, 2026 and December 31, 2025, respectively. Billed balances outstanding greater than 90 days at March 31, 2026 and December 31, 2025 were not material.
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Investment Results
Net investment income before income taxes was as follows:
109.2
93.3
Limited partnerships
11.0
7.5
Mortgage loans
0.9
Investment expenses
(4.1
Earned yield, fixed maturities
4.42
%
4.08
Earned yield, total portfolio
4.50
4.14
The increase in net investment income for the three months ended March 31, 2026 was primarily due to the continued investment of operational cashflows, the impact of reinvesting at higher interest rates, and higher partnership income. Income from partnerships can vary significantly from period to period based on the performance in the underlying portfolios.
Investment Portfolio
We held cash and investment assets diversified across several asset classes, as follows:
Carrying Value
% of Total Carrying Value
CarryingValue
% of TotalCarrying Value
Fixed maturities, at fair value
90.3
Limited partnerships and other investments
416.0
3.8
414.4
Mortgage and other loans
221.3
247.0
2.1
9.8
Total cash and investments
11,045.2
100.0
11,505.4
Cash and Investments
Total cash and investments decreased $460.2 million, or 4.0%, for the three months ended March 31, 2026 as compared to December 31, 2025. The decrease in total cash and investments was primarily due to the funding of financing activities, including our debt retirement and common stock repurchases, and, to a lesser extent, net market value depreciation. These decreases were partially offset by the continued investment of cashflows from operations.
The following table provides information about the investment types of our fixed maturities portfolio:
(in millions)Investment Type
Weighted Average Quality
Amortized Cost, Net of Allowance for Credit Losses
Net Unrealized Gain (Loss)
Change in NetUnrealizedfor the Year
AA+
(39.0
(3.2
BB
Municipals:
Taxable
AA
934.1
867.9
(66.2
Tax-exempt
24.9
BBB+
(40.1
Asset-backed:
(65.5
(15.1
AAA
(25.3
(5.0
AA-
(235.6
(86.4
The change in net unrealized losses on fixed maturities was primarily driven by higher interest rates and, to a lesser extent, changes in credit spreads.
Amortized cost and fair value by rating category were as follows:
(dollars in millions)NAIC Designation
Rating AgencyEquivalent Designation
% of TotalFair Value
1
Aaa/Aa/A
8,097.5
7,890.5
79.1
7,647.5
7,501.7
78.7
Baa
1,635.9
1,609.3
16.1
1,592.1
1,581.9
16.6
Ba
269.8
272.7
248.1
253.8
B
171.0
162.2
165.3
Caa and lower
35.5
35.4
33.8
In or near default
Based on ratings by the National Association of Insurance Commissioners (“NAIC”), approximately 95% of our fixed maturity portfolio consisted of investment-grade securities at March 31, 2026 and December 31, 2025. The quality of our fixed maturity portfolio remains strong based on ratings, capital structure position, support through guarantees, underlying security, issuer diversification and yield curve position. Our U.S. Treasury and government agencies fixed maturities are directly or indirectly backed by the full faith and credit of the U.S. government. Our municipal bonds include revenue bonds and general obligations of state and local issuers. Corporate fixed maturities include publicly traded and privately placed securities in the industrial, financial, and utility sectors. Residential mortgage-backed securities are structured securities that are collateralized by residential real estate loans and are primarily U.S. agency-backed. Our commercial mortgage-backed securities are structured securities that are collateralized by commercial real estate loans and are well-diversified by geography, property type, expected maturity and vintage year. Our other asset-backed securities are structured securities that are primarily collateralized by consumer and corporate borrowings, including collateralized loan obligations.
Our investment portfolio primarily consists of fixed maturity securities whose fair value is susceptible to market risk, including interest rate changes. See also “Quantitative and Qualitative Disclosures about Market Risk” included in Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our 2025 Annual Report on Form 10-K. Duration is a measurement used to quantify our inherent interest rate risk and analyze invested assets relative to our reserve liabilities.
The duration of our fixed maturity portfolio was as follows:
(dollars in millions)Duration
0-2 years
1,782.5
1,783.9
17.9
1,862.2
1,873.8
19.6
2-4 years
2,804.9
2,783.7
27.9
2,514.7
2,523.5
26.5
4-6 years
2,694.0
2,602.9
26.1
2,538.1
2,470.4
25.9
6-8 years
2,450.7
2,372.6
23.8
2,309.6
2,246.9
23.6
8-10 years
289.2
274.7
320.3
10+ years
190.5
158.4
129.5
101.6
1.1
Weighted average duration
Our fixed maturity and equity securities are carried at fair value. Financial instruments, whose values were determined using significant management judgment or estimation, constituted less than 1% of the total assets we measured at fair value. See also Note 4 – “Fair Value” in the Notes to Interim Consolidated Financial Statements.
Limited partnerships and other investments consist primarily of our interest in corporate middle market and real estate limited partnerships. Corporate middle market limited partnerships may invest in senior or subordinated debt, preferred or common equity or a combination thereof, of privately-held middle market businesses. Real estate limited partnerships hold equity ownership positions in real properties and invest in debt secured by real properties. Our limited partnerships are generally accounted for under the equity method, or as a practical expedient using the fund’s net asset value, with financial information provided by the partnership on a two or three month lag.
Mortgage and other loans consist of commercial mortgage loan participations, which represent our interest in commercial mortgage loans originated by a third-party. We share, on a pro-rata basis, in all related cash flows of the underlying mortgage loans, which are primarily investment-grade quality and diversified by geographic area and property type.
Equity securities primarily consist of U.S. income-oriented large capitalization common stocks and a broadly diversified U.S. equity index exchange-traded fund.
Although we expect to invest new funds primarily in investment-grade fixed maturities, we have invested, and expect to continue to invest, a portion of funds in below investment-grade fixed maturities, limited partnerships, common equity securities and other investment assets.
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Impairments
For the three months ended March 31, 2026, we recognized impairment losses of $2.0 million, consisting of $1.5 million on mortgage loans and $0.5 million on fixed maturities. For the three months ended March 31, 2025, impairment losses were not significant.
At March 31, 2026, fixed maturity securities on non-accrual status were not material and we held no fixed maturities on non-accrual status at December 31, 2025. The effects on income of non-accruals compared with amounts that would have been recognized in accordance with the original terms of the fixed maturities were not material for the periods ended March 31, 2026 and December 31, 2025. Any defaults in the fixed maturities or mortgage loan portfolios in future periods may negatively affect investment income.
Unrealized Losses
Gross unrealized losses on fixed maturities at March 31, 2026 were $298.5 million, an increase of $31.3 million compared to December 31, 2025. This increase was primarily due to higher interest rates and, to a lesser extent, changes in credit spreads. At March 31, 2026, gross unrealized losses consisted primarily of $85.6 million on residential mortgage-backed securities, $74.9 million on corporate fixed maturities, $68.5 million on municipals, and $40.4 million on U.S. government securities. See Note 3 – “Investments” in the Notes to Interim Consolidated Financial Statements.
We view gross unrealized losses on fixed maturities as non-credit related since it is our assessment that these securities will recover, allowing us to realize their anticipated long-term economic value. Further, we do not intend to sell, nor is it more likely than not we will be required to sell, such debt securities before this expected recovery of amortized cost (see also “Liquidity and Capital Resources”). Inherent in our assessment are the risks that market factors may differ from our expectations; we may decide to subsequently sell a security for unforeseen business needs or an economic purpose; or changes in the credit assessment from our original assessment may lead us to determine that a sale at the current value would maximize recovery on such investments. To the extent that there are such adverse changes, an impairment would be recognized as a realized loss. Although unrealized losses on fixed maturities are not reflected in the results of financial operations until they are realized, the fair value of the underlying investment, which does reflect the unrealized loss, is reflected in our Consolidated Balance Sheets.
The following table sets forth gross unrealized losses for fixed maturities by maturity period at March 31, 2026 and December 31, 2025. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations, with or without call or prepayment penalties, or we may have the right to put or sell the obligations back to the issuers.
63.1
41.6
90.8
94.6
183.8
162.4
114.7
104.8
Our investment portfolio and shareholders’ equity can be significantly impacted by changes in market values of our securities. Market volatility could increase and defaults on fixed income securities could occur. As a result, we could incur additional realized and unrealized losses in future periods, which could have a material adverse impact on our results of operations and/or financial position.
The U.S. economy continued to expand at a solid pace during the first quarter of 2026, reflecting a stable labor market despite continued, elevated inflation. The Federal Reserve maintained the federal funds target at a range of 3.50% to 3.75%. Heightened geopolitical risks continue to impact economic uncertainty, the extent of which is unknown. These risks, among others, may increase the likelihood of defaults on our fixed income investments, particularly with respect to non-investment grade debt securities. Although a rigorous credit analysis of our fixed income investments is performed, it is difficult to identify with specificity which issuers, industries or markets, if any, will be most affected. As a result, the value of our fixed maturity portfolio could change in ways we cannot currently anticipate, and we could incur additional realized and unrealized losses in future periods.
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Net income also included the following items:
(0.7
(8.0
(4.0
(5.2
(0.6
We manage investment assets for our Core Commercial, Specialty, Personal Lines and Other segments based on the requirements of our combined property and casualty insurance companies. We allocate the investment income, expenses, and net realized and unrealized investment gains and losses to our Core Commercial, Specialty, Personal Lines and Other segments based on earned premium and actuarial information related to the underlying businesses.
Net realized and unrealized investment losses were $2.3 million for the three months ended March 31, 2026, compared to $17.8 million for the three months ended March 31, 2025. For the three months ended March 31, 2026, net realized and unrealized investment losses were primarily due to $5.6 million of net realized investment losses from sales of fixed maturities and, to a lesser extent, $2.0 million related to impairment losses. These net realized investment losses were partially offset by net realized and unrealized investment gains of $5.2 million due to changes in the fair value of equity securities. For the three months ended March 31, 2025, net realized and unrealized investment losses were primarily due to $18.8 million of net realized losses from sales of investments, primarily lower-yield fixed maturities, in consideration of expiring tax gains from 2022, partially offset by changes in the fair value of equity securities.
We file a consolidated U.S. federal income tax return that includes our holding company and its domestic subsidiaries (including non-insurance operations).
The provision for income taxes from continuing operations was an expense of $50.3 million and $31.9 million for the three months ended March 31, 2026 and 2025, respectively. These amounts resulted in consolidated effective tax rates of 21.2% and 19.9% on pre-tax income for the three months ended March 31, 2026 and 2025, respectively. These provisions include excess tax benefits, primarily related to stock-based compensation, of $1.9 million and $2.1 million for the three months ended March 31, 2026 and 2025, respectively. Absent excess tax benefits, the provision for income taxes would have been an expense of $52.3 million, or 22.1%, and $34.4 million, or 21.5%, for the three months ended March 31, 2026 and 2025, respectively. The increase in the effective tax rate for the three months ended March 31, 2026 is primarily due to state income taxes.
The income tax provision on operating results was an expense of $50.9 million and $36.1 million for the three months ended March 31, 2026 and 2025, respectively. These provisions resulted in effective tax rates on operating income of 21.3% and 20.3% for the three months ended March 31, 2026 and 2025, respectively. These provisions reflect the aforementioned excess tax benefits related to stock-based compensation. Absent this item, the provision for income taxes would have been an expense of $52.8 million, or 22.1%, and $38.2 million, or 21.5%, for the three months ended March 31, 2026 and 2025, respectively. The increase in the effective tax rate for the three months ended March 31, 2026 is primarily due to state income taxes.
Interim consolidated financial statements have been prepared in conformity with U.S. GAAP and include certain accounting policies that we consider to be critical due to the amount of judgment and uncertainty inherent in the application of those policies. While we believe that the amounts included in our consolidated financial statements reflect our best judgment, the use of different assumptions could produce materially different accounting estimates. As disclosed in our 2025 Annual Report on Form 10-K, we believe the following accounting estimates are critical to our operations and require the most subjective and complex judgment:
For a more detailed discussion of these critical accounting estimates, see our 2025 Annual Report on Form 10-K.
The following table reflects statutory surplus for our insurance subsidiaries:
Total Statutory Capital and Surplus
3,535.1
3,337.9
The statutory capital and surplus for our insurance subsidiaries increased $197.2 million during the first three months of 2026. This increase was primarily due to operating profits.
Liquidity is a measure of our ability to generate sufficient cash flows to meet the cash requirements of the business operations. As a holding company, our primary ongoing source of cash is dividends from our insurance subsidiaries. However, dividend payments to us by our insurance subsidiaries are subject to limitations imposed by regulators, such as prior notice periods and the requirement that dividends in excess of a specified percentage of statutory surplus or prior year’s statutory earnings receive prior approval (so called “extraordinary dividends”). During the first three months of 2026, Hanover Insurance did not provide dividends to the holding company.
Sources of cash for our insurance subsidiaries primarily consist of premiums collected, investment income and maturing investments. Primary cash outflows are payments for losses and loss adjustment expenses, policy and contract acquisition expenses, other underwriting expenses, and investment purchases. Cash outflows related to losses and loss adjustment expenses can be variable because of uncertainties surrounding settlement dates for liabilities for unpaid losses and because of the potential for large losses, either individually or in the aggregate. We periodically adjust our investment policy to respond to changes in short-term and long-term cash requirements.
Net cash provided by operating activities was $118.8 million during the first three months of 2026, as compared to $38.9 million during the first three months of 2025. The $79.9 million increase in cash provided was primarily due to an increase in premiums received and lower loss and LAE payments during the first three months of 2026 compared to the same period in 2025.
Net cash used in investing activities was $493.8 million during the first three months of 2026, as compared to $112.3 million during the first three months of 2025. During the first three months of both 2026 and 2025, cash used in investing activities primarily related to net purchases of fixed maturities.
Net cash used in financing activities was $504.6 million during the first three months of 2026, as compared to $47.5 million during the first three months of 2025. During the first three months of 2026, cash used by financing activities primarily resulted from the redemption of $375.0 million aggregate principal amount of 4.50% senior unsecured debentures and, to a lesser extent, repurchases of common stock through the open market and a quarterly dividend payment to our shareholders. During the first three months of 2025, cash used in financing activities primarily resulted from a quarterly dividend payment to our shareholders and, to a lesser extent, from repurchases of common stock through the open market.
Dividends to common shareholders are subject to quarterly board approval and declaration. During the first three months of 2026, we paid a quarterly dividend of $0.95 per share totaling $33.5 million. We believe that our holding company assets are sufficient to provide for future shareholder dividends should the Board of Directors declare them.
At March 31, 2026, THG, as a holding company, held approximately $256.9 million of fixed maturities and cash. We believe our holding company assets will be sufficient to meet our short-term obligations, which we expect to consist primarily of quarterly dividends to our shareholders (as and to the extent declared), redemptions of short-term debt, interest on our senior and subordinated debentures, and certain costs associated with benefits related to employees and agents of our former life insurance subsidiaries. As discussed below, we have, and opportunistically may continue to, repurchase our common stock and debt. We do not expect that it will be necessary to dividend additional funds from our insurance subsidiaries in order to fund short-term holding company obligations; however, we may decide to do so.
We expect to continue to generate sufficient positive operating cash to meet all short-term and long-term cash requirements relating to current operations, including the funding of our qualified defined benefit pension plan. We believe that this plan is fully funded. The ultimate payment amounts for our benefit plan are based on several assumptions, including but not limited to, the rate of return on plan assets, the discount rate for benefit obligations, mortality experience, interest crediting rates, inflation and the ultimate valuation and determination of benefit obligations. Since differences between actual plan experience and our assumptions are almost certain, changes, both positive and negative, to our current funding status and ultimately our obligations in future periods are likely.
Our insurance subsidiaries maintain a high degree of liquidity within their respective investment portfolios in fixed maturity and short-term investments. Volatility and uncertainty in the financial markets continues to affect the value of investments currently held by THG and its subsidiaries, many of which remain in unrealized loss positions. We believe that the quality of the assets we hold will allow us to realize the long-term economic value of our portfolio, including the securities that are currently in an unrealized loss position. We do not anticipate the need to sell these securities to meet our insurance subsidiaries’ cash requirements since we expect our insurance subsidiaries to generate sufficient operating cash to meet all short-term and long-term cash requirements relating to current operations. However, unforeseen business needs or other items may occur, which could cause us to have to sell those securities in a loss position before their values fully recover, resulting in a recognition of impairment charges in that time period.
The Board of Directors authorized a stock repurchase program which provides for aggregate repurchases of our common stock of up to $1.3 billion. Under the repurchase authorization, we may repurchase, from time to time, common stock in amounts, at prices and at such times as we deem appropriate, subject to market conditions and other considerations. Repurchases may be executed using open market purchases, privately negotiated transactions, accelerated repurchase programs, or other transactions. We are not required to purchase any specific number of shares or to make purchases by any certain date under this program. During the first three months of 2026, we repurchased approximately 0.5 million shares, at an aggregate cost of $87.5 million. Included in the cost of treasury stock acquired pursuant to common share repurchases is the 1% excise tax imposed on common share repurchase activity, net of common share issuances, as part of the Inflation Reduction Act of 2022. As of March 31, 2026, we had repurchased approximately 9.3 million shares under this $1.3 billion program and had approximately $86 million available for additional repurchases.
We maintain our membership in the Federal Home Loan Bank (“FHLB”) to provide access to additional liquidity based on our holdings of FHLB stock and pledged collateral. At March 31, 2026, we had borrowing capacity of $314.7 million. There were no outstanding borrowings under this short-term facility at March 31, 2026; however, we have borrowed and may continue to borrow, from time to time, through this facility to provide short-term liquidity.
On July 21, 2023, we entered into a credit agreement that provides for a five-year unsecured revolving credit facility not to exceed $150.0 million at any one time outstanding, with the option to increase the facility up to $300.0 million (assuming no default and satisfaction of other specified conditions, including the receipt of additional lender commitments). The agreement also includes an uncommitted subfacility of $50.0 million for standby letters of credit. Borrowings, if any, under this agreement are unsecured and incur interest at a rate per annum equal to, at our election, either (i) the greatest of, (a) the prime commercial lending rate of the administrative agent, (b) the NYFRB Rate plus half a percent, or (c) the one month Adjusted Term SOFR Rate plus one percent; each subject to a margin that ranges from 0.125% to 0.625% depending on our debt rating, or (ii) Adjusted SOFR Rate for the applicable interest period, plus a margin that ranges from 1.125% to 1.625% depending on our debt rating. The agreement also contains certain financial covenants such as maintenance of specified levels of consolidated equity and leverage ratios. During the first three months of 2026, we had no borrowings under this credit agreement.
At March 31, 2026, we were in compliance with the covenants of our debt and credit arrangements.
Information regarding litigation, legal contingencies and regulatory matters appears in Part I – Note 13 “Commitments and Contingencies” in the Notes to Interim Consolidated Financial Statements.
ITEM 3
QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK
Our market risks, the ways we manage them, and sensitivity to changes in interest rates, and equity price risk are summarized in Management’s Discussion and Analysis of Financial Condition and Results of Operations as of December 31, 2025, included in our Annual Report on Form 10-K for the year ended December 31, 2025. There have been no material changes in the first three months of 2026 to these risks or our management of them.
ITEM 4
CONTROLS AND PROCEDURES
Disclosure Controls and Procedures Evaluation
Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of our “disclosure controls and procedures,” as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Limitations on the Effectiveness of Controls
Our management, including our Chief Executive Officer and Chief Financial Officer, do not expect that our disclosure controls over financial reporting will prevent all error and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.
Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures
Based on our controls evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of the end of the period covered by this quarterly report, our disclosure controls and procedures were effective to provide reasonable assurance that (i) the information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) material information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate “internal control over financial reporting,” as such term is defined in Exchange Act Rule 13a-15(f). Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting, as required by Rule 13a-15(d) of the Exchange Act, to determine whether any changes occurred during the period covered by this quarterly report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Based on the evaluation, the Chief Executive Officer and Chief Financial Officer concluded that there were no such changes during the quarter ended March 31, 2026, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
PART II – OTHER INFORMATION
ITEM 1 – LEGAL PROCEEDINGS
The Company has been named a defendant in various legal proceedings arising in the normal course of business. In addition, the Company is involved, from time to time, in examinations, investigations and proceedings by governmental and self-regulatory agencies. The potential outcome of any such action or regulatory proceedings in which the Company has been named a defendant or the subject of an inquiry, examination or investigation, and its ultimate liability, if any, from such action or regulatory proceedings, is difficult to predict at this time. The ultimate resolutions of such proceedings are not expected to have a material effect on the Company’s financial position, although they could have a material effect on the results of operations for a particular quarterly or annual period.
ITEM 1A – RISK FACTORS
There have been no material changes to the risk factors described under "Risk Factors" in Part I - Item 1A of our 2025 Form 10-K.
This document contains certain “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements may address, among other things, our growth strategy; expected developments in our business, including losses and loss reserves; the impact of our routine reserve reviews; our expectations regarding our investment activities or results; our proposed actions in response to trends in our business; as well as our expectations, intentions and other statements that are not historical facts. Words such as: “believes,” “anticipates,” “expects,” “projections,” “outlook,” “should,” “could,” “plan,” “guidance,” “likely,” “on track to,” “potential,” “continue,” “targeted,” “designed,” and similar expressions are intended to identify forward-looking statements. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. We caution readers that accuracy with respect to forward-looking projections is difficult and subject to risks and uncertainties. Those risks and uncertainties, in some cases, have affected, and in the future could affect, our actual results and could cause our actual results for the remainder of 2026 and beyond to differ materially from historical results and from those expressed in any of our forward-looking statements. We operate in a business environment that is continually changing, and as such, new risk factors may emerge over time. We cannot predict these new risk factors, nor can we assess the impact, if any, that they may have on our business in the future.
Some of the factors that could cause actual results to differ include, but are not limited to, the following:
In addition, historical and future reported financial results include estimates with respect to premiums written and earned, reinsurance recoverables, current accident year “picks,” loss and loss adjustment reserves and development, fair values of certain investments, other assets and liabilities, tax, contingent and other liabilities, and other items. These estimates are subject to change as more information becomes available.
Readers should not place undue reliance on forward-looking statements, which speak only as of the date they are made. We do not undertake any responsibility to update or revise our forward-looking statements, except as required by law.
For a more detailed discussion of our risks and uncertainties, see Part I – Item 1A – “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025.
40
ITEM 2 – UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Issuer Purchases of Equity Securities
Shares purchased in the first quarter of 2026 are as follows:
Total Number of
Approximate Dollar Value of
Shares Purchased as
Shares That May Yet
Part of Publicly
be Purchased Under the
Average Price
Announced Plans or
Plans or Programs
Period
Shares Purchased(1)
Paid per Share
Programs
January 1 - 31, 2026
254,107
172.54
254,000
130
February 1 - 28, 2026
102,906
178.88
35,217
123
March 1 - 31, 2026
214,868
172.50
214,205
86
571,881
173.67
503,422
ITEM 5 – OTHER INFORMATION
Rule 10b5-1 Trading Plans
During the three months ended March 31, 2026, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, modified, or terminated a contract, instruction or written plan for the purchase or sale of the Company’s securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or a non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933).
ITEM 6 – EXHIBITS
EX – 31.1
Certification of the Chief Executive Officer, pursuant to 15 U.S.C. 78m, 78o(d), as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002.
EX – 31.2
Certification of the Chief Financial Officer, pursuant to 15 U.S.C. 78m, 78o(d), as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002.
EX – 32.1
Certification of the Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002.
EX – 32.2
Certification of the Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002.
EX – 101
The following materials from The Hanover Insurance Group, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 formatted in Inline eXtensible Business Reporting Language (“iXBRL”): (i) Consolidated Statements of Income for the three months ended March 31, 2026 and 2025; (ii) Consolidated Statements of Comprehensive Income for the three months ended March 31, 2026 and 2025; (iii) Consolidated Balance Sheets at March 31, 2026 and December 31, 2025; (iv) Consolidated Statements of Shareholders’ Equity for the three months ended March 31, 2026 and 2025; (v) Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025, and (vi) related notes to these financial statements.
EX – 104
The cover page from The Hanover Insurance Group Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, formatted in iXBRL (embedded within EX – 101).
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 Hanover Insurance Group, Inc.
Registrant
April 30, 2026
/s/ John C. Roche
Date
John C. Roche
President, Chief Executive Officer and Director
/s/ Jeffrey M. Farber
Jeffrey M. Farber
Executive Vice President and Chief Financial Officer