false--12-31Q120192019-03-310000874766falseLarge Accelerated FilerHARTFORD FINANCIAL SERVICES GROUP INC/DEfalse01.100.010.0115000000001500000000384923222.00384923222.0000000did not sell any securities held as collateral.00230000003450000003450000000.010.015000000050000000138000001380000043000000000257722382405824401000000000

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________________________

FORM 10-Q

____________________________________

(Mark One)



ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September 30, 2018~~March 31, 2019



¨	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 001-13958

____________________________________

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

(Exact name of registrant as specified in its charter)



Delaware		13-3317783
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

One Hartford Plaza, Hartford, Connecticut 06155

(Address of principal executive offices) (Zip Code)

(860) 547-5000

(Registrant’s telephone number, including area code)



Indicate by check mark:	Yes	No

• 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.	ý	¨

• 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).	ý	¨

• 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 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 x	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. ¨



• whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).	¨	ý

As of ~~October 23, 2018~~April 29, 2019, there were outstanding ~~358,734,819~~361,499,141 shares of Common Stock, $0.01 par value per share, of the registrant.

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

QUARTERLY REPORT ON FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED ~~SEPTEMBER 30, 2018~~MARCH 31, 2019

TABLE OF CONTENTS


Item	Description	Page	Description	Page
	Part I		Part I
1.	FINANCIAL STATEMENTS		FINANCIAL STATEMENTS
	REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	5	REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	5
	CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2018 AND 2017	6	CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - FOR THE THREE MONTHS ENDED MARCH 31, 2019 AND 2018	6
	CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2018 AND 2017	7	CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - FOR THE THREE MONTHS ENDED MARCH 31, 2019 AND 2018	7
	CONDENSED CONSOLIDATED BALANCE SHEETS - AS OF SEPTEMBER 30, 2018 AND DECEMBER 31, 2017	8	CONDENSED CONSOLIDATED BALANCE SHEETS - AS OF MARCH 31, 2019 AND DECEMBER 31, 2018	8
	CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2018 AND 2017	9	CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - FOR THE THREE MONTHS ENDED MARCH 31, 2019 AND 2018	9
	CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2018 AND 2017	10	CONDENSED CONOLIDATED STATEMENTS OF CASH FLOWS - FOR THE THREE MONTHS ENDED MARCH 31, 2019 AND 2018	10
	NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS	11	NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS	11
2.	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	62	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	44
3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	[a]	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	[a]
4.	CONTROLS AND PROCEDURES	113	CONTROLS AND PROCEDURES	92
	PART II. OTHER INFORMATION		PART II. OTHER INFORMATION
1.	LEGAL PROCEEDINGS	114	LEGAL PROCEEDINGS	93
1A.	RISK FACTORS	115	RISK FACTORS	94
2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	116	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	95
6.	EXHIBITS	117	EXHIBITS	96
	EXHIBITS INDEX	118	EXHIBITS INDEX	97
	SIGNATURE	119	SIGNATURE	98

[a]The information required by this item is set forth in the Enterprise Risk Management section of Item 2, Management's Discussion and Analysis of Financial Condition and Results of Operations and is incorporated herein by reference.

Forward-Looking Statements

Certain of the statements contained herein are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “projects,” and similar references to future periods.

Forward-looking statements are based on management's current expectations and assumptions regarding future economic, competitive, legislative and other developments and their potential effect upon The Hartford Financial Services Group, Inc. and its subsidiaries (collectively, the "Company" or "The Hartford"). Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Actual results could differ materially from expectations, depending on the evolution of various factors, including the risks and uncertainties identified below, as well as factors described in such forward-looking ~~statements; Part II, Item 1A, Risk Factors of this Quarterly Report on Form 10-Q; Part II, Item 1A, Risk Factors~~statements or in ~~The Hartford's Quarterly Report on Form 10-Q for the quarter ended June 30, 2018;~~ Part I, Item 1A, Risk Factors in The Hartford’s ~~2017~~2018 Form 10-K Annual Report; and our other filings with the Securities and Exchange Commission ("SEC").

Risks ~~Related~~Relating to Economic, Political and Global Market Conditions:


◦	challenges related to the Company’s current operating environment, including global political, economic and market conditions, and the effect of financial market disruptions, economic downturns, changes in trade regulation including tariffs and other barriers or other potentially adverse macroeconomic developments on the demand for our products and returns in our investment portfolios;


◦	~~financial risk related to the continued reinvestment of our investment portfolios;~~


◦	market risks associated with our business, including changes in credit spreads, equity prices, interest rates, inflation rate, and market ~~volatility and foreign exchange rates;~~volatility;


◦	the impact on our investment portfolio if our investment portfolio is concentrated in any particular segment of the economy;


◦	the impacts of changing climate and weather patterns on our businesses, operations and investment portfolio including on claims, demand and pricing of our products, the availability and cost of reinsurance, our modeling data used to evaluate and manage risks of catastrophes and severe weather events, the value of our investment portfolios and credit risk with reinsurers and other counterparties;


◦	the risks associated with the change in or replacement of the London Inter-Bank Offered Rate ("LIBOR") on the securities we hold or may have issued, other financial instruments and any other assets and liabilities whose value is tied to LIBOR;

Insurance Industry and Product-Related Risks:


◦	the possibility of unfavorable loss development, including with respect to long-tailed exposures;


◦	the significant uncertainties that limit our ability to estimate the ultimate reserves necessary for asbestos and environmental claims;


◦	the possibility of a pandemic, earthquake, or other natural or man-made disaster that may adversely affect our businesses;


◦	weather and other natural physical events, including the ~~severity~~intensity and frequency of storms, hail, wildfires, flooding, winter storms, hurricanes and tropical storms, as well as climate change and its potential impact on weather patterns;


◦	the possible occurrence of terrorist attacks and the Company’s inability to contain its exposure as a result of, among other factors, the inability to exclude coverage for terrorist attacks from workers' compensation policies and limitations on reinsurance coverage from the federal government under applicable laws;


◦	the Company’s ability to effectively price its property and casualty policies, including its ability to obtain regulatory consents to pricing actions or to non-renewal or withdrawal of certain product lines;


◦	actions by competitors that may be larger or have greater financial resources than we do;

◦

~~technology~~technological changes, such as usage-based methods of determining premiums, ~~advancement~~advancements in automotive safety features, the development of autonomous vehicles, and platforms that facilitate ride sharing, which may alter demand for the Company's products, impact the frequency or severity of losses, and/or impact the way the Company markets, distributes and underwrites its products;


◦	the ~~Company’s~~Company's ability to market, distribute and provide insurance products and investment advisory services through current and future distribution channels and advisory firms;


◦	the uncertain effects of emerging claim and coverage issues;

Financial Strength, Credit and Counterparty Risks:


◦	risks to our business, financial position, prospects and results associated with negative rating actions or downgrades in the Company’s financial strength and credit ratings or negative rating actions or downgrades relating to our investments;


◦	the impact on our statutory capital of various factors, including many that are outside the Company’s control, which can in turn affect our credit and financial strength ratings, cost of capital, regulatory compliance and other aspects of our business and results;


◦	losses due to nonperformance or defaults by others, including credit risk with counterparties associated with investments, derivatives, premiums receivable, reinsurance recoverables and indemnifications provided by third parties in connection with previous dispositions;


◦	the potential for losses due to our ~~reinsurers’~~reinsurers' unwillingness or inability to meet their obligations under reinsurance contracts and the availability, pricing and adequacy of reinsurance to protect the Company against losses;


◦	regulatory limitations on the ability of the Company and certain of its subsidiaries to declare and pay dividends;

Risks Relating to Estimates, Assumptions and ~~Valuations;~~Valuations:


◦	risk associated with the use of analytical models in making decisions in key areas such as underwriting, pricing, capital management, ~~hedging,~~ reserving, investments, reinsurance and catastrophe risk management;


◦	the potential for differing interpretations of the methodologies, estimations and assumptions that underlie the Company’s fair value estimates for its investments and the evaluation of other-than-temporary impairments on available-for-sale securities;


◦	the potential for further impairments of our goodwill or the potential for changes in valuation allowances against deferred tax assets;


◦	~~the significant uncertainties that limit our ability to estimate the ultimate reserves necessary for asbestos and environmental claims;~~

Strategic and Operational Risks:


◦	the Company’s ability to maintain the availability of its systems and safeguard the security of its data in the event of a disaster, cyber or other information security incident or other unanticipated event;


◦	the potential for difficulties arising from outsourcing and similar third-party relationships;


◦	the risks, challenges and uncertainties associated with capital management plans, expense reduction initiatives and other actions, which may include acquisitions, divestitures or restructurings;


◦	failure to complete our proposed acquisition of The Navigators Group, Inc. may cause volatility in our securities;

◦

~~the~~ risks ~~challenges and uncertainties~~ associated with acquisitions and divestitures, including the challenges of integrating acquired companies or businesses or separating from our ~~capital management plan, expense reduction initiatives and other actions,~~divested businesses, which may ~~include acquisitions, divestitures or restructurings;~~result in our inability to achieve the anticipated benefits and synergies and may result in unintended consequences;


◦	~~the potential for difficulties arising from outsourcing~~difficulty in attracting and ~~similar third-party relationships;~~retaining talented and qualified personnel, including key employees, such as executives, managers and employees with strong technological, analytical and other specialized skills;


◦	the Company’s ability to protect its intellectual property and defend against claims of infringement;

Regulatory and Legal Risks:


◦	the cost and other potential effects of increased regulatory and legislative developments, including those that could adversely impact the demand for the Company’s products, operating costs and required capital levels;


◦	unfavorable judicial or legislative developments;


◦	the impact of changes in federal or state tax laws;


◦	regulatory requirements that could delay, deter or prevent a takeover attempt that ~~shareholders~~stockholders might consider in their best interests; and


◦	the impact of potential changes in accounting principles and related financial reporting requirements.

Any forward-looking statement made by the Company in this document speaks only as of the date of the filing of this Form 10-Q. Factors or events that could cause the Company’s actual results to differ may emerge from time to time, and it is not possible for the Company to predict all of them. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise.

Part I - Item 1. Financial Statements

Item 1. Financial Statements

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of

The Hartford Financial Services Group, Inc.

Hartford, Connecticut

Results of Review of Interim Financial Information

We have reviewed the accompanying condensed consolidated balance sheet of The Hartford Financial Services Group, Inc. and subsidiaries (the "Company") as of ~~September 30, 2018,~~March 31, 2019, the related condensed consolidated statements of operations, ~~and~~ comprehensive income (loss) ~~for the three-month and nine-month periods ended September 30, 2018 and 2017, and the condensed consolidated statements of~~, changes in ~~stockholders’~~stockholders' equity, and cash flows for the ~~nine-month~~three-month periods ended ~~September 30,~~March 31, 2019 and 2018, ~~and 2017,~~ and the related notes (collectively referred to as the "interim financial information"). Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim financial information for it to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Company as of December 31, ~~2017,~~2018, and the related consolidated statements of operations, comprehensive income (loss), changes in stockholders' equity, and cash flows for the year then ended (not presented herein); and in our report dated February ~~23, 2018,~~22, 2019, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, ~~2017,~~2018, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

Basis for Review Results

This interim financial information is the responsibility of the Company's management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our reviews in accordance with standards of the PCAOB. A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ DELOITTE & TOUCHE LLP

Hartford, Connecticut

~~October 25, 2018~~May 1, 2019

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

Condensed Consolidated Statements of Operations


	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
(In millions, except for per share data)	2018			2017			2018			2017			2019			2018
	(Unaudited)												(Unaudited)
Revenues
Earned premiums	$	3,987		$	3,447		$	11,872		$	10,340		$	3,940		$	3,927
Fee income	344			291			994			855			314			323
Net investment income	444			404			1,323			1,209			470			451
Net realized capital gains (losses):
Total other-than-temporary impairment ("OTTI") losses	(4		)	(4		)	(6		)	(11		)	(4		)	(2		)
OTTI losses recognized in other comprehensive income (“OCI”)	3			3			5			7			2			2
Net OTTI losses recognized in earnings	(1		)	(1		)	(1		)	(4		)	(2		)	—
Other net realized capital gains	39			27			61			109
Total net realized capital gains	38			26			60			105
Other net realized capital gains (losses)													165			(30		)
Total net realized capital gains (losses)													163			(30		)
Other revenues	29			24			73			66			53			20
Total revenues	4,842			4,192			14,322			12,575			4,940			4,691
Benefits, losses and expenses
Benefits, losses and loss adjustment expenses	2,786			2,638			8,219			7,482			2,685			2,695
Amortization of deferred policy acquisition costs ("DAC")	348			341			1,034			1,030			355			342
Insurance operating costs and other expenses	1,091			952			3,195			3,521			1,048			1,037
Loss on extinguishment of debt	—			—			6			—
Interest expense	69			79			228			238			64			80
Amortization of other intangible assets	18			1			54			3			13			18
Total benefits, losses and expenses	4,312			4,011			12,736			12,274			4,165			4,172
Income from continuing operations before income taxes	530			181			1,586			301
Income from continuing operations, before tax													775			519
Income tax expense	103			36			297			5			145			91
Income from continuing operations, net of tax	427			145			1,289			296			630			428
Income from discontinued operations, net of tax	5			89			322			276			—			169
Net income	$	432		$	234		$	1,611		$	572		630			597
Income from continuing operations, net of tax, per common share
Preferred stock dividends													5			—
Net income available to common stockholders													$	625		$	597

Income from continuing operations, net of tax, available to common stockholders per common share
Basic	$	1.19		$	0.40		$	3.60		$	0.81		$	1.74		$	1.20
Diluted	$	1.17		$	0.40		$	3.54		$	0.79		$	1.71		$	1.18
Net income per common share
Net income available to common stockholders per common share
Basic	$	1.20		$	0.65		$	4.50		$	1.56		$	1.74		$	1.67
Diluted	$	1.19		$	0.64		$	4.42		$	1.54		$	1.71		$	1.64
Cash dividends declared per common share	$	0.30		$	0.23		$	0.80		$	0.69

See Notes to Condensed Consolidated Financial Statements.

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

Condensed Consolidated Statements of Comprehensive Income (Loss)


	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
(In millions)	2018			2017			2018			2017			2019		2018
	(Unaudited)												(Unaudited)
Net income	$	432		$	234		$	1,611		$	572		$	630	$	597
Other comprehensive income (loss):
Changes in net unrealized gain on securities	(171		)	85			(2,164		)	564			679		(855		)
Changes in OTTI losses recognized in other comprehensive income	(1		)	(1		)	(1		)	(1		)	1		(2		)
Changes in net gain on cash flow hedging instruments	(5		)	(14		)	(37		)	(33		)	5		(44		)
Changes in foreign currency translation adjustments	1			14			(4		)	21			1		(6		)
Changes in pension and other postretirement plan adjustments	10			7			29			371			8		10
OCI, net of tax	(166		)	91			(2,177		)	922			694		(897		)
Comprehensive income (loss)	$	266		$	325		$	(566	)	$	1,494		$	1,324	$	(300	)

See Notes to Condensed Consolidated Financial Statements.

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

Condensed Consolidated Balance Sheets


(In millions, except for share and per share data)	September 30, 2018			December 31, 2017			March 31, 2019			December 31, 2018
	(Unaudited)						(Unaudited)
Assets
Investments:
Fixed maturities, available-for-sale, at fair value (amortized cost of $36,094 and $35,612)	$	36,166		$	36,964
Fixed maturities, available-for-sale, at fair value (amortized cost of $35,894 and $35,603)							$	36,819		$	35,652
Fixed maturities, at fair value using the fair value option	24			41			20			22
Equity securities, at fair value	1,035			—			1,275			1,214
Equity securities, available-for-sale, at fair value (cost of $0 and $907)	—			1,012
Mortgage loans (net of allowances for loan losses of $1 and $1)	3,559			3,175			3,637			3,704
Limited partnerships and other alternative investments	1,712			1,588			1,719			1,723
Other investments	98			96			222			192
Short-term investments	3,540			2,270			4,203			4,283
Total investments	46,134			45,146			47,895			46,790
Cash	102			180			104			121
Premiums receivable and agents’ balances, net	4,025			3,910			4,160			3,995
Reinsurance recoverables, net	3,931			4,061			4,341			4,357
Deferred policy acquisition costs	670			650			688			670
Deferred income taxes, net	1,244			1,164			921			1,248
Goodwill	1,290			1,290			1,290			1,290
Property and equipment, net	997			1,034			1,145			1,006
Other intangible assets, net	651			659			644			657
Other assets	2,393			2,230			2,136			2,173
Assets held for sale	—			164,936
Total assets	$	61,437		$	225,260		$	63,324		$	62,307
Liabilities
Unpaid losses and loss adjustment expenses	$	32,297		$	32,287		$	32,973		$	33,029
Reserve for future policy benefits	656			713			648			642
Other policyholder funds and benefits payable	775			816			742			767
Unearned premiums	5,388			5,322			5,482			5,282
Short-term debt	413			320			499			413
Long-term debt	4,263			4,678			3,767			4,265
Other liabilities	4,916			5,188			4,873			4,808
Liabilities held for sale	—			162,442
Total liabilities	$	48,708		$	211,766		48,984			49,206
Commitments and Contingencies (Note 13)
Commitments and Contingencies (Note 11)
Stockholders’ Equity
Common stock, $0.01 par value — 1,500,000,000 shares authorized, 384,923,222 shares issued at September 30, 2018 and December 31, 2017	$	4		$	4
Preferred stock, $0.01 par value — 50,000,000 shares authorized, 13,800 shares issued at March 31, 2019 and December 31, 2018, aggregate liquidation preference of $345							334			334
Common stock, $0.01 par value — 1,500,000,000 shares authorized, 384,923,222 shares issued at March 31, 2019 and December 31, 2018							4			4
Additional paid-in capital	4,385			4,379			4,329			4,378
Retained earnings	10,973			9,642			11,572			11,055
Treasury stock, at cost — 26,247,219 and 28,088,186 shares	(1,114		)	(1,194		)
Accumulated other comprehensive income (loss), net of tax	(1,519		)	663
Treasury stock, at cost — 24,058,244 and 25,772,238 shares							(1,014		)	(1,091		)
Accumulated other comprehensive loss, net of tax							(885		)	(1,579		)
Total stockholders’ equity	$	12,729		$	13,494		14,340			13,101
Total liabilities and stockholders’ equity	$	61,437		$	225,260		$	63,324		$	62,307

See Notes to Condensed Consolidated Financial Statements.

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

Condensed Consolidated Statements of Changes in Stockholders' Equity



	Three Months Ended March 31,
(In millions, except for share data)	2019			2018
	(Unaudited)
Preferred Stock	$	334		$	—
Common Stock	4			4
Additional Paid-in Capital
Additional Paid-in Capital, beginning of period	4,378			4,379
Issuance of shares under incentive and stock compensation plans	(68		)	(74		)
Stock-based compensation plans expense	55			61
Issuance of shares for warrant exercise	(36		)	(3		)
Additional Paid-in Capital, end of period	4,329			4,363
Retained Earnings
Retained Earnings, beginning of period	11,055			9,642
Cumulative effect of accounting changes, net of tax	—			5
Adjusted balance, beginning of period	11,055			9,647
Net income	630			597
Dividends declared on preferred stock	(5		)	—
Dividends declared on common stock	(108		)	(88		)
Retained Earnings, end of period	11,572			10,156
Treasury Stock, at cost
Treasury Stock, at cost, beginning of period	(1,091		)	(1,194		)
Treasury stock acquired	—			—
Issuance of shares under incentive and stock compensation plans	71			81
Net shares acquired related to employee incentive and stock compensation plans	(30		)	(31		)
Issuance of shares for warrant exercise	36			3
Treasury Stock, at cost, end of period	(1,014		)	(1,141		)
Accumulated Other Comprehensive Income (Loss), net of tax
Accumulated Other Comprehensive Income (Loss), net of tax, beginning of period	(1,579		)	663
Cumulative effect of accounting changes, net of tax	—			(5		)
Adjusted balance, beginning of period	(1,579		)	658
Total other comprehensive income (loss)	694			(897		)
Accumulated Other Comprehensive Loss, net of tax, end of period	(885		)	(239		)
Total Stockholders’ Equity	$	14,340		$	13,143
Preferred Shares Outstanding
Preferred Shares Outstanding, beginning of period	13,800			—
Issuance of preferred shares	—			—
Preferred Shares Outstanding, end of period	13,800			—
Common Shares Outstanding
Common Shares Outstanding, beginning of period (in thousands)	359,151			356,835
Treasury stock acquired	—			—
Issuance of shares under incentive and stock compensation plans	1,534			1,770
Return of shares under incentive and stock compensation plans to treasury stock	(601		)	(595		)
Issuance of shares for warrant exercise	781			67
Common Shares Outstanding, at end of period	360,865			358,077
Cash dividends declared per common share	$	0.30		$	0.25
Cash dividends declared per preferred share	$	375.00		$	—

Nine Months Ended September 30,
(In millions, except for share data) 2018 2017
(Unaudited)
Common Stock $ 4
$ 4
Additional Paid-in Capital
Additional Paid-in Capital, beginning of period 4,379
5,247
Issuance of shares under incentive and stock compensation plans (92 ) (68 )
Stock-based compensation plans expense 105
77
Issuance of shares for warrant exercise (7 ) (65 )
Additional Paid-in Capital, end of period 4,385
5,191
Retained Earnings
Retained Earnings, beginning of period 9,642
13,114
Cumulative effect of accounting changes, net of tax 5
—
Adjusted balance, beginning of period 9,647
13,114
Net income 1,611
572
Dividends declared on common stock (285 ) (252 )
Retained Earnings, end of period 10,973
13,434
Treasury Stock, at cost
Treasury Stock, at cost, beginning of period (1,194 ) (1,125 )
Treasury stock acquired —
(975 )
Issuance of shares under incentive and stock compensation plans 109
90
Net shares acquired related to employee incentive and stock compensation plans (36 ) (36 )
Issuance of shares for warrant exercise 7
65
Treasury Stock, at cost, end of period (1,114 ) (1,981 )
Accumulated Other Comprehensive Income (Loss), net of tax
Accumulated Other Comprehensive Income (Loss), net of tax, beginning of period 663
(337 )
Cumulative effect of accounting changes, net of tax (5 ) —
Adjusted balance, beginning of period 658
(337 )
Total other comprehensive income (loss) (2,177 ) 922
Accumulated Other Comprehensive Income (Loss), net of tax, end of period (1,519 ) 585
Total Stockholders’ Equity $ 12,729
$ 17,233

Common Shares Outstanding
Common Shares Outstanding, beginning of period (in thousands) 356,835
373,949
Treasury stock acquired —
(19,281 )
Issuance of shares under incentive and stock compensation plans 2,373
2,078
Return of shares under incentive and stock compensation plans to treasury stock (694 ) (718 )
Issuance of shares for warrant exercise 162
1,512
Common Shares Outstanding, at end of period 358,676
357,540

See Notes to Condensed Consolidated Financial Statements.

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

Condensed Consolidated Statements of Cash Flows


	Nine Months Ended September 30,						Three Months Ended March 31,
(In millions)	2018			2017			2019			2018
Operating Activities	(Unaudited)						(Unaudited)
Net income	$	1,611		$	572		$	630		$	597
Adjustments to reconcile net income to net cash provided by operating activities:
Net realized capital gains	(7		)	(52		)
Net realized capital losses (gains)							(163		)	9
Amortization of deferred policy acquisition costs	1,092			1,088			355			383
Additions to deferred policy acquisition costs	(1,057		)	(1,039		)	(373		)	(356		)
Depreciation and amortization	359			300			108			116
Loss on extinguishment of debt	6			—
Gain on sale	(202		)	—			—			(62		)
Pension settlement	—			747
Other operating activities, net	346			328			37			324
Change in assets and liabilities:
Decrease in reinsurance recoverables	111			43			16			19
Decrease (increase) in accrued and deferred income taxes	(74		)	64
Increase (decrease) in unpaid losses and loss adjustment expenses, reserve for future policy benefits, and unearned premiums	(119		)	845
Decrease in accrued and deferred income taxes							116			122
Increase in insurance liabilities							138			58
Net change in other assets and other liabilities	(224		)	(1,372		)	(585		)	(498		)
Net cash provided by operating activities	1,842			1,524			279			712
Investing Activities
Proceeds from the sale/maturity/prepayment of:
Fixed maturities, available-for-sale	20,069			21,371			5,072			6,639
Fixed maturities, fair value option	21			140			2			6
Equity securities, at fair value	1,171			—			619			185
Equity securities, available-for-sale	—			599
Mortgage loans	314			558			100			154
Partnerships	377			190			68			75
Proceeds from repurchase agreements program	(11		)	—
Payments for the purchase of:
Fixed maturities, available-for-sale	(18,679		)	(22,021		)	(5,105		)	(5,874		)
Equity securities, at fair value	(1,084		)	—			(607		)	(256		)
Equity securities, available-for-sale	—			(517		)
Mortgage loans	(667		)	(943		)	(31		)	(178		)
Partnerships	(408		)	(344		)	(78		)	(126		)
Repayments of repurchase agreements program	42			—
Net payments for derivatives	(228		)	(98		)
Net proceeds from (payments for) derivatives							26			(189		)
Net additions of property and equipment	(70		)	(129		)	(20		)	(39		)
Net payments for short-term investments	(2,720		)	(523		)
Net proceeds from (payments for) short-term investments							82			(608		)
Other investing activities, net	(4		)	10			1			(31		)
Proceeds from business sold, net of cash transferred	1,115			222
Net cash used for investing activities	(762		)	(1,485		)
Net cash provided by (used for) investing activities							129			(242		)
Financing Activities
Deposits and other additions to investment and universal life-type contracts	1,814			3,628			—			1,366
Withdrawals and other deductions from investment and universal life-type contracts	(9,210		)	(10,623		)	(24		)	(7,670		)
Net transfers from separate accounts related to investment and universal life-type contracts	6,949			6,080			—			5,918
Federal Home Loan Bank of Boston ("FHLBB") advances							50			—
Repayments at maturity or settlement of consumer notes	(2		)	(12		)	—			(4		)
Net increase (decrease) in securities loaned or sold under agreements to repurchase	(646		)	1,434			102			(368		)
Repayment of debt	(826		)	(416		)	(413		)	(320		)
Proceeds from the issuance of debt	490			500			—			490
Net issuance (return) of shares under incentive and stock compensation plans	10			(16		)	(28		)	1
Treasury stock acquired	—			(975		)
Dividends paid on preferred stock							(6		)	—
Dividends paid on common stock	(270		)	(258		)	(109		)	(90		)
Net cash used for financing activities	(1,691		)	(658		)	(428		)	(677		)
Foreign exchange rate effect on cash	(4		)	70			3			(5		)
Net decrease in cash, including cash classified as assets held for sale	(615		)	(549		)	(17		)	(212		)
Less: Net decrease in cash classified as assets held for sale	(537		)	(315		)
Net (decrease) in cash	(78		)	(234		)
Less: Net increase (decrease) in cash classified as assets held for sale							—			(260		)
Net increase (decrease) in cash							(17		)	48
Cash – beginning of period	180			328			121			180
Cash – end of period	$	102		$	94		$	104		$	228
Supplemental Disclosure of Cash Flow Information
Income tax received (paid)	$	(1	)	$	3		$	—		$	(1	)
Interest paid	$	197		$	205		$	41		$	65

See Notes to Condensed Consolidated Financial Statements

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollar amounts in millions, except for per share data, unless otherwise stated)

~~1. Basis of Presentation and Significant Accounting Policies~~

1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The Hartford Financial Services Group, Inc. is a holding company for insurance and financial services subsidiaries that provide property and casualty insurance, group life and disability products and mutual funds and exchange-traded products to individual and business customers ~~in the United States~~ (collectively, “The Hartford”, the “Company”, “we” or “our”).

On August 22, 2018, the Company announced it entered into a definitive agreement to acquire all outstanding common shares of The Navigators Group, Inc. ("Navigators Group"), a global specialty underwriter, for $70 a share, or ~~$2.1~~$2.2 billion in ~~cash.~~cash, including transaction expenses. The transaction is expected to close in the ~~first half~~second quarter of 2019, subject to ~~approval by Navigators Group's shareholders and other~~ customary closing conditions, including receipt of regulatory approvals. The Company signed an agreement with National Indemnity Company ("NICO"), a subsidiary of Berkshire Hathaway Inc., which, subject to regulatory approval and upon closing of the acquisition, will have Navigators Group subsidiaries enter into an aggregate excess of loss reinsurance agreement with NICO to cover unfavorable reserve development to Navigators Group reserves subject to the agreement, with limited exclusions. The reinsurance agreement will cover accident year 2018 and prior year reserves. The reinsurance agreement provides up to $300 of coverage for potential unfavorable net loss reserve development in excess of $1.916 billion which is $100 above Navigators Group recorded reserves subject to the agreement of $1.816 billion as of December 31, 2018.

On May 31, 2018, Hartford Holdings, Inc., a wholly owned subsidiary of the Company, completed the sale of the issued and outstanding equity of Hartford Life, Inc. (“HLI”), a holding company, for its life and annuity operating subsidiaries. For further discussion of this transaction, see Note 1816 - Business ~~Dispositions~~Disposition and Discontinued Operations of Notes to Condensed Consolidated Financial Statements.

~~On May 10, 2017, the Company completed the sale of its United Kingdom ("U.K.") property and casualty run-off subsidiaries.~~

The Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, which differ materially from the accounting practices prescribed by various insurance regulatory authorities. These Condensed Consolidated Financial Statements and Notes should be read in conjunction with the Consolidated Financial Statements and Notes thereto included in the Company's ~~2017~~2018 Form 10-K Annual Report. The results of operations for interim periods are not necessarily indicative of the results that may be expected for the full year.

The accompanying Condensed Consolidated Financial Statements and Notes are unaudited. These financial statements reflect all adjustments (generally consisting only of normal accruals) which are, in the opinion of management, necessary for the fair presentation of the financial position, results of operations and cash flows for the interim periods. The Company's significant accounting policies are summarized in Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to

Consolidated Financial Statements included in the Company's ~~2017~~2018 Form 10-K Annual Report.

Consolidation

The Condensed Consolidated Financial Statements include the

accounts of The Hartford Financial Services Group, Inc., and entities in which the Company directly or indirectly has a controlling financial interest. Entities in which the Company has significant influence over the operating and financing decisions but does not control are reported using the equity method. All intercompany transactions and balances between The Hartford and its subsidiaries and affiliates that are not held for sale have been eliminated.

Discontinued Operations

The results of operations of a component of the Company are reported in discontinued operations when certain criteria are met as of the date of disposal, or earlier if classified as held-for-sale. When a component is identified for discontinued operations reporting, amounts for prior periods are retrospectively reclassified as discontinued operations. Components are identified as discontinued operations if they are a major part of an entity's operations and financial results such as a separate major line of business or a separate major geographical area of operations.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

The most significant estimates include those used in determining property and casualty and group long-term disability insurance product reserves, net of reinsurance; evaluation of goodwill for impairment; valuation of investments and derivative instruments; valuation allowance on deferred tax assets; and contingencies relating to corporate litigation and regulatory matters.

~~Reclassifications~~

~~Certain reclassifications have been made to prior year financial information to conform to the current year presentation. In particular:~~

~~Distribution costs within the Mutual Funds segment that were previously netted against fee income are presented gross in insurance operating costs and other expenses.~~

Adoption of New Accounting Standards

~~Reclassification of Effect of Tax Rate Change from AOCI to Retained Earnings~~Hedging Activities

On January 1, ~~2018,~~2019, the Company adopted the ~~FASB's new~~Financial Accounting Standards Board's ("FASB") updated guidance for ~~the~~hedge accounting through a cumulative effect adjustment of less than $1 to reclassify cumulative ineffectiveness on ~~deferred tax assets~~cash flow hedges from retained earnings to AOCI. The updates allow hedge accounting for new types of interest rate hedges of financial instruments and ~~liabilities related~~simplify documentation requirements to ~~items recorded in accumulated other comprehensive income ("AOCI") resulting~~qualify for hedge accounting. In addition, any gain or loss from ~~the Tax Cuts and Jobs Act of 2017~~hedge

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~1. Basis of Presentation and Significant Accounting Policies (continued)~~

~~("Tax Reform") enacted on December 22, 2017. Tax Reform reduced~~ineffectiveness is reported in the ~~federal tax rate applied to~~same income statement line with the effective hedge results and the hedged transaction. For cash flow hedges, the ineffectiveness is recognized in earnings only when the hedged transaction affects earnings; otherwise, the ineffectiveness gains or losses remain in AOCI. Under previous accounting, total hedge ineffectiveness was reported separately in realized capital gains and losses apart from the hedged transaction. The adoption did not affect the Company’s ~~deferred tax balances from 35% to 21%~~financial position or cash flows or have a material effect on ~~enactment. Under U.S. GAAP, the Company recorded the total effect of the change in enacted tax rates on deferred tax balances as a charge to income tax expense within~~ net income during the fourth quarter of 2017, including the change in deferred tax balances related to components of AOCI. The new accounting guidance permitted the Company to reclassify the “stranded” tax effects out of AOCI and into retained earnings that resulted from recording the tax effects of unrealized investment gains, unrecognized actuarial losses on pension and other postretirement benefit plans, and cumulative translation adjustments at a 35% tax rate because the 14 point reduction in tax rate was recognized in net income instead of other comprehensive income. On adoption, the Company recorded a reclassification of $88 from AOCI to retained earnings. As a result of the reclassification, in the first quarter of 2018, the Company reduced the estimated loss on sale recorded in income from discontinued operations by $193, net of tax, for the increase in AOCI related to the assets held for sale. The reduction in the loss on sale resulted in a corresponding increase in assets held for sale and AOCI as of January 1, 2018 and the AOCI associated with assets held for sale was removed from the balance sheet when the sale closed on May 31, 2018. Additionally, as of January 1, 2018, the Company reclassified $105 of stranded tax effects related to continuing operations which reduced AOCI and increased retained earnings.

~~Financial Instruments- Recognition and Measurement~~Leases

On January 1, 2018, the Company adopted updated guidance issued by the FASB for the recognition and measurement of financial instruments through a cumulative effect adjustment to the opening balances of retained earnings and AOCI. The new guidance requires investments in equity securities to be measured at fair value with any changes in valuation reported in net income except for investments that are consolidated or are accounted for under the equity method of accounting. The new guidance also requires a deferred tax asset resulting from net unrealized losses on available-for-sale fixed maturities that are

recognized in AOCI to be evaluated for recoverability in combination with the Company’s other deferred tax assets. Under prior guidance, the Company reported equity securities, available for sale ("AFS"), at fair value with changes in fair value reported in other comprehensive income. As of January 1, 2018, the Company reclassified from AOCI to retained earnings net unrealized gains of $83, after tax, related to equity securities having a fair value of $1.0 billion. In addition, $10 of net unrealized gains net of shadow DAC related to discontinued operations were reclassified from AOCI to retained earnings of the life and annuity run-off business held for sale, which increased the estimated loss on sale in 2018 by the same amount. Beginning in 2018, the Company reports equity securities at fair value with changes in fair value reported in net realized capital gains and losses.

~~Revenue Recognition~~

~~On January 1, 2018,~~2019, the Company adopted the FASB’s updated guidance for recognizing revenue from contracts with customers, which excludes insurance contracts and financial instruments. Revenue subject to the guidance is recognized when, or as, goods or services are transferred to customers in an amount that reflects the consideration that an entity is expected to receive in exchange for those goods or services. For all but certain revenues associated with our Mutual Funds business,lease guidance. Under the updated guidance, ~~is consistent~~lessees with ~~previous guidance~~operating leases are required to recognize a liability for the ~~Company’s transactions~~present value of future minimum lease payments with a corresponding asset for the right of use of the property. Prior to the new guidance, future minimum lease payments on operating leases were commitments that were not recognized as liabilities on the balance sheet. Leases are classified as financing or operating leases. Where the lease is economically similar to a purchase because The Hartford obtains control of the underlying

asset, the lease is classified as a financing lease and the Company recognizes amortization of the right of use asset and interest expense on the liability. Where the lease provides The Hartford with only the right to control the use of the underlying asset over the lease term and the lease term is greater than one year, the lease is an operating lease and the lease cost is recognized as rental expense over the lease term on a straight-line basis. Leases with a term of one year or less are also expensed over the lease term but not recognized on the balance sheet. On adoption, The Hartford recorded a lease payment obligation of $160 for outstanding leases and a right of use asset of $150, which is net of $10 in lease incentives received, with no change to comparative periods. As permitted by the new guidance, as of the implementation date, the Company did not reassess whether expired or existing contracts are leases or contain leases, did not change the classification of expired or existing operating leases, and did not ~~have an effect~~reassess initial direct costs for existing leases to determine if deferred costs should be written-off or recorded on ~~the Company’s financial position,~~adoption. The adoption did not impact net income or cash flows or net income. The updated guidance also updated criteria for determining when the Company acts as a principal or an agent. The Company determined that it is the principal for some of its mutual fund distribution service contracts and, upon adoption, reclassified distribution costs of $48 and $140 for the three and nine months ended September 30, 2017, respectively, that were previously netted against fee income to insurance operating costs and other expenses.flows.

~~Information about the nature, amount, timing of recognition and cash flows for the Company’s revenues subject to the updated guidance follows.~~

2. EARNINGS PER COMMON SHARE



Computation of Basic and Diluted Earnings per Common Share
	Three Months Ended March 31,
(In millions, except for per share data)	2019		2018
Earnings
Income from continuing operations, net of tax	$	630	$	428
Less: Preferred stock dividends	5		—
Income from continuing operations, net of tax, available to common stockholders	625		428
Income from discontinued operations, net of tax, available to common stockholders	—		169
Net income available to common stockholders	$	625	$	597
Shares
Weighted average common shares outstanding, basic	360.0		357.5
Dilutive effect of stock-based awards under compensation plans	3.3		4.4
Dilutive effect of warrants	1.4		2.0
Weighted average common shares outstanding and dilutive potential common shares	364.7		363.9
Earnings per common share
Basic
Income from continuing operations, net of tax, available to common stockholders	$	1.74	$	1.20
Income from discontinued operations, net of tax, available to common stockholders	—		0.47
Net income available to common stockholders	$	1.74	$	1.67
Diluted
Income from continuing operations, net of tax, available to common stockholders	$	1.71	$	1.18
Income from discontinued operations, net of tax, available to common stockholders	—		0.46
Net income available to common stockholders	$	1.71	$	1.64

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~1. Basis of Presentation and Significant Accounting Policies (continued)~~

~~Revenue from Non-Insurance Contracts with Customers~~

Three months ended September 30, Nine months ended September 30,
Revenue Line Item 2018 2017 2018 2017
Commercial Lines
Installment billing fees Fee income $ 9
$ 9
$ 26
$ 28
Personal Lines
Installment billing fees Fee income 10
11
30
33
Insurance servicing revenues Other revenues 24
24
66
66
Group Benefits
Administrative services Fee income 43
19
131
57
Mutual Funds
Advisor, distribution and other management fees Fee income 245
229
722
660
Other fees Fee income 21
22
63
75
Corporate
Investment management and other fees Fee income 15
1
21
2
Transition service revenues Other revenues 6
—
8
—
Total revenues subject to updated guidance $ 373
$ 315
$ 1,067
$ 921
3. SEGMENT INFORMATION

Installment fees are charged on property and casualty insurance contracts for billing the insurance customer in installments over the policy term. These fees are recognized in fee income as earned on collection.

Insurance servicing revenues within Personal Lines consist of up-front commissions earned for collecting premiums and processing claims on insurance policies for which The Hartford does not assume underwriting risk, predominantly related to the National Flood Insurance Plan program. These insurance servicing revenues are recognized over the period of the flood program's policy terms.

Group Benefits products earn fee income from employers for the administration of underwriting, implementation and claims processing for employer self-funded plans and for leave management services. Fees are recognized as services are provided and collected monthly.

The Company provides investment management, administrative and distribution services to mutual funds and exchange-traded products. The Company assesses investment advisory, distribution and other asset management fees primarily based on the average daily net asset values from mutual funds and exchange-traded products, which are recorded in the period in which the services are provided and collected monthly. Fluctuations in domestic and international markets and related investment performance, volume and mix of sales and redemptions of mutual funds or exchange-traded products, and other changes to the composition of assets under management are all factors that ultimately have a direct effect on fee income earned.

Mutual Funds other fees primarily include transfer agent fees, generally assessed as a charge per account, and are recognized as fee income in the period in which the services are provided with payments collected monthly.

Corporate investment management and other fees are primarily for managing third party invested assets, including management of the invested assets of the Talcott Resolution life and annuity run-off business sold in the second quarter of 2018 ("Talcott Resolution"). These fees, calculated based on the average quarterly net asset values, are recorded in the period in which the services are provided and are collected quarterly. Fluctuations in markets and interest rates and other changes to the composition of assets under management are all factors that ultimately have a direct effect on fee income earned.

Corporate transition service revenues consist of operational services provided to The Hartford’s former life and annuity run-off business that will be provided for a period up to 24 months from the May 31, 2018 sale date. The transition service revenues are recognized as other revenues in the period in which the services are provided with payments collected monthly.

~~Future Adoption of New Accounting Standards~~

~~Hedging Activities~~

The FASB issued updated guidance on hedge accounting. See Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements included in the Company's 2017 Form 10-K Annual Report for more information on the future adoption of the new hedging activities accounting standard. The Company will adopt the updated guidance January 1, 2019, as required, although earlier adoption is permitted. The adoption is not expected to have a material effect on the Company’s financial position, cash flows or net income.

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~1. Basis of Presentation and Significant Accounting Policies (continued)~~

~~Leases~~

In accordance with the FASB’s update to its new lease accounting standard, the Company will adopt the new guidance as of the January 1, 2019 effective date with no change to comparative periods. See Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements included in the Company's 2017 Form 10-K Annual Report for more information on the future adoption of the new lease accounting standard. We do not expect a material impact to the consolidated financial statements; however, it is expected that assets and liabilities will increase based on the present value of remaining lease payments for leases in place at the adoption date.

~~Reserve for Future Policy Benefits~~

The FASB issued new guidance on accounting for long-duration insurance contracts. The Company’s long-duration insurance contracts include paid-up life insurance and whole-life insurance policies resulting from conversion from group life policies and run-off structured settlement and terminal funding agreement liabilities. Under existing guidance, a reserve for future policy benefits is calculated as the present value of future benefits and related expenses less the present value of any future premiums using assumptions “locked in” at the time the policies were issued, including discount rate, lapse rate, mortality, and expense assumptions. Under existing guidance, assumptions are only updated if there is an expected premium deficiency. The new guidance will require that underlying cash flow assumptions (such as for lapse rate, mortality and expenses) be reviewed and updated at least annually in the same quarter each year. The new guidance also requires that the discount rate assumption be updated each quarter and be based on an upper-medium grade (low-credit-risk) fixed-income investment yield. The change in the reserve estimate as a result of updating cash flow assumptions will be recognized in net income. The change in the reserve estimate as a result of updating the discount rate assumption will be recognized in other comprehensive income. Because reserves will be based on updated assumptions and no longer locked in at contract inception, there will no longer be a test for premium deficiency. The new guidance will be effective January 1, 2021, and will be applied to balances in place as of the earliest period presented. Early adoption is permitted. The Company has not yet determined the method or timing for adoption or estimated the effect on the Company’s financial statements.

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~2. Business Acquisitions~~

~~Aetna Group Insurance~~

On November 1, 2017, The Hartford acquired Aetna's U.S. group life and disability business through a reinsurance transaction for total consideration of $1.452 billion and recorded provisional estimates of the fair value of the assets acquired and liabilities assumed. In September 2018, The Hartford and Aetna agreed on the final assets acquired and liabilities assumed as of the acquisition date and The Hartford finalized its provisional

estimates with a final cash settlement in October. As a result, in the third quarter of 2018, The Hartford recorded additional assets and liabilities at fair value of $80 and $80, respectively, with no change in goodwill. The following table presents the preliminary allocation of the purchase price to the assets acquired and liabilities assumed as of the acquisition date, the measurement period adjustments recorded, and the final purchase price allocation.

~~Fair Value of Assets Acquired and Liabilities Assumed at the Acquisition Date~~

Preliminary Value as of November 1, 2017 (as previously reported as of December 31, 2017) Measurement Period Adjustments As Adjusted Value as of November 1, 2017
Assets
Cash and invested assets [1] $ 3,360
$ 45
$ 3,405
Premiums receivable 96
7
103
Deferred income taxes, net 56
13
69
Other intangible assets 629
—
629
Property and equipment 68
—
68
Reinsurance recoverables —
31
31
Other assets 16
(16 ) —
Total Assets Acquired 4,225
80
4,305
Liabilities
Unpaid losses and loss adjustment expenses 2,833
71
2,904
Reserve for future policy benefits payable 346
1
347
Other policyholder funds and benefits payable 245
1
246
Unearned premiums 3
1
4
Other liabilities 69
6
75
Total Liabilities Assumed 3,496
80
3,576
Net identifiable assets acquired 729
—
729
Goodwill [2] 723
—
723
Net Assets Acquired $ 1,452
$ —
$ 1,452


~~[1]~~	~~Includes $~~45 ~~of cash received from Aetna in October 2018 in settlement of the final balance sheet and reported as a receivable in other assets in the Condensed Consolidated Balance Sheet as of~~ ~~September 30, 2018~~.


~~[2]~~	~~Approximately~~ ~~$610~~ ~~is deductible for income tax purposes.~~

The effect of measurement period adjustments on the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2018 was immaterial and was determined as if the accounting had been completed as of the acquisition date.

The following table presents supplemental pro forma amounts of revenue and net income for the Company for the three and nine months ended September 30, 2017, as though the business was acquired on January 1, 2016.

~~Pro Forma Results~~

Three months ended September 30, 2017 [1] Nine months ended September 30, 2017 [1]
Total Revenue $ 4,777
$ 14,309
Net Income $ 249
$ 619

[1]Pro forma adjustments include the revenue and earnings of the Aetna U.S. group life and disability business as well as amortization of identifiable intangible assets acquired and the fair value adjustment to acquired insurance reserves. Pro forma adjustments do not include retrospective adjustments to defer and amortize acquisition costs as would be recorded under the Company’s accounting policy.

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~3. Earnings Per Common Share~~

Computation of Basic and Diluted Earnings per Common Share
Three Months Ended September 30, Nine Months Ended September 30,
(In millions, except for per share data) 2018 2017 2018 2017
Earnings
Income from continuing operations, net of tax $ 427
$ 145
$ 1,289
$ 296
Income from discontinued operations, net of tax 5
89
322
276
Net income $ 432
$ 234
$ 1,611
$ 572
Shares
Weighted average common shares outstanding, basic 358.6
360.2
358.1
365.9
Dilutive effect of stock compensation plans 3.6
4.5
4.0
4.1
Dilutive effect of warrants 1.9
2.3
2.0
2.6
Weighted average common shares outstanding and dilutive potential common shares 364.1
367.0
364.1
372.6
Net income per common share
Basic
Income from continuing operations, net of tax $ 1.19
$ 0.40
$ 3.60
$ 0.81
Income from discontinued operations, net of tax $ 0.01
$ 0.25
$ 0.90
$ 0.75
Net income per common share $ 1.20
$ 0.65
$ 4.50
$ 1.56
Diluted
Income from continuing operations, net of tax $ 1.17
$ 0.40
$ 3.54
$ 0.79
Income from discontinued operations, net of tax $ 0.02
$ 0.24
$ 0.88
$ 0.75
Net income per common share $ 1.19
$ 0.64
$ 4.42
$ 1.54

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~4. Segment Information~~

The Company currently conducts business principally in five reporting segments including Commercial Lines, Personal Lines, Property & Casualty ("P&C") Other Operations, Group Benefits and ~~Mutual~~Hartford Funds, as well as a Corporate category. The Company includes in the Corporate category investment management fees and expenses related to managing third party business, including management of the invested assets of the Talcott Resolution life and annuity run-off business sold in the second quarter of 2018, discontinued operations related to the ~~sale of Talcott Resolution,~~life and annuity business sold in May 2018, reserves for run-off structured settlement and terminal funding agreement liabilities, capital raising activities (including debt financing and related interest expense), certain purchase accounting adjustments related to goodwill and other expenses not allocated to the reporting segments. Corporate also includes investment management fees and expenses related to managing third party business, including management of the invested assets of Talcott Resolution Life, Inc. and its subsidiaries ("Talcott Resolution"). Talcott Resolution is the new holding company of the life and annuity business the Company sold in May 2018. In addition, Corporate includes a 9.7% ownership interest in the ~~limited partnership~~legal entity that acquired ~~Talcott Resolution.~~the sold life and annuity business. For further discussion of continued involvement ~~with Talcott Resolution,~~in the life and annuity business sold in May 2018, see Note 1816 - Business ~~Dispositions~~Disposition and Discontinued Operations of Notes to Condensed Consolidated Financial Statements.

The Company's revenues are generated primarily in the United States ("U.S."). Any foreign sourced revenue is immaterial.

Net Income



	Three Months Ended March 31,
	2019		2018
Commercial Lines	$	363	$	298
Personal Lines	96		89
Property & Casualty Other Operations	23		17
Group Benefits	118		54
Hartford Funds	30		34
Corporate	—		105
Net income	630		597
Preferred stock dividends	5		—
Net income available to common stockholders	$	625	$	597

Three Months Ended September 30, Nine Months Ended September 30,
2018 2017 2018 2017
Commercial Lines $ 289
$ 90
$ 959
$ 579
Personal Lines 51
8
146
65
Property & Casualty Other Operations 9
18
31
62
Group Benefits 77
71
227
185
Mutual Funds 41
26
112
73
Corporate (35 ) 21
136
(392 )
Net income $ 432
$ 234
$ 1,611
$ 572

17Revenues



	Three Months Ended March 31,
	2019		2018
Earned premiums and fee income:
Commercial Lines
Workers’ compensation	$	825	$	818
Liability	168		151
Package business	352		332
Automobile	157		149
Professional liability	68		62
Bond	60		58
Property	156		150
Total Commercial Lines	1,786		1,720
Personal Lines
Automobile	561		607
Homeowners	247		262
Total Personal Lines [1]	808		869
Group Benefits
Group disability	704		677
Group life	643		664
Other	62		60
Total Group Benefits	1,409		1,401
Hartford Funds
Mutual fund and Exchange-Traded Products ("ETP")	216		232
Talcott Resolution life and annuity separate accounts [2]	22		26
Total Hartford Funds	238		258
Corporate	13		2
Total earned premiums and fee income	4,254		4,250
Net investment income	470		451
Net realized capital gains (losses)	163		(30		)
Other revenues	53		20
Total revenues	$	4,940	$	4,691


[1]	For the three months endedMarch 31, 2019 and 2018, AARP members accounted for earned premiums of $722 and $758, respectively.


[2]	Represents revenues earned for investment advisory services on the life and annuity separate account AUM sold in May 2018 that is still managed by the Company's Hartford Funds segment.

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~4. Segment Information~~ ~~(continued)~~

Revenue from Non-Insurance Contracts with Customers



		Three months ended March 31,
	Revenue Line Item	2019		2018
Commercial Lines
Installment billing fees	Fee income	$	9	$	9
Personal Lines
Installment billing fees	Fee income	9		10
Insurance servicing revenues	Other revenues	19		19
Group Benefits
Administrative services	Fee income	45		44
Hartford Funds
Advisor, distribution and other management fees	Fee income	217		238
Other fees	Fee income	21		20
Corporate
Investment management and other fees	Fee income	13		2
Transition service revenues	Other revenues	6		—
Total non-insurance revenues with customers		$	339	$	342

~~Revenues~~

Three Months Ended September 30, Nine Months Ended September 30,

2018 2017 2018 2017
Earned premiums and fee income
Commercial Lines
Workers’ compensation $ 845
$ 828
$ 2,495
$ 2,461
Liability 170
150
480
450
Package business 343
325
1,013
965
Automobile 157
155
454
477
Professional liability 65
63
190
183
Bond 60
59
179
172
Property 154
152
456
451
Total Commercial Lines 1,794
1,732
5,267
5,159
Personal Lines

Automobile 598
653
1,809
1,975
Homeowners 261
279
785
843
Total Personal Lines [1] 859
932
2,594
2,818
Group Benefits
Group disability 684
386
2,051
1,146
Group life 652
383
1,968
1,176
Other 60
53
179
159
Total Group Benefits 1,396
822
4,198
2,481
Mutual Funds
Mutual fund and Exchange-Traded Products ("ETP") [2] 242
225
710
657
Talcott Resolution life and annuity separate accounts [3] 25
26
76
78
Total Mutual Funds 267
251
786
735
Corporate 15
1
21
2
Total earned premiums and fee income 4,331
3,738
12,866
11,195
Net investment income 444
404
1,323
1,209
Net realized capital gains 38
26
60
105
Other revenues 29
24
73
66
Total revenues $ 4,842
$ 4,192
$ 14,322
$ 12,575


~~[1]~~	~~For the~~ ~~three months endedSeptember 30, 2018~~ ~~and~~ ~~2017, AARP members accounted for earned premiums of~~ ~~$758~~ ~~and~~ ~~$801, respectively. For the~~ ~~nine months endedSeptember 30, 2018~~ ~~and~~ ~~2017, AARP members accounted for earned premiums of~~ ~~$2.3 billion~~ ~~and~~ ~~$2.4 billion, respectively.~~


~~[2]~~	~~Excludes distribution costs of~~ ~~$48~~ ~~and~~ ~~$140~~ ~~for the three and~~ ~~nine months ended September 30,2017, respectively, that were previously netted against fee income and are now presented gross in insurance operating costs and other expenses.~~


~~[3]~~	~~Relates to Talcott Resolution life and annuity business sold in May, 2018 that is still managed by the Company's Mutual Funds segment.~~

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~5. Fair Value Measurements~~

4. FAIR VALUE MEASUREMENTS

The Company carries certain financial assets and liabilities at estimated fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants. Our fair value framework includes a hierarchy that gives the highest priority to the use of quoted prices in active markets, followed by the use of market observable inputs, followed by the use of unobservable inputs. The fair value hierarchy levels are as follows:


Level 1	Fair values based primarily on unadjusted quoted prices for identical assets or liabilities, in active markets that the Company has the ability to access at the measurement date.


Level 2	Fair values primarily based on observable inputs, other than quoted prices included in Level 1, or based on prices for similar assets and liabilities.

Level 3

Fair values derived when one or more of the significant inputs are unobservable (including assumptions about risk). With little or no observable market, the determination of fair values uses considerable judgment and represents the Company’s best estimate of an amount that could be realized in a market exchange for the asset or liability. Also included are securities that are traded within illiquid markets and/or priced by independent brokers.

The Company will classify the financial asset or liability by level based upon the lowest level input that is significant to the determination of the fair value. In most cases, both observable inputs (e.g., changes in interest rates) and unobservable inputs (e.g., changes in risk assumptions) are used to determine fair values that the Company has classified within Level 3.

Assets and (Liabilities) Carried at Fair Value by Hierarchy Level as of September 30, 2018
Total Quoted Prices in
Active Markets
for Identical
Assets
(Level 1) Significant
Observable
Inputs
(Level 2) Significant
Unobservable
Inputs
(Level 3)
Assets accounted for at fair value on a recurring basis
Fixed maturities, AFS
Asset-backed-securities ("ABS") $ 1,191
$ —
$ 1,137
$ 54
Collateralized loan obligations ("CLOs") 1,326
—
1,030
296
Commercial mortgage-backed securities ("CMBS") 3,657
—
3,635
22
Corporate 13,492
—
12,941
551
Foreign government/government agencies 952
—
949
3
Municipal 10,602
—
10,593
9
Residential mortgage-backed securities ("RMBS") 3,118
—
2,184
934
U.S. Treasuries 1,828
695
1,133
—
Total fixed maturities 36,166
695
33,602
1,869
Fixed maturities, FVO 24
—
24
—
Equity securities, at fair value 1,035
905
52
78
Derivative assets
Credit derivatives 14
—
14
—
Equity derivatives 1
—
—
1
Foreign exchange derivatives (1 ) —
(1 ) —
Total derivative assets [1] 14
—
13
1
Short-term investments 3,540
980
2,560
—
Total assets accounted for at fair value on a recurring basis $ 40,779
$ 2,580
$ 36,251
$ 1,948
Liabilities accounted for at fair value on a recurring basis
Derivative liabilities
Foreign exchange derivatives (10 ) —
(10 ) —
Interest rate derivatives (51 ) —
(53 ) 2
Total derivative liabilities [2] (61 ) —
(63 ) 2
Contingent consideration [3] (32 ) —
—
(32 )
Total liabilities accounted for at fair value on a recurring basis $ (93 ) $ —
$ (63 ) $ (30 )

1914

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~5. Fair Value Measurements~~ ~~(continued)~~



Assets and (Liabilities) Carried at Fair Value by Hierarchy Level as of March 31, 2019
	Total			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Assets accounted for at fair value on a recurring basis
Fixed maturities, AFS
Asset-backed-securities ("ABS")	$	968		$	—	$	959		$	9
Collateralized loan obligations ("CLOs")	1,438			—		1,324			114
Commercial mortgage-backed securities ("CMBS")	3,568			—		3,556			12
Corporate	14,403			—		13,878			525
Foreign government/government agencies	882			—		879			3
Municipal	10,346			—		10,346			—
Residential mortgage-backed securities ("RMBS")	3,548			—		2,777			771
U.S. Treasuries	1,666			122		1,544			—
Total fixed maturities	36,819			122		35,263			1,434
Fixed maturities, FVO	20			—		20			—
Equity securities, at fair value	1,275			1,161		41			73
Derivative assets
Credit derivatives	24			—		24			—
Equity derivatives	1			—		—			1
Foreign exchange derivatives	(2		)	—		(2		)	—
Interest rate derivatives	1			—		1			—
Total derivative assets [1]	24			—		23			1
Short-term investments	4,203			1,488		2,715			—
Total assets accounted for at fair value on a recurring basis	$	42,341		$	2,771	$	38,062		$	1,508
Liabilities accounted for at fair value on a recurring basis
Derivative liabilities
Credit derivatives	(5		)	—		(5		)	—
Foreign exchange derivatives	(3		)	—		(3		)	—
Interest rate derivatives	(56		)	—		(56		)	—
Total derivative liabilities [2]	(64		)	—		(64		)	—
Contingent consideration [3]	(29		)	—		—			(29		)
Total liabilities accounted for at fair value on a recurring basis	$	(93	)	$	—	$	(64	)	$	(29	)

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)



Assets and (Liabilities) Carried at Fair Value by Hierarchy Level as of December 31, 2018
	Total			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Assets accounted for at fair value on a recurring basis
Fixed maturities, AFS
Asset-backed-securities ("ABS")	$	1,276		$	—	$	1,266		$	10
Collateralized loan obligations ("CLOs")	1,437			—		1,337			100
Commercial mortgage-backed securities ("CMBS")	3,552			—		3,540			12
Corporate	13,398			—		12,878			520
Foreign government/government agencies	847			—		844			3
Municipal	10,346			—		10,346			—
Residential mortgage-backed securities ("RMBS")	3,279			—		2,359			920
U.S. Treasuries	1,517			330		1,187			—
Total fixed maturities	35,652			330		33,757			1,565
Fixed maturities, FVO	22			—		22			—
Equity securities, at fair value	1,214			1,093		44			77
Derivative assets
Credit derivatives	5			—		5			—
Equity derivatives	3			—		—			3
Foreign exchange derivatives	(2		)	—		(2		)	—
Interest rate derivatives	1			—		1			—
Total derivative assets [1]	7			—		4			3
Short-term investments	4,283			1,039		3,244			—
Total assets accounted for at fair value on a recurring basis	$	41,178		$	2,462	$	37,071		$	1,645
Liabilities accounted for at fair value on a recurring basis
Derivative liabilities
Credit derivatives	(2		)	—		(2		)	—
Equity derivatives	1			—		1			—
Foreign exchange derivatives	(5		)	—		(5		)	—
Interest rate derivatives	(62		)	—		(63		)	1
Total derivative liabilities [2]	(68		)	—		(69		)	1
Contingent consideration [3]	(35		)	—		—			(35		)
Total liabilities accounted for at fair value on a recurring basis	$	(103	)	$	—	$	(69	)	$	(34	)

Assets and (Liabilities) Carried at Fair Value by Hierarchy Level as of December 31, 2017
Total
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Significant
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Assets accounted for at fair value on a recurring basis
Fixed maturities, AFS
Asset-backed-securities ("ABS") $ 1,126
$ —
$ 1,107
$ 19
Collateralized loan obligations ("CLOs") 1,260
—
1,165
95
Commercial mortgage-backed securities ("CMBS") 3,336
—
3,267
69
Corporate 12,804
—
12,284
520
Foreign government/government agencies 1,110
—
1,108
2
Municipal 12,485
—
12,468
17
Residential mortgage-backed securities ("RMBS") 3,044
—
1,814
1,230
U.S. Treasuries 1,799
333
1,466
—
Total fixed maturities 36,964
333
34,679
1,952
Fixed maturities, FVO 41
—
41
—
Equity securities, AFS 1,012
887
49
76
Derivative assets
Credit derivatives 9
—
9
—
Equity derivatives 1
—
—
1
Foreign exchange derivatives (1 ) —
(1 ) —
Interest rate derivatives 1
—
1
—
Total derivative assets [1] 10
—
9
1
Short-term investments 2,270
1,098
1,172
—
Total assets accounted for at fair value on a recurring basis $ 40,297
$ 2,318
$ 35,950
$ 2,029
Liabilities accounted for at fair value on a recurring basis
Derivative liabilities
Credit derivatives (3 ) —
(3 ) —
Foreign exchange derivatives (13 ) —
(13 ) —
Interest rate derivatives (84 ) —
(85 ) 1
Total derivative liabilities [2] (100 ) —
(101 ) 1
Contingent consideration [3] (29 ) —
—
(29 )
Total liabilities accounted for at fair value on a recurring basis $ (129 ) $ —
$ (101 ) $ (28 )


[1]	Includes derivative instruments in a net positive fair value position after consideration of the accrued interest and impact of collateral posting requirements which may be imposed by agreements and applicable law. See footnote 2 to this table for derivative liabilities.


[2]	Includes derivative instruments in a net negative fair value position (derivative liability) after consideration of the accrued interest and impact of collateral posting requirements which may be imposed by agreements and applicable law.


[3]	For additional information see the Contingent Consideration section below.

Fixed Maturities, Equity Securities, Short-term Investments, and Derivatives

Valuation Techniques

The Company generally determines fair values using valuation techniques that use prices, rates, and other relevant information evident from market transactions involving identical or similar instruments. Valuation techniques also include, where appropriate, estimates of future cash flows that are converted into a single discounted amount using current market expectations. The Company uses a "waterfall" approach

comprised of the following pricing sources and techniques, which are listed in priority order:

Quoted prices, unadjusted, for identical assets or liabilities in active markets, which are classified as Level 1.

Prices from third-party pricing services, which primarily utilize a combination of techniques. These services utilize recently reported trades of identical, similar, or benchmark securities making adjustments for market observable inputs available through the reporting date. If there are no recently reported trades, they may use a discounted cash flow technique to develop a price using expected cash flows based upon the anticipated future performance of the underlying collateral discounted at an estimated market rate. Both techniques develop prices that consider the time value of

2016

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~5. Fair Value Measurements~~ ~~(continued)~~

~~techniques develop prices that consider the time value of~~ future cash flows and provide a margin for risk, including liquidity and credit risk. Most prices provided by third-party pricing services are classified as Level 2 because the inputs used in pricing the securities are observable. However, some securities that are less liquid or trade less actively are classified as Level 3. Additionally, certain long-dated securities, such as municipal securities and bank loans, include benchmark interest rate or credit spread assumptions that are not observable in the marketplace and are thus classified as Level 3.

Internal matrix pricing, which is a valuation process internally developed for private placement securities for which the Company is unable to obtain a price from a third-party pricing service. Internal pricing matrices determine credit spreads that, when combined with risk-free rates, are applied to contractual cash flows to develop a price. The Company develops credit spreads using market based data for public securities adjusted for credit spread differentials between public and private securities, which are obtained from a survey of multiple private placement brokers. The market-based reference credit spread considers the issuer’s financial strength and term to maturity, using an independent public security index and trade information, while the credit spread differential considers the non-public nature of the security. Securities priced using internal matrix pricing are classified as Level 2 because the inputs are observable or can be corroborated with observable data.

Independent broker quotes, which are typically non-binding, use inputs that can be difficult to corroborate with observable market based data. Brokers may use present value techniques using assumptions specific to the security types, or they may use recent transactions of similar securities. Due to the lack of transparency in the process that brokers use to develop prices, valuations that are based on independent broker quotes are classified as Level 3.

The fair value of derivative instruments is determined primarily using a discounted cash flow model or option model technique and incorporate counterparty credit risk. In some cases, quoted market prices for exchange-traded and OTC-cleared derivatives may be used and in other cases independent broker quotes may be used. The pricing valuation models primarily use inputs that are observable in the market or can be corroborated by observable market data. The valuation of certain derivatives may include significant inputs that are unobservable, such as volatility levels, and reflect the Company’s view of what other market participants would use when pricing such instruments.

Valuation Controls

The fair value process for investments is monitored by the Valuation Committee, which is a cross-functional group of senior management within the Company that meets at least quarterly. The purpose of the committee is to oversee the pricing policy and procedures, as well as to approve changes to valuation methodologies and pricing sources. Controls and procedures used to assess third-party pricing services are reviewed by the Valuation Committee, including the results of annual due-diligence reviews.

There are also two working groups under the Valuation Committee: a Securities Fair Value Working Group (“Securities Working Group”) and a Derivatives Fair Value Working Group ("

("Derivatives Working Group"). The working groups, which include various investment, operations, accounting and risk management professionals, meet monthly to review market data trends, pricing and trading statistics and results, and any proposed pricing methodology changes.

The Securities Working Group reviews prices received from third parties to ensure that the prices represent a reasonable estimate of the fair value. The group considers trading volume, new issuance activity, market trends, new regulatory rulings and other factors to determine whether the market activity is significantly different than normal activity in an active market. A dedicated pricing unit follows up with trading and investment sector professionals and challenges prices of third-party pricing services when the estimated assumptions used differ from what the unit believes a market participant would use. If the available evidence indicates that pricing from third-party pricing services or broker quotes is based upon transactions that are stale or not from trades made in an orderly market, the Company places little, if any, weight on the third party service’s transaction price and will estimate fair value using an internal process, such as a pricing matrix.

The Derivatives Working Group reviews the inputs, assumptions and methodologies used to ensure that the prices represent a reasonable estimate of the fair value. A dedicated pricing team works directly with investment sector professionals to investigate the impacts of changes in the market environment on prices or valuations of derivatives. New models and any changes to current models are required to have detailed documentation and are validated to a second source. The model validation documentation and results of validation are presented to the Valuation Committee for approval.

The Company conducts other monitoring controls around securities and derivatives pricing including, but not limited to, the following:

Review of daily price changes over specific thresholds and new trade comparison to third-party pricing services.

Daily comparison of OTC derivative market valuations to counterparty valuations.

Review of weekly price changes compared to published bond prices of a corporate bond index.

Monthly reviews of price changes over thresholds, stale prices, missing prices, and zero prices.

Monthly validation of prices to a second source for securities in most sectors and for certain derivatives.

In addition, the Company’s enterprise-wide Operational Risk Management function, led by the Chief Risk Officer, is responsible for model risk management and provides an independent review of the suitability and reliability of model inputs, as well as an analysis of significant changes to current models.

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~5. Fair Value Measurements~~ ~~(continued)~~

Valuation Inputs

Quoted prices for identical assets in active markets are considered Level 1 and consist of on-the-run U.S. Treasuries,

money market funds, exchange-traded equity securities, open-ended mutual funds, certain short-term investments, and exchange traded futures and option contracts.

2217

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~5. Fair Value Measurements~~ ~~(continued)~~



Valuation Inputs Used in Levels 2 and 3 Measurements for Securities and Derivatives
Level 2 Primary Observable Inputs		Level 3 Primary Unobservable Inputs
Fixed Maturity Investments
Structured securities (includes ABS, ~~CDOs,~~CLOs, CMBS and RMBS)
	• Benchmark yields and spreads • Monthly payment information • Collateral performance, which varies by vintage year and includes delinquency rates, loss severity rates and refinancing assumptions • Credit default swap indices Other inputs for ABS and RMBS: • Estimate of future principal prepayments, derived from the characteristics of the underlying structure • Prepayment speeds previously experienced at the interest rate levels projected for the collateral		• Independent broker quotes • Credit spreads beyond observable curve • Interest rates beyond observable curve Other inputs for less liquid securities or those that trade less actively, including subprime RMBS: • Estimated cash flows • Credit spreads, which include illiquidity premium • Constant prepayment rates • Constant default rates • Loss severity
Corporates
	• Benchmark yields and spreads • Reported trades, bids, offers of the same or similar securities • Issuer spreads and credit default swap curves Other inputs for investment grade privately placed securities that utilize internal matrix pricing: • Credit spreads for public securities of similar quality, maturity, and sector, adjusted for non-public nature		• Independent broker quotes • Credit spreads beyond observable curve • Interest rates beyond observable curve Other inputs for below investment grade privately placed securities: • Independent broker quotes • Credit spreads for public securities of similar quality, maturity, and sector, adjusted for non-public nature
U.S Treasuries, Municipals, and Foreign government/government agencies
	• Benchmark yields and spreads • Issuer credit default swap curves • Political events in emerging market economies • Municipal Securities Rulemaking Board reported trades and material event notices • Issuer financial statements		• Credit spreads beyond observable curve • Interest rates beyond observable curve
Equity Securities
	• Quoted prices in markets that are not active		• For privately traded equity securities, internal discounted cash flow models utilizing earnings multiples or other cash flow assumptions that are not observable
~~Short Term~~Short-term Investments
	• Benchmark yields and spreads • Reported trades, bids, offers • Issuer spreads and credit default swap curves • Material event notices and new issue money market rates		Not applicable
Derivatives
Credit derivatives
	• Swap yield curve • Credit default swap curves		Not applicable
Equity derivatives
	• Equity index levels • Swap yield curve		• Independent broker quotes • Equity volatility
Foreign exchange derivatives
	• Swap yield curve • Currency spot and forward rates • Cross currency basis curves		Not applicable
Interest rate derivatives
	• Swap yield curve		• Independent broker quotes • Interest rate volatility

2318

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~5. Fair Value Measurements~~ ~~(continued)~~

Significant Unobservable Inputs for Level 3 - Securities

Assets accounted for at fair value on a recurring basis

Fair
Value

Predominant
Valuation
Technique

Significant

Unobservable Input

Minimum

Maximum

Weighted Average [1]

Impact of
Increase in Input
on Fair Value [2]

Fair
Value

Predominant
Valuation
Technique

Significant

Unobservable Input

Minimum

Maximum

Weighted Average [1]

Impact of
Increase in Input
on Fair Value [2]

As of September 30, 2018

As of March 31, 2019

CLOs [3]

Discounted cash flows

Spread

256 bps

Decrease

CMBS [3]

Discounted cash flows

Spread (encompasses prepayment, default risk and loss severity)

9 bps

1,040 bps

177 bps

Decrease

Discounted cash flows

Spread (encompasses prepayment, default risk and loss severity)

9 bps

1,040 bps

180 bps

Decrease

Corporate [4]

289

Discounted cash flows

Spread

100 bps

761 bps

201 bps

Decrease

294

Discounted cash flows

Spread

121 bps

656 bps

213 bps

Decrease

Municipal

Discounted cash flows

Spread

160 bps

Decrease

RMBS [3]

913

Discounted cash flows

Spread

7 bps

288 bps

67 bps

Decrease

725

Discounted cash flows

Spread [6]

21 bps

407 bps

78 bps

Decrease

Constant prepayment rate

15%

Decrease [5]

Constant prepayment rate [6]

—%

16%

Decrease [5]

Constant default rate

Decrease

Constant default rate [6]

Decrease

Loss severity

—%

100%

60%

Decrease

Loss severity [6]

—%

100%

62%

Decrease

As of December 31, 2017

As of December 31, 2018

CMBS [3]

Discounted cash flows

Spread (encompasses prepayment, default risk and loss severity)

9 bps

1,040 bps

400 bps

Decrease

Discounted cash flows

Spread (encompasses prepayment, default risk and loss severity)

9 bps

1,040 bps

182 bps

Decrease

Corporate [4]

251

Discounted cash flows

Spread

103 bps

1,000 bps

242 bps

Decrease

274

Discounted cash flows

Spread

145 bps

1,175 bps

263 bps

Decrease

Municipal

Discounted cash flows

Spread

192 bps

250 bps

219 bps

Decrease

RMBS [3]

1,215

Discounted cash flows

Spread

24 bps

351 bps

74 bps

Decrease

815

Discounted cash flows

Spread [6]

12 bps

215 bps

86 bps

Decrease

Constant prepayment rate

25%

Decrease [5]

Constant prepayment rate [6]

15%

Decrease [5]

Constant default rate

—%

Decrease

Constant default rate [6]

Decrease

Loss severity

—%

100%

66%

Decrease

Loss severity [6]

—%

100%

61%

Decrease


[1]	The weighted average is determined based on the fair value of the securities.


[2]	Conversely, the impact of a decrease in input would have the opposite impact to the fair value as that presented in the table.


[3]	Excludes securities for which the Company bases fair value on broker quotations.


[4]	Excludes securities for which the Company bases fair value on broker quotations; however, included are broker priced lower-rated private placement securities for which the Company receives spread and yield information to corroborate the fair value.


[5]	Decrease for above market rate coupons and increase for below market rate coupons.


[6]	Generally, a change in the assumption used for the constant default rate would have been accompanied by a directionally similar change in the assumption used for the loss severity and a directionally opposite change in the assumption used for constant prepayment rate and would have resulted in wider spreads.

Significant Unobservable Inputs for Level 3 - Derivatives
Fair
Value Predominant
Valuation
Technique Significant Unobservable Input Minimum Maximum Impact of
Increase in Input on
Fair Value [1]
As of September 30, 2018
Interest rate swaptions [2] $ 2
Option model Interest rate volatility 3 % 3 % Increase
Equity Options 1
Option model Equity volatility 19 % 26 % Increase
As of December 31, 2017
Interest rate swaptions [2] $ 1
Option model Interest rate volatility 2 % 2 % Increase
Equity options $ 1
Option model Equity volatility 18 % 22 % Increase



Significant Unobservable Inputs for Level 3 - Derivatives
	Fair Value		Predominant Valuation Technique	Significant Unobservable Input	Minimum		Maximum		Weighted Average [1]		Impact of Increase in Input on Fair Value [2]
As of March 31, 2019
Equity Options	$	1	Option model	Equity volatility	12	%	20	%	18	%	Increase
As of December 31, 2018
Interest rate swaptions [3]	$	1	Option model	Interest rate volatility	3	%	3	%	3	%	Increase
Equity options	$	3	Option model	Equity volatility	19	%	21	%	20	%	Increase


[1]	The weighted average is determined based on the fair value of the derivatives.


[2]	Conversely, the impact of a decrease in input would have the opposite impact to the fair value as that presented in the table. Changes are based on long positions, unless otherwise noted. Changes in fair value will be inversely impacted for short positions.


[2]3]	The swaptions presented are purchased options that have the right to enter into a pay-fixed swap.

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~5. Fair Value Measurements~~ ~~(continued)~~

The tables above ~~excludes~~exclude ABS and certain corporate securities for which fair values are predominately based on independent broker quotes. While the Company does not have access to the significant unobservable inputs that independent brokers may use in their pricing process, the Company believes brokers likely

use inputs similar to those used by the Company and third-party pricing services to price similar instruments. As such, in their pricing models, brokers likely use estimated loss severity rates, prepayment rates, constant default rates and credit spreads. Therefore, similar to non-broker priced securities, increases in

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

these inputs would generally cause fair values to decrease. As of ~~September 30, 2018,~~ March 31, 2019, no significant adjustments were made by the Company to broker prices received.

~~Transfers between Levels~~

Transfers of securities among the levels occur at the beginning of the reporting period. The amount of transfers from Level 1 to Level 2 was $379 and $1.3 billion for three and nine months ended September 30, 2018, respectively, and $300 and $1.1 billion for the three and nine months ended September 30, 2017, respectively, which represented previously on-the-run U.S. Treasury securities that are now off-the-run. Transfers from Level 2 to Level 1 for both the three and nine months ended September 30, 2018, were immaterial and there were no transfers from Level 2 to Level 1 for the same period in 2017. See the fair value rollforward tables for the three and nine months ended September 30, 2018 and 2017, for the transfers into and out of Level 3.

Contingent Consideration

The acquisition of Lattice Strategies LLC ("Lattice") inon July 29, 2016 requires the Company to make payments to former owners of Lattice of up to $60 contingent upon growth in exchange-traded products ("ETP") assets under management ("AUM") over a ~~four-year~~ period of four years beginning on the date of acquisition. The contingent

consideration is measured at fair value on a quarterly basis by projecting future eligible ETP AUM over the contingency period to estimate the amount of expected payout. The future expected payout is discounted back to the valuation date using a risk-adjusted discount rate of ~~16.7%~~12.7%. The risk-adjusted discount rate is an internally generated and significant unobservable input to fair value.

The contingency period for ETP AUM growth ends ~~in June,~~July 29, 2020 and management ~~will adjust~~adjusts the fair value of the contingent consideration ~~if and~~ when it revises its projection of ETP AUM for the acquired business. Before discounting to fair value, the Company ~~has accrued~~estimates a total contingent ~~commission~~consideration payout of $41, of which $10 was paid in January 2019 and another $10 will be paid

in May 2019 given that ETP AUM reached $2 billion during the first quarter of 2019. Accordingly, as of March 31, 2019, the fair value of $29 reflects remaining consideration payable of ~~$32~~$31, assuming ETP AUM for the acquired business grows to approximately $4$4.1 billion over the contingency period. ~~The Company will evaluate the projected AUM growth again in the fourth quarter of 2018.~~

Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs

The Company uses derivative instruments to manage the risk associated with certain assets and liabilities. However, the derivative instrument may not be classified with the same fair value hierarchy level as the associated asset or liability. Therefore, the realized and unrealized gains and losses on derivatives reported in the Level 3 rollforward may be offset by realized and unrealized gains and losses of the associated assets and liabilities in other line items of the financial statements.



Fair Value Rollforwards for Financial Instruments Classified as Level 3 for the Three Months Ended March 31, 2019
					Total realized/unrealized gains (losses)
		Fair value as of January 1, 2019			Included in net income [1]			Included in OCI [2]			Purchases		Settlements			Sales			Transfers into Level 3 [3]		Transfers out of Level 3 [3]			Fair value as of March 31, 2019
Assets
Fixed Maturities, AFS
	ABS	$	10		$	—		$	—		$	—	$	(1	)	$	—		$	—	$	—		$	9
	CLOs	100			—			—			35		—			(6		)	—		(15		)	114
	CMBS	12			—			1			—		(1		)	—			—		—			12
	Corporate	520			(1		)	7			37		(2		)	(25		)	12		(23		)	525
	Foreign Govt./Govt. Agencies	3			—			—			—		—			—			—		—			3
	RMBS	920			1			(2		)	44		(54		)	(35		)	—		(103		)	771
Total Fixed Maturities, AFS		1,565			—			6			116		(58		)	(66		)	12		(141		)	1,434
Equity Securities, at fair value		77			(1		)	—			5		—			(8		)	—		—			73
Derivatives, net [4]
	Equity	3			(2		)	—			—		—			—			—		—			1
	Interest rate	1			(1		)	—			—		—			—			—		—			—
Total Derivatives, net [4]		4			(3		)	—			—		—			—			—		—			1
Total Assets		$	1,646		$	(4	)	$	6		$	121	$	(58	)	$	(74	)	$	12	$	(141	)	$	1,508
Liabilities
Contingent Consideration		(35		)	(4		)	—			—		10			—			—		—			(29		)
Total Liabilities		$	(35	)	$	(4	)	$	—		$	—	$	10		$	—		$	—	$	—		$	(29	)

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~5. Fair Value Measurements~~ ~~(continued)~~

Fair Value Rollforwards for Financial Instruments Classified as Level 3 for the Three Months Ended September 30, 2018
Total realized/unrealized gains (losses)
Fair value as of June 30, 2018 Included in net income [1] Included in OCI [2] Purchases Settlements Sales Transfers into Level 3 [3] Transfers out of Level 3 [3] Fair value as of September 30, 2018
Assets
Fixed Maturities, AFS
ABS $ 57
$ —
$ —
$ 39
$ (2 ) $ —
$ 9
$ (49 ) $ 54
CLOs 159
—
—
211
—
—
—
(74 ) 296
CMBS 28
(1 ) 1
—
(1 ) —
—
(5 ) 22
Corporate 559
—
(2 ) 12
(2 ) (12 ) —
(4 ) 551
Foreign Govt./Govt. Agencies 3
—
—
—
—
—
—
—
3
Municipal 9
—
—
—
—
—
—
—
9
RMBS 1,137
—
(3 ) —
(77 ) (26 ) —
(97 ) 934
Total Fixed Maturities, AFS 1,952
(1 ) (4 ) 262
(82 ) (38 ) 9
(229 ) 1,869
Equity Securities, at fair value 66
—
—
12
—
—
—
—
78
Derivatives, net [4]
Equity 1
—
—
—
—
—
—
—
1
Interest rate 2
—
—
—
—
—
—
—
2
Total Derivatives, net [4] 3
—
—
—
—
—
—
—
3
Total Assets $ 2,021
$ (1 ) $ (4 ) $ 274
$ (82 ) $ (38 ) $ 9
$ (229 ) $ 1,950
Liabilities
Contingent Consideration [5] (31 ) (1 ) —
—
—
—
—
—
(32 )
Total Liabilities $ (31 ) $ (1 ) $ —
$ —
$ —
$ —
$ —
$ —
$ (32 )

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~5. Fair Value Measurements~~ ~~(continued)~~

Fair Value Rollforwards for Financial Instruments Classified as Level 3 for the Nine Months Ended September 30, 2018
Total realized/unrealized gains (losses)
Fair value as of January 1, 2018 Included in net income [1] Included in OCI [2] Purchases Settlements Sales Transfers into Level 3 [3] Transfers out of Level 3 [3] Fair value as of September 30, 2018
Assets
Fixed Maturities, AFS
ABS $ 19
$ —
$ —
$ 89
$ (5 ) $ —
$ 12
$ (61 ) $ 54
CLOs 95
—
—
309
—
(4 ) —
(104 ) 296
CMBS 69
(1 ) —
25
(4 ) (8 ) —
(59 ) 22
Corporate 520
1
(10 ) 143
(34 ) (43 ) 15
(41 ) 551
Foreign Govt./Govt. Agencies 2
—
—
1
—
—
—
—
3
Municipal 17
—
(1 ) —
—
—
—
(7 ) 9
RMBS 1,230
—
(10 ) 170
(251 ) (27 ) —
(178 ) 934
Total Fixed Maturities, AFS 1,952
—
(21 ) 737
(294 ) (82 ) 27
(450 ) 1,869
Equity Securities, at fair value 76
28
1
13
—
(40 ) —
—
78
Derivatives, net [4]
Equity 1
1
—
1
—
(2 ) —
—
1
Interest rate 1
1
—
—
—
—
—
—
2
Total Derivatives, net [4] 2
2
—
1
—
(2 ) —
—
3
Total Assets $ 2,030
$ 30
$ (20 ) $ 751
$ (294 ) $ (124 ) $ 27
$ (450 ) $ 1,950
Liabilities
Contingent Consideration [5] (29 ) (3 ) —
—
—
—
—
—
(32 )
Total Liabilities $ (29 ) $ (3 ) $ —
$ —
$ —
$ —
$ —
$ —
$ (32 )

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~5. Fair Value Measurements~~ ~~(continued)~~

Fair Value Rollforwards for Financial Instruments Classified as Level 3 for the Three Months Ended September 30, 2017
Total realized/unrealized gains (losses)
Fair value as of June 30, 2017 Included in net income [1] Included in OCI [2] Purchases Settlements Sales Transfers into Level 3 [3] Transfers out of Level 3 [3] Fair value as of September 30, 2017
Assets
Fixed Maturities, AFS
ABS $ 63
$ —
$ —
$ —
$ (3 ) $ (6 ) $ 4
$ (32 ) $ 26
CLOs 203
—
—
9
—
—
—
(116 ) 96
CMBS 65
(1 ) —
—
(3 ) —
—
—
61
Corporate 528
—
5
36
(1 ) (24 ) 19
(30 ) 533
Foreign Govt./Govt. Agencies 22
—
1
7
—
—
—
(5 ) 25
Municipal 16
—
—
—
—
—
—
—
16
RMBS 1,272
—
17
39
(72 ) —
—
(1 ) 1,255
Total Fixed Maturities, AFS 2,169
(1 ) 23
91
(79 ) (30 ) 23
(184 ) 2,012
Equity Securities, AFS 55
—
(2 ) 20
—
—
—
—
73
Derivatives, net [4]
Equity 2
—
—
—
—
—
—
—
2
Interest rate 3
(1 ) —
—
—
—
—
—
2
Total Derivatives, net [4] 5
(1 ) —
—
—
—
—
—
4
Total Assets $ 2,229
$ (2 ) $ 21
$ 111
$ (79 ) $ (30 ) $ 23
$ (184 ) $ 2,089
Liabilities
Contingent Consideration [5] (27 ) (1 ) —
—
—
—
—
—
(28 )
Total Liabilities $ (27 ) $ (1 ) $ —
$ —
$ —
$ —
$ —
$ —
$ (28 )

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~5. Fair Value Measurements~~ ~~(continued)~~


Fair Value Rollforwards for Financial Instruments Classified as Level 3 for the Nine Months Ended September 30, 2017
Fair Value Rollforwards for Financial Instruments Classified as Level 3 for the Three Months Ended March 31, 2018																											Fair Value Rollforwards for Financial Instruments Classified as Level 3 for the Three Months Ended March 31, 2018
					Total realized/unrealized gains (losses)																										Total realized/unrealized gains (losses)
		Fair value as of January 1, 2017			Included in net income [1]			Included in OCI [2]			Purchases		Settlements			Sales			Transfers into Level 3 [3]		Transfers out of Level 3 [3]			Fair value as of September 30, 2017				Fair value as of January 1, 2018			Included in net income [1]		Included in OCI [2]			Purchases		Settlements			Sales			Transfers into Level 3 [3]		Transfers out of Level 3 [3]			Fair value as of March 31, 2018
Assets	Assets																										Assets
Fixed Maturities, AFS	Fixed Maturities, AFS																										Fixed Maturities, AFS
	ABS	$	45		$	—		$	—		$	56	$	(6	)	$	(6	)	$	27	$	(90	)	$	26		ABS	$	19		$	—	$	—		$	—	$	(2	)	$	—		$	—	$	(3	)	$	14
	CLOs	154			—			—			195		(101		)	—			—		(152		)	96			CLOs	95			—		—			21		—			—			—		(10		)	106
	CMBS	59			(2		)	—			42		(7		)	—			—		(31		)	61			CMBS	69			—		(1		)	—		(1		)	—			—		(34		)	33
	Corporate	514			1			16			169		(42		)	(141		)	54		(38		)	533			Corporate	520			1		(1		)	65		(14		)	(23		)	—		(33		)	515
	Foreign Govt./Govt. Agencies	47			—			3			12		—			(2		)	—		(35		)	25			Foreign Govt./Govt. Agencies	2			—		—			—		—			—			—		—			2
	Municipal	46			4			1			—		—			(35		)	—		—			16			Municipal	17			—		(1		)	—		—			—			—		—			16
	RMBS	1,261			—			39			156		(193		)	(7		)	—		(1		)	1,255			RMBS	1,230			—		(3		)	102		(81		)	—			—		(15		)	1,233
Total Fixed Maturities, AFS	Total Fixed Maturities, AFS	2,126			3			59			630		(349		)	(191		)	81		(347		)	2,012			Total Fixed Maturities, AFS	1,952			1		(6		)	188		(98		)	(23		)	—		(95		)	1,919
Fixed Maturities, FVO		11			—			—			4		(2		)	(13		)	—		—			—
Equity Securities, AFS		55			—			(4		)	22		—			—			—		—			73
Equity Securities, at fair value																											Equity Securities, at fair value	76			28		—			—		—			(39		)	—		—			65
Derivatives, net [4]	Derivatives, net [4]																										Derivatives, net [4]
	Equity	—			(3		)	—			5		—			—			—		—			2
	Interest rate	9			(7		)	—			—		—			—			—		—			2			Equity	1			2		—			—		—			(2		)	—		—			1
	Other contracts	1			(1		)	—			—		—			—			—		—			—			Interest rate	1			1		—			—		—			—			—		—			2
Total Derivatives, net [4]	Total Derivatives, net [4]	10			(11		)	—			5		—			—			—		—			4			Total Derivatives, net [4]	2			3		—			—		—			(2		)	—		—			3
Total Assets	Total Assets	$	2,202		$	(8	)	$	55		$	661	$	(351	)	$	(204	)	$	81	$	(347	)	$	2,089		Total Assets	$	2,030		$	32	$	(6	)	$	188	$	(98	)	$	(64	)	$	—	$	(95	)	$	1,987
Liabilities	Liabilities																										Liabilities
Contingent Consideration [5]		(25		)	(3		)	—			—		—			—			—		—			(28		)
Contingent Consideration																											Contingent Consideration	(29		)	2		—			—		—			—			—		—			(27		)
Total Liabilities	Total Liabilities	$	(25	)	$	(3	)	$	—		$	—	$	—		$	—		$	—	$	—		$	(28	)	Total Liabilities	$	(29	)	$	2	$	—		$	—	$	—		$	—		$	—	$	—		$	(27	)


[1]	Amounts in these columns are generally reported in net realized capital gains (losses). All amounts are before income taxes.


[2]	All amounts are before income taxes.


[3]	Transfers in and/or (out) of Level 3 are primarily attributable to the availability of market observable information and the re-evaluation of the observability of pricing inputs.


[4]	Derivative instruments are reported in this table on a net basis for asset (liability) positions and reported in the Condensed Consolidated Balance Sheets in other investments and other liabilities.



~~[5]~~	~~For additional information, see Note~~ 2 - ~~Business Acquisitions~~ of Notes to Consolidated Financial Statements included in the Company's 2017 form 10-K Annual Report for discussion of the contingent consideration in connection with the acquisition of Lattice. Includes both market and non-market impacts in deriving realized and unrealized gains (losses).

2921

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~5. Fair Value Measurements~~ ~~(continued)~~


Changes in Unrealized Gains (Losses) Included in Net Income for Financial Instruments Classified as Level 3 Still Held at End of Period
														Changes in Unrealized Gains (Losses) for Financial Instruments Classified as Level 3 Still Held as of
															Three months ended March 31,					Three months ended March 31,
		Three months ended September 30,						Nine months ended September 30,							2019			2018		2019			2018
		2018 [1] [2]			2017 [1] [2]			2018 [1] [2]			2017 [1] [2]				Changes in Unrealized Gain/(Loss) included in Net Income [1] [2]					Changes in Unrealized Gain/(Loss) included in OCI [3]
Assets	Assets													Assets
Fixed Maturities, AFS	Fixed Maturities, AFS													Fixed Maturities, AFS
	CMBS	$	—		$	—		$	—		$	(1	)	CMBS	$	—		$	—	$	1		$	—
														Corporate	(1		)	—		7			(1		)
														Municipal	—			—		—			(1		)
														RMBS	—			—		(1		)	(3		)
Total Fixed Maturities, AFS	Total Fixed Maturities, AFS	—			—			—			(1		)	Total Fixed Maturities, AFS	(1		)	—		7			(5		)
Fixed Maturities, FVO														Fixed Maturities, FVO	—			—		—			—
Derivatives, net	Derivatives, net													Derivatives, net
	Equity	(1		)	—			(1		)	(2		)	Equity	(2		)	—		—			—
	Interest rate	—			(1		)	—			(6		)	Interest rate	(1		)	1		—			—
Total Derivatives, net	Total Derivatives, net	(1		)	(1		)	(1		)	(8		)	Total Derivatives, net	(3		)	1		—			—
Total Assets	Total Assets	$	(1	)	$	(1	)	$	(1	)	$	(9	)	Total Assets	$	(4	)	$	1	$	7		$	(5	)
Liabilities	Liabilities													Liabilities
Contingent Consideration [3]		(1		)	(1		)	(3		)	(3		)
Contingent Consideration														Contingent Consideration	(4		)	2		—			—
Total Liabilities	Total Liabilities	$	(1	)	$	(1	)	$	(3	)	$	(3	)	Total Liabilities	$	(4	)	$	2	$	—		$	—


[1]	All amounts in these rows are reported in net realized capital gains (losses). All amounts are before income taxes.


[2]	Amounts presented are for Level 3 only and therefore may not agree to other disclosures included herein.

[3]

~~For additional information, see Note~~ 2 - ~~Business Acquisitions~~ ~~of Notes to Consolidated Financial Statements included~~Changes in unrealized gain/(loss) on fixed maturities, AFS are reported in changes in net unrealized gain on securities in the ~~Company's 2017 form 10-K Annual Report for discussion~~Condensed Consolidated Statements of Comprehensive Income. Changes in interest rate derivatives are reported in changes in net gain on cash flow hedging instruments in the ~~contingent consideration in connection with the acquisition~~Condensed Consolidated Statements of ~~Lattice.~~

Comprehensive Income.

Fair Value Option

The Company has elected the fair value option for certain securities that contain embedded credit derivatives with underlying credit risk primarily related to residential real estate, and these securities are included within Fixed Maturities, FVO on the Condensed Consolidated Balance Sheets. The Company reports changes in the fair value of these securities in net realized capital gains and losses.

As of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, the fair value of assets and liabilities using the fair value option was ~~$24~~$20 and ~~$41,~~$22, respectively, within the residential real estate sector.

For the three ~~and nine~~ months ended ~~September 30,~~March 31, 2019 and 2018 there were no realized capital gains (losses) related to the fair value of assets using the fair value option. For both the three and nine months ended September 30, 2017 the realized capital gains (losses) related to the fair value of assets using the fair value option were $(1) within the residential real estate and corporate sectors.

Financial Instruments Not Carried at Fair Value



Financial Assets and Liabilities Not Carried at Fair Value
	March 31, 2019					December 31, 2018
	Fair Value Hierarchy Level	Carrying Amount		Fair Value		Fair Value Hierarchy Level	Carrying Amount		Fair Value
Assets
Mortgage loans	Level 3	$	3,637	$	3,702	Level 3	$	3,704	$	3,746
Liabilities
Other policyholder funds and benefits payable	Level 3	$	751	$	753	Level 3	$	774	$	775
Senior notes [1]	Level 2	$	3,177	$	3,619	Level 2	$	3,589	$	3,887
Junior subordinated debentures [1]	Level 2	$	1,089	$	1,109	Level 2	$	1,089	$	1,052

Financial Assets and Liabilities Not Carried at Fair Value
Fair Value Hierarchy Level Carrying Amount Fair Value
September 30, 2018
Assets
Mortgage loans Level 3 $ 3,559
$ 3,518
Liabilities
Other policyholder funds and benefits payable Level 3 $ 784
$ 785
Senior notes [1] Level 2 $ 3,587
$ 3,940
Junior subordinated debentures [1] Level 2 $ 1,089
$ 1,142
December 31, 2017
Assets
Mortgage loans Level 3 $ 3,175
$ 3,220
Liabilities
Other policyholder funds and benefits payable Level 3 $ 825
$ 827
Senior notes [1] Level 2 $ 3,415
$ 4,054
Junior subordinated debentures [1] Level 2 $ 1,583
$ 1,699


[1]	Included in long-term debt in the Condensed Consolidated Balance Sheets, except for current maturities, which are included in short-term debt.

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~6. Investments~~

5. INVESTMENTS


Net Realized Capital Gains
Net Realized Capital Gains (Losses)													Net Realized Capital Gains (Losses)
	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
(Before tax)	2018			2017			2018			2017			2019			2018
Gross gains on sales	$	26		$	46		$	91		$	184		$	44		$	19
Gross losses on sales	(41		)	(16		)	(129		)	(84		)	(21		)	(57		)
Equity securities [1]	46			—			88			—			132			16
Net OTTI losses recognized in earnings	(1		)	(1		)	(1		)	(4		)	(2		)	—
Transactional foreign currency revaluation	—			—			1			14			—			1
Non-qualifying foreign currency derivatives	1			—			2			(14		)	1			(3		)
Other, net [2]	7			(3		)	8			9			9			(6		)
Net realized capital gains	$	38		$	26		$	60		$	105
Net realized capital gains (losses)													$	163		$	(30	)


[1]	~~Effective January 1, 2018, with adoption of new accounting guidance for equity securities at fair value, includes~~Includes all changes in fair value and trading gains and losses for equity securities.


[2]	Includes gains (losses) on non-qualifying derivatives, excluding foreign currency derivatives, of $814 and $~~(1)~~(10), respectively, for the three months ended ~~September 30, 2018~~March 31, 2019 and ~~2017~~2018. ~~For the nine months ended~~ ~~September 30, 2018~~ ~~and~~ ~~2017, the non-qualifying derivatives, excluding foreign currency derivatives, were~~ $6 ~~and~~ $7~~, respectively.~~

Net realized capital gains (losses) from investment sales are reported as a component of revenues and are determined on a specific identification basis. Before tax, net gains (losses) on sales and impairments previously reported as unrealized gains ~~or losses~~(losses) in AOCI were ~~$(15)~~$21 and ~~$(59)~~$(38) for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2019 and 2018, ~~respectively, and $32 and $102 for the three and nine months ended September 30, 2017,~~ respectively. Proceeds from sales of AFS securities totaled ~~$4.6 billion and $13.1~~$4.3 billion for both the three ~~and nine~~ months ended ~~September 30, 2018, respectively,~~March 31, 2019 and $2.9 billion and $11.4 billion for the three and nine months ended September 30, 2017, respectively. Effective January 1, 2018, with adoption of new accounting guidance for equity securities, the proceeds from sales of AFS securities no longer includes equity securities.2018.

The net unrealized gain (loss) on equity securities included in net realized capital gains (losses) related to equity securities still held as of ~~September 30, 2018,~~March 31, 2019, was ~~$41 and $50~~$68 for the three ~~and nine~~ months ended ~~September 30, 2018, respectively. Prior to January 1, 2018, changes in~~March 31, 2019. The net unrealized ~~gains (losses)~~gain (loss) on equity securities ~~were~~ included in ~~AOCI.~~net realized capital gains (losses) related to equity securities still held as of March 31, 2018, was $(14) for the three months ended March 31, 2018.

Recognition and Presentation of Other-Than-Temporary Impairments

The Company will record an other-than-temporary impairment (“OTTI”) for fixed maturities if the Company intends to sell or it is more likely than not that the Company will be required to sell the security before a recovery in value. A corresponding charge is recorded in net realized capital losses equal to the difference between the fair value and amortized cost basis of the security.

The Company will also record an OTTI for those fixed maturities for which the Company does not expect to recover the entire amortized cost basis. For these securities, the excess of the

amortized cost basis over its fair value is separated into the portion representing a credit OTTI, which is recorded in net realized capital losses, and the remaining non-credit amount, which is recorded in OCI. The credit OTTI amount is the excess of its amortized cost basis over the Company’s best estimate of discounted expected future cash flows. The non-credit amount is the excess of the best estimate of the discounted expected future cash flows over the fair value. The Company’s best estimate of discounted expected future cash flows becomes the new cost

basis and accretes prospectively into net investment income over the estimated remaining life of the security.

Developing the Company’s best estimate of expected future cash flows is a quantitative and qualitative process that incorporates information received from third-party sources along with certain internal assumptions regarding the future performance. The Company's considerations include, but are not limited to, (a) changes in the financial condition of the issuer and the underlying collateral, (b) whether the issuer is current on contractually obligated interest and principal payments, (c) credit ratings, (d) payment structure of the security and (e) the extent to which the fair value has been less than the amortized cost of the security.

For non-structured securities, assumptions include, but are not limited to, economic and industry-specific trends and fundamentals, security-specific developments, industry earnings multiples and the issuer’s ability to restructure and execute asset sales.

For structured securities, assumptions include, but are not limited to, various performance indicators such as historical and projected default and recovery rates, credit ratings, current and projected delinquency rates, loan-to-value ("LTV") ratios, average cumulative collateral loss rates that vary by vintage year, prepayment speeds, and property value declines. These assumptions require the use of significant management judgment and include the probability of issuer default and estimates regarding timing and amount of expected recoveries which may include estimating the underlying collateral value.

Prior to January 1, 2018, the Company recorded an OTTI for certain equity securities with debt-like characteristics if the Company intended to sell or it was more likely than not that the Company was required to sell the security before a recovery in value as well as for those equity securities for which the Company did not expect to recover the entire amortized cost basis. The Company also recorded an OTTI for equity securities where the decline in the fair value was deemed to be other-than-temporary. For further discussion of these policies, see Recognition and Presentation of Other-Than-Temporary Impairments within Note 6 - Investments of Notes to Consolidated Financial Statements included in the Company’s 2017 Form 10-K Annual Report.



Impairments in Earnings by Type
	Three Months Ended March 31,
	2019		2018
Credit impairments	$	2	$	—
Intent-to-sell impairments	—		—
Total impairments	$	2	$	—

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~6. Investments~~ ~~(continued)~~

Impairments in Earnings by Type
Three Months Ended September 30, Nine Months Ended September 30,
2018 2017 2018 2017
Credit impairments $ 1
$ —
$ 1
$ 2
Intent-to-sell impairments —
—
—
—
Impairments on equity securities —
1
—
2
Total impairments $ 1
$ 1
$ 1
$ 4

																			Cumulative Credit Impairments
	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
(Before tax)	2018			2017			2018			2017			2019			2018
Balance as of beginning of period	$	(20	)	$	(94	)	$	(25	)	$	(110	)	$	(19	)	$	(25	)
Additions for credit impairments recognized on [1]:
Securities not previously impaired	—			—			—			—			(2		)	—
Securities previously impaired	(1		)	—			(1		)	(2		)
Reductions for credit impairments previously recognized on:
Securities that matured or were sold during the period	1			—			6			8			3			4
Securities due to an increase in expected cash flows	—			—			—			10
Balance as of end of period	$	(20	)	$	(94	)	$	(20	)	$	(94	)	$	(18	)	$	(21	)


[1]	These additions are included in the net OTTI losses recognized in earnings in the Condensed Consolidated Statements of Operations.

3223

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~6. Investments~~ ~~(continued)~~

Available-for-Sale Securities

																																																	AFS Securities by Type
	September 30, 2018												December 31, 2017												March 31, 2019												December 31, 2018
	Cost or Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Non-Credit OTTI [1]			Cost or Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Non-Credit OTTI [1]			Cost or Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Non-Credit OTTI [1]			Cost or Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Non-Credit OTTI [1]
ABS	$	1,191	$	3	$	(3	)	$	1,191	$	—		$	1,119	$	9	$	(2	)	$	1,126	$	—		$	959	$	10	$	(1	)	$	968	$	—		$	1,272	$	5	$	(1	)	$	1,276	$	—
CLOs	1,328		1		(3		)	1,326		—			1,257		3		—			1,260		—			1,442		7		(11		)	1,438		—			1,455		2		(20		)	1,437		—
CMBS	3,718		25		(86		)	3,657		(5		)	3,304		58		(26		)	3,336		(5		)	3,534		67		(33		)	3,568		(4		)	3,581		35		(64		)	3,552		(5		)
Corporate	13,640		176		(324		)	13,492		—			12,370		490		(56		)	12,804		—			14,187		349		(133		)	14,403		—			13,696		148		(446		)	13,398		—
Foreign govt./govt. agencies	961		11		(20		)	952		—			1,071		43		(4		)	1,110		—			866		23		(7		)	882		—			866		7		(26		)	847		—
Municipal	10,276		402		(76		)	10,602		—			11,743		754		(12		)	12,485		—			9,780		573		(7		)	10,346		—			9,972		421		(47		)	10,346		—
RMBS	3,126		44		(52		)	3,118		—			2,985		63		(4		)	3,044		—			3,507		54		(13		)	3,548		—			3,270		44		(35		)	3,279		—
U.S. Treasuries	1,854		17		(43		)	1,828		—			1,763		46		(10		)	1,799		—			1,619		51		(4		)	1,666		—			1,491		41		(15		)	1,517		—
Total fixed maturities, AFS	36,094		679		(607		)	36,166		(5		)	35,612		1,466		(114		)	36,964		(5		)	$	35,894	$	1,134	$	(209	)	$	36,819	$	(4	)	$	35,603	$	703	$	(654	)	$	35,652	$	(5	)
Equity securities, AFS [2]													907		121		(16		)	1,012		—
Total AFS securities	$	36,094	$	679	$	(607	)	$	36,166	$	(5	)	$	36,519	$	1,587	$	(130	)	$	37,976	$	(5	)


[1]	Represents the amount of cumulative non-credit OTTI losses recognized in OCI on securities that also had credit impairments. These losses are included in gross unrealized losses ~~in AOCI~~ as of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017~~2018.


~~[2]~~	Effective January 1, 2018, with the adoption of new accounting standards for financial instruments, equity securities, AFS were reclassified to equity securities at fair value and are excluded from the table above as of ~~September 30, 2018~~.



Fixed maturities, AFS, by Contractual Maturity Year
	March 31, 2019				December 31, 2018
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
One year or less	$	964	$	969	$	999	$	1,002
Over one year through five years	5,785		5,871		5,786		5,791
Over five years through ten years	7,259		7,391		6,611		6,495
Over ten years	12,444		13,066		12,629		12,820
Subtotal	26,452		27,297		26,025		26,108
Mortgage-backed and asset-backed securities	9,442		9,522		9,578		9,544
Total fixed maturities, AFS	$	35,894	$	36,819	$	35,603	$	35,652

Fixed maturities, AFS, by Contractual Maturity Year
September 30, 2018 December 31, 2017

Amortized Cost Fair Value Amortized Cost Fair Value
One year or less $ 1,033
$ 1,037
$ 1,507
$ 1,513
Over one year through five years 6,233
6,242
5,007
5,119
Over five years through ten years 6,543
6,469
6,505
6,700
Over ten years 12,922
13,126
13,928
14,866
Subtotal 26,731
26,874
26,947
28,198
Mortgage-backed and asset-backed securities 9,363
9,292
8,665
8,766
Total fixed maturities, AFS $ 36,094
$ 36,166
$ 35,612
$ 36,964

Estimated maturities may differ from contractual maturities due to security call or prepayment provisions. Due to the potential for variability in payment speeds (i.e. prepayments or extensions), mortgage-backed and asset-backed securities are not categorized by contractual maturity.

Concentration of Credit Risk

The Company aims to maintain a diversified investment portfolio including issuer, sector and geographic stratification, where

applicable, and has established certain exposure limits, diversification standards and review procedures to mitigate credit risk. The Company had no investment exposure to any credit concentration risk of a single issuer greater than 10% of the Company's stockholders' equity as of March 31, 2019 or December 31, 2018 other than ~~the~~ U.S. government securities and certain U.S. government ~~agencies as of~~ ~~September 30, 2018~~ ~~or December 31, 2017.~~agencies.

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~6. Investments~~ ~~(continued)~~

Unrealized Losses on AFS Securities


Unrealized Loss Aging for AFS Securities by Type and Length of Time as of September 30, 2018
Unrealized Loss Aging for AFS Securities by Type and Length of Time as of March 31, 2019																						Unrealized Loss Aging for AFS Securities by Type and Length of Time as of March 31, 2019
	Less Than 12 Months							12 Months or More							Total							Less Than 12 Months							12 Months or More							Total
	Amortized Cost		Fair Value		Unrealized Losses			Amortized Cost		Fair Value		Unrealized Losses			Amortized Cost		Fair Value		Unrealized Losses			Amortized Cost		Fair Value		Unrealized Losses			Amortized Cost		Fair Value		Unrealized Losses			Amortized Cost		Fair Value		Unrealized Losses
ABS	$	668	$	666	$	(2	)	$	74	$	73	$	(1	)	$	742	$	739	$	(3	)	$	143	$	143	$	—		$	108	$	107	$	(1	)	$	251	$	250	$	(1	)
CLOs	929		926		(3		)	10		10		—			939		936		(3		)	1,218		1,208		(10		)	82		81		(1		)	1,300		1,289		(11		)
CMBS	1,995		1,952		(43		)	740		697		(43		)	2,735		2,649		(86		)	83		82		(1		)	1,391		1,359		(32		)	1,474		1,441		(33		)
Corporate	7,586		7,364		(222		)	1,412		1,310		(102		)	8,998		8,674		(324		)	737		722		(15		)	4,175		4,057		(118		)	4,912		4,779		(133		)
Foreign govt./govt. agencies	552		537		(15		)	95		90		(5		)	647		627		(20		)	35		35		—			292		285		(7		)	327		320		(7		)
Municipal	2,206		2,151		(55		)	266		245		(21		)	2,472		2,396		(76		)	8		8		—			285		278		(7		)	293		286		(7		)
RMBS	1,795		1,751		(44		)	184		176		(8		)	1,979		1,927		(52		)	237		236		(1		)	985		973		(12		)	1,222		1,209		(13		)
U.S. Treasuries	1,024		1,001		(23		)	402		382		(20		)	1,426		1,383		(43		)	153		153		—			294		290		(4		)	447		443		(4		)
Total fixed maturities, AFS in an unrealized loss position	$	16,755	$	16,348	$	(407	)	$	3,183	$	2,983	$	(200	)	$	19,938	$	19,331	$	(607	)	$	2,614	$	2,587	$	(27	)	$	7,612	$	7,430	$	(182	)	$	10,226	$	10,017	$	(209	)



Unrealized Loss Aging for AFS Securities by Type and Length of Time as of December 31, 2018
	Less Than 12 Months							12 Months or More							Total
	Amortized Cost		Fair Value		Unrealized Losses			Amortized Cost		Fair Value		Unrealized Losses			Amortized Cost		Fair Value		Unrealized Losses
ABS	$	566	$	566	$	—		$	113	$	112	$	(1	)	$	679	$	678	$	(1	)
CLOs	1,358		1,338		(20		)	7		7		—			1,365		1,345		(20		)
CMBS	896		882		(14		)	1,129		1,079		(50		)	2,025		1,961		(64		)
Corporate	7,174		6,903		(271		)	2,541		2,366		(175		)	9,715		9,269		(446		)
Foreign govt./govt. agencies	407		391		(16		)	203		193		(10		)	610		584		(26		)
Municipal	1,643		1,613		(30		)	292		275		(17		)	1,935		1,888		(47		)
RMBS	1,344		1,329		(15		)	648		628		(20		)	1,992		1,957		(35		)
U.S. Treasuries	497		492		(5		)	339		329		(10		)	836		821		(15		)
Total fixed maturities, AFS in an unrealized loss position	$	13,885	$	13,514	$	(371	)	$	5,272	$	4,989	$	(283	)	$	19,157	$	18,503	$	(654	)

Unrealized Loss Aging for AFS Securities by Type and Length of Time as of December 31, 2017
Less Than 12 Months 12 Months or More Total
Amortized Cost Fair Value Unrealized Losses Amortized Cost Fair Value Unrealized Losses Amortized Cost Fair Value Unrealized Losses
ABS $ 461
$ 460
$ (1 ) $ 30
$ 29
$ (1 ) $ 491
$ 489
$ (2 )
CLOs 359
359
—
1
1
—
360
360
—
CMBS 1,178
1,167
(11 ) 243
228
(15 ) 1,421
1,395
(26 )
Corporate 2,322
2,302
(20 ) 1,064
1,028
(36 ) 3,386
3,330
(56 )
Foreign govt./govt. agencies 244
242
(2 ) 51
49
(2 ) 295
291
(4 )
Municipal 511
507
(4 ) 236
228
(8 ) 747
735
(12 )
RMBS 889
887
(2 ) 137
135
(2 ) 1,026
1,022
(4 )
U.S. Treasuries 658
652
(6 ) 254
250
(4 ) 912
902
(10 )
Total fixed maturities, AFS 6,622
6,576
(46 ) 2,016
1,948
(68 ) 8,638
8,524
(114 )
Equity securities, AFS [1] 176
163
(13 ) 24
21
(3 ) 200
184
(16 )
Total securities in an unrealized loss position $ 6,798
$ 6,739
$ (59 ) $ 2,040
$ 1,969
$ (71 ) $ 8,838
$ 8,708
$ (130 )

[1]Effective January 1, 2018, with the adoption of new accounting guidance for financial instruments, equity securities, AFS were reclassified to equity securities at fair value and are excluded from the table above as of September 30, 2018.

As of ~~September 30, 2018,~~March 31, 2019, AFS securities in an unrealized loss position consisted of ~~2,926~~1,682 securities, primarily in the corporate and commercial real estate sectors, which were depressed primarily due to an increase in interest rates and/or widening of credit spreads since the securities were purchased. As of ~~September 30, 2018, 99%~~March 31, 2019, 98% of these securities were depressed less than 20% of cost or amortized cost. The ~~increase~~decrease in unrealized losses during the ~~nine~~three months ended ~~September 30, 2018~~March 31, 2019 was primarily attributable to ~~higher~~tighter credit spreads and lower interest ~~rates and wider credit spreads.~~rates.

Most of the securities depressed for twelve months or more relate to corporate securities and structured securities with exposure to commercial real ~~estate, and municipal bonds.~~estate. Corporate securities and commercial real estate securities were primarily

depressed because current market spreads are wider and interest rates are higher than at the securities' respective purchase dates. ~~Certain municipal bonds were depressed because the securities have long-dated maturities and interest rates have increased since their purchase.~~ The Company neither has an intention to sell nor does it expect to be required to sell the securities outlined in the preceding discussion.

Mortgage Loans

Mortgage Loan Valuation Allowances

Mortgage loans are considered to be impaired when management estimates that, based upon current information and events, it is probable that the Company will be unable to collect amounts due

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~6. Investments~~ ~~(continued)~~

according to the contractual terms of the loan agreement. The Company reviews mortgage loans on a quarterly basis to identify potential credit losses. Among other factors, management reviews current and projected macroeconomic trends, such as unemployment rates and property-specific factors such as rental rates, occupancy levels, LTV ratios and debt service coverage ratios (“DSCR”). In addition, the Company considers historical, current and projected delinquency rates and property values. Estimates of collectibility require the use of significant management judgment and include the probability and timing of borrower default and loss severity estimates. In addition, cash flow projections may change based upon new information about the borrower's ability to pay and/or the value of underlying collateral such as changes in projected property value estimates.

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

For mortgage loans that are deemed impaired, a valuation allowance is established for the difference between the carrying amount and estimated fair value. The mortgage loan's estimated fair value is most frequently the Company's share of the fair value of the collateral but may also be the Company’s share of either (a) the present value of the expected future cash flows discounted at the loan’s effective interest rate or (b) the loan’s observable market price. A valuation allowance may be recorded for an individual loan or for a group of loans that have an LTV ratio of 90% or greater, a low DSCR or have other lower credit quality characteristics. Changes in valuation allowances are recorded in net realized capital gains and losses. Interest income on impaired loans is accrued to the extent it is deemed collectible and the borrowers continue to make payments under the original or restructured loan terms. The Company stops accruing interest income on loans when it is probable that the Company will not receive interest and principal payments according to the contractual terms of the loan agreement. The Company resumes accruing interest income when it determines that sufficient collateral exists to satisfy the full amount of the loan principal and interest payments and when it is probable cash will be received in the foreseeable future. Interest income on defaulted loans is recognized when received.

As of ~~September 30, 2018 and December~~March 31, ~~2017,~~2019, mortgage loans had an amortized cost of $3.6 billion and carrying value of $3.6 billion, ~~and $3.2 billion, respectively,~~ with a valuation allowance of ~~$1 for both periods.~~$1. As of December 31, 2018, mortgage loans had an amortized cost of $3.7 billion and carrying value of $3.7 billion, with a valuation allowance of $1.

As of ~~both September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, the carrying value of mortgage loans that had a valuation allowance was ~~$24.~~$23. There were no mortgage loans held-for-sale as of ~~September 30, 2018~~March 31, 2019 or December 31, ~~2017.~~2018. As of ~~September 30, 2018,~~March 31, 2019, the Company had no mortgage loans that have had extensions or restructurings other than what is allowable under the original terms of the contract.

The following table presents the activity within the Company’s valuation allowance for mortgage loans. These loans have been evaluated both individually and collectively for impairment. Loans evaluated collectively for impairment are immaterial.

													Valuation Allowance Activity
	2018			2017			2019			2018
Balance, as of January 1	$	(1	)	$	—		$	(1	)	$	(1	)
Reversals/(Additions)	—			(1		)
Reversals							—			—
Deductions	—			1			—			—
Balance, as of September 30	$	(1	)	$	—
Balance, as of March 31							$	(1	)	$	(1	)

The weighted-average LTV ratio of the Company’s mortgage loan portfolio was ~~53%~~52% as of ~~September 30, 2018,~~March 31, 2019, while the weighted-average LTV ratio at origination of these loans was 61%. LTV ratios compare the loan amount to the value of the underlying property collateralizing the loan. The loan collateral values are updated no less than annually through reviews of the underlying properties. Factors considered in estimating property values include, among other things, actual and expected property cash flows, geographic market data and the ratio of the property's net operating income to its value. DSCR compares a property’s net operating income to the borrower’s principal and interest payments. As of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, the Company held no delinquent commercial mortgage loans past due by 90 days or more.



Mortgage Loans Credit Quality
	March 31, 2019			December 31, 2018
Loan-to-value	Carrying Value		Avg. Debt-Service Coverage Ratio	Carrying Value		Avg. Debt-Service Coverage Ratio
65% - 80%	390		1.58x	386		1.60x
Less than 65%	3,247		2.58x	3,318		2.59x
Total mortgage loans	$	3,637	2.48x	$	3,704	2.49x

Mortgage Loans Credit Quality
September 30, 2018 December 31, 2017
Loan-to-value Carrying Value Avg. Debt-Service Coverage Ratio Carrying Value Avg. Debt-Service Coverage Ratio
Greater than 80% $ —
—
$ 18
1.27x
65% - 80% 406
1.68x
265
1.95x
Less than 65% 3,153
2.60x
2,892
2.76x
Total mortgage loans $ 3,559
2.50x
$ 3,175
2.69x

																	Mortgage Loans by Region
	September 30, 2018				December 31, 2017				March 31, 2019				December 31, 2018
	Carrying Value		Percent of Total		Carrying Value		Percent of Total		Carrying Value		Percent of Total		Carrying Value		Percent of Total
East North Central	$	250	7.0	%	$	251	7.9	%	$	250	6.9	%	$	250	6.8	%
Middle Atlantic	271		7.6	%	272		8.6	%	269		7.4	%	270		7.3	%
Mountain	31		0.9	%	31		1.0	%	30		0.8	%	30		0.8	%
New England	290		8.2	%	293		9.2	%	329		9.1	%	330		8.9	%
Pacific	870		24.4	%	760		23.9	%	902		24.8	%	917		24.8	%
South Atlantic	713		20.0	%	710		22.4	%	692		19.0	%	712		19.2	%
West North Central	148		4.2	%	149		4.7	%	121		3.3	%	148		4.0	%
West South Central	421		11.8	%	278		8.7	%	419		11.5	%	420		11.3	%
Other [1]	565		15.9	%	431		13.6	%	625		17.2	%	627		16.9	%
Total mortgage loans	$	3,559	100.0	%	$	3,175	100.0	%	$	3,637	100.0	%	$	3,704	100.0	%


[1]	Primarily represents loans collateralized by multiple properties in various regions.



Mortgage Loans by Property Type
	March 31, 2019				December 31, 2018
	Carrying Value		Percent of Total		Carrying Value		Percent of Total
Commercial
Industrial	$	1,073	29.5	%	$	1,108	29.9	%
Multifamily	1,137		31.3	%	1,138		30.7	%
Office	680		18.7	%	708		19.1	%
Retail	390		10.7	%	392		10.6	%
Single Family	81		2.2	%	82		2.2	%
Other	276		7.6	%	276		7.5	%
Total mortgage loans	$	3,637	100.0	%	$	3,704	100.0	%

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~6. Investments~~ ~~(continued)~~

Mortgage Loans by Property Type
September 30, 2018 December 31, 2017
Carrying Value Percent of Total Carrying
Value Percent of Total
Commercial
Industrial $ 1,018
28.6 % $ 817
25.7 %
Multifamily 1,083
30.4 % 1,006
31.7 %
Office 760
21.4 % 751
23.7 %
Retail 373
10.5 % 367
11.5 %
Single Family 82
2.3 % —
— %
Other 243
6.8 % 234
7.4 %
Total mortgage loans $ 3,559
100.0 % $ 3,175
100.0 %

Mortgage Servicing

The Company originates, sells and services commercial mortgage loans on behalf of third parties and recognizes servicing ~~fee~~fees income over the period that services are performed. As of ~~September 30, 2018,~~March 31, 2019, under this program, the Company serviced ~~commercial~~ mortgage loans with a total outstanding principal of $5.9 billion, of which ~~$3.6~~$3.5 billion was serviced on behalf of third parties and ~~$2.3~~$2.4 billion was retained and reported in total investments on the Company's Condensed Consolidated Balance Sheets . As of

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

December 31, ~~2017,~~2018, the Company serviced ~~commercial~~ mortgage loans with a total outstanding principal balance of ~~$1.3~~$6.0 billion, of which ~~$402~~$3.6 billion was serviced on behalf of third parties ~~$566~~and $2.4 billion was retained and reported in total investments ~~and $356 was reported in assets held for sale~~ on the Company's Condensed Consolidated Balance Sheets. Servicing rights are carried at the lower of cost or fair value and were zero as of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, because servicing fees were market-level fees at origination and remain adequate to compensate the Company for servicing the loans.

Variable Interest Entities

The Company is engaged with various special purpose entities and other entities that are deemed to be VIEs primarily as an investor through normal investment activities but also as an investment manager.

A VIE is an entity that either has investors that lack certain essential characteristics of a controlling financial interest, such as simple majority kick-out rights, or lacks sufficient funds to finance its own activities without financial support provided by other entities. The Company performs ongoing qualitative assessments of its VIEs to determine whether the Company has a controlling financial interest in the VIE and therefore is the primary beneficiary. The Company is deemed to have a controlling financial interest when it has both the ability to direct the activities that most significantly impact the economic performance of the VIE and the obligation to absorb losses or right to receive benefits from the VIE that could potentially be significant to the VIE. Based on the Company’s assessment, if it determines it is the primary beneficiary, the Company

consolidates the VIE in the Company’s Condensed Consolidated Financial Statements.

Consolidated VIEs

As of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, the Company did not hold any securities for which it is the primary beneficiary.

~~Non-Consolidated~~Non-consolidated VIEs

The Company, through normal investment activities, makes passive investments in limited partnerships and other alternative investments. For these non-consolidated VIEs, the Company has determined it is not the primary beneficiary as it has no ability to direct activities that could significantly affect the economic performance of the investments. The Company’s maximum exposure to loss as of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017~~2018 was limited to the total carrying value of ~~$1.0~~$1 billion, ~~and $920, respectively,~~at each date, which are included in limited partnerships and other alternative investments in the Company's Condensed Consolidated Balance Sheets. As of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, the Company has outstanding commitments totaling ~~$689~~$767 and ~~$787,~~$718, respectively, whereby the Company is committed to fund these investments and may be called by the partnership during the commitment period to fund the purchase of new investments and partnership expenses. These investments are generally of a passive nature in that the Company does not take an active role in management. For further discussion of these investments, see Equity Method Investments within Note 6 - Investments of Notes to Consolidated Financial Statements included in the Company’s ~~2017~~2018 Form 10-K Annual Report.

In addition, the Company also makes passive investments in structured securities issued by VIEs for which the Company is not the manager. These investments are included in ABS, ~~CDOs,~~ CLOs,

CMBS and RMBS in the Available-for-Sale Securities table and fixed maturities, ~~AFS and~~ FVO, in the Company’s Condensed Consolidated Balance Sheets. The Company has not provided financial or other support with respect to these investments other than its original investment. For these investments, the Company determined it is not the primary beneficiary due to the relative size of the Company’s investment in comparison to the principal amount of the structured securities issued by the VIEs, the level of credit subordination which reduces the Company’s obligation to absorb losses or right to receive benefits and the Company’s inability to direct the activities that most significantly impact the economic performance of the VIEs. The Company’s maximum exposure to loss on these investments is limited to the amount of the Company’s investment.

Securities Lending, Repurchase Agreements and Other Collateral Transactions

The Company enters into securities financing transactions as a way to earn additional income or manage liquidity, primarily through securities lending and repurchase agreements.



Payables for Collateral on Investments
	March 31, 2019		December 31, 2018
	Fair Value		Fair Value
Securities Lending Transactions:
Gross amount of securities on loan	$	675	$	820
Gross amount of associated liability for collateral received [1]	$	691	$	840

Repurchase agreements:
Gross amount of recognized liabilities for repurchase agreements	$	300	$	72
Gross amount of collateral pledged related to repurchase agreements [2]	$	303	$	73
Gross amount of recognized receivables for reverse repurchase agreements	$	83	$	64

Federal Home Loan Bank of Boston ("FHLBB") advance agreements:
Gross amount of recognized liabilities for FHLBB agreements	$	50	$	—
Gross amount of collateral pledged related to FHLBB agreements [2]	$	60	$	—

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~6. Investments~~ ~~(continued)~~


[1]	Cash collateral received is reinvested in fixed maturities, AFS and short-term investments which are included in the Condensed Consolidated Balance Sheets. Amount includes additional securities collateral received of $1 and $3 which are excluded from the Company's Condensed Consolidated Balance Sheets as of March 31, 2019 and December 31, 2018, respectively.


[2]	Collateral pledged is included within fixed maturities, AFS and short-term investments in the Company's Condensed Consolidated Balance Sheets.

Securities Lending

Under a securities lending program, the Company lends certain fixed maturities within the corporate, foreign government/government agencies, and municipal sectors as well as equity securities to qualifying third-party borrowers in return for

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

collateral in the form of cash or securities. For domestic and non-domestic loaned securities, respectively, borrowers provide collateral of 102% and 105% of the fair value of the securities lent at the time of the loan. Borrowers will return the securities to the Company for cash or securities collateral at maturity dates generally of 90 days or less. Security collateral on deposit from counterparties in connection with securities lending transactions may not be sold or re-pledged, except in the event of default by the counterparty, and is not reflected on the Company’s Condensed Consolidated Balance Sheets. Additional collateral is obtained if the fair value of the collateral falls below 100% of the fair value of the loaned securities. The agreements are continuous and do not have stated maturity dates and provide the counterparty the right to sell or re-pledge the securities loaned. If cash, rather than securities, is received as collateral, the cash is typically invested in short-term investments or fixed maturities and is reported as an asset on the Company's Condensed Consolidated Balance Sheets. Income associated with securities lending transactions is reported as a component of net investment income in the Company’s Condensed Consolidated Statements of Operations.

Repurchase Agreements

From time to time, the Company enters into repurchase agreements to manage liquidity or to earn incremental income. A repurchase agreement is a transaction in which one party (transferor) agrees to sell securities to another party (transferee) in return for cash (or securities), with a simultaneous agreement to repurchase the same securities at a specified price at a later date. ~~These~~The maturity of these transactions is generally ~~have a contractual maturity of~~ ninety days or less. Repurchase agreements include master netting provisions that provide both counterparties the right to offset claims and apply securities held by them with respect to their obligations in the event of a default. Although the Company has the contractual right to offset claims, the Company's current positions do not meet the specific conditions for net presentation.

Under repurchase agreements, the Company transfers collateral of U.S. government and government agency securities and receives cash. For repurchase agreements, the Company obtains cash in an amount equal to at least 95% of the fair value of the securities transferred. The agreements require additional collateral to be transferred when necessary and provide the counterparty the right to sell or re-pledge the securities transferred. The cash received from the repurchase program is typically invested in short-term investments or fixed maturities and is reported as an asset on the Company's Condensed Consolidated Balance Sheets. The Company accounts for the repurchase agreements as collateralized borrowings. The securities transferred under repurchase agreements are included in fixed maturities, AFS with the obligation to repurchase those securities recorded in other liabilities on the Company's Condensed Consolidated Balance Sheets.

From time to time, the Company enters into reverse repurchase agreements where the Company purchases securities and

simultaneously agrees to resell the same or substantially the same securities. The maturity of these transactions is generally within one year. The agreements require additional collateral to be transferred to the Company when necessary and the Company has the right to sell or re-pledge the securities received. The Company accounts for reverse repurchase agreements as collateralized financing. The receivable for reverse repurchase agreements is included within ~~short term~~short-term investments in the Company's Condensed Consolidated Balance Sheets.

Federal Home Loan Bank Advance Agreements

Securities Lending and Repurchase Agreements
September 30, 2018 December 31, 2017
Fair Value Fair Value
Securities Lending Transactions:
Gross amount of securities on loan $ 697
$ 922
Gross amount of associated liability for collateral received [1] $ 714
$ 945

Repurchase agreements:
Gross amount of recognized liabilities for repurchase agreements $ 167
$ 174
Gross amount of collateral pledged related to repurchase agreements [2] $ 168
$ 176
Gross amount of recognized receivables for reverse repurchase agreements $ 36
$ —
The Company’s subsidiaries are members of the FHLBB which provides access to collateralized advance agreements. These agreements may be short or long-term with fixed or variable rates and can be used to earn incremental investment income. Contractual maturities of the FHLBB agreements are generally of 90 days or less. The amount of advances that can be taken is limited to a percentage of the fair value of the assets pledged as collateral which ranges from a high of 97% for U.S. government-backed fixed maturities maturing within 3 years to a low of 40% for A-rated commercial mortgage-backed fixed maturities maturing in 5 years or more. Membership to the FHLBB requires a minimum purchase of FHLBB common stock and is included within equity securities, at fair value in theCompany’s Condensed Consolidated Balance Sheets. As of March 31, 2019 and December 31, 2018, theCompany held $9 and $10, respectively, of required investment in FHLBB common stock.


~~[1]~~	Cash collateral received is reinvested in fixed maturities, AFS and short term investments and is included in the Condensed Consolidated Balance Sheets. Amount includes additional securities collateral received of $2 ~~and $~~0 ~~million which are excluded from the Company's Condensed Consolidated Balance Sheets as of~~ ~~September 30, 2018~~ ~~and~~ ~~December 31, 2017, respectively.~~


~~[2]~~	~~Collateral pledged is included within fixed maturities, AFS and short term investments in the Company's Condensed Consolidated Balance Sheets.~~

Other Collateral Transactions

The Company is required by law to deposit securities with government agencies in certain states in which it conducts business. As of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, the fair value of securities on deposit ~~were $2.5~~was $2.3 billion .and $2.2 billion, respectively.

As of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, the Company pledged collateral of ~~$46~~$35 and ~~$104,~~$47, respectively, of U.S. government securities and ~~government agency~~municipal securities or cash primarily related to certain bank loan participations committed to through a limited partnership agreement. These amounts also include collateral related to letters of credit.

For disclosure of collateral in support of derivative transactions, refer to the Derivative Collateral Arrangements section ofin Note 76 - ~~Derivative Instruments~~Derivatives of Notes to Condensed Consolidated Financial Statements.

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~7. Derivative Instruments~~

6. DERIVATIVES

The Company utilizes a variety of OTC, OTC-cleared and exchange traded derivative instruments as a part of its overall risk management strategy as well as to enter into replication transactions. Derivative instruments are used to manage risk associated with interest rate, equity market, credit spread, issuer default, price, and currency exchange rate risk or volatility.

Replication transactions are used as an economical means to synthetically replicate the characteristics and performance of assets that are permissible investments under the Company’s investment policies.

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Strategies that Qualify for Hedge Accounting

Some of the Company's derivatives satisfy hedge accounting requirements as outlined in Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements, included in The Hartford’s ~~2017~~2018 Form 10-K Annual Report. Typically, these hedging instruments include interest rate swaps and, to a lesser extent, foreign currency swaps where the terms or expected cash flows of the hedged item closely match the terms of the swap. The interest rate swaps are typically used to manage interest rate duration of certain fixed maturity securities. The hedge strategies by hedge accounting designation include:

Cash Flow Hedges

Interest rate swaps are predominantly used to manage portfolio duration and better match cash receipts from assets with cash disbursements required to fund liabilities. These derivatives primarily convert interest receipts on floating-rate fixed maturity securities to fixed rates. The Company has also entered into interest rate swaps to convert the variable interest payments on the 3 month Libor + 2.125% junior subordinated debt to fixed interest payments. For further information, see the Junior Subordinated Debentures section within Note 13 - Debt of Notes to the Consolidated Financial Statements, included in The Hartford's ~~2017~~2018 Form 10-K Annual Report.

Foreign currency swaps are used to convert foreign currency-denominated cash flows related to certain investment receipts to U.S. dollars in order to reduce cash flow fluctuations due to changes in currency rates.

The Company also previously entered into forward starting swap agreements to hedge the interest rate exposure related to the future purchase of fixed-rate securities, primarily to hedge interest rate risk inherent in the assumptions used to price certain group benefits liabilities.

Non-qualifying Strategies

Derivative relationships that do not qualify for hedge accounting (“non-qualifying strategies”) primarily include hedging and replication strategies that utilize credit default swaps. In addition, hedges of interest rate, foreign currency and equity risk of certain fixed maturities and equities do not qualify for hedge accounting. The non-qualifying strategies include:

Credit Contracts

Credit default swaps are used to purchase credit protection on an individual entity or referenced index to economically hedge against default risk and credit-related changes in the value of fixed maturity securities. Credit default swaps are also used to assume credit risk related to an individual entity or referenced index as a part of replication transactions. These contracts

require the Company to pay or receive a periodic fee in exchange for compensation from the counterparty should the referenced security issuers experience a credit event, as defined in the contract. The Company also enters into credit default swaps to terminate existing credit default swaps, thereby offsetting the changes in value of the original swap going forward.

Interest Rate Swaps, Swaptions and Futures

The Company uses interest rate swaps, swaptions and futures to manage interest rate duration between assets and liabilities in certain investment portfolios. In addition, the Company enters into interest rate swaps to terminate existing swaps, thereby offsetting the changes in value of the original swap going forward. As of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, the notional amount of interest rate swaps in offsetting relationships was ~~$7.1~~$7.6 billion and ~~$7.3~~$7.1 billion, respectively.

Foreign Currency Swaps and Forwards

The Company enters into foreign currency swaps to convert the foreign currency exposures of certain foreign currency-denominated fixed maturity investments to U.S. dollars. The Company may at times enter into foreign currency forwards to hedge non-U.S. dollar denominated cash and, previously, equity securities. The Company previously entered into foreign currency forwards to hedge currency impacts on changes in equity of the U.K. property and casualty run-off subsidiaries that were sold in May 2017. For further information on the disposition, see Note 2 - Business Acquisitions of Notes to Consolidated Financial Statements, included in The Hartford's 2017 Form 10-K Annual Report.

Equity Index Options

The Company enters into equity index options to hedge the impact of a decline in the equity markets on the investment portfolio. The Company also enters into call options on equity securities to generate additional return.

Derivative Balance Sheet Classification

For reporting purposes, the Company has elected to offset within assets or liabilities based upon the net of the fair value amounts, income accruals, and related cash collateral receivables and payables of OTC derivative instruments executed in a legal entity and with the same counterparty under a master netting agreement, which provides the Company with the legal right of offset. The following fair value amounts do not include income accruals or related cash collateral receivables and payables, which are netted with derivative fair value amounts to determine balance sheet presentation. The Company’s derivative

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~7. Derivative Instruments~~ ~~(continued)~~

instruments are held for risk management purposes, unless otherwise noted in the following table. The notional amount of derivative contracts represents the basis upon which pay or receive amounts are calculated and is presented in the table to

quantify the volume of the Company’s derivative activity. Notional amounts are not necessarily reflective of credit risk.

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

																																									Derivative Balance Sheet Presentation
	Net Derivatives										Asset Derivatives [1]				Liability Derivatives [1]						Net Derivatives										Asset Derivatives				Liability Derivatives
	Notional Amount				Fair Value																Notional Amount				Fair Value
Hedge Designation/ Derivative Type	Sep. 30, 2018		Dec. 31, 2017		Sep. 30, 2018			Dec. 31, 2017			Sep. 30, 2018		Dec. 31, 2017		Sep. 30, 2018			Dec. 31, 2017			Mar. 31, 2019		Dec. 31, 2018		Mar. 31, 2019			Dec. 31, 2018			Mar. 31, 2019		Dec. 31, 2018		Mar. 31, 2019			Dec. 31, 2018
Cash flow hedges
Interest rate swaps	$	2,080	$	2,190	$	—		$	—		$	—	$	1	$	—		$	(1	)	$	2,040	$	2,040	$	(2	)	$	1		$	1	$	2	$	(3	)	$	(1	)
Foreign currency swaps	153		153		(11		)	(13		)	1		—		(12		)	(13		)	175		153		(5		)	(6		)	1		2		(6		)	(8		)
Total cash flow hedges	2,233		2,343		(11		)	(13		)	1		1		(12		)	(14		)	2,215		2,193		(7		)	(5		)	2		4		(9		)	(9		)
Non-qualifying strategies
Interest rate contracts
Interest rate swaps and futures	8,111		7,986		(51		)	(83		)	3		7		(54		)	(90		)	8,336		8,451		(53		)	(62		)	9		8		(62		)	(70		)
Foreign exchange contracts
Foreign currency swaps and forwards	318		213		—			(1		)	1		—		(1		)	(1		)	384		287		—			(1		)	1		—		(1		)	(1		)
Credit contracts
Credit derivatives that purchase credit protection	8		61		—			1			—		2		—			(1		)	5		6		—			—			—		—		—			—
Credit derivatives that assume credit risk [2]	923		823		14			3			15		3		(1		)	—
Credit derivatives that assume credit risk [1]																					810		1,102		19			3			19		8		—			(5		)
Credit derivatives in offsetting positions	46		1,046		—			2			6		11		(6		)	(9		)	38		41		—			—			6		6		(6		)	(6		)
Equity contracts
Equity index swaps and options	125		258		1			1			1		1		—			—			723		211		1			4			1		5		—			(1		)
Total non-qualifying strategies	9,531		10,387		(36		)	(77		)	26		24		(62		)	(101		)	10,296		10,098		(33		)	(56		)	36		27		(69		)	(83		)
Total cash flow hedges and non-qualifying strategies	$	11,764	$	12,730	$	(47	)	$	(90	)	$	27	$	25	$	(74	)	$	(115	)	$	12,511	$	12,291	$	(40	)	$	(61	)	$	38	$	31	$	(78	)	$	(92	)
Balance Sheet Location
Fixed maturities, available-for-sale	$	153	$	153	$	—		$	—		$	—	$	—	$	—		$	—		$	153	$	153	$	—		$	—		$	—	$	—	$	—		$	—
Other investments	9,377		9,957		14			10			19		16		(5		)	(6		)	1,951		9,864		24			7			27		23		(3		)	(16		)
Other liabilities	2,234		2,620		(61		)	(100		)	8		9		(69		)	(109		)	10,407		2,274		(64		)	(68		)	11		8		(75		)	(76		)
Total derivatives	$	11,764	$	12,730	$	(47	)	$	(90	)	$	27	$	25	$	(74	)	$	(115	)	$	12,511	$	12,291	$	(40	)	$	(61	)	$	38	$	31	$	(78	)	$	(92	)


[1]	~~Certain prior year amounts have been restated to conform to the current year presentation for OTC-cleared derivatives.~~


~~[2]~~	The derivative instruments related to this strategy are held for other investment purposes.

Offsetting of Derivative Assets/Liabilities

The following tables present the gross fair value amounts, the amounts offset, and net position of derivative instruments eligible for offset in the Company's Condensed Consolidated Balance Sheets. Amounts offset include fair value amounts, income

accruals and related cash collateral receivables and payables associated with derivative instruments that are traded under a common master netting agreement, as described in the preceding discussion. Also included in the tables are financial collateral receivables and payables, which are contractually permitted to be offset upon an event of default, although are disallowed for offsetting under U.S. GAAP.

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~7. Derivative Instruments~~ ~~(continued)~~



Offsetting Derivative Assets and Liabilities
	(i)			(ii)			(iii) = (i) - (ii)						(iv)			(v) = (iii) - (iv)
							Net Amounts Presented in the Statement of Financial Position						Collateral Disallowed for Offset in the Statement of Financial Position
	Gross Amounts of Recognized Assets (Liabilities)			Gross Amounts Offset in the Statement of Financial Position			Derivative Assets [1] (Liabilities) [2]			Accrued Interest and Cash Collateral (Received) [3] Pledged [2]			Financial Collateral (Received) Pledged [4]			Net Amount
As of March 31, 2019
Other investments	$	38		$	31		$	24		$	(17	)	$	2		$	5
Other liabilities	$	(78	)	$	(9	)	$	(64	)	$	(5	)	$	(60	)	$	(9	)
As of December 31, 2018
Other investments	$	31		$	26		$	7		$	(2	)	$	2		$	3
Other liabilities	$	(92	)	$	(20	)	$	(68	)	$	(4	)	$	(65	)	$	(7	)

Offsetting Derivative Assets and Liabilities
(i) (ii) (iii) = (i) - (ii) (iv) (v) = (iii) - (iv)
Net Amounts Presented in the Statement of Financial Position Collateral Disallowed for Offset in the Statement of Financial Position
Gross Amounts of Recognized Assets (Liabilities) [1] Gross Amounts Offset in the Statement of Financial Position Derivative Assets [2] (Liabilities) [3] Accrued Interest and Cash Collateral (Received) [4] Pledged [3] Financial Collateral (Received) Pledged [5] Net Amount
As of September 30, 2018
Other investments $ 27
$ 23
$ 14
$ (10 ) $ 2
$ 2
Other liabilities $ (74 ) $ (5 ) $ (61 ) $ (8 ) $ (61 ) $ (8 )
As of December 31, 2017
Other investments $ 25
$ 22
$ 10
$ (7 ) $ 1
$ 2
Other liabilities $ (115 ) $ (10 ) $ (100 ) $ (5 ) $ (96 ) $ (9 )


[1]	~~Certain prior year amounts have been restated to conform to the current year presentation for OTC-cleared derivatives.~~


~~[2]~~	Included in other investments in the Company's Condensed Consolidated Balance Sheets.


[3]2]	Included in other liabilities in the Company's Condensed Consolidated Balance Sheets and is limited to the net derivative payable associated with each counterparty.


[4]3]	Included in other investments in the Company's Condensed Consolidated Balance Sheets and is limited to the net derivative receivable associated with each counterparty.


[5]4]	Excludes collateral associated with exchange-traded derivative instruments.

Cash Flow Hedges

For derivative instruments that are designated and qualify as cash flow hedges, ~~the effective portion of~~ the gain or loss on the derivative is reported as a component of OCI and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. ~~Gains and losses on the derivative representing hedge ineffectiveness are recognized in current period earnings.~~ All components of each derivative’s gain or loss were included in the assessment of hedge effectiveness.

																						Derivatives in Cash Flow Hedging Relationships
	Gain (Loss) Recognized in OCI on Derivative (Effective Portion)											Gain (Loss) Recognized in OCI on Derivative
	Three Months Ended September 30,					Nine Months Ended September 30,						Three Months Ended March 31,
	2018		2017			2018			2017			2019				2018
Interest rate swaps	$	—	$	2		$	(16	)	$	16		$	7			$	(14				)
Foreign currency swaps	—		(4		)	1			(8		)	—				(7					)
Total	$	—	$	(2	)	$	(15	)	$	8		$	7			$	(21				)

	Gain (Loss) Reclassified from AOCI into Income (Effective Portion)											Gain (Loss) Reclassified from AOCI into Income
	Three Months Ended September 30,					Nine Months Ended September 30,						Three Months Ended March 31,
	2018		2017			2018			2017			2019				2018
												Net Realized Capital Gain/(Loss)		Net Investment Income		Net Realized Capital Gain/(Loss)			Net Investment Income
Interest rate swaps												$	—	$	—	$	1		$	8
Net realized capital gains	$	—	$	—		$	1		$	5
Net investment income	7		8			24			27
Foreign currency swaps												—		1		—			—
Total	$	7	$	8		$	25		$	32		$	—	$	1	$	1		$	8

Total amounts presented on the Condensed Consolidated Statement of Operations												$	163	$	470	$	(30	)	$	451

~~During the three and nine months ended September 30, 2018, and~~ ~~September 30, 2017, the Company had no ineffectiveness recognized in income within net realized capital gains (losses).~~

As of ~~September 30, 2018~~March 31, 2019, the before tax deferred net gains on derivative instruments recorded in AOCI that are expected to be ~~reclassified to earnings during the next twelve months are~~ ~~$24. This expectation is based on the anticipated interest payments on~~

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~7. Derivative Instruments~~ ~~(continued)~~

reclassified to earnings during the next twelve months are $7. This expectation is based on the anticipated interest payments on hedged investments in fixed maturity securities that will occur over the next twelve months, at which time the Company will recognize the deferred net gains (losses) as an adjustment to net investment income over the term of the investment cash flows.

During the three ~~and nine~~ months ended ~~September 30,~~March 31, 2019 and 2018, ~~and~~ ~~September 30, 2017~~, the Company had no net reclassifications from AOCI to earnings resulting from the discontinuance of cash-flow hedges due to forecasted

transactions that were no longer probable of occurring.

~~Non-Qualifying~~

Non-qualifying Strategies

For non-qualifying strategies, including embedded derivatives that are required to be bifurcated from their host contracts and accounted for as derivatives, the gain or loss on the derivative is recognized currently in earnings within net realized capital gains (losses).


Non-Qualifying Strategies Recognized within Net Realized Capital Gains (Losses)
Non-qualifying Strategies Recognized within Net Realized Capital Gains (Losses)													Non-qualifying Strategies Recognized within Net Realized Capital Gains (Losses)
	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
	2018			2017			2018			2017			2019			2018
Foreign exchange contracts
Foreign currency swaps and forwards	$	1		$	—		$	2		$	(14	)	$	1		$	(3	)
Other non-qualifying derivatives
Interest rate contracts
Interest rate swaps, swaptions, and futures	1			(4		)	7			(6		)	(8		)	(2		)
Credit contracts
Credit derivatives that purchase credit protection	—			8			—			26			1			(1		)
Credit derivatives that assume credit risk	8			(2		)	—			(9		)	21			(8		)
Equity contracts
Equity index swaps and options	(1		)	(3		)	(1		)	(3		)	—			1
Other
Contingent capital facility put option	—			—			—			(1		)
Total other non-qualifying derivatives	8			(1		)	6			7			14			(10		)
Total [1]	$	9		$	(1	)	$	8		$	(7	)	$	15		$	(13	)


[1]	Excludes investments that contain an embedded credit derivative for which the Company has elected the fair value option. For further discussion, see the Fair Value Option section in Note 54 - Fair Value Measurements. of Notes to Condensed Consolidated Financial Statements.

Credit Risk Assumed through Credit Derivatives

The Company enters into credit default swaps that assume credit risk of a single entity or referenced index in order to synthetically replicate investment transactions that are permissible under the Company's investment policies. The Company will receive periodic payments based on an agreed upon rate and notional amount and will only make a payment if there is a credit event. A credit event payment will typically be equal to the notional value of the swap contract less the value of the referenced security

issuer’s debt obligation after the occurrence of the credit event. A credit event is generally defined as a default on contractually obligated interest or principal payments or bankruptcy of the referenced entity. The credit default swaps in which the Company assumes credit risk primarily reference investment grade single corporate issuers and baskets, which include standard diversified portfolios of corporate and CMBS issuers. The diversified portfolios of corporate issuers are established within sector concentration limits and may be divided into tranches that possess different credit ratings.

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~7. Derivative Instruments~~ ~~(continued)~~



Credit Risk Assumed Derivatives by Type
							Underlying Referenced Credit Obligation(s) [1]
	Notional Amount [2]		Fair Value			Weighted Average Years to Maturity	Type	Average Credit Rating	Offsetting Notional Amount [3]		Offsetting Fair Value [3]
As of March 31, 2019
Single name credit default swaps
Investment grade risk exposure	$	165	$	3		5 years	Corporate Credit	A-	$	—	$	—
Basket credit default swaps [4]
Investment grade risk exposure	550		10			5 years	Corporate Credit	BBB+	—		—
Below investment grade risk exposure	95		6			5 years	Corporate Credit	B+	—		—
Investment grade risk exposure	1		—			Less than 1 year	CMBS Credit	A	1		—
Below investment grade risk exposure	18		(6		)	Less than 1 year	CMBS Credit	CCC	18		6
Total [5]	$	829	$	13					$	19	$	6
As of December 31, 2018
Single name credit default swaps
Investment grade risk exposure	$	169	$	2		4 years	Corporate Credit/ Foreign Gov.	A	$	—	$	—
Basket credit default swaps [4]
Investment grade risk exposure	799		(1		)	6 years	Corporate Credit	BBB+	—		—
Below investment grade risk exposure	125		2			5 years	Corporate Credit	B+	—		—
Investment grade risk exposure	11		—			5 years	CMBS Credit	A-	2		—
Below investment grade risk exposure	19		(6		)	Less than 1 year	CMBS Credit	CCC	19		6
Total [5]	$	1,123	$	(3	)				$	21	$	6

Credit Risk Assumed Derivatives by Type

Underlying Referenced Credit
Obligation(s) [1]

Notional
Amount
[2]
Fair
Value
Weighted
Average
Years to
Maturity
Type
Average
Credit
Rating
Offsetting
Notional
Amount [3]
Offsetting
Fair
Value [3]
As of September 30, 2018
Single name credit default swaps
Investment grade risk exposure $ 170
$ 4
5 years Corporate Credit/
Foreign Gov. A- $ —
$ —
Basket credit default swaps [4]
Investment grade risk exposure 743
10
6 years Corporate Credit BBB+ —
—
Investment grade risk exposure 12
—
5 years CMBS Credit A- 2
—
Below investment grade risk exposure 21
(6 ) Less than 1 year CMBS Credit CCC 21
6
Total [5] $ 946
$ 8
$ 23
$ 6
As of December 31, 2017
Single name credit default swaps
Investment grade risk exposure $ 130
$ 3
5 years Corporate Credit/
Foreign Gov. A- $ —
$ —
Below investment grade risk exposure 9
—
Less than 1 year Corporate Credit B 9
—
Basket credit default swaps [4]
Investment grade risk exposure 1,137
2
3 years Corporate Credit BBB+ 454
(2 )
Below investment grade risk exposure 27
2
3 years Corporate Credit B+ 27
—
Investment grade risk exposure 13
(1 ) 5 years CMBS Credit A 3
—
Below investment grade risk exposure 30
(6 ) Less than 1 year CMBS Credit CCC 30
7
Total [5] $ 1,346
$ —
$ 523
$ 5


[1]	The average credit ratings are based on availability and are generally the midpoint of the available ratings among Moody’s, S&P ~~Fitch~~ and ~~Morningstar.~~Fitch. If no rating is available from a rating agency, then an internally developed rating is used.


[2]	Notional amount is equal to the maximum potential future loss amount. These derivatives are governed by agreements and applicable law, which include collateral posting requirements. There is no additional specific collateral related to these contracts or recourse provisions included in the contracts to offset losses.


[3]	The Company has entered into offsetting credit default swaps to terminate certain existing credit default swaps, thereby offsetting the future changes in value of, or losses paid related to, the original swap.


[4]	Comprised of swaps of standard market indices of diversified portfolios of corporate and CMBS issuers referenced through credit default swaps. These swaps are subsequently valued based upon the observable standard market index.


[5]	Excludes investments that contain an embedded credit derivative for which the Company has elected the fair value option. For further discussion, see the Fair Value Option section in Note 54 - Fair Value Measurements. of Notes to Condensed Consolidated Financial Statements.

Derivative Collateral Arrangements

The Company enters into various collateral arrangements in connection with its derivative instruments, which require both the pledging and accepting of collateral. As of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, the Company pledged cash collateral with a fair value of less than $1 and $4, respectively, associated with derivative instruments. The collateral receivable has been recorded in other assets or other liabilities on the Company's Condensed Consolidated Balance Sheets as determined by the Company's election to offset on the balance sheet. As of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, the Company also pledged securities collateral associated with derivative instruments with a fair value of ~~$68~~$63 and ~~$101,~~$67, respectively, which have been included in fixed

maturities on the Condensed Consolidated Balance Sheets. The counterparties generally have the right to sell or re-pledge these securities.

In addition, as of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, the Company has ~~also~~ pledged initial margin of securities related to OTC-cleared and exchange traded derivatives with a fair value of ~~$99~~$85 and ~~$96,~~$89, respectively, which are included within fixed maturities on the Company's Condensed Consolidated Balance Sheets. ~~The counterparties generally have the right to sell or re-pledge these securities.~~

As of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, the Company accepted cash collateral associated with derivative instruments of ~~$13~~$18 and ~~$11,~~$9, respectively, which was invested and recorded in the Company's Condensed Consolidated Balance Sheets in fixed maturities and short-term investments with corresponding amounts recorded in other investments or other liabilities as determined by the Company's election to offset on the balance sheet. The Company also accepted securities collateral as of March 31, 2019 and December 31, 2018, with a fair value of $3 and $5, respectively, which the Company has the right to sell or repledge. As of March 31, 2019 and December 31, 2018 , the Company had no repledged securities. During the same periods, the Company did not sell any securities held as collateral. In

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~7. Derivative Instruments~~ ~~(continued)~~

~~sheet. The Company also accepted securities collateral~~addition, as of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017, with a fair value of $2, none of which the Company has the ability to sell or repledge.~~ As ~~of September 30,~~ 2018, ~~and December 31, 2017, the Company had no repledged securities and did not sell any securities held as collateral. In addition, as of September 30, 2018 and December 31, 2017,~~ non-cash collateral accepted was held in separate custodial accounts and was not included in the Company’s Consolidated Balance Sheets.

7. RESERVE FOR UNPAID LOSSES AND LOSS ADJUSTMENT EXPENSES

Property and Casualty Insurance Products

Rollforward of Liabilities for Unpaid Losses and Loss Adjustment Expenses



	For the three months ended March 31,
	2019			2018
Beginning liabilities for unpaid losses and loss adjustment expenses, gross	$	24,584		$	23,775
Reinsurance and other recoverables	4,232			3,957
Beginning liabilities for unpaid losses and loss adjustment expenses, net	20,352			19,818
Provision for unpaid losses and loss adjustment expenses
Current accident year	1,641			1,640
Prior accident year development	(11		)	(32		)
Total provision for unpaid losses and loss adjustment expenses	1,630			1,608
Less payments
Current accident year	271			327
Prior accident years	1,309			1,322
Total payments	1,580			1,649
Ending liabilities for unpaid losses and loss adjustment expenses, net	20,402			19,777
Reinsurance and other recoverables	4,209			3,938
Ending liabilities for unpaid losses and loss adjustment expenses, gross	$	24,611		$	23,715

Unfavorable (Favorable) Prior Accident Year Development



	For the three months ended March 31,
	2019			2018
Workers’ compensation	$	(20	)	$	(25	)
Workers’ compensation discount accretion	8			10
General liability	6			8
Package business	5			8
Commercial property	(2		)	(13		)
Professional liability	—			2
Bond	—			—
Automobile liability - Commercial Lines	—			(5		)
Automobile liability - Personal Lines	(5		)	—
Homeowners	1			(12		)
Net asbestos reserves	—			—
Net environmental reserves	—			—
Catastrophes	(8		)	(3		)
Uncollectible reinsurance	—			—
Other reserve re-estimates, net	4			(2		)
Total prior accident year development	$	(11	)	$	(32	)

Re-estimates of prior accident year reserves for the three months ended March 31, 2019

Workers’ compensation reserveswere reduced, principally in small commercial driven by lower than previously estimated claim severity for the 2014 and 2015 accident years.

General liability reserves were increased, primarily due to reserve increases in small commercial for accident years 2017 and 2018 due to higher frequency of high-severity bodily injury claims.

Package business reserveswere increased, primarily due to increased severity on 2018 accident year property claims.

Automobile liability reserveswere reduced, primarily driven by the emergence of lower estimated severity in personal automobile liability for accident year 2017.

Catastrophes reserveswere reduced, primarily as a result of lower estimated net losses from 2017 hurricanes Harvey and Irma.

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~8. Other Intangible Assets~~

On February 16, 2018, The Company entered into a renewal rights agreement with Farmers Exchanges of the Farmers Group of Companies to acquire its Foremost-branded small commercial business sold through independent agents. In connection with the renewal rights agreement, the Company recorded a customer relationships intangible asset of $46 which will be amortized over 10 years.

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~9. Reserve for Unpaid Losses and Loss Adjustment Expenses~~

~~Property and Casualty Insurance Products~~

~~Rollforward of Liabilities for Unpaid Losses and Loss Adjustment Expenses~~

For the nine months ended September 30,
2018 2017
Beginning liabilities for unpaid losses and loss adjustment expenses, gross $ 23,775
$ 22,545
Reinsurance and other recoverables 3,957
3,488
Beginning liabilities for unpaid losses and loss adjustment expenses, net 19,818
19,057
Provision for unpaid losses and loss adjustment expenses

Current accident year 5,151
5,587
Prior accident year development (139 ) 1
Total provision for unpaid losses and loss adjustment expenses 5,012
5,588
Less payments

Current accident year 1,647
1,770
Prior accident years 3,166
3,143
Total payments 4,813
4,913
Ending liabilities for unpaid losses and loss adjustment expenses, net 20,017
19,732
Reinsurance and other recoverables 3,780
3,508
Ending liabilities for unpaid losses and loss adjustment expenses, gross $ 23,797
$ 23,240

~~Unfavorable (Favorable) Prior Accident Year Development~~

For the nine months ended September 30,
2018 2017
Workers’ compensation $ (97 ) $ (29 )
Workers’ compensation discount accretion 30
21
General liability 32
10
Package business (16 ) (22 )
Commercial property (10 ) (5 )
Professional liability (12 ) —
Bond —
10
Automobile liability - Commercial Lines (15 ) 20
Automobile liability - Personal Lines (10 ) —
Homeowners (20 ) —
Net asbestos reserves —
—
Net environmental reserves —
—
Catastrophes (47 ) (12 )
Uncollectible reinsurance 22
—
Other reserve re-estimates, net 4
8
Total prior accident year development $ (139 ) $ 1

Re-estimates of prior accident year reserves for the ~~nine~~three months ended ~~September 30,~~March 31, 2018

Workers’ compensation reserveswere reduced in small commercial, ~~and middle market,~~ primarily for accident years ~~2012~~2011 to 2015, as both claim frequency and medical claim severity have emerged favorably compared to previous reserve estimates.

General liability reserveswere increased modestly, primarily due to an increase in reserves for ~~higher hazard general liability exposures in~~specialty business within middle market for accident years 2009 to 2017, ~~partially~~largely offset by a decrease in reserves for other lines within middle market, including premises and operations ~~umbrella~~ and products liability, principally for accident years 2015 and prior. Contributing to the

increase in reserves for ~~higher hazard~~specialty general liability ~~exposures~~reserves was an increase in large ~~losses and, in more recent accident years, an increase in claim frequency.~~losses. Contributing to the reduction in reserves for other middle market lines ~~were~~was more favorable outcomes ~~due to initiatives to reduce legal expenses. In addition, reserve increases for claims with lead paint exposure were offset by reserve decreases for other mass torts and extra-contractual liability~~on litigated claims.

Package business reserveswere ~~reduced,~~increased primarily due to ~~lower reserve estimates for both liability and~~increased severity of 2017 accident year property ~~for accident years 2010 and prior, including a recovery of loss adjustment expenses for the 2005 accident year.~~claims.

Commercial property reserves were reduced, driven by an increase in estimated reinsurance ~~recoverables~~recoverable on ~~middle market property~~marine losses from the 2017 accident year.

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~9. Reserve for Unpaid Losses and Loss Adjustment Expenses~~ ~~(continued)~~

~~Professional liability reserves~~ ~~were reduced, principally for accident years 2014 and prior, for directors and officers liability claims principally due to a number of older claims closing with limited or no payment.~~

~~Automobile liability reserves~~were reduced, primarily driven by reduced estimates of loss adjustment expenses in small commercial for recent accident years and favorable development in personal automobile liability for accident years 2014 to 2017, principally due to lower severity, including with uninsured and underinsured motorist claims.

Homeowners reserveswere reduced, primarily in accident years 2013 to 2017, driven by lower than expected severity across multiple perils.

~~Catastrophes reserves~~ ~~were r~~educed, primarily as a result of lower estimated net losses from 2017 catastrophes, principally related to hurricanes Harvey and Irma. Before reinsurance, estimated losses for 2017 catastrophe events decreased by $133 in the nine months ended September 30, 2018, resulting in a decrease in reinsurance recoverables of $90 as the Company no longer expects to recover under the 2017 Property Aggregate reinsurance treaty as aggregate ultimate losses for 2017 catastrophe events are now projected to be less than $850.

~~Uncollectible reinsurance reserves~~ ~~were increased due to lower anticipated recoveries related to older accident years.~~

~~Re-estimates of prior accident year reserves for thenine months endedSeptember 30, 2017~~

~~Workers’ compensation reserves~~ ~~were reduced, primarily~~ ~~in small commercial, given the continued emergence of~~

~~favorable frequency for accident years 2013 to 2015. Management has placed additional weight on this favorable experience as it becomes more credible.~~

~~General liability reserves~~ ~~were in~~creased for the 2013 to 2016 accident years on a class of business that insures service and maintenance contractors. This increase was partially offset by a decrease in recent accident year reserves for other middle market general liability reserves.

~~Package reserveswere reduced for accident years 2013 and prior largely due to reducing the Company's estimate of allocated loss adjustment expenses incurred to settle the claims.~~

~~Bond business reserves~~increased for customs bonds written between 2000 and 2010 which was partly offset by a reduction in reserves for recent accident years as reported losses for commercial and contract surety have emerged favorably.

~~Automobile liability reserves~~ ~~within Commercial Lines were~~ ~~increased in small commercial and large national accounts for the 2013 to 2016 accident years, driven by higher frequency of more severe accidents, including litigated claims.~~

~~Catastrophes reserves~~ ~~were reduced primarily due to lower estimates of 2016 wind and hail event losses and a decrease in losses on a 2015 wildfire~~.

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~9. Reserve for Unpaid Losses and Loss Adjustment Expenses~~ ~~(continued)~~

Group Life, Disability and Accident Products

Rollforward of Liabilities for Unpaid Losses and Loss Adjustment Expenses


	For the nine months ended September 30,						For the three months ended March 31,
	2018			2017			2019			2018
Beginning liabilities for unpaid losses and loss adjustment expenses, gross	$	8,512		$	5,772		$	8,445		$	8,512
Reinsurance recoverables	209			208			239			209
Beginning liabilities for unpaid losses and loss adjustment expenses, net	8,303			5,564			8,206			8,303
Add: Aetna U.S. group life and disability business acquisition [1]	42			—
Provision for unpaid losses and loss adjustment expenses
Current incurral year	3,423			1,960			1,150			1,185
Prior year's discount accretion	175			148			58			62
Prior incurral year development [2]	(284		)	(162		)
Total provision for unpaid losses and loss adjustment expenses [3]	3,314			1,946
Prior incurral year development [1]							(120		)	(127		)
Total provision for unpaid losses and loss adjustment expenses [2]							1,088			1,120
Less: payments
Current incurral year	1,659			917			314			318
Prior incurral years	1,741			1,118			855			840
Total payments	3,400			2,035			1,169			1,158
Ending liabilities for unpaid losses and loss adjustment expenses, net	8,259			5,475			8,125			8,265
Reinsurance recoverables	241			208			237			233
Ending liabilities for unpaid losses and loss adjustment expenses, gross	$	8,500		$	5,683		$	8,362		$	8,498


[1]	~~Represents an adjustment to Aetna U.S. group life and disability business reserves, net of reinsurance as of the acquisition date, upon finalization of the opening balance sheet.~~


~~[2]~~	Prior incurral year development represents the change in estimated ultimate incurred losses and loss adjustment expenses for prior incurral years on a discounted basis.


[3]2]	Includes unallocated loss adjustment expenses of $~~131~~46, and $7441 for the ~~nine~~three months ended~~September 30, 2018~~March 31, 2019 and ~~2017~~2018, respectively, that are recorded in insurance operating costs and other expenses in the Condensed Consolidated Statements of Operations.

Re-estimates of prior incurral years reserves for the ~~nine~~three months ended ~~September 30, 2018~~March 31, 2019

Group disability-Prior period reserve estimates decreased by approximately ~~$195~~$105 largely driven by group long-term disability claim recoveries higher than prior reserve assumptions and claim incidence lower than prior assumptions. ~~Short-term disability has~~New York Paid Family Leave also experienced favorable claim ~~recoveries.~~emergence compared to prior estimates

Group life and accident (including group life premium waiver)-Prior period reserve estimates decreased by approximately ~~$85 largely driven by lower-than-previously expected claim incidence inclusive of group life, group life premium waiver, and group accidental death & dismemberment.~~

~~Re-estimates of prior incurral years reserves for the nine months ended September 30, 2017~~

~~Group disability-~~Prior period reserve estimates decreased by approximately $105 largely driven by group long-term disability claim recoveries higher than prior reserve assumptions. This favorability was partially reduced by lower expectation of future benefit offsets, particularly lower Social Security disability

~~income approval rates and longer decision turnaround times in the Social Security Administration.~~

~~Group life and accident (including group life premium waiver)-Prior period reserve estimates decreased by approximately $55~~$10 largely driven by lower than previously expected claim incidence in group life premium waiver.

Re-estimates of prior incurral years reserves for the three months ended March 31, 2018

Group disability-Prior period reserve estimates decreased by approximately $85 largely driven by group long-term disability claim terminations (recoveries and claimant deaths) higher than prior reserve assumptions and claim incidence lower than prior assumptions.

Group life and accident (including group life premium waiver)-Prior period reserve estimates decreased by approximately $40 largely driven by lower-than- previously expected claim incidence on group life, group life premium waiver, and ~~lower than expected severity on~~ group accidental death & ~~dismemberment.~~dismemberment claims.

4735

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~10. Reserve for Future Policy Benefits~~

8. RESERVE FOR FUTURE POLICY BENEFITS


Changes in Reserves for Future Policy Benefits^[1]	Changes in Reserves for Future Policy Benefits^[1]			Changes in Reserves for Future Policy Benefits^[1]
Liability balance as of January 1, 2018	$	713
Liability balance, as of January 1, 2019				$	642
Incurred	10			27
Paid	(25		)	(28		)
Change in unrealized investment gains and losses	(42		)	7
Liability balance as of September 30, 2018	$	656
Reinsurance recoverable asset, as of January 1, 2018	$	26
Liability balance, as of March 31, 2019				$	648
Reinsurance recoverable asset, as of January 1, 2019				$	27
Incurred	10			5
Paid	(1		)	(2		)
Reinsurance recoverable asset, as of September 30, 2018	$	35
Reinsurance recoverable asset, as of March 31, 2018				$	30



Liability balance, as of January 1, 2018	$	713
Incurred	10
Paid	(8		)
Change in unrealized investment gains and losses	(37		)
Liability balance, as of March 31, 2018	$	678
Reinsurance recoverable asset, as of January 1, 2018	$	26
Incurred	8
Paid	—
Reinsurance recoverable asset, as of March 31, 2018	$	34

Liability balance as of January 1, 2017 $ 322
Incurred 27
Paid (24 )
Change in unrealized investment gains and losses (9 )
Liability balance as of September 30, 2017 $ 316
Reinsurance recoverable asset, as of January 1, 2017 $ 28
Incurred (6 )
Paid —
Reinsurance recoverable asset, as of September 30, 2017 $ 22

[1]Reserves for future policy benefits includes paid-up life insurance and whole-life policies resulting from conversion from group life policies included within the Group Benefits segment and reserves for run-off structured settlement and terminal funding agreement liabilities which are in the Corporate category.

9. DEBT

Senior Notes

On January 15, 2019, The Hartford repaid at maturity the $413 principal amount of its 6.0% senior notes.

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~11. Debt~~

10. INCOME TAXES

~~Senior Notes~~Income Tax Expense



Income Tax Rate Reconciliation
	Three Months Ended March 31,
	2019			2018
Tax provision at U.S. federal statutory rate	$	163		$	109
Tax-exempt interest	(15		)	(17		)
Executive compensation	4			4
Stock-based compensation	(3		)	(2		)
Tax Reform	—			(3		)
Other	(4		)	—
Provision for income taxes	$	145		$	91

In addition to the effect of tax-exempt interest, the Company's effective tax rate for the three months ended March ~~15, 2018, The Hartford issued $500~~31, 2019 reflects a federal income tax expense of ~~4.4% senior notes ("4.4% Notes") due March 15, 2048~~$4 related to non-deductible executive compensation and a benefit of $3 related to a deduction for net proceeds of approximately $490, after deducting underwriting discounts and expenses from the offering. Interest is payable semi-annually in arrears on March 15 and September 15, commencing September 15, 2018. The Hartford, at its option, can redeem the 4.4% Notes at any time, in whole or in part,stock-based compensation that vested at a ~~redemption price equal to the~~fair value per share greater of 100% of the principal amount being redeemed or a make-whole amount based on a comparable maturity US Treasury plus 25 basis points, plus any accrued and unpaid interest, except the option of a make-whole payment is not applicable within the final six months before maturity.

~~On March 15, 2018, The Hartford repaid at maturity the $320 principal amount of its 6.3% senior notes.~~

~~Junior Subordinated Debentures~~

On June 15, 2018, The Hartford redeemed $500 aggregate principal amount of its 8.125% Fixed-to-Floating Rate Junior Subordinated Debentures due 2068. During the initial offering of the 8.125% debentures, the Company entered into a replacement capital covenant ("RCC"), and under the terms of the RCC, if the Company redeemed the 8.125% debentures at any time prior to June 15, 2048 it could only do so with the proceeds from the sale of certain qualifying replacement securities. The 3 month Libor plus 2.125% debentures issued February 15, 2017 are qualifying replacement securities within the definition of RCC. In connection with this redemption, the Company recognized a $6 loss on extinguishment of debt for unamortized deferred debt issuance costs.

~~Revolving Credit Facility~~

On March 29, 2018, the Company entered into an amendment to its Five-Year Credit Agreement dated October 31, 2014. The Amendment reset the level of the Company's minimum consolidated net worth financial covenant to $9 billion excluding AOCI from its former $13.5 billion (where net worth was defined as stockholders' equity excluding AOCI and including junior subordinated debt), among other updates. Among other changes, under an amended and restated credit agreement that became effective in June 2018 after the closing of the sale of the Company's life and annuity run-off business, the aggregate amount of principal of the credit facility decreased from $1 billion to $750, including a reduction to the amount available for letters of credit from $250 to $100, the maturity date was extended to March 29, 2023, and the liens covenant and certain other covenants were modified.

Revolving loans from the Credit Facility may be in multiple currencies. U.S. dollar loans will bear interest at a floating rate equivalent to an indexed rate depending on the type of borrowing and a basis point spread based on The Hartford's credit rating and will mature no later than March 29, 2023. Letters of credit issued from the Credit Facility bear a fee based on The Hartford's credit rating and expire no later than March 29, 2024. The Credit Facility requires the Company to maintain a minimum consolidated net worth excluding AOCI of $9 billion, limit the ratio of senior debt to capitalization, excluding AOCI, at 35% and meet other customary covenants. The Credit Facility is for general corporate purposes.

~~As of September 30, 2018, no borrowings were outstanding and~~

~~$3 in letters of credit were issued under the Credit Facility and the Company was in compliance with all financial covenants.~~

~~Commercial Paper~~

As of September 30, 2018, the Hartford's maximum borrowings available under its commercial paper program was $750 and there was no commercial paper outstanding. The Company is dependent upon market conditions to access short-term financing through the issuance of commercial paper to investors. On July 19, 2018, the Board of Directors revised the Company's commercial paper issuance authorization from $1 billion to $750 to align the program with the Company's $750 five year revolving credit facility which became effective on June 11, 2018.

~~Collateralized Advances with Federal Home Loan Bank of Boston~~

In August 2018, the Company’s subsidiaries, Hartford Fire Insurance Company (“Hartford Fire”) and Hartford Life and Accident Insurance Company (“HLA”), became members of the Federal Home Loan Bank of Boston (“FHLBB”). Membership allows these subsidiaries access to collateralized advances, which may be short- or long-term with fixed or variable rates. FHLBB membership required the purchase of member stock and requires additional member stock ownership of 3% or 4% of any amount borrowed. Acceptable forms of collateral include real estate backed fixed maturities and mortgage loans and the amount of advances that can be taken is limited to a percentage of the fair value on the date of the assets that ranges from a high of 97% for US government-backed fixed maturities maturing within 3 years to a low of 40% for A-rated commercial mortgage-backed fixed maturities maturing in 5 years or more. In its consolidated balance sheets, The Hartford would present the liability for advances taken based on use of the funds with advances for general corporate purposes presented in short- or long-term debt and advances to earn incremental investment income presented in other liabilities, consistent with other collateralized financing transactions such as securities lending and repurchase agreements. The Connecticut Department of Insurance (“CTDOI”) permits Hartford Fire and HLA to pledge up to $1.3 billion and $0.5 billion in qualifying assets, respectively, without prior approval, to secure FHLBB advances in 2018. The pledge limit is determined annually based on statutory admitted assets and capital and surplus of Hartford Fire and HLA, respectively. As of September 30, 2018, there were no advances outstanding under the FHLBB facility.grant.

Uncertain Tax Positions



Rollforward of Unrecognized Tax Benefits
	Three Months Ended March 31,
	2019		2018
Balance, beginning of period	$	14	$	9
Gross increases - tax positions in prior period	—		—
Gross decreases - tax positions in prior period	—		—
Balance, end of period	$	14	$	9

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~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~12. Income Taxes~~

Income Tax Rate Reconciliation
Three Months Ended September 30, Nine Months Ended September 30,
2018 2017 2018 2017
Tax provision at U.S. federal statutory rate [1] $ 112
$ 64
$ 333
$ 105
Tax-exempt interest (16 ) (31 ) (50 ) (91 )
Executive compensation 1
—
8
—
Stock-based compensation (3 ) (4 ) (5 ) (12 )
Tax Reform 11
—
13
—
Other (2 ) 7
(2 ) 3
Provision for income taxes $ 103
$ 36
$ 297
$ 5

~~[1]Due to the passage of Tax Reform on December 22, 2017, current and prior period federal statutory rates are reflected at 21% and 35% respectively.~~

Rollforward of Unrecognized Tax Benefits
Three Months Ended September 30, Nine Months Ended September 30,
2018 2017 2018 2017
Balance, beginning of period $ 9
$ 12
$ 9
$ 12
Gross increases - tax positions in prior period 5
—
5
—
Gross decreases - tax positions in prior period —
—
—
—
Balance, end of period $ 14
$ 12
$ 14
$ 12

~~The Company's unrecognized tax benefits were increased by $5 for the three and nine months ended September 30, 2018 due to the filing of the Company's 2017 federal income tax return.~~

The entire amount of unrecognized tax benefits, if recognized, would affect the effective tax rate in the period of the release. In addition, for the three and nine months ended September 30, 2018 the Company recorded a receivable of $5 related to a tax indemnification agreement associated with the sale of Talcott Resolution. The receivable is separate from the tax liability and is classified as an other asset on the balance sheet.

For the three and nine months ended September 30, 2018, the Company recorded income tax expenses of $11 and $13, respectively, related to tax reform due to the filing of the Company's 2017 federal income tax return and finalization of the opening balance sheet for the Aetna Group Benefits acquisition as a lower corporate income tax rate (post acquisition) reduced the value of net deferred tax assets that were adjusted during the measurement period.Other Tax Matters

The federal audits have been completed through 2013, and the Company is not currently under examination for any open years. Management believes that adequate provision has been made in the consolidated financial statements for any potential adjustments that may result from tax examinations and other tax-related matters for all open tax years.

The Company classifies interest and penalties (if applicable) as income tax expense in the consolidated financial statements. The Company recognized no interest expense for the three and nine months ended September 30, 2018 and 2017. The Company had no interest payable as of September 30, 2018 and 2017. The Company does not believe it would be subject to any penalties in any open tax years and, therefore, has not recorded any accrual for penalties.

Net deferred income taxes include the future tax benefits associated with the net operating loss carryover, foreign tax credit carryover and general business credit carryforward as shown in the table below.

Future Tax Benefits
As of
September 30, 2018 Expiration
Carryover amount Expected tax benefit, gross Dates Amount
Net operating loss carryover - U.S. $ 2,814
$ 591
2023 - 2036 $ 2,814
Net operating loss carryover - foreign $ 4
$ —
No expiration $ 4
Foreign tax credit carryover $ 5
$ 5
2023 - 2024 $ 5
General business credit carryover $ 4
$ 4
2031 - 2037 $ 4

~~Net Operating Loss Carryover~~

U.S. Net Operating Losses ("NOLs") reflected above arose in taxable years prior to 2017 and are still subject to prior tax law which allows for carryback and limits the period over which carryforwards may be used to offset taxable income as shown in the above table. Utilization of the Company's loss carryovers is dependent upon the generation of sufficient future taxable

income. Given the expected earnings of the Company going forward, including earnings of its property and casualty, group benefits and mutual fund businesses, the Company expects to generate sufficient taxable income in the future to utilize its net operating loss carryover. Although the Company projects there will be sufficient future taxable income to fully recover the remainder of the loss carryover, the Company's estimate of the likely realization may change over time.

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~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~12. Income Taxes~~ ~~(continued)~~

~~Tax Credit Carryovers~~

~~Foreign Tax Credits and General Business Credits-~~ These credits are available to offset regular federal income taxes from future taxable income. The use of these credits prior to expiration depends on the generation of sufficient taxable income to first utilize all U.S. net operating loss carryovers. However, the Company has purchased certain investments which allow for utilization of the foreign tax credits without first using the net operating loss carryover. Consequently, the Company believes it is more likely than not the foreign tax credit carryover will be fully realized. Accordingly, no valuation allowance has been provided.

~~Alternative Minimum Tax Credit Carryovers-~~ As of ~~September 30, 2018,~~March 31, 2019 the Company had alternative minimum tax (AMT) credit ~~(AMT)~~ carryovers ~~net~~ of ~~a sequestration fee payable, of $789,~~$839 which are reflected as a current income tax ~~receivables~~receivable within ~~Other Assets~~other assets in the accompanying condensed consolidated balance sheet. For the three and nine months ended September 30, 2018, the Company recorded a decrease in the AMT of $4 due to the filing of the 2017 federal income tax return as well as filings of the 2014, 2015 and 2016 amended federal income tax returns.Condensed Consolidated Balance Sheets. AMT credits may be used to offset a regular tax liability for any taxable year beginning after December 31, 2017, and are refundable at an amount equal to 50 percent of the excess of the minimum tax credit for the taxable year over the amount of ~~the~~ credit allowable for the year against regular tax liability. Any remaining credits not used against regular tax liability are refundable in the 2021 tax year to be ~~collected~~realized in 2022. ~~The sequestration fee applies to refunds of AMT credits but does not apply if those credits are used against~~For the three months ended March 31, 2019, the Company offset $2 regular tax ~~liability. As~~liability with AMT credits. Included within net deferred income taxes in the accompanying Condensed Consolidated Balance Sheet are $459 of ~~September 30, 2018,~~future tax benefits associated with the Company's ~~AMT credit carryover was~~U.S. net ~~of an estimated sequestration fee payable of $52, but~~operating loss ("NOL") carryovers. Although the ~~amount of the fee that is ultimately payable is subject to change depending on the level and timing of~~Company projects there will be sufficient future taxable income to fully recover the remainder of the NOL carryover, the Company's estimate of the likely realization may change over time. NOL carryovers, if unused, would expire between 2026 and 2036.

The federal audits have been completed through 2013, and the Company is not currently under examination for any ~~subsequent changes~~open years. Management believes that adequate provision has been made in the ~~sequestration rate. For~~condensed consolidated financial statements for any potential adjustments that may result from tax examinations and other tax-related matters for all open tax years.

The Company classifies interest and penalties (if applicable) as income tax expense in the condensed consolidated financial statements. The Company recognized no interest expense for the three ~~and nine~~ months ended ~~September 30, 2018, the~~March 31, 2019 and 2018. The Company had no interest payable as of March 31, 2019 and 2018. The Company does not believe it would be subject to any penalties in any open tax years and, therefore, has not recorded ~~income tax benefits of $0 and $3, respectively, related to the reduction of the sequestration rate from 6.6 percent to 6.2 percent.~~any accrual for penalties.

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~13. Commitments and Contingencies~~

11. COMMITMENTS AND CONTINGENCIES

Management evaluates each contingent matter separately. A loss is recorded if probable and reasonably estimable. Management establishes liabilities for these contingencies at its “best estimate,” or, if no one number within the range of possible losses is more probable than any other, the Company records an estimated liability at the low end of the range of losses.

Litigation

under the caption “Asbestos and Environmental Claims,” management expects that the ultimate liability, if any, with respect to such ordinary-course claims litigation, after consideration of provisions made for potential losses and costs of defense, will not be material to the consolidated financial condition, results of operations or cash flows of The Hartford.

The Hartford is also involved in other kinds of legal actions, some of which assert claims for substantial amounts. InThese actions include, among others, and in addition to the ~~matter described below, these actions include~~matters in the following discussion, putative state and federal class actions seeking certification of a state or national class. Such putative class actions have alleged, for example, underpayment of claims or improper ~~sales or~~ underwriting practices in connection with various kinds of insurance policies, such as personal and commercial automobile, property, disability, life and inland marine. The

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Hartford also is involved in individual actions in which punitive damages are sought, such as claims alleging bad faith in the handling of insurance claims or other allegedly unfair or improper business practices. Like many other insurers, The Hartford also has been joined in actions by asbestos plaintiffs asserting, among other things, that insurers had a duty to protect the public from the dangers of asbestos and that insurers committed unfair trade practices by asserting defenses on behalf of their policyholders in the underlying asbestos cases. Management expects that the ultimate liability, if any, with respect to such lawsuits, after consideration of provisions made for estimated losses, will not be material to the consolidated financial condition of The Hartford. Nonetheless, given the large or indeterminate amounts sought in certain of these actions, and the inherent unpredictability of litigation, the outcome in certain matters could, from time to time, have a material adverse effect on the ~~Company’s~~Company's results of operations or cash flows in particular quarterly or annual periods.

~~Mutual Funds Litigation~~ — In February 2011, a derivative action was brought on behalf of six Hartford retail mutual funds in the United States District Court for the District of New Jersey, alleging that Hartford Investment Financial Services, LLC (“HIFSCO”), an indirect subsidiary of the Company, received excessive advisory and distribution fees in violation of its statutory fiduciary duty under Section 36(b) of the Investment Company Act of 1940. During the course of the litigation, the claims regarding distribution fees were dismissed without prejudice, the lineup of funds as plaintiffs changed several times, and the plaintiffs added as a defendant Hartford Funds Management Company (“HFMC”), an indirect subsidiary of the

Company that assumed the role of advisor to the funds as of January 2013. In June 2015, HFMC and HIFSCO moved for summary judgment, and plaintiffs cross-moved for partial summary judgment with respect to one fund. In March 2016, the court denied the plaintiff's motion, and granted summary judgment for HIFSCO and HFMC with respect to one fund, leaving six funds as plaintiffs: The Hartford Balanced Fund, The Hartford Capital Appreciation Fund, The Hartford Floating Rate Fund, The Hartford Growth Opportunities Fund, The Hartford Healthcare Fund, and The Hartford Inflation Plus Fund. A bench trial on the issue of liability was held in November 2016. In February 2017, the court granted judgment for HIFSCO and HFMC as to all claims. Plaintiffs appealed. In August 2018, the judgment was affirmed by the United States Court of Appeals for the Third Circuit. Although plaintiffs may still seek review by the United States Supreme Court, management believes that the possibility of a material adverse outcome in this matter is remote.

Asbestos and Environmental Claims–The Company continues to receive asbestos and environmental ("A&E") claims. Asbestos claims relate primarily to bodily injuries asserted by people who came in contact with asbestos or products containing asbestos. Environmental claims relate primarily to pollution and related clean-up costs.

The Company wrote several different categories of insurance contracts that may cover A&E claims. First, the Company wrote primary policies providing the first layer of coverage in an insured’s liability program. Second, the Company wrote excess and umbrella policies providing higher layers of coverage for losses that exhaust the limits of underlying coverage. Third, the Company acted as a reinsurer assuming a portion of those risks assumed by other insurers writing primary, excess, umbrella and reinsurance coverages. Fourth, subsidiaries of the Company participated in the London Market, writing both direct insurance and assumed reinsurance business.

Significant uncertainty limits the ability of insurers and reinsurers to estimate the ultimate reserves necessary for unpaid gross losses and expenses related to environmental and particularly asbestos claims. The degree of variability of gross reserve estimates for these exposures is significantly greater than for other more traditional exposures.

In the case of the reserves for asbestos exposures, factors contributing to the high degree of uncertainty include inadequate loss development patterns, plaintiffs’ expanding theories of liability, the risks inherent in major litigation, and inconsistent emerging legal doctrines. Furthermore, over time, insurers, including the Company, have experienced significant changes in the rate at which asbestos claims are brought, the claims experience of particular insureds, and the value of claims, making predictions of future exposure from past experience uncertain. Plaintiffs and insureds also have sought to use bankruptcy proceedings, including “pre-packaged” bankruptcies, to accelerate and increase loss payments by insurers. In addition, some policyholders have asserted new classes of claims for coverages to which an aggregate limit of liability may not apply. Further uncertainties include insolvencies of other carriers and unanticipated developments pertaining to the Company’s ability to recover reinsurance for A&E claims. Management believes these issues are not likely to be resolved in the near future.

In the case of the reserves for environmental exposures, factors contributing to the high degree of uncertainty include expanding

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~13. Commitments and Contingencies~~ ~~(continued)~~

theories of liability and damages, the risks inherent in major litigation, inconsistent decisions concerning the existence and scope of coverage for environmental claims, and uncertainty as to the monetary amount being sought by the claimant from the insured.

The reporting pattern for assumed reinsurance claims, including those related to A&E claims, is much longer than for direct claims. In many instances, it takes months or years to determine that the policyholder’s own obligations have been met and how the reinsurance in question may apply to such claims. The delay in reporting reinsurance claims and exposures adds to the uncertainty of estimating the related reserves.

It is also not possible to predict changes in the legal and legislative environment and their effect on the future development of A&E claims.

Given the factors described above, the Company believes the actuarial tools and other techniques it employs to estimate the ultimate cost of claims for more traditional kinds of insurance exposure are less precise in estimating reserves for A&E exposures. For this reason, the Company principally relies on exposure-based analysis to estimate the ultimate costs of these claims, both gross and net of reinsurance, and regularly evaluates new account information in assessing its potential A&E exposures. The Company supplements this exposure-based analysis with evaluations of the Company’s historical direct net loss and expense paid and reported experience, and net loss and expense paid and reported experience by calendar and/or report year, to assess any emerging trends, fluctuations or characteristics suggested by the aggregate paid and reported activity.

While the Company believes that its current A&E reserves are appropriate, significant uncertainties limit the ability of insurers and reinsurers to estimate the ultimate reserves necessary for unpaid losses and related expenses. The ultimate liabilities, thus, could exceed the currently recorded reserves, and any such additional liability, while not estimable now, could be material to The Hartford’s consolidated operating results and liquidity.

As of ~~September 30, 2018,~~March 31, 2019, the Company reported ~~$1.1~~$1.0 billion of net asbestos reserves and ~~$214~~$196 of net environmental reserves. While the Company believes that its current A&E reserves are appropriate, significant uncertainties limit our ability to estimate the ultimate reserves necessary for unpaid losses and related expenses. The ultimate liabilities, thus, could exceed the currently recorded reserves, and any such additional liability, while not reasonably estimable now, could be material to The Hartford's consolidated operating results and liquidity.

Effective December 31, 2016, the Company entered into an A&E adverse development cover ("ADC") reinsurance agreement with ~~National Indemnity Company ("NICO"), a subsidiary of Berkshire Hathaway Inc.,~~NICO to reduce uncertainty about potential adverse development of A&E reserves. Under the ADC, the Company paid a reinsurance premium of $650 for NICO to assume adverse net loss and allocated loss adjustment expense reserve development up to $1.5 billion above the Company’s existing net A&E reserves as of December 31, 2016 of approximately $1.7 billion. The $650 reinsurance premium was placed in a collateral trust account as security for NICO’s claim payment obligations to the Company.

Under retroactive reinsurance accounting, net adverse A&E reserve development after December 31, 2016 will result in an offsetting reinsurance recoverable up to the $1.5 billion limit. Cumulative ceded losses up to the $650 reinsurance premium

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

paid are recognized as a dollar-for-dollar offset to direct losses incurred. Cumulative ceded losses exceeding the $650 reinsurance premium paid would result in a deferred gain. The deferred gain would be recognized over the claim settlement period in the proportion of the amount of cumulative ceded losses collected from the reinsurer to the estimated ultimate reinsurance recoveries. Consequently, until periods when the deferred gain is recognized as a benefit to earnings, cumulative adverse development of A&E claims after December 31, 2016 in excess of $650 may result in significant charges against earnings. Furthermore, cumulative adverse development of A&E claims could ultimately exceed the $1.5 billion treaty limit in which case any adverse development in excess of the treaty limit would be absorbed as a charge to earnings by the Company. In these scenarios, the effect of these ~~changes~~charges could be material to the Company’s consolidated operating results and liquidity. As of ~~September 30, 2018,~~March 31, 2019, the Company has incurred $~~285~~523 in cumulative adverse development on A&E reserves that have been ceded under the ADC treaty with NICO, leaving approximately ~~$1.2 billion~~$977 of coverage available for future adverse net reserve development, if any.

Derivative Commitments

counterparties to the derivative agreements could demand immediate and ongoing full collateralization and in certain instances enable the counterparties to terminate the agreements and demand immediate settlement of all outstanding derivative positions traded under each impacted bilateral agreement. The settlement amount is determined by netting the derivative positions transacted under each agreement. If the termination rights were to be exercised by the counterparties, it could impact the legal entity’s ability to conduct hedging activities by increasing the associated costs and decreasing the willingness of counterparties to transact with the legal entity. The aggregate fair value of all derivative instruments with credit-risk-related contingent features that are in a net liability position as of ~~September 30, 2018~~March 31, 2019 was $6968. For this $68, ~~of which~~ the legal entities have posted collateral of $6861 in the normal course of business. Based on derivative market values as of ~~September 30, 2018~~March 31, 2019, a downgrade of one level below the current financial strength ~~rates~~ratings by either Moody's or S&P would not require additional assets to be posted as collateral. Based on derivative market values as of ~~September 30, 2018~~March 31, 2019, a downgrade of two levels below the current financial strength ratings by either Moody's or S&P would require an additional $8 of assets to be posted as collateral. These collateral amounts could change as derivative market values change, as a result of changes in our hedging activities or to the extent changes in contractual terms are negotiated. The nature of the collateral that we post, if required, is primarily in the form of U.S. Treasury bills, U.S. Treasury notes and government agency securities.

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~14. Equity~~

12. EQUITY

Capital Purchase Program ("CPP") Warrants

As of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, respectively, the Company has ~~2.1~~1.0 million and ~~2.2~~1.9 million of CPP warrants outstanding and exercisable. The CPP warrants were issued in 2009 as part of a program established by the U.S. Department of the Treasury under the Emergency Economic Stabilization Act of 2008. The CPP warrants expire in June 2019.

CPP warrant exercises were ~~0.1~~0.9 million and ~~0.6~~0.1 million for the three months ended ~~September 30,~~March 31, 2019 and 2018, ~~and 2017,~~ respectively. ~~CPP warrant exercises were 0.2 million and 1.7 million for the nine months ended September 30, 2018 and 2017, respectively.~~

The declaration of common stock dividends by the Company in excess of a threshold triggers a provision in the Company's

warrant agreement with The Bank of New York Mellon resulting in adjustments to the CPP warrant exercise ~~price.~~price and the number of shares deliverable for each warrant exercised (the “Warrant Share Number”). Accordingly, the declaration of a common stock dividend during the three months ended ~~September 30, 2018~~March 31, 2019 resulted in an adjustment to the CPP warrant exercise price. The CPP warrant exercise price was ~~$8.886~~$8.791 as of ~~September 30, 2018~~March 31, 2019 and ~~$8.999~~

$8.836 as of December 31, ~~2017.~~2018 and the Warrant Share Number was 1.1 as of March 31, 2019 and December 31, 2018. The exercise price will be settled by the Company withholding the number of common shares issuable upon exercise of the warrants equal to the value of the aggregate exercise price of the warrants so exercised determined by reference to the closing price of the Company's common stock on the trading day on which the warrants are exercised and notice is delivered to the warrant agent.

Equity Repurchase Program

~~The~~In February, 2019, the Company ~~does not currently have an~~announced a $1.0 billion share repurchase authorization by the Board of Directors which is effective through December 31, 2020. Based on projected holding company resources, the Company expects to use a portion of the authorization in 2019 but anticipates using the majority of the program in 2020. Any repurchase of shares under the equity repurchase ~~authorization in 2018.~~program is dependent on market conditions and other factors. During the three months ended March 31, 2019, no common shares were repurchased.

5439

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THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~15. Changes In and Reclassifications From Accumulated Other Comprehensive Income (Loss)~~

13. CHANGES IN AND RECLASSIFICATIONS FROM ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)



Changes in AOCI, Net of Tax for the Three Months Ended March 31, 2019
	Changes in
	Net Unrealized Gain on Securities			OTTI Losses in OCI			Net Gain on Cash Flow Hedging Instruments			Foreign Currency Translation Adjustments		Pension and Other Postretirement Plan Adjustments			AOCI, net of tax
Beginning balance	$	24		$	(4	)	$	(5	)	$	30	$	(1,624	)	$	(1,579	)
OCI before reclassifications	696			1			6			1		(1		)	703
Amounts reclassified from AOCI	(17		)	—			(1		)	—		9			(9		)
OCI, net of tax	679			1			5			1		8			694
Ending balance	$	703		$	(3	)	$	—		$	31	$	(1,616	)	$	(885	)



Reclassifications from AOCI
	Three Months Ended March 31, 2019			Affected Line Item in the Condensed Consolidated Statement of Operations
Net Unrealized Gain on Securities
Available-for-sale securities	$	21		Net realized capital gains (losses)
	21			Total before tax
	4			Income tax expense
	$	17		Net income
Net Gains on Cash Flow Hedging Instruments
Foreign currency swaps	1			Net investment income
	1			Total before tax
	—			Income tax expense
	$	1		Net income
Pension and Other Postretirement Plan Adjustments
Amortization of prior service credit	$	1		Insurance operating costs and other expenses
Amortization of actuarial loss	(12		)	Insurance operating costs and other expenses
	(11		)	Total before tax
	(2		)	Income tax expense
	$	(9	)	Net income
Total amounts reclassified from AOCI	$	9		Net income

Changes in AOCI, Net of Tax for the Three Months Ended September 30, 2018
Changes in
Net Unrealized Gain on Securities OTTI Losses in OCI Net Gain on Cash Flow Hedging Instruments Foreign Currency Translation Adjustments Pension and Other Postretirement Plan Adjustments AOCI, net of tax
Beginning balance $ 211
$ (3 ) $ (12 ) $ 33
$ (1,582 ) $ (1,353 )
OCI before reclassifications (183 ) (1 ) 1
1
1
(181 )
Amounts reclassified from AOCI 12
—
(6 ) —
9
15
OCI, net of tax (171 ) (1 ) (5 ) 1
10
(166 )
Ending balance $ 40
$ (4 ) $ (17 ) $ 34
$ (1,572 ) $ (1,519 )

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Changes in AOCI, Net of Tax for the Nine Months Ended September 30, 2018
Changes in
Net Unrealized Gain on Securities OTTI Losses in OCI Net Gain on Cash Flow Hedging Instruments Foreign Currency Translation Adjustments Pension and Other Postretirement Plan Adjustments AOCI, net of tax
Beginning balance $ 1,931
$ (3 ) $ 18
$ 34
$ (1,317 ) $ 663
Cumulative effect of accounting changes, net of tax [1] 273
—
2
4
(284 ) (5 )
Adjusted balance, beginning of period 2,204
(3 ) 20
38
(1,601 ) 658
OCI before reclassifications [2] (2,213 ) —
(12 ) (4 ) —
(2,229 )
Amounts reclassified from AOCI 49
(1 ) (25 ) —
29
52
OCI, net of tax (2,164 ) (1 ) (37 ) (4 ) 29
(2,177 )
Ending balance $ 40
$ (4 ) $ (17 ) $ 34
$ (1,572 ) $ (1,519 )



Changes in AOCI, Net of Tax for the Three Months Ended March 31, 2018
	Changes in
	Net Unrealized Loss on Securities			OTTI Losses in OCI			Net Gain on Cash Flow Hedging Instruments			Foreign Currency Translation Adjustments			Pension and Other Postretirement Plan Adjustments			AOCI, net of tax
Beginning balance	$	1,931		$	(3	)	$	18		$	34		$	(1,317	)	$	663
Cumulative effect of accounting changes, net of tax [1]	273			—			2			4			(284		)	(5		)
Adjusted balance, beginning of period	2,204			(3		)	20			38			(1,601		)	658
OCI before reclassifications	(882		)	(2		)	(31		)	(6		)	1			(920		)
Amounts reclassified from AOCI	27			—			(13		)	—			9			23
OCI, net of tax	(855		)	(2		)	(44		)	(6		)	10			(897		)
Ending balance	$	1,349		$	(5	)	$	(24	)	$	32		$	(1,591	)	$	(239	)

[1]Includes reclassification to retained earnings of $88 of stranded tax effects and $93 of net unrealized ~~gains. Refer~~gains, after tax, related to equity securities. For further discussion of these reclassifications, see Note 1 - Basis of Presentation and Significant Accounting Policies ~~for further information.~~

~~[2]~~of Notes to the Consolidated Financial Statements included in The ~~reduction in AOCI included the effect of removing $758 of Talcott Resolution AOCI from the balance sheet when the business was sold effective May 31, 2018.~~

Hartford's 2018 Form 10-K Annual Report.

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~



Reclassifications from AOCI
	Three Months Ended March 31, 2018			Affected Line Item in the Condensed Consolidated Statement of Operations
Net Unrealized Loss on Securities
Available-for-sale securities	$	(38	)	Net realized capital gains (losses)
	(38		)	Total before tax
	(8		)	Income tax expense
	3			Income from discontinued operations, net of tax
	$	(27	)	Net income
Net Gains on Cash Flow Hedging Instruments
Interest rate swaps	$	1		Net realized capital gains (losses)
Interest rate swaps	8			Net investment income
	9			Total before tax
	2			Income tax expense
	6			Income from discontinued operations, net of tax
	$	13		Net income
Pension and Other Postretirement Plan Adjustments
Amortization of prior service credit	$	1		Insurance operating costs and other expenses
Amortization of actuarial loss	(13		)	Insurance operating costs and other expenses
	(12		)	Total before tax
	(3		)	Income tax expense
	$	(9	)	Net income
Total amounts reclassified from AOCI	$	(23	)	Net income

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~15. Changes In and Reclassifications From Accumulated Other Comprehensive Income (Loss)~~ ~~(continued)~~

Reclassifications from AOCI
Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Affected Line Item in the Condensed Consolidated Statement of Operations
Net Unrealized Gain on Securities
Available-for-sale securities $ (15 ) $ (59 ) Net realized capital gains
(15 ) (59 ) Total before tax
(3 ) (12 ) Income tax expense
—
(2 ) Income from discontinued operations, net of tax
$ (12 ) $ (49 ) Net income
OTTI Losses in OCI
Other than temporary impairments $ —
$ —
Net realized capital gains
—
—
Total before tax
—
—
Income tax expense
$ —
$ 1
Income from discontinued operations, net of tax
$ —
$ 1
Net income
Net Gains on Cash Flow Hedging Instruments
Interest rate swaps $ —
$ 1
Net realized capital gains
Interest rate swaps 7
24
Net investment income
7
25
Total before tax
1
5
Income tax expense
$ —
$ 5
Income from discontinued operations, net of tax
$ 6
$ 25
Net income
Pension and Other Postretirement Plan Adjustments
Amortization of prior service credit $ 2
$ 5
Insurance operating costs and other expenses
Amortization of actuarial loss (14 ) (42 ) Insurance operating costs and other expenses
(12 ) (37 ) Total before tax
(3 ) (8 ) Income tax expense
$ (9 ) $ (29 ) Net income
Total amounts reclassified from AOCI $ (15 ) $ (52 ) Net income

Changes in AOCI, Net of Tax for the Three Months Ended September 30, 2017
Changes in
Net Unrealized Gain on Securities OTTI Losses in OCI Net Gain on Cash Flow Hedging Instruments Foreign Currency Translation Adjustments Pension and Other Postretirement Plan Adjustments AOCI, net of tax
Beginning balance $ 1,755
$ (3 ) $ 57
$ 13
$ (1,328 ) $ 494
OCI before reclassifications 119
(1 ) (2 ) 14
1
131
Amounts reclassified from AOCI (34 ) —
(12 ) —
6
(40 )
OCI, net of tax 85
(1 ) (14 ) 14
7
91
Ending balance $ 1,840
$ (4 ) $ 43
$ 27
$ (1,321 ) $ 585

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~15. Changes In and Reclassifications From Accumulated Other Comprehensive Income (Loss)~~ ~~(continued)~~

Changes in AOCI, Net of Tax for the Nine Months Ended September 30, 2017
Changes in
Net Unrealized Gain on Securities OTTI Losses in OCI Net Gain on Cash Flow Hedging Instruments Foreign Currency Translation Adjustments Pension and Other Postretirement Plan Adjustments AOCI, net of tax
Beginning balance $ 1,276
$ (3 ) $ 76
$ 6
$ (1,692 ) $ (337 )
OCI before reclassifications 683
(1 ) 7
21
(144 ) 566
Amounts reclassified from AOCI (119 ) —
(40 ) —
515
356
OCI, net of tax 564
(1 ) (33 ) 21
371
922
Ending balance $ 1,840
$ (4 ) $ 43
$ 27
$ (1,321 ) $ 585

Reclassifications from AOCI
Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017 Affected Line Item in the Condensed Consolidated Statement of Operations
Net Unrealized Gain on Securities
Available-for-sale securities $ 32
$ 102
Net realized capital gains
32
102
Total before tax
11
36
Income tax expense
13
53
Income from discontinued operations, net of tax
$ 34
$ 119
Net income
Net Gains on Cash Flow Hedging Instruments
Interest rate swaps $ —
$ 5
Net realized capital gains
Interest rate swaps 8
27
Net investment income
8
32
Total before tax
3
11
Income tax expense
7
19
Income from discontinued operations, net of tax
$ 12
$ 40
Net income
Pension and Other Postretirement Plan Adjustments
Amortization of prior service credit $ 2
$ —
Insurance operating costs and other expenses
Amortization of actuarial loss (12 ) (45 ) Insurance operating costs and other expenses
Settlement loss —
(747 ) Insurance operating costs and other expenses
(10 ) (792 ) Total before tax
(4 ) (277 ) Income tax expense
$ (6 ) $ (515 ) Net income
Total amounts reclassified from AOCI $ 40
$ (356 ) Net income

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~16. Employee Benefit Plans~~

14. EMPLOYEE BENEFIT PLANS

The Company’s employee benefit plans are described in Note 18 - Employee Benefit Plans of Notes to Consolidated Financial

Statements included in The Hartford’s ~~2017~~2018 Annual Report on Form 10-K. ~~The Company made a contribution of $101 in September 2018 to the U.S. qualified defined benefit pension plan.~~

Net Periodic Benefit
Pension Benefits
Other
Postretirement
Benefits
Three Months Ended September 30, Three Months Ended September 30,
2018 2017 2018 2017
Service cost $ 1
$ 1
$ —
$ —
Interest cost 36
36
1
2
Expected return on plan assets (57 ) (55 ) (2 ) (2 )
Amortization of prior service credit —
—
(2 ) (2 )
Amortization of actuarial loss 12
11
2
1
Settlements —
—
—
—
Net periodic benefit $ (8 ) $ (7 ) $ (1 ) $ (1 )

Net Periodic Cost (Benefit)
Pension Benefits Other Postretirement Benefits
Nine months ended September 30, Nine months ended September 30,
2018 2017 2018 2017
Service cost $ 3
$ 3
$ —
$ 6
Interest cost 107
134
4
(6 )
Expected return on plan assets (172 ) (214 ) (5 ) (5 )
Amortization of prior service credit —
—
(5 ) —
Amortization of actuarial loss 37
41
5
4
Settlements —
750
—
—
Net periodic cost (benefit) $ (25 ) $ 714
$ (1 ) $ (1 )

5841

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~17. Stock Compensation Plans~~

In the second quarter of 2018, The Hartford modified the terms of the portion of its outstanding 2016 and 2017 performance share awards that are based on actual versus targeted return on equity over the performance period. The modification eliminated the benefit to return on equity that arose from the charge against earnings in 2017 driven by the effect of the lower corporate income tax rate on the carrying value of net deferred tax assets. This modification had no impact on compensation cost recognized over the vesting period since compensation cost based on the original performance share conditions is projected to be higher than what the cost would be based on the performance share conditions as modified.



Net Periodic Cost (Benefit)
	Pension Benefits						Other Postretirement Benefits
	Three Months Ended March 31,						Three Months Ended March 31,
	2019			2018			2019			2018
Service cost	$	1		$	1		$	—		$	—
Interest cost	39			35			2			2
Expected return on plan assets	(57		)	(56		)	(1		)	(2		)
Amortization of prior service credit	—			—			(1		)	(1		)
Amortization of actuarial loss	11			12			1			1
Net periodic cost (benefit)	$	(6	)	$	(8	)	$	1		$	—

15. LEASES

The Hartford has operating leases for real estate and equipment. The right-of-use asset as of March 31, 2019 was $157 and is included in property and equipment, net, in the Condensed Consolidated Balance Sheet. The lease liability as of March 31, 2019 was $167 and is included in other liabilities in the Condensed Consolidated Balance Sheet. Variable lease costs include changes in interest rates on variable rate leases primarily for automobiles.

Components of Lease Expense



	Three Months Ended March 31,
	2019
Operating lease cost	$	11
Short-term lease cost	1
Variable lease cost	—
Sublease income	(1		)
Total lease costs included in insurance operating costs and other expenses	$	11

Supplemental Operating Lease Information



	Three Months Ended March 31,
	2019
Operating cash flows for operating leases	$	10
Weighted-average remaining lease term for operating leases	6
Weighted-average discount rate for operating leases	3.7		%

Future Minimum Lease Payments



	As of March 31, 2019
2019	$	32
2020	40
2021	30
2022	25
2023	22
Thereafter	52
Total future minimum lease payments	201
Less: Discount on lease payments to present value	34
Total lease liability	$	167

Table of Contents

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

~~18. Business Dispositions and Discontinued Operations~~

16. BUSINESS DISPOSITION AND DISCONTINUED OPERATIONS

~~Discontinued Operations~~

Sale of life and annuity ~~run-off~~ business

On May 31, 2018, the Company’s wholly-owned subsidiary, Hartford Holdings, Inc. ~~(HHI)~~, completed the sale of its life and annuity ~~run-off~~ business to a group of investors led by Cornell Capital LLC, Atlas Merchant Capital LLC, TRB Advisors LP, Global Atlantic Financial Group, Pine Brook and J. Safra Group. Under the terms of the sale agreement signed December 3, 2017, the investor group formed a limited partnership, Hopmeadow Holdings LP, that acquired ~~Hartford Life, Inc. (HLI),~~HLI, and its life and annuity operating ~~subsidiaries, for cash of approximately $1.4 billion after a pre-closing dividend to The Hartford of $300.~~subsidiaries. The Hartford received a 9.7% ownership interest in the limited partnership valued at a cost of $164. In addition, as part of the terms of the sale agreement, The Hartford reduced its long-term debt by $142 because the debt, which was issued by HLI, was included as part of the sale. Including cash proceeds and the retained equity interest and net of transaction costs, net proceeds for the sale were approximately $1.5 billion.partnership. The life and annuity ~~run-off~~ operations met the criteria for reporting as discontinued operations and are reported in the Corporate category through the date of sale.

The Company has recognized a loss on sale within discontinued operations of approximately $3.1 billion including $3.3 billion in the fourth quarter of 2017 and a reduction in loss on sale of $202 in the first nine months of 2018. The reduction in loss on sale in 2018 primarily resulted from the reclassification to retained earnings of $193 of tax effects stranded in AOCI due to the accounting for Tax Reform and a $141 increase in estimated retained tax benefits, primarily net operating loss carryovers, partially offset by $104 of operating income from discontinued operations during the period up until the closing date and a reclassification of $10 of net unrealized capital gains from AOCI to retained earnings. See Note 1 - Adoption of New Accounting Standards within Basis of Presentation and Significant Accounting Policies, for additional information about the reclassifications from AOCI to retained earnings. The estimated amount of retained net operating loss carryovers depends on the estimated tax basis of the business sold which has increased since the date the Company entered into the sale agreement. At closing, shareholders’ equity was further reduced for the amount of AOCI of the life and annuity run-off business, which was approximately $758 largely consisting of net unrealized gains on investments, net of shadow DAC. The AOCI balance was $1 billion as of December 31, 2017.

Cash inflows and outflows from and to the life and annuity run-off business after closing were immaterial to the overall inflows and outflows the Company. Additionally, the revenues and expenses presented in continuing operations related to pre-disposal operations were immaterial.

~~The Company will manage invested assets of the life and annuity run-off business for an initial term of five years and provide transition services for up to 24 months.~~

~~The~~ Hartford reported its 9.7% ownership interest in Hopmeadow Holdings LP, ~~in other assets in the Consolidated Balance Sheet,~~ which is accounted for under the equity ~~method.~~

method, in other assets in the Condensed Consolidated Balance Sheet. The Hartford recognizes its share of income in other revenues in the Condensed Consolidated Statement of Operations on a three month delay, when financial information from the investee becomes available. The Company recognized $2$28, before tax, of income for the three ~~and nine~~ months ended ~~September 30, 2018. The post-sale period amount represents month of June 2018 results as the Company's share of net income is dependent~~March 31, 2019.

For further information on the ~~availability of financial information from the investee.~~

~~Major Classes of Assets and Liabilities Transferred to the Buyer in Connection~~sale, including ongoing transactions with the ~~Sale~~

Carrying Value
as of Closing
Carrying Value
as of 12/31/2017
Assets
Cash and investments $ 27,058
$ 30,135
Reinsurance recoverables 20,718
20,785
Loss accrual [1] (3,044 ) (3,257 )
Other assets 2,907
1,439
Separate account assets 110,773
115,834
Total assets held for sale 158,412
164,936
Liabilities
Reserve for future policy benefits and unpaid loss and loss adjustment expenses $ 14,308
$ 14,482
Other policyholder funds and benefits payable 28,680
29,228
Long-term debt 142
142
Other liabilities 2,222
2,756
Separate account liabilities 110,773
115,834
Total liabilities held for sale $ 156,125
$ 162,442


~~[1]~~	~~Represents the estimated accrued loss on sale of the Company's life and annuity run-off business.~~

~~Table of Contents~~

~~THE HARTFORD FINANCIAL SERVICES GROUP, INC.~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~18.~~life and annuity business sold, see Note 20 - Business Dispositions and Discontinued Operations ~~(continued)~~of Notes to Consolidated Financial Statements, included in The Hartford's 2018 Form 10-K Annual Report.

Reconciliation of the Major Line Items Constituting Pretax Profit (Loss) of Discontinued Operations


	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
	2018			2017			2018			2017			2018
Revenues
Earned premiums	$	—		$	27		$	39		$	97		$	27
Fee income and other	—			217			382			665			232
Net investment income	—			326			519			964			312
Net realized capital gains (losses)	4			(29		)	(68		)	(53		)
Net realized capital gains													21
Total revenues	4			541			872			1,673			592
Benefits, losses and expenses
Benefits, losses and loss adjustment expenses	—			356			535			1,036			328
Amortization of DAC	—			15			58			58			41
Insurance operating costs and other expenses [1]	(5		)	93			157			275			101
Total benefits, losses and expenses	(5		)	464			750			1,369			470
Income before income taxes	9			77			122			304			122
Income tax expense (benefit)	(7		)	(12		)	2			28
Income tax expense													15
Income from operations of discontinued operations, net of tax	16			89			120			276			107
Net realized capital gain (loss) on disposal, net of tax	(11		)	—			202			—
Net realized capital gain on disposal, net of tax													62
Income from discontinued operations, net of tax	$	5		$	89		$	322		$	276		$	169

[1]Corporate allocated overhead has been included in continuing operations.

Cash Flows from Discontinued Operations



	Three Months Ended March 31,
	2018
Net cash provided by operating activities from discontinued operations	$	267
Net cash used in investing activities from discontinued operations	$	(187	)
Net cash used in financing activities from discontinued operations	$	(340	)
Cash paid for interest	$	2

Cash flows from discontinued operations are included in the Condensed Consolidated Statement of Cash ~~Flows were as follows:~~

~~Cash Flows from Discontinued Operations~~

Nine Months Ended September 30,
2018 2017
Net cash provided by operating activities from discontinued operations $ 603
$ 612
Net cash provided by investing activities from discontinued operations $ 463
$ 266
Net cash used in financing activities from discontinued operations [1] $ (737 ) $ (595 )
Cash paid for interest $ —
$ 2

~~[1] Excludes return of capital to parent of $619 and $598 for the nine months ended September 30, 2018 and 2017, respectively.~~

Flows.

6143

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

(Dollar amounts in millions except for per share data, unless otherwise stated)

The Hartford provides projections and other forward-looking information in the following discussions, which contain many forward-looking statements, particularly relating to the Company’s future financial performance. These forward-looking statements are estimates based on information currently available to the Company, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and are subject to the cautionary statements set forth on pages 3 and 4 of this Form 10-Q. Actual results are likely to differ, and in the past have differed, materially from those forecast by the Company, depending on the outcome of various factors, including, but not limited to, those set forth in the following discussion; Part II, Item 1A, Risk Factors of this Quarterly Report on Form 10-Q; Part ~~II, Item 1A, Risk Factors in The Hartford's Quarterly Report on Form 10-Q for the quarter ended June 30, 2018; Part~~ I, Item 1A, Risk Factors in The Hartford’s ~~2017~~2018 Form 10-K Annual Report; and our other filings with the Securities and Exchange Commission. The Hartford undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future developments or otherwise.

On August 22, 2018, the Company announced it entered into a definitive agreement to acquire all outstanding common shares of The Navigators Group, Inc. ("Navigators Group"), a global specialty underwriter, for $70 a share, or ~~$2.1~~$2.2 billion in ~~cash.~~cash, including transaction expenses. The transaction is expected to close in the ~~first half~~second quarter of 2019, subject to ~~approval by Navigators Group's shareholders and other~~ customary closing conditions, including receipt of regulatory approvals. The Company signed an agreement with National Indemnity Company ("NICO"), a subsidiary of Berkshire Hathaway Inc., which, subject to regulatory approval and upon closing of the acquisition, will have Navigators Group subsidiaries enter into an aggregate excess of loss reinsurance agreement with NICO to cover unfavorable reserve development to Navigators Group reserves subject to the agreement, with limited exclusions. The reinsurance agreement will cover accident year 2018 and prior year reserves. The reinsurance agreement, provides up to $300 of coverage for potential unfavorable net loss reserve development in excess of $1.916 billion which is $100 above Navigators Group recorded reserves subject to the agreement of $1.816 billion as of December 31, 2018. The reinsurance premium for this agreement is approximately $91, before tax, or $72, after tax, which will be recorded as a charge to net income in the period the transaction closes.

On May 31, 2018, Hartford Holdings, Inc., a wholly owned subsidiary of the Company, completed the sale of the issued and outstanding equity of Hartford Life, Inc. (“HLI”), a holding company, and its life and annuity operating subsidiaries. For discussion of this transaction, see Note 1815 - Business ~~Dispositions~~Disposition and Discontinued Operations of Notes to Condensed Consolidated Financial Statements.

On February 16, 2018, The Hartford entered into a renewal rights agreement with the Farmers Exchanges, of the Farmers

Insurance Group of Companies, to acquire its Foremost-branded small commercial business sold through independent agents. Written premium from this agreement began in the third quarter of 2018.

~~On November 1, 2017,~~ ~~Hartford Life and Accident Insurance Company ("HLA"), a wholly owned subsidiary of the Company,~~ completed the acquisition of Aetna's U.S. group life and disability business through a reinsurance transaction. Aetna's U.S. group life and disability revenue and earnings since the acquisition date are included in the operating results of the Company's Group Benefits reporting segment. For discussion of this transaction, see Note 2 - Business Acquisitions of Notes to Condensed Consolidated Financial Statements.

On May 10, 2017, the Company completed the sale of its U.K. property and casualty run-off subsidiaries. The operating results of the Company's U.K. property and casualty run-off subsidiaries are included in the P&C Other Operations reporting segment. For discussion of this transaction, see Note 20 - Business Dispositions and Discontinued Operations in The Hartford's 2017 Form 10K Annual Report Notes to Consolidated Financial Statements.

Certain reclassifications have been made to historical financial information presented in Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") to conform to the current period presentation.

Distribution costs within the ~~Mutual~~Hartford Funds segment that were previously netted against fee income are presented gross in insurance operating costs and other expenses.

The Hartford defines increases or decreases greater than or equal to 200% as “NM” or not meaningful.

INDEX



Description	Page
Key Performance Measures and Ratios	6244
The Hartford's Operations	6648
Consolidated Results of Operations	51
Investment Results	53
Critical Accounting Estimates	54
Commercial Lines	62
Personal Lines	65
Property & Casualty Other Operations	69
~~Investment Results~~Group Benefits	7270
Hartford Funds	73
~~Critical Accounting Estimates~~Corporate	7475
~~Commercial~~Enterprise Risk Management ~~Lines~~	8276
~~Personal Lines~~ Capital Resources and Liquidity	86
~~Property & Casualty Other Operations~~	90
~~Group Benefits~~	91
~~Mutual Funds~~	93
~~Corporate~~	95
~~Enterprise Risk Management~~	96
~~Capital Resources and Liquidity~~	~~106~~
Impact of New Accounting Standards	~~112~~91

KEY PERFORMANCE MEASURES AND RATIOS

The Company considers the measures and ratios in the following discussion to be key performance indicators for its businesses. Management believes that these ratios and measures are useful in understanding the underlying trends in The Hartford’s businesses. However, these key performance indicators should only be used in conjunction with, and not in lieu of, the results presented in the segment discussions that follow in this MD&A. These ratios and measures may not be comparable to other performance measures used by the Company’s competitors.

6244

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

~~These ratios and measures may not be comparable to other performance measures used by the Company’s competitors.~~

Definitions of Non-GAAP and Other Measures and Ratios

Assets Under Management ("AUM")- include mutual fund and ~~Exchange-Traded Products~~exchange-traded products ("ETP") assets. AUM is a measure used by the ~~Company~~Company's Hartford Funds segment because a significant portion of the Company’s mutual fund and ETP revenues are based upon asset values. These revenues increase or decrease with a rise or fall in AUM whether caused by changes in the market or through net flows.

Book Value per Diluted Share excluding accumulated other comprehensive income ("AOCI")-is calculated based upon a non-GAAP financial measure. It is calculated by dividing (a) ~~total~~common stockholders' equity, excluding AOCI, after tax, by (b) common shares outstanding and dilutive potential common shares. Book value per diluted share is the most directly comparable U.S. GAAP ("GAAP") measure. The Company provides this measure to enable investors to analyze the amount of the Company's net worth that is primarily attributable to the Company's business operations. The Company believes it is useful to investors because it eliminates the effect of items in AOCI that can fluctuate significantly from period to period, primarily based on changes in interest rates.

Current Accident Year Catastrophe Ratio-a component of the loss and loss adjustment expense ratio, represents the ratio of catastrophe losses incurred in the current accident year (net of reinsurance) to earned premiums. A catastrophe is an event that causes $25 or more in industry insured property losses and affects a significant number of property and casualty policyholders and insurers, as defined by the Property Claim Service office of Verisk. The current accident year catastrophe ratio includes the effect of catastrophe losses, but does not include the effect of reinstatement premiums.

Combined Ratio-the sum of the loss and loss adjustment expense ratio, the expense ratio and the policyholder dividend

ratio. This ratio is a relative measurement that describes the related cost of losses and expenses for every $100 of earned premiums. A combined ratio below 100 demonstrates underwriting profit; a combined ratio above 100 demonstrates underwriting losses.

Core Earnings- a non-GAAP measure, is an important measure of the Company’s operating performance. The Company believes that core earnings provides investors with a valuable measure of the underlying performance of the Company’s businesses because it reveals trends in our insurance and financial services businesses that may be obscured by including the net effect of certain realized capital gains and losses, certain ~~restructuring and other costs,~~loss on extinguishment of debt, integration and transaction costs in connection with an acquired business, ~~pension settlements, loss on extinguishment of debt,~~ gains and losses on reinsurance transactions, income tax benefit from a reduction in deferred income tax valuation allowance, ~~impact of the Tax Cuts and Jobs Act of 2017 ("Tax Reform") on net deferred tax assets,~~ and results of discontinued operations. Some realized capital gains and losses are primarily driven by investment decisions and external economic developments, the nature and timing of which are unrelated to the insurance and underwriting aspects of our business. Accordingly, core earnings excludes the effect of all realized gains and losses that tend to be variable from period to period based on capital market conditions. The Company believes, however, that some realized capital gains and losses are integrally related to our insurance operations, so core earnings includes net realized gains and losses such as net periodic settlements on credit derivatives. These net realized gains and losses are directly related to an offsetting item included in the income statement such as net investment income. Core earnings are net of preferred stock dividends declared since they are a cost of financing more akin to interest expense on debt and are expected to be a recurring expense as long as the preferred stock is outstanding. Net income (loss) is, net income (loss) available to common stockholders and income (loss) from continuing operations, net of tax, available to common stockholders are the most directly comparable U.S. GAAP ~~measure~~measures to core earnings. Core earnings should not be considered as a substitute for net income (loss), net income (loss) available to common stockholders or income (loss) from continuing operations, net of tax, available to common stockholders and does not reflect the overall profitability of the Company’s business. Therefore, the Company believes that it is useful for investors to evaluate ~~both~~ net income (loss), net income (loss) available to common stockholders, income (loss) from continuing operations, net of tax, available to common stockholders and core earnings when reviewing the Company’s performance.

Reconciliation of Net Income to Core Earnings


	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
	2018			2017			2018			2017			2019			2018
Net income	$	432		$	234		$	1,611		$	572		$	630		$	597
Less: Net realized capital gains excluded from core earnings, before tax	37			25			57			101
Less: Loss on extinguishment of debt, before tax	—			—			(6		)	—
Less: Pension settlement, before tax	—			—			—			(750		)
Preferred stock dividends													5			—
Net income available to common stockholders													625			597
Less: Net realized capital gains (losses) excluded from core earnings, before tax													160			(30		)
Less: Integration and transaction costs associated with acquired business, before tax	(12		)	—			(35		)	—			(10		)	(12		)
Less: Income tax benefit (expense)	(16		)	(10		)	(18		)	224			(32		)	9
Less: Income from discontinued operations, after tax	5			89			322			276			—			169
Core earnings	$	418		$	130		$	1,291		$	721		$	507		$	461

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Core Earnings Margin-a non-GAAP financial measure that the Company uses to evaluate, and believes is an important measure of, the Group Benefits segment’s operating performance. Core earnings margin is calculated by dividing (a) core earnings by (b) revenues excluding buyouts and realized gains

(losses). Net income margin is the most directly comparable U.S. GAAP measure. The Company believes that core earnings margin provides investors with a valuable measure of the performance of Group Benefits because it reveals trends in the business that may be obscured by the effect of buyouts and realized gains (losses).

~~Part I - Item 2. Management's Discussion~~ on revenues or obscured by the effect on net income of realized capital gains (losses), integration costs, and ~~Analysis~~the impact of ~~Financial Condition and Results of Operations~~

Tax Reform on net deferred tax assets. Core earnings margin should not be considered as a substitute for net income margin and does not reflect the overall profitability of Group Benefits. Therefore, the Company believes it is important for investors to evaluate both net income margin and core earnings margin when reviewing performance. A reconciliation of net income margin to core earnings margin is set forth in the Results of Operations section within MD&A - Group Benefits.

Expense Ratio-for the underwriting segments of Commercial Lines and Personal Lines is the ratio of underwriting expenses less fee income, to earned premiums. Underwriting expenses include the amortization of deferred policy acquisition costs ("DAC") and insurance operating costs and expenses, including certain centralized services costs and bad debt expense. ~~Deferred policy acquisition costs~~DAC include commissions, taxes, licenses and fees and other incremental direct underwriting expenses and are amortized over the policy term.

The expense ratio for Group Benefits is expressed as the ratio of insurance operating costs and other expenses including amortization of intangibles and amortization of ~~deferred policy acquisition costs,~~DAC, to premiums and other considerations, excluding buyout premiums.

The expense ratio for Commercial Lines, Personal Lines and Group Benefits does not include integration and other transaction costs associated with an acquired business.

Fee Income-is largely driven from amounts earned as a result of contractually defined percentages of assets under management in our ~~Mutual~~Hartford Funds business. These fees are generally earned on a daily basis. Therefore, the growth in assets under management either through positive net flows or favorable market performance will have a favorable impact on fee income. Conversely, either negative net flows or unfavorable market performance will reduce fee income.

Loss and Loss Adjustment Expense Ratio-a measure of the cost of claims incurred in the calendar year divided by earned premium and includes losses and loss adjustment expenses incurred for both the current and prior accident years. Among other factors, the loss and loss adjustment expense ratio needed for the Company to achieve its targeted return on equity fluctuates from year to year based on changes in the expected investment yield over the claim settlement period, the timing of expected claim settlements and the targeted returns set by management based on the competitive environment.

The loss and loss adjustment expense ratio is affected by claim frequency and claim severity, particularly for shorter-tail property lines of business, where the emergence of claim frequency and severity is credible and likely indicative of ultimate losses. Claim frequency represents the percentage change in the

average number of reported claims per unit of exposure in the current accident year compared to that of the previous accident year. Claim severity represents the percentage change in the estimated average cost per claim in the current accident year compared to that of the previous accident year. As one of the factors used to determine pricing, the Company’s practice is to first make an overall assumption about claim frequency and severity for a given line of business and then, as part of the ~~ratemaking~~rate-making process, adjust the assumption as appropriate for the particular state, product or coverage.

Loss and Loss Adjustment Expense Ratio before Catastrophes and Prior Accident Year

Development-a measure of the cost of non-catastrophe ~~claims~~loss and loss adjustment expenses incurred in the current accident year divided by earned premiums. Management believes that the current accident year loss and loss adjustment expense ratio before catastrophes is a performance measure that is useful to investors as it removes the impact of volatile and unpredictable catastrophe losses and prior accident year development.

Loss Ratio, excluding Buyouts-utilized for the Group Benefits segment and is expressed as a ratio of benefits, losses and loss adjustment expenses to premiums and other considerations, excluding buyout premiums. Since Group Benefits occasionally buys a block of claims for a stated premium amount, the Company excludes this buyout from the loss ratio used for evaluating the profitability of the business as buyouts may distort the loss ratio. Buyout premiums represent takeover of open claim liabilities and other non-recurring premium amounts.

Mutual Fund and Exchange-Traded Product Assets-are owned by the shareholders of those products and not by the Company and, therefore, are not reflected in the Company’s consolidated financial statements except in instances where the Company seeds new investment products and holds an investment in the fund for a period of time. Mutual fund and ETP assets are a measure used by the Company primarily because a significant portion of the Company’s ~~Mutual~~Hartford Funds segment revenues are based upon asset values. These revenues increase or decrease with a rise or fall in AUM whether caused by changes in the market or through net flows.

New Business Written Premium-represents the amount of premiums charged for policies issued to customers who were not insured with the Company in the previous policy term. New business written premium plus renewal policy written premium equals total written premium.

Policies in Force- ~~represent~~ represents the number of policies with coverage in effect as of the end of the period. The number of policies in force is a growth measure used for Personal Lines and standard commercial lines within Commercial Lines and is affected by both new business growth and policy count retention.

Policy Count Retention- represents the ratio of the number of policies renewed during the period divided by the number of policies available to renew. The number of policies available to renew represents the number of policies, net of any cancellations, written in the previous policy term. Policy count retention is affected by a number of factors, including the percentage of renewal policy quotes accepted and decisions by the Company to non-renew policies because of specific policy underwriting concerns or because of a decision to reduce

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

premium writings in certain classes of business or states. Policy count retention is also affected by advertising and rate actions taken by competitors.

Policyholder Dividend Ratio- the ratio of policyholder dividends to earned premium.

Prior Accident Year Loss and Loss Adjustment Expense Ratio- represents the increase (decrease) in the estimated cost of settling catastrophe and non-catastrophe claims incurred in prior accident years as recorded in the current calendar year divided by earned premiums.

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

Reinstatement Premiums- represents additional ceded premium paid for the reinstatement of the amount of reinsurance coverage that was reduced as a result of ~~a reinsured loss recoverable by~~ the ~~Company.~~Company ceding losses to reinsurers.

Renewal Earned Price Increase (Decrease)-Written premiums are earned over the policy term, which is six months for certain Personal Lines automobile business and twelve months for substantially all of the remainder of the Company’s Property and Casualty business. Since the Company earns premiums over the six to twelve month term of the policies, renewal earned price increases (decreases) lag renewal written price increases (decreases) by six to twelve months.

Renewal Written Price Increase (Decrease)-for Commercial Lines, represents the combined effect of rate changes, amount of insurance and individual risk pricing decisions per unit of exposure on policies that renewed. For Personal Lines, renewal written price increases represent the total change in premium per policy since the prior year on those policies that renewed and includes the combined effect of rate changes, amount of insurance and other changes in exposure. For Personal Lines, other changes in exposure include, but are not limited to, the effect of changes in number of drivers, vehicles and incidents, as well as changes in customer policy elections, such as deductibles and limits. The rate component represents the change in rate filed with and approved by state regulators during the period and the amount of insurance represents the change in the value of the rating base, such as model year/vehicle symbol for automobiles, building replacement costs for property and wage inflation for workers’ compensation. A number of factors affect renewal written price increases (decreases) including expected loss costs as projected by the Company’s pricing actuaries, rate filings approved by state regulators, risk selection decisions made by the Company’s underwriters and marketplace competition. Renewal written price changes reflect the property and casualty insurance market cycle. Prices tend to increase for a particular line of business when insurance carriers have incurred significant losses in that line of business in the recent past or the industry as a whole commits less of its capital to writing exposures in that line of business. Prices tend to decrease when recent loss experience has been favorable or when competition among insurance carriers increases. Renewal written price statistics are subject to change from period to period, based on a number of factors, including changes in actuarial estimates and the effect of subsequent cancellations and non-renewals, and modifications made to better reflect ultimate pricing achieved.

Return on Assets (“ROA”), Core Earnings- a non-GAAP financial measure that the Company uses to evaluate, and believes is an important measure of the ~~Mutual~~Hartford Funds segment’s

operating performance. ROA, core earnings is calculated by dividing core earnings by a daily average AUM. ROA is the most directly comparable U.S. GAAP measure. The Company believes that ROA, core earnings, provides investors with a valuable measure of the performance of the ~~Mutual~~Hartford Funds segment because it reveals trends in our business that may be obscured by the effect of realized gains (losses). ROA, core earnings, should not be considered as a substitute for ROA and does not reflect the overall profitability of our ~~Mutual~~Hartford Funds business. Therefore, the Company believes it is important for investors to evaluate both ROA, and ROA, core earnings when reviewing the ~~Mutual~~Hartford Funds segment performance. A reconciliation of ROA to ROA, core

earnings is set forth in the Results of Operations section within MD&A - ~~Mutual~~Hartford Funds.

Underlying Combined Ratio- a non-GAAP financial measure, represents the combined ratio before catastrophes and prior accident year development. Combined ratio is the most directly comparable U.S. GAAP measure. The Company believes the underlying combined ratio is an important measure of the trend in profitability since it removes the impact of volatile and unpredictable catastrophe losses and prior accident year loss and loss adjustment expense reserve development. A reconciliation of combined ratio to underlying combined ratio is set forth in the Results of Operations section within MD&A - Commercial Lines and Personal Lines.

Underwriting Gain (Loss)-The Company's management evaluates profitability of the P&C businesses primarily on the basis of underwriting gain (loss). Underwriting gain (loss) is a before tax measure that represents earned premiums less incurred losses, loss adjustment expenses, amortization of ~~deferred policy acquisition costs,~~DAC, underwriting expenses, amortization of other intangible assets and dividends to policyholders. Underwriting gain (loss) is influenced significantly by earned premium growth and the adequacy of the Company's pricing. Underwriting profitability over time is also greatly influenced by the Company's pricing and underwriting discipline, which seeks to manage exposure to loss through favorable risk selection and diversification, its management of claims, its use of reinsurance and its ability to manage its expense ratio, which it accomplishes through economies of scale and its management of acquisition costs and other underwriting expenses. Net income (loss) is the most directly comparable GAAP measure. The Company believes that underwriting gain (loss) provides investors with a valuable measure of before tax profitability derived from underwriting activities, which are managed separately from the Company's investing activities. A reconciliation of net income (loss) to underwriting gain (loss) ~~to net income (loss) for~~is set forth in the Results of Operations section within MD&A - Commercial Lines, Personal Lines and Property & Casualty Other ~~Operations is set forth in segment sections of MD&A.~~Operations.

Written and Earned Premiums-Written premium is a statutory accounting financial measure which represents the amount of premiums charged for policies issued, net of reinsurance, during a fiscal period. Earned premium is a U.S. GAAP and statutory measure. Premiums are considered earned and are included in the financial results on a pro rata basis over the policy period. Management believes that written premium is a performance measure that is useful to investors as it reflects current trends in the Company’s sale of property and casualty insurance products. Written and earned premium are recorded net of ceded reinsurance premium.

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Traditional life and disability insurance type products, such as those sold by Group Benefits, collect premiums from policyholders in exchange for financial protection for the policyholder from a specified insurable loss, such as death or disability. These premiums together with net investment income earned are used to pay the contractual obligations under these insurance contracts. Two major factors, new sales and persistency, impact premium growth. Sales can increase or decrease in a given year based on a number of factors, including but not limited to, customer demand for the Company’s product offerings, pricing competition, distribution channels and the

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

Company’s reputation and ratings. Persistency refers to the percentage of premium remaining in-force from year-to-year.

THE HARTFORD’S OPERATIONS

Overview

The Hartford conducts business principally in five reporting segments including Commercial Lines, Personal Lines, Property & Casualty Other Operations, Group Benefits and ~~Mutual~~Hartford Funds, as well as a Corporate category. The Company includes in the Corporate category investment management fees and expenses related to managing third party business, including management of the invested assets of the Talcott Resolution life and annuity run-off business sold in the second quarter of 2018 ("Talcott Resolution"), discontinued operations related to the ~~sale of Talcott Resolution,~~life and annuity business sold in May 2018, reserves for run-off structured settlement and terminal funding agreement liabilities, capital raising activities (including debt financing and related interest expense), purchase accounting adjustments related to goodwill and other expenses not allocated to the reporting segments. Corporate also includes investment management fees and expenses related to managing third party business, including management of the invested assets of Talcott Resolution Life, Inc. and its subsidiaries ("Talcott Resolution"). Talcott Resolution is the new holding company of the life and annuity business that we sold in May 2018. In addition, Corporate includes a 9.7% ownership interest in the ~~limited partnership~~legal entity that acquired ~~Talcott Resolution.~~the life and annuity business sold.

The Company derives its revenues principally from: (a) premiums earned for insurance coverage provided to insureds; (b) management fees on mutual fund and ETP assets; (c) net investment income; (d) fees earned for services provided to third parties; and (e) net realized capital gains and ~~losses; and (f) other revenues earned from its 9.7% ownership interest in the limited partnership that owns Talcott Resolution.~~losses. Premiums charged for insurance coverage are earned principally on a pro rata basis over the terms of the related policies in-force.

The profitability of the Company's property and casualty insurance businesses over time is greatly influenced by the Company’s underwriting discipline, which seeks to manage exposure to loss through favorable risk selection and diversification, its management of claims, its use of reinsurance, the size of its in force block, actual mortality and morbidity experience, and its ability to manage its expense ratio which it accomplishes through economies of scale and its management of acquisition costs and other underwriting expenses. Pricing adequacy depends on a number of factors, including the ability to obtain regulatory approval for rate changes, proper evaluation of underwriting risks, the ability to project future loss cost frequency and severity based on historical loss experience adjusted for known trends, the Company’s response to rate actions taken by competitors, its expense levels and expectations about regulatory and legal developments. The Company seeks to price its insurance policies such that insurance premiums and

future net investment income earned on premiums received will cover underwriting expenses and the ultimate cost of paying claims reported on the policies and provide for a profit margin. For many of its insurance products, the Company is required to obtain approval for its premium rates from state insurance departments.

Similar to Property & Casualty, profitability of the Group Benefits business depends, in large part, on the ability to evaluate and price risks appropriately and make reliable estimates of mortality, morbidity, disability and longevity. To manage the pricing risk,

Group Benefits generally offers term insurance policies, allowing for the adjustment of rates or policy terms in order to minimize the adverse effect of market trends, loss costs, declining interest rates and other factors. However, as policies are typically sold with rate guarantees of up to three years, pricing for the Company’s products could prove to be inadequate if loss and expense trends emerge adversely during the rate guarantee period. For some of its products, the Company is required to obtain approval for its premium rates from state insurance departments. New and renewal business for group benefits business, particularly for long-term disability, are priced using an assumption about expected investment yields over time. While the Company employs asset-liability duration matching strategies to mitigate risk and may use interest-rate sensitive derivatives to hedge its exposure in the Group Benefits investment portfolio, cash flow patterns related to the payment of benefits and claims are uncertain and actual investment yields could differ significantly from expected investment yields, affecting profitability of the business. In addition to appropriately evaluating and pricing risks, the profitability of the Group Benefits business depends on other factors, including the Company’s response to pricing decisions and other actions taken by competitors, its ability to offer voluntary products and self-service capabilities, the persistency of its sold business and its ability to manage its expenses which it seeks to achieve through economies of scale and operating efficiencies.

The financial results of the Company’s mutual fund and ETP businesses depend largely on the amount of assets under management and the level of fees charged based, in part, on asset share class and product type. Changes in assets under management are driven by two main factors, net flows, and the market return of the funds, which isare heavily influenced by the return realized in the equity and bond markets. Net flows are comprised of new sales less redemptions by mutual fund and ETP shareholders. Financial results are highly correlated to the growth in assets under management since these products generally earn fee income on a daily basis.

The investment return, or yield, on invested assets is an important element of the Company’s earnings since insurance products are priced with the assumption that premiums received can be invested for a period of time before benefits, losses and loss adjustment expenses are paid. Due to the need to maintain sufficient liquidity to satisfy claim obligations, the majority of the Company’s invested assets have been held in available-for-sale securities, including, among other asset classes, corporate bonds, municipal bonds, government debt, short-term debt, mortgage-backed securities, asset-backed securities and collateralized loan obligations.

The primary investment objective for the Company is to maximize economic value, consistent with acceptable risk parameters, including the management of credit risk and interest rate

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

sensitivity of invested assets, while generating sufficient after tax income to meet policyholder and corporate obligations. Investment strategies are developed based on a variety of factors including business needs, regulatory requirements and tax considerations.

For further information on the Company's reporting segments refer to Part I, Item 1, Business - Reporting Segments in The Hartford’s ~~2017~~2018 Form 10-K Annual Report.

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

Financial Highlights



Net Income Available to Common Stockholders	Net Income Available to Common Stockholders per Diluted Share	Book Value per Diluted Share

Net income ~~of $432, or $1.20 per basic share and $1.19 per diluted share,~~ available to common stockholders increased from ~~third~~first quarter ~~2017 net income of $234, or $0.65 per basic share and $0.64 per diluted share,~~2018 primarily due to higher earnings from continuing operations, partially offset by a decrease in income from discontinued operations. The higher income from continuing operations was primarily driven by ~~an increase~~a change to net realized capital gains from net capitalized losses in 2018, and a lower disability loss ratio and lower expenses in Group Benefits. Also contributing were higher net investment income and lower interest expense as well as earnings from the Company's retained equity interest in the former life and annuity operations, partially offset by a decrease in Property & Casualty current accident year underwriting results and ~~Casualty, Group Benefits and Mutual Funds that was partially attributable to a~~ lower ~~corporate Federal income tax rate in 2018.~~net favorable prior accident year development.

Book value per diluted share ~~decreased to $34.95~~ increased from ~~$37.11 as of~~ December 31, ~~2017~~2018 as a result of a ~~6% decrease~~10% increase in common stockholders' equity resulting primarily from ~~a decrease~~an increase in AOCI over the ~~nine~~three month period, ~~partially offset by~~as well as net income in excess of ~~shareholder~~stockholder dividends. AOCI decreased mainly due to the removal of AOCI related to Talcott Resolution upon the closing of the sale of that business, as well as lower net unrealized capital gains, driven by higher interest rates.



Net Investment Income	Annualized Investment Yield, After tax

~~Net investment income~~ ~~of $444 increased 10% compared with third quarter 2017 primarily due to higher fixed maturities asset levels primarily driven by the acquisition of Aetna's U.S. group life and disability business.~~

~~Net realized gains~~increased compared with the third quarter 2017, with gains in 2018 primarily driven by appreciation in value of equity securities due to higher equity market levels, partially offset by net losses on sales in 2018 of fixed maturity securities driven by sector repositioning.

6749

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

~~Annualized~~Net investment ~~yield~~ ~~of 3.3%, after tax,~~income increased ~~from 3.0%, after tax,~~4% compared with ~~third~~first quarter ~~2017,~~2018 primarily due to greater invested asset levels, average reinvestment rates higher than the ~~effect~~sales/maturity yield, and higher short-term interest rates, partially offset by lower income from limited partnerships and other alternative investments.

Net realized capital gainsimproved from a net loss in first quarter 2018, with gains in 2019 primarily driven by appreciation in value of equity securities due to higher equity market levels and net gains on sales in 2019 of fixed maturity securities driven by duration and credit management.

Annualized investment yield, after tax, decreased from first quarter 2018 primarily due to lower returns on limited partnerships and other alternative investments and a ~~lower corporate Federal income tax rate.~~higher level of liquidity, partially offset by the impact of average reinvestment rates higher than the sales/maturity yield during the past year and higher short-term interest rates.

Net unrealized gains, after tax, for fixed maturities in the investment portfolio ~~decreased~~increased by ~~$171~~$679 in ~~third~~first quarter ~~2018~~2019 primarily due to the effect of ~~higher~~tighter credit spreads and lower interest rates.



P&C Written Premiums	P&C Combined Ratio

Written premiums for Property & Casualty ~~decreased 1%~~increased 2% compared with ~~third~~first quarter ~~2017~~2018 reflecting an increase in Commercial Lines, partially offset by a decrease in Personal ~~Lines, largely offset by an increase in Commercial~~ Lines.

Combined ratio forProperty & Casualty ~~decreased 9.8~~increased 2.2 points ~~to 97.3~~ compared with ~~a combined ratio of 107.1 in third~~first quarter ~~2017,~~2018, largely due to ~~lower catastrophes,~~ a ~~lower current accident year~~higher workers' compensation loss ~~and~~ratio, higher property loss ~~adjustment~~ratio driven by elevated non-catastrophe related property losses, a higher expense ratio, ~~for automobile~~ and ~~homeowners and~~lower net favorable prior accident year development ratio, partially offset by ~~higher workers' compensation~~a lower personal auto liability loss ~~costs and a higher expense~~ ratio.

Catastrophe losses of ~~$169,~~$104, before tax, ~~decreased from~~were relatively flat compared with catastrophe losses of ~~$352,~~$103, before tax, in ~~third~~first quarter ~~2017, largely due to~~2018, with both periods driven by losses from ~~hurricanes Harvey and Irma in 2017.~~winter storms.

Prior accident year developmentwas a net favorable ~~$60,~~$11, before tax, in ~~third~~first quarter ~~2018,~~2019, primarily due to a decrease in reserves for workers' compensation, ~~professional liability,~~catastrophes, and auto liability, partially offset by an increase in reserves for general liability and ~~2017 catastrophes.~~package business. Reserve development was a net favorable ~~$1,~~$32, before tax, in ~~third~~first quarter ~~2017,~~2018, primarily due to a decrease in ~~reserves for small~~workers' compensation, commercial ~~package business offset by a reserve increase for customs bond claims.~~property and homeowners reserves.

~~Net Income Margin - Group Benefits~~

~~Net income margin~~ for Group Benefits decreased to 5.1% from 7.7% in the third quarter 2017, primarily due to integration costs in 2018, a change from net realized capital gains to net realized capital losses, income tax expense from the impact of lower tax rates on

6850

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

~~deferred tax assets recognized upon filing of the 2017 tax return~~

Net Income Margin - Group Benefits

Net income margin for Group Benefits increased compared with first quarter 2018 primarily due to a change from net realized capital losses to net realized capital gains, a lower group disability loss ratio, lower insurance operating costs and ~~finalization of the opening balance sheet for the Aetna U.S. group life and disability benefits acquisition and~~lower amortization of other intangible assets, ~~in 2018.~~partially offset by a slightly higher group life loss ratio. Contributing to the net income margin in both the ~~2018~~2019 and ~~2017~~2018 periods was favorable prior incurral year ~~development net of discount accretion with favorable life mortality and long term disability incidence trends in third quarter 2018, partially offset by lower claim terminations.~~development.

CONSOLIDATED RESULTS OF OPERATIONS

The Consolidated Results of Operations should be read in conjunction with the Company's Condensed Consolidated Financial Statements and the related Notes beginning on page 6 as well as with the segment operating results sections of MD&A.



	Three Months Ended March 31,
	2019		2018			Change
Earned premiums	$	3,940	$	3,927		—	%
Fee income	314		323			(3	%)
Net investment income	470		451			4	%
Net realized capital gains (losses)	163		(30		)	NM
Other revenues	53		20			165	%
Total revenues	4,940		4,691			5	%
Benefits, losses and loss adjustment expenses	2,685		2,695			—	%
Amortization of deferred policy acquisition costs	355		342			4	%
Insurance operating costs and other expenses	1,048		1,037			1	%
Interest expense	64		80			(20	%)
Amortization of other intangible assets	13		18			(28	%)
Total benefits, losses and expenses	4,165		4,172			—	%
Income from continuing operations, before tax	775		519			49	%
Income tax expense	145		91			59	%
Income from continuing operations, net of tax	630		428			47	%
Income from discontinued operations, net of tax	—		169			(100	%)
Net income	630		597			6	%
Preferred stock dividends	5		—			NM
Net income available to common stockholders	$	625	$	597		5	%

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Three Months Ended September 30, Nine Months Ended September 30,
2018 2017 Change 2018 2017 Change
Earned premiums $ 3,987
$ 3,447
16 % $ 11,872
$ 10,340
15 %
Fee income 344
291
18 % 994
855
16 %
Net investment income 444
404
10 % 1,323
1,209
9 %
Net realized capital gains 38
26
46 % 60
105
(43 %)
Other revenues 29
24
21 % 73
66
11 %
Total revenues 4,842
4,192
16 % 14,322
12,575
14 %
Benefits, losses and loss adjustment expenses 2,786
2,638
6 % 8,219
7,482
10 %
Amortization of deferred policy acquisition costs 348
341
2 % 1,034
1,030
— %
Insurance operating costs and other expenses 1,091
952
15 % 3,195
3,521
(9 %)
Loss on extinguishment of debt —
—
— % 6
—
NM
Interest expense 69
79
(13 %) 228
238
(4 %)
Amortization of other intangible assets 18
1
NM
54
3
NM
Total benefits, losses and expenses 4,312
4,011
8 % 12,736
12,274
4 %
Income (loss) from continuing operations before income taxes 530
181
193 % 1,586
301
NM
Income tax expense 103
36
186 % 297
5
NM
Income from continuing operations, net of tax 427
145
194 % 1,289
296
NM
Income from discontinued operations, net of tax 5
89
(94 %) 322
276
17 %
Net income $ 432
$ 234
85 % $ 1,611
$ 572
182 %

Three months ended ~~September 30, 2018~~March 31, 2019 compared to the three months ended ~~September 30, 2017~~March 31, 2018

Net income available to common stockholdersincreased by ~~$198~~$28 with an increase in income from continuing operations ~~partially~~largely offset by a decrease in income from discontinued operations due to the sale in May 2018 of the ~~run-off~~ life and annuity business. Income from continuing operations, net of tax, increased by ~~$282,~~$202, primarily due to a change to net realized capital gains from net realized capital losses in 2018, a lower disability loss ratio and lower expenses in Group Benefits and, to a lesser extent, higher ~~before tax underwriting gain~~net investment income and lower interest expense as well as earnings from the Company's retained equity interest in the former life and annuity operations, partially offset by a decrease in Property & Casualty increased before tax income in Group Benefits due to favorable life results and contribution from the fourth quarter 2017 acquisition of the Aetna U.S. group life and disability benefits business, and higher earnings in Mutual Funds driven by an increase in assets under management. Also contributing to the increase was the effect of a lower corporate Federal income tax rate in 2018. Contributing to the higher underwriting gain in Property & Casualty was lower current accident year catastrophes, more favorable prior accident year development, and an increase in current accident year underwriting results ~~before catastrophes in Personal Lines automobile.~~

and lower net favorable prior accident year development.

Earned premiumsincreased by ~~$540~~$13 before tax, ~~primarily due to the acquisition of the Aetna U.S. group life~~reflecting a 4% increase in Commercial Lines and ~~disability business~~a 1% increase in ~~November 2017 that has increased earned premiums in the~~ Group Benefits ~~segment. Earned premiums in Property and Casualty declined slightly, reflecting an 8% decline in Personal Lines,~~, partially offset by a ~~4% increase~~7% decline in ~~Commercial~~Personal Lines. For a discussion of the Company's operating results by segment, see MD&A - Segment Operating Summaries.

Fee income~~increased~~decreased by ~~18%~~3% reflecting ~~higher~~lower fee income in ~~Group Benefits related to an increase in administrative service contracts as a result of the Aetna acquisition, in Mutual~~Hartford Funds largely due to ~~higher~~lower average daily assets under management, ~~and~~partially offset by higher fee income in Corporate resulting from fees earned on the management of ~~Talcott Resolution's~~the investment ~~portfolio.~~portfolio of the life and annuity business sold in May 2018.

Net investment incomeincreased by ~~10%~~4%, primarily due to agreater invested asset levels, average reinvestment rates higher ~~level of invested assets due to~~than the ~~acquisition of~~sales/maturity yield during the ~~Aetna U.S. group life~~past year and ~~disability business.~~higher short-term interest rates, partially offset by lower income from limited partnerships and other alternative investments. For further discussion of investment results, see MD&A - Investment Results, Net Investment Income.

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

Net realized capital gains of ~~$38~~$163 in ~~the third~~first quarter of2019 improved from net losses in first quarter 2018, ~~increased from the third quarter of 2017,~~ with gains in ~~2018~~2019 primarily driven by appreciation in value of equity securities due to higher equity market levels ~~partially offset by losses~~and net gains on sales in 2019 of fixed maturity securities driven by ~~sector repositioning.~~duration and credit management trades. For further discussion of investment results, see MD&A - Investment Results, Net Realized Capital Gains.

Other revenuesincreased in the 2019 period primarily due to $28 of before tax income recognized on the 9.7% ownership interest in the legal entity that acquired the life and annuity business sold in May 2018.

Benefits, losses and loss adjustment expenses ~~increased~~ decreased in Group Benefits, partially offset by ~~a decrease~~an increase in Property & Casualty. The ~~increase~~decrease in Group Benefits was largely due to ~~the acquisition of the Aetna U.S.~~a lower group disability loss ratio including favorable prior incurral year development and lower group life ~~and disability business.~~premium. The ~~decrease~~increase in incurred losses for Property & Casualty was driven ~~by:~~by lower net favorable prior accident year reserve development.

Current accident year losses and loss adjustment expenses before catastrophes in Property & Casualty ~~decreased~~ ~~$52~~ ~~before tax,~~were flat, primarily resulting from a lower personal auto liability loss ratio and the effect of lower earned premium ~~and a lower automobile loss ratio~~ in Personal Lines, ~~partially~~ offset by a higher workers' compensation loss ratio and the effect of higher earned premium in Commercial ~~Lines and higher workers’ compensation claim frequency.~~

Lines.

Current accident year catastrophe losses of ~~$169~~,$104, before tax, for the three months ended~~September 30, 2018~~, March 31, 2019, compared to ~~$352~~,$103, before tax, for the prior year period. Catastrophe losses in 2019 were primarily from winter storms across the country and, to a lessor extent, tornado and hail events in the South. Catastrophe losses in 2018 were primarily from hurricane Florence, wind and hail events in Colorado and wildfires in California and Colorado. Catastrophe losses in 2017 were primarily from hurricanes Harvey and Irma which accounted for $332, before tax, of catastrophe losses in the quarter.East Coast winter storms. For additional information, see MD&A - Critical Accounting Estimates, Property & Casualty Insurance Product Reserves, Net of Reinsurance.

Net prior accident year reserve development in Property & Casualty was favorable ~~$60~~,$11, before tax, for the three months ended~~September 30, 2018~~, March 31, 2019, compared to favorable net reserve development of $1,$32, before tax, for the prior year period. Prior accident year development in ~~2018~~2019 primarily included reserve decreases ~~in reserves~~ for workers’ compensation, ~~professional liability,~~catastrophes, and auto liability, partially offset by reserve increases in general liability and ~~catastrophe reserves.~~package business. Prior accident year development in ~~2017~~2018 included a decrease in reserves for ~~small commercial package business offset by a reserve increase for customs bond~~workers' compensation and homeowners claims. For additional information, see MD&A - Critical Accounting Estimates, Property & Casualty Insurance Product Reserves, Net of Reinsurance.

Amortization of deferred policy acquisition costswas up ~~slightly~~from the prior year ~~over year~~period as an increase in Commercial Lines was ~~mostly~~partially offset by a decrease in Personal Lines.

Insurance operating costs and other expenses increased due to ~~operating~~higher information technology and operations costs ~~associated with the acquisition of the Aetna U.S. group life~~in both Commercial Lines and ~~disability business,~~Personal Lines, an increase in direct marketing expenses in Personal Lines to generate new business growth and higher commissions in ~~middle market,~~Commercial Lines, partially offset by a reduction in state taxes and ~~higher~~assessments. The increase in Property & Casualty was partially offset by a decrease in Group Benefits, largely driven by a reduction in state taxes and assessments and a decrease in Hartford Funds due to lower variable ~~expenses in Mutual Funds.~~costs.

Amortization of other intangible assets~~increased reflecting the~~decreased due to lower amortization of ~~customer relationship and other intangibles in the Group Benefits segment that arose~~

intangible assets arising from the acquisition of ~~the Aetna~~Aetna's U.S. group life and disability business, partially offset by an increase in the amortization of intangibles arising from the renewal rights agreement for Foremost-branded small commercial business.

Income tax expenseincreased primarily due to an increase in before tax ~~income, partially offset by the effect of a lower corporate Federal income tax rate.~~income. Differences between the Company's effective income tax rate and the U.S. statutory rate of 21% and 35% in 2018 and 2017, respectively, are due primarily to tax-exempt interest earned on invested assets, stock-based compensation and non-deductible executive compensation. In the third quarter of 2018, the Company recorded adjustments to 2017 tax year estimates as a result of filing the 2017 Federal income tax return and finalization of the opening balance sheet for the Aetna U.S. group life and disability business acquisition that resulted in increasing income tax expense by $14 in Group Benefits offset by an income tax benefit within income from discontinued operations of $11 in Corporate. For further discussion of income taxes, see Note 12 - Income Taxes of Notes to Condensed Consolidated Financial Statements.

~~Nine months ended September 30, 2018 compared to the nine months ended September 30, 2017~~

~~Net income~~ increased primarily due to a pension settlement charge of $488, after tax, in the nine months ended September 30, 2017, an increase in income across Property & Casualty, Group Benefits and Mutual Funds that was partially attributable to a lower corporate Federal income tax rate in 2018. Within Property & Casualty, an improvement in before tax earnings was mostly driven by lower current accident year catastrophes, favorable prior accident year development related to workers’ compensation and 2017 catastrophe events and due to improved Personal Lines automobile results. The improvement in Group Benefits income before tax was largely due to a lower disability ratio and revenue growth, including from the acquisition of the Aetna U.S. group life and disability benefits business, and the higher earnings in Mutual Funds was driven by an increase in assets under management.

~~Earned premiums~~ increased by 15% or $1,532, before tax, primarily due to the acquisition of the Aetna U.S. group life and disability benefits business that has increased earned premiums in the Group Benefits segment. Earned premiums in Property and Casualty declined reflecting an 8% decline in Personal Lines, partially offset by a 2% increase in Commercial Lines. For a discussion of the Company's operating results by segment, see MD&A - Segment Operating Summaries.

~~Fee income~~increased by 16% reflecting higher income in Group Benefits related to an increase in administrative service contracts as a result of the Aetna acquisition and in Mutual Funds largely due to higher assets under management.

~~Net investment income~~increased primarily due to a higher level of invested assets due to the acquisition of the Aetna U.S. group life and disability business. For further discussion of investment results, see MD&A - Investment Results, Net Investment Income.

~~Net realized capital gains~~ of $60 in the nine months ended September 30, 2018 were lower than net realized capital gains in the prior year period. Net gains in 2018 were driven by sales and appreciation of equity securities, due to higher equity

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

market levels and tactical repositioning, as well as a gain on the sale of a private real estate investment. These gains were partially offset by net losses on sales of fixed maturity securities driven by duration, liquidity and credit management. For further discussion of investment results, see MD&A - Investment Results, Net Realized Capital Gains.

~~Benefits, losses and loss adjustment expenses~~ increased in Group Benefits, partially offset by a decrease in Property & Casualty with the increase in Group Benefits primarily due to the effect of growth in earned premium largely resulting from the acquisition of the Aetna U.S. group life and disability business, partially offset by a lower group disability loss ratio. The decrease in incurred losses for Property & Casualty was driven by:

~~Current accident year loss and loss adjustment expenses before catastrophes in Property & Casualty~~ ~~decreased$239~~, before tax, primarily resulting from the effect of lower Personal Lines earned premium and lower loss costs in Personal Lines auto, homeowners and general liability, partially offset by higher workers’ compensation claim frequency.

~~Current accident year catastrophe losses of~~ ~~$460, before tax, for the~~ ~~nine months endedSeptember 30, 2018~~ ~~decreased compared to~~ ~~$657~~, before tax, for the prior year period. Catastrophe losses in 2018 were primarily from multiple wind and hail events in Colorado, the Midwest, South and Mid-Atlantic, winter storms on the East Coast, hurricane Florence, and wildfires in California and Colorado. Catastrophe losses in 2017 were primarily due to hurricanes Harvey and Irma in the third quarter and multiple wind and hail events across various U.S. geographic regions, primarily in the Midwest, Colorado, Texas and the Southeast. For additional information, see MD&A - Critical Accounting Estimates, Property & Casualty Insurance Product Reserves, Net of Reinsurance.

~~Net prior accident year reserve development in Property & Casualty was favorable~~ ~~$139, before tax, for the~~ ~~nine months endedSeptember 30, 2018, compared to unfavorable net reserve development of~~ $1, before tax, for the prior year period. Prior accident year development in 2018 primarily included a decrease in reserves for workers’ compensation and a decrease in catastrophe reserves for the 2017 hurricanes.

~~Amortization of deferred policy acquisition costswas relatively flat year over year as a decrease in Personal Lines was largely offset by an increase in Commercial Lines.~~

~~Insurance operating costs and other expenses~~ decreased due to a $750 pension settlement charge in the 2017 period, partially offset by an increase in operating costs associated with the acquisition of the Aetna U.S. group life and disability business, higher incentive-based compensation, increased commissions in Commercial Lines, and higher variable expenses in Mutual Funds.

~~Amortization of other intangible assetsincreased, reflecting the amortization of customer relationship intangibles in the Group Benefits segment that arose from the acquisition of the Aetna U.S. group life and disability business.~~

~~Income tax expense~~increased primarily due to an increase in before tax income, partially offset by the effect of a lower corporate Federal income tax rate. Differences between the Company's effective income tax rate and the U.S. statutory rate of 21% and 35% in 2018 and 2017, respectively, are due primarily to tax-exempt interest earned on invested assets, stock-based compensation and non-deductible executive compensation. For further discussion of income taxes, see Note 1210 - Income Taxes of Notes to Condensed Consolidated Financial Statements.

~~Income from discontinued operations net of tax~~ increased to $322 from $276 in the prior year period. The $322 of income from discontinued operations in 2018 was mostly attributable to recognizing additional retained tax benefits from the sale of the Talcott Resolution life and annuity run-off business and the reclassification of $193 of stranded tax effects from AOCI to retained earnings related to the sale of Talcott Resolution, both of which reduced the estimated loss on sale. The reclassification of stranded tax effects resulted in a corresponding increase in AOCI related to the assets held for sale. For more information on the reclassification of stranded tax effects, see Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Condensed Consolidated Financial Statements. Refer to the Corporate category MD&A discussion for more information about operating earnings from the Talcott Resolution life and annuity run-off business held for sale recognized up until the sale closed on May 31, 2018.

7152

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

INVESTMENT RESULTS

																	Composition of Invested Assets
	September 30, 2018				December 31, 2017				March 31, 2019				December 31, 2018
	Amount		Percent		Amount		Percent		Amount		Percent		Amount		Percent
Fixed maturities, available-for-sale ("AFS"), at fair value	$	36,166	78.4	%	$	36,964	81.9	%	$	36,819	76.9	%	$	35,652	76.2	%
Fixed maturities, at fair value using the fair value option ("FVO")	24		0.1	%	41		0.1	%	20		—	%	22		—	%
Equity securities, at fair value [1]	1,035		2.2	%
Equity securities, AFS, at fair value [1]					1,012		2.3	%
Equity securities, at fair value									1,275		2.6	%	1,214		2.6	%
Mortgage loans	3,559		7.7	%	3,175		7.0	%	3,637		7.6	%	3,704		7.9	%
Limited partnerships and other alternative investments	1,712		3.7	%	1,588		3.5	%	1,719		3.6	%	1,723		3.7	%
Other investments [2]	98		0.2	%	96		0.2	%
Other investments [1]									222		0.5	%	192		0.4	%
Short-term investments	3,540		7.7	%	2,270		5.0	%	4,203		8.8	%	4,283		9.2	%
Total investments	$	46,134	100.0	%	$	45,146	100.0	%	$	47,895	100.0	%	$	46,790	100.0	%


[1]	~~Effective January 1, 2018, with the adoption of new accounting standards for financial instruments, equity securities, AFS were reclassified to equity securities at fair value.~~


~~[2]~~	Includes derivative instruments.

~~September 30, 2018~~March 31, 2019 compared to December 31, ~~2017~~2018

Total investmentsincreased primarily due to an increase in ~~short-term investments and mortgage loans, offset by a decrease in~~ fixed maturities, AFS.

Fixed maturities, AFS ~~decreased~~ increased primarily due to ~~a decrease~~an increase in valuations due to ~~higher~~tightening of credit spreads and lower interest ~~rates.~~

~~Short-term investments~~ ~~increased largely due to proceeds from the sale of Talcott Resolution, partially offset by a decline in the Company's securities lending program.~~

~~Mortgage loansincreased largely due to new originations of commercial mortgage loans within the industrial, multi-family, and single family markets.~~rates since year end 2018.

																															Net Investment Income
	Three Months Ended September 30,										Nine Months Ended September 30,										Three Months Ended March 31,
	2018					2017					2018					2017					2019					2018
(Before tax)	Amount			Yield [1]		Amount			Yield [1]		Amount			Yield [1]		Amount			Yield [1]		Amount			Yield [1]		Amount			Yield [1]
Fixed maturities [2]	$	370		3.9	%	$	327		4.0	%	$	1,077		3.9	%	$	972		4.0	%	$	381		3.9	%	$	349		3.9	%
Equity securities	6			2.5	%	4			2.1	%	18			2.4	%	14			2.3	%	7			2.3	%	6			2.3	%
Mortgage loans	35			4.0	%	31			4.1	%	102			4.1	%	91			4.1	%	40			4.4	%	33			4.1	%
Limited partnerships and other alternative investments	45			10.6	%	48			12.8	%	157			13.3	%	145			13.2	%	56			13.4	%	73			18.6	%
Other [3]	10					13					27					39					9					8
Investment expense	(22		)			(19		)			(58		)			(52		)			(23		)			(18		)
Total net investment income	$	444		4.0	%	$	404		4.1	%	$	1,323		4.0	%	$	1,209		4.1	%	$	470		4.1	%	$	451		4.2	%
Total net investment income excluding limited partnerships and other alternative investments	$	399		3.7	%	$	356		3.8	%	$	1,166		3.7	%	$	1,064		3.8	%	$	414		3.7	%	$	378		3.7	%


[1]	Yields calculated using annualized net investment income divided by the monthly average invested assets at amortized cost as applicable, excluding repurchase agreement and securities lending collateral, if any, and derivatives book value.


[2]	Includes net investment income on short-term investments.


[3]	~~Primarily includes~~Includes income from derivatives that qualify for hedge accounting and hedge fixed maturities.

Three months ended March 31, 2019 compared to the three months ended March 31, 2018

Total net investment income increased primarily due to higher invested asset levels, average reinvestment rates higher than the sales/maturity yield during the past year, and higher short-term interest rates, partially offset by lower income from limited partnerships and other alternative investments.

Annualized net investment income yield,excluding limited partnerships and other alternative investments and non-routine items, which primarily include prepayment penalties on mortgage loans and prepayment speed adjustments

72on fixed maturities, was 3.7% for the three month period in 2019, up from 3.6% for the same period for 2018.

Average reinvestment rate for the 2019 three month period, excluding certain U.S. Treasury securities and cash equivalent securities, was approximately 4.1% which was in line with the average yield of sales and maturities of 4.1% for the same period. For the 2019 three month period, the average reinvestment rate of 4.1% increased from 3.8% for the 2018 three month period, due to wider credit spreads and the impact of higher short-term interest rates on variable rate securities.

We expect the annualized net investment income yield for the 2019 calendar year, excluding limited partnerships and other alternative investments, to approximate the portfolio yield

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

~~Three and nine months ended September 30, 2018, compared to the three and nine months ended September 30, 2017~~

~~Total net investment income~~ increased primarily due to higher income from fixed maturities as a result of higher asset levels driven by the acquisition of Aetna's U.S. group life and disability business. In addition, for the nine month period, total net investment income increased due to limited partnerships and other alternative investments as a result of higher returns on private equity and real estate investments.

~~Annualized net investment income yield,excluding non-routine items which primarily include prepayment penalties on mortgage loans, paydowns and make-whole payments on fixed maturities, was 3.7% for the nine month periods in 2018 and 2017.~~

~~New money yield,~~ ~~excluding certain U.S. Treasury securities and cash equivalent securities for the 2018 nine month~~

period, was approximately 4.0% which was above the average yield of sales and maturities of 3.6% for the same period. For the 2018 nine month period, the average reinvestment rate of 4.0% increased from 3.5% for the 2017 nine month period, due to higher interest rates.

Though new money rates have risen, since investment income in 2018 includes the lower yield on Aetna group life and disability assets that were recorded at current yields as of the November 1, 2017 acquisition date, we expect the annualized net investment income yield for the 2018 calendar year, excluding limited partnerships and other alternative investments, to approximate the portfolio yield earned in ~~2017 though it could be higher depending on the level of non-routine income and if reinvestment rates stay above the sales/maturity yield.~~2018. The estimated impact on net investment income yield is subject to change as the composition of the portfolio changes through portfolio management and changes in market conditions.


Net Realized Capital Gains
Net Realized Capital Gains (Losses)													Net Realized Capital Gains (Losses)
	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
(Before tax)	2018			2017			2018			2017			2019			2018
Gross gains on sales	$	26		$	46		$	91		$	184		$	44		$	19
Gross losses on sales	(41		)	(16		)	(129		)	(84		)	(21		)	(57		)
Equity securities [1]	46			—			88			—			132			16
Net other-than-temporary impairment ("OTTI") losses recognized in earnings [2]	(1		)	(1		)	(1		)	(4		)	(2		)	—
Transactional foreign currency revaluation	—			—			1			14			—			1
Non-qualifying foreign currency derivatives	1			—			2			(14		)	1			(3		)
Other, net [3]	7			(3		)	8			9			9			(6		)
Net realized capital gains	$	38		$	26		$	60		$	105
Net realized capital gains (losses)													$	163		$	(30	)


[1]	~~Effective January 1, 2018, with adoption of new accounting standards for equity securities at fair value, includes~~Includes all changes in fair value and trading gains and losses for equity securities.


[2]	See Other-Than-Temporary Impairments within the Investment Portfolio Risks and Risk Management section of the MD&A.


[3]	Primarily consists of changes in value of non-qualifying derivatives, ~~and~~ including credit ~~derivatives.~~derivatives and interest rate derivatives used to manage duration.

Three ~~and nine~~ months ended ~~September 30, 2018~~March 31, 2019

Gross gains and losses on sales were primarily the result of duration, liquidity and credit management within U.S. treasury securities, corporate securities, and tax-exempt municipal bonds.

Equity securities net gains were primarily driven by appreciation of equity securities due to higher equity market levels.

Other, net gainswere primarily due to gains on credit derivatives of $18 driven by credit spread tightening, partially offset by losses on interest rate derivatives of $7 due to a decline in interest rates.

Three months ended March 31, 2018

Gross gains and losses on saleswere primarily the result of duration, liquidity and credit management within corporate securities, U.S. treasury securities, and tax-exempt municipal ~~bonds as well as from~~bonds.

Equity securities gains were primarily driven by the sale of a private ~~real estate investment.~~direct equity investment, partially offset by a decline in fair value of common stock investments.

~~Equity securities~~ ~~net gains were driven by appreciation of equity securities due to higher equity market levels and, for the nine month period, gains on sales due to tactical repositioning.~~

~~Other, net gains~~for the three month period were primarily due to gains on credit derivatives of $6 driven by credit spread tightening. Gains for the nine month period were primarily driven by gains on interest rate derivatives of $7 due to an increase in interest rates.

~~Three and nine months ended September 30, 2017~~

~~Gross gains and losses on sales~~were primarily the result of duration, liquidity and credit management within corporate securities, equity securities, tax-exempt municipal bonds, residential mortgage-backed securities ("RMBS") and U.S. treasury securities.

Other, net losses~~for the three month period~~ were primarily due to losses of ~~$4 on interest rate derivatives due~~$6

related to ~~an increase in interest rates and losses on equity derivatives of $3 due to an increase in the equity markets, partially offset by gains on~~ credit derivatives ~~of $4~~ driven by credit spread tightening. Gains for the nine month period gains were primarily due to gains on credit derivatives of $12 driven by credit spread tightening, partially offset by losses of $5 on equity derivatives due to an increase in the equity markets.widening.

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

CRITICAL ACCOUNTING ESTIMATES

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and

expenses during the reporting period. Actual results could differ, and in the past have differed, from those estimates.

The Company has identified the following estimates as critical in that they involve a higher degree of judgment and are subject to a significant degree of variability:

property and casualty insurance product reserves, net of reinsurance;

group benefit long-term disability (LTD) reserves, net of reinsurance;

evaluation of goodwill for impairment;

valuation of investments and derivative instruments including evaluation of other-than-temporary impairments on available-for-sale securities and valuation allowances on mortgage loans;

valuation allowance on deferred tax assets; and

contingencies relating to corporate litigation and regulatory matters.

Certain of these estimates are particularly sensitive to market conditions, and deterioration and/or volatility in the worldwide debt or equity markets could have a material impact on the Condensed Consolidated Financial Statements. In developing these estimates, management makes subjective and complex judgments that are inherently uncertain and subject to material change as facts and circumstances develop. Although variability is inherent in these estimates, management believes the amounts provided are appropriate based upon the facts available upon compilation of the financial statements.

The Company’s critical accounting estimates are discussed in Part II, Item 7 MD&A in the Company’s ~~2017~~2018 Form 10-K Annual Report. In addition, Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements included in the Company's ~~2017~~2018 Form 10-K Annual Report should be read in conjunction with this section to assist with obtaining an understanding of the underlying accounting

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

policies related to these estimates. The following discussion updates certain of the Company’s critical accounting estimates as of ~~September 30, 2018.~~March 31, 2019.

Property & Casualty Insurance Product Reserves, Net of Reinsurance

P&C Loss and Loss Adjustment Expense ("LAE") Reserves of ~~$20,017,~~$20,402, Net of Reinsurance, by Segment as of ~~September 30, 2018~~March 31, 2019

Based on the results of the quarterly reserve review process, the Company determines the appropriate reserve adjustments, if any, to record. Recorded reserve estimates are adjusted after consideration of numerous factors, including but not limited to, the magnitude of the difference between the actuarial indication and the recorded reserves, improvement or deterioration of actuarial indications in the period, the maturity of the accident year, trends observed over the recent past and the level of volatility within a particular line of business. In general, adjustments are made more quickly to more mature accident years and less volatile lines of business. Such adjustments of reserves are referred to as “prior accident year development”. Increases in previous estimates of ultimate loss costs are referred to as either an increase in prior accident year reserves or as unfavorable reserve development. Decreases in previous estimates of ultimate loss costs are referred to as either a decrease in prior accident year reserves or as favorable reserve development. Reserve development can influence the comparability of year over year underwriting results and is set forth in the paragraphs and tables that follow.

7455

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations


Rollforward of Property and Casualty Insurance Product Liabilities for Unpaid Losses and LAE for the Nine Months Ended September 30, 2018
Rollforward of Property and Casualty Insurance Product Liabilities for Unpaid Losses and LAE for the Three Months Ended March 31, 2019												Rollforward of Property and Casualty Insurance Product Liabilities for Unpaid Losses and LAE for the Three Months Ended March 31, 2019
	Commercial Lines			Personal Lines			Property & Casualty Other Operations		Total Property & Casualty Insurance			Commercial Lines			Personal Lines			Property & Casualty Other Operations		Total Property & Casualty Insurance
Beginning liabilities for unpaid losses and loss adjustment expenses, gross	$	18,893		$	2,294		$	2,588	$	23,775		$	19,455		$	2,456		$	2,673	$	24,584
Reinsurance and other recoverables	3,147			71			739		3,957			3,137			108			987		4,232
Beginning liabilities for unpaid losses and loss adjustment expenses, net	15,746			2,223			1,849		19,818			16,318			2,348			1,686		20,352
Provision for unpaid losses and loss adjustment expenses
Current accident year before catastrophes	3,003			1,688			—		4,691			1,037			500			—		1,537
Current accident year ("CAY") catastrophes	238			222			—		460			70			34			—		104
Prior accident year development ("PYD")	(145		)	(21		)	27		(139		)	(10		)	(1		)	—		(11		)
Total provision for unpaid losses and loss adjustment expenses	3,096			1,889			27		5,012			1,097			533			—		1,630
Less: payments	2,676			1,967			170		4,813			895			640			45		1,580
Ending liabilities for unpaid losses and loss adjustment expenses, net	16,166			2,145			1,706		20,017			16,520			2,241			1,641		20,402
Reinsurance and other recoverables	3,089			21			670		3,780			3,111			111			987		4,209
Ending liabilities for unpaid losses and loss adjustment expenses, gross	$	19,255		$	2,166		$	2,376	$	23,797		$	19,631		$	2,352		$	2,628	$	24,611
Earned premiums and fee income	$	5,267		$	2,594							$	1,786		$	808
Loss and loss expense paid ratio [1]	50.8			75.8								50.1			79.2
Loss and loss expense incurred ratio	59.1			73.7								61.7			66.7
Prior accident year development (pts) [2]	(2.8		)	(0.8		)						(0.6		)	(0.1		)


[1]	The “loss and loss expense paid ratio” represents the ratio of paid losses and loss adjustment expenses to earned premiums.


[2]	“Prior accident year development (pts)” represents the ratio of prior accident year development to earned premiums.

Current Accident Year Catastrophe Losses for the Nine Months Ended September 30, 2018, Net of Reinsurance

Commercial
Lines
Personal
Lines Total
Wind and hail $ 118
$ 158
$ 276
Winter storms 57
22
79
Flooding 1
1
2
Volcanic eruption —
2
2
Wildfire 2
32
34
Hurricane 59
6
65
Massachusetts gas explosion 1
1
2
Total catastrophe losses $ 238
$ 222
$ 460



Current Accident Year Catastrophe Losses for the Three Months Ended March 31, 2019, Net of Reinsurance
	Commercial Lines		Personal Lines		Total
Wind and hail	$	10	$	10	$	20
Winter storms	60		24		84
Total catastrophe losses	$	70	$	34	$	104

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Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations


Unfavorable (Favorable) Prior Accident Year Development for the Three Months Ended September 30, 2018
Unfavorable (Favorable) Prior Accident Year Development for the Three Months Ended March 31, 2019												Unfavorable (Favorable) Prior Accident Year Development for the Three Months Ended March 31, 2019
	Commercial Lines			Personal Lines			Property & Casualty Other Operations		Total Property & Casualty Insurance			Commercial Lines			Personal Lines			Property & Casualty Other Operations		Total Property & Casualty Insurance
Workers’ compensation	$	(24	)	$	—		$	—	$	(24	)	$	(20	)	$	—		$	—	$	(20	)
Workers’ compensation discount accretion	10			—			—		10			8			—			—		8
General liability	4			—			—		4			6			—			—		6
Package business	(9		)	—			—		(9		)	5			—			—		5
Commercial property	2			—			—		2			(2		)	—			—		(2		)
Professional liability	(20		)	—			—		(20		)	—			—			—		—
Bond	—			—			—		—			—			—			—		—
Automobile liability	(5		)	(10		)	—		(15		)	—			(5		)	—		(5		)
Homeowners	—			(7		)	—		(7		)	—			1			—		1
Net asbestos reserves	—			—			—		—			—			—			—		—
Net environmental reserves	—			—			—		—			—			—			—		—
Catastrophes	(11		)	(2		)	—		(13		)	(12		)	4			—		(8		)
Uncollectible reinsurance	—			—			11		11			—			—			—		—
Other reserve re-estimates, net	—			1			—		1			5			(1		)	—		4
Total prior accident year development	$	(53	)	$	(18	)	$	11	$	(60	)	$	(10	)	$	(1	)	$	—	$	(11	)

Unfavorable (Favorable) Prior Accident Year Development for the Nine Months Ended September 30, 2018
Commercial Lines
Personal
Lines
Property & Casualty Other Operations Total Property & Casualty Insurance
Workers’ compensation $ (97 ) $ —
$ —
$ (97 )
Workers’ compensation discount accretion 30
—
—
30
General liability 32
—
—
32
Package business (16 ) —
—
(16 )
Commercial property (10 ) —
—
(10 )
Professional liability (12 ) —
—
(12 )
Bond —
—
—
—
Automobile liability (15 ) (10 ) —
(25 )
Homeowners —
(20 ) —
(20 )
Net asbestos reserves —
—
—
—
Net environmental reserves —
—
—
—
Catastrophes (63 ) 16
—
(47 )
Uncollectible reinsurance —
—
22
22
Other reserve re-estimates, net 6
(7 ) 5
4
Total prior accident year development $ (145 ) $ (21 ) $ 27
$ (139 )

Workers’ compensation reserveswere reduced, principally in small commercial ~~and middle market, primarily for accident years 2012 to 2015, as both claim frequency and medical~~driven by lower than previously estimated claim severity ~~have emerged favorably compared to previous reserve estimates.~~for the 2014 and 2015 accident years.

General liability reserveswere increased, primarily due to ~~an increase~~reserve increases in ~~reserves for higher hazard general liability exposures in middle market~~small commercial for accident years ~~2009~~2017 and 2018 due to ~~2017, partially offset by a decrease in~~higher frequency of high-severity bodily injury claims.

Package business reserves ~~for other lines within~~were increased, primarily due to increased severity on 2018 accident year property claims.

~~middle market, including premises and operations, umbrella and products~~Automobile liability ~~principally~~reserveswere reduced, primarily driven by the emergence of lower estimated severity in personal automobile liability for accident ~~years 2015~~year 2017.

Catastrophes reserveswere reduced, primarily as a result of lower estimated net losses from 2017 hurricanes Harvey and prior. Contributing to the increase in reserves for higher hazard general liability exposures was an increase in large losses and, in more recent accident years, an increase in claim frequency. Contributing to the reduction in reserves for other middle market lines were more favorable outcomes due to initiatives to reduce legal expenses. In addition, reserve increases for claims with leadIrma.

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Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

~~paint exposure were offset by reserve decreases for other mass torts and extra-contractual liability claims.~~

~~Package business reserveswere reduced, primarily due to lower reserve estimates for both liability and property for accident years 2010 and prior, including a recovery of loss adjustment expenses for the 2005 accident year.~~

~~Commercial property reserves~~ ~~were reduced, driven by an increase in estimated reinsurance recoverables on middle market property losses from the 2017 accident year.~~

~~Homeowners reserveswere reduced, primarily in accident years 2013 to 2017, driven by lower than expected severity across multiple perils.~~

~~Uncollectible reinsurance reserves~~ ~~were increased due to lower anticipated recoveries related to older accident years.~~


Rollforward of Property and Casualty Insurance Product Liabilities for Unpaid Losses and LAE for the Nine Months Ended September 30, 2017
Rollforward of Property and Casualty Insurance Product Liabilities for Unpaid Losses and LAE for the Three Months Ended March 31, 2018										Rollforward of Property and Casualty Insurance Product Liabilities for Unpaid Losses and LAE for the Three Months Ended March 31, 2018
	Commercial Lines		Personal Lines			Property & Casualty Other Operations		Total Property & Casualty Insurance		Commercial Lines			Personal Lines			Property & Casualty Other Operations		Total Property & Casualty Insurance
Beginning liabilities for unpaid losses and loss adjustment expenses, gross	$	17,950	$	2,094		$	2,501	$	22,545	$	18,893		$	2,294		$	2,588	$	23,775
Reinsurance and other recoverables	3,037		25			426		3,488		3,147			71			739		3,957
Beginning liabilities for unpaid losses and loss adjustment expenses, net	14,913		2,069			2,075		19,057		15,746			2,223			1,849		19,818
Provision for unpaid losses and loss adjustment expenses
Current accident year before catastrophes	2,971		1,959			—		4,930		971			566			—		1,537
Current accident year catastrophes	404		253			—		657		69			34			—		103
Prior accident year development	12		(12		)	1		1		(19		)	(13		)	—		(32		)
Total provision for unpaid losses and loss adjustment expenses	3,387		2,200			1		5,588		1,021			587			—		1,608
Less: payments	2,602		2,118			193		4,913		893			688			68		1,649
Ending liabilities for unpaid losses and loss adjustment expenses, net	15,698		2,151			1,883		19,732		15,874			2,122			1,781		19,777
Reinsurance and other recoverables	3,095		24			389		3,508		3,146			62			730		3,938
Ending liabilities for unpaid losses and loss adjustment expenses, gross	$	18,793	$	2,175		$	2,272	$	23,240	$	19,020		$	2,184		$	2,511	$	23,715
Earned premiums and fee income	$	5,159	$	2,818						$	1,720		$	869
Loss and loss expense paid ratio [1]	50.4		75.2							51.9			79.2
Loss and loss expense incurred ratio	66.0		79.0							59.7			68.3
Prior accident year development (pts) [2]	0.2		(0.4		)					(1.1		)	(1.5		)


[1]	The “loss and loss expense paid ratio” represents the ratio of paid losses and loss adjustment expenses to earned premiums.


[2]	“Prior accident year development (pts)” represents the ratio of prior accident year development to earned premiums.



Current Accident Year Catastrophe Losses for the Three Months Ended March 31, 2018, Net of Reinsurance
	Commercial Lines		Personal Lines		Total
Wind and hail	$	7	$	12	$	19
Winter storms	62		22		84
Total catastrophe losses	$	69	$	34	$	103

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current Accident Year Catastrophe Losses for the Nine Months Ended September 30, 2017, Net of Reinsurance

Commercial
Lines
Personal
Lines Total
Wind and hail $ 137
$ 174
$ 311
Hurricanes [1] 266
76
342
Winter storms 1
3
4
Total catastrophe losses $ 404
$ 253
$ 657

~~[1] Includes catastrophe losses from Hurricane Harvey and Hurricane Irma of $175 and $157, respectively.~~

Unfavorable (Favorable) Prior Accident Year Development for the Three Months Ended September 30, 2017
Commercial Lines
Personal
Lines
Property & Casualty Other Operations Total Property & Casualty Insurance
Workers’ compensation $ (9 ) $ —
$ —
$ (9 )
Workers’ compensation discount accretion 5
—
—
5
Package business (22 ) —
—
(22 )
Commercial property 1
—
—
1
Bond 20
—
—
20
Catastrophes 1
—
—
1
Other reserve re-estimates, net 1
2
—
3
Total prior accident year development $ (3 ) $ 2
$ —
$ (1 )


Unfavorable (Favorable) Prior Accident Year Development for the Nine Months Ended September 30, 2017
Unfavorable (Favorable) Prior Accident Year Development for the Three Months Ended March 31, 2018												Unfavorable (Favorable) Prior Accident Year Development for the Three Months Ended March 31, 2018
	Commercial Lines			Personal Lines			Property & Casualty Other Operations		Total Property & Casualty Insurance			Commercial Lines			Personal Lines			Property & Casualty Other Operations		Total Property & Casualty Insurance
Workers’ compensation	$	(29	)	$	—		$	—	$	(29	)	$	(25	)	$	—		$	—	$	(25	)
Workers’ compensation discount accretion	21			—			—		21			10			—			—		10
General liability	10			—			—		10			8			—			—		8
Package business	(22		)	—			—		(22		)	8			—			—		8
Commercial property	(5		)	—			—		(5		)	(13		)	—			—		(13		)
Professional liability												2			—			—		2
Bond	10			—			—		10			—			—			—		—
Automobile liability	20			—			—		20			(5		)	—			—		(5		)
Homeowners												—			(12		)	—		(12		)
Net asbestos reserves												—			—			—		—
Net environmental reserves												—			—			—		—
Catastrophes	(1		)	(11		)	—		(12		)	(8		)	5			—		(3		)
Uncollectible reinsurance												—			—			—		—
Other reserve re-estimates, net	8			(1		)	1		8			4			(6		)	—		(2		)
Total prior accident year development	$	12		$	(12	)	$	1	$	1		$	(19	)	$	(13	)	$	—	$	(32	)

Workers’ compensation reserveswere reduced ~~primarily~~ in small commercial, ~~given the continued emergence of favorable frequency~~primarily for accident years ~~2013~~2011 to ~~2015. Management has placed additional weight on this favorable experience~~2015, as ~~it becomes more credible.~~both claim frequency and medical claim severity have emerged favorably compared to previous reserve estimates.

General liability reserveswere increased modestly, primarily due to an increase in~~creased~~ reserves for ~~the 2013 to 2016~~specialty business within middle market for accident years ~~on a class of business that insures service and maintenance contractors. This increase was partially~~2009 to 2017, largely offset by a decrease in ~~recent~~reserves for other lines within middle market, including premises and operations and products liability, principally for accident ~~year~~years 2015 and prior. Contributing to the increase in reserves for specialty general liability reserves was an increase in large losses. Contributing to the reduction in reserves for other middle market ~~general liability reserves.~~lines was more favorable outcomes on litigated claims.

Package business reserveswere increased primarily due to increased severity of 2017 accident year property claims.

Commercial property reserves were reduced, driven by an increase in estimated reinsurance recoverable on marine losses from the 2017 accident year.

Homeowners reserveswere reduced, primarily in accident years 2013 to 2017, driven by lower than expected severity across multiple perils.

~~Package reserveswere reduced for accident years 2013 and prior largely due to reducing the Company's estimate of allocated loss adjustment expenses incurred to settle the claims.~~

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

~~Catastrophes reserves~~ ~~were reduced primarily due to lower estimates of 2016 wind and hail event losses and a decrease in losses on a 2015 wildfire~~.

P&C Other Operations Total Reserves, Net of Reinsurance

Asbestos and Environmental Reserves

Reserves for asbestos and environmental ("A&E") are primarily within P&C Other Operations with less significant amounts of A&E reserves included within Commercial Lines and Personal Lines. The following tables include all A&E reserves, including reserves in P&C Other Operations and Commercial Lines and Personal Lines.

~~Asbestos and Environmental Net Reserves~~

Asbestos Environmental
September 30, 2018
Property and Casualty Other Operations $ 1,022
$ 161
Commercial Lines and Personal Lines 68
53
Ending liability — net $ 1,090
$ 214
December 31, 2017
Property and Casualty Other Operations $ 1,143
$ 182
Commercial Lines and Personal Lines 72
55
Ending liability — net $ 1,215
$ 237

~~Property & Casualty Reserves Asbestos and Environmental Summary as of September 30, 2018~~

Asbestos Environmental Total A&E
Gross
Direct $ 1,268
$ 300
$ 1,568
Assumed Reinsurance 402
44
446
Total 1,670
344
2,014
Ceded - other than National Indemnity Company ("NICO") (397 ) (28 ) (425 )
Ceded - NICO adverse development cover ("ADC ") (183 ) (102 ) (285 )
Net $ 1,090
$ 214
$ 1,304

~~Rollforward of Asbestos and Environmental Losses and LAE for the Nine Months Ended September 30, 2018 and September 30, 2017~~

Asbestos Environmental
2018
Beginning liability—net $ 1,215
$ 237
Losses and loss adjustment expenses incurred —
—
Losses and loss adjustment expenses paid 125
23
Reclassification of allowance for uncollectible reinsurance —
—
Ending liability – net $ 1,090
$ 214
2017
Beginning liability—net $ 1,363
$ 292
Losses and loss adjustment expenses paid 111
48
Reclassification of allowance for uncollectible reinsurance [1] 1
—
Ending liability – net $ 1,253
$ 244

~~[1]Related to the reclassification of an allowance for uncollectible reinsurance from the "All Other" category of P&C Other Operations reserves.~~

~~The Company classifies its A&E reserves into two categories: Direct and Assumed Reinsurance.~~

~~Direct Insurance-~~ ~~includes primary and excess coverage. Of the two categories of claims, direct policies tend to have the greatest factual development from which to estimate the Company’s exposures.~~

~~Assumed Reinsurance-~~ includes both “treaty” reinsurance (covering broad categories of claims or blocks of business) and “facultative” reinsurance (covering specific risks or individual policies of primary or excess insurance companies). Assumed reinsurance exposures are less predictable than direct insurance exposures because the Company does not generally receive notice of a reinsurance claim until the underlying direct insurance claim is mature. This causes a delay in the receipt of information at the

7959

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

~~reinsurer level~~Asbestos and ~~adds to~~Environmental Net Reserves



	Asbestos		Environmental
March 31, 2019
Property and Casualty Other Operations	$	959	$	145
Commercial Lines and Personal Lines	65		51
Ending liability — net	$	1,024	$	196
December 31, 2018
Property and Casualty Other Operations	$	984	$	151
Commercial Lines and Personal Lines	67		52
Ending liability — net	$	1,051	$	203

Property & Casualty Reserves Asbestos and Environmental Summary as of March 31, 2019



		Asbestos			Environmental			Total A&E
Gross
	Direct	$	1,415		$	355		$	1,770
	Assumed Reinsurance	437			52			489
	Total	1,852			407			2,259
Ceded - other than NICO		(478		)	(38		)	(516		)
Ceded - NICO adverse development cover ("ADC ")		(350		)	(173		)	(523		)
Net		$	1,024		$	196		$	1,220

Rollforward of Asbestos and Environmental Losses and LAE for the ~~uncertainty of estimating related reserves.~~Three Months Ended March 31, 2019 and March 31, 2018



	Asbestos			Environmental
2019
Beginning liability—net	$	1,051		$	203
Losses and loss adjustment expenses incurred	—			—
Losses and loss adjustment expenses paid	(27		)	(7		)
Reclassification of allowance for uncollectible reinsurance	—			—
Ending liability – net	$	1,024		$	196
2018
Beginning liability—net	$	1,215		$	237
Losses and loss adjustment expenses incurred	—			—
Losses and loss adjustment expenses paid	(31		)	(6		)
Reclassification of allowance for uncollectible reinsurance	—			—
Ending liability – net	$	1,184		$	231

The Company classifies its A&E reserves into two categories: Direct and Assumed Reinsurance.


•	Direct Insurance- includes primary and excess coverage. Of the two categories of claims, direct policies tend to have the greatest factual development from which to estimate the Company’s exposures.

•

Assumed Reinsurance- includes both “treaty” reinsurance (covering broad categories of claims or blocks of business) and “facultative” reinsurance (covering specific risks or individual policies of primary or excess insurance companies). Assumed reinsurance exposures are less predictable than direct insurance exposures because the Company does not generally receive notice of a reinsurance claim until the underlying direct insurance claim is mature. This causes a delay in the receipt of information at the reinsurer level and adds to the uncertainty of estimating related reserves.

Adverse Development Cover

Effective December 31, 2016, the Company entered into an A&E ADC reinsurance agreement with NICO, a subsidiary of Berkshire Hathaway Inc., to reduce uncertainty about potential adverse development. Under the ADC, the Company paid a reinsurance premium of $650 for NICO to assume adverse net loss and allocated loss adjustment expense reserve development up to $1.5 billion above the Company’s existing net A&E reserves as of December 31, 2016 of approximately $1.7 billion. The $650 reinsurance premium was placed in a collateral trust account as security for NICO’s claim payment obligations to the Company. The Company has retained the risk of collection on amounts due from other third-party reinsurers and continues to be responsible for claims handling and other administrative services, subject to certain conditions. The ADC covers substantially all the Company’s A&E reserve development up to the reinsurance limit.

Under retroactive reinsurance accounting, net adverse A&E reserve development after December 31, 2016, will result in an offsetting reinsurance recoverable up to the $1.5 billion limit. Cumulative ceded losses up to the $650 reinsurance premium paid are recognized as a dollar-for-dollar offset to ~~direct~~net losses ~~incurred.~~incurred before ceding to the ADC. Cumulative ceded losses exceeding the $650 reinsurance premium paid would result in a deferred gain. The deferred gain would be recognized over the claim settlement period in the proportion of the amount of cumulative ceded losses collected from the reinsurer to the estimated ultimate reinsurance recoveries. Consequently, until periods when the deferred gain is recognized as a benefit to earnings, cumulative adverse development of A&E claims after December 31, 2016 in excess of $650 may result in significant charges against earnings.

As of ~~September 30, 2018~~March 31, 2019, the Company has incurred a cumulative ~~$285~~$523 in adverse development on A&E reserves that have been ceded under the ADC treaty with NICO, leaving approximately ~~$1.2 billion~~$977 of coverage available for future adverse net reserve development, if any.

Net and Gross Survival Ratios

Net and ~~Gross~~gross survival ratios are a measure of the quotient of the carried reserves divided by average annual payments (net of reinsurance and on a gross basis) and is an indication of the number of years that carried reserves would last (i.e. survive) if

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

future annual payments were consistent with the calculated historical average.

The survival ratios shown below are calculated for the one and three year periods ended ~~September 30, 2018.~~March 31, 2019. The net basis survival ratio has been materially affected by the ADC entered into between the Company and NICO. The Company cedes adverse A&E development in excess of its December 31, 2016 net carried reserves of $1.7 billion to NICO up to a limit of $1.5 billion. Since December 31, 2016, net reserves for A&E have been declining as the Company has had no net incurred losses but continues to pay down net loss reserves. This has the effect of reducing the one- and three-year net survival ratios shown in the table below. For asbestos, the table also presents the three-year net survival ratios excluding the effect of the PPG Industries, Inc. ("PPG") settlement in 2016. For further discussion of the PPG settlement, see Part II, Item 7 MD&A, Critical Accounting

Estimates, Annual Reserves Reviews section in the Company’s ~~2017~~2018 Form 10-K Annual Report.

Net and Gross Survival Ratios


	Asbestos	Environmental	Asbestos	Environmental
One year net survival ratio	6.7	6.9	6.4	5.6
Three year net survival ratio- excluding PPG settlement	6.6	4.3	6.6	4.2
One year gross survival ratio	7.3	8.0	9.4	8.3
Three year gross survival ratio - excluding PPG settlement	7.7	5.8	9.2	7.2

Asbestos and Environmental Paid and Incurred Losses and LAE Development for the ~~Nine~~Three Months Ended ~~September 30, 2018~~March 31, 2019


	Asbestos					Environmental					Asbestos				Environmental
	Paid Losses & LAE			Incurred Losses & LAE		Paid Losses & LAE			Incurred Losses & LAE		Paid Losses & LAE		Incurred Losses & LAE		Paid Losses & LAE		Incurred Losses & LAE
Gross	$	168		$	—	$	35		$	—	$	20	$	—	$	5	$	—
Ceded- other than NICO	(43		)	—		(12		)	—		7		—		2		—
Ceded - NICO ADC	—			—		—			—		—		—		—		—
Net	$	125		$	—	$	23		$	—	$	27	$	—	$	7	$	—

Annual Reserve Reviews

Review of Asbestos Reserves

In ~~2018,~~2019, the Company expects to perform its regular comprehensive annual review of asbestos reserves in the fourth quarter.

As part of its evaluation in the fourth quarter of ~~2017,~~2018, the Company reviewed all of its open direct domestic insurance accounts exposed to asbestos liability, as well as assumed reinsurance accounts. Based on this evaluation, the Company increased its net asbestos reserves for prior year development by ~~$183~~$167 in the fourth quarter of ~~2017~~2018 which was offset by ~~$183~~$167 of ceded losses under the ADC agreement.

Review of Environmental Reserves

In ~~2018,~~2019, the Company expects to perform its regular comprehensive annual review of environmental reserves in the fourth quarter.

As part of its evaluation in the fourth quarter of ~~2017,~~2018, the Company reviewed all of its open direct domestic insurance accounts exposed to environmental liability, as well as assumed reinsurance accounts. Based on this evaluation, the Company increased its net environmental reserves for prior year development by ~~$102~~$71 in the fourth quarter ~~2017~~2018 which was offset by ~~$102~~$71 of ceded losses under the ADC agreement.

~~2017~~2018 Reserve Reviews

For a discussion of the Company's ~~2017~~2018 comprehensive annual review of A&E reserves, see Part II, Item 7 MD&A, Critical

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

Accounting Estimates, Annual Reserves Reviews section in the Company’s ~~2017~~2018 Form 10-K Annual Report.

Uncertainties Regarding Adequacy of Asbestos and Environmental Reserves

A number of factors affect the variability of estimates for A&E reserves before considering the effect of the reinsurance agreement with NICO, including assumptions with respect to the frequency of claims, the average severity of those claims settled with payment, the dismissal rate of claims with no payment, resolution of coverage disputes with our policyholders and the expense to indemnity ratio. The uncertainty with respect to the underlying reserve assumptions for A&E adds a greater degree of variability to these reserve estimates than reserve estimates for more traditional exposures.

As of ~~September 30, 2018,~~March 31, 2019, the Company reported ~~$1.1~~$1.0 billion of net asbestos reserves and ~~$214~~$196 of net environmental reserves. The Company believes that its current A&E reserves are appropriate. However, analyses of future developments could cause The Hartford to change its estimates of its A&E reserves. As discussed above, the effect of these changes could be material to the Company's liquidity and, if cumulative adverse development subsequent to December 31, 2016 exceeded $650, the effect of the changes could be material to the Company's consolidated operating results. The process of estimating A&E reserves remains subject to a wide variety of uncertainties, which are detailed in the Company's ~~2017~~2018 Form 10-K Annual Report.

Consistent with the Company's long-standing reserve practices, the Company will continue to review and monitor its reserves in Property & Casualty Other Operations regularly, including its annual reviews of asbestos liabilities, reinsurance recoverables and the allowance for uncollectible reinsurance, and environmental liabilities, and where future developments indicate, make appropriate adjustments to the reserves. For a discussion of the Company's reserving practices, see MD&A - Critical Accounting Estimates, Property & Casualty Insurance Product Reserves, Net of Reinsurance in the Company's ~~2017~~2018 Form 10-K Annual Report.

8161

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

SEGMENT OPERATING SUMMARIES

COMMERCIAL LINES

Results of Operations

Underwriting Summary


	Three Months Ended September 30,								Nine Months Ended September 30,							Three Months Ended March 31,
	2018			2017			Change		2018			2017		Change		2019			2018			Change
Written premiums	$	1,751		$	1,702		3	%	$	5,336		$	5,229	2	%	$	1,949		$	1,851		5	%
Change in unearned premium reserve	(34		)	(21		)	(62	%)	95			98		(3	%)	172			140			23	%
Earned premiums	1,785			1,723			4	%	5,241			5,131		2	%	1,777			1,711			4	%
Fee income	9			9			—	%	26			28		(7	%)	9			9			—	%
Losses and loss adjustment expenses
Current accident year before catastrophes	1,055			1,009			5	%	3,003			2,971		1	%	1,037			971			7	%
Current accident year catastrophes [1]	95			270			(65	%)	238			404		(41	%)	70			69			1	%
Prior accident year development [1]	(53		)	(3		)	NM		(145		)	12		NM		(10		)	(19		)	47	%
Total losses and loss adjustment expenses	1,097			1,276			(14	%)	3,096			3,387		(9	%)	1,097			1,021			7	%
Amortization of deferred policy acquisition costs	264			253			4	%	780			754		3	%	274			257			7	%
Underwriting expenses	353			348			1	%	1,013			995		2	%	337			324			4	%
Amortization of other intangible assets	2			—			NM		3			—		NM		2			—			NM
Dividends to policyholders	8			4			100	%	18			11		64	%	6			4			50	%
Underwriting gain (loss)	70			(149		)	147	%	357			12		NM
Underwriting gain																70			114			(39	%)
Net servicing income	(1		)	1			NM		—			2		(100	%)	(1		)	—			NM
Net investment income [2]	250			241			4	%	750			724		4	%	259			258			—	%
Net realized capital gains [2]	29			13			123	%	63			56		13	%
Net realized capital gains (losses) [2]																115			(8		)	NM
Other income (expenses)	2			(1		)	NM		1			—		NM		(1		)	2			(150	%)
Income before income taxes	350			105			NM		1,171			794		47	%	442			366			21	%
Income tax expense [3]	61			15			NM		212			215		(1	%)	79			68			16	%
Net income	$	289		$	90		NM		$	959		$	579	66	%	$	363		$	298		22	%


[1]	For discussion of current accident year catastrophes and prior accident year development, see MD&A - Critical Accounting Estimates, Property and Casualty Insurance Product Reserves, Net of Reinsurance.


[2]	For discussion of consolidated investment results, see MD&A - Investment Results.


[3]	For discussion of income taxes, see Note 1210 - Income Taxes of Notes to Condensed Consolidated Financial Statements.

Premium Measures ~~[1]~~

Three Months Ended September 30, Nine Months Ended September 30,
2018 2017 2018 2017
New business premium $ 314
$ 274
$ 969
$ 864
Standard commercial lines policy count retention 83 % 83 % 82 % 84 %
Standard commercial lines renewal written price increase 1.7 % 3.4 % 2.4 % 3.3 %
Standard commercial lines renewal earned price increase 2.9 % 3.0 % 3.1 % 2.7 %
Standard commercial lines policies in-force as of end of period (in thousands) 1,333
1,341



	Three Months Ended March 31,
	2019			2018
New business premium	$	363		$	337
Standard commercial lines policy count retention [1] [2]	84		%	82		%
Standard commercial lines renewal written price increase [1] [3]	1.7		%	2.8		%
Standard commercial lines renewal earned price increase [1] [3]	2.4		%	3.3		%
Standard commercial lines policies in-force as of end of period (in thousands) [1] [2]	1,349			1,329


[1]	Standard commercial lines consists of small commercial and middle market. ~~Standard commercial premium measures exclude~~


[2]	Excludes higher hazard general liability in middle market and livestock lines of business.


[3]	Excludes Maxum, higher hazard general liability in middle market and livestock lines of business.

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Underwriting Ratios


	Three Months Ended September 30,						Nine Months Ended September 30,					Three Months Ended March 31,
	2018		2017		Change		2018		2017	Change		2019		2018		Change
Loss and loss adjustment expense ratio
Current accident year before catastrophes	59.1		58.6		0.5		57.3		57.9	(0.6	)	58.4		56.8		1.6
Current accident year catastrophes	5.3		15.7		(10.4	)	4.5		7.9	(3.4	)	3.9		4.0		(0.1	)
Prior accident year development	(3.0	)	(0.2	)	(2.8	)	(2.8	)	0.2	(3.0	)	(0.6	)	(1.1	)	0.5
Total loss and loss adjustment expense ratio	61.5		74.1		(12.6	)	59.1		66.0	(6.9	)	61.7		59.7		2.0
Expense ratio	34.2		34.4		(0.2	)	33.8		33.5	0.3		34.0		33.4		0.6
Policyholder dividend ratio	0.4		0.2		0.2		0.3		0.2	0.1		0.3		0.2		0.1
Combined ratio	96.1		108.6		(12.5	)	93.2		99.8	(6.6	)	96.1		93.3		2.8
Current accident year catastrophes and prior year development	2.3		15.5		(13.2	)	1.7		8.1	(6.4	)	3.3		2.9		0.4
Underlying combined ratio	93.7		93.2		0.5		91.4		91.7	(0.3	)	92.7		90.4		2.3

Net Income

Three ~~and nine~~ months ended ~~September 30, 2018~~March 31, 2019 compared to the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018

Net incomeincreased in ~~2018 for the three month period increased~~2019 due to a ~~change~~shift from ~~an underwriting loss~~net realized capital losses in 2018 to ~~an underwriting gain, a lower corporate Federal income tax rate and, to a lesser extent, an increase in~~ net realized capital gains ~~and net investment income. (For~~in 2019, partially offset by a lower underwriting gain. For further discussion of investment results, see MD&A - Investment ~~Results)~~Results.

~~Net income~~in 2018 for the nine month period increased due to a higher underwriting gain, a lower corporate Federal income tax rate and, to a lesser extent, an increase in net investment income. (For further discussion of investment results, see MD&A - Investment Results)

Underwriting Gain ~~(Loss)~~

Three ~~and nine~~ months ended ~~September 30, 2018~~March 31, 2019 compared to the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018

Underwriting gain ~~(loss)changed from an underwriting loss to an underwriting gain for the three month period~~decreased in ~~2018 compared to the three month period in 2017~~2019 primarily due to ~~lower current accident year catastrophes, more favorable prior accident year reserve development and~~a higher ~~earned premium, partially offset by higher underwriting expenses.~~

~~Underwriting gain~~increased for the nine month period primarily due to lower current accident year catastrophes, a change from unfavorable prior accident year reserve development in 2017 to favorable development in 2018, higher earned premium and a lower current accident year loss and loss adjustment expense ratio before catastrophes, ~~primarily related to lower loss costs for general liability and automobile. Partially offsetting the increase were~~ higher underwriting expenses, including higher amortization of DAC, and ~~a higher current~~less favorable prior accident year ~~loss~~reserve development in 2019 compared to 2018, partially offset by the effect of higher earned premium. The increase in underwriting expenses included the effect of higher information technology and ~~loss adjustment expense ratio for workers' compensation.~~operations costs in middle market as well as higher operations costs and costs associated with the business acquired under a renewal rights agreement with Farmers Group to acquire its Foremost-branded small commercial business, partially offset by a reduction in state taxes and assessments.

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Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Earned Premiums

[1]Other of ~~$11~~$12 and ~~$12~~$11 for the three months ended ~~September 30, 2017,~~March 31, 2018, and ~~2018, respectively, and $35 and for both the nine months ended September 30, 2017, and 2018,~~2019, respectively, is included in the total.

Three ~~and nine~~ months ended ~~September 30, 2018~~March 31, 2019 compared to the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018

Earned premiumsincreased in ~~both the three and nine month periods~~2019 reflecting written premium growth over the preceding twelve months.

Written premiumsincreased in ~~both the three and nine month periods due to~~2019 with growth inacross small commercial, middle market, and ~~small commercial and, for the nine month period, growth in~~ specialty ~~commercial, principally in financial products and bond.~~commercial. In standard commercial lines, renewal written price increases declined in ~~the third quarter of 2018,~~2019, mostly attributable to ~~bigger~~larger rate decreases in ~~Small Commercial~~small commercial workers' compensation. New business ~~and renewal written~~ premium increased ~~across most lines of business except for a decline~~over the prior year period, primarily in ~~workers' compensation.~~small commercial.

Small commercial written premium increased ~~for the three month period primarily due to higher new business,~~in 2019, primarily driven by the business acquired under a renewal rights

agreement with Farmers Group to acquire its Foremost-branded small commercial ~~business. For the nine month period, the increase in new~~ business ~~premium was largely offset by the decline in renewal premium. For the nine month period, the decline in renewal premium was driven by the effect of lower~~and higher policy count retention partially offset by a decline in workers' compensation premium, mainly driven by renewal written price ~~increases.~~decreases compared to the prior year quarter.

Middle market written premium growth ~~for both the three and nine month periods~~in 2019 was primarily due to ~~strong new business growth.~~higher renewal premium in all core lines, as well as

growth in certain industry verticals, including energy. The increase in renewal premium was due, in part, to higher renewal written price increases and higher audit premium.

Specialty commercial written premium ~~was flat for the three month period. The increase for the nine month period was~~increased in 2019 driven by growth in bond and financial ~~products and bond.~~products.

Loss and LAE Ratio before Catastrophes and Prior Accident Year Development

Three ~~and nine~~ months ended ~~September 30, 2018~~March 31, 2019 compared to the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018

Loss and LAE ratio before catastrophes and prior accident year developmentincreased ~~for the three month period~~in 2019, primarily due to a higher loss and loss adjustment expense ratio in workers' compensation ~~due to increased claim frequency and an increase in~~as well as higher non-catastrophe property losses ~~partially offset by a lower loss~~in middle market marine and ~~loss adjustment expense ratio in general liability~~property.

Current Accident Year Catastrophes and ~~automobile.~~Unfavorable (Favorable) Prior Accident Year Development

~~Loss and LAE ratio before catastrophes and prior accident year development~~decreased slightly for the nine month month period primarily due to a lower loss and loss adjustment expense ratio in general liability and automobile, largely offset by a higher loss and loss adjustment expense ratio in workers' compensation, principally due to higher claim frequency.

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Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

~~Current Accident Year Catastrophes and Unfavorable (Favorable) Prior Accident Year Development~~

Three ~~and nine~~ months ended ~~September 30, 2018~~March 31, 2019 compared to the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018

Current accident year catastrophe lossestotaled ~~$95,~~$70, before tax, for the three month period in ~~2018~~2019 compared to ~~$270,~~$69, before tax, for the three month period in ~~2017. Catastrophe losses for the three month 2018 period were primarily due to wind and hail events in Colorado and hurricane~~

~~Florence. Catastrophe losses for the three month 2017 period were primarily from hurricanes Harvey and Irma.~~

2018. Current accident year catastrophe losses~~totaled $238 before tax,~~ for 2019 were primarily from winter storms in the ~~nine month period in 2018, compared to $404, before tax, for the nine month period in 2017. Catastrophe~~northern plains, midwest and northeast. Current accident year catastrophe losses for ~~the nine month~~ 2018 ~~period~~ were primarily ~~due to multiple wind and hail events in Colorado, the Midwest, South and Mid-Atlantic and hurricane Florence as well as~~from winter storms on the east coast. ~~Catastrophe losses for the nine month 2017 period were primarily from Hurricanes Harvey and Irma, but also included wind and hail events in the Midwest, Texas and Colorado.~~

Prior accident year developmentwas a net favorable ~~$53~~$10 for the three month period in ~~2018,~~2019, compared with $3$19 of net favorable prior accident year development for the three month period in ~~2017, and was a net favorable $145 for the nine month period in 2018 compared to unfavorable prior accident year development of $12, before tax, for the nine month period in 2017.~~2018. Net reserve decreases for ~~the three month 2018 period~~2019 were primarily related to ~~decreases in reserves~~lower loss reserve estimates for workers' compensation ~~professional~~claims and catastrophes, partially offset by reserve increases for general liability and ~~the 2017 hurricanes.~~package business. Net reserve decreases for ~~the nine month~~ 2018 ~~period~~ were primarily related to ~~decreases~~lower loss reserve estimates for workers' compensation and catastrophe reserves. Estimated losses for 2017 catastrophe events in Commercial Lines decreased by $93 in the nine month 2018 period resulting in a decrease in reinsurance recoverables of $43 as the Company no longer expects to recover under the 2017 Property Aggregate reinsurance treaty.compensation.

~~Net reserve decreases for the three month 2017 period were primarily related to reductions in package business and workers' compensation reserves, partially offset by an increase in bond reserves.~~

Net reserve increases for the nine month 2017 period were primarily related to commercial automobile liability, general liability, and bond, largely offset by a decrease in reserves for package business.

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

PERSONAL LINES

Results of Operations

Underwriting Summary


	Three Months Ended September 30,								Nine Months Ended September 30,								Three Months Ended March 31,
	2018			2017			Change		2018			2017			Change		2019			2018			Change
Written premiums	$	854		$	924		(8	%)	$	2,518		$	2,738		(8	%)	$	771		$	807		(4	%)
Change in unearned premium reserve	5			3			67	%	(46		)	(47		)	2	%	(28		)	(52		)	46	%
Earned premiums	849			921			(8	%)	2,564			2,785			(8	%)	799			859			(7	%)
Fee income	10			11			(9	%)	30			33			(9	%)	9			10			(10	%)
Losses and loss adjustment expenses
Current accident year before catastrophes	565			663			(15	%)	1,688			1,959			(14	%)	500			566			(12	%)
Current accident year catastrophes [1]	74			82			(10	%)	222			253			(12	%)	34			34			—	%
Prior accident year development [1]	(18		)	2			NM		(21		)	(12		)	(75	%)	(1		)	(13		)	92	%
Total losses and loss adjustment expenses	621			747			(17	%)	1,889			2,200			(14	%)	533			587			(9	%)
Amortization of DAC	68			76			(11	%)	209			236			(11	%)	65			71			(8	%)
Underwriting expenses	155			145			7	%	454			422			8	%	155			143			8	%
Amortization of other intangible assets	1			1			—	%	3			3			—	%	1			1			—	%
Underwriting gain (loss)	14			(37		)	138	%	39			(43		)	191	%
Underwriting gain																	54			67			(19	%)
Net servicing income [2]	5			4			25	%	13			11			18	%	3			4			(25	%)
Net investment income [3]	39			36			8	%	116			107			8	%	42			40			5	%
Net realized capital gains [3]	5			2			150	%	10			9			11	%	19			—			NM
Other income	1			3			(67	%)	1			1			—	%
Other income (expenses)																	1			(1		)	NM
Income before income taxes	64			8			NM		179			85			111	%	119			110			8	%
Income tax expense [4]	13			—			NM		33			20			65	%	23			21			10	%
Net income	$	51		$	8		NM		$	146		$	65		125	%	$	96		$	89		8	%


[1]	For discussion of current accident year catastrophes and prior accident year development, see MD&A - Critical Accounting Estimates, Property & Casualty Insurance Product Reserves, Net of Reinsurance.

[2]

Includes servicing revenues of $2419 for both the three months ended ~~September 30,2018~~March 31,2019 and ~~2017~~ ~~and~~ ~~$66~~ ~~for the~~ ~~nine months ended September 30,~~2018 ~~and~~ ~~2017~~. Includes servicing expenses of $1916 and $5315 for the three ~~and nine~~ months ended~~September 30,2018, respectively,~~March 31,2019 and ~~$20~~ ~~and~~ ~~$55~~ ~~for the~~ ~~three and nine months endedSeptember 30,2017~~2018, respectively.


[3]	For discussion of consolidated investment results, see MD&A - Investment Results.


[4]	For discussion of income taxes, see Note 1210 - Income Taxes of Notes to Condensed Consolidated Financial Statements.

~~Written and Earned Premiums~~

Three Months Ended September 30, Nine Months Ended September 30,
Written Premiums 2018 2017 Change 2018 2017 Change
Product Line
Automobile $ 583
$ 636
(8 %) $ 1,750
$ 1,919
(9 %)
Homeowners 271
288
(6 %) 768
819
(6 %)
Total $ 854
$ 924
(8 %) $ 2,518
$ 2,738
(8 %)
Earned Premiums

Product Line

Automobile $ 591
$ 644
(8 %) $ 1,787
$ 1,950
(8 %)
Homeowners 258
277
(7 %) 777
835
(7 %)
Total $ 849
$ 921
(8 %) $ 2,564
$ 2,785
(8 %)

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Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

~~Premium Measures~~

Three Months Ended September 30, Nine Months Ended September 30,
Premium Measures 2018 2017 2018 2017
Policies in-force end of period (in thousands)
Automobile 1,547
1,768
Homeowners 948
1,071
New business written premium
Automobile $ 47
$ 37
$ 126
$ 117
Homeowners $ 12
$ 11
$ 32
$ 35
Policy count retention
Automobile 83 % 80 % 82 % 81 %
Homeowners 83 % 83 % 83 % 82 %
Renewal written price increase
Automobile 6.1 % 11.8 % 7.9 % 10.8 %
Homeowners 10.0 % 8.5 % 10.0 % 8.8 %
Renewal earned price increase
Automobile 9.3 % 10.1 % 10.1 % 9.1 %
Homeowners 9.6 % 8.7 % 9.2 % 8.4 %

~~Underwriting Ratios~~Written and Earned Premiums

Three Months Ended September 30, Nine Months Ended September 30,
Underwriting Ratios 2018 2017 Change 2018 2017 Change
Loss and loss adjustment expense ratio
Current accident year before catastrophes 66.5
72.0
(5.5 ) 65.8
70.3
(4.5 )
Current accident year catastrophes 8.7
8.9
(0.2 ) 8.7
9.1
(0.4 )
Prior year development (2.1 ) 0.2
(2.3 ) (0.8 ) (0.4 ) (0.4 )
Total loss and loss adjustment expense ratio 73.1
81.1
(8.0 ) 73.7
79.0
(5.3 )
Expense ratio 25.2
22.9
2.3
24.8
22.5
2.3
Combined ratio 98.4
104.0
(5.6 ) 98.5
101.5
(3.0 )
Current accident year catastrophes and prior year development 6.6
9.1
(2.5 ) 7.9
8.7
(0.8 )
Underlying combined ratio 91.8
94.9
(3.1 ) 90.6
92.9
(2.3 )



	Three Months Ended March 31,
Written Premiums	2019		2018		Change
Product Line
Automobile	$	555	$	581	(4	%)
Homeowners	216		226		(4	%)
Total	$	771	$	807	(4	%)
Earned Premiums
Product Line
Automobile	$	555	$	600	(8	%)
Homeowners	244		259		(6	%)
Total	$	799	$	859	(7	%)

~~Product Combined Ratios~~

Premium Measures

Three Months Ended September 30, Nine Months Ended September 30,
2018 2017 Change 2018 2017 Change
Automobile

Combined ratio 98.9
106.3
(7.4 ) 97.2
101.5
(4.3 )
Underlying combined ratio 98.5
101.6
(3.1 ) 96.4
99.1
(2.7 )
Homeowners

Combined ratio 96.9
97.9
(1.0 ) 101.5
101.6
(0.1 )
Underlying combined ratio 76.3
78.9
(2.6 ) 77.2
78.4
(1.2 )



	Three Months Ended March 31,
Premium Measures	2019			2018
Policies in-force end of period (in thousands)
Automobile	1,485			1,641
Homeowners	913			1,008
New business written premium
Automobile	$	56		$	37
Homeowners	$	16		$	9
Policy count retention
Automobile	85		%	80		%
Homeowners	84		%	82		%
Renewal written price increase
Automobile	5.6		%	9.5		%
Homeowners	8.0		%	9.4		%
Renewal earned price increase
Automobile	6.5		%	10.7		%
Homeowners	9.6		%	8.9		%

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Underwriting Ratios



	Three Months Ended March 31,
Underwriting Ratios	2019		2018		Change
Loss and loss adjustment expense ratio
Current accident year before catastrophes	62.6		65.9		(3.3	)
Current accident year catastrophes	4.3		4.0		0.3
Prior year development	(0.1	)	(1.5	)	1.4
Total loss and loss adjustment expense ratio	66.7		68.3		(1.6	)
Expense ratio	26.5		23.9		2.6
Combined ratio	93.2		92.2		1.0
Current accident year catastrophes and prior year development	4.2		2.5		1.7
Underlying combined ratio	89.1		89.8		(0.7	)

Product Combined Ratios



	Three Months Ended March 31,
	2019	2018	Change
Automobile
Combined ratio	93.1	93.1	—
Underlying combined ratio	93.6	94.2	(0.6	)
Homeowners
Combined ratio	93.1	89.8	3.3
Underlying combined ratio	78.4	78.9	(0.5	)

Net Income

Three ~~and nine~~ months ended ~~September 30, 2018~~March 31, 2019 compared to the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018

Net income~~in 2018~~ increased ~~for the three and nine month periods~~ primarily due to a ~~change from an underwriting loss~~shift to ~~an underwriting gain, the effect of~~net realized capital gains in 2019, partially offset by a lower ~~Federal income tax rate and, to a lesser extent, higher net investment income.~~underwriting gain.

Underwriting Gain ~~(Loss)~~

Three ~~and nine~~ months ended ~~September 30, 2018~~March 31, 2019 compared to the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018

Underwriting gain ~~(loss)changed from an underwriting loss to an underwriting gain~~ decreased in ~~both the three month and nine month periods~~2019 primarily due to a less favorable prior year development, the effect of lower earned premium and higher underwriting expenses, partially offset by lower current accident year loss ~~and loss adjustment expense ratio~~ratios before catastrophes in both auto and homeowners and lower ~~current accident year catastrophes, and more favorable prior accident year reserve development, partially offset by higher expenses and the effect~~amortization of ~~lower earned premium.~~DAC. The ~~increase in expenses was largely driven by an~~

~~increase in direct marketing spending, selling expenses, and operational costs to generate new business.~~

~~Earned Premiums~~

~~Three and nine months ended September 30, 2018 compared to the three and nine months ended September 30, 2017~~

~~Earned premiums~~ ~~decreased in 2018, reflecting a decline in written premium over the prior six to twelve months in both agency channels and in AARP Direct.~~

~~Written premiums~~ ~~decreased in 2018 in both agency channels and in AARP Direct primarily due to not generating enough new business to offset the loss of non-renewed premium.~~

~~Renewal written pricing~~ increases in 2018 were higher in homeowners and have decreased in automobile with mid single-digit price increases in automobile in the third quarter of 2018 and low double-digit price increases in homeowners driven by actions taken to improve profitability.

~~Policy count retention~~ ~~increased~~ ~~in automobile in both the three month and nine month periods as renewal written pricing increases decreased. Policy count retention in homeowners~~ ~~was flat for the three month period and increased for the nine month period~~ ~~despite higher renewal~~ ~~written price increases.~~

~~Policies in-forcedecreased in 2018~~ ~~in both automobile and homeowners, driven by low new business and low policy count retention.~~

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Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

increase in underwriting expenses was largely driven by an increase in direct marketing spending, selling expenses, and operational costs to generate new business, partially offset by a reduction in state taxes and assessments.

Earned Premiums

Three months ended March 31, 2019 compared to the three months ended March 31, 2018

Earned premiums decreased in 2019, reflecting a decline in written premium over the prior six to twelve months in both Agency channels and, to a lesser extent, in AARP Direct.

Written premiums decreased in 2019 in AARP Direct and both Agency channels. Despite an increase in new business and higher policy count retention in both auto and homeowners, written premium declined, primarily due to not generating enough new business to offset the loss of non-renewed premium.

Renewal written pricing increases in 2019 were lower in both auto and homeowners in response to moderating loss cost trends.

Policy count retention increased in both automobile and homeowners, in part driven by moderating renewal written price increases.

Policies in-forcedecreased in 2019 in both automobile and homeowners, driven by not generating enough new business to offset the loss of non-renewed policies.

Loss and LAE Ratio before Catastrophes and Prior Accident Year Development

Three ~~and nine~~ months ended ~~September 30, 2018~~March 31, 2019 compared to the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018

Loss and LAE ratio before catastrophes and prior accident year development decreased in ~~both the three and nine month periods in 2018,~~ 2019, primarily due to the effect of earned pricing increases in both ~~the~~ automobile and homeowners ~~lines~~ and lower non-catastrophe ~~weather-related~~ homeowners loss costs.

~~Current Accident Year Catastrophes and Unfavorable (Favorable) Prior Accident Year Development~~

~~Three and nine months ended September 30, 2018 compared to the three and nine months ended September 30, 2017~~

~~Current accident year catastrophe losses~~for the three month 2018 period were from catastrophe events across the country, principally wildfires in California and Colorado, wind and hail storms in Colorado and wind storms in the Midwest, Midatlantic and Northeast. ~~Catastrophe losses for three month 2017 period were primarily due to hurricanes Harvey and Irma.~~ Catastrophe losses for the nine month 2018 period included multiple wind and hail events across the Mountain West, Midwest, South, and Northeast and wildfires in California and Colorado as well as from east coast winter storms. Catastrophe losses for the nine month 2017 period were primarily due to hurricanes Harvey and Irma as well as multiple wind and hail events across various U.S. geographic regions, concentrated in Texas, Colorado, the Midwest and the Southeast.

~~Prior accident year development~~ ~~was favorable in the 2018~~ ~~three month period~~ ~~primarily due to~~ ~~decreases in reserves for both auto liability and homeowners related to recent accident years.~~Prior accident year development for the 2018 nine month period included decreases in reserves for auto liability and for homeowners partially offset by increases in reserves for prior accident year catastrophes. Estimated losses

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Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current Accident Year Catastrophes and Unfavorable (Favorable) Prior Accident Year Development

Three months ended March 31, 2019 compared to the three months ended March 31, 2018

Current accident year catastrophe lossesfor ~~2017~~2019 were primarily from winter storms across the country and, to a lesser extent, tornado and hail events in the South. Catastrophe losses in 2018 were from seven named catastrophe events across the country, including several East coast winter storms and, to a lesser extent, wind and hail events in ~~Personal Lines decreased by $30~~the South.

Prior accident year developmentwas less favorable in 2019 than in 2018 as net favorable reserve development in homeowners in the 2018 ~~nine month~~ period ~~resulting~~did not recur in ~~a decrease in reinsurance recoverables of $47, as the Company no longer expects to recover under the 2017 Property Aggregate~~

~~reinsurance treaty. Prior accident year development for the three and nine month periods in 2017 primarily included a decrease in reserves for catastrophes.~~2019.

PROPERTY & CASUALTY OTHER OPERATIONS

Results of Operations

Underwriting Summary


	Three Months Ended September 30,								Nine months ended September 30,								Three Months Ended March 31,
	2018			2017			Change		2018			2017			Change		2019			2018			Change
Losses and loss adjustment expenses
Prior accident year development [1]	11			—			NM		$	27		$	1		NM
Prior accident year development																	—			—			—	%
Total losses and loss adjustment expenses	11			—			NM		27			1			NM		—			—			—	%
Underwriting expenses	3			3			—	%	9			11			(18	%)	3			3			—	%
Underwriting loss	(14		)	(3		)	NM		(36		)	(12		)	NM		(3		)	(3		)	—	%
Net investment income [2]	22			26			(15	%)	68			84			(19	%)
Net realized capital gains [2]	3			1			NM		5			10			(50	%)
Other income	—			2			(100	%)	—			4			(100	%)
Net investment income [1]																	22			24			(8	%)
Net realized capital gains (losses) [1]																	9			(1		)	NM
Income before income taxes	11			26			(58	%)	37			86			(57	%)	28			20			40	%
Income tax expense [3]	2			8			(75	%)	6			24			(75	%)
Income tax expense [2]																	5			3			67	%
Net income	$	9		$	18		(50	%)	$	31		$	62		(50	%)	$	23		$	17		35	%

[1]~~For discussion of prior accident year development, see MD&A - Critical Accounting Estimates, Property & Casualty Insurance Product Reserves, Net of Reinsurance.~~

~~[2]~~For discussion of consolidated investment results, see MD&A - Investment Results.

[3]2]For discussion of income taxes, see Note 1210 - Income Taxes of Notes to Condensed Consolidated Financial Statements.

~~Net Income~~

~~Three and nine months ended September 30, 2018 compared to the three and nine months ended September 30, 2017~~

~~Net Income~~ decreased for the three months, primarily due to prior accident year reserve increases for the allowance for uncollectible reinsurance. Net income decreased for the nine month period due to reserve increases for the allowance for uncollectible reinsurance and certain mass torts as well as lower net investment income.

~~Underwriting lossincreased for both periods, primarily due to unfavorable prior accident year development.~~

~~Comprehensive annual reserve reviews of A&E will occur in the fourth quarter of 2018. For information on A&E reserves, see MD&A - Critical Accounting Estimates, Asbestos and Environmental Reserves.~~

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Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Net Income

Three months ended March 31, 2019 compared to the three months ended March 31, 2018

Net Income increased primarily due to net realized capital gains in the 2019 period.

Asbestos and environmental reservecomprehensive annualreviews will occur in the fourth quarter of 2019. For information on A&E reserves, see MD&A - Critical Accounting Estimates, Asbestos and Environmental Reserves.

GROUP BENEFITS

Results of Operations

																						Operating Summary
	Three Months Ended September 30,							Nine months ended September 30,							Three months ended March 31,
	2018			2017		Change		2018			2017		Change		2019		2018			Change
Premiums and other considerations	$	1,396		$	822	70	%	$	4,198		$	2,481	69	%	$	1,409	$	1,401		1	%
Net investment income [1]	117			95		23	%	353			278		27	%	121		121			—	%
Net realized capital gains (losses) [1]	(3		)	9		(133	%)	(26		)	30		(187	%)	5		(25		)	120	%
Total revenues	1,510			926		63	%	4,525			2,789		62	%	1,535		1,497			3	%
Benefits, losses and loss adjustment expenses	1,054			614		72	%	3,198			1,893		69	%	1,053		1,085			(3	%)
Amortization of DAC	12			8		50	%	33			24		38	%	13		10			30	%
Insurance operating costs and other expenses	319			204		56	%	957			617		55	%	315		321			(2	%)
Amortization of other intangible assets	15			—		NM		48			—		NM		10		17			(41	%)
Total benefits, losses and expenses	1,400			826		69	%	4,236			2,534		67	%	1,391		1,433			(3	%)
Income before income taxes	110			100		10	%	289			255		13	%	144		64			125	%
Income tax expense [2]	33			29		14	%	62			70		(11	%)	26		10			160	%
Net income	$	77		$	71	8	%	$	227		$	185	23	%	$	118	$	54		119	%


[1]	For discussion of consolidated investment results, see MD&A - Investment Results.


[2]	For discussion of income taxes, see Note 1210 - Income Taxes of Notes to the Condensed Consolidated Financial Statements.

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Premiums and Other Considerations
Three Months Ended September 30, Nine months ended September 30,

2018 2017 Change 2018 2017 Change
Fully insured – ongoing premiums $ 1,353
$ 803
68 % $ 4,062
$ 2,410
69 %
Buyout premiums —
—
— % 5
14
(64 %)
Fee income 43
19
126 % 131
57
130 %
Total premiums and other considerations $ 1,396
$ 822
70 % $ 4,198
$ 2,481
69 %
Fully insured ongoing sales, excluding buyouts $ 104
$ 68
53 % $ 643
$ 346
86 %

Ratios, Excluding Buyouts
Three Months Ended September 30, Nine months ended September 30,

2018 2017 Change 2018 2017 Change
Group disability loss ratio 75.9 % 73.0 % 2.9 75.0 % 78.3 % (3.3)
Group life loss ratio 76.6 % 77.7 % (1.1) 78.3 % 75.0 % 3.3
Total loss ratio 75.5 % 74.7 % 0.8 76.2 % 76.2 % 0.0
Expense ratio [1] 23.9 % 25.8 % (1.9) 23.9 % 26.0 % (2.1)



Premiums and Other Considerations
	Three months ended March 31,
	2019		2018		Change
Fully insured – ongoing premiums	$	1,362	$	1,357	—	%
Buyout premiums	2		—		NM
Fee income	45		44		2	%
Total premiums and other considerations	$	1,409	$	1,401	1	%
Fully insured ongoing sales, excluding buyouts	$	407	$	454	(10	%)



Ratios, Excluding Buyouts
	Three months ended March 31,
	2019		2018		Change
Group disability loss ratio	69.6	%	74.9	%	(5.3)
Group life loss ratio	81.3	%	80.9	%	0.4
Total loss ratio	74.7	%	77.4	%	(2.7)
Expense ratio [1]	23.4	%	24.0	%	(0.6)

[1] Integration and transaction costs related to the acquisition of Aetna's U.S. group life and disability business are not included in the expense ratio.



Margin
	Three months ended March 31,
	2019		2018		Change
Net income margin	7.7	%	3.6	%	4.1
Less: Net realized capital gains (losses) excluded from core earnings, before tax	0.3	%	(1.7	%)	2.0
Less: Integration and transaction costs associated with acquired business, before tax	(0.6	%)	(0.8	%)	0.2
Less: Income tax benefit	—	%	0.5	%	(0.5	)
Core earnings margin	8.0	%	5.6	%	2.4

Net Income

Three months endedMarch 31, 2019 compared to the three months endedMarch 31, 2018

Net incomeincreased for the three month period, primarily due to a lower group disability loss ratio, a change from net realized capital losses in 2018 to net realized capital gains in 2019, lower amortization of intangible assets arising from the

acquisition of Aetna's U.S. group life and disability business, and lower insurance operating costs and other expenses.

Insurance operating costs and other expenses for the three month period decreased 2% primarily due to a decrease in state taxes and assessments.

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Margin
Three Months Ended September 30, Nine months ended September 30,
2018 2017 Change 2018 2017 Change
Net income margin 5.1 % 7.7 % (2.6 ) 5.0 % 6.7 % (1.7 )
Less: Net realized capital gains (losses) excluded from core earnings, after tax (0.1 %) 0.5 % (0.6 ) (0.5 %) 0.6 % (1.1 )
Less: Integration and transaction costs associated with acquired business, after tax (0.6 %) — % (0.6 ) (0.6 %) — % (0.6 )
Less: Income tax benefit (0.9 %) — % (0.9 ) (0.3 %) — % (0.3 )
Core earnings margin 6.7 % 7.2 % (0.5 ) 6.4 % 6.1 % 0.3

~~Net Income~~Fully Insured Ongoing Premiums

~~Three~~[1] Other of $60 and ~~nine~~$62 is included in the three months ended~~September 30,~~ March 31, 2018, and 2019, respectively.

Three months endedMarch 31, 2019 compared to the three ~~and nine~~ months ended~~September 30, 2017~~March 31, 2018

~~Net income~~Fully insured ongoing premiumsincreased slightly for ~~both~~ the three ~~and nine~~ month ~~periods,~~period reflecting strong persistency offset by lower sales compared to the prior year period with an increase in group disability largely offset by a decrease in group life.

Fully insured ongoing sales, excluding buyouts for the three month period decreased 10% as the prior year period included first year sales from the new New York Paid Family Leave product.

Ratios

Three months ended March 31, 2019 compared to the three months ended March 31, 2018

Total loss ratiodecreased 2.7 points for the three month period reflecting a lower disability loss ratio partially offset by a slightly higher group life loss ratio. The group disability loss ratio decreased 5.3 points primarily due to continued favorable incidence trends and, to a lesser extent, strong recoveries driving favorable development on prior incurral year reserves.

The group life loss ratio increased 0.4 points driven by higher ~~premiums~~mortality experience, partially offset by favorable prior incurral year development on group life premium waiver.

Expense ratio decreased 0.6 points. The decline was driven by a reduction in state taxes and ~~other considerations~~assessments and ~~higher net investment income, including~~lower amortization in the current year of intangible assets arising from the acquisition of Aetna's U.S. group life and disability business, and the benefit of a lower corporate income tax rate, partially offset by higher insurance operating costs and other expenses, including integration costs, and amortization of intangible assets in connection with the acquisition. For both periods, the benefit of the lower corporate income tax rate was partially offset by $14 of additional tax expense that was primarily driven by the effect of the lower rate on deferred tax assets due to the filing of the Company's 2017 Federal income tax return and finalization of the opening balance sheet for the Aetna Group Benefits acquisition. Also driving the increase in net income was lower group life mortality for the three month period and favorable disability loss trends for the nine month period, including from favorable prior incurral year development.

~~Insurance operating costs and other expenses~~ for the three and nine month periods increased primarily due to the acquisition of Aetna's U.S. group life and disability business, including integration costs and amortization of intangible assets. For the nine months ended September 30, 2018, the increase was partially offset by state guaranty fund

~~assessments incurred in the first quarter 2017 related to the liquidation of a life and health insurance company.~~

~~Fully Insured Ongoing Premiums~~

[1] Other of $53 and $60 is included in the three months ended September 30, 2017, and 2018, respectively, and $159 and $179 for the nine months ended September 30, 2017, and 2018, respectively is included in the total.

~~Three and nine months endedSeptember 30, 2018 compared to the three and nine months endedSeptember 30, 2017~~

~~Fully insured ongoing premiums~~ increased 68% and 69%, respectively, for the three and nine month 2018 periods driven primarily by the acquisition of Aetna's U.S. group life and disability business, sales in excess of cancellations, strong group life and disability persistency and premium from the New York Paid Family Leave product.

~~Fully insured ongoing sales, excluding buyouts~~ for the three and nine month periods increased 53% and 86%, respectively, primarily due to new business generated by our larger combined sales force following the acquisition of Aetna's U.S. group life and disability business. ~~The Company also saw an increase in the sale of voluntary products and fully insured sales in disability in 2018 due, in part, to the addition of a new New York Paid Family Leave product.~~

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Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

~~Ratios~~

~~Three and nine months ended September 30, 2018 compared to the three and nine months ended September 30, 2017~~

~~Total loss ratio~~increased 0.8 points for the three month period. For the nine month period, the total loss ratio was flat year over year as a decrease in the group disability loss ratio was offset by an increase in the group life loss ratio. The group life loss

ratio decreased 1.1 points for the three month period and increased 3.3 points for the nine month period. In the three month period, mortality continued to moderate from the higher mortality experienced in the first quarter of 2018 and improved from the comparable 2017 three month period. Both the three and nine month periods also include higher 2018 expected loss ratios associated with the business from the Aetna acquisition.

The group disability loss ratio increased 2.9 points for the three month period and decreased 3.3 points for the nine month period with favorable incidence in both the three and nine month periods. Recoveries were unusually favorable in the three month period in 2017 largely due to a high number of death terminations. In addition, for both the three and nine month periods, the group disability loss ratio reflects a lower 2018 expected discount accretion on reserves acquired with Aetna's group disability business.

~~Expense ratio~~ decreased 1.9 points and 2.1 points, respectively, for the three and nine month 2018 periods. The decline was driven by a greater mix of lower commission national accounts business due to the acquisition of Aetna's U.S. group life and disability business, higher revenues to cover fixed costs and, for the nine month period, the effect of state guaranty fund assessments in 2017 related to the liquidation of a life and health insurance company, partially offset by intangible asset amortization incurred in 2018.

~~MUTUAL~~HARTFORD FUNDS

Results of Operations

Operating Summary


	Three Months Ended September 30,						Nine Months Ended September 30,							Three Months Ended March 31,
	2018		2017		Change		2018			2017		Change		2019		2018		Change
Fee income and other revenue	$	267	$	251	6	%	$	786		$	735	7	%	$	238	$	258	(8	%)
Net investment income	1		1		—	%	3			2		50	%	2		1		100	%
Net realized capital losses	—		—		—	%	(1		)	—		NM
Net realized capital gains														2		—		NM
Total revenues	268		252		6	%	788			737		7	%	242		259		(7	%)
Amortization of DAC	4		5		(20	%)	12			16		(25	%)	3		4		(25	%)
Operating costs and other expenses [1]	212		207		2	%	635			608		4	%
Operating costs and other expenses														202		212		(5	%)
Total benefits, losses and expenses	216		212		2	%	647			624		4	%	205		216		(5	%)
Income before income taxes	52		40		30	%	141			113		25	%	37		43		(14	%)
Income tax expense	11		14		(21	%)	29			40		(28	%)	7		9		(22	%)
Net income	$	41	$	26	58	%	$	112		$	73	53	%	$	30	$	34	(12	%)

Daily average total Mutual Funds segment AUM	$	119,897	$	109,640	9	%	$	118,098		$	105,491	12	%
Return on Assets ("ROA") [2]
Net income	13.6		9.5		43	%	12.7			9.3		37	%
Core Earnings	13.6		9.5		43	%	12.8			9.3		38	%
Daily average Hartford Funds AUM														$	112,210	$	117,301	(4	%)
Return on Assets ("ROA") [1]														10.9		11.9		(8	%)
Less: Effect of net realized capital gains (losses), excluded from core earnings, before tax														0.6		—		NM
Return on Assets ("ROA"), core earnings [1]														10.3		11.9		(13	%)


~~[1]~~	~~Includes distribution costs of~~ ~~$48~~ ~~and~~ ~~$140~~ ~~for the three and~~ ~~nine months ended September 30,2017, respectively, that were previously netted against fee income and are now presented gross in insurance operating costs and other expenses.~~


~~[2]~~	~~Represents annualized earnings divided by a daily average of assets under management, as measured in basis points.~~

[1] Represents annualized earnings divided by a daily average of assets under management, as measured in basis points.

Hartford Funds Segment AUM



	Three Months Ended March 31,
	2019			2018			Change
Mutual Fund and ETP AUM - beginning of period	$	91,557		$	99,090		(8	%)
Sales - mutual fund	6,312			6,177			2	%
Redemptions - mutual fund	(5,900		)	(5,693		)	(4	%)
Net flows - ETP	462			194			138	%
Net flows - mutual fund and ETP	874			678			29	%
Change in market value and other	10,794			115			NM
Mutual fund and ETP AUM - end of period	103,225			99,883			3	%
Talcott Resolution life and annuity separate account AUM [1]	14,364			15,614			(8	%)
Hartford Funds AUM	$	117,589		$	115,497		2	%

[1]Represents AUM of the life and annuity business sold in May 2018 that is still managed by the Company's Hartford Funds segment.

Mutual Fund and ETP AUM by Asset Class



	March 31,
	2019		2018		Change
Equity	$	66,158	$	64,702	2	%
Fixed Income	15,070		14,378		5	%
Multi-Strategy Investments [1]	19,540		20,137		(3	%)
Exchange-traded Products	2,457		666		NM
Mutual Fund and ETP AUM	$	103,225	$	99,883	3	%

[1]Includes balanced, allocation, and alternative investment products.

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

~~Mutual Funds Segment AUM~~

Three Months Ended September 30, Nine Months Ended September 30,
2018 2017 [1] Change 2018 2017 [1] Change
Mutual Fund and ETP AUM - beginning of period $ 101,665
$ 91,581
11 % $ 99,090
$ 81,507
22 %
Sales - mutual fund 5,176
5,364
(4 %) 16,605
18,830
(12 %)
Redemptions - mutual fund (5,192 ) (4,597 ) (13 %) (15,892 ) (15,416 ) (3 %)
Net flows - ETP 261
60
NM
683
115
NM
Net flows - mutual fund and ETP 245
827
(70 %) 1,396
3,529
(60 %)
Change in market value and other 3,623
3,189
14 % 5,047
10,561
(52 %)
Mutual fund and ETP AUM - end of period 105,533
95,597
10 % 105,533
95,597
10 %
Talcott Resolution life and annuity separate account AUM [2] 15,543
16,127
(4 %) 15,543
16,127
(4 %)
Total Mutual Funds segment AUM $ 121,076
$ 111,724
8 % $ 121,076
$ 111,724
8 %

~~[1]ETP AUM has been combined with mutual fund AUM. Previously ETPs were shown separately.~~

~~[2]Represents AUM of the Talcott Resolution life and annuity business sold in May, 2018 that is still managed by the Company's Mutual Funds segment.~~

~~Mutual Fund and ETP AUM by Asset Class~~

September 30, 2018 September 30, 2017 Change
Equity $ 69,463
$ 61,163
14 %
Fixed Income 14,831
14,454
3 %
Multi-Strategy Investments [1] 20,062
19,571
3 %
Exchange-traded Products 1,177
409
188 %
Mutual Fund and ETP AUM $ 105,533
$ 95,597
10 %

~~[1]Includes balanced, allocation, and alternative investment products.~~

Net Income

Three ~~and nine~~ months ended ~~September 30, 2018~~March 31, 2019 compared to the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018

Net incomefor ~~both~~ the three ~~and nine~~ month ~~periods~~period declined compared to the prior year, in part due to lower investment management fee revenue as a result of lower daily average AUM. Also contributing to the decline was an adjustment in the first quarter of 2019 related to contingent consideration associated with the acquisition of Lattice. See note 4 - Fair Value Measurements for additional information.

Hartford Funds AUM

March 31, 2019 compared to March 31, 2018

Hartford Funds AUM increased compared to the prior year due to higher investment management fees, partially offset by higher variable costs, including sub-advisory and distribution and services expenses. Also contributing to the increase was the effect of a lower corporate Federal income tax rate.

~~Total Mutual Funds Segment AUM~~

~~Three and nine months endedSeptember 30, 2018compared to thethree and nine months endedSeptember 30, 2017~~

~~Total Mutual Funds segment AUM~~ ~~increased in 2018 primarily resulting from positive net flows and~~ market ~~appreciation. The increase in Mutual Fund business AUM was~~appreciation, partially offset by the continued runoff of AUM ~~still managed by the Company that is~~ related to the Talcott Resolution life and annuity ~~business sold~~separate account AUM. Net flows from mutual funds and ETP were a positive $874 in ~~May,~~first quarter 2019 compared to net positive flows of $678 in first quarter 2018.

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Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

CORPORATE

Results of Operations

Operating Summary


	Three Months Ended September 30,								Nine Months Ended September 30,								Three Months Ended March 31,
	2018			2017			Change		2018			2017			Change		2019			2018			Change
Fee income	$	15		$	1		NM		$	21		$	2		NM		$	13		$	2		NM
Other revenue	6			—			NM		8			—			NM		34			—			NM
Net investment income	15			5			NM		33			14			136	%	24			7			NM
Net realized capital gains	4			1			NM		9			—			NM		13			4			NM
Total revenues	40			7			NM		71			16			NM		84			13			NM
Benefits, losses and loss adjustment expenses [1]	3			—			NM		9			—			NM		2			2			—	%
Insurance operating costs and other expenses	25			26			(4	%)	59			60			(2	%)	13			15			(13	%)
Amortization of other intangible assets	—			—			—	%	—			—			—	%
Pension settlement	—			—			—	%	—			750			(100	%)
Loss on extinguishment of debt [2]	—			—			—	%	6			—			NM
Interest expense [2]	69			79			(13	%)	228			238			(4	%)	64			80			(20	%)
Total benefits, losses and expenses	97			105			(8	%)	302			1,048			(71	%)	79			97			(19	%)
Loss before income taxes	(57		)	(98		)	42	%	(231		)	(1,032		)	78	%
Income tax benefit [3]	(17		)	(30		)	43	%	(45		)	(364		)	88	%
Income (loss) before income taxes																	5			(84		)	106	%
Income tax expense (benefit) [3]																	5			(20		)	125	%
Loss from continuing operations, net of tax	(40		)	(68		)	(41	%)	(186		)	(668		)	(72	%)	—			(64		)	(100	%)
Income from discontinued operations, net of tax	5			89			(94	%)	322			276			17	%	—			169			(100	%)
Net income (loss)	$	(35	)	$	21		NM		$	136		$	(392	)	135	%
Net income																	—			105			(100	%)
Preferred stock dividends																	5			—			NM
Net income (loss) available to common stockholders																	$	(5	)	$	105		(105	%)


[1]	Represents benefits expense on life and annuity business previously underwritten by the Company.


[2]	For discussion of debt, see Note 119 - Debt of Notes to Condensed Consolidated Financial Statements and Note 13- Debt of Notes to Consolidated Financial ~~Statements.~~Statement in The Hartford's 2018 Form 10-K Annual Report.


[3]	For discussion of income taxes, see Note 1210 - Income Taxes of Notes to the Condensed Consolidated Financial Statements.

Net Income ~~(Loss)~~

Three ~~and nine~~ months ended ~~September 30, 2018~~March 31, 2019 compared to the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018

Net ~~lossfor the three months ended September 30, 2018 compared to net~~ income ~~in the prior year period~~declined due to a decrease in income from discontinued operations as a result of the sale of the ~~Talcott Resolution run-off~~ life and annuity business ~~which closed on~~in May ~~31,~~ 2018. The loss from continuing operations, net of tax, decreased ~~for the three months ended September 30, 2018 compared to the prior year period,~~ primarily due to $28 included in 2019 other revenues from earnings on the Company's retained equity interest in the former life and annuity operations, as well as higher net investment income ~~as a result~~driven by the reinvestment of the proceeds from the sale of the life and annuity business and an increase in short-term interest rates, ~~and reinvesting the proceeds from the sale of Talcott as well as~~ lower interest expense ~~partially offset by a lower tax benefit that was principally due to the reduction in the corporate Federal income tax rate.~~

~~Net income~~ for the nine months ended September 30, 2018 compared to a net loss for the comparable period in 2017, primarily due to a pension settlement charge of $488, after tax in 2017. The settlement charge related to the purchase of a group annuity contract to transfer $1.6 billion of certain U.S. qualified pension plan liabilities to a third-party. Additionally, there wasand an increase in ~~income from discontinued operations for the 2018 nine month period, partially offset by a lower tax benefit that was principally due to the reduction in the corporate Federal income~~net realized capital gains.

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Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

tax rate and the effect of non-deductible executive compensation. The increase in income from discontinued operations was primarily due to a reduction in loss on sale in 2018, partially offset by lower operating earnings from Talcott Resolution in 2018 since the business was sold on May 31, 2018. The reduction in loss on sale for the nine month period was largely attributable to an increase in the estimated retained net operating loss carryover tax benefits from Talcott Resolution as well as the reclassification to retained earnings of $193 of tax effects stranded in AOCI due to the accounting for Tax Reform. For more information on the reclassification of stranded tax effects, see Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to the Condensed Consolidated Financial Statements.

Interest Expense

Three ~~and nine~~ months ended ~~September 30, 2018~~March 31, 2019 compared to the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018

Interest expense decreased for ~~both~~ the three ~~and nine~~ month ~~periods,~~period, primarily due to the maturity of senior notes payable and redemption of junior subordinated debentures. On January 15, 2019, the Company repaid at maturity the $413 principal amount of its 6.0% senior notes. On June 15, 2018, The Hartford redeemed $500 aggregate principal amount of its 8.125% Fixed-to-Floating Rate Junior Subordinated Debentures due ~~2068 and recognized a $6 loss on extinguishment of debt for unamortized deferred debt issuance costs.~~2068. On March 15, 2018, the Company issued $500 of 4.4% senior notes due March 15, 2048 for net proceeds of approximately $490. The Company used a portion of the net proceeds to repay the Company's $320 of 6.3% notes at maturity. ~~See Note 11 -Debt of Notes to the Condensed Consolidated Financial Statements.~~

ENTERPRISE RISK MANAGEMENT

The Company’s Board of Directors has ultimate responsibility for risk oversight, as described more fully in our Proxy Statement, while management is tasked with the day-to-day management of the Company’s risks.

The Company manages and monitors risk through risk policies, controls and limits. At the senior management level, an Enterprise Risk and Capital Committee (“ERCC”) oversees the risk profile and risk management practices of the Company.

The Company's enterprise risk management ("ERM") function supports the ERCC and functional committees, and is tasked with, among other things:

risk identification and assessment;

the development of risk appetites, tolerances, and limits;

risk monitoring; and

internal and external risk reporting.

The Company categorizes its main risks as insurance risk, operational risk and financial risk. Insurance risk and financial risk are described in more detail below. Operational risk and specific risk tolerances for natural catastrophes ~~terrorism risk~~ and pandemic risk are described in the ERM section of the MD&A in The Hartford’s ~~2017~~2018 Form 10-K Annual Report.

Insurance Risk

The Company categorizes its insurance risks across ~~property-casualty~~property-

casualty and group benefits products. Non-catastrophe insurance risk arises from a number of exposures including property, liability, mortality, morbidity, disability and longevity. Catastrophe risk primarily arises in the property, automobile, group life, group disability, and workers' compensation product lines. The Company establishes risk limits to control potential loss and actively monitors the risk exposures as a percent of statutory surplus. The Company also uses reinsurance to transfer insurance risk to well-established and financially secure reinsurers.

Reinsurance as a Risk Management Strategy

The Company uses reinsurance to transfer certain risks to reinsurance companies based on specific geographic or risk concentrations. A variety of traditional reinsurance products are used as part of the Company's risk management strategy, including excess of loss occurrence-based products that reinsure property and workers' compensation exposures, and individual risk (including facultative reinsurance) or quota share arrangements, that reinsure losses from specific classes or lines of business. The Company has no significant finite risk contracts in place and the statutory surplus benefit from all such prior year contracts is immaterial. The Hartford also participates in governmentally administered reinsurance facilities such as the Florida Hurricane Catastrophe Fund (“FHCF”), the Terrorism Risk Insurance Program (“TRIPRA”) and other reinsurance programs relating to particular risks or specific lines of business.

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

Reinsurance for Catastrophes- The Company has catastrophe reinsurance programs, including reinsurance treaties that cover property and workers' compensation losses aggregating from single catastrophe events.

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Primary Catastrophe Treaty Reinsurance Coverages as of ~~September 30, 2018~~March 1, 2019



~~Per Occurrence Property Catastrophe Treaty for 1/1/2018 to 12/31/2018 [1] [3]~~	Portion of losses reinsured	Portion of losses retained by The Hartford
Per Occurrence Property Catastrophe Treaty for all catastrophe events from 1/1/2019 to 12/31/2019 [1]
Losses of $0 to $350 from one event	None	100% retained
Losses of $350 to $500 from one event	75% of $150 in excess of $350	25% co-participation
Losses of $500 to $1.1 billion from one event [2]	90% of $600 in excess of $500	10% co-participation
Additional Per Occurrence Property Catastrophe Treaty for catastrophes from 3/1/2019 to 12/31/2019 other than named storms and earthquake events [1] [5]
Losses of $0 to $150 from one event	None	100% retained
Losses of $150 to $350 from one event	80% of $200 in excess of $150	20% co-participation
Aggregate Property Catastrophe Treaty for 1/1/~~2018~~2019 to 12/31/~~2018~~2019 [3]
$0 to ~~$825~~$775 of aggregate losses	None	100% retained
$~~825~~775 to $1.025 billion of aggregate losses	100%	None
Workers' Compensation Catastrophe Treaty for 1/1/~~2018~~2019 to 12/31/~~2018~~2019
Losses of $0 to $100 from one event	None	100% retained
Losses of $100 to $450 from one event [4]	80% of $350 in excess of $100	20% co-participation

[1]

In addition to the Property Occurrence Treaty and Additional Property Occurrence Treaty for Florida events, The Hartford has purchased the mandatory FHCF reinsurance for the period from 6/1/2018 to 5/30/2019. ~~While final calculations are not made available~~Retention and coverage varies by writing company. The writing company with the largest coverage under FHCF ~~until later in 2018,~~is Hartford Insurance Company of the ~~estimate is that FHCF would cover $96~~Midwest, with coverage for $84 of per event losses in excess of a ~~$32~~$29 retention.


[2]	Portions of this layer of coverage extend beyond the traditional one year term.

[3]

~~$100 of the Aggregate Property Catastrophe Treaty can alternatively be used as per occurrence cover in excess of $1.1 billion.~~ The aggregate treaty is not limited to a single event; rather, it is designed to provide reinsurance protection for the aggregate of all events designated as catastrophes by PCS (Property Claims Services/Verisk) with a $350 limit on any one event. All catastrophe losses apply toward satisfying the $775 attachment point under the aggregate treaty regardless of whether a portion of per event losses up to $350 are recovered under the Additional Per Occurrence Property Catastrophe Treaty.


[4]	In addition to the limits shown, the ~~worker's~~workers' compensation reinsurance includes a non-catastrophe, industrial accident layer, providing coverage for 80% of $30 in per event losses in excess of a $20 retention.


[5]	The Additional Per Occurrence Property Catastrophe Treaty covers losses from catastrophe events other than from named hurricanes, tropical storms and earthquakes.

In addition to the property catastrophe reinsurance coverage described in the above table, the Company has other reinsurance agreements that cover property catastrophe losses. The Per Occurrence Property Catastrophe Treaty, Additional Per Occurrence Property Catastrophe Treaty and Workers' Compensation Catastrophe Treaty include a provision to reinstate limits in the event that a catastrophe loss exhausts limits on one or more layers under the treaties.

Reinsurance for Terrorism- For the risk of terrorism, private sector catastrophe reinsurance capacity is generally limited and largely unavailable for terrorism losses caused by nuclear, biological, chemical or radiological attacks. As such, the Company's principal reinsurance protection against large-scale terrorist attacks is the coverage currently provided through TRIPRA to the end of 2020.

TRIPRA provides a backstop for insurance-related losses resulting from any “act of terrorism”, which is certified by the Secretary of the Treasury, in consultation with the Secretary of Homeland Security and the Attorney General, for losses that exceed a threshold of industry losses of ~~$160~~$180 in ~~2018,~~2019, with the threshold increasing to $200 by 2020. Under the program, in any one calendar year, the federal government would pay a percentage of losses incurred from a certified act of terrorism after an insurer's losses exceed 20% of the Company's eligible direct commercial earned premiums of the prior calendar year up to a combined annual aggregate limit for the federal government

and all insurers of $100 billion. The percentage of losses paid by the federal government is ~~82%~~81% in ~~2018,~~2019, decreasing ~~by 1 point annually~~ to 80% in ~~the year~~ 2020. The Company's estimated

deductible under the program is $1.3 billion for ~~2018.~~2019. If an act of terrorism or acts of terrorism result in covered losses exceeding the $100 billion annual industry aggregate limit, Congress would be responsible for determining how additional losses in excess of $100 billion will be paid.

Reinsurance for A&E Reserve Development- Under an ADC reinsurance agreement, NICO assumes adverse net loss and allocated loss adjustment expense reserve development up to $1.5 billion above the Company’s net A&E reserves recorded as of December 31, 2016. Under retroactive reinsurance accounting, net adverse A&E reserve development after December 31, 2016 results in an offsetting reinsurance recoverable up to the $1.5 ~~billion.~~billion limit. Cumulative ceded losses up to the $650 reinsurance premium paid for the ADC are recognized as a dollar-for-dollar offset to direct losses incurred. As of ~~September 30, 2018, $285~~March 31, 2019, $523 of ~~cumulative~~ incurred A&E losses had been ceded to NICO, leaving approximately ~~$1.2 billion~~$977 of coverage available for future adverse net reserve development, if any. Cumulative ceded losses exceeding the $650 reinsurance premium paid would result in a deferred gain. The deferred gain would be recognized over the claim settlement period in the proportion of the amount of cumulative ceded losses collected from the reinsurer to the estimated ultimate reinsurance recoveries. Consequently, until periods

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

when the deferred gain is recognized as a benefit to earnings, cumulative adverse development of A&E claims after December 31, 2016 in excess of $650 may result in significant charges against earnings. Furthermore, there is a risk that cumulative adverse development of A&E claims could ultimately exceed the $1.5 billion treaty limit in which case all adverse

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

development in excess of the treaty limit would be absorbed as a charge to earnings by the Company. In these scenarios, the effect of these ~~changes~~charges could be material to the Company’s consolidated operating results and liquidity.

Reinsurance Recoverables

Property and casualty insurance product reinsurance recoverables represent loss and loss adjustment expense recoverables from a number of entities, including reinsurers and pools.

Property & Casualty Reinsurance Recoverables


	As of September 30, 2018			As of December 31, 2017			As of March 31, 2019			As of December 31, 2018
Paid loss and loss adjustment expenses	$	132		$	84		$	113		$	127
Unpaid loss and loss adjustment expenses	3,329			3,496			3,775			3,773
Gross reinsurance recoverables	3,461			3,580			3,888			3,900
Less: Allowance for uncollectible reinsurance	(126		)	(104		)	(127		)	(126		)
Net reinsurance recoverables	$	3,335		$	3,476		$	3,761		$	3,774

Group benefits reinsurance recoverables represent reserve for future policy benefits and unpaid loss and loss ~~adjustment~~

adjustment expenses and other policyholder funds and benefits payable that are recoverable from a number of reinsurers.

Group Benefits Reinsurance Recoverables


	As of September 30, 2018		As of December 31, 2017		As of March 31, 2019		As of December 31, 2018
Future policy benefits and unpaid loss and loss adjustment expenses and other policyholder funds and benefits payable	$	256	$	236
Paid loss and loss adjustment expenses					$	11	$	12
Unpaid loss and loss adjustment expenses					237		239
Gross reinsurance recoverables					248		251
Less: Allowance for uncollectible reinsurance [1]	—		—		—		—
Net reinsurance recoverables	$	256	$	236	$	248	$	251

[1]No allowance for uncollectible reinsurance is required as of ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017.~~2018.

For further explanation of the Company's insurance risk management strategy, see MD&A Enterprise Risk Management Insurance Risk in The Hartford's ~~2017~~2018 Form 10-K Annual Report.

Financial Risk

Financial risks include direct and indirect risks to the Company's financial objectives coming from events that impact market conditions or prices. Some events may cause correlated movement in multiple risk factors. The primary sources of financial risks are the Company's ~~general account~~ invested assets. Consistent with its risk appetite, the Company establishes financial risk limits to control potential loss on a U.S. GAAP, statutory, and economic basis. Exposures are actively monitored, and mitigated where appropriate. The Company uses various risk management strategies, including reinsurance and over-the-counter ("OTC") and exchange traded derivatives with counterparties meeting the appropriate regulatory and due diligence requirements. Derivatives are utilized to achieve one of four Company-approved objectives: hedging risk arising from interest rate, equity market, commodity market, credit spread and issuer default, price or currency exchange rate risk or volatility; managing liquidity; controlling transaction costs; or entering into synthetic replication transactions. Derivative activities are monitored and evaluated by the Company’s compliance and risk management teams and reviewed by senior management.

The Company identifies different categories of financial risk, including liquidity, credit, interest rate, equity and foreign currency exchange.

Liquidity Risk

Liquidity risk is the risk to current or prospective earnings or capital arising from the Company's inability or perceived inability to meet its contractual funding obligations as they come due. Stressed market conditions may impact the ability to sell assets or otherwise transact business and may result in a significant loss in value.

The Company measures and manages liquidity risk exposures and funding needs within prescribed limits across legal entities, taking into account legal, regulatory and operational limitations to the transferability of ~~liquidity.~~liquid assets. The Company also monitors internal and external conditions, and identifies material risk changes and emerging risks that may impact liquidity.

For further discussion on liquidity see the section on Capital Resources and Liquidity.

Credit Risk and Counterparty Risk

Credit risk is the risk to earnings or capital due to uncertainty of an obligor’s or counterparty’s ability or willingness to meet its obligations in accordance with contractually agreed upon terms.

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Credit risk is comprised of three major factors: the risk of change in credit quality, or credit migration risk; the risk of default; and the risk of a change in value due to changes in credit spreads.

Sources of Credit RiskThe majority of the Company’s credit risk is concentrated in its investment holdings, but it is also present in the Company’s reinsurance and insurance portfolios.

ImpactA decline in creditworthiness is typically associated with an increase in an investment’s credit spread, ~~and~~ potentially

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

~~result~~ resulting in an increase in other-than-temporary ~~impairments~~impairment and an increased probability of a realized loss upon sale. Premiums receivable and reinsurance recoverables are also subject to credit risk based on the counterparty’s unwillingness or inability to pay.

ManagementThe objective of the Company’s enterprise credit risk management strategy is to identify, quantify, and manage credit risk on an aggregate portfolio basis and to limit potential losses in accordance with an established credit risk management policy. The Company primarily manages its credit risk by holding a diversified mix of investment grade issuers and counterparties across its investment, reinsurance, and insurance portfolios. Potential losses are also limited within portfolios by diversifying across geographic regions, asset types, and sectors.

The Company manages credit risk on an on-going basis through the use of various processes and analyses. Both the investment and reinsurance areas have formulated procedures for counterparty approvals and authorizations, which establish minimum levels of creditworthiness and financial stability. Credits considered for investment are subjected to underwriting reviews. Within the investment portfolio, private securities are subject to ~~committee review for~~management approval. Mitigation strategies vary across the three sources of credit risk, but may include:

Investing in a portfolio of high-quality and diverse securities;

Selling investments subject to credit risk;

Hedging through use of credit default swaps;

Clearing transactions through central clearing houses that require daily variation margin;

Entering into contracts only with strong creditworthy institutions;

Requiring collateral; and

Non-renewing policies/contracts or reinsurance treaties.

The Company has developed credit exposure thresholds which are based upon counterparty ratings. Aggregate counterparty credit quality and exposure are monitored on a daily basis utilizing an enterprise-wide credit exposure information system that contains data on issuers, ratings, exposures, and credit limits. Exposures are tracked on a current and potential basis and aggregated by ultimate parent of the counterparty across investments, reinsurance receivables, insurance products with credit risk, and derivatives.

As of ~~September 30, 2018~~March 31, 2019, the Company had no investment exposure to any credit concentration risk of a single issuer or counterparty greater than 10% of the Company’s stockholders' equity, other than the U.S. government and certain U.S. government agencies. For further discussion of concentration of credit risk in the investment portfolio, see the Concentration of Credit Risk section in Note 65 - Investments of Notes to Condensed

Consolidated Financial Statements.

Credit Risk of Derivatives

The Company uses various derivative counterparties in executing its derivative transactions. The use of counterparties creates credit risk that the counterparty may not perform in accordance with the terms of the derivative transaction.

Downgrades to the credit ratings of the Company’s insurance operating companies may have adverse implications for its use of

derivatives. In some cases, downgrades may give derivative counterparties for ~~over-the-counter~~OTC derivatives and clearing brokers for OTC-cleared derivatives the right to cancel and settle outstanding derivative trades or require additional collateral to be posted. In addition, downgrades may result in counterparties and clearing brokers becoming unwilling to engage in or clear additional derivatives or may require collateralization before entering into any new trades.

The Company also has derivative counterparty exposure policies which limit the Company’s exposure to credit risk. Credit exposures are generally quantified based on the prior business day’s net fair value, including income accruals, of all derivative positions transacted with a single counterparty for each separate legal entity. The Company enters into collateral arrangements in connection with its derivatives positions and collateral is pledged to or held by, or on behalf of, the Company to the extent the exposure is greater than zero, subject to minimum transfer thresholds. For the ~~nine~~three months ended ~~September 30, 2018,~~March 31, 2019, the Company incurred no losses on derivative instruments due to counterparty default. For further discussion, see the Derivative Commitments section of Note 1311 Commitments and Contingencies of Notes to Condensed Consolidated Financial Statements.

Use of Credit Derivatives

The Company may also use credit default swaps to manage credit exposure or to assume credit risk to enhance yield.

Credit Risk Reduced Through Credit Derivatives

The Company uses credit derivatives to purchase credit protection with respect to a single entity or referenced index. The Company purchases credit protection through credit default swaps to economically hedge and manage credit risk of certain fixed maturity investments across multiple sectors of the investment portfolio.

Credit Risk Assumed Through Credit Derivatives

The Company also enters into credit default swaps that assume credit risk as part of replication transactions. Replication transactions are used as an economical means to synthetically replicate the characteristics and performance of assets that are permissible investments under the Company’s investment policies. These swaps reference investment grade single corporate issuers and indexes.

For further information on credit derivatives, see Note 76 - ~~Derivative Instruments~~Derivatives of Notes to Condensed Consolidated Financial Statements.

Interest Rate Risk

Interest rate risk is the risk of financial loss due to adverse changes in the value of assets and liabilities arising from movements in interest rates. Interest rate risk encompasses exposures with respect to changes in the level of interest rates,

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

the shape of the term structure of rates and the volatility of interest rates. Interest rate risk does not include exposure to changes in credit spreads.

Sources of Interest Rate RiskThe Company has exposure to interest rates arising from its fixed maturity securities, ~~liabilities such as structured settlements~~long-term debt obligations, short and ~~terminal funding agreement liabilities~~long-term disability claim reserves, and discount rate assumptions associated with the Company’s pension and other post retirement benefit obligations. ~~In addition, certain product~~

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

~~liabilities expose the Company to interest rate risk, in particular short and long-term disability claim reserves.~~

ImpactChanges in interest rates from current levels can have both favorable and unfavorable effects for the Company.

ManagementThe Company primarily manages its exposure to interest rate risk by constructing investment portfolios that seek to protect the firm from the economic impact associated with changes in interest rates by setting portfolio duration targets that are aligned with the duration of the liabilities that they support. The Company analyzes interest rate risk using various models including parametric models and cash flow simulation under various market scenarios of the liabilities and their supporting investment portfolios. Key metrics that the Company uses to quantify its exposure to interest rate risk inherent in its invested assets and the associated liabilities include duration, convexity and key rate duration.

The Company may also ~~utilizes~~utilize a variety of derivative instruments to mitigate interest rate risk associated with its investment portfolio or to hedge liabilities. Interest rate caps, floors, swaps, swaptions, and futures may be used to manage portfolio duration.

Equity Risk

Equity risk is ~~defined as~~ the risk of financial loss due to changes in the value of global equities or equity indices.

Sources of Equity RiskThe Company has exposure to equity risk from invested assets, ~~mutual fund assets under management, and~~ assets that support the Company’s pension and other post-retirement benefit ~~plans.~~ plans, and fee income derived from Hartford Funds assets under management. In addition, the Company has equity exposure through its 9.7% ownership interest in the limited partnership, Hopmeadow Holdings LP, that owns the life and annuity business sold in 2018. For further information, see Note 20 - Business Dispositions and Discontinued Operations of Notes to Consolidated Financial Statements included in the Company’s 2018 Form 10-K Annual Report.

ImpactThe investment portfolio is exposed to losses from market declines affecting equity securities, alternative assets and

limited partnerships which could negatively impact the Company's reported earnings. For assets supporting pension and other post-retirement benefit plans, the Company may be required to make additional plan contributions if equity investments in the plan portfolios decline in value. Hartford Funds earnings are also significantly influenced by the U.S. and other equity markets. Generally, declines in equity markets will reduce the value of assets under management and the amount of fee income generated from those assets. Increases in equity markets will generally have the inverse impact.

ManagementThe Company uses various approaches in managing its equity exposure, including limits on the proportion of assets invested in equities, diversification of the equity portfolio, and hedging of changes in equity indices.

Declines in equity markets may result in losses due to sales or reductions in market value that are recorded within our reported earnings. Declines in equity markets may also decrease the value of limited partnerships and other alternative investments or result in losses on derivatives, thereby negatively impacting our reported earnings.

~~The Company’s mutual funds are significantly influenced by the U.S. and other equity markets. Generally, declines in equity markets will reduce the value of~~ For assets ~~under management and~~

~~the amount of fee income generated from those assets. Increases in equity markets will generally have the inverse impact.~~

~~For the assets that support its~~supporting pension ~~plans~~ and other post-retirement benefit plans, the ~~Company may be required to make additional plan contributions if equity investments in the plan portfolio decline in value. The~~ asset allocation mix is reviewed on a periodic basis. In order to minimize ~~the~~ risk, the pension plans maintain a listing of permissible and prohibited investments and impose concentration limits and investment quality requirements on permissible investment options.

Foreign Currency Exchange Risk

Foreign currency exchange risk is the risk of financial loss due to changes in the relative value between currencies.

The Company has foreign currency exchange risk in non-U.S. dollar denominated investments, which primarily consist of fixed maturity and equity investments and foreign denominated cash.

The open foreign currency exposure of non-U.S. dollar denominated investments will most commonly be reduced through the sale of the assets or through hedges using currency futures/forwards/swaps. In order to manage the currency risk related to any non-U.S. dollar denominated liability contracts, the Company holds non-U.S. dollar denominated investments which match the underlying currency exposure of the liabilities.

Investment Portfolio Risk

The following table presents the Company’s fixed maturities, AFS, by credit quality. The credit ratings referenced throughout this section are based on availability and are generally the midpoint of the available ratings among Moody’s, S&P, ~~Fitch~~ and ~~Morningstar.~~Fitch. If no rating is available from a rating agency, then an internally developed rating is used.

Fixed Maturities by Credit Quality
September 30, 2018 December 31, 2017
Amortized Cost Fair Value Percent of Total Fair Value Amortized Cost Fair Value Percent of Total Fair Value
United States Government/Government agencies $ 4,839
$ 4,735
13.1 % $ 4,492
$ 4,536
12.3 %
AAA 6,312
6,379
17.6 % 5,864
6,072
16.4 %
AA 6,984
7,085
19.6 % 7,467
7,810
21.1 %
A 8,508
8,543
23.6 % 8,510
8,919
24.1 %
BBB 8,274
8,232
22.8 % 7,632
7,931
21.5 %
BB & below 1,177
1,192
3.3 % 1,647
1,696
4.6 %
Total fixed maturities, AFS $ 36,094
$ 36,166
100.0 % $ 35,612
$ 36,964
100.0 %

The fair value of fixed maturities, AFS decreased as compared to December 31, 2017, primarily due a decrease in valuations due to higher interest rates. United States government/government agencies and AAA-rated bonds increased as compared to December 31, 2017, primarily due to the reallocation of tax-

exempt municipal bonds into structured and U.S. government agency securities. Fixed maturities, FVO, are not included in the preceding table. For further discussion on FVO securities, see Note 5 - Fair Value Measurements of Notes to Condensed Consolidated Financial Statements.

~~100~~80

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Securities by Type
September 30, 2018 December 31, 2017
Cost or Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Percent of Total Fair Value Cost or Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Percent of Total Fair Value
Asset-backed securities ("ABS")
Consumer loans $ 1,025
$ 2
$ (2 ) $ 1,025
2.8 % $ 925
$ 7
$ (2 ) $ 930
2.5 %
Other 166
1
(1 ) 166
0.5 % 194
2
—
196
0.5 %
Collateralized loan obligations ("CLOs") 1,328
1
(3 ) 1,326
3.7 % 1,257
3
—
1,260
3.4 %
CMBS
Agency [1] 1,521
5
(43 ) 1,483
4.1 % 1,199
16
(14 ) 1,201
3.2 %
Bonds 1,892
11
(41 ) 1,862
5.2 % 1,726
32
(9 ) 1,749
4.7 %
Interest only (“IOs”) 305
9
(2 ) 312
0.9 % 379
10
(3 ) 386
1.0 %
Corporate
Basic industry 573
11
(11 ) 573
1.6 % 523
28
(1 ) 550
1.5 %
Capital goods 1,115
12
(24 ) 1,103
3.0 % 1,050
44
(4 ) 1,090
2.9 %
Consumer cyclical 915
9
(18 ) 906
2.5 % 857
33
(2 ) 888
2.4 %
Consumer non-cyclical 1,917
14
(50 ) 1,881
5.2 % 1,643
46
(7 ) 1,682
4.6 %
Energy 1,129
21
(22 ) 1,128
3.1 % 1,056
43
(3 ) 1,096
3.0 %
Financial services 3,450
16
(71 ) 3,395
9.4 % 2,722
77
(10 ) 2,789
7.5 %
Tech./comm. 1,582
41
(37 ) 1,586
4.4 % 1,618
87
(9 ) 1,696
4.6 %
Transportation 557
6
(12 ) 551
1.5 % 555
18
—
573
1.6 %
Utilities 2,153
46
(71 ) 2,128
5.9 % 2,097
110
(19 ) 2,188
5.9 %
Other 249
—
(8 ) 241
0.7 % 249
4
(1 ) 252
0.7 %
Foreign govt./govt. agencies 961
11
(20 ) 952
2.6 % 1,071
43
(4 ) 1,110
3.0 %
Municipal bonds
Taxable 614
12
(21 ) 605
1.7 % 537
30
(5 ) 562
1.5 %
Tax-exempt 9,662
390
(55 ) 9,997
27.6 % 11,206
724
(7 ) 11,923
32.3 %
RMBS
Agency 1,464
5
(45 ) 1,424
3.9 % 1,530
10
(4 ) 1,536
4.2 %
Non-agency 737
2
(6 ) 733
2.0 % 227
3
—
230
0.6 %
Alt-A 46
2
—
48
0.1 % 58
4
—
62
0.2 %
Sub-prime 879
35
(1 ) 913
2.5 % 1,170
46
—
1,216
3.3 %
U.S. Treasuries 1,854
17
(43 ) 1,828
5.1 % 1,763
46
(10 ) 1,799
4.9 %
Fixed maturities, AFS 36,094
679
(607 ) 36,166
100.0 % 35,612
1,466
(114 ) 36,964
100 %
Equity securities
Financial services 115
19
—
134
13.3 %
Other 792
102
(16 ) 878
86.7 %
Equity securities, AFS [2]

907
121
(16 ) 1,012
100 %
Total AFS securities $ 36,094
$ 679
$ (607 ) $ 36,166
$ 36,519
$ 1,587
$ (130 ) $ 37,976

Fixed maturities, FVO $ 24
$ 41

Equity securities, at fair value [2] $ 1,035



Fixed Maturities by Credit Quality
	March 31, 2019						December 31, 2018
	Amortized Cost		Fair Value		Percent of Total Fair Value		Amortized Cost		Fair Value		Percent of Total Fair Value
United States Government/Government agencies	$	4,800	$	4,847	13.2	%	$	4,446	$	4,430	12.4	%
AAA	6,028		6,160		16.7	%	6,366		6,440		18.1	%
AA	6,760		7,016		19.0	%	6,861		6,985		19.6	%
A	8,548		8,871		24.1	%	8,314		8,370		23.5	%
BBB	8,383		8,530		23.2	%	8,335		8,163		22.9	%
BB & below	1,375		1,395		3.8	%	1,281		1,264		3.5	%
Total fixed maturities, AFS	$	35,894	$	36,819	100.0	%	$	35,603	$	35,652	100.0	%

The fair value of fixed maturities, AFS as compared to December 31, 2018, increased primarily due to an increase in valuations due to tightening of credit spreads and lower interest rates. Fixed maturities, FVO, are not included in the preceding

table. For further discussion on FVO securities, see Note 4 - Fair Value Measurements of Notes to Condensed Consolidated Financial Statements.

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations



Securities by Type
	March 31, 2019											December 31, 2018
	Cost or Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Percent of Total Fair Value		Cost or Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Percent of Total Fair Value
Asset-backed securities ("ABS")
Consumer loans	$	849	$	9	$	(1	)	$	857	2.3	%	$	1,159	$	5	$	(1	)	$	1,163	3.3	%
Other	110		1		—			111		0.3	%	113		—		—			113		0.3	%
Collateralized loan obligations ("CLOs")	1,442		7		(11		)	1,438		3.9	%	1,455		2		(20		)	1,437		4.0	%
CMBS
Agency [1]	1,433		19		(24		)	1,428		3.9	%	1,447		13		(33		)	1,427		4.0	%
Bonds	1,843		38		(8		)	1,873		5.1	%	1,845		13		(29		)	1,829		5.1	%
Interest only	258		10		(1		)	267		0.7	%	289		9		(2		)	296		0.8	%
Corporate
Basic industry	669		18		(6		)	681		1.8	%	604		8		(21		)	591		1.7	%
Capital goods	1,219		24		(10		)	1,233		3.2	%	1,132		8		(31		)	1,109		3.1	%
Consumer cyclical	945		21		(10		)	956		2.6	%	943		9		(29		)	923		2.6	%
Consumer non-cyclical	1,844		34		(17		)	1,861		5.1	%	1,936		11		(71		)	1,876		5.3	%
Energy	1,132		37		(9		)	1,160		3.2	%	1,156		14		(43		)	1,127		3.1	%
Financial services	3,567		60		(28		)	3,599		9.8	%	3,368		17		(99		)	3,286		9.2	%
Tech./comm.	1,909		78		(15		)	1,972		5.4	%	1,720		34		(54		)	1,700		4.8	%
Transportation	588		10		(2		)	596		1.6	%	548		4		(18		)	534		1.5	%
Utilities	2,024		65		(33		)	2,056		5.6	%	2,017		43		(69		)	1,991		5.6	%
Other	290		2		(3		)	289		0.8	%	272		—		(11		)	261		0.7	%
Foreign govt./govt. agencies	866		23		(7		)	882		2.4	%	866		7		(26		)	847		2.4	%
Municipal bonds
Taxable	607		25		(6		)	626		1.7	%	629		14		(17		)	626		1.8	%
Tax-exempt	9,173		548		(1		)	9,720		26.4	%	9,343		407		(30		)	9,720		27.3	%
RMBS
Agency	1,748		15		(10		)	1,753		4.8	%	1,508		7		(29		)	1,486		4.2	%
Non-agency	978		9		(3		)	984		2.7	%	933		5		(6		)	932		2.6	%
Alt-A	83		3		—			86		0.2	%	43		4		—			47		0.1	%
Sub-prime	698		27		—			725		2.0	%	786		28		—			814		2.3	%
U.S. Treasuries	1,619		51		(4		)	1,666		4.5	%	1,491		41		(15		)	1,517		4.2	%
Total fixed maturities, AFS	$	35,894	$	1,134	$	(209	)	$	36,819	100.0	%	$	35,603	$	703	$	(654	)	$	35,652	100.0	%
Fixed maturities, FVO								$	20										$	22
Equity securities, at fair value								$	1,275										$	1,214


[1]	Includes securities with pools of loans issued by the Small Business Administration which are backed by the full faith and credit of the U.S. government.


~~[2]~~	~~Effective January 1, 2018, with the adoption of new accounting standards for financial instruments, equity securities, AFS were reclassified to equity securities, at fair value.~~

The fair value of AFS securities ~~decreased~~increased as compared to December 31, ~~2017,~~2018, primarily due to ~~a decrease~~an increase in valuations due to ~~higher~~tightening of credit spreads and lower interest rates. ~~Also, tax-exempt municipal bonds were reallocated into corporate bonds, structured and U.S. government agency securities during the period.~~

~~Financial Services~~Commercial & Residential Real Estate

~~The Company’s investment in the financial services sector is predominantly through investment grade banking and insurance institutions.~~ The following table presents the Company’s ~~fixed maturities~~exposure to CMBS and ~~equity, AFS securities in the financial services sector that are~~RMBS by current credit quality included in the preceding Securities by Type table.

~~101~~82

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Financial Services by Credit Quality
September 30, 2018 December 31, 2017
Amortized Cost Fair Value Net Unrealized Gain/(Loss) Amortized Cost Fair Value Net Unrealized Gain/(Loss)
AAA $ 28
$ 29
$ 1
$ 25
$ 26
$ 1
AA 515
514
(1 ) 147
150
3
A 1,616
1,582
(34 ) 1,525
1,575
50
BBB 1,236
1,214
(22 ) 1,061
1,089
28
BB & below 55
56
1
79
83
4
Total [1] $ 3,450
$ 3,395
$ (55 ) $ 2,837
$ 2,923
$ 86



Exposure to CMBS Bonds as of March 31, 2019
	AAA				AA				A				BBB				BB and Below				Total
	Amortized Cost		Fair Value		Amortized Cost		Fair Value		Amortized Cost		Fair Value		Amortized Cost		Fair Value		Amortized Cost		Fair Value		Amortized Cost		Fair Value
CMBS
Agency [1]	$	1,433	$	1,428	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	1,433	$	1,428
Bonds	956		968		454		457		381		394		52		54		—		—		1,843		1,873
Interest Only	168		174		79		82		2		2		7		7		2		2		258		267
Total CMBS	2,557		2,570		533		539		383		396		59		61		2		2		3,534		3,568
RMBS
Agency	1,748		1,753		—		—		—		—		—		—		—		—		1,748		1,753
Non-Agency	665		668		165		167		118		117		19		19		11		13		978		984
Alt-A	40		40		10		11		4		4		9		9		20		22		83		86
Sub-Prime	25		26		66		68		220		228		159		166		228		237		698		725
Total RMBS	2,478		2,487		241		246		342		349		187		194		259		272		3,507		3,548
Total CMBS & RMBS	$	5,035	$	5,057	$	774	$	785	$	725	$	745	$	246	$	255	$	261	$	274	$	7,041	$	7,116



Exposure to CMBS Bonds as of December 31, 2018
	AAA				AA				A				BBB				BB and Below				Total
	Amortized Cost		Fair Value		Amortized Cost		Fair Value		Amortized Cost		Fair Value		Amortized Cost		Fair Value		Amortized Cost		Fair Value		Amortized Cost		Fair Value
CMBS
Agency [1]	$	1,447	$	1,427	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	1,447	$	1,427
Bonds	983		973		444		436		368		370		50		50		—		—		1,845		1,829
Interest Only	204		210		77		79		1		1		5		4		2		2		289		296
Total CMBS	2,634		2,610		521		515		369		371		55		54		2		2		3,581		3,552
RMBS
Agency	1,508		1,486		—		—		—		—		—		—		—		—		1,508		1,486
Non-Agency	611		610		167		167		111		109		33		33		11		13		933		932
Alt-A	—		—		10		10		4		5		9		9		20		23		43		47
Sub-Prime	31		32		72		73		211		217		179		186		293		306		786		814
Total RMBS	2,150		2,128		249		250		326		331		221		228		324		342		3,270		3,279
Total CMBS & RMBS	$	4,784	$	4,738	$	770	$	765	$	695	$	702	$	276	$	282	$	326	$	344	$	6,851	$	6,831


[1]	Includes ~~equity, AFS~~ securities with ~~an amortized cost and fair value of~~ ~~$115~~ ~~and~~ ~~$134~~ ~~as of~~ ~~December 31, 2017~~. Effective January 1, 2018, with the adoption of new accounting guidance for financial instruments, equity securities, AFS were reclassified to equity securities, at fair value and are excluded from the table above as of ~~September 30, 2018~~.

The Company's fair value of investments in the financial services sector increased as compared to December 31, 2017 due to purchases of investment grade corporate securities, slightly offset by a decline in valuations due to higher interest rates and wider credit spreads.

~~Commercial Real Estate~~

~~The following table presents the Company’s exposure to CMBS bonds by current credit quality and vintage year included in the~~

preceding Securities by Type table. Credit protection represents the current weighted average percentage of the outstanding capital structure subordinated to the Company’s investment holding that is available to absorb losses before the security incurs the first dollar loss of principal and excludes any equity interest or property value in excess of outstanding debt.

Exposure to CMBS Bonds as of September 30, 2018
AAA AA A BBB BB and Below Total
Vintage Year [1] Amortized Cost Fair Value Amortized Cost Fair Value Amortized Cost Fair Value Amortized Cost Fair Value Amortized Cost Fair Value Amortized Cost Fair Value
2008 & Prior $ 20
$ 21
$ 5
$ 5
$ —
$ —
$ —
$ —
$ 9
$ 9
$ 34
$ 35
2009 —
—
2
2
—
—
—
—
—
—
2
2
2010 18
18
—
—
—
—
—
—
—
—
18
18
2011 38
39
—
—
2
2
—
—
—
—
40
41
2012 17
17
9
8
—
—
5
5
—
—
31
30
2013 —
—
11
11
36
37
—
—
—
—
47
48
2014 284
283
36
36
43
42
—
—
—
—
363
361
2015 136
132
111
110
156
157
8
9
—
—
411
408
2016 167
159
106
102
78
79
9
9
—
—
360
349
2017 202
194
142
135
—
—
—
—
—
—
344
329
2018 150
149
23
23
46
46
23
23
—
—
242
241
Total $ 1,032
$ 1,012
$ 445
$ 432
$ 361
$ 363
$ 45
$ 46
$ 9
$ 9
$ 1,892
$ 1,862
Credit protection 30.7% 21.6% 14.3% 12.1% 69.7% 25.1%

~~102~~

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

Exposure to CMBS Bonds as of December 31, 2017
AAA AA A BBB BB and Below Total
Vintage Year [1] Amortized Cost Fair Value Amortized Cost Fair Value Amortized Cost Fair Value Amortized Cost Fair Value Amortized Cost Fair Value Amortized Cost Fair Value
2008 & Prior $ 32
$ 32
$ 5
$ 6
$ —
$ —
$ —
$ —
$ 9
$ 9
$ 46
$ 47
2009 —
—
2
2
—
—
—
—
—
—
2
2
2010 18
19
—
—
—
—
—
—
—
—
18
19
2011 40
42
—
—
2
2
—
—
—
—
42
44
2012 17
18
9
9
—
—
5
5
—
—
31
32
2013 —
—
11
11
36
38
—
—
—
—
47
49
2014 284
292
36
37
43
43
4
4
5
5
372
381
2015 206
207
111
112
155
159
25
25
3
3
500
506
2016 201
200
107
107
78
81
9
9
—
—
395
397
2017 131
131
142
141
—
—
—
—
—
—
273
272
Total $ 929
$ 941
$ 423
$ 425
$ 314
$ 323
$ 43
$ 43
$ 17
$ 17
$ 1,726
$ 1,749
Credit
protection 30.8% 21.4% 14.1% 11.3% 41.0% 25.1%


~~[1]~~	~~The vintage year represents the year the pool~~pools of loans ~~was originated.~~issued by the Small Business Administration which are backed by the full faith and credit of the U.S. government.

The Company also has exposure to commercial mortgage loans. These loans are collateralized by real estate properties that are diversified both geographically throughout the United States and by property type. These loans are ~~primarily~~ originated by the Company as high quality whole loans, ~~most of which portions~~and are participated out to ~~institutional clients.~~third parties. Loan participations are loans where the Company has purchased or retained a portion of an outstanding loan or package of loans and participates on a pro-rata basis in collecting interest and principal pursuant to the terms of the participation agreement.

As of ~~September 30, 2018 and December~~March 31, ~~2017,~~2019, commercial mortgage loans had an amortized cost of $3.6 billion and carrying value of $3.6 billion, ~~and $3.2 billion, respectively,~~ with a valuation allowance of ~~$1 for both periods.~~$1. As of December 31, 2018,

commercial mortgage loans had an amortized cost of $3.7 billion and carrying value of $3.7 billion, with a valuation allowance of $1.

The Company funded ~~$450~~$1 of commercial mortgage loans with a weighted average loan-to-value (“LTV”) ratio of ~~61%~~58% and a weighted average yield of ~~4.4%~~4.6% during the ~~nine~~three months ended ~~September 30, 2018.~~March 31, 2019. The Company continues to originate commercial loans within primary markets, such as office, industrial and multi-family, focusing on loans with strong LTV ratios and high quality property collateral. There were no mortgage loans held for sale as of ~~September 30, 2018~~March 31, 2019 or December 31, ~~2017.~~2018.

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Municipal Bonds

The following table presents the Company's exposure to

municipal bonds by type and weighted average credit quality included in the preceding Securities by Type table.

~~103~~

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

																					Available For Sale Investments in Municipal Bonds
	September 30, 2018					December 31, 2017					March 31, 2019					December 31, 2018
	Amortized Cost		Fair Value		Weighted Average Credit Quality	Amortized Cost		Fair Value		Weighted Average Credit Quality	Amortized Cost		Fair Value		Weighted Average Credit Quality	Amortized Cost		Fair Value		Weighted Average Credit Quality
General Obligation	$	1,379	$	1,424	AA-	$	1,976	$	2,087	AA	$	1,315	$	1,399	AA	$	1,222	$	1,275	AA
Pre-Refunded [1]	1,963		2,030		AAA	1,960		2,067		AAA	1,673		1,727		AAA	1,845		1,904		AAA
Revenue
Transportation	1,452		1,530		A+	1,638		1,790		A+	1,389		1,515		A+	1,449		1,537		A+
Health Care	1,109		1,135		AA-	1,278		1,359		AA-	1,330		1,398		AA-	1,270		1,304		AA-
Education	947		948		AA	1,079		1,130		AA	902		943		AA	941		953		AA
Water & Sewer	910		938		AA	1,069		1,131		AA	782		824		AA	816		847		AA
Leasing [2]	754		775		AA-	809		858		AA-	766		809		AA-	772		799		AA-
Sales Tax	548		578		AA	537		590		AA	491		539		AA	507		541		AA
Power	373		390		AA-	442		478		AA-	294		319		A+	308		328		A+
Housing	33		34		A+	79		82		AA-	28		29		AA	33		35		A+
Other	808		820		AA-	876		913		AA-	810		844		AA-	809		823		AA-
Total Revenue	6,934		7,148		AA-	7,807		8,331		AA-	6,792		7,220		AA-	6,905		7,167		AA-
Total Municipal	$	10,276	$	10,602	AA	$	11,743	$	12,485	AA	$	9,780	$	10,346	AA	$	9,972	$	10,346	AA


[1]	Pre-Refunded bonds are bonds for which an irrevocable trust containing sufficient U.S. treasury, agency, or other securities has been established to fund the remaining payments of principal and interest.

[2]

Leasing revenue bonds are generally the obligations of a financing authority established by the municipality that leases facilities back to a municipality. The notes are typically secured by lease payments made by the municipality that is leasing the facilities financed by the issue. Lease payments may be subject to annual appropriation by the municipality or the municipality may be obligated to appropriate general tax revenues to make lease payments.

As of both ~~September 30, 2018~~March 31, 2019 and December 31, ~~2017,~~2018, the largest issuer concentrations were the New York Dormitory Authority, the Commonwealth of Massachusetts, and the New York City Transitional Finance Authority ~~the New York Dormitory Authority, and the Commonwealth of Massachusetts,~~, which each comprised less than 3% of the municipal bond portfolio and were primarily comprised of general obligation and revenue bonds. In total, municipal bonds make up ~~23%~~22% of the fair value of the Company's investment portfolio. The Company has evaluated its portfolio allocation to municipal bonds with respect to the changes in corporate income tax rates that began in 2018 and has reduced exposure through both asset sales and principal repayments. The Company will continue to actively assess the sector’s relative value over time.

Limited Partnerships and Other Alternative Investments

The following ~~tables present~~table presents the Company’s investments in limited partnerships and other alternative investments which include hedge funds, real estate funds, and private equity funds. Real estate funds consist of investments primarily in real estate joint ~~venture~~ventures and, to a lesser extent, equity funds. Private equity funds primarily consist of investments in funds whose assets typically consist of a diversified pool of investments in small to mid-sized non-public businesses with high growth potential as well as limited exposure to public markets.

																													Limited Partnerships and Other Alternative Investments - Net Investment Income
	Three Months Ended September 30,										Nine Months Ended September 30,									Three Months Ended March 31,
	2018					2017					2018					2017				2019				2018
	Amount			Yield		Amount			Yield		Amount			Yield		Amount		Yield		Amount		Yield		Amount			Yield
Hedge funds	$	3		20.0	%	$	—		—	%	$	3		9.3	%	$	2	28.6	%	$	1	5.1	%	$	—		—	%
Real estate funds	26			20.0	%	24			20.0	%	36			9.6	%	29		8.2	%	20		16.9	%	(1		)	(0.3	%)
Private equity funds	18			9.7	%	25			15.6	%	119			24.5	%	106		23.7	%	27		14.2	%	72			42.7	%
Other alternative investments	(2		)	(1.1	%)	(1		)	(0.7	%)	(1		)	(0.2	%)	8		2.7	%
Other alternative investments [1]																				8		8.7	%	2			1.7	%
Total	$	45		10.6	%	$	48		12.8	%	$	157		13.3	%	$	145	13.2	%	$	56	13.4	%	$	73		18.6	%

~~104~~84

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

																	Investments in Limited Partnerships and Other Alternative Investments
	September 30, 2018				December 31, 2017				March 31, 2019				December 31, 2018
	Amount		Percent		Amount		Percent		Amount		Percent		Amount		Percent
Hedge funds	$	47	2.7	%	$	22	1.4	%	$	53	3.1	%	$	51	3.0	%
Real estate funds	533		31.1	%	486		30.6	%	454		26.4	%	499		29.0	%
Private equity and other funds	746		43.6	%	693		43.6	%	827		48.1	%	788		45.7	%
Other alternative investments [1]	386		22.6	%	387		24.4	%	385		22.4	%	385		22.3	%
Total	$	1,712	100	%	$	1,588	100	%	$	1,719	100.0	%	$	1,723	100.0	%

[1]Consists of an insurer-owned life insurance policy which is invested in hedge funds and other investments.

Available-for-sale Securities — Unrealized Loss Aging

The total gross unrealized losses were $~~607~~209 as of ~~September 30, 2018~~March 31, 2019 and have ~~increased~~decreased $~~477, or~~ ~~367%~~445, from December 31, ~~2017~~2018, primarily due to ~~higher~~tightening of credit spreads and lower interest rates. As of ~~September 30, 2018~~March 31, 2019, $~~600~~204 of the gross unrealized losses were associated with securities depressed less than 20% of cost or amortized cost. The remaining $75 of gross unrealized losses were associated with securities depressed greater than 20%. The securities depressed more than 20% are primarily securities with exposure to commercial real estate which are depressed primarily due to ~~higher interest rates~~wider spreads since the securities were purchased.

As part of the Company’s ongoing security monitoring process,

the Company has reviewed its AFS securities in an unrealized loss position and concluded that these securities are temporarily depressed and are expected to recover in value as the securities approach maturity or as market spreads tighten. For these securities in an unrealized loss position where a credit impairment has not been recorded, the Company’s best estimate of expected future cash flows are sufficient to recover the amortized cost basis of the security. Furthermore, the Company neither has an intention to sell nor does it expect to be required to sell these securities. For further information regarding the Company’s impairment analysis, see Other-Than-Temporary Impairments in the Investment Portfolio Risks and Risk Management section of this MD&A.

																																	Unrealized Loss Aging for AFS Securities
	September 30, 2018								December 31, 2017								March 31, 2019								December 31, 2018
Consecutive Months	Items	Cost or Amortized Cost		Fair Value		Unrealized Loss			Items	Cost or Amortized Cost		Fair Value		Unrealized Loss			Items	Cost or Amortized Cost		Fair Value		Unrealized Loss			Items	Cost or Amortized Cost		Fair Value		Unrealized Loss
Three months or less	602	$	5,147	$	5,109	$	(38	)	1,286	$	4,315	$	4,289	$	(26	)	114	$	522	$	519	$	(3	)	468	$	3,191	$	3,153	$	(38	)
Greater than three to six months	352	2,673		2,630		(43		)	342	1,694		1,673		(21		)	127	1,037		1,030		(7		)	359	2,530		2,487		(43		)
Greater than six to nine months	898	6,380		6,156		(224		)	157	601		594		(7		)	82	568		561		(7		)	347	2,243		2,186		(57		)
Greater than nine to eleven months	472	2,555		2,453		(102		)	89	188		183		(5		)	120	487		477		(10		)	817	5,921		5,688		(233		)
Twelve months or more	602	3,183		2,983		(200		)	652	2,040		1,969		(71		)	1,239	7,612		7,430		(182		)	969	5,272		4,989		(283		)
Total	2,926	$	19,938	$	19,331	$	(607	)	2,526	$	8,838	$	8,708	$	(130	)	1,682	$	10,226	$	10,017	$	(209	)	2,960	$	19,157	$	18,503	$	(654	)

																																	Unrealized Loss Aging for AFS Securities Continuously Depressed Over 20%
	September 30, 2018								December 31, 2017								March 31, 2019								December 31, 2018
Consecutive Months	Items	Cost or Amortized Cost		Fair Value		Unrealized Loss			Items	Cost or Amortized Cost		Fair Value		Unrealized Loss			Items	Cost or Amortized Cost		Fair Value		Unrealized Loss			Items	Cost or Amortized Cost		Fair Value		Unrealized Loss
Three months or less	—	$	—	$	—	$	—		30	$	14	$	10	$	(4	)	—	$	—	$	—	$	—		13	$	59	$	43	$	(16	)
Greater than three to six months	3	2		2		—			12	10		7		(3		)	3	5		4		(1		)	—	—		—		—
Greater than six to nine months	2	2		1		(1		)	—	—		—		—			—	—		—		—			3	3		2		(1		)
Greater than nine to eleven months																	—	—		—		—			2	2		1		(1		)
Twelve months or more	38	14		8		(6		)	47	13		7		(6		)	36	10		6		(4		)	36	13		8		(5		)
Total	43	$	18	$	11	$	(7	)	89	$	37	$	24	$	(13	)	39	$	15	$	10	$	(5	)	54	$	77	$	54	$	(23	)

~~105~~85

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

													Other-than-temporary Impairments Recognized in Earnings by Security Type
	Three Months Ended September 30,				Nine months ended September 30,				Three Months Ended March 31,
	2018		2017		2018		2017		2019		2018
Credit Impairments
CMBS	$	1	$	—	$	1	$	2
Equity Impairments	—		1		—		2
Intent-to-Sell Impairments	—		—		—		—
Corporate									$	2	$	—
Total	$	1	$	1	$	1	$	4	$	2	$	—

Three ~~and nine~~ months ended ~~September 30, 2018~~March 31, 2019

~~For the three and nine months ended September 30, 2018, impairments~~Impairments recognized in earnings were comprised of credit impairments of ~~$1 and $1, respectively.~~$2. The credit impairments were primarily related to ~~interest-only CMBS and were identified through~~one corporate security ~~specific review of the expected future cash flows.~~experiencing issuer-specific financial difficulties.

The Company incorporates its best estimate of future performance using internal assumptions and judgments that are informed by economic and industry specific trends, as well as our expectations with respect to security specific developments.

Non-credit impairments recognized in other comprehensive income were ~~$3 and$5 for the three and nine months ended September 30, 2018, respectively.~~$2.

Future impairments may develop as the result of changes in intent-to-sell specific securities ~~or if actual results underperform current modeling assumptions, which may be the result of, but~~that are ~~not limited to, macroeconomic factors and security-specific performance below current expectations.~~

~~Three and nine months ended September 30, 2017~~

For the three and nine months ended September 30, 2017, impairments recognized in earnings were comprised of credit impairments of $0 and $2, respectively and impairments on equity of $1 and $2, respectively. The credit impairments were primarily related to interest-only CMBS and were identified through security specific review of the expected future cash flows. The impairments on equity securities were in an unrealized loss position or if modeling assumptions, such as macroeconomic factors or security specific developments, change unfavorably from our current modeling assumptions, resulting in lower cash flow expectations.

Three months ended March 31, 2018

There were no impairments recognized in earnings and ~~the Company~~ no ~~longer believed the securities would recover~~non-credit impairments recognized in ~~the foreseeable future.~~other comprehensive income.

CAPITAL RESOURCES AND LIQUIDITY

The following section discusses the overall financial strength of The Hartford and its insurance operations including their ability to generate cash flows from each of their business segments, borrow funds at competitive rates and raise new capital to meet operating and growth needs over the next twelve months.

SUMMARY OF CAPITAL RESOURCES AND LIQUIDITY

Capital available to the holding company as of ~~September 30, 2018:~~March 31, 2019:


•	$2.9 billion in fixed maturities, short-term investments, and cash at The Hartford Financial Services Group, Inc, ("HFSG Holding Company") .


•	A senior unsecured five-year revolving credit facility that provides for borrowing capacity up to $750 of

~~$2.3 billion~~ ~~in fixed maturities, short-term investments, investment sales receivable and cash at HFSG Holding Company.~~

~~A senior unsecured five-year revolving credit facility that provides for borrowing capacity up to~~ ~~$750~~ of unsecured credit through March 29, 2023. No borrowings were outstanding as of ~~September 30, 2018~~March 31, 2019.

~~Borrowings available under a commercial paper program to a maximum of~~ ~~$750. As of~~ ~~September 30, 2018~~ ~~there was no commercial paper outstanding.~~

The Hartford has an intercompany liquidity agreement that allows for short-term advances of funds among the HFSG Holding Company and certain affiliates of up to $2 billion for liquidity and other general corporate purposes.

The Company’s subsidiaries, Hartford Fire Insurance Company (“Hartford Fire”) and Hartford Life and Accident Insurance Company (“HLA”), are members of the Federal Home Loan Bank of Boston (“FHLBB”) and have access to collateralized advances of up to $1.3 billion and $0.5 billion, respectively, without prior approval of the Connecticut Department of Insurance (“CTDOI”). As of September 30, 2018, there were no advances outstanding under either FHLBB facility.


•	Borrowings available under a commercial paper program to a maximum of $750. As of March 31, 2019 there was no commercial paper outstanding.


•	The Hartford has an intercompany liquidity agreement that allows for short-term advances of funds among the HFSG Holding Company and certain affiliates of up to $2.0 billion for liquidity and other general corporate purposes.

~~2018 dividend capacity:~~

~~For the remainder~~2019 expected dividends and other sources of 2018, the Company has $125 remaining dividend capacity for property and casualty (P&C) insurance subsidiaries. Hartford Fire Insurance Company has sought approval from the Connecticut Department of Insurance to pay an extraordinary dividend of approximately $1.0 billion to thecapital:


•	P&C - The Company does not anticipate receiving net dividends from its property and casualty insurance subsidiaries in 2019.


•	Group Benefits - HLA has $380 dividend capacity for 2019, and anticipates paying $250 to $300 in dividends in 2019.


•	Hartford Funds - Anticipates paying $100 to $125 of dividends in 2019.

In addition, HFSG Holding Company ~~during the fourth quarter~~anticipates cash tax receipts of ~~2018. The dividends may be used~~approximately $600 to ~~fund obligations~~$700, including realization of ~~the HFSG Holding Company.~~

~~Hartford Life~~net operating losses and ~~Accident Insurance Company ("HLA") has no dividend capacity for 2018 and does not anticipate paying dividends in 2018.~~AMT credits.

Expected liquidity requirements for the next twelve months as of ~~September 30, 2018:~~March 31, 2019:

$~~413~~500 maturing debt payment ~~due~~ in ~~January~~March of ~~2019.~~2020

~~$285 of interest on debt.~~

~~$435~~ ~~of common stockholders dividends, subject to the discretion of the Board of Directors.~~

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~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

~~$2.2 billion of cash consideration including transaction expenses to acquire all outstanding common shares of Navigators Group, a global specialty underwriter.~~


•	$295 of interest on debt.


•	$21 dividends on preferred stock, subject to the discretion of the Board of Directors.


•	$440 of common stockholders' dividends, subject to the discretion of the Board of Directors and before share repurchases and any changes in common stockholder dividend rate.


•	$2.2 billion of cash consideration including transaction expenses to acquire all outstanding common shares of Navigators Group, a global specialty underwriter.

Liquidity Requirements and Sources of Capital

The Hartford Financial Services Group, Inc. (Holding Company)

The liquidity requirements of the holding company of The Hartford Financial Services Group, Inc. ~~(“HFSG Holding Company”)~~ have been and will continue to be met by HFSG Holding Company’s fixed maturities, short-term investments and cash, ~~and~~ dividends from its subsidiaries, principally ~~from~~ its insurance operations, ~~as well as~~and tax receipts, including realization of HFSG Holding Company net operating losses and refunds of prior period AMT credits. In addition HFSG Holding Company can meet its liquidity requirements through the

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

issuance of common stock, debt or other capital securities and borrowings from its credit facilities, as needed.

As of ~~September 30, 2018,~~March 31, 2019, HFSG Holding Company held fixed maturities, short-term investments, ~~investment sales receivable~~ and cash of ~~$2.3~~$2.9 billion. Expected liquidity requirements of ~~the~~ HFSG Holding Company for the next twelve months include payment of the ~~6.0%~~5.5% senior note of ~~$413~~$500 due at maturity in ~~January 2019,~~March of 2020, the interest payments on debt of approximately ~~$285,~~$295, preferred stock dividends of approximately $21 and common stockholder dividends of approximately $440, subject to the discretion of the Board of Directors, as well as $2.2 billion of cash consideration including transaction expenses to acquire all outstanding common shares of Navigators Group.

The Company expects cash tax receipts of approximately ~~$435.~~$600 to $700 in 2019, including realization of net operating losses and AMT credits

Debt

On ~~March~~January 15, ~~2018,~~2019, The Hartford ~~issued $500 of 4.4% senior notes ("4.4% Notes") due March 15, 2048 for net proceeds of approximately $490, after deducting underwriting discounts and expenses from~~repaid at maturity the offering. Interest is payable semi-annually in arrears on March 15 and September 15, commencing September 15, 2018. The Hartford, at its option, can redeem the 4.4% Notes at any time, in whole or in part, at a redemption price equal to the greater of 100% of the$413 principal amount ~~being redeemed or~~of its 6.0% senior notes.

Equity

In February, 2019, the Company announced a ~~make-whole amount based~~$1.0 billion share repurchase authorization by the Board of Directors which is effective through December 31, 2020. Based on ~~a comparable maturity US Treasury plus 25 basis points, plus any accrued and unpaid interest, except~~projected holding company resources, the ~~option of a make-whole payment is not applicable within the final six months of maturity. The Hartford used~~Company expects to use a portion of the ~~net proceeds from this issuance to repay $320 at maturity~~authorization in 2019 but anticipates using the majority of the ~~Company’s 6.3% notes due March 15, 2018, and the balance~~program in 2020. Any repurchase of ~~the proceeds will be used for general corporate purposes.~~

On June 15, 2018 The Hartford redeemed $500 aggregate principal amount of its 8.125% Fixed-to-Floating Rate Junior Subordinated Debentures due 2068. In connection with the initial offering of the 8.125% debentures, the Company entered into a replacement capital covenant ("RCC"), andshares under the terms of the RCC, if the Company redeemed the 8.125% debentures at any time prior to June 15, 2048 it could only do so with the proceeds from the sale of certain qualifying replacement securities. The 3 month Libor plus 2.125% debentures issued February 15, 2017 are qualifying replacement securities within the definition of the RCC. In connection with this redemption, the Company recognized a $6 loss on extinguishment of debt for unamortized deferred debt issuance costs.

~~Equity~~

~~The Company does not currently have an~~ equity repurchase ~~authorization in 2018.~~program is dependent on market conditions and other factors. During the three months ended March 31, 2019, no common shares were repurchased.

Dividends

On February 21, 2019, The Hartford’s Board of Directors declared a quarterly dividend of $0.30 per common share payable on April 1, 2019 to common stockholders of record as of March 4, 2019.

On February 21, 2019, The Hartford's Board of Directors declared a dividend of $375.00 on each share of the ~~following quarterly dividends:~~

Declared Record Payable Amount
October 18, 2018 December 3, 2018 January 2, 2019 $ 0.30
July 19, 2018 September 4, 2018 October 1, 2018 $ 0.30
May 17, 2018 June 1, 2018 July 2, 2018 $ 0.25
February 22, 2018 March 5, 2018 April 2, 2018 $ 0.25
Series G preferred stock (equivalent to $0.3750 per depository share) payable on May 15, 2019 to stockholders of record at the close of business on May 1, 2019.

There are no current restrictions on the HFSG Holding Company's ability to pay dividends to its ~~shareholders.~~stockholders.

For a discussion of restrictions on dividends to the HFSG Holding Company from its insurance subsidiaries, see the following "Dividends from Insurance Subsidiaries" discussion. For a discussion of potential restrictions on the HFSG Holding Company's ability to pay dividends, see the risk factor "Our ability to declare and pay dividends is subject to limitations" in Item 1A of Part I of the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2017.~~2018.

Pension Plans and Other Postretirement Benefits

The Company does not have a ~~2018~~2019 required minimum funding contribution for the U.S. qualified defined benefit pension plan and the funding requirements for all pension plans are expected

to be immaterial. The Company ~~contributed $101 in September 2018~~has not determined whether, and to ~~its~~what extent, contributions may be made to the U.S. qualified defined benefit pension ~~plan.~~plan in 2019. The Company will monitor the funded status of the U.S. qualified defined benefit pension plan during 2019 to make this determination.

Dividends from Insurance Subsidiaries

Dividends to the HFSG Holding Company from its insurance subsidiaries are restricted by insurance regulation.

The payment of dividends by Connecticut-domiciled insurers is limited under the insurance holding company laws of Connecticut. These laws require notice to and approval by the state insurance commissioner for the declaration or payment of any dividend, which, together with other dividends or distributions made within the preceding twelve months, exceeds the greater of (i) 10% of the insurer’s statutory policyholder surplus as of December 31 of the preceding year or (ii) net income (or net gain from operations, if such company is a life insurance company) for the twelve-month period ending on the thirty-first day of December last preceding, in each case determined under statutory insurance accounting principles. In addition, if any dividend of a Connecticut-domiciled insurer exceeds the insurer’s earned surplus, it requires the prior approval of the Connecticut Insurance Commissioner. The insurance holding company laws of the other jurisdictions in which The Hartford’s insurance subsidiaries are incorporated (or deemed commercially domiciled) generally contain similar (although in certain instances more restrictive) limitations on the payment of dividends. In addition to statutory limitations on paying dividends, the Company also takes other items into consideration when determining dividends from subsidiaries. These considerations include, but are not limited to, expected

~~107~~

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

earnings and capitalization of the subsidiaries, regulatory capital requirements and liquidity requirements of the individual operating company.

~~For~~ As of December 31, 2018, under the formula described above, the Company’s property and casualty insurance subsidiaries are permitted to pay up to a maximum of approximately $1.2 billion in dividends to HFSG Holding Company in 2019 without prior approval from the applicable insurance commissioner, though only approximately $200 of this dividend capacity can be paid before the fourth quarter of 2019. Hartford Life and Accident Insurance Company ("HLA") has ~~$125 remaining~~$380 of dividend capacity for ~~property and casualty ("P&C") insurance subsidiaries and no dividend capacity for HLA.~~2019.

During the first ~~nine~~three months of ~~2018, total~~2019, HFSG Holding Company received $107 dividends, paid by P&C subsidiaries to HFSG holding company were $2.1 billion. This includes an extraordinary dividend of $2.0 billion, which was comprised of a $1.9 billion principal paydown on the intercompany note owed byincluding $75 from Hartford ~~Holdings, Inc. ("HHI") to Hartford Fire~~Life and Accident Insurance Company ~~related to the sale of Talcott Resolution~~("HLA") , $29 from Hartford Funds and ~~$92 related to interest payments on the note. In addition, there was $50 of ordinary P&C dividends that were paid to HFSG holding company, though these were subsequently contributed to~~$3 from a run-off ~~P&C~~HFSG subsidiary. ~~Excluding the interest payments on the intercompany note and~~There were no dividends ~~that were subsequently contributed to a P&C subsidiary, net dividends paid by P&C subsidiaries to HFSG holding company were $1.9 billion during the first nine months of 2018.~~

~~Total net dividends~~ received ~~by HFSG holding company were $2.0 billion, including $1.9 billion~~ from P&C subsidiaries ~~and $85 from Mutual Funds during the first nine months of 2018.~~in 2019.

Over the remainder of ~~2018,~~2019, the Company anticipates receiving approximately ~~$30~~$175 to $225 of dividends from ~~Mutual~~HLA and $75 to $100 dividends from Hartford Funds and does not anticipate receiving any additional dividends from HLA. Hartford Fire Insurance Company has sought approval from the Connecticut Department of Insurance to pay an extraordinary dividend of approximately $1.0 billion to the HFSG Holding Company during the fourth quarter of 2018. The dividends may be used to fund obligations of the HFSG Holding Company.P&C subsidiaries.

Other Sources of Capital for the HFSG Holding Company

The Hartford endeavors to maintain a capital structure that provides financial and operational flexibility to its insurance subsidiaries, ratings that support its competitive position in the financial services marketplace (see the "Ratings" section below for further discussion), and ~~shareholder~~stockholder returns. As a result, the

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Company may from time to time raise capital from the issuance of debt, common equity, preferred stock, equity-related debt or other capital securities and is continuously evaluating strategic opportunities. The issuance of debt, common equity, equity-related debt or other capital securities could result in the dilution of ~~shareholder~~stockholder interests or reduced net income due to additional interest expense.

Shelf Registrations

The Hartford filed an automatic shelf registration statement with the Securities and Exchange Commission ("the SEC") on July 29, 2016 that permits it to offer and sell debt and equity securities during the three-year life of the registration statement.

Revolving Credit Facilities and Commercial Paper

Revolving Credit Facilities

~~As previously reported, on March 29, 2018, the~~The Company ~~entered into an amendment to its Five-Year Credit Agreement dated October 31, 2014. The Amendment reset the level of the Company's minimum consolidated net worth financial covenant~~

to $9 billion excluding AOCI from its former $13.5 billion (where net worth was defined as stockholders' equity excluding AOCI and including junior subordinated debt), among other updates. Among other changes, under an amended and restated credit agreement that became effective in June 2018, after the closing of the sale of the Company's life and annuity run-off business, the aggregate amount of principal of thehas a senior unsecured five-year revolving credit facility ~~decreased from $1 billion~~(the "Credit Facility") that provides up to $750 ~~including a reduction to the amount available for letters~~million of unsecured credit ~~from $250 to $100, the maturity date was extended to March 29, 2023, and the liens covenant and certain other covenants were modified.~~

Revolving loans from the Credit Facility may be in multiple currencies. U.S. dollar loans will bear interest at a floating rate equivalent to an indexed rate depending on the type of borrowing and a basis point spread based on The Hartford's credit rating and will mature no later than March 29, 2023. Letters of credit issued from the Credit Facility bear a fee based on The Hartford's credit rating and expire no later thanthrough March 29, 2024. The Credit Facility requires the Company to maintain a minimum consolidated net worth excluding AOCI of $9 billion, limit the ratio of senior debt to capitalization excluding AOCI to no more than 35% and meet other customary covenants. The Credit Facility is for general corporate purposes.

As of ~~September 30, 2018~~,March 31, 2019, no borrowings were outstanding and $3 in letters of credit were issued under the Credit Facility and the Company was in compliance with all financial covenants.

Commercial Paper

As of ~~September 30, 2018~~March 31, 2019, The Hartford's maximum borrowings available under its commercial paper program is $750 and there was no commercial paper outstanding. The Company is dependent upon market conditions to access short-term financing through the issuance of commercial paper to investors. On July 19, 2018, the Board of Directors revised the Company's commercial paper issuance authorization from $1 billion to $750 to align the program with the Company's $750 five year revolving credit facility which became effective on June 11, 2018.

Intercompany Liquidity Agreements

The ~~Hartford~~Company has $2.0 billion available under an intercompany liquidity agreement that allows for short-term advances of funds among the HFSG Holding Company and certain affiliates of up to $2 billion for liquidity and other general corporate purposes. The Connecticut Department of Insurance ("CTDOI") granted approval for certain affiliated insurance companies that are parties to the agreement to treat receivables from a parent, including the HFSG Holding Company, as admitted assets for statutory accounting purposes.

~~On May 25, 2018 Hartford Financial Services Group issued a Revolving Note (the "Note") in the principal amount of $165 to Hartford Fire Insurance Company. The note was repaid on June 1, 2018.~~

As of ~~September 30, 2018,~~March 31, 2019 there were no amounts outstanding at the HFSG Holding Company.

Collateralized Advances with Federal Home Loan Bank of Boston

~~In August 2018, the~~The Company’s subsidiaries, Hartford Fire Insurance Company (“Hartford Fire”) and Hartford Life and Accident Insurance Company (“HLA”), ~~became~~are members of the Federal Home Loan Bank of Boston (“FHLBB”). Membership allows these subsidiaries access to collateralized advances, which

~~108~~

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

may be short- or long-term with fixed or variable rates. FHLBB membership required the purchase of member stock and requires additional member stock ownership of 3% or 4% of any amount borrowed. Acceptable forms of collateral include real estate backed fixed maturities and mortgage loans and the amount of advances that canAdvances may be ~~taken is limited~~used to a percentage of the fair value of the assets that ranges from a high of 97% for US government-backed fixed maturities maturing within 3 years to a low of 40% for A-rated commercial mortgage-backed fixed maturities maturing in 5 years or more. In its consolidated balance sheets, The Hartford would present the liability for advances taken based on use of the funds with advances forsupport general corporate purposes, which would be presented inas short- or long-term debt, ~~and advances~~or to earn incremental investment income, which would be presented in other liabilities consistent with other collateralized financing transactions such as securities lending and repurchase agreements. The CTDOI permits Hartford Fire and HLA to pledge up to $1.3 billion and $0.5 billion in qualifying assets, respectively, without prior approval, to secure FHLBB advances in 2018. The pledge limit is determined annually based on statutory admitted assets and capital and surplus of Hartford Fire and HLA, respectively.transactions. As of ~~September 30, 2018,~~March 31, 2019, there were no advances outstanding used to support general corporate purposes and $50 in advances outstanding used to earn incremental investment income under ~~either~~the Hartford Fire FHLBB facility. This advance was repaid on April 22, 2019.

For further information regarding collateralized advances with Federal Home Loan Bank of Boston, see Note 5 – Investments of Notes to Condensed Consolidated Financial Statements and Note

13 - Debt of Notes to Consolidated Financial Statements included in the Company’s 2018 Form 10-K Annual Report.

Derivative Commitments

Certain of the Company’s derivative agreements contain provisions that are tied to the financial strength ratings, as set by nationally recognized statistical agencies, of the individual legal entity that entered into the derivative agreement. If the legal entity’s financial strength were to fall below certain ratings, the counterparties to the derivative agreements could demand immediate and ongoing full collateralization and in certain instances enable the counterparties to terminate the agreements and demand immediate settlement of all outstanding derivative positions traded under each impacted bilateral agreement. The settlement amount is determined by netting the derivative positions transacted under each agreement. If the termination rights were to be exercised by the counterparties, it could impact the legal entity’s ability to conduct hedging activities by increasing the associated costs and decreasing the willingness of counterparties to transact with the legal entity. The aggregate fair value of all derivative instruments with credit-risk-related contingent features that are in a net liability position as of ~~September 30, 2018~~March 31, 2019 was $6968. OfFor this $6968, the legal entities have posted collateral of $6861 in the normal course of business. Based on derivative market values as of ~~September 30, 2018~~March 31, 2019, a downgrade of one level below the current financial strength ~~rates~~ratings by either Moody's or S&P would not require additional assets to be posted as collateral. Based on derivative market values as of ~~September 30, 2018,~~March 31, 2019, a downgrade of two levels below the current financial strength ratings by either Moody’s or S&P would require an additional $8 of assets to be posted as collateral. These collateral amounts could change as derivative market values change, as a result of changes in our hedging activities or to the extent changes in contractual terms are negotiated. The nature of the collateral that we would post, if required, would be primarily in the form of U.S. Treasury bills, U.S. Treasury notes and government agency securities.

As of ~~September 30, 2018,~~March 31, 2019, no derivative positions would be subject to immediate termination in the event of a downgrade of one level below the current financial strength ratings. This could change as a result of changes in our hedging activities or to the

extent changes in contractual terms are negotiated.

Insurance Operations

While subject to variability period to period, underwriting and investment cash flows continue to be within historical norms and, therefore, the Company’s insurance operations’ current liquidity position is considered to be sufficient to meet anticipated demands over the next twelve months. For a discussion and tabular presentation of the Company’s current contractual obligations by period, refer to Off-Balance Sheet Arrangements and Aggregate Contractual Obligations within the Capital Resources and Liquidity section of the MD&A included in The Hartford’s ~~2017~~2018 Form 10-K Annual Report.

The principal sources of operating funds are premiums, fees earned from assets under management and investment income, while investing cash flows originate from maturities and sales of invested assets. The primary uses of funds are to pay claims, claim adjustment expenses, commissions and other underwriting and insurance operating costs, to pay taxes, to purchase new

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

investments and to make dividend payments to the HFSG Holding Company.

The Company’s insurance operations consist of property and casualty insurance products (collectively referred to as “Property & Casualty Operations”) and Group Benefits.

~~Property & Casualty Operations~~

~~Property & Casualty Operations holds~~The Company's insurance operations hold fixed maturity securities including a significant short-term investment position (securities with maturities of one year or less at the time of purchase) to meet liquidity ~~needs as shown in the table below.~~

Property & Casualty
As of September 30, 2018
Fixed maturities $ 25,446
Short-term investments 1,340
Cash 70
Less: Derivative collateral 62
Total $ 26,794

needs. Liquidity requirements that are unable to be funded by ~~Property & Casualty Operation’s~~the Company's insurance operations' short-term investments would be satisfied with current operating funds, including premiums or investing cash flows, which includes proceeds received through the sale of invested assets. A sale of invested assets could result in significant realized capital losses.

~~Group Benefits Operations~~

~~Group Benefits operations’ total unpaid loss and loss adjustment expense reserves of $8.5 billion are supported by $11.8 billion of~~The following tables represent the fixed maturity holdings, including the aforementioned cash and ~~invested assets, including assets available~~short-term investments necessary to meet liquidity needs, ~~as shown below.~~for each of the Company’s insurance operations.


Group Benefits Operations
Property & Casualty			Property & Casualty
	As of September 30, 2018		As of March 31, 2019
Fixed maturities	$	9,898	$	25,995
Short-term investments	500		1,229
Cash	11		80
Less: Derivative collateral	20		58
Total	$	10,389	$	27,246

~~109~~

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

~~Capital resources available to pay Group Benefits loss and loss adjustment expense reserves will be funded by Hartford Life and Accident Insurance Company.~~



Group Benefits Operations
	As of March 31, 2019
Fixed maturities	$	10,081
Short-term investments	377
Cash	18
Less: Derivative collateral	22
Total	$	10,454

Off-Balance Sheet Arrangements and Aggregate Contractual Obligations

There have been no material changes to the Company’s ~~off-~~

~~balance~~off-balance sheet arrangements and aggregate contractual obligations since the filing of the Company’s ~~2017~~2018 Form 10-K Annual Report.

Capitalization

																	Capital Structure
	September 30, 2018			December 31, 2017			Change		March 31, 2019			December 31, 2018			Change
Short-term debt (includes current maturities of long-term debt)	$	413		$	320		29	%	$	499		$	413		21	%
Long-term debt	4,263			4,678			(9	%)	3,767			4,265			(12	%)
Total debt	4,676			4,998			(6	%)	4,266			4,678			(9	%)
Stockholders’ equity excluding AOCI, net of tax	14,248			12,831			11	%
Common stockholders' equity excluding AOCI, net of tax									14,891			14,346			4	%
Preferred stock									334			334			—	%
AOCI, net of tax	(1,519		)	663			NM		(885		)	(1,579		)	44	%
Total stockholders’ equity	$	12,729		$	13,494		(6	%)	$	14,340		$	13,101		9	%
Total capitalization	$	17,405		$	18,492		(6	%)	$	18,606		$	17,779		5	%
Debt to stockholders’ equity	37		%	37		%			30		%	36		%
Debt to capitalization	27		%	27		%			23		%	26		%

Total capitalization ~~decreased $1,087,~~increased $827, or 6%5%, as of ~~September 30, 2018~~March 31, 2019 compared to December 31, ~~2017~~2018 primarily due to ~~decreases~~an increase in ~~net unrealized capital gains from securities within~~ AOCI and net income in excess of stockholder dividends, partially offset by a decrease in ~~long-term debt.~~total debt due to the repayment at maturity of the $413 principal amount of the 6.0% senior notes.

For additional information on AOCI, net of tax, ~~and~~ unrealized capital gains from securities, and debt see Note 1513 - Changes In and

Reclassifications From Accumulated Other Comprehensive Income (Loss), Note 5 - Investments and Note 69 - ~~Investments of~~Debt.of Notes to Condensed Consolidated Financial ~~Statements. For additional information on Debt, see Note 11 - Debt.~~Statements, respectively.

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Cash Flow[1]


	Nine Months Ended September 30,						Three Months Ended March 31,
	2018			2017			2019			2018
Net cash provided by operating activities	$	1,842		$	1,524		$	279		$	712
Net cash used for investing activities	$	(762	)	$	(1,485	)
Net cash provided by (used for) investing activities							$	129		$	(242	)
Net cash used for financing activities	$	(1,691	)	$	(658	)	$	(428	)	$	(677	)
Cash – end of period	$	102		$	94		$	104		$	228

[1] Cash activities in 2018 include cash flows from Discontinued Operations; see Note 1816 - Business ~~Dispositions~~Disposition and Discontinued Operations of Notes to Condensed Consolidated Financial Statements for information on cash flows from Discontinued Operations.

Cash provided by operating activities~~increased~~decreased in ~~2018~~2019 as compared to the prior year period primarily driven by the inclusion of operations from the life and annuity business sold in May 2018 in the prior year period.

Cash provided by (used for) investing activities changed from cash used for investing activities in 2018 to cash provided by investing activities in 2019, primarily due to ~~the effect of a $650 payment in 2017 for the ADC reinsurance agreement with NICO and the effect of~~ an increase in ~~premium~~net proceeds from short-term investments and ~~fee income received,~~derivatives, partially offset by an increase in ~~benefits, losses, insurance operating expenses and operating expenses paid that was mostly driven by the acquisition of the Aetna U.S. group life and disability business.~~

~~Cash used~~net payments for ~~investing activities~~ decreased in 2018 compared to the prior year period primarily due proceeds from the 2018 sale of the Talcott Resolution run-off life and annuity business, which were used to acquire short term investments. Additionally, there was a change from net purchases of fixed maturities ~~in the 2017 period to net proceeds from sales of fixed maturities in the 2018 period.~~

Cash used for financing activities~~increased~~decreased from the ~~2017~~2018 period primarily due to a change to ~~a decrease~~an increase in securities loaned or sold under agreements to repurchase from a decrease in the prior year period, as well as proceeds in 2019 from FHLBB collateral advances, offset by an increase in debt repayments and a decline in proceeds from issuance of debt. Additionally, a substantial amount of cash use in the 2018 ~~partially offset by a reduction in treasury stock acquired as well a decrease in~~period consisted of net payments for deposits, transfers and withdrawals for investments and universal life products ~~due to~~associated with the ~~sale of Talcott~~life and annuity business sold in May 2018.

Operating cash flowfor the ~~nine~~three months ended ~~September 30, 2018~~March 31, 2019 have been adequate to meet liquidity requirements.

Equity Markets

For a discussion of the potential impact of the equity markets on capital and liquidity, see the Financial Risk ~~Liquidity Risk~~section in this MD&A and the Financial Risk on Statutory Capital ~~sections~~section of the MD&A in ~~this MD&A.~~the Company's 2018 Form 10-K Annual Report.

~~110~~

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

Ratings

Ratings are an important factor in establishing a competitive position in the insurance marketplace and impact the Company's ability to access financing and its cost of borrowing. There can be no assurance that the Company’s ratings will continue for any given period of time, or that they will not be changed. In the event

the Company’s ratings are downgraded, the Company’s competitive position, ability to access financing, and its cost of borrowing, may be adversely impacted.

On April 15, 2019, Standards & Poor's ("S&P") raised its issuer credit and financial strength ratings on Hartford Life and Accident Insurance Co. ("HLA") to A+ from A. The upgrade of HLA's ratings reflects S&P's improved view of the Company's group benefits business which they consider core to the Company under their group rating methodology criteria.



Insurance Financial Strength Ratings as of ~~October 23, 2018~~April 29, 2019
	A.M. Best	Standard & Poor’s	Moody’s
Hartford Fire Insurance Company	A+	A+	A1
Hartford Life and Accident Insurance Company	A	AA+	A2

Other Ratings:
The Hartford Financial Services Group, Inc.:
Senior debt	a-	BBB+	Baa1
Commercial paper	AMB-1	A-2	P-2

These ratings are not a recommendation to buy or hold any of The Hartford’s securities and they may be revised or revoked at any time at the sole discretion of the rating organization.

The agencies consider many factors in determining the final rating of an insurance company. One consideration is the relative level of statutory capital and surplus (referred to collectively as "statutory capital") necessary to support the business written and is reported in accordance with accounting practices prescribed by the applicable state insurance department.

Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Statutory Capital

																		Statutory Capital Rollforward for the Company's Insurance Subsidiaries
	Property and Casualty Insurance Subsidiaries [1]			Group Benefits Insurance Subsidiary			Total			Property and Casualty Insurance Subsidiaries [1]		Group Benefits Insurance Subsidiary			Total
U.S statutory capital at January 1, 2018	$	7,396		$	2,029		$	9,425
U.S statutory capital at January 1, 2019										$	7,435	$	2,407		$	9,842
Statutory income	1,028			247			1,275			437		145			582
Dividends to parent										—		(75		)	(75		)
Other items	(81		)	(8		)	(89		)	137		17			154
Net change to U.S. statutory capital	947			239			1,186			574		87			661
U.S statutory capital at September 30, 2018	$	8,343		$	2,268		$	10,611
U.S statutory capital at March 31, 2019										$	8,009	$	2,494		$	10,503

[1]

The statutory capital for property and casualty insurance subsidiaries in this table does not include the value of an intercompany note owed by ~~HHI~~Hartford Holdings, Inc. to Hartford Fire Insurance Company. ~~Accordingly, neither the $1.9 billion principal paydown of the note nor an associated $1.9 billion of dividends to the holding company during the~~ ~~nine months endedSeptember 30, 2018~~ ~~are reflected in this table.~~

Contingencies

Legal Proceedings

For a discussion regarding contingencies related to The Hartford’s legal proceedings, please see the information contained under “Litigation” and "Asbestos and Environmental Claims" in Note 1311 - Commitments and Contingencies Notes to Condensed Consolidated Financial Statements and Part II, Item 1 Legal Proceedings, which are incorporated herein by reference.

Legislative and Regulatory Developments

Patient Protection and Affordable Care Act of 2010 (the "Affordable Care Act")

ItIt is unclear whether the Administration, ~~and~~ Congress or the courts will seek to reverse, amend or alter the ongoing operation of the Affordable Care Act ("ACA"). If such actions were to occur, they may have an impact on various aspects of our business, including our insurance businesses. It is unclear what an amended ACA would entail, and to what extent there may be a transition period for the phase out of the ACA. The impact to The Hartford as an employer would be consistent with other large employers. The Hartford’s core business does not involve the issuance of health insurance, and we have not observed any material impacts on the Company’s workers’ compensation

~~111~~

~~Part I - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations~~

business or group benefits business from the enactment of the ACA. We will continue to monitor the impact of the ACA and any reforms on consumer, broker and medical provider behavior for leading indicators of changes in medical costs or loss payments primarily on the Company's workers' compensation and disability ~~liabilities.~~liabilities.

Tax Reform

At the end of 2017, Congress passed and the president signed, the Tax ~~Reform,~~Cuts and Jobs Act of 2017 ("Tax Reform"), which enacted significant reforms to the U.S. tax code. The major areas of interest to the company include the reduction of the corporate tax rate from 35% to 21% and the repeal of the corporate alternative minimum tax (AMT) and the refunding of AMT credits. We continue to analyze Tax Reform for other potential impacts. The U.S. Treasury and IRS ~~have issued and continue to issue~~are developing guidance implementing Tax Reform, and Congress may consider additional technical corrections to the legislation. Tax

proposals and regulatory initiatives which have been or are being considered by Congress and/or the U.S. Treasury Department could have a material effect on the company and its insurance businesses. The nature and timing of any Congressional or regulatory action with respect to any such efforts is unclear. For additional information on risks to the Company related to Tax Reform, please see the risk factor entitled "Changes in federal or state tax laws could adversely affect our business, financial condition, results of operations and liquidity" under "Risk Factors" in Part I of the Company's Annual Report on Form 10-K for the year ended December 31, ~~2017.~~2018.

IMPACT OF NEW ACCOUNTING STANDARDS

For a discussion of accounting standards, see Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Consolidated Financial Statements included in The Hartford’s ~~2017~~2018 Form 10-K Annual Report and Note 1 - Basis of Presentation and Significant Accounting Policies of Notes to Condensed Consolidated Financial Statements in this Form 10-Q.

~~112~~91

Part I - Item 4. Controls and Procedures

Item 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

The Company’s principal executive officer and its principal financial officer, based on their evaluation of the Company’s disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) have concluded that the Company’s disclosure controls and procedures are effective for the purposes set forth in the definition thereof in Exchange Act Rule 13a-15(e) as of ~~September 30, 2018.~~March 31, 2019.

Changes in Internal Control Over Financial Reporting

There were no changes in the Company's internal control over financial reporting that occurred during the Company's current fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

~~113~~92

Part II - Item 1. Legal Proceedings

Item 1. LEGAL PROCEEDINGS

Litigation

The Hartford is involved in claims litigation arising in the ordinary course of business, both as a liability insurer defending or providing indemnity for third-party claims brought against insureds and as an insurer defending coverage claims brought against it. The Hartford accounts for such activity through the establishment of unpaid loss and loss adjustment expense reserves. Subject to the uncertainties related to The Hartford's A&E claims discussed in Note 1311 - Commitments and Contingencies of the Notes to Condensed Consolidated Financial Statements, management expects that the ultimate liability, if any, with respect to such ordinary-course claims litigation, after consideration of provisions made for potential losses and costs of defense, will not be material to the consolidated financial condition, results of operations or cash flows of The Hartford.

The Hartford is also involved in other kinds of legal actions, some of which assert claims for substantial amounts. In addition, ~~to the matter described below,~~ these actions include, among others, putative state and federal class actions seeking certification of a state or national class. Such putative class actions have alleged, for example, underpayment of claims or improper ~~sales or~~ underwriting practices in connection with various kinds of insurance policies, such as personal and commercial automobile, property, disability, and inland marine. The Hartford also is involved in individual actions in which punitive damages are sought, such as claims alleging bad faith in the handling of insurance claims or other allegedly unfair or improper business practices. Like many other insurers, The Hartford also has been joined in actions by asbestos plaintiffs asserting, among other things, that insurers had a duty to protect the public from the dangers of asbestos and that insurers committed unfair trade practices by asserting defenses on behalf of their policyholders in the underlying asbestos cases.

Management expects that the ultimate liability, if any, with respect to such lawsuits, after consideration of provisions made for estimated losses, will not be material to the consolidated financial condition of The Hartford. Nonetheless, given the large or indeterminate amounts sought in certain of these actions, and the inherent unpredictability of litigation, the outcome in certain matters could, from time to time, have a material adverse effect on the ~~Company’s~~Company's results of operations or cash flows in particular quarterly or annual periods.

summary judgment, and plaintiffs cross-moved for partial summary judgment with respect to one fund. In March 2016, the court denied the plaintiff's motion, and granted summary judgment for HIFSCO and HFMC with respect to one fund, leaving six funds as plaintiffs: The Hartford Balanced Fund, The Hartford Capital Appreciation Fund, The Hartford Floating Rate Fund, The Hartford Growth Opportunities Fund, The Hartford Healthcare Fund, and The Hartford Inflation Plus Fund. A bench trial on the issue of liability was held in November 2016. In February 2017, the court granted judgment for HIFSCO and HFMC as to all claims. Plaintiffs appealed. In August 2018, the judgment was affirmed by the United States Court of Appeals for the Third Circuit. Although plaintiffs may still seek review by the United States Supreme Court, management believes that the possibility of a material adverse outcome in this matter is remote.

~~114~~93

Part II - Item 1A. Risk Factors

Item 1A. RISK FACTORS

Investing in The Hartford involves risk. In deciding whether to invest in The Hartford, you should carefully consider the risk factors disclosed ~~below and~~ in Item 1A of Part I of the Company's Annual Report on Form 10-K for the year ended December 31, ~~2017, as updated by Item 1A of Part II of~~2018 (collectively the ~~Company's Form 10-Q for~~“Company’s Risk Factors” or individually, the ~~period ended June 30, 2018,~~“Company’s Risk Factor”), any of which could have a significant or material adverse effect on the business, financial condition, operating results or liquidity of The Hartford. This information should be considered carefully together with the other information contained in this report and the other reports and materials filed by The Hartford with the SEC.

~~Strategic and Operational Risks~~

~~Failure to complete our proposed acquisition of Navigators Group could impact our securities.~~

The completion of the Navigators Group acquisition is subject to a number of conditions, including the approval of Navigators Group’s shareholders and the receipt of required antitrust and insurance regulatory approvals. The failure to satisfy all the required conditions could prevent the acquisition from occurring. In addition, regulators could impose additional requirements or obligations as conditions for their approvals, which may be burdensome. We can provide no assurance that we will obtain the necessary approvals within the estimated timeframe or at all, or that any such requirements that are imposed by regulators would not result in the termination of the transaction. Investors’ reactions to a failure to complete the Navigators Group acquisition, including possible speculation about alternative uses of capital, may cause volatility in our securities. A failure to complete a proposed transaction of this nature can also result in litigation by shareholders and other disaffected parties. Furthermore, we will have incurred costs, and devoted management time and resources, in connection with the transaction for which we will receive little or no benefit. In addition, even if we complete the proposed Navigators Group acquisition, we may not be able to successfully integrate Navigators Group into our business and therefore may not be able to achieve the synergies we would expect to receive as a result of the acquisition.

~~115~~94

Part II - Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Purchases of Equity Securities by the Issuer

~~The~~In February, 2019, the Company ~~does not currently have an~~announced a $1.0 billion share repurchase authorization by the Board of Directors which is

effective through December 31, 2020. Based on projected holding company resources, the Company expects to use a portion of the authorization in 2019 but anticipates using the majority of the program in 2020. Any repurchase of shares under the equity repurchase ~~authorization in 2018.~~program is dependent on market conditions and other factors.

~~116~~95

Part II - Item 6. Exhibits

Item 6. EXHIBITS



See Exhibits Index on page	~~118~~97.

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

FOR THE QUARTER ENDED ~~SEPTEMBER 30, 2018~~MARCH 31, 2019

FORM 10-Q

EXHIBITS INDEX

Exhibit No.

Description

Form

File No.

Exhibit No

Filing Date

Description

Form

File No.

Exhibit No

Filing Date

2.01

Agreement and Plan of Merger, dated as of August 22, 2018, by and among The Navigators Group, Inc., The Hartford Financial Services Group, Inc. and Renato Acquisition Co.

8-K/A

001-13958

2.1

8/22/2018

3.01

Restated Certificate of Incorporation of The Hartford, as filed with the Delaware Secretary of State on October 20, 2014.

8-K

001-13958

3.1

10/20/2014

Restated Certificate of Incorporation of The Hartford, as filed with the Delaware Secretary of State on October 20, 2014.

8-K

001-13958

3.1

10/20/2014

3.02

Amended and Restated By-Laws of The Hartford, amended effective July 21, 2016.

8-K

001-13958

3.1

7/21/2016

Amended and Restated By-Laws of The Hartford, amended effective July 21, 2016.

8-K

001-13958

3.1

7/21/2016

*10.01

The Hartford 2014 Incentive Stock Plan Form of Individual Award Agreement. **

15.01

Deloitte & Touche LLP Letter of Awareness.**

31.01

Certification of Christopher J. Swift pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.**

31.02

Certification of Beth A. Bombara pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.**

Certification of Beth A. Costello pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.**

32.01

Certification of Christopher J. Swift pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**

32.02

Certification of Beth A. Bombara pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**

Certification of Beth A. Costello pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**

99.01

Voting Agreement, dated as of August 22, 2018, by and among The Hartford Financial Services Group, Inc., Terence N. Deeks, Monica J. Deeks, the Deeks Family Foundation and the trusts for the benefit of members of the Deeks family that are parties thereto

8-K/A

001-13958

99.2

8/22/2018

99.02

Voting Agreement, dated as of August 22, 2018, by and between The Hartford Financial Services Group, Inc. and Stanley A. Galanski

8-K/A

001-13958

99.3

8/22/2018

101.INS

XBRL Instance Document.**

XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH

XBRL Taxonomy Extension Schema.**

101.CAL

XBRL Taxonomy Extension Calculation Linkbase.**

101.DEF

XBRL Taxonomy Extension Definition Linkbase.**

101.LAB

XBRL Taxonomy Extension Label Linkbase.**

101.PRE

XBRL Taxonomy Extension Presentation Linkbase.**

Management contract, compensatory plan or arrangement.

Filed with the Securities and Exchange Commission as an exhibit to this report.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



		The Hartford Financial Services Group, Inc.
		(Registrant)

Date:	~~October 25, 2018~~May 1, 2019	/s/ Scott R. Lewis
		Scott R. Lewis
		Senior Vice President and Controller
		(Chief accounting officer and duly authorized signatory)

~~119~~98



	Preliminary Value as of November 1, 2017 (as previously reported as of December 31, 2017)		Measurement Period Adjustments			As Adjusted Value as of November 1, 2017
Assets
Cash and invested assets [1]	$	3,360	$	45		$	3,405
Premiums receivable	96		7			103
Deferred income taxes, net	56		13			69
Other intangible assets	629		—			629
Property and equipment	68		—			68
Reinsurance recoverables	—		31			31
Other assets	16		(16		)	—
Total Assets Acquired	4,225		80			4,305
Liabilities
Unpaid losses and loss adjustment expenses	2,833		71			2,904
Reserve for future policy benefits payable	346		1			347
Other policyholder funds and benefits payable	245		1			246
Unearned premiums	3		1			4
Other liabilities	69		6			75
Total Liabilities Assumed	3,496		80			3,576
Net identifiable assets acquired	729		—			729
Goodwill [2]	723		—			723
Net Assets Acquired	$	1,452	$	—		$	1,452



	Three months ended September 30, 2017 [1]		Nine months ended September 30, 2017 [1]
Total Revenue	$	4,777	$	14,309
Net Income	$	249	$	619



Fair Value Rollforwards for Financial Instruments Classified as Level 3 for the Three Months Ended September 30, 2018
					Total realized/unrealized gains (losses)
		Fair value as of June 30, 2018			Included in net income [1]			Included in OCI [2]			Purchases		Settlements			Sales			Transfers into Level 3 [3]		Transfers out of Level 3 [3]			Fair value as of September 30, 2018
Assets
Fixed Maturities, AFS
	ABS	$	57		$	—		$	—		$	39	$	(2	)	$	—		$	9	$	(49	)	$	54
	CLOs	159			—			—			211		—			—			—		(74		)	296
	CMBS	28			(1		)	1			—		(1		)	—			—		(5		)	22
	Corporate	559			—			(2		)	12		(2		)	(12		)	—		(4		)	551
	Foreign Govt./Govt. Agencies	3			—			—			—		—			—			—		—			3
	Municipal	9			—			—			—		—			—			—		—			9
	RMBS	1,137			—			(3		)	—		(77		)	(26		)	—		(97		)	934
Total Fixed Maturities, AFS		1,952			(1		)	(4		)	262		(82		)	(38		)	9		(229		)	1,869
Equity Securities, at fair value		66			—			—			12		—			—			—		—			78
Derivatives, net [4]
	Equity	1			—			—			—		—			—			—		—			1
	Interest rate	2			—			—			—		—			—			—		—			2
Total Derivatives, net [4]		3			—			—			—		—			—			—		—			3
Total Assets		$	2,021		$	(1	)	$	(4	)	$	274	$	(82	)	$	(38	)	$	9	$	(229	)	$	1,950
Liabilities
Contingent Consideration [5]		(31		)	(1		)	—			—		—			—			—		—			(32		)
Total Liabilities		$	(31	)	$	(1	)	$	—		$	—	$	—		$	—		$	—	$	—		$	(32	)



Fair Value Rollforwards for Financial Instruments Classified as Level 3 for the Three Months Ended September 30, 2017
					Total realized/unrealized gains (losses)
		Fair value as of June 30, 2017			Included in net income [1]			Included in OCI [2]			Purchases		Settlements			Sales			Transfers into Level 3 [3]		Transfers out of Level 3 [3]			Fair value as of September 30, 2017
Assets
Fixed Maturities, AFS
	ABS	$	63		$	—		$	—		$	—	$	(3	)	$	(6	)	$	4	$	(32	)	$	26
	CLOs	203			—			—			9		—			—			—		(116		)	96
	CMBS	65			(1		)	—			—		(3		)	—			—		—			61
	Corporate	528			—			5			36		(1		)	(24		)	19		(30		)	533
	Foreign Govt./Govt. Agencies	22			—			1			7		—			—			—		(5		)	25
	Municipal	16			—			—			—		—			—			—		—			16
	RMBS	1,272			—			17			39		(72		)	—			—		(1		)	1,255
Total Fixed Maturities, AFS		2,169			(1		)	23			91		(79		)	(30		)	23		(184		)	2,012
Equity Securities, AFS		55			—			(2		)	20		—			—			—		—			73
Derivatives, net [4]
	Equity	2			—			—			—		—			—			—		—			2
	Interest rate	3			(1		)	—			—		—			—			—		—			2
Total Derivatives, net [4]		5			(1		)	—			—		—			—			—		—			4
Total Assets		$	2,229		$	(2	)	$	21		$	111	$	(79	)	$	(30	)	$	23	$	(184	)	$	2,089
Liabilities
Contingent Consideration [5]		(27		)	(1		)	—			—		—			—			—		—			(28		)
Total Liabilities		$	(27	)	$	(1	)	$	—		$	—	$	—		$	—		$	—	$	—		$	(28	)



Liability balance as of January 1, 2017	$	322
Incurred	27
Paid	(24		)
Change in unrealized investment gains and losses	(9		)
Liability balance as of September 30, 2017	$	316
Reinsurance recoverable asset, as of January 1, 2017	$	28
Incurred	(6		)
Paid	—
Reinsurance recoverable asset, as of September 30, 2017	$	22



Future Tax Benefits
	As of
	September 30, 2018				Expiration
	Carryover amount		Expected tax benefit, gross		Dates			Amount
Net operating loss carryover - U.S.	$	2,814	$	591	2023	-	2036	$	2,814
Net operating loss carryover - foreign	$	4	$	—	No expiration			$	4
Foreign tax credit carryover	$	5	$	5	2023	-	2024	$	5
General business credit carryover	$	4	$	4	2031	-	2037	$	4



Reclassifications from AOCI
	Three Months Ended September 30, 2018			Nine Months Ended September 30, 2018			Affected Line Item in the Condensed Consolidated Statement of Operations
Net Unrealized Gain on Securities
Available-for-sale securities	$	(15	)	$	(59	)	Net realized capital gains
	(15		)	(59		)	Total before tax
	(3		)	(12		)	Income tax expense
	—			(2		)	Income from discontinued operations, net of tax
	$	(12	)	$	(49	)	Net income
OTTI Losses in OCI
Other than temporary impairments	$	—		$	—		Net realized capital gains
	—			—			Total before tax
	—			—			Income tax expense
	$	—		$	1		Income from discontinued operations, net of tax
	$	—		$	1		Net income
Net Gains on Cash Flow Hedging Instruments
Interest rate swaps	$	—		$	1		Net realized capital gains
Interest rate swaps	7			24			Net investment income
	7			25			Total before tax
	1			5			Income tax expense
	$	—		$	5		Income from discontinued operations, net of tax
	$	6		$	25		Net income
Pension and Other Postretirement Plan Adjustments
Amortization of prior service credit	$	2		$	5		Insurance operating costs and other expenses
Amortization of actuarial loss	(14		)	(42		)	Insurance operating costs and other expenses
	(12		)	(37		)	Total before tax
	(3		)	(8		)	Income tax expense
	$	(9	)	$	(29	)	Net income
Total amounts reclassified from AOCI	$	(15	)	$	(52	)	Net income



Reclassifications from AOCI
	Three Months Ended September 30, 2017			Nine Months Ended September 30, 2017			Affected Line Item in the Condensed Consolidated Statement of Operations
Net Unrealized Gain on Securities
Available-for-sale securities	$	32		$	102		Net realized capital gains
	32			102			Total before tax
	11			36			Income tax expense
	13			53			Income from discontinued operations, net of tax
	$	34		$	119		Net income
Net Gains on Cash Flow Hedging Instruments
Interest rate swaps	$	—		$	5		Net realized capital gains
Interest rate swaps	8			27			Net investment income
	8			32			Total before tax
	3			11			Income tax expense
	7			19			Income from discontinued operations, net of tax
	$	12		$	40		Net income
Pension and Other Postretirement Plan Adjustments
Amortization of prior service credit	$	2		$	—		Insurance operating costs and other expenses
Amortization of actuarial loss	(12		)	(45		)	Insurance operating costs and other expenses
Settlement loss	—			(747		)	Insurance operating costs and other expenses
	(10		)	(792		)	Total before tax
	(4		)	(277		)	Income tax expense
	$	(6	)	$	(515	)	Net income
Total amounts reclassified from AOCI	$	40		$	(356	)	Net income



Net Periodic Benefit
	Pension Benefits						Other Postretirement Benefits
	Three Months Ended September 30,						Three Months Ended September 30,
	2018			2017			2018			2017
Service cost	$	1		$	1		$	—		$	—
Interest cost	36			36			1			2
Expected return on plan assets	(57		)	(55		)	(2		)	(2		)
Amortization of prior service credit	—			—			(2		)	(2		)
Amortization of actuarial loss	12			11			2			1
Settlements	—			—			—			—
Net periodic benefit	$	(8	)	$	(7	)	$	(1	)	$	(1	)



Net Periodic Cost (Benefit)
	Pension Benefits						Other Postretirement Benefits
	Nine months ended September 30,						Nine months ended September 30,
	2018			2017			2018			2017
Service cost	$	3		$	3		$	—		$	6
Interest cost	107			134			4			(6		)
Expected return on plan assets	(172		)	(214		)	(5		)	(5		)
Amortization of prior service credit	—			—			(5		)	—
Amortization of actuarial loss	37			41			5			4
Settlements	—			750			—			—
Net periodic cost (benefit)	$	(25	)	$	714		$	(1	)	$	(1	)



	Carrying Value as of Closing			Carrying Value as of 12/31/2017
Assets
Cash and investments	$	27,058		$	30,135
Reinsurance recoverables	20,718			20,785
Loss accrual [1]	(3,044		)	(3,257		)
Other assets	2,907			1,439
Separate account assets	110,773			115,834
Total assets held for sale	158,412			164,936
Liabilities
Reserve for future policy benefits and unpaid loss and loss adjustment expenses	$	14,308		$	14,482
Other policyholder funds and benefits payable	28,680			29,228
Long-term debt	142			142
Other liabilities	2,222			2,756
Separate account liabilities	110,773			115,834
Total liabilities held for sale	$	156,125		$	162,442



	September 30, 2018		September 30, 2017		Change
Equity	$	69,463	$	61,163	14	%
Fixed Income	14,831		14,454		3	%
Multi-Strategy Investments [1]	20,062		19,571		3	%
Exchange-traded Products	1,177		409		188	%
Mutual Fund and ETP AUM	$	105,533	$	95,597	10	%



Financial Services by Credit Quality
	September 30, 2018							December 31, 2017
	Amortized Cost		Fair Value		Net Unrealized Gain/(Loss)			Amortized Cost		Fair Value		Net Unrealized Gain/(Loss)
AAA	$	28	$	29	$	1		$	25	$	26	$	1
AA	515		514		(1		)	147		150		3
A	1,616		1,582		(34		)	1,525		1,575		50
BBB	1,236		1,214		(22		)	1,061		1,089		28
BB & below	55		56		1			79		83		4
Total [1]	$	3,450	$	3,395	$	(55	)	$	2,837	$	2,923	$	86



Declared	Record	Payable	Amount
October 18, 2018	December 3, 2018	January 2, 2019	$	0.30
July 19, 2018	September 4, 2018	October 1, 2018	$	0.30
May 17, 2018	June 1, 2018	July 2, 2018	$	0.25
February 22, 2018	March 5, 2018	April 2, 2018	$	0.25