FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Robinson David C
2. Issuer Name and Ticker or Trading Symbol

HARTFORD FINANCIAL SERVICES GROUP, INC. [ HIG ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
EVP and General Counsel
(Last)          (First)          (Middle)

ONE HARTFORD PLAZA
3. Date of Earliest Transaction (MM/DD/YYYY)

3/3/2020
(Street)

HARTFORD, CT 06155
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 3/3/2020  F(1)  2014.0000 D$49.9500 26605.8090 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option $43.5900            (2)3/1/2026 Common Stock 37068.0000  37068.0000 D  
Stock Option $48.8900            (3)2/28/2027 Common Stock 40388.0000  40388.0000 D  
Stock Option $49.0100            (4)2/26/2029 Common Stock 53373.0000  53373.0000 D  
Stock Option $53.8100            (5)2/27/2028 Common Stock 39163.0000  39163.0000 D  
Stock Option $55.2700            (6)2/25/2030 Common Stock 50116.0000  50116.0000 D  

Explanation of Responses:
(1) Transaction involving a disposition to the Company of equity securities in satisfaction of tax withholding obligations in connection with a distribution to the reporting person of restricted stock units pursuant to The Hartford's 2014 Incentive Stock Plan.
(2) The options became fully exercisable on March 1, 2019, the third anniversary of the grant date.
(3) The options became fully exercisable on February 28, 2020, the third anniversary of the grant date.
(4) One-third of the options became exercisable on February 26, 2020, an additional one-third of the options will become exercisable on February 26, 2021 and the remaining one-third of the options will become exercisable on February 26, 2022, the third anniversary of the grant date.
(5) One-third of the options became exercisable on February 27, 2019, an additional one-third of the options became exercisable on February 27, 2020 and the remaining one-third of the options will become exercisable on February 27, 2021, the third anniversary of the grant date.
(6) One-third of the options will become exercisable on February 25, 2021, an additional one-third of the options will become exercisable on February 25, 2022 and the remaining one-third of the options will become exerble on February 25, 2023, the third anniversary of the grant date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Robinson David C
ONE HARTFORD PLAZA
HARTFORD, CT 06155


EVP and General Counsel

Signatures
Anthony J. Salerno, Jr., Attorney-in-Fact3/5/2020
**Signature of Reporting PersonDate

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