| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 | | OMB APPROVAL | | OMB Number: | 3235-0104 | | Expires: | February 28, 2011 | | Estimated average burden | | hours per response | 0.5 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year)
08/25/2009 | 3. Issuer Name and Ticker or Trading Symbol
PHOENIX COMPANIES INC/DE
[PNX]
|
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable) | Director | | 10% Owner | | X | Officer (give title below) | | Other (specify below) | | VP & Chief Accounting Officer |
| 5. If Amendment, Date of Original Filed (Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X | Form filed by One Reporting Person | | Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Beneficially Owned |
|---|
| 1. Title of Security (Instr.
4)
| 2.
Amount of Securities Owned (Instr.
4)
| 3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
| 4. Nature of Indirect Beneficial Ownership (Instr.
5)
|
|---|
|
Common
|
7,375.773
|
D
| |
|
Common
|
3,097.543
|
I
|
By 401(k)
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities) |
|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year)
| 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Excercise Price of Derivative Security
| 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)
| 6. Nature of Indirect Beneficial Ownership (Instr. 5)
|
|---|
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
|---|
|
Stock Option (Right to Buy)
| | 03/18/2019 |
Common
|
5,000
|
$
0.53
|
D
| |
| Explanation of Responses: |
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Remarks:
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| /s/ John H. Beers, Attorney-in-Fact | 09/02/2009 |
| ** Signature of Reporting Person | Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
|
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
POWER OF ATTORNEY
Know all by these presents, that the undersigned (the "Reporting Person") hereby
constitutes and appoints John H. Beers, Dennis L. Derr and John T. Mulrain,
Attorneys-in-Fact as the Reporting Person's true and lawful attorneys-in-fact
to:
(1) execute for and on behalf of the Reporting Person, in the Reporting
Person's capacity as an officer or trustee of The Phoenix Companies, Inc. (the
"Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities
Exchange Act of 1934 and the rules thereunder;
(2) do and perform any and all acts for and on behalf of the Reporting Person
which may be necessary or desirable to complete and execute any such Form 3, 4
or 5 and timely file such form with the United States Securities and Exchange
Commission and any stock exchange or similar authority; and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
and in the best interests of, or legally required by, the Reporting Person.
The Reporting Person hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully as to all intents and purposes as the Reporting Person
might or could do if personally present, with full power of Substitution or
revocation, hereby ratifying and confirming all that such attorney-in-fact, or
such attorneys-in-fact substitute or substitutes, shall lawfully do or cause to
be done by the virtue of this power of attorney and the rights and powers herein
granted. The Reporting Person acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the Reporting
Person, are not assuming, nor is the Company assuming, any of the Reporting
Person's responsibilities to comply with Section 16 of the Securities Exchange
Act of 1934.
This power of attorney shall remain in full force and effect until the Reporting
Person is no longer required to file Forms 3, 4 and 5 with respect to the
Reporting Person's holdings of and transactions in securities issued by the
Company, unless earlier revoked by the Reporting Person in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the Reporting Person has caused this Power of Attorney to
be executed as of this 1st day of September, 2009.
s/ Michael E. Hanrahan