X0305 4 2012-05-01 1 0000792013 HARLEYSVILLE GROUP INC HGIC 0001525105 Herenstein Arnold F. 355 MAPLE AVE HARLEYSVILLE PA 19438 0 1 0 0 Sr.VP & Chief Inf. Officer Common Stock 2012-05-01 4 D 0 3239 60 D 0 D Stock Option (Right-to-Buy) 31.8 2012-05-01 4 D 0 6565 28.2 D Common Stock 6565 0 D Shares of Harleysville Group common stock were cancelled and converted, pursuant to the Agreement and Plan of Merger dated September 28, 2011, by and among Harleysville Mutual, Nationwide Mutual, Nationals Sub, Inc. and Harleysville Group Inc., providing for the merger of Harleysville Mutual with and into Nationwide Mutual and Harleysville Group, Inc. with and into Nationals Sub, Inc. (the "Subsidiary Merger"), into the right to receive $60.00 in cash per share. All stock options vested in full at the effective time of the Subsidiary Merger and were then cancelled and converted into the right to receive a cash payment per share equal to the excess of (a) $60.00 minus (b) the exercise price payable with respect to such share of common stock subject to such options. /s/ Michael D. Keffer, as Attorney-in-Fact 2012-05-03