Unum : Submission of Matters to a Vote of Security Holders - Form 8-K
May 26, 2023 at 09:09 pm
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unm-20230525
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 25, 2023
UNUM GROUP
(Exact name of registrant as specified in its charter)
Delaware
001-11294
62-1598430
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
1 Fountain Square
Chattanooga, Tennessee37402
(Address of principal executive offices) (Zip Code)
(423) 294-1011
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (seeGeneral Instruction A.2. below):
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common stock, $0.10 par value
UNM
New York Stock Exchange
6.250% Junior Subordinated Notes due 2058
UNMA
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐
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.
Item 5.07 Submission of Matters to a Vote of Security Holders.
Unum Group (the "Company") held its most recent Annual Meeting of Shareholders on May 25, 2023 (the "Annual Meeting"). Matters submitted to shareholders at the Annual Meeting and voting results were as follows:
Item 1 - Election of Directors. Shareholders elected the eleven director nominees listed below for one-year terms expiring in 2024, based upon the following voting results:
Nominee
For
Against
Abstain
Broker Non-Votes
Theodore H. Bunting, Jr.
158,842,218
1,043,341
183,674
15,111,620
Susan L. Cross
159,222,097
675,714
171,422
15,111,620
Susan D. DeVore
159,216,863
679,237
173,133
15,111,620
Joseph J. Echevarria
159,228,201
659,451
181,581
15,111,620
Cynthia L. Egan
157,478,438
2,418,744
172,051
15,111,620
Kevin T. Kabat
142,255,204
17,315,844
498,185
15,111,620
Timothy F. Keaney
158,367,482
1,518,976
182,775
15,111,620
Gale V. King
159,331,305
566,676
171,252
15,111,620
Gloria C. Larson
155,046,624
4,848,583
174,026
15,111,620
Richard P. McKenney
158,991,470
897,600
180,163
15,111,620
Ronald P. O'Hanley
158,728,341
1,160,611
180,281
15,111,620
Item 2 - Advisory Vote to Approve Executive Compensation. Shareholders approved, on an advisory basis, the compensation of the Company's named executive officers, based upon the following voting results:
For
Against
Abstain
Broker Non-Votes
150,890,157
8,739,109
439,967
15,111,620
Item 3 - Advisory Vote on the Frequency of Future Advisory Votes to Approve Executive Compensation. Shareholders voted, on an advisory basis, on the frequency of holding future advisory votes to approve executive compensation as follows:
1 Year
2 Years
3 Years
Abstained
Broker Non-Votes
150,323,671
357,351
9,137,549
250,662
15,111,620
In light of the above voting results and consistent with its recommendation to shareholders on this item, the Board of Directors has determined that the Company will continue to hold future advisory votes to approve executive compensation on an annual basis.
Item 4 - Ratification of Appointment of Independent Registered Public Accounting Firm. Shareholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2023, based upon the following voting results:
For
Against
Abstain
Broker Non-Votes
170,167,935
4,768,624
244,294
0
SIGNATURES
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.
Unum Group published this content on 26 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 May 2023 01:06:03 UTC.
Unum Group is a provider of workplace benefits and services. The Company provides financial protection benefits in the United States and the United Kingdom (UK). Its products include disability, life, accident, critical illness, dental and vision, and other related services. The Company has three segments: Unum US, Unum International, and Colonial Life. Its Unum US segment comprises group disability, group life and accidental death and dismemberment, and supplemental and voluntary lines of business. Its Unum International segment includes its operations in the UK and Poland. Unum UK's business includes insurance for group long-term disability, group life, and supplemental lines of business which include dental, individual disability, and others. Unum Poland's business includes insurance for individual and group life with accident and health riders. Its Colonial Life segment includes accident, sickness, and disability products, life products, and cancer and critical illness products.