Current Report Filing (8-k)
26 May 2023 - 5:09AM
Edgar (US Regulatory)
0000850141false00008501412023-05-252023-05-25
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: May 25, 2023
HORACE MANN EDUCATORS CORPORATION
(Exact name of registrant as specified in its charter)
| | | | | | | | |
| Delaware | 1-10890 | 37-0911756 |
| (State of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
1 Horace Mann Plaza, Springfield, Illinois 62715‑0001
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: 217‑789‑2500
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:
| | | | | |
| ☐ | 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 | | Name of each exchange
on which registered |
| Common Stock, $0.001 par value | | HMN | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company 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). ☐
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
Horace Mann Educators Corporation’s Annual Meeting of Shareholders was held on May 24, 2023 (Annual Meeting). On the record date of March 28, 2023, there were 40,826,549 shares of Horace Mann Educators Corporation's common stock issued and outstanding and entitled to be voted at the Annual Meeting. The final results of the matters submitted to a vote of security holders are shown in the table below.
| | | | | | | | | | | | | | |
| Votes | Votes | | Broker |
| Proposal No. 1 - | For | Against | Abstentions | Non-Votes |
| Election of 9 Directors: | | | | |
| Thomas A. Bradley | 38,664,420 | 76,382 | 7,267 | 451,355 |
| Victor P. Fetter | 38,716,823 | 23,978 | 7,268 | 451,355 |
| Perry G. Hines | 38,648,734 | 92,068 | 7,267 | 451,355 |
| Mark E. Konen | 38,500,380 | 240,420 | 7,269 | 451,355 |
| Beverley J. McClure | 38,273,231 | 467,347 | 7,491 | 451,355 |
| H. Wade Reece | 38,457,158 | 283,627 | 7,284 | 451,355 |
| Aaliyah A. Samuel, EdD | 38,716,341 | 24,460 | 7,268 | 451,355 |
| Elaine A. Sarsynski | 38,582,164 | 158,615 | 7,290 | 451,355 |
| Marita Zuraitis | 38,653,204 | 87,295 | 7,570 | 451,355 |
| | | | |
| Votes | Votes | | Broker |
| Proposal No. 2 - | For | Against | Abstentions | Non-Votes |
| Advisory Resolution to Approve Named Executive Officers’ Compensation | 37,748,936 | | 986,233 | | 12,900 | | 451,355 | |
| | | | |
| | | | |
Proposal No. 3(1) - | 1 Year | 2 Years | 3 Years | Abstentions |
| Advisory Vote on the Frequency of Future Advisory Votes on Named Executive Officers’ Compensation | 35,946,809 | | 2,791 | | 2,787,521 | | 10,948 | |
(1) 451,355 of Broker Non-Votes were submitted. | | | | |
| | | | |
| Votes | Votes | | Broker |
| Proposal No. 4 - | For | Against | Abstentions | Non-Votes |
| Ratification of KPMG LLP, an independent registered public accounting firm, as the Company’s auditors for the year ending December 31, 2023 | 37,568,916 | | 1,626,567 | | 3,941 | | Not Applicable |
Item 9.01: Financial Statements and Exhibits
(d)Exhibits.
Exhibit 104 Cover Page Interactive Data File (formatted as Inline XBRL)
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.
| | | | | | | | | | | |
| HORACE MANN EDUCATORS CORPORATION |
| |
| By: | /s/ Donald M. Carley |
| | Name: | Donald M. Carley |
| | Title: | Executive Vice President, General Counsel and Corporate Secretary |
| | |
Date: May 25, 2023
Horace Mann Educators (NYSE:HMN)
Historical Stock Chart
From Jun 2024 to Jul 2024
Horace Mann Educators (NYSE:HMN)
Historical Stock Chart
From Jul 2023 to Jul 2024
