FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Unum Group [ UNM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/21/2012 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction 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 | 02/21/2012 | A | 112,420(1) | A | $0 | 1,002,591(2)(3) | D | |||
Common Stock | 02/22/2012 | F | 8,341(4) | D | $23.28 | 994,250(5) | D | |||
Common Stock | 02/22/2012 | M | 28,080.178 | A | $0 | 1,022,330(6) | D | |||
Common Stock | 02/22/2012 | D | 28,080.178 | D | $23.28 | 994,250(5) | D | |||
Common Stock | 12,934.61 | I | By 401(k) Plan |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. 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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (right to buy) | $23.35 | 02/21/2012 | A | 178,937 | (7) | 02/21/2020 | Common Stock | 178,937 | $0 | 178,937 | D | ||||
Restricted Stock Units | (8) | 02/21/2012 | A | 112,420 | (9) | (9) | Common Stock | 112,420 | $0 | 112,420 | D | ||||
Restricted Stock Units | (8) | 02/22/2012 | M | 28,080.178(10) | (11) | (11) | Common Stock | 28,080.178(10) | $0 | 56,169.517(12) | D |
Explanation of Responses: |
1. All are restricted stock units, which may be settled, on a 1-for-1 basis, only in shares of common stock ("stock-settled RSUs"), and which vest in three equal annual installments beginning on February 21, 2013. |
2. Includes 364,577 stock-settled RSUs and 638,013 shares of common stock. Fractional amounts have been rounded to the nearest whole number. |
3. Beneficial ownership amount accounts for the exempt acquisitions of an aggregate of 1,141.965 stock-settled RSUs pursuant to the reinvestment of dividends since the date of the reporting person's prior Form 4. |
4. Shares withheld to satisfy tax withholding obligation applicable to the vesting of 28,080.178 stock-settled RSUs. |
5. Includes 336,497 stock-settled RSUs and 657,753 shares of common stock. Fractional amounts have been rounded to the nearest whole number. |
6. Includes 336,497 stock-settled RSUs and 685,833 shares of common stock. Fractional amounts have been rounded to the nearest whole number. |
7. The options vest in three equal annual installments beginning on February 21, 2013. |
8. The restricted stock units may be settled solely in cash ("cash-settled RSUs"). Each cash-settled RSU is the economic equivalent of one share of common stock of the issuer. |
9. The cash-settled RSUs vest in three equal annual installments beginning on February 21, 2013. Vested units are to be settled within 30 days after the vesting date. |
10. Represents the portion of the cash-settled RSUs granted on February 22, 2011 (the "2011 cash-settled RSUs") that vested on February 22, 2012, including a total of 488.178 dividend equivalent rights accrued thereon. |
11. The 2011 cash-settled RSUs vest in three equal annual installments beginning on February 22, 2012. Vested units are to be settled within 30 days after the vesting date. |
12. Beneficial ownership amount accounts for the exempt acquisitions of a total of 1,473.695 dividend equivalent rights on the 2011 cash-settled RSUs pursuant to the reinvestment of dividends after the grant date. The rights accrued when and as dividends were paid on shares underlying the 2011 cash-settled RSUs and became vested proportionately with and subject to settlement upon the same terms as the 2011 cash-settled RSUs to which they related. Each dividend equivalent right is the economic equivalent of one share of common stock of the issuer. |
/s/ Jullienne, J. Paul, Attorney-in-Fact | 02/23/2012 | |
** 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 4 (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. |