0001250988-18-000019.txt : 20180515 0001250988-18-000019.hdr.sgml : 20180515 20180515144021 ACCESSION NUMBER: 0001250988-18-000019 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180509 FILED AS OF DATE: 20180515 DATE AS OF CHANGE: 20180515 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Heard Michael D. CENTRAL INDEX KEY: 0001740580 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31792 FILM NUMBER: 18835486 MAIL ADDRESS: STREET 1: 11825 NORTH PENNSYLVANIA STREET CITY: CARMEL STATE: IN ZIP: 46032 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CNO Financial Group, Inc. CENTRAL INDEX KEY: 0001224608 STANDARD INDUSTRIAL CLASSIFICATION: ACCIDENT & HEALTH INSURANCE [6321] IRS NUMBER: 753108137 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11825 N PENNSYLVANIA ST CITY: CARMEL STATE: IN ZIP: 46032 BUSINESS PHONE: 3178176100 MAIL ADDRESS: STREET 1: 11825 NORTH PENNSYLVANIA STREET CITY: CARMEL STATE: IN ZIP: 46032 FORMER COMPANY: FORMER CONFORMED NAME: CONSECO INC DATE OF NAME CHANGE: 20030326 3 1 edgar.xml PRIMARY DOCUMENT X0206 3 2018-05-09 0 0001224608 CNO Financial Group, Inc. CNO 0001740580 Heard Michael D. C/O CNO FINANCIAL GROUP, INC. 11825 NORTH PENNSYLVANIA STREET CARMEL IN 46032 0 1 0 0 President, Washington National Common Stock 18993 D Stock Options 19.15 2021-03-20 Common Stock 12710 D Stock Options 16.42 2025-02-25 Common Stock 14530 D Stock Options 17.38 2026-02-23 Common Stock 17300 D Stock Options 21.06 2027-02-23 Common Stock 8410 D Stock Options 23.33 2028-02-21 Common Stock 10310 D Includes 11,392 shares underlying restricted stock units which vest in annual installments beginning March 25, 2019 Restricted stock units convert into common stock on a one-for-one basis. One-half of these options vested on March 20, 2016 and one-half vested on March 20, 2017. One-half of these options vested on February 25, 2017 and one-half vested on February 25, 2018. One-half of these options vested on February 23, 2018 and one-half will vest on February 23, 2019. One-half of these options vest on February 23, 2019 and one-half vest on February 23, 2020. One-half of these options vest on February 21, 2020 and one-half vest on February 21, 2021. Karl W. Kindig, Attorney-in-Fact 2018-05-15 EX-24 2 heard.htm POWER OF ATTORNEY Exhibit


POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints each of Karl W. Kindig, John R. Kline and Rachel J. Spehler, signing singly, the undersigned’s true and lawful attorney-in-fact to:
(1)
prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;
(2)
execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer and/or director of CNO Financial Group, 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, and any other forms or reports the undersigned may be required to file in connection with the undersigned’s ownership, acquisition, or disposition of securities of the Company;
(3)
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5 or other form or report, and timely file such form or report with the United States Securities and Exchange Commission and any stock exchange or similar authority; and
(4)
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, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned 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 to all intents and purposes as the undersigned 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 attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned'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 undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 9th day of May, 2018.
                            
/s/ Michael D. Heard
Michael D. Heard