-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, D2yvuQ3/NOwY8DK86tjie4xjyn9nOh6PbbGK7CZ6rENKiLxArntv8ZOmMCVcbzFz YAJNApWOUmbYy3atDQCzWQ== 0001193125-09-123367.txt : 20090602 0001193125-09-123367.hdr.sgml : 20090602 20090602161730 ACCESSION NUMBER: 0001193125-09-123367 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090528 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090602 DATE AS OF CHANGE: 20090602 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HORACE MANN EDUCATORS CORP /DE/ CENTRAL INDEX KEY: 0000850141 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 370911756 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10890 FILM NUMBER: 09868506 BUSINESS ADDRESS: STREET 1: 1 HORACE MANN PLZ CITY: SPRINGFIELD STATE: IL ZIP: 62715-0001 BUSINESS PHONE: 2177892500 MAIL ADDRESS: STREET 1: 1 HORACE MANN PLZ CITY: SPRINGFIELD STATE: IL ZIP: 62715-0001 FORMER COMPANY: FORMER CONFORMED NAME: HORACE MANN EDUCATORS CORP DATE OF NAME CHANGE: 19920108 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

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 28, 2009

 

 

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))

 

 

 


Item 1.01: Entry into a Material Definitive Agreement

At its meeting on May 28, 2009, Horace Mann Educators Corporation’s (“HMEC”) Board of Directors adopted a change in the compensation program for non-employee directors regarding share-based compensation in the form of restricted stock units (“RSUs”). Effective May 28, 2009, the award of RSUs will be based on an established dollar value rather than the prior practice of awarding an established number of RSUs. A current Summary of HMEC Non-Employee Director Compensation, including details of this compensation program, is attached as Exhibit 10.10 and is incorporated by reference herein.

 

Item 9.01: Financial Statements and Exhibits

 

  (d) Exhibits.

 

10.10

   Summary of HMEC Non-Employee Director Compensation.

 

1


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/ Bret A. Conklin

Name:   Bret A. Conklin
Title:   Senior Vice President & Controller
  (Principal Accounting Officer)

Date: June 2, 2009

 

2

EX-10.10 2 dex1010.htm SUMMARY OF HMEC NON-EMPLOYEE DIRECTOR COMPENSATION Summary of HMEC Non-Employee Director Compensation

Exhibit 10.10

Summary of Horace Mann Educators Corporation Non-Employee Director Compensation

 

Compensation Element    Non-Employee Director Compensation
Board Chairman Annual Retainer    $75,000
Board Member Annual Retainer    $25,000
Committee Chair Annual Retainers   

$10,000 Audit Committee

$ 6,000 Compensation Committee

$ 4,000 all other Committees

Share-based Compensation   

Fair value on the date of the respective awards is used to determine the number of Restricted Stock Units (RSUs) awarded.

$40,000 in RSUs upon joining the Board and an additional $40,000 in RSUs if joining within 6 months after the prior Annual Shareholder Meeting or an additional $20,000 in RSUs if joining more than 6 months after the prior Annual Shareholder Meeting but before the next Annual Shareholder Meeting.

An annual award of $40,000 in RSUs thereafter following the Annual Shareholder Meeting.

All awards have a 1 year vesting period.

Board Meeting Fee    $1,500 per meeting
Committee Meeting Fees   

$1,500 for Audit Committee members

$2,500 for Audit Committee Chair

$1,000 for all other meetings

Deferred Fees Match    Directors electing to defer cash compensation into Common Stock equivalent units (“CSUs”) receive a 25% match in additional CSUs.
Basic Group Term Life Insurance    Premium for $10,000 face amount
Business Travel Accident Insurance            Premium for $100,000 coverage

Retainer fees are paid following the Annual Shareholder Meeting of each year. The retainer fees are prorated to the extent that a non-employee director joins the Board after the Annual Shareholder Meeting.

Last revision date: May 28, 2009

 

1

-----END PRIVACY-ENHANCED MESSAGE-----