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 23, 2012

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

As documented in Item 5.07, Amendment No. 1 to the Horace Mann Educators Corporation 2010 Comprehensive Executive Compensation Plan (the “Comprehensive Plan”) was approved by the shareholders of the Company at the Annual Meeting of Shareholders on May 23, 2012. As stated in the amendment, 2.2 million additional shares of HMEC’s Common Stock will be available under the Comprehensive Plan and will include a fungible share pool. The preceding summary is qualified in its entirety by Amendment No. 1, Exhibit 10.7(a) below, which is incorporated by reference herein.

At its meeting on May 23, 2012, the Board of Directors of Horace Mann Educators Corporation (“HMEC”) approved an amendment, to be effective June 1, 2012, to the Horace Mann Service Corporation (“HMSC”) Executive Severance Plan (the “Plan”) to provide for lump sum payments for any Participant that has a Severance Agreement, as such terms are defined in the Plan. The Plan amendment is attached as Exhibit 10.16(a) and is incorporated by reference herein.

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Item 5.07: Submission of Matters to a Vote of Security Holders

HMEC’s Annual Meeting of Shareholders was held on May 23, 2012 (the “Annual Meeting”). On the record date of March 26, 2012, there were 39,780,007 shares of the Company’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
	For		Against		Abstentions		Non-Votes
Proposal 1 -
Election of Directors:
Mary H. Futrell		36,698,275		226,230		16,352		892,366
Stephen J. Hasenmiller		36,805,220		135,510		127		892,366
Peter H. Heckman		36,805,588		135,150		119		892,366
Ronald J. Helow		36,797,029		143,701		127		892,366
Gabriel L. Shaheen		36,792,719		147,590		548		892,366
Roger J. Steinbecker		36,814,019		126,812		26		892,366
Robert Stricker		36,804,611		136,119		127		892,366
Charles R. Wright		36,813,576		126,483		798		892,366
Proposal 2 -
Approval of an amendment to the Horace Mann Educators Corporation 2010 Comprehensive Executive Compensation Plan which will make 2.2 million additional shares of Common Stock available under the Plan and will include a fungible share pool.		33,832,988		1,573,752		1,534,117		892,366
Proposal 3 -
Ratification of the appointment of KPMG LLP, an independent registered public accounting firm, as the Company’s auditors for the year ending December 31, 2012.		37,592,341		239,327		1,555		Not Applicable
Proposal 4 -
Approval of the advisory resolution on Named Executive Officers’ compensation.		35,141,387		1,740,150		59,320		892,366

Item 9.01: Financial Statements and Exhibits

       (d)      Exhibits.    Management contracts and compensatory plans are indicated by an asterisk (*).

10.7* HMEC 2010 Comprehensive Executive Compensation Plan, incorporated by reference to Exhibit 1 (beginning on page E-1) to HMEC’s Proxy Statement, filed with the SEC on April 9, 2010.

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10.7(a)*	Amendment No. 1 to the HMEC 2010 Comprehensive Executive Compensation Plan, incorporated by reference to Exhibit 1 (beginning on page E-1) to HMEC’s Proxy Statement, filed with the SEC on April 9, 2012.
10.7(b)*	Specimen Incentive Stock Option Agreement for Section 16 Officers under the HMEC 2010 Comprehensive Executive Compensation Plan, incorporated by reference to Exhibit 10.7(a) to HMEC's Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, filed with the SEC on August 9, 2011.
10.7(c)*	Specimen Incentive Stock Option Agreement for Non-Section 16 Officers under the HMEC 2010 Comprehensive Executive Compensation Plan, incorporated by reference to Exhibit 10.7(b) to HMEC's Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, filed with the SEC on August 9, 2011.
10.7(d)*	Specimen Employee Service-Vested Restricted Stock Units Agreement under the HMEC 2010 Comprehensive Executive Compensation Plan, incorporated by reference to Exhibit 10.7(c) to HMEC's Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, filed with the SEC on August 9, 2011.
10.7(e)*	Specimen Employee Performance-Based Restricted Stock Units Agreement under the HMEC 2010 Comprehensive Executive Compensation Plan, incorporated by reference to Exhibit 10.7(d) to HMEC's Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, filed with the SEC on August 9, 2011.
10.7(f)*	Specimen Non-Employee Director Restricted Stock Unit Agreement under the HMEC 2010 Comprehensive Executive Compensation Plan, incorporated by reference to Exhibit 10.17(a) to HMEC’s Current Report on Form 8-K dated May 27, 2010, filed with the SEC on June 2, 2010.
10.16*	HMSC Executive Severance Plan, incorporated by reference to Exhibit 10.16 to HMEC’s Current Report on Form 8-K dated March 7, 2012, filed with the SEC on March 13, 2012.
10.16(a)*	Amendment No. 1 to the HMSC Executive Severance Plan.
10.16(b)*	HMSC Executive Severance Plan Schedule A Participants.

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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:  May 29, 2012

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EX-10.16.(A)

Exhibit 10.16(a)

AMENDMENT NO. 1 TO THE

HORACE MANN SERVICE CORPORATION EXECUTIVE SEVERANCE PLAN

The Horace Mann Service Corporation Executive Severance Plan, as effective March 15, 2012 (the “Plan”), is hereby amended, effective June 1, 2012, as follows:

I.

The first full sentence of Section 4.1(a)(iii) is amended to read as follows:

The Severance Payment shall be paid in the form of (I) a lump sum for any Participant described in Section 4.3(c)(3)(ii), and (II) salary continuation for all other Participants, commencing (or paid) no more than sixty days after the Termination Date, provided the revocation period described in the release has expired prior to the date of the first payment, and subject to Section 10.11(c); provided that if the sixtieth day after the Termination Date falls in the calendar year following the year in which the Termination Date occurs, such lump sum shall be paid, or such salary continuation shall commence, in such following year, regardless of the year the revocation period described in the release actually expires.

II.

Section 4.3(c) is amended to read as follows:

(c) Coordination with individual agreements.

    (i) Notwithstanding Section 3.1(a), except for Participants described in Section 4.3(c)(ii), any individual who is a party to an agreement (“Severance Agreement”) between the individual and an Employer that provides for payments of “nonqualified deferred compensation” under Code Section 409A upon termination of employment or service (either before or after a change in control) shall not be eligible to become a Participant in the Plan until the next January 1 after he or she ceases to be covered by such Severance Agreement, provided that if a change in control (as defined in the Severance Agreement) shall have occurred prior to such January 1, then such individual shall not become a participant herein.

    (ii) A Participant is described in this Section 4.3(c)(ii) if he or she is listed in Schedule A or Schedule B with an Effective Date of Participation of June 1, 2012; provided that such Participant is described in this Section 4.3(c)(ii) (and thus would receive any Severance Payment to which he or she may become entitled in the form of a lump sum) only during the period commencing June 1, 2012 and ending December 31 of the year in which such individual ceases to be covered by a Severance Agreement (as defined above).

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III.

Section 9.3 is amended to read as follows:

9.3 No Duplication of Benefits; Recoupment. Subject to Section 4.3 and 10.11(f), (a) salary continuation payments hereunder shall be offset (at the time otherwise payable) by any salary continuation payments under the Horace Mann Service Corporation Severance Pay Plan (which provides solely for limited salary continuation payments) or any other plan, policy or individual agreement providing for salary continuation payments; and (b) lump sum payments hereunder shall be offset (at the time otherwise payable) by any lump sum payments under a Severance Agreement (as defined in Section 4.3(c)), or any other plan, policy or individual agreement providing for lump sum severance payments. Payments and benefits provided under the Plan shall be in lieu of any termination or severance payments or benefits for which the Participant may be eligible under any of the plans or policies of the Company or an Affiliate or any agreement between an individual and the Company or an Affiliate (except as provided above in this Section 9.3), or under the Worker Adjustment Retraining Notification Act of 1988 or any similar statute or regulation. Any amounts paid or provided under the Plan shall be subject to the Employer’s policies regarding recoupment as in effect from time to time.

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EX-10.16.(B)

Exhibit 10.16(b)

HORACE MANN SERVICE CORPORATION

EXECUTIVE SEVERANCE PLAN

SCHEDULE A PARTICIPANTS

NAME OR TITLE	EFFECTIVE DATE                                                  OF                                                  PARTICIPATION*
TIER I PARTICIPANTS
None
TIER II PARTICIPANTS
EVP and CFO	June 1, 2012**
EVP and Chief Marketing Officer	June 1, 2012**
EVP, Property and Casualty	June 1, 2012**
EVP, Annuity, Life, Group	March 15, 2012
TIER III PARTICIPANTS
SVP, HR & Administrative Operations	June 1, 2012**

* Subject to acceptance within 30 days of the effective date of participation

**      Designates an individual who, as of the Effective Date of Participation, is covered by a Severance Agreement, as defined in Section 4.3(c)(i) of the Plan.

Last updated: May 23, 2012