Horace Mann Files Proxy Materials

TL;DR

Horace Mann filed more proxy docs, likely for a shareholder meeting. Nothing new, just procedural.

AI Summary

Horace Mann Educators Corp filed a Definitive Additional Materials proxy statement on May 13, 2024. This filing relates to the company's proxy solicitation materials, indicating a shareholder meeting or vote is approaching. The filing does not contain specific financial figures or proposals but serves as supplementary information to a prior proxy statement.

Why It Matters

This filing is a procedural step in corporate governance, informing shareholders about upcoming decisions or votes that could impact the company's direction and their investment.

Risk Assessment

Risk Level: low — This filing is a routine procedural document for a proxy statement and does not contain new financial information or significant corporate actions.

Key Players & Entities

• HORACE MANN EDUCATORS CORP (company) — Registrant
• 0001628280-24-022716 (filing_id) — Accession Number
• 20240513 (date) — Filing Date

FAQ

Filing Documents

• a2024proxydefa14amay102024.htm (DEFA14A) — 21KB
• proxygrapha.jpg (GRAPHIC) — 32KB
• 0001628280-24-022716.txt ( ) — 67KB

From the Filing

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Under 240.14a-12 Horace Mann Educators Corporation (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box) No fee required Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 Horace Mann Educators Corporation Supplement to Proxy Statement For the Annual Meeting of Shareholders To be Held on May 22, 2024 This Proxy Statement Supplement, dated May 10, 2024 (the "Supplement"), supplements the definitive proxy statement (the "Proxy Statement") of Horace Mann Educators Corporation (the "Company") filed with the U.S. Securities and Exchange Commission on April 9, 2024 relating to the Annual Meeting of Shareholders of the Company to be held on Wednesday, May 22, 2024 at 900 a.m., Central Daylight Saving Time, via live webcast at www.virtualshareholdermeeting.comHMN2024. Except as described in this Supplement, the information disclosed in the Proxy Statement continues to apply. To the extent that information in this supplement differs from information disclosed in the Proxy Statement, the information in this Supplement applies. Given feedback on the Proxy Statement, we want to provide further clarity on three specific issues CEO target compensation, actual performance outcomes, and the pay and performance relationship. We ask for your support at our annual meeting on May 22, 2024. Appropriate CEO Target Compensation Increase Annually, the Compensation Committee considers numerous factors to determine target pay levels for the Company's CEO and the rest of the Named Executive Officers (NEOs). Considerations include, but are not limited to, market benchmarks, company performance, individual performance, experience, and tenure in role. The Compensation Committee works with an independent, third-party compensation consultant, Compensation Advisory Partners (CAP), to establish target pay levels. Target pay levels are set in the first quarter of the year. CEO target compensation increases over the last few years were consistent with our core guiding principles to create strong alignment between pay and performance, incentive to drive shareholder value, and market competitiveness. Ms. Zuraitis is one of the most tenured CEOs in our compensation benchmarking peer group and her 2023 target compensation was positioned within 10% of the median of our peers (well within our philosophy). Recent increases were almost entirely in "at-risk" pay. Ms. Zuraitis' 2023 base salary increase was 4%. She received no base salary increases in 2021 and 2022. We believe target compensation pay increases were reasonable, almost entirely performance-based and aligned with market movement. Robust Goal Setting and Shareholder Aligned Incentive Payouts 2023 was a challenging year for Horace Mann as well as other companies operating in the personal lines Property Casualty sector. Several macroeconomic factors influenced our goal-setting process as well as consideration of our performance (and related pay outcomes) during 2023. Macroeconomic factors that most significantly impacted us include the continued unprecedented inflationary pressure on auto and property losses (i.e., auto and homeowner repairreplacement costs, medical costs, social inflation) along with anticipated elevated catastrophe losses based on recent history. The Committee takes goal setting seriously and considers industry trends and broader macroeconomic factors each year when setting performance goals at the beginning of the year. In addition, the Committee also considers prior year's targets and actual results when developing these goals. We philosophically believe goals should have significant stretch while still being achievable in order to retain and incentivize executives appropriately. In down cycles for the sector, this can occasionally lead to goals set below prior year. However, we believe incentivizing performance against appropriately rigorous goals during a down cycle, which may be lower than performance on an absolute basis than those set during an up cycle, is just as important to creating long-term shareholder value. We believe this approach is appropriate and standard for our cyclical industry. Further, we incorporate relative metrics in our long-term incentive to ensure that management is delivering performance that is at least on pa

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