Kemper Corp: New Legal Chief Appointed, Officer Departs

TL;DR

Kemper's top lawyer is out, a new one is in. Also, shareholder votes and financials filed.

AI Summary

Kemper Corporation announced on May 1, 2024, the departure of its Chief Legal Officer and General Counsel, Douglas T. Wilson. The company also announced the appointment of Amy E. Wilson as the new Chief Legal Officer and General Counsel, effective May 1, 2024. Additionally, the company reported on matters submitted to a vote of security holders and provided financial statements and exhibits.

Why It Matters

This filing indicates a significant leadership change in Kemper's legal department, which could impact corporate governance and legal strategy.

Risk Assessment

Risk Level: medium — Leadership changes, especially in legal roles, can signal underlying issues or strategic shifts that may affect the company's future performance and stability.

Key Players & Entities

• Kemper Corporation (company) — Registrant
• Douglas T. Wilson (person) — Departing Chief Legal Officer and General Counsel
• Amy E. Wilson (person) — Appointed Chief Legal Officer and General Counsel
• May 1, 2024 (date) — Effective date of changes

FAQ

Key Financial Figures

• $0.10 — ich registered Common Stock, par value $0.10 per share KMPR NYSE 5.875% Fixed-Rate

Filing Documents

• kmpr-20240501.htm (8-K) — 57KB
• kmpr202405022024releasexge.htm (EX-99.1) — 8KB
• kemperlogocolorwebfinala05a.jpg (GRAPHIC) — 29KB
• 0000860748-24-000142.txt ( ) — 279KB
• kmpr-20240501.xsd (EX-101.SCH) — 3KB
• kmpr-20240501_def.xml (EX-101.DEF) — 9KB
• kmpr-20240501_lab.xml (EX-101.LAB) — 30KB
• kmpr-20240501_pre.xml (EX-101.PRE) — 20KB
• kmpr-20240501_htm.xml (XML) — 4KB

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. The Annual Meeting of Shareholders of the Company was held on Wednesday, May 1, 2024 to vote on four (4) proposals, for which the final vote results are set forth below. Proposal 1: Election of Directors. Shareholders elected each of the ten (10) nominees named in the Proxy Statement for director. Vote results were as follows: Nominees For Against Abstain Broker Non-Votes Teresa A. Canida 53,590,988 664,389 31,797 5,724,308 George N. Cochran 53,316,858 488,905 481,411 5,724,308 Jason N. Gorevic 53,281,469 954,137 51,568 5,724,308 Lacy M. Johnson 53,037,444 772,679 477,051 5,724,308 Joseph P. Lacher, Jr. 51,848,336 1,558,587 880,251 5,724,308 Gerald Laderman 53,852,542 384,467 50,165 5,724,308 Suzet M. McKinney 53,887,746 348,932 50,496 5,724,308 Alberto J. Paracchini 53,958,793 290,396 37,985 5,724,308 Stuart B. Parker 52,827,564 1,407,436 52,174 5,724,308 Susan D. Whiting 52,957,090 1,296,799 33,285 5,724,308 Proposal 2: Advisory vote to approve the compensation of the Company's Named Executive Officers. A majority of shareholders voted, on an advisory basis, to approve the compensation of the Company's Named Executive Officers. Vote results were as follows: For Against Abstain Broker Non-Votes 49,933,483 4,243,098 110,593 5,724,308 Proposal 3: V ote to approve the Company's Amended and Restated 2023 Omnibus Plan. A majority of shareholders voted in favor of the Company's Amended and Restated 2023 Omnibus Plan. Vote results were as follows: For Against Abstain Broker Non-Votes 52,197,963 1,985,175 104,036 5,724,308 Proposal 4: Advisory vote to ratify the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2024. A majority of shareholders voted, on an advisory basis, to ratify the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2024. Vote results were as follows:

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On May 1, 2024, the Company issued a press release announcing that its Board of Directors has separated the roles of chairman and chief executive officer and that Gerald B. Laderman has been elected as Chairman. A copy of the Company's press release is attached as Exhibit 99.1. This exhibit is being furnished and not filed, pursuant to Instruction B.2 of Form 8-K. Section 9 – Financial Statements and Exhibits

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Description 10.1 Amended and Restated Kemper Corporation 2023 Omnibus Plan (incorporated by reference from Appendix B to the Proxy Statement filed on March 20, 2024) 99.1 Press release, dated May 1, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES 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. Kemper Corporation Date: May 2, 2024 /s/ C. Thomas Evans, Jr. C. Thomas Evans, Jr. Executive Vice President, Secretary and General Counsel

View Full Filing

View this 8-K filing on SEC EDGAR