HMN 8-K
Horace Mann Educators Corp /De/ (HMN)
8-K
2023-04-11
For: 2023-04-11
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Added on
April 07, 2026
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: April 11, 2023
(Exact name of registrant as specified in its charter)
| (State of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
(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)) | |||||
| Securities registered pursuant to Section 12(b) of the Act: | ||||||||||||||
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(c) On April 11, 2023, Horace Mann Educators Corporation (Company), (NYSE: HMN) announced the appointment of Stephen J. McAnena as Executive Vice President and Chief Operating Officer. The appointment is effective May 8, 2023.
Mr. McAnena, age 51, was most recently with Farmers Insurance where he was President of Distribution, Life and Financial Services from 2019 to 2022 and President of Personal Lines since 2022. He also held numerous roles at Liberty Mutual over 25 years, including serving as President of Business Insurance, President of Liberty Mutual Benefits, President of Liberty Mutual Personal Lines Distribution and Personal Lines Chief Product Officer. Mr. McAnena is an Associate of the Casualty Actuarial Society and holds a BBA degree in Actuarial Science from Temple University in Philadelphia.
Mr. McAnena’s annual salary will be $500,000 per year. Mr. McAnena will be eligible to participate in the Annual Incentive Program (AIP) with a target incentive of 60% of eligible earnings. Beginning in March 2024 and subject to Compensation Committee approval, Mr. McAnena will be eligible to participate in the Long-Term Incentive Program (LTIP) with a target opportunity of $500,000. This award will be comprised of 20% service-based restricted stock units (RSUs), 30% stock options, and 50% performance-based RSUs. The terms and conditions of the Company’s AIP and LTIP programs are outlined in greater detail in the Compensation Discussion & Analysis contained in the Company’s 2023 Proxy Statement filed on April 5, 2023. As the Executive Vice President and Chief Operating Officer, Mr. McAnena will be a Tier II participant in both the Executive Change in Control and Executive Severance Plans, as defined under the governing terms and requirements of the plan documents.
Upon joining the Company, Mr. McAnena will receive a one-time, $250,000 cash sign on payment. In May 2023, and subject to Compensation Committee approval, Mr. McAnena will receive an equity grant in the amount of $500,000. This award will be comprised of 20% service-based RSUs, 30% stock options, and 50% performance-based RSUs.
There are no family relationships between Mr. McAnena and any director, director nominee, or executive officer of the Company. Further, Mr. McAnena does not have an interest in any transaction that would be reportable under Item 404(a) of Regulation S-K.
A copy of the news release relating to this Item 5.02 is furnished as Exhibit 99.1 to this Current Report on Form 8-K. A copy of the news release is also available on the Company's website at www.horacemann.com, under the Investors Relations tab.
Item 9.01: Financial Statements and Exhibits
| (d) | Exhibits | |||||||
| Exhibit 104 | Cover Page Interactive Data File (formatted as Inline XBRL) | |||||||
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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/ Donald M. Carley | ||||||||||
| Name: | Donald M. Carley | ||||||||||
| Title: | Executive Vice President, General Counsel and Corporate Secretary | ||||||||||
Date: April 11, 2023
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Exhibit 99.1
 | News release for immediate release | |||||||
Contact information:
Heather J. Wietzel
Vice President, Investor Relations and Enterprise Communications
217.788.5144
[email protected]
Heather J. Wietzel
Vice President, Investor Relations and Enterprise Communications
217.788.5144
[email protected]
Horace Mann names industry veteran Stephen J. McAnena to newly created role of Executive Vice President and Chief Operating Officer
Former Farmers Insurance President of Personal Lines brings deep industry knowledge, strong leadership abilities and proven operating expertise to Horace Mann’s corporate leadership team to further support growth momentum
Springfield, Ill, Apr. 11, 2023 – Horace Mann Educators Corporation (NYSE: HMN) today announced it has named Stephen J. McAnena as Executive Vice President and Chief Operating Officer effective May 8, 2023. In this role, McAnena will work closely with Marita Zuraitis, Horace Mann’s President and Chief Executive Officer, to execute the next phase of the company’s strategic journey, continuing to advance Horace Mann’s vision to be the company of choice to provide insurance and financial solutions for educators and others who serve their communities.
McAnena most recently served as President of Personal Lines and earlier President of Distribution, Life and Financial Services for Farmers Insurance® and previously was with Liberty Mutual Group for more than 25 years. In these roles, Steve and his team helped drive sustained, profitable growth through multiple distribution outlets with a strong passion for people development.
“Steve is an accomplished leader with an outstanding track record of driving strategic outcomes that enhance value,” Zuraitis commented. “We are excited to welcome Steve to the Horace Mann team. We are confident he will help us map out strategies to build on our growing momentum in household acquisition and support market share expansion. To help further cement our position as the leading provider of education market solutions, his initial focus will be on retail market opportunities.”
McAnena said, “In getting to know the Horace Mann team, their commitment to helping educators achieve a lifetime of financial success while creating value for all stakeholders was inspirational. I look forward to working with this talented team to bring more of Horace Mann’s solutions to more educators and contributing to the achievement of Horace Mann’s long-term objectives.”
About Stephen J. McAnena
McAnena, age 51, was most recently with Farmers Insurance where he was President of Distribution, Life and Financial Services from 2019 to 2022 and President of Personal Lines since 2022. He also held numerous roles at Liberty Mutual over 25 years, including serving as President of Business Insurance, President of Liberty Mutual Benefits, President of Liberty Mutual Personal Lines Distribution and Personal Lines Chief Product Officer. McAnena is an Associate of the Casualty Actuarial Society and holds a BBA degree in Actuarial Science from Temple University in Philadelphia.
About Horace Mann
Horace Mann Educators Corporation is the largest financial services company focused on helping America’s educators and others who serve the community achieve lifelong financial success. The company offers individual and group insurance and financial solutions tailored to the needs of the educator community. Founded by Educators for Educators® in 1945, the company is headquartered in Springfield, Illinois. For more information, visit horacemann.com.
Safe Harbor Statement
Certain statements included in this news release, including those regarding our earnings outlook, expected catastrophe losses, our investment strategies, our plans to implement additional rate actions, our plans relating to share repurchases and dividends, our efforts to enhance customer experience and expand our products and solutions to more educators, our strategies to create sustainable long-term growth and double-digit ROEs, our strategy to achieve a larger share of the education market, and other business strategies, constitute forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are made based on management’s current expectations and beliefs concerning future developments and their potential effects upon Horace Mann and its subsidiaries. Horace Mann cautions investors that such statements are subject to risks and uncertainties, many of which are difficult to predict and generally beyond Horace Mann’s control, that could cause actual results to differ materially from those expressed in, or implied or projected by, the forward-looking statements included in this document. Certain important factors that could cause actual results to differ, possibly materially, from expectations or estimates reflected in such forward-looking statements can be found in the “Risk Factors” and “Forward-Looking Information” sections included in Horace Mann’s Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission. The forward-looking statements herein are subject to the risk, among others, that we will be unable to execute our strategy because of market or competitive conditions or other factors. Horace Mann does not undertake to update any particular forward-looking statement included in this document if we later become aware that such statement is not likely to be achieved.
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