8-K
Unum Group (UNM)
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 (Date of earliest event reported): December 1, 2022
UNUM GROUP
(Exact name of registrant as specified in its charter)
| Delaware | 001-11294 | 62-1598430 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
1 Fountain Square
Chattanooga, Tennessee 37402
(Address of principal executive offices) (Zip Code)
(423) 294-1011
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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 (see General Instruction A.2. below):
| ☐ | 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(s) | Name of each exchange on which registered |
|---|---|---|
| Common stock, $0.10 par value | UNM | New York Stock Exchange |
| 6.250% Junior Subordinated Notes due 2058 | UNMA | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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).
| ☐ | Emerging growth company |
|---|---|
| ☐ | 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 8.01 Other Events.
On December 1, 2022, Unum Group issued a news release announcing that its Board of Directors has authorized the repurchase of up to $200 million of its common stock from time to time from January 1, 2023 through December 31, 2023. A copy of the news release concerning the share repurchase authorization is filed herewith as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description |
|---|---|
| 99.1 | News release of Unum Group datedDecemberexhibit991-pressreleasexsh.htm1, 2022, concerning share repurchase authorization. |
| 104 | Cover Page Interactive Data File (embedded with the Inline XBRL document). |
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.
| Unum Group | |||
|---|---|---|---|
| (Registrant) | |||
| Date: December 1, 2022 | By: | /s/ J. Paul Jullienne | |
| Name: | J. Paul Jullienne | ||
| Title: | Vice President, Managing Counsel, and | ||
| Corporate Secretary |
Document
| Exhibit 99.1 | ||||||
|---|---|---|---|---|---|---|
| 1 Fountain Square<br>Chattanooga, TN 37402<br>www.unum.com | news | FOR IMMEDIATE RELEASE | ||||
| --- | --- | --- | --- | --- | ||
| Contacts | ||||||
| MEDIA | Natalie Godwin<br><br>ngodwin@unum.com | |||||
| INVESTORS | Matt Royal 423-294-1037<br><br>mroyal@unum.com |
Unum Group's board of directors authorizes
$200 million share repurchase program for 2023
CHATTANOOGA, Tenn. (December 1, 2022) – Unum Group (NYSE:UNM) announced today that its board of directors has approved a share repurchase program authorizing the company to repurchase up to $200 million of its common stock from time to time from January 1, 2023 through December 31, 2023. This program follows the company’s current share repurchase program, which expires on December 31, 2022.
The timing and amount of share repurchases will be determined by management based on its evaluation of market conditions and other considerations. Repurchases may be made in open market transactions at prevailing prices, in privately negotiated transactions (including accelerated share repurchase programs), pursuant to preset trading plans meeting the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934, or by other means in accordance with federal securities laws. The program may be suspended, modified, or terminated by the board at any time.
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UNUM IS A REGISTERED TRADEMARK AND MARKETING BRAND OF UNUM GROUP AND ITS INSURING SUBSIDIARIES.
ABOUT UNUM GROUP
Unum Group (NYSE:UNM) is an international provider of workplace benefits and services and has been helping workers and their families for more than 170 years. Through its Unum and Colonial Life brands, the company offers disability, life, accident, critical illness, dental, vision and stop-loss insurance; leave and absence management support and behavioral health services. In 2021, Unum reported revenues of $12.0 billion and paid $8.2 billion in benefits. The Fortune 500 company is one of the 2022 World's Most Ethical Companies, recognized by the Ethisphere® Institute.
Visit the Unum newsroom for more information, and connect with us on LinkedIn, Facebook, and Twitter.
FORWARD-LOOKING STATEMENTS
Certain statements in this release, including statements relating to the timing, amount, and manner of future stock repurchases, constitute “forward-looking statements” within the meaning of the 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 Unum Group and its subsidiaries. Unum Group’s actual results may differ, possibly materially, from expectations or estimates reflected in such forward-looking statements. 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 Part 1, Item 1A (Risk Factors) of Unum Group’s Annual Report on Form 10-K for the year ended December 31, 2021. The forward-looking statements in this release speak only as of the date of this release, and Unum Group does not undertake to update any particular forward-looking statement included in this release.
UNUM IS A REGISTERED TRADEMARK AND MARKETING BRAND OF UNUM GROUP AND ITS INSURING SUBSIDIARIES.