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): July 27, 2015
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)) |
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On July 27, 2015, the Board of Directors (the “Board”) of Unum Group (the “Company”) elected Francis J. Shammo as a director of the Company. Mr. Shammo also was appointed to serve on the Audit Committee and the Regulatory Compliance Committee of the Board. The Board has affirmatively determined that Mr. Shammo is an independent director. Mr. Shammo was elected to fill a newly created position on the Board and will serve as a Class II director with a term of office expiring at the Company’s 2016 Annual Meeting of Stockholders. Mr. Shammo is Executive Vice President and Chief Financial Officer of Verizon Communications, Inc., where he has held this position since November 2010. A copy of the news release issued by the Company on July 28, 2015 announcing Mr. Shammo’s election to the Board is attached hereto as Exhibit 99.1.
Mr. Shammo will participate in the standard compensation arrangement for non-employee directors, including receiving a pro-rata portion of the director’s annual cash retainer and restricted stock unit award for the current board year, as described on pages 19-20 of the Company’s proxy statement filed with the Securities and Exchange Commission on April 9, 2015.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits. The following exhibit is filed with this report:
| 99.1 | News release of Unum Group dated July 28, 2015, announcing the election of a new director. |
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: July 28, 2015 | By: | /s/ J. Paul Jullienne | ||||
| Name: | J. Paul Jullienne | |||||
| Title: | Vice President, Managing Counsel and Corporate Secretary | |||||
INDEX TO EXHIBITS
| Exhibit |
Description | |
| 99.1 | News release of Unum Group dated July 28, 2015, announcing the election of a new director. | |