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): May 7, 2014
Kemper Corporation
(Exact name of registrant as specified in its charter)
Commission File Number: 001-18298
DE | 95-4255452 | |
(State or other jurisdiction of incorporation) | (IRS Employer Identification No.) | |
One East Wacker Drive, Chicago, IL 60601
(Address of principal executive offices, including zip code)
312-661-4600
(Registrant’s telephone number, including area code)
(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 5.07. | Submission of Matters to a Vote of Security Holders. |
The Annual Meeting of Shareholders of Kemper Corporation (the “Company”) was held on Wednesday, May 7, 2014 in Chicago, Illinois to vote on four proposals, for which the final voting results were as follows:
Proposal 1: Election of Directors.
Shareholders elected each of the nine nominees for director:
Nominees | For | Against | Abstain | Broker Non-Votes | ||
James E. Annable | 41,504,221 | 870,761 | 38,082 | 6,966,894 | ||
Douglas G. Geoga | 41,465,783 | 908,066 | 39,215 | 6,966,894 | ||
Julie M. Howard | 41,069,381 | 1,300,032 | 43,651 | 6,966,894 | ||
Robert J. Joyce | 41,399,138 | 974,404 | 39,522 | 6,966,894 | ||
Wayne Kauth | 41,445,813 | 927,468 | 39,783 | 6,966,894 | ||
Christopher B. Sarofim | 40,434,652 | 1,936,946 | 41,466 | 6,966,894 | ||
Donald G. Southwell | 41,451,145 | 891,046 | 70,873 | 6,966,894 | ||
David P. Storch | 41,053,315 | 1,318,914 | 40,835 | 6,966,894 | ||
Richard C. Vie | 40,562,790 | 1,807,902 | 42,372 | 6,966,894 | ||
Proposal 2: | Advisory vote on ratification of selection of Deloitte & Touche LLP as Independent Registered Public Accountant for 2014. |
Shareholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accountant for 2014:
For | Against | Abstain | Broker Non-Votes |
48,974,706 | 235,890 | 169,362 | -0- |
Proposal 3: | Vote on approval of the material terms of the Executive Performance Plan. |
Shareholders approved the material terms of the Executive Performance Plan:
For | Against | Abstain | Broker Non-Votes |
41,521,317 | 682,727 | 209,020 | 6,966,894 |
Proposal 4: | Advisory vote on compensation of the Named Executive Officers. |
Shareholders voted in favor of the compensation of the Named Executive Officers:
For | Against | Abstain | Broker Non-Votes |
41,270,764 | 857,642 | 284,658 | 6,966,894 |
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 9, 2014 | /s/ Richard Roeske | ||
Richard Roeske | ||||
Vice President and Chief Accounting Officer | ||||