Executive Change · Shareholder Vote

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 28, 2020           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 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. At the Annual Meeting of Shareholders of Unum Group (the “Company”) held on May 28, 2020 (the “Annual Meeting”), shareholders approved the Unum Group 2020 Employee Stock Purchase Plan (the “2020 ESPP”), as described in Item 5.07 below. The Human Capital Committee of the Board had previously adopted the 2020 ESPP on April 2, 2020, subject to shareholder approval. The 2020 ESPP is intended to qualify as an “Employee Stock Purchase Plan” under Sections 421 and 423 of the U.S. Internal Revenue Code (an “ESPP”) and provides eligible employees of the Company with an option to purchase shares of the Company’s common stock at a discount of up to 15% during designated offering periods. Up to 1,500,000 shares may be issued under the 2020 ESPP plus any shares that remained available for issuance under the Company’s prior ESPP, the Unum Group Amended and Restated Employee Stock Purchase Plan, as of April 1, 2020. A description of the material features of the 2020 ESPP is set forth under the heading “Approval of the Unum Group 2020 Employee Stock Purchase Plan” on pages 101 through 105 of the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 16, 2020 (the “Proxy Statement”). This description of the 2020 ESPP is qualified in its entirety by reference to the full text of the 2020 ESPP, which was included as Appendix B to the Proxy Statement and is filed herewith as Exhibit 10.1. Item 5.07    Submission of Matters to a Vote of Security Holders. The Company held its Annual Meeting on May 28, 2020. Matters submitted to shareholders at the Annual Meeting and voting results were as follows: Item 1 - Election of Directors . Shareholders elected the eleven director nominees listed below for one-year terms expiring in 2021, based upon the following voting results: Nominee   For   Against   Abstained   Broker Non-Votes Theodore H. Bunting, Jr.   166,650,512   1,840,518   161,873   12,110,258 Susan L. Cross   167,814,360   682,415   156,128   12,110,258 Susan D. DeVore   167,809,064   686,105   157,734   12,110,258 Joseph J. Echevarria   155,090,762   13,399,604   162,537   12,110,258 Cynthia L. Egan   165,693,173   2,801,442   158,288   12,110,258 Kevin T. Kabat   161,216,589   7,272,365   163,949   12,110,258 Timothy F. Keaney   167,778,288   711,656   162,959   12,110,258 Gloria C. Larson   161,612,237   6,884,445   156,221   12,110,258 Richard P. McKenney   167,778,794   714,949   159,160   12,110,258 Ronald P. O’Hanley   166,698,879   1,792,052   161,972   12,110,258 Francis J. Shammo   167,769,587   720,346   162,970   12,110,258 Item 2 - Advisory Vote to Approve Executive Compensation. Shareholders approved, on an advisory basis, the compensation of Unum Group’s named executive officers, based upon the following voting results: For   Against   Abstained   Broker Non-Votes 157,655,482   10,721,441   275,980   12,110,258 Item 3 - Ratification of Appointment of Independent Registered Public Accounting Firm. Shareholders ratified the appointment of Ernst & Young LLP as Unum Group’s independent registered public accounting firm for 2020, based upon the following voting results: For   Against   Abstained   Broker Non-Votes 172,553,246   7,994,593   215,322   — Item 4 - Approval of the Unum Group 2020 Employee Stock Purchase Plan. Shareholders approved the Unum Group 2020 Employee Stock Purchase Plan, based upon the following voting results: For   Against   Abstained   Broker Non-Votes 167,462,078   1,045,666   145,159   12,110,258 Item 5 - Approval of the Unum European Holding Company Limited Savings-Related Share Option Scheme 2021. Shareholders approved the Unum European Holding Company Limited Savings-Related Share Option Scheme 2021, based upon the following voting results: For   Against   Abstained   Broker Non-Votes 167,880,380   557,474   215,049   12,110,558 Item 9.01    Financial Statements and Exhibits. (d) Exhibits. Exhibit No.   Description 10.1   Unum Group Stock 2020 Employee Stock Purchase Plan. 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: June 2, 2020 By: /s/ J. Paul Jullienne     Name: J. Paul Jullienne     Title: Vice President, Managing Counsel, and       Corporate Secretary