KMPR 2014 Annual Meeting Vote Tabulation 8-K

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