--- schema_version: "secwatch.filing_event.v1" accession: "0001224608-23-000027" form_type: "8-K" ticker: "CNO" cik: "0001224608" company_name: "CNO Financial Group, Inc." filed_at: "2023-05-10T23:59:59+00:00" generated_at: "2026-06-15T05:56:00.641910+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.45 calibrated_materiality_score: 0.15 confidence: "high" source: SEC EDGAR --- # CNO shareholders elect all director nominees, approve say-on-pay, reject special-meeting threshold proposal ## Summary - All 9 director nominees elected; highest votes against were for Daniel R. Maurer (11.8M against). - Advisory vote on executive compensation approved with 100.3M votes for (3.5M against). - Shareholders voted for 1-year frequency on future say-on-pay votes (98.4M for 1 year). - Ratification of PwC as 2023 auditor passed with 104.2M for, 3.7M against. - Shareholder proposal to lower special-meeting threshold to 10% failed with 40.9M for, 62.8M against. ## SEC filing metadata - accession: 0001224608-23-000027 - form_type: 8-K - ticker: CNO - cik: 0001224608 - company_name: CNO Financial Group, Inc. - filed_at: 2023-05-10T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.45 - calibrated_materiality_score: 0.15 - confidence: high - sec_items: 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1224608/000122460823000027/0001224608-23-000027-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1224608/000122460823000027/cno-20230510.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001224608-23-000027 - JSON: https://secwatch.observer/filing/0001224608-23-000027.json - Plain text: https://secwatch.observer/filing/0001224608-23-000027.txt ## Key facts - Shareholder Votes CNO Financial Group, Inc. shareholders approved Ratification of appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm at the 2023-05-10 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-05-10 source text: Proposal 4: The proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2023 was approved based upon the following votes: For Against Abstain 104,207,552 3,656,038 92,567 evidence_url: https://www.sec.gov/Archives/edgar/data/1224608/000122460823000027/0001224608-23-000027-index.htm - Shareholder Votes CNO Financial Group, Inc. shareholders approved Advisory vote to approve executive compensation at the 2023-05-10 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-05-10 source text: Proposal 2: The proposal to approve, by non-binding advisory vote, the executive compensation of the Company's named executive officers was approved based upon the following votes: For Against Abstain Broker Non-Votes 100,303,582 3,477,352 360,117 3,815,106 evidence_url: https://www.sec.gov/Archives/edgar/data/1224608/000122460823000027/0001224608-23-000027-index.htm - Shareholder Votes CNO Financial Group, Inc. shareholders approved Advisory vote on frequency of future say-on-pay votes at the 2023-05-10 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-05-10 source text: Proposal 3: The proposal, by non-binding advisory vote, on the frequency of future and advisory votes on executive compensation was voted upon as follows: 1 Year 2 Years 3 Years Abstain Broker Non-Votes 98,436,599 85,897 5,577,453 41,102 3,815,106 evidence_url: https://www.sec.gov/Archives/edgar/data/1224608/000122460823000027/0001224608-23-000027-index.htm - Shareholder Votes CNO Financial Group, Inc. shareholders rejected Shareholder proposal to reduce ownership threshold to request a special shareholders meeting at the 2023-05-10 meeting. - Outcome: failed - Meeting: 2023-05-10 source text: Proposal 5: The shareholder proposal to reduce the existing ownership threshold to request a special shareholders meeting was not approved based upon the following votes: For Against Abstain Broker Non-Votes 40,939,285 62,801,427 400,339 3,815,106 evidence_url: https://www.sec.gov/Archives/edgar/data/1224608/000122460823000027/0001224608-23-000027-index.htm - Shareholder Votes CNO Financial Group, Inc. shareholders approved Election of Directors at the 2023-05-10 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-05-10 source text: Proposal 1: The nominees for election to the Board of Directors were elected, each for a one-year term expiring at next year's annual meeting, based upon the following votes: Name For Against Abstain Broker Non-Votes Gary C. Bhojwani 103,389,536 651,345 100,170 3,815,106 Archie M. Brown 103,887,272 170,122 83,657 3,815,106 Stephen N. David 94,438,610 9,598,117 104,324 3,815,106 David B. Foss 101,672,954 2,364,634 103,463 3,815,106 Mary R. (Nina) Henderson 102,811,476 1,235,864 93,711 3,815,106 Adrianne B. Lee 103,882,439 167,772 90,840 3,815,106 Daniel R. Maurer 92,108,038 11,835,146 197,867 3,815,106 Chetlur S. Ragavan 103,393,775 634,627 112,649 3,815,106 Steven E. Shebik 103,520,035 518,518 102,498 3,815,106 evidence_url: https://www.sec.gov/Archives/edgar/data/1224608/000122460823000027/0001224608-23-000027-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.