SEC Info - Unum Group - ‘8-K’ for 2/18/20

i false i --12-31 i 0000005513 0000005513 2020-02-18 2020-02-18 0000005513 exch:XNYS us-gaap:CommonClassAMember 2020-02-18 2020-02-18 0000005513 exch:XNYS unm:A6.250JuniorSubordinatedNotesdue2058Member 2020-02-18 2020-02-18

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM i 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): i February 18, 2020

i UNUM GROUP

(Exact name of registrant as specified in its charter)




i Delaware	i 001-11294	i 62-1598430
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

i 1 Fountain Square

i Chattanooga, i Tennessee i 37402

(Address of principal executive offices) (Zip Code)

( i 423) i 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):



i ☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i ☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i ☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i ☐	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
i Common stock, $0.10 par value	i UNM	i New York Stock Exchange
i 6.250% Junior Subordinated Notes due 2058	i UNMA	i 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).



i ☐	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 5.03	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On February 18, 2020, the Board of Directors (the “Board”) of Unum Group (the “Company”) adopted amendments to the Company’s Amended and Restated Bylaws (the “Bylaws”).

Article II, Sections 2 and 3(e) and Article VI, Section 1 of the Bylaws were amended to contemplate the potential for notices to be given by electronic transmission, rather than solely in writing. Article III, Section 8 of the Bylaws was amended to clarify that after any action taken without a meeting by the consent of all Board or committee members in writing or by electronic transmission, the consents will be filed with the minutes of the proceedings of the Board or committee in the same paper or electronic form as the minutes are maintained. Article V, Section 2 of the Bylaws was amended to permit any signature on a stock certificate to be in electronic format. Article VIII, Sections 2, 5, and 9 of the Bylaws were amended to clarify coverage of the indemnification and insurance provisions with respect to trustees of the Company. In addition, Article VIII, Sections 3(a) and 8 of the Bylaws were amended to correct internal references to other Sections in the Article.

The above description of the amendments to the Bylaws is qualified in its entirety by reference to the full text of the Bylaws, as amended and restated, a copy of which is attached hereto as Exhibit 3.1 and incorporated herein by reference.


Item 9.01	Financial Statements and Exhibits.

(d) Exhibits.



Exhibit No.		Description
3.1		Amended and Restated Bylaws of Unum Group, effective February 18, 2020.
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: February 24, 2020	By:	/s/ *J. Paul Jullienne*
		Name:	J. Paul Jullienne
		Title:	Vice President, Managing Counsel, and
			Corporate Secretary

This ‘8-K’ Filing	Date	Other Filings

Filed on:	2/24/20	3
For Period end:	2/18/20	10-K, 8-K
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Unum Group – ‘8-K’ for 2/18/20

On: Monday, 2/24/20, at 5:01pm ET · For: 2/18/20 · Accession #: 5513-20-31 · File #: 1-11294

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