CNO Financial Group (CNO) officer amends Form 4 for RSU tax share surrender

Rhea-AI Filing Summary

CNO Financial Group, Inc. reported an amended insider transaction for its Chief Actuary on a Form 4/A. On 01/02/2025, the officer surrendered 773 shares of common stock at $37.14 per share. The shares were returned to the company to cover required tax withholding on vested restricted stock units, so this was not an open‑market sale. After this withholding transaction, the officer beneficially owned 61,348 shares of CNO common stock. The amendment states it corrects both the number of securities disposed of in this transaction and the amount of securities beneficially owned following the transaction.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Williams Jeremy D.

(Last) (First) (Middle)

C/O CNO FINANCIAL GROUP, INC.

11299 ILLINOIS STREET, SUITE 200

(Street)

CARMEL IN 46032

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CNO Financial Group, Inc. [ CNO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Actuary

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
01/06/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/02/2025		F		773(1)(2)	D	$37.14	61,348(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares were surrendered to the issuer to cover the required tax withholding on vested restricted stock units.

2. This amendment corrects (i) the amount of securities disposed of in this transaction and (ii) the amount of securities beneficially owned following this transaction.

Remarks:

	Heidi M. Krings, Attorney-in-Fact	01/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did CNO (CNO) disclose in this Form 4/A?

The Chief Actuary of CNO Financial Group, Inc. reported surrendering 773 shares of common stock on 01/02/2025 to cover tax withholding on vested restricted stock units.

What price was used for the CNO (CNO) shares in the reported transaction?

The 773 shares of CNO common stock were valued at $37.14 per share for the reported tax withholding transaction.

How many CNO (CNO) shares does the reporting person own after this transaction?

Following the transaction, the Chief Actuary beneficially owned 61,348 shares of CNO Financial Group, Inc. common stock.

Why were the CNO (CNO) shares surrendered in this insider filing?

The filing explains that the shares were surrendered to CNO Financial Group, Inc. to cover the required tax withholding on vested restricted stock units.

What does this CNO (CNO) Form 4/A amendment correct?

The amendment states it corrects the amount of securities disposed of in this transaction and the amount of securities beneficially owned following the transaction.

What is the reporting person’s role at CNO Financial Group, Inc. (CNO)?

The reporting person is an officer of CNO Financial Group, Inc., serving as the company’s Chief Actuary.