Insider trades 17,095 CNO (CNO) shares via options and 10b5-1 plan

Rhea-AI Filing Summary

CNO Financial Group’s President, Consumer Division reported an amended insider transaction. On February 10, 2023, the officer exercised employee stock options for 17,095 shares of common stock at $16.42 per share, then sold 17,095 shares at a weighted average price of $25.3397 under a Rule 10b5-1 trading plan adopted on November 11, 2022. Following these transactions, the officer directly beneficially owned 137,305 shares of CNO common stock. The amendment also corrects the presentation of the option exercise and the post-transaction share balance, and notes the options had vested on February 25, 2018 and were scheduled to expire on February 25, 2025.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

X

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^*

Goldberg Scott L.

(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)
	President, Consumer Division

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)
02/10/2023

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	02/10/2023		M		17,095	A	$16.42	154,400	D
Common Stock	02/10/2023		S		17,095(1)	D	$25.3397(2)	137,305(3)	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
Employee Stock Option (Right to Buy)	$16.42	02/10/2023		M			17,095	(4)	(5)	Common Stock	17,095	$0	0	D

Explanation of Responses:

1. Shares sold pursuant to a Rule 10b5-1 trading plan adopted on November 11, 2022.

2. Reflects the weighted average sale price. Shares were sold at prices ranging from $25.15 per share to $25.50 per share. Reporting person will provide full information regarding the number of shares sold at each separate price upon request by the SEC staff, the issuer or any security holder of the issuer.

3. This amendment corrects (i) the presentation of the exercise of stock options and (ii) the amount of securities beneficially owned following the transactions reported on this Form 4/A.

4. The stock options vested and became exercisable on February 25, 2018.

5. The expiration date was February 25, 2025.

Remarks:

	Heidi M. Krings, Attorney-in-Fact	02/12/2026
	** 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) report on February 10, 2023?

CNO reported that its Consumer Division President exercised employee stock options for 17,095 common shares at $16.42 and sold 17,095 shares. The sale used a Rule 10b5-1 trading plan, and the filing is an amendment correcting earlier presentation and share balances.

How many CNO (CNO) shares does the reporting officer own after this Form 4/A?

After the reported transactions, the officer directly beneficially owned 137,305 shares of CNO common stock. This reflects the exercise and sale of 17,095 shares on February 10, 2023 and corrects the previously reported post-transaction ownership amount in the original filing.

What were the prices involved in the CNO (CNO) option exercise and sale?

The employee stock options were exercised at $16.42 per share for 17,095 CNO common shares. Those 17,095 shares were then sold at a weighted average price of $25.3397 per share, with actual sale prices ranging from $25.15 to $25.50, as disclosed in the filing.

Was the CNO (CNO) insider sale under a Rule 10b5-1 trading plan?

Yes. The filing states the 17,095 CNO shares were sold under a Rule 10b5-1 trading plan adopted on November 11, 2022. Such plans pre-arrange trading parameters, aiming to separate trading decisions from nonpublic information held by insiders.

What option grant is described in this CNO (CNO) Form 4/A amendment?

The amendment describes employee stock options with an exercise price of $16.42 per share covering 17,095 CNO common shares. These options vested and became exercisable on February 25, 2018, with an expiration date of February 25, 2025, according to the disclosure.

Why did CNO (CNO) file this insider Form 4/A as an amendment?

The company filed an amended Form 4 to correct the presentation of the stock option exercise and to fix the amount of securities beneficially owned after the February 10, 2023 transactions. The amendment clarifies both the structure of the exercise and the updated share balance.