CNO (CNO) General Counsel surrenders shares for RSU tax withholding

Rhea-AI Filing Summary

CNO Financial Group General Counsel Matthew J. Zimpfer reported a routine tax-withholding share disposition related to vested restricted stock units. On this transaction, 7,481 shares of common stock were surrendered at a price of $40.61 per share to cover required tax withholding obligations, rather than sold in the open market.

After this tax-withholding event, Zimpfer directly owned 300,456 shares of CNO Financial Group common stock. This type of Form 4 transaction reflects compensation-related share vesting mechanics and does not represent an elective open-market purchase or sale.

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^*

Zimpfer Matthew J.

(Last) (First) (Middle)

C/O CNO FINANCIAL GROUP, INC.

11299 ILLINOIS STREET, SUITE 200

(Street)

CARMEL INDIANA 46032

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	General Counsel

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026

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

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

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

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	03/25/2026		F		7,481(1)	D	$40.61	300,456	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.

Remarks:

	Heidi M. Krings, Attorney-in-Fact	03/27/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did CNO (CNO) report for Matthew J. Zimpfer?

CNO reported that General Counsel Matthew J. Zimpfer surrendered 7,481 common shares to the company. The shares were used to cover required tax withholding on vested restricted stock units, rather than being sold in the open market.

Was the recent CNO (CNO) Form 4 a stock sale by the General Counsel?

The Form 4 does not show an open-market stock sale. Instead, 7,481 shares were surrendered back to CNO to satisfy tax withholding on vested restricted stock units, a common compensation-related, non-discretionary transaction for executives.

How many CNO (CNO) shares does Matthew J. Zimpfer hold after the Form 4 transaction?

Following the reported tax-withholding disposition, Matthew J. Zimpfer directly owned 300,456 shares of CNO common stock. This post-transaction ownership figure reflects his remaining equity position after 7,481 shares were surrendered to cover tax obligations.

What does transaction code F mean in the CNO (CNO) Form 4 filing?

Transaction code F indicates shares were disposed of to pay an exercise price or tax liability. In this case, 7,481 shares were surrendered to CNO to cover required tax withholding on vested restricted stock units, not sold in a market transaction.

Is the CNO (CNO) General Counsel’s Form 4 transaction considered routine?

Yes, the filing describes a compensation-related, routine event. Shares were surrendered to satisfy tax withholding on vested restricted stock units, a standard mechanism for handling executive equity awards, rather than a discretionary decision to buy or sell shares.