CNO (CNO) Consumer Division president reports new stock and RSU awards

Rhea-AI Filing Summary

CNO Financial Group executive Scott L. Goldberg reported equity award activity. On February 10, 2026, he acquired 26,071 shares of common stock at $43.05 per share upon vesting of performance share units tied to 2023 operating return on equity, 2023 operating earnings per share, and three-year relative total shareholder return for 2023-2025.

On the same date, 8,185 common shares were surrendered to CNO to cover required tax withholding on the vested performance share units, leaving 198,724 common shares beneficially owned directly. Goldberg also received 15,800 restricted stock units at $0 per unit, which convert into common stock on a one-for-one basis and vest in three equal annual installments beginning March 25, 2027, bringing his directly held restricted stock units to 214,524.

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^*

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)
02/10/2026

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

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	02/10/2026		A		26,071(1)	A	$43.05	206,909	D
Common Stock	02/10/2026		F		8,185(2)	D	$43.05	198,724	D
Restricted Stock Units(3)(4)	02/10/2026		A		15,800	A	$0	214,524	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 acquired upon the vesting of performance share units for the 2023-2025 performance period, based on the issuer's (i) 2023 operating return on equity, (ii) 2023 operating earnings per share and (iii) three-year relative total shareholder return for 2023-2025.

2. Shares were surrendered to the issuer to cover the required tax withholding on the vested performance share units.

3. Restricted stock units convert into common stock on a one-for-one basis.

4. The restricted stock units vest in three equal annual installments beginning March 25, 2027, subject to continued employment with the issuer or one of its subsidiaries.

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).
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FAQ

What insider transactions did CNO (CNO) report for Scott L. Goldberg?

CNO reported that Scott L. Goldberg received 26,071 common shares from vested performance share units and 15,800 restricted stock units, and surrendered 8,185 common shares to cover tax withholding, all dated February 10, 2026, under his direct ownership.

How many CNO (CNO) common shares does Scott L. Goldberg own after these Form 4 transactions?

After the reported transactions, Scott L. Goldberg directly beneficially owns 198,724 shares of CNO common stock. This figure reflects both the acquisition from vested performance share units and the shares surrendered to CNO to satisfy required tax withholding obligations.

What equity awards did Scott L. Goldberg receive from CNO (CNO) on February 10, 2026?

On February 10, 2026, Scott L. Goldberg received 26,071 CNO common shares from vested performance share units and a grant of 15,800 restricted stock units. The restricted stock units were awarded at zero cost and increase his directly held restricted stock units to 214,524.

How are Scott L. Goldberg’s CNO (CNO) performance share units and RSUs structured?

The performance share units vested based on 2023 operating return on equity, 2023 operating earnings per share, and 2023-2025 relative total shareholder return. The restricted stock units convert one-for-one into common stock and vest in three equal annual installments starting March 25, 2027.

Why did Scott L. Goldberg surrender CNO (CNO) shares in this Form 4 filing?

Scott L. Goldberg surrendered 8,185 CNO common shares to the company to cover required tax withholding on the vested performance share units. This disposition was coded as a tax-withholding transaction rather than an open-market sale of common stock.

What is Scott L. Goldberg’s role at CNO (CNO) in this Form 4?

In this Form 4, Scott L. Goldberg is identified as an officer of CNO Financial Group, serving as President, Consumer Division. All reported equity transactions, including common shares and restricted stock units, are shown as being held under his direct beneficial ownership.