HMN (HMN) CEO exercises 141,956 options and holds enlarged equity stake

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Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Horace Mann Educators Corp. President & CEO Marita Zuraitis exercised employee stock options for 141,956 shares of common stock on June 24, 2026 at exercise prices of $42.95 and $41.95 per share. The exercise was made under a pre-arranged Rule 10b5-1 trading plan and structured as an exercise-and-hold, meaning she retained the acquired equity exposure.

To cover the option exercise price and related tax obligations, the issuer withheld 129,143 shares at $50.75 per share as a tax-withholding disposition rather than an open-market sale. After these transactions, she directly holds 314,557.55 equity-linked units, consisting of 215,890.55 vested restricted stock units and 104,734 shares of common stock.

Insider Trade Summary 10b5-1

141,956 shares exercised/converted

Mixed 6 txns

Insider ZURAITIS MARITA

Role President & CEO

Type	Security	Shares	Price	Value
Exercise	Employee Stock Option (right to buy)	70,424	$0.00	--
Exercise	Employee Stock Option (right to buy)	71,532	$0.00	--
Exercise	Common Stock	70,424	$41.95	$2.95M
Tax Withholding	Common Stock	63,678	$50.75	$3.23M
Exercise	Common Stock	71,532	$42.95	$3.07M
Tax Withholding	Common Stock	65,465	$50.75	$3.32M

Holdings After Transaction: Employee Stock Option (right to buy) — 0 shares (Direct, null); Common Stock — 378,235.55 shares (Direct, null)

Footnotes (1)

The stock option exercise reported in this Form 4 was effected by a Rule 10b5-1 trading plan adopted by the Reporting Person on December 23, 2025, and this is an exercise and hold. Represents 215,890.550 vested restricted stock units and 162,345 shares of Common Stock. Shares were withheld by the issuer in connection with a net exercise of stock options to satisfy the exercise price and applicable tax withholding obligations. Represents 215,890.550 vested restricted stock units and 98,667 shares of Common Stock. Represents 215,890.550 vested restricted stock units and 170,199 shares of Common Stock. Represents 215,890.550 vested restricted stock units and 104,734 shares of Common Stock.

Key Figures

Options exercised: 141,956 shares Tax-withholding shares: 129,143 shares Exercise price 1: $42.95/share +5 more

8 metrics

Options exercised 141,956 shares Employee stock options exercised on June 24, 2026

Tax-withholding shares 129,143 shares Shares withheld by issuer at $50.75 to cover price and taxes

Exercise price 1 $42.95/share 71,532 employee stock options exercised into common stock

Exercise price 2 $41.95/share 70,424 employee stock options exercised into common stock

Withholding price $50.75/share Price used for issuer share withholding for taxes

Post-transaction equity units 314,557.55 units Direct holdings after transactions, including RSUs and common stock

Vested RSUs held 215,890.55 units Vested restricted stock units included in post-transaction position

Common shares held 104,734 shares Direct common stock holdings after June 24, 2026 transactions

Key Terms

Rule 10b5-1 trading plan, exercise and hold, vested restricted stock units, net exercise of stock options, +1 more

5 terms

Rule 10b5-1 trading plan regulatory

"The stock option exercise reported in this Form 4 was effected by a Rule 10b5-1 trading plan adopted by the Reporting Person..."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

exercise and hold financial

"...adopted by the Reporting Person on December 23, 2025, and this is an exercise and hold."

vested restricted stock units financial

"Represents 215,890.550 vested restricted stock units and 162,345 shares of Common Stock."

net exercise of stock options financial

"Shares were withheld by the issuer in connection with a net exercise of stock options..."

tax withholding obligations financial

"...to satisfy the exercise price and applicable tax withholding obligations."

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/26/2026 - 09:39 AM Accepted by SEC EDGAR 06/26/2026 - 09:39 AM

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).

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^*

ZURAITIS MARITA

(Last)

(First)

(Middle)

1 HORACE MANN PLAZA

(Street)

SPRINGFIELD

ILLINOIS

62715

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
HORACE MANN EDUCATORS CORP /DE/ [ HMN ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock⁽¹⁾	06/24/2026		M		70,424	A	$41.95	378,235.55⁽²⁾	D
Common Stock	06/24/2026		F		63,678⁽³⁾	D	$50.75	314,557.55⁽⁴⁾	D
Common Stock⁽¹⁾	06/24/2026		M		71,532	A	$42.95	386,089.55⁽⁵⁾	D
Common Stock	06/24/2026		F		65,465⁽³⁾	D	$50.75	320,624.55⁽⁶⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (right to buy)	$41.95	06/24/2026		M			70,424	03/07/2021	03/07/2027	Common Stock	70,424	$0	0	D
Employee Stock Option (right to buy)	$42.95	06/24/2026		M			71,532	03/06/2022	03/06/2028	Common Stock	71,532	$0	0	D

Explanation of Responses:

1. The stock option exercise reported in this Form 4 was effected by a Rule 10b5-1 trading plan adopted by the Reporting Person on December 23, 2025, and this is an exercise and hold.

2. Represents 215,890.550 vested restricted stock units and 162,345 shares of Common Stock.

3. Shares were withheld by the issuer in connection with a net exercise of stock options to satisfy the exercise price and applicable tax withholding obligations.

4. Represents 215,890.550 vested restricted stock units and 98,667 shares of Common Stock.

5. Represents 215,890.550 vested restricted stock units and 170,199 shares of Common Stock.

6. Represents 215,890.550 vested restricted stock units and 104,734 shares of Common Stock.

Remarks:

	Linea K. Crouse, Attorney in Fact for Marita Zuraitis	06/26/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did HMN CEO Marita Zuraitis report on June 24, 2026?

Marita Zuraitis reported exercising employee stock options for 141,956 HMN common shares on June 24, 2026. The filing also shows issuer share withholding to cover the option exercise price and related tax obligations instead of any open-market sale of shares.

Were the June 24, 2026 HMN CEO option exercises under a Rule 10b5-1 plan?

Yes. The Form 4 footnotes state the stock option exercise was effected under a Rule 10b5-1 trading plan adopted on December 23, 2025. Such plans pre-schedule trades, making the timing more routine and less indicative of short-term views on the stock.

Did the HMN CEO sell shares in the market in this Form 4 filing?

The filing does not report any open-market sales. Instead, shares were withheld by the issuer as a tax-withholding disposition to satisfy the option exercise price and tax obligations, which is a mechanical step rather than a discretionary market sale.

How many HMN shares did tax withholding affect in the June 24, 2026 transactions?

Two tax-withholding dispositions covered a total of 129,143 HMN shares at a price of $50.75 per share. These shares were withheld by the issuer to satisfy the option exercise price and applicable tax liabilities tied to the option exercises.

What are the exercise prices and sizes of the HMN options exercised by the CEO?

The CEO exercised 71,532 employee stock options with a $42.95 exercise price and 70,424 options with a $41.95 exercise price. Each option converted into one share of common stock, for a combined 141,956 newly acquired shares through these exercises.

What is the HMN CEO’s direct equity position after these Form 4 transactions?

After the June 24, 2026 transactions, the CEO’s direct position totals 314,557.55 equity-linked units. Footnotes explain this consists of 215,890.55 vested restricted stock units and 104,734 shares of HMN common stock held directly following the option exercises and tax withholding.