Kemper (KMPB) investors approve directors, pay and Deloitte at 2026 meeting

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Kemper Corporation reported the results of its annual shareholder meeting held on May 6, 2026. Shareholders elected all nine director nominees, each receiving over 40 million votes "for," with broker non-votes of 8,180,512 for each nominee.

On an advisory basis, shareholders approved the compensation of the company’s named executive officers, with 35,222,289 votes for, 6,781,589 against and 117,534 abstentions. Shareholders also gave strong advisory support to Deloitte & Touche LLP as independent registered public accounting firm for 2026, with 49,580,186 votes for, 669,337 against and 52,401 abstentions.

8-K Event Classification

2 items: 5.07, 9.01

2 items

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Votes for Teresa A. Canida: 41,365,541 votes Say-on-pay votes for: 35,222,289 votes Say-on-pay votes against: 6,781,589 votes +3 more

6 metrics

Votes for Teresa A. Canida 41,365,541 votes Election of director at 2026 annual meeting

Say-on-pay votes for 35,222,289 votes Advisory approval of named executive officer compensation

Say-on-pay votes against 6,781,589 votes Advisory approval of named executive officer compensation

Auditor ratification votes for 49,580,186 votes Advisory ratification of Deloitte & Touche LLP for 2026

Auditor ratification votes against 669,337 votes Advisory ratification of Deloitte & Touche LLP for 2026

Broker non-votes on directors 8,180,512 votes Each director election proposal

Key Terms

Annual Meeting of Shareholders, Named Executive Officers, independent registered public accounting firm, broker non-votes

4 terms

Annual Meeting of Shareholders financial

"The Annual Meeting of Shareholders of the Company was held on Wednesday, May 6, 2026"

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

Named Executive Officers financial

"advisory vote to approve the compensation of the Company’s Named Executive Officers"

Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.

independent registered public accounting firm financial

"ratify the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2026"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

broker non-votes financial

"Broker Non-Votes Teresa A. Canida | 41,365,541 | 712,900 | 42,971 | 8,180,512"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

Understanding 8-K Material Events →

05/07/2026 - 04:08 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 6, 2026

Kemper Corporation

(Exact name of registrant as specified in its charter)

Commission File Number: 001-18298



DE						95-4255452
(State or other jurisdiction of incorporation)						(IRS Employer Identification No.)

200 E. Randolph Street, Suite 3300, Chicago, IL 60601

(Address of principal executive offices, including zip code)

312-661-4600

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2.below):


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.10 per share	KMPR	NYSE
5.875% Fixed-Rate Reset Junior Subordinated Debentures due 2062	KMPB	NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


			Emerging Growth Company			☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition

period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of

the Exchange Act. ¨

Section 5 – Corporate Governance and Management


Item 5.07.			Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Shareholders of the Company was held on Wednesday, May 6, 2026 to vote on three (3) proposals, for which the final vote results are set forth below.

Proposal 1: Election of Directors.

Shareholders elected each of the nine (9) nominees named in the Proxy Statement for director. Vote results were as follows:


Nominees	For	Against	Abstain	Broker Non-Votes
Teresa A. Canida	41,365,541	712,900	42,971	8,180,512
George N. Cochran	41,130,901	913,521	58,990	8,180,512
Jason N. Gorevic	40,876,932	1,188,498	55,982	8,180,512
Lacy M. Johnson	41,246,673	824,987	49,752	8,180,512
Gerald Laderman	41,016,722	1,044,338	60,352	8,180,512
Suzet M. McKinney	41,213,787	869,762	37,863	8,180,512
Alberto J. Paracchini	41,513,259	562,662	45,491	8,180,512
Stuart B. Parker	41,221,863	843,276	56,273	8,180,512
Susan D. Whiting	40,994,745	1,078,947	47,720	8,180,512

Proposal 2: Advisory vote to approve the compensation of the Company’s Named Executive Officers.

A majority of shareholders voted, on an advisory basis, to approve the compensation of the Company’s Named Executive Officers. Vote results were as follows:


For	Against	Abstain	Broker Non-Votes
35,222,289	6,781,589	117,534	8,180,512

Proposal 3: Advisory vote to ratify the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2026.

A majority of shareholders voted, on an advisory basis, to ratify the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2026. Vote results were as follows:


For	Against	Abstain
49,580,186	669,337	52,401

Section 9 – Financial Statements and Exhibits


Item 9.01.			Financial Statements and Exhibits.

(d) Exhibits


Exhibit Number			Exhibit Description
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Kemper Corporation

Date:

May 7, 2026

/s/ Baird Allis

Baird Allis

Assistant Secretary

Source: View Original Filing on SEC EDGAR

FAQ

What did Kemper (KMPB) shareholders decide about the board of directors?

Shareholders elected all nine director nominees listed in the proxy statement. Each nominee received more than 40 million votes in favor, with relatively small against and abstain totals, and 8,180,512 broker non-votes recorded for each candidate.

How did Kemper (KMPB) shareholders vote on executive compensation in 2026?

Shareholders approved the compensation of Kemper’s named executive officers on an advisory basis. The vote totaled 35,222,289 for, 6,781,589 against and 117,534 abstentions, with 8,180,512 broker non-votes, indicating overall support for the company’s pay practices.

Which auditor did Kemper (KMPB) shareholders support for 2026?

Shareholders ratified Deloitte & Touche LLP as Kemper’s independent registered public accounting firm for 2026. The advisory vote was 49,580,186 for, 669,337 against and 52,401 abstentions, reflecting strong endorsement of Deloitte & Touche LLP as the external auditor.

Were any Kemper (KMPB) shareholder proposals rejected at the 2026 annual meeting?

All three proposals described were approved by shareholders. These included election of nine directors, an advisory vote approving named executive officer compensation, and an advisory vote ratifying Deloitte & Touche LLP as the company’s independent registered public accounting firm for 2026.

When and where was Kemper’s 2026 annual shareholder meeting held?

The annual meeting of shareholders was held on Wednesday, May 6, 2026. The company’s principal executive offices are located at 200 E. Randolph Street, Suite 3300, Chicago, Illinois 60601, though the filing does not detail the specific meeting format or location.

Filing Exhibits & Attachments

4 documents