Form 8-K - Current report

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): February 12, 2024

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)

(Former name or former address, if changed since last report)

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 5.02.			Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 12, 2024, Kemper Corporation (“Kemper” or the “Company”) announced that Bradley T. Camden, Senior Vice President, Interim Chief Financial Officer and Treasurer, has been named Executive Vice President and Chief Financial Officer of the Company, effective immediately. A copy of the press release announcing Mr. Camden’s promotion is filed herewith as Exhibit 99.1.

Mr. Camden, 45, has served as the Company’s Interim Chief Financial Officer since September 2023. Mr. Camden joined the Company in 2020 as Treasurer. Prior to joining the Company, Mr. Camden spent 15 years at Northern Trust Asset Management, where he served in a number of finance leadership roles.

Mr. Camden received an increase in his base salary to $575,000 and he will be eligible to participate in the Company’s short-term incentive compensation program for 2024 with an annual target award amount of seventy-five percent of annual base salary. In addition, Mr. Camden will participate in the Company’s long-term incentive compensation program with an annual target award amount of two hundred and twenty-five percent of annual base salary.

Mr. Camden has previously entered into an indemnification agreement and a change in control agreement with the Company, the forms of which have been filed as exhibits to the Company’s annual report filed with the SEC. There are no arrangements or understandings between Mr. Camden and any other persons pursuant to which he was selected as the Company’s principal financial officer. There are no family relationships between Mr. Camden and any director or executive officer of the Company. The Company has not entered into any transactions with Mr. Camden that would require disclosure pursuant to Item 404(a) of Regulation S-K.

Section 9 – Financial Statements and Exhibits


Item 9.01.			Financial Statements and Exhibits.

(d) Exhibits


Exhibit Number			Exhibit Description
99.1			Press release date February 12, 2024
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:

February 12, 2024

/s/ C. Thomas Evans, Jr.

C. Thomas Evans, Jr.

Executive Vice President, Secretary and General Counsel

Exhibit 99.1


			Kemper Corporation 200 East Randolph Street Suite 3300 Chicago, IL 60601 kemper.com



Press Release

Kemper Names Bradley T. Camden as Chief Financial Officer

CHICAGO, February 12, 2024 — Kemper Corporation (NYSE: KMPR) announced today that Bradley T. Camden has been named Executive Vice President and Chief Financial Officer, effective immediately. Camden, who has served as Interim CFO since September 2023, will report to Joseph P. Lacher, Jr., Kemper’s President, CEO and Chairman.

“Over the last several months, we conducted a thorough search for a new CFO, and Brad was clearly the strongest choice,” said Lacher. “Brad is a talented leader who is respected and well-regarded by our Board, shareholders and his colleagues. He’s done an excellent job as interim CFO over the last five months, and I have the utmost confidence in his abilities as we move forward. He brings deep financial leadership experience to the CFO role, has a strong background in building and leading high-performing teams, and is an excellent communicator. He will be an important contributor as we continue to execute on our strategic priorities.”

Camden joined Kemper in 2020 as Senior Vice President and Treasurer, and has since led many critical strategic initiatives as well as the company’s capital market management, and ALM and risk management initiatives. He is also a key leader on the company’s corporate development activities. Prior to Kemper, Camden spent 15 years at Northern Trust Asset Management, where he served in a number of finance leadership roles including Head of Long Duration Fixed Income, Head of Active and Quantitative Strategies, Director of Fixed Income Strategy, among others. He has a B.A. in economics from DePauw University and is a Chartered Financial Analyst (CFA).

"I'm honored to accept this opportunity to continue working with Joe and the incredible leadership team at Kemper, and play a meaningful role as we advance our growth and profitability goals,” said Camden. “A great many opportunities lie ahead for Kemper and I’m glad to be part of the journey.”

About Kemper

The Kemper family of companies is one of the nation's leading specialized insurers. With approximately $13 billion in assets, Kemper is improving the world of insurance by providing affordable and easy-to-use personalized solutions to individuals, families and businesses through its Kemper Auto and Kemper Life brands. Kemper serves over 4.9 million policies, is represented by 23,700 agents and brokers, and has 8,100 associates dedicated to meeting the ever-changing needs of its customers. Learn more about Kemper.

Contacts

News Media: Barbara Ciesemier, 312.661.4521, bciesemier@kemper.com

Investors: Michael Marinaccio, 312.661.4930, investors@kemper.com

Document and Entity Information	Feb. 12, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Feb. 12, 2024
Entity Registrant Name	Kemper Corporation
Entity Central Index Key	0000860748
Amendment Flag	false
Entity File Number	001-18298
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	95-4255452
Entity Address, Address Line One	200 E. Randolph Street
Entity Address, Address Line Two	Suite 3300
Entity Address, City or Town	Chicago
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60601
City Area Code	312
Local Phone Number	661-4600
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock
Cover [Abstract]
Title of 12(b) Security	Common Stock, par value $0.10 per share
Trading Symbol	KMPR
Security Exchange Name	NYSE
Entity Listings [Line Items]
Trading Symbol	KMPR
Security Exchange Name	NYSE
Title of 12(b) Security	Common Stock, par value $0.10 per share
5.875% Fixed-Rate Reset Junior Subordinated Debentures due 2062
Cover [Abstract]
Title of 12(b) Security	5.875% Fixed-Rate Reset Junior Subordinated Debentures due 2062
Trading Symbol	KMPB
Security Exchange Name	NYSE
Entity Listings [Line Items]
Trading Symbol	KMPB
Security Exchange Name	NYSE
Title of 12(b) Security	5.875% Fixed-Rate Reset Junior Subordinated Debentures due 2062