KMPR 10-K Annual Report Dec. 31, 2017 | Alphaminr

KMPR 10-K Fiscal year ended Dec. 31, 2017

KEMPER CORP
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1. Basis Of Presentation and Significant EstimatesNote 2. Summary Of Accounting Policies and Accounting ChangesNote 2. Summary Of Accounting Policies and Accounting Changes (continued)Note 3. Acquisition Of BusinessNote 3. Acquisition Of Business (continued)Note 4. InvestmentsNote 4. Investments (continued)Note 5. GoodwillNote 6. Property and Casualty Insurance ReservesNote 6. Property and Casualty Insurance Reserves (continued)Note 7. DebtNote 7. Debt (continued)Note 8. LeasesNote 8. Leases (continued)Note 9. Shareholders EquityNote 9. Shareholders Equity (continued)Note 10. Long-term Equity-based CompensationNote 10. Long-term Equity-based Compensation (continued)Note 11. Income From Continuing Operations Per Unrestricted ShareNote 12. Other Comprehensive Income (loss) and Accumulated Other Comprehensive IncomeNote 12. Other Comprehensive Income (loss) and Accumulated Other Comprehensive Income (continued)Note 13. Income From InvestmentsNote 13. Income From Investments (continued)Note 14. Insurance ExpensesNote 15. Income TaxesNote 15. Income Taxes (continued)Note 16. Pension BenefitsNote 16. Pension Benefits (continued)Note 17. Postretirement Benefits Other Than PensionsNote 17. Postretirement Benefits Other Than Pensions (continued)Note 18. Business SegmentsNote 18. Business Segments (continued)Note 19. Discontinued OperationsNote 19. Discontinued Operations (continued)Note 20. Catastrophe ReinsuranceNote 20. Catastrophe Reinsurance (continued)Note 21. Other ReinsuranceNote 22. Fair Value MeasurementsNote 22. Fair Value Measurements (continued)Note 23. ContingenciesNote 23. Contingencies (continued)Note 24. Related PartiesNote 25. Quarterly Financial Information (unaudited)Note 25. Quarterly Financial Information (unaudited) (continued)Note 26. Subsequent EventsItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Restated Certificate of Incorporation 8-K 001-18298 3.2 August 8, 2014 3.2 Amended and Restated Bylaws of Kemper Corporation 8-K 001-18298 3.3 August 8, 2014 4.1 Indenture, dated as of February 27, 2014, by and between Kemper Corporation and The Bank of New York Mellon Trust Company, N.A., as Trustee 8-K 001-18298 4.1 February 27, 2014 4.2 First Supplemental Indenture dated as of February 27, 2014, to the Indenture dated as of February 27, 2014, by and between Kemper and The Bank of New York Mellon Trust Company, N.A., as Trustee (including the form of 7.375% Subordinated Debentures due 2054). 8-K 001-18298 4.2 February 27, 2014 4.3 Second Supplemental Indenture, dated as of February 24, 2015, to the Indenture, dated as of February 27, 2014, between Kemper Corporation and The Bank of New York Mellon Trust Company, N.A., as Trustee (including the form of 4.350% Senior Notes due 2025) 8-K 001-18298 4.2 February 24, 2015 4.4 Form of Certificate Representing Shares of Kemper Corporation Common Stock 10-K 001-18298 4.6 February 12, 2016 10.1 Amended and Restated Credit Agreement, dated as of June 2, 2015, by and among Kemper, the lenders party thereto, JP Morgan Chase Bank, N.A., as administrative agent, swing line lender and issuing bank, and Wells Fargo Bank, National Association and Fifth Third Bank, as co-syndication agents 8-K 001-18298 10.1 June 8, 2015 10.2 Advances and Security Agreement and Addendum to Advances and Security Agreement, effective as of December 31, 2013, between Trinity Universal Insurance Company and the Federal Home Loan Bank of Dallas 10-K 001-18298 10.2 February 14, 2014 10.3 Advances, Collateral Pledge, and Security Agreement, dated as of March 18, 2014, between United Insurance Company of America and the Federal Home Loan Bank of Chicago 8-K 001-18298 10.1 March 21, 2014 10.4* Kemper Pension Equalization Plan, as amended and restated effective August 25, 2011, as amended by Amendment No. 2 effective September 16, 2013 10-K 001-18298 10.3 February 14, 2014 10.5* Kemper Supplemental Retirement Plan, as amended and restated effective September 22, 2016 10-K 001-18298 10.5 February 13, 2017 10.6* Kemper Non-Qualified Deferred Compensation Plan, as amended and restated effective March 16, 2016 10-Q 001-18298 10.3 May 5, 2016 10.7* Kemper 1995 Non-employee Director Stock Option Plan, as amended and restated effective February 3, 2009 10-K 001-18298 10.2 February 4, 2009 10.8* Form of Stock Option Agreement under the Kemper 1995 Non-employee Director Stock Option Plan, as of February 1, 2006 10-Q 001-18298 10.6 May 4, 2011 10.9* Form of Stock Option Agreement under the Kemper 1995 Non-employee Director Stock Option Plan, as of February 3, 2009 10-K 001-18298 10.7 February 4, 2009 10.10* Kemper 1997 Stock Option Plan, as amended and restated effective February 1, 2006 10-Q 001-18298 10.2 May 4, 2011 10.11* Form of Stock Option and SAR Agreement under the Kemper 1997 Stock Option Plan, as of February 1, 2006 10-Q 001-18298 10.8 May 4, 2011 10.12* Kemper 2002 Stock Option Plan, as amended and restated effective February 3, 2009 10-K 001-18298 10.4 February 4, 2009 10.13* Form of Stock Option and SAR Agreement under the Kemper 2002 Stock Option Plan, as of February 1, 2006 10-Q 001-18298 10.9 May 4, 2011 10.14* Form of Stock Option Agreement (including stock appreciation rights) under the Kemper 2002 Stock Option Plan, as of February 1, 2011 10-K 001-18298 10.9 February 3, 2011 10.15* Kemper 2011 Omnibus Equity Plan, as amended and restated effective October 30, 2013 10-Q 001-18298 10.1 October 31, 2013 10.16* Kemper 2011 Omnibus Equity Plan, as amended and restated effective February 8, 2017 10-K 001-18298 10.17 February 13, 2017 10.17* Form of Stock Option and SAR Agreement for Non-employee Directors under the Kemper 2011 Omnibus Equity Plan, as of August 25, 2011 10-K 001-18298 10.13 February 17, 2012 10.18* Form of Time-Vested Restricted Stock Award Agreement under the Kemper 2011 Omnibus Equity Plan, as of February 4, 2013 10-K 001-18298 10.24 February 15, 2013 10.19* Form of Stock Option and SAR Agreement for Non-employee Directors under the Kemper 2011 Omnibus Equity Plan, as of May 1, 2013 10-Q 001-18298 10.1 May 2, 2013 10.20* Form of Deferred Stock Unit Agreement for Non-employee Directors under the Kemper 2011 Omnibus Equity Plan, as of May 1, 2013 10-Q 001-18298 10.2 May 2, 2013 10.21* Form of Stock Option and SAR Agreement - Installment-Vesting form under the Kemper 2011 Omnibus Equity Plan, as of February 4, 2014 10-K 001-18298 10.24 February 14, 2014 10.22* Form of Stock Option and SAR Agreement - Cliff-Vesting Form under the Kemper 2011 Omnibus Equity Plan, as of February 4, 2014 10-K 001-18298 10.25 February 14, 2014 10.23* Form of Time-Vested Restricted Stock Unit Award Agreement - Installment-Vesting Form under the Kemper 2011 Omnibus Equity Plan, as of February 4, 2014 10-K 001-18298 10.26 February 14, 2014 10.24* Form of Time-Vested Restricted Stock Unit Award Agreement - Cliff- Vesting Form under the Kemper 2011 Omnibus Equity Plan, as of February 4, 2014 10-K 001-18298 10.27 February 14, 2014 10.25* Form of Performance-Based Restricted Stock Unit Award Agreement under the Kemper 2011 Omnibus Equity Plan, as of February 4, 2014 10-K 001-18298 10.28 February 14, 2014 10.26* Form of Performance-Based Restricted Stock Unit Award Agreement under the Kemper 2011 Omnibus Equity Plan, as of February 26, 2016 10-Q 001-18298 10.1 May 5, 2016 10.27* Form of Performance-Based Restricted Stock Unit Award Agreement (Relative TSR) under the Kemper 2011 Omnibus Equity Plan, as of February 7, 2017 10-K 001-18298 10.29 February 13, 2017 10.28* Form of Performance-Based Restricted Stock Unit Award Agreement (Adjusted ROE) under the Kemper 2011 Omnibus Equity Plan, as of February 7, 2017 10-K 001-18298 10.30 February 13, 2017 10.29* Form of Stock Option and SAR Agreement - Installment-Vesting form under the Kemper 2011 Omnibus Equity Plan, as of February 7, 2017 10-K 001-18298 10.31 February 13, 2017 10.30* Form of Time-Vested Restricted Stock Unit Award Agreement - Installment-Vesting Form under the Kemper 2011 Omnibus Equity Plan, as of February 7, 2017 10-K 001-18298 10.33 February 13, 2017 10.31* Form of Performance Share Unit Award Agreement (Adjusted ROE) under the Kemper 2011 Omnibus Equity Plan, as of October 31, 2017 10.32* Form of Performance Share Unit Award Agreement (Relative TSR) under the Kemper 2011 Omnibus Equity Plan, as of October 31, 2017 10.33* Form of Stock Option and SAR Agreement (Installment-Vesting) under the Kemper 2011 Omnibus Equity Plan, as of October 31, 2017 10.34* Form of Performance Share Unit Award Agreement (Adjusted ROE) under the Kemper 2011 Omnibus Equity Plan, as of February 6, 2018 10.35* Form of Performance Share Unit Award Agreement (Relative TSR) under the Kemper 2011 Omnibus Equity Plan, as of February 6, 2018 10.36* Form of Restricted Stock Unit Award Agreement (Cliff Vesting) under the Kemper 2011 Omnibus Equity Plan, as of February 6, 2018 10.37* Form of Restricted Stock Unit Award Agreement (Installment Vesting) under the Kemper 2011 Omnibus Equity Plan, as of February 6, 2018 10.38* Form of Non-Qualified Stock Option and SAR Award Agreement (Cliff Vesting) under the Kemper 2011 Omnibus Equity Plan, as of February 6, 2018 10.39* Form of Non-Qualified Stock Option and SAR Award Agreement (Installment Vesting) under the Kemper 2011 Omnibus Equity Plan, as of February 6, 2018 10.40* Kemper 2009 Performance Incentive Plan, as amended and restated effective February 4, 2014 10-K 001-18298 10.32 February 14, 2014 10.41* Form of Multi-Year Incentive Award Agreement under the Kemper 2009 Performance Incentive Plan, as of February 4, 2014 10-K 001-18298 10.34 February 14, 2014 10.42* Kemper Executive Performance Plan, effective February 4, 2014 10-K 001-18298 10.35 February 14, 2014 10.43* Kemper is a party to individual Indemnification and Expense Advancement Agreements with each of its directors, as amended and restated effective February 1, 2012 8-K 001-18298 10.25 February 6, 2012 10.44* Kemper is a party to individual severance agreements with the following executive officers: 10-K 001-18298 10.42 February 13, 2017 10.45* Separation Agreement, dated as of March 2, 2016, with Denise I. Lynch, former Vice President and Property & Casualty Group Executive of the Company 10-Q 001-18298 10.2 May 5, 2016 10.46* Letter with Frank J. Sodaro, former Chief Financial Officer, dated October 7, 2016, with Separation Agreement included as Exhibit B and subsequently executed by the parties without material revision as of January 13, 2017 10-Q 001-18298 10.1 November 3, 2016 12 Ratios of Earnings to Fixed Charges 21 Subsidiaries of Kemper Corporation 23 Consent of Deloitte& Touche LLP 31.1 Certification of Chief Executive Officer Pursuant to SEC Rule 13a-14(a) 31.2 Certification of Chief Financial Officer Pursuant to SEC Rule 13a-14(a) 32.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished pursuant to Item 601(b)(32) of Regulation S-K) 32.2 Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished pursuant to Item 601(b)(32) of Regulation S-K)