HORACE MANN EDUCATORS CORP (HMN)
Sector: Financials
2026 Annual Meeting Analysis
HORACE MANN EDUCATORS CORP · Meeting: May 20, 2026
Directors FOR
9
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of Nine Directors
Bradley joined in 2021, HMN's 3-year TSR of +46.5% outperforms the peer median of +40.2% by +6.3pp, well below the 65pp threshold required to trigger an against vote, and all other policy screens (attendance, overboarding, independence, qualifications) pass.
Fetter joined in 2023 and has been on the board fewer than 24 months as of the meeting date, making him exempt from the TSR trigger under the new-director exemption; he brings relevant technology and cybersecurity expertise with no other policy flags.
Hines joined in 2018, HMN's 3-year TSR outperforms the peer median by +6.3pp, far below the 65pp trigger threshold, and he meets all attendance, independence, and qualification requirements.
Konen joined in 2019, the TSR gap versus peers is +6.3pp and does not approach the 65pp trigger threshold; he chairs the Compensation Committee, is independent, and has deep insurance industry expertise.
McClure joined in 2013, HMN's strong positive 3-year TSR and +6.3pp outperformance versus peers means the TSR trigger does not fire, and she passes all attendance, independence, and qualification screens.
Reece joined in 2016 and serves as independent Board Chair; HMN's peer-relative TSR is positive at +6.3pp, well below the 65pp trigger threshold, and he meets all other policy requirements.
Samuel joined in 2023 and has been on the board fewer than 24 months as of the meeting date, qualifying for the new-director exemption from the TSR trigger; she brings relevant expertise in the company's core education market.
Sarsynski joined in 2021, HMN's 3-year TSR outperforms the peer median by +6.3pp which does not trigger an against vote, and she passes all attendance, independence, and qualification screens.
Zuraitis is the CEO-director and joined in 2013; HMN's 3-year absolute TSR is strongly positive at +46.5% and outperforms the peer median by +6.3pp, which is far below the 65pp threshold needed to trigger an against vote for executive directors.
All nine directors receive a FOR vote. HMN's 3-year price return of +46.5% is strongly positive and outperforms the company-disclosed peer group median of +40.2% by +6.3pp — well below the 65pp underperformance threshold required to trigger against votes for a strong-positive-TSR company. Two directors (Fetter, Samuel) joined in 2023 and are exempt from the TSR trigger under the 24-month new-director exemption. No directors are overboarded, attendance exceeded 90% for all, and all independence and qualification screens pass.
Say on Pay
✓ FORCEO
Marita Zuraitis
Total Comp
$8,453,113
Prior Support
97.3%%
CEO total compensation of $8.45 million is within a reasonable range of market median for a CEO of a $1.8B multi-line insurance company per the company's own peer benchmarking, and the Compensation Committee did not increase CEO pay in 2025 despite strong performance. Pay mix is strongly performance-oriented — 85% of the CEO's target pay is variable, with 60% of the long-term incentive in performance stock awards tied to relative TSR and return on equity versus peers, satisfying the policy's 50-60% variable pay requirement. HMN's 3-year TSR of +46.5% outperforms the peer median of +40.2% by +6.3pp, meaning above-benchmark incentive payouts (the AIP paid out at 172.5% of target) are justified by shareholder-aligned outcomes; the prior year Say on Pay received 97.3% support, confirming shareholders endorse the structure.
Auditor Ratification
✓ FORAuditor
KPMG LLP
Tenure
N/A
Audit Fees
N/A
Non-Audit Fees
N/A
The proxy filing does not disclose a detailed auditor fee breakdown table or KPMG's tenure length in the extracted text provided, so neither the non-audit fee ratio trigger nor the tenure trigger can be confirmed; per policy, the tenure trigger requires confirmed data to fire so we default to FOR. KPMG is a Big 4 firm fully appropriate for HMN's $1.8B market cap, and no material restatements are disclosed.
Overall Assessment
This is a clean annual meeting ballot with three standard proposals and no stockholder proposals. All nine directors receive FOR votes due to positive peer-relative TSR performance, and the Say on Pay receives a FOR vote supported by a strong pay-for-performance structure, no CEO pay increase, and 97.3% prior-year shareholder approval; the auditor ratification also receives a FOR vote as KPMG is an appropriate Big 4 auditor for the company's size and no disqualifying fee or tenure data is confirmed in the filing.
Compensation Peer Group
12 companies disclosed in 2026 proxy filing