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EX-99.1 - EXHIBIT 99.1 - HORACE MANN EDUCATORS CORP /DE/d262563dex991.htm









Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report:         November 28, 2011


(Exact name of registrant as specified in its charter)


Delaware   1-10890   37-0911756
(State of incorporation)   (Commission File Number)  

(I.R.S. Employer

Identification No.)

1 Horace Mann Plaza, Springfield, Illinois 62715-0001

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: 217-789-2500

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:

[   ] 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))





Item 5.04:     Temporary Suspension of Trading Under Registrant’s Employee Benefit Plans

On November 28, 2011, Horace Mann Educators Corporation (the “Company”) received a notice required by Section 101(i)(2)(E) of the Employee Retirement Income Security Act of 1974, as amended, regarding a blackout period, described below, under the Horace Mann Supplemental Retirement and Savings Plan (the “401(k) Plan”). The recordkeeper for the 401(k) Plan is being changed and the blackout period is necessary to facilitate this change. During the blackout period, 401(k) Plan participants and beneficiaries temporarily will be unable to (1) direct or diversify investments in their individual accounts or (2) obtain a distribution, withdrawal or loan from the 401(k) Plan. The blackout period is expected to begin on December 28, 2011 and is expected to end on or about January 8, 2012 (the “Blackout Period”). Notification of the Blackout Period was sent to all participants or beneficiaries under the 401(k) Plan on November 28, 2011.

Because the 401(k) Plan includes Company common stock as an investment option, on November 28, 2011, the Company sent a notice of the Blackout Period (the “Blackout Period Notice”) to its executive officers and directors in accordance with Section 306 of the Sarbanes-Oxley Act of 2002 and Section 104 of Regulation BTR of the Securities Exchange Act of 1934, informing them of the restrictions during the Blackout Period on purchasing and selling, or otherwise acquiring, disposing or transferring shares of the Company’s common stock (including derivative securities pertaining to such shares) that they acquire or have previously acquired in connection with their service or employment as a director or executive officer of the Company. A copy of the Blackout Period Notice is attached as Exhibit 99.1 and is incorporated by reference herein.

During the Blackout Period and for a period of two years after the ending date of the Blackout Period, Company stockholders, 401(k) Plan participants or beneficiaries, or other interested persons may obtain, without charge, information about the Blackout Period, including the actual beginning and ending dates of the Blackout Period, by contacting Ann M. Caparrós, General Counsel, Chief Compliance Officer and Corporate Secretary, in writing at Horace Mann Educators Corporation, 1 Horace Mann Plaza, Springfield, Illinois 62715-0001 or by telephone at 217-789-2500.


Item 9.01:     Financial Statements and Exhibits


  (d)     Exhibits.


  99.1     Notice of Blackout Period to Directors and Executive Officers of Horace Mann Educators Corporation.




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.


By:       /s/Bret A. Conklin            
  Name:   Bret A. Conklin  
  Title:   Senior Vice President & Controller  
    (Principal Accounting Officer)  

Date: November 29, 2011