KMPR2015AnnualMeetingVoteTabulation8-K

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, 2015
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.)
One East Wacker Drive, 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))




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

The Annual Meeting of Shareholders of Kemper Corporation (the “Company”) was held on Wednesday, May 6, 2015 in Chicago, Illinois to vote on three proposals, for which the final voting results were as follows:

Proposal 1:    Election of Directors.

Shareholders elected each of the eight nominees for director:

Nominees
For
Against
Abstain
Broker
Non-Votes
James E. Annable
41,415,991
199,786
 
49,098
 
5,616,931
George N. Cochran
41,447,564
164,642
 
52,669
 
5,616,931
Kathleen M. Cronin
41,445,661
160,470
 
58,744
 
5,616,931
Douglas G. Geoga
41,354,831
260,783
 
49,261
 
5,616,931
Robert J. Joyce
41,437,346
163,192
 
64,337
 
5,616,931
Christopher B. Sarofim
41,354,594
249,981
 
60,300
 
5,616,931
Donald G. Southwell
40,826,354
788,355
 
50,166
 
5,616,931
David P. Storch
36,857,353
4,756,841
 
50,681
 
5,616,931

Proposal 2:
Advisory vote on ratification of selection of Deloitte & Touche LLP as independent registered public accountant for 2015.

Shareholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accountant for 2015:
For
Against
Abstain
Broker Non-Votes
46,929,397
235,367
117,042
-0-

Proposal 3:
Vote on ratification of the amendment to the Company’s bylaws to include an exclusive forum provision.

Shareholders ratified the amendment to the Company’s bylaws to include an exclusive forum provision:
For
Against
Abstain
Broker Non-Votes
35,908,850
5,483,227
272,798
5,616,931







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 8, 2015
 
 
/s/ Richard Roeske
 
 
 
 
Richard Roeske
 
 
 
 
Vice President and Chief Accounting Officer