cno-20230510


Delaware	001-31792	75-3108137
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

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))

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, par value $0.01 per share

CNO

New York Stock Exchange

Rights to purchase Series E Junior Participating Preferred Stock

New York Stock Exchange

5.125% Subordinated Debentures due 2060

CNOpA

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company 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).

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. ☐

At the Annual Meeting of the shareholders of CNO Financial Group, Inc. (the "Company") on May 10, 2023 (the "Annual Meeting"), the Company's shareholders voted as follows on the matters presented for a vote:


Proposal 1:			The nominees for election to the Board of Directors were elected, each for a one-year term expiring at next year's annual meeting, based upon the following votes:


Name	For	Against	Abstain	Broker Non-Votes
Gary C. Bhojwani	103,389,536	651,345	100,170	3,815,106
Archie M. Brown	103,887,272	170,122	83,657	3,815,106
Stephen N. David	94,438,610	9,598,117	104,324	3,815,106
David B. Foss	101,672,954	2,364,634	103,463	3,815,106
Mary R. (Nina) Henderson	102,811,476	1,235,864	93,711	3,815,106
Adrianne B. Lee	103,882,439	167,772	90,840	3,815,106
Daniel R. Maurer	92,108,038	11,835,146	197,867	3,815,106
Chetlur S. Ragavan	103,393,775	634,627	112,649	3,815,106
Steven E. Shebik	103,520,035	518,518	102,498	3,815,106


Proposal 2:			The proposal to approve, by non-binding advisory vote, the executive compensation of the Company's named executive officers was approved based upon the following votes:


Proposal 3:			The proposal, by non-binding advisory vote, on the frequency of future and advisory votes on executive compensation was voted upon as follows:

In light of the voting results with respect to the frequency of shareholder votes on executive compensation, the Board has decided that the Company will hold an annual advisory vote on the compensation of named executive officers until the next required vote on the frequency of shareholder votes on the compensation of executives. The Company is required to hold votes on frequency at least once every six years.


Proposal 4:			The proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2023 was approved based upon the following votes:


Proposal 5:			The shareholder proposal to reduce the existing ownership threshold to request a special shareholders meeting was not approved based upon the following votes:

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.


	CNO Financial Group, Inc.

Date: May 10, 2023
	By:	/s/ John R. Kline
		John R. Kline
		Senior Vice President and Chief Accounting Officer


1 Year	2 Years	3 Years	Abstain	Broker Non-Votes
98,436,599	85,897	5,577,453	41,102	3,815,106


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


104			Cover Page Interactive Data File (embedded within the Inline XBRL document).


For	Against	Abstain
104,207,552	3,656,038	92,567


Item 9.01(d).			Financial Statements and Exhibits.