DEF 14A of Unum Group, Apr 9, 2026

DEF 14A of Unum Group

Filed Apr 9, 2026 · FY20250000005513-26-000026

Open on EDGAR

  1. Corporate Governance and Executive Compensation Practices

    | Executive Compensation Practices | | | | | ✓ | A pay-for-performance philosophy | ✓ | Double-trigger provisions for severance and accelerated vesting of equity awards | | ✓ | Annual say-on-pay votes | | | | | | ✓ | Clawback policies that meet NYSE requirements and also allow recoupment of time- and performance-based incentives in the event of misconduct outside the context of a financial restatement | | ✓ | Programs that mitigate undue risk taking in compensation | | | | ✓ | Independent compensation consultant to the Human Capital Committee | | | | | | ✓ | A balance of short- and long-term incentives | | ✓ | No golden parachute excise tax gross-ups | ✓ | Robust stock ownership and retention requirements | | ✓ | Limited perquisites | ✓ | Relevant peer groups for benchmarking compensation | | ✓ | No NEO employment agreements | ✓ | In-depth performance assessments of executives |

  2. Long-Term Care Performance

    Long-Term Care Performance The same discipline that allows our core franchise to be successful also benefits our long-term care (LTC) business. LTC is part of our Closed Block that consists of policies that we continue to service and support, but no longer actively market. We manage this block with a combination of rate increases, risk management, tailored investment strategy and ongoing monitoring of emerging experience to inform updates to our reserve liability assumptions and appropriate capital levels. In 2025, we completed an external reinsurance transaction that ceded roughly 20% of LTC reserves, coupled with an internal reinsurance action that reduced potential capital volatility. Combined, we reduced LTC reserves by more than $4 billion in total through these transactions. We also took actions to end new group LTC enrollments, implement rate increases, and enhance operational effectiveness that helped provide for the long-term stability of this block and promote transparency for our shareholders and customers.

  3. Long-Term Care Performance

    | UNUM GROUP | 10 | 2026 PROXY STATEMENT |

  4. Long-Term Care Performance

    As a workplace benefits leader, we provide a critical financial safety net for millions of people, a fact that drives us to deliver for those who count on us. Our focus on doing the right thing guides our approach to business, sustainability and social responsibility. Unum has a long tradition of engaging with shareholders, customers, employees, suppliers and communities in order to support our enterprise purpose, goals, strategy and values. The Governance Committee of the Board provides oversight and guides the company's sustainability strategy and initiatives. We continue to strengthen and mature our management and disclosure of sustainability matters, and to evaluate and address emerging risks and opportunities to our business. Our corporate strategy is supported by our sustainability strategic framework to create long-term value for key stakeholders. Using this framework, we identify and implement business strategies that include social, environmental, governance, and economic dimensions. By implementing business strategies that align impact and sustainability considerations with key economic drivers, we strive to create long-term value for investors and customers. This approach to evaluating and creating long-term value also helps to support and benefit the communities in which we operate. A more comprehensive discussion of our efforts and progress is published annually in our Impact and Sustainability Report, which is available at https://investors.unum.com. See page 50 for more information about Impact and Sustainability. Capital Generation for Shareholders We generate strong cash flow from our businesses through ongoing demand for our products and services, attractive margins in our core operations and disciplined growth. Our sustained performance in recent years has strengthened our capital position and enabled us to deploy capital in a number of ways. In 2025, we invested in our people, products and technology, including making two small acquisitions, to enhance the customer experience and position us for growth. We also remain committed to returning capital to shareholders over the long term through dividends and share repurchases. Our credit ratings are reflective of a strong balance sheet, favorable operating results, and a highly respected brand in the employee benefits market. Over the last three years, we received upgrades to our financial strength and debt ratings from three key credit agencies, a validation of our capital management and growth plans.

  5. Long-Term Care Performance

    | UNUM GROUP | 11 | 2026 PROXY STATEMENT |

  6. Long-Term Care Performance

    Total Shareholder Return We take a long view of our business, and that is reflected in total shareholder return (TSR). While TSR for 2025 trailed our peers, Unum's track record of financial performance and capital execution has delivered industry-leading returns over the long term. Our approach is rooted in consistent financial performance, a robust capital management plan and a clear growth strategy. With a compelling value proposition in the market, we experienced ongoing strength in customer retention and solid premium growth for 2025. A balanced product mix, disciplined pricing and effective expense management also supported our results and drove growing top-line momentum as the year progressed. While after-tax adjusted operating income(1) was below our expectations and impacted by benefits experience across multiple product lines, our business continues to generate substantial capital that provides financial flexibility to invest in growth initiatives and return capital to shareholders. In 2025, our TSR was approximately 9%, a result that outperformed our industry benchmark but trailed our Proxy Peer Group (see below) and the broader market. Consistent with our long-term view, however, Unum has been a leader in returning value to shareholders over longer periods, in part through steady growth in book value per share (excluding AOCI) and premium income, and increasing dividend payments and share repurchase activity. Macroeconomic factors, such as steady employment, wage growth and elevated interest rates, continue to be beneficial for our business. We believe our market-leading positions, history of consistent execution, steady demand, favorable business environment, capital strength, and funding of growth initiatives make Unum an excellent long-term investment.

  7. Long-Term Care Performance

    | TOTAL SHAREHOLDER RETURN | | | | CORE OPERATIONS PREMIUM GROWTH (Billions) | BOOK VALUE PER SHARE (Excl AOCI)(1) | | | 1 Year | 3 Year | 5 Year | | | | Unum | 8.6% | 105.2% | 298.5% | | | | Proxy Peer Group | 16.0% | 50.2% | 98.9% | | | | S&P Life & Health Index(2) | 5.9% | 33.3% | 101.0% | | | | S&P 500 | 17.9% | 86.1% | 96.2% | | |

  8. Long-Term Care Performance

    (2) S&P 500 Life & Health Insurance Sub Industry Index.

  9. Long-Term Care Performance

    | UNUM GROUP | 12 | 2026 PROXY STATEMENT |

  10. Long-Term Care Performance

    2025 CEO Compensation Summary Our approach to CEO compensation aligns directly with our overall executive compensation philosophy and structure as detailed in the Compensation Discussion and Analysis ("CD&A") section under Compensation Program Structure. Richard P. McKenney serves as President and CEO of the company. Mr. McKenney's targeted total direct compensation consists of base pay plus short- and long-term incentives that are tied directly to performance goals. This structure is designed to support the long-term successes of the company and the interests of our shareholders. Mr. McKenney is subject to robust stock ownership requirements, including a requirement that he own six times his annual base salary in stock. This helps to ensure that the long-term value of his compensation continues to directly align with shareholders. At the beginning of 2025, following discussion with Mr. McKenney, the Board approved his performance goals for the year, which included: •Business and financial objectives; •Strategic objectives; •Talent management initiatives; •Enhancing our culture and values at all levels; and •Operational effectiveness and efficiency targets. Following the conclusion of the year, the Human Capital Committee (as used in this 2025 CEO Compensation Summary, the "Committee") and the Board conducted a comprehensive assessment of Mr. McKenney's performance. Their review evaluated Mr. McKenney's progress against all established objectives, his professional and leadership attributes, and a self-assessment prepared by Mr. McKenney (see the "Individual Performance Evaluations" section of the CD&A). As outlined above, Unum continued to deliver for customers and created meaningful shareholder value. Thanks to strong premium growth driven by ongoing demand for Unum's products and services, the company is serving more customers than ever before. Rollout of digital capabilities helped elevate customer satisfaction among both policyholders and employer clients, leading to elevated customer retention levels. In evaluating Mr. McKenney's performance during 2025, the Committee and the Board specifically highlighted his leadership in: •Delivering bold strategic action and notable shareholder value while navigating a complex economic and operational environment; •Further strengthening the company's capital position and financial flexibility; •Refining the company's long-term strategy, with an emphasis on capital optimization, risk reduction and organizational transformation that addressed evolving enterprise priorities; •Overseeing the ongoing evolution of our digital footprint to better serve the needs of our customers and create meaningful competitive advantages; and •Cultivating a responsive and engaged workplace culture focused on delivering our purpose with integrity and accountability.

  11. Long-Term Care Performance

    | UNUM GROUP | 13 | 2026 PROXY STATEMENT |

  12. 2025 Compensation Decisions

    2025 Compensation Decisions The "CEO Compensation Summary" below illustrates how the Committee views its decisions concerning Mr. McKenney’s compensation for 2025, compared to his 2024 compensation. It differs from the information presented in the Summary Compensation Table (the "SCT") required by the Securities and Exchange Commission as follows: •The CEO Compensation Summary table treats long-term incentive (LTI) awards similar to how annual incentive awards are treated in the SCT (which are based on the performance year to which the award relates). Therefore, the value of the LTI award granted in March 2026 based on performance in 2025 is shown as 2025 compensation. In contrast, the SCT reflects the value of Mr. McKenney's restricted stock units (RSUs) in the year in which the RSUs are granted and performance-based cash incentive units (CIUs) in the year in which the CIUs vest; •The table below excludes the 2020 Success Incentive Plan grant, the final portion of which vested in 2025, since this was a one-time award granted six years ago and not viewed as part of annual compensation; and •The SCT includes amounts reported in the "Change in Pension Value & Non-Qualified Deferred Compensation Earnings" and "All Other Compensation" columns. Although regularly monitored by the Committee, these amounts were not considered when it made annual performance-based compensation determinations for 2025 and are therefore not included in the presentation below. The CEO Compensation Summary table is not intended as a substitute for the SCT, which is on page 92.

  13. 2025 Compensation Decisions

    | CEO COMPENSATION SUMMARY | | | | Component | 2024 Performance Year | 2025 Performance Year | | Base Salary | $1,100,000 | $1,135,000 | | Annual Incentive Payout | 2,956,251 | 2,154,995 | | Approved LTI Grant (1) | 11,287,500 | 11,300,000 | | Annual Compensation | $15,343,751 | $14,589,995 |

  14. 2025 Compensation Decisions

    (1)For 2024 performance, the LTI grant approved in 2025 was divided evenly between RSUs (50%) and CIUs (50%) and for 2025 performance, the LTI grant approved in 2026 was divided between RSUs (50%), CIUs (25%), and PSUs (25%).

  15. ANNUAL INCENTIVE

    ANNUAL INCENTIVE Mr. McKenney's 2025 annual incentive payout of $2,154,995 was calculated by applying the company performance achievement factor of 76.4% and a strategic objectives modifier of 100% to his target award (see "Annual Incentive Results" in the CD&A section). The strategic objectives modifier percentage was determined by the Committee based on its evaluation of Mr. McKenney's performance as highlighted above and on page 76. Mr. McKenney's 2025 annual incentive award is $801,256 less than his 2024 payout, driven by a lower year-over-year company achievement performance factor (76.4% compared to 100% in 2024) and slightly lower strategic objectives modifier (100% compared to 107.5% in 2024).

  16. LONG-TERM INCENTIVE GRANTED

    LONG-TERM INCENTIVE GRANTED After consideration of Mr. McKenney's strategic leadership and performance during 2025, as outlined above, the Committee applied a strategic objectives modifier of 100% to his 2025 LTI target, resulting in an LTI grant of $11,300,000. Mr. McKenney's award, which was granted in 2026, was delivered through 50% time-based restricted stock units (RSUs), 25% performance-based cash incentive units (CIUs), and 25% performance share units (PSUs). An overview of "2026 Long-Term Incentive Grants" can be found on page 67.

  17. LONG-TERM INCENTIVE GRANTED

    | UNUM GROUP | 14 | 2026 PROXY STATEMENT |

  18. CASH INCENTIVE UNIT VESTING

    CASH INCENTIVE UNIT VESTING Our LTI program is designed to align the interests of management and long-term shareholders. This impact can be seen in the CIUs granted in 2023 ("2023 CIUs"). Shareholder return measures of adjusted book value and dividend yield were achieved at 143.8% over the three-year performance period (2023 - 2025), with relative total shareholder return at the 100th percentile of the comparator group, resulting in a modifier of 1.2 for a final payout of 172.6% of target. Additional details can be found within the "Annual and Long-Term Incentive Programs" section beginning on page 68.

  19. CASH SUCCESS UNIT AND STOCK SUCCESS UNIT VESTING

    CASH SUCCESS UNIT AND STOCK SUCCESS UNIT VESTING In February 2026, the Committee reviewed and certified that the performance hurdles were met for the performance period of January 2021 – December 2025 for the 2020 Success Incentive Plan grant. Therefore, the final one-third of cash success units (CSUs) and stock success units (SSUs) vested and were distributed. Mr. McKenney had a total of 63,365 SSUs and related cash dividends as well as 1,666,000 CSUs that vested. Details about the vesting of these awards can be found on page 74.

  20. Director Nominee and Selection

    Director Nominee and Selection The Governance Committee is responsible for identifying and evaluating director candidates and recommending to the Board a slate of nominees for election at each Annual Meeting. The Governance Committee periodically engages a third-party search firm to assist with recruitment efforts. During these times, the firm has been asked to identify candidates who meet the criteria of our search, provide requested background and other relevant information regarding candidates, and coordinate arrangements for interviews as necessary. Nominees may also be suggested by directors, management, or shareholders. Ms. Matus is standing for election at the 2026 Annual Meeting for the first time and was presented to the Governance Committee through a third-party search firm. Shareholders may recommend director candidates for consideration by the Governance Committee by providing the same information that would be required to nominate a director candidate, as described on page 122 in the section titled "Shareholder proposals and nominations for our 2027 Annual Meeting". Submissions must be made in writing to the Corporate Secretary at Unum Group, 1 Fountain Square, Chattanooga, Tennessee 37402. The Governance Committee’s policy is to consider candidates recommended by shareholders in the same manner as other candidates.

  21. Director Nominee and Selection

    | UNUM GROUP | 20 | 2026 PROXY STATEMENT |

  22. Director Nominee and Selection

    Our corporate governance guidelines specify the following criteria to be considered in evaluating the candidacy of a prospective nominee: •Reputation for high ethical conduct, integrity, sound judgment, and accountability; •Current knowledge and experience in one or more key areas that will enable the Board as a whole to possess the core qualifications needed on the Board; •Commitment of sufficient time to the Board and its committees to fulfill the director's responsibility; •Collegial effectiveness; and •Diversity in the broadest sense of the term, including viewpoints, professional experience or other demographics. The core qualifications sought in any particular candidate depend on the current and future needs of the Board based on an assessment of the composition of the Board and the mix of qualifications and backgrounds currently represented. In addition, the Governance Committee considers other specific qualifications that may be desired or required of nominees, including their independence and ability to satisfy specific requirements for committees, and selects the candidates who it determines are best able to support the company's future success in the context of the Board as a whole. As part of the director selection and nomination process, the Governance Committee assesses the effectiveness of its Board membership criteria. In determining whether to recommend a director for re-election, the Governance Committee also considers the director’s ability to commit the time and attention appropriate for effective Board service; past attendance at meetings; contributions to the Board and committees on which the director serves; the knowledge, experience, skills, and background that the director brings to the Board relative to the Board’s needs and existing composition; and the results of the most recent Board, committee and individual director evaluations.

  23. Annual Election of Directors

    Annual Election of Directors Directors are elected each year at the Annual Meeting for a one-year term expiring at the next Annual Meeting. Directors hold office until their successors are elected, or until their earlier death, resignation, disqualification, or removal from office. Other than requiring retirement from the Board at the next Annual Meeting after a director reaches age 75, there are no term limits. However, the Governance Committee evaluates the qualifications and performance of each incumbent director before recommending the nomination of that director for an additional term.

  24. Majority Voting Standard

    | Director since 2019 Age: 66 at Annual Meeting INDEPENDENT DIRECTOR COMMITTEES Audit Risk and Finance (Chair) | Susan L. Cross Ms. Cross is the former Executive Vice President and Global Chief Actuary of XL Group Ltd (now AXA XL), a global insurance and reinsurance company. She previously held various chief actuarial positions for the operational segments of XL Group Ltd. Ms. Cross brings more than three decades of financial, actuarial, insurance and risk experience as a senior executive with an international company in a regulated industry. She is a director of another publicly traded company, and she also qualifies as an audit committee financial expert under SEC regulations. CAREER EXPERIENCE XL Group Ltd. Executive Vice President and Global Chief Actuary (2008–2018) Senior Vice President and Chief Actuary XL Group (2006–2008) XL Reinsurance (2000–2006) XL America (1999–2000) Significant consulting experience with Willis Towers Watson in the U.S. and Bermuda PUBLIC COMPANY BOARD EXPERIENCE SiriusPoint Ltd., since 2024 Prior board service: Enstar Group Limited (2020-2025) QUALIFICATIONS •Accounting/Auditing •Business Operations •Capital Management •Insurance/Financial Industry Experience •International •Other Recent Public Company Board Experience •Regulatory/Risk Management |

  25. Majority Voting Standard

    | Director since 2018 Age: 67 at Annual Meeting INDEPENDENT DIRECTOR COMMITTEES Governance Human Capital (Chair) | Susan D. DeVore Ms. DeVore served as the Chief Executive Officer of Premier, Inc., a leading health care improvement company. She previously served as President of Premier from 2013 to April 2019, and before that served as President and Chief Executive Officer for its predecessor company, Premier Healthcare Solutions, Inc. She also previously served as the Chief Operating Officer for a number of affiliated Premier entities. Prior to joining Premier, Ms. DeVore had two decades of finance, strategy and health care consulting experience. CAREER EXPERIENCE Premier, Inc. CEO (2013–May 2021) President (2013–April 2019) Premier Healthcare Solutions, Inc. President and CEO (2009–2013) COO (2006–2009) Significant consulting experience with Ernst & Young LLP, including service as a Partner, Executive Committee member and Senior Healthcare Industry Management Practice Leader PUBLIC COMPANY BOARD EXPERIENCE Solventum Corporation, since April 2024 Elevance Health, Inc., since 2021 Prior board service: Premier, Inc. (2013–2021) QUALIFICATIONS •Accounting/Auditing •Business Operations •Capital Management •CEO or CFO Experience •Corporate Governance Leadership •Other Recent Public Company Board Experience •Regulatory/Risk Management •Technology/Digital Transformation |

  26. Majority Voting Standard

    | Director since 2016 Age: 69 at Annual Meeting INDEPENDENT DIRECTOR COMMITTEES Governance Risk and Finance | Joseph J. Echevarria Mr. Echevarria retired as the Chief Executive Officer of Deloitte LLP, a global provider of professional services, where he previously held increasingly senior leadership positions. He is currently the President and CEO of the University of Miami, a private research university. He brings to the Board significant experience in finance, accounting, global operations, executive management and corporate governance. Mr. Echevarria has experience as a director at other publicly traded companies and is also a certified public accountant. CAREER EXPERIENCE University of Miami President (since 2024) CEO (since 2022) CEO of UHealth and EVP for Health Affairs (2021-2022) Deloitte LLP CEO (2011–2014) Various executive positions during his 36 years with Deloitte PUBLIC COMPANY BOARD EXPERIENCE The Bank of New York Mellon Corporation, since 2015 (Lead Director since September 2025; Non-Executive Chair from September 2019 through August 2025) Pfizer Inc., since 2015 Prior board service: Xerox Holdings Corporation (2017–2023) QUALIFICATIONS •Accounting/Auditing •Business Operations •Capital Management •CEO or CFO Experience •Corporate Governance Leadership •Insurance/Financial Industry Experience •International •Other Recent Public Company Board Experience •Regulatory/Risk Management |

  27. Majority Voting Standard

    | Director since 2014 Age: 70 at Annual Meeting INDEPENDENT DIRECTOR COMMITTEES Human Capital Regulatory Compliance (Chair) | Cynthia L. Egan Ms. Egan retired as the President of T. Rowe Price Retirement Plan Services, Inc., a subsidiary of the global investment management firm T. Rowe Price Group, Inc. Prior to that, she held various executive positions at Fidelity Investments. She has significant operational experience in delivering complex financial products and services on a large scale, and has used technology and process improvement to successfully lead businesses through growth and operational transitions. Ms. Egan's knowledge of the retirement industry gives her insight into the need for the financial protection benefits we provide. Ms. Egan also has experience operating in a regulated environment, serving as a director at other publicly traded companies, and with institutional and retail client services. CAREER EXPERIENCE U.S. Department of the Treasury Senior Advisor on the development of a Treasury-sponsored retirement savings program (2014–2015) T. Rowe Price Retirement Plan Services, Inc. President (2007–2012) Fidelity Investments Various leadership and executive positions, including President of the Fidelity Charitable Gift Fund (1989–2007) PUBLIC COMPANY BOARD EXPERIENCE BlackRock Fixed Income Fund Complex, since 2016 The Hanover Insurance Group, Inc., since 2015 (Chair since December 2020) Huntsman Corporation, since 2020 (Vice Chair and Lead Independent Director since January 2022) QUALIFICATIONS •Business Operations •Corporate Governance Leadership •Insurance/Financial Industry Experience •Investment Markets •Other Recent Public Company Board Experience •Regulatory/Risk Management •Technology/Digital Transformation |

  28. Majority Voting Standard

    | Director since 2008 Age: 69 at Annual Meeting INDEPENDENT DIRECTOR Chairman of the Board of Directors COMMITTEES Governance | Kevin T. Kabat Mr. Kabat is Chairman of Unum’s Board of Directors, and the retired Chief Executive Officer and Vice Chairman of Fifth Third Bancorp, a diversified financial services company. He also served in numerous executive positions with Fifth Third. He has executive leadership experience, extensive financial, operating and strategic planning expertise and understands the importance of risk management and the challenges of managing a business in a highly regulated industry. Mr. Kabat also has experience serving on boards of publicly traded companies. CAREER EXPERIENCE Fifth Third Bancorp CEO (2007–2015) President (2006–2012) Other executive roles, including with predecessor companies PUBLIC COMPANY BOARD EXPERIENCE Crown Castle Inc., since 2023 NiSource Inc., since 2015 (Chair since May 2019) Prior board service: AlTi Global, Inc. (Chair from January through August 2023); E*TRADE Financial Corporation (2016–2020, including Lead Independent Director from 2016–2020); Fifth Third Bancorp (2007–2016, including Executive Chairman from 2008–2010 and Executive Vice Chairman from 2012–2016) QUALIFICATIONS •Accounting/Auditing •Business Operations •Capital Management •CEO or CFO Experience •Corporate Governance Leadership •Insurance/Financial Industry Experience •Other Recent Public Company Board Experience •Regulatory/Risk Management |

  29. Majority Voting Standard

    | Director since 2012 Age: 64 at Annual Meeting INDEPENDENT DIRECTOR COMMITTEES Audit Risk and Finance | Timothy F. Keaney Mr. Keaney retired as the Vice Chairman of the Bank of New York Mellon Corporation, a global investments company, prior to which he held various executive positions within the organization. He possesses significant operational, investment and financial experience with a public company in a highly regulated industry, including lengthy periods of executive leadership service in the U.K. Mr. Keaney also qualifies as an audit committee financial expert under SEC regulations. CAREER EXPERIENCE The Bank of New York Mellon Corporation Vice Chairman (2010–2014) CEO, Investment Services (2013–2014) CEO and co-CEO, Asset Servicing (2007–2012) Other executive roles PUBLIC COMPANY BOARD EXPERIENCE AlTi Global, Inc., since 2023 (Chair since September 2023) QUALIFICATIONS •Accounting/Auditing •Business Operations •Capital Management •Corporate Governance Leadership •Insurance/Financial Industry Experience •International •Investment Markets •Other Recent Public Company Board Experience •Regulatory/Risk Management |

  30. Majority Voting Standard

    | Director since 2022 Age: 69 at Annual Meeting INDEPENDENT DIRECTOR COMMITTEES Audit Human Capital | Gale V. King Ms. King is the former Executive Vice President and Chief Administrative Officer for Nationwide Mutual Insurance Company, a leading diversified insurance and financial services company, where she previously served as Executive Vice President and Chief Human Resources Officer and held a variety of other senior roles during her 37-year tenure. She has significant executive management and operational leadership experience, human capital management expertise, and an extensive background in driving strategy, change initiatives, and succession plans. Ms. King also has experience serving on boards of publicly traded companies. CAREER EXPERIENCE Nationwide Mutual Insurance Company Executive Vice President and Chief Administrative Officer (2012–2021) Executive Vice President and Chief Human Resources Officer (2009–2012) Senior Vice President, Property & Casualty Human Resources (2003–2009) PUBLIC COMPANY BOARD EXPERIENCE AutoZone, Inc., since 2018 Prior board service: J.B. Hunt Transport Services, Inc. (2020–2023) QUALIFICATIONS •Business Operations •Corporate Governance Leadership •Insurance/Financial Industry Experience •Other Recent Public Company Board Experience •Regulatory/Risk Management •Technology/Digital Transformation |

  31. Majority Voting Standard

    | Director since 2023 Age: 60 at Annual Meeting INDEPENDENT DIRECTOR COMMITTEES Regulatory Compliance Risk and Finance | Mojgan M. Lefebvre Ms. Lefebvre has been Executive Vice President and Chief Technology & Operations Officer of the Travelers Companies, Inc., a property casualty insurer, since May 2019, having joined the company in September 2018 as Executive Vice President and Chief Information Officer, Enterprise Operations and eBusiness. At Travelers, she is responsible for the global technology and operations functions, including cloud technologies, cybersecurity, digital capabilities, data and analytics, customer service, and billing. From 2010 to 2018, Ms. Lefebvre served as Senior Vice President and Chief Information Officer for various business units at Liberty Mutual Insurance, including Commercial Markets, Global Specialty, and Global Risk Solutions. She held chief information officer positions from 2007 to 2010 at bioMerieux, a medical device company, and from 2004 to 2007 at TeleTech Holdings, a customer management solutions provider. Ms. Lefebvre also has prior experience as a strategy consultant at Bain & Company. CAREER EXPERIENCE The Travelers Companies, Inc. Executive Vice President and Chief Technology & Operations Officer (since 2019) Executive Vice President and Chief Information Officer, Enterprise Operations and eBusiness (2018-2019) Liberty Mutual Insurance Senior Vice President and Chief Information Officer for various business units (2010–2018) QUALIFICATIONS •Business Operations •Insurance/Financial Industry Experience •International •Regulatory/Risk Management •Technology/Digital Transformation |

  32. Majority Voting Standard

    | Director since 2015 Age: 57 at Annual Meeting DIRECTOR President and CEO | Richard P. McKenney Mr. McKenney is the President and Chief Executive Officer of Unum, previously having served as Executive Vice President and Chief Financial Officer. He has significant executive management, financial and insurance industry experience through his prior service as CFO of Unum and other public insurance companies, and through his current service as CEO. He has an intimate knowledge of all aspects of our business and industry, including operational, risk management and public policy, and close working relationships with senior management. Mr. McKenney also has experience serving on boards of publicly traded companies. CAREER EXPERIENCE Unum Group President and CEO (since 2015) Executive Vice President and CFO (2009–2015) Sun Life Financial, Inc. Executive Vice President and CFO (2007-2009) Executive Vice President (2006-2007) PUBLIC COMPANY BOARD EXPERIENCE U.S. Bancorp, since 2017 QUALIFICATIONS •Accounting/Auditing •Business Operations •Capital Management •CEO or CFO Experience •Corporate Governance Leadership •Insurance/Financial Industry Experience •International •Other Recent Public Company Board Experience •Regulatory/Risk Management |

  33. Majority Voting Standard

    | Director since 2015 Age: 69 at Annual Meeting INDEPENDENT DIRECTOR COMMITTEES Governance (Chair) Human Capital | Ronald P. O'Hanley Mr. O’Hanley is the Chairman, President and Chief Executive Officer of State Street Corporation, a provider of financial services to institutional investors worldwide, having previously served as the President and Chief Operating Officer. Prior to that he served as the President and CEO of State Street Global Advisors, the investment management arm of State Street Corporation. He has deep executive management and operational experience within the financial services industry, both domestically and internationally, as well as experience leading investment, financial and risk functions at large, global organizations. CAREER EXPERIENCE State Street Corporation Chairman (since 2020); President and CEO (since 2019) President and COO (2017–2018) Vice Chairman (during 2017) President and CEO, State Street Global Advisors (2015–2017) Fidelity Investments President of Asset Management and Corporate Services, and member of Executive Committee (2010–2014) Other senior leadership positions with The Bank of New York Mellon Corporation and McKinsey & Company, Inc. PUBLIC COMPANY BOARD EXPERIENCE State Street Corporation, since 2019 (Chairman since 2020) QUALIFICATIONS •Accounting/Auditing •Business Operations •Capital Management •CEO or CFO Experience •Corporate Governance Leadership •Insurance/Financial Industry Experience •International •Investment Markets •Other Recent Public Company Board Experience •Regulatory/Risk Management |

  34. Majority Voting Standard

    | Director since 2013 Age: 67 at Annual Meeting INDEPENDENT DIRECTOR COMMITTEES Audit (Chair) Regulatory Compliance | Theodore H. Bunting, Jr. Mr. Bunting retired as the Group President, Utility Operations of Entergy Corporation, an integrated energy company, where he previously served as Senior Vice President and Chief Accounting Officer. He has extensive financial, accounting and operational experience as a senior executive with a public company in a regulated industry. Mr. Bunting has experience as a director at other publicly traded companies, is a certified public accountant, and also qualifies as an audit committee financial expert under SEC regulations. CAREER EXPERIENCE Entergy Corporation Group President, Utility Operations (2012–2017) Sr. Vice President and Chief Accounting Officer (2007–2012) Numerous other executive roles (joined Entergy in 1983) PUBLIC COMPANY BOARD EXPERIENCE The Hanover Insurance Group, Inc., since 2020 NiSource Inc., since 2018 Prior board service: Infrastructure and Energy Alternatives, Inc. (2021-2022) QUALIFICATIONS •Accounting/Auditing •Business Operations •Capital Management •Other Recent Public Company Board Experience •Regulatory/Risk Management |

  35. Benchmarking

    Benchmarking With the assistance of its independent compensation consultant, Pay Governance LLC, the Committee reviews peer group data to understand market practices for director compensation. Our non-employee director compensation is compared to that of companies in two groups: (1) the Proxy Peer Group described beginning on page 82; and (2) a general industry sample, which consisted of 117 companies for the Committee review held in December 2025. The Committee believes the companies in the general industry sample provide an additional appropriate comparison given that their revenues are well aligned with those of the company (using most recently available published data as of December 2024): •Revenues ranging from $5.5 billion at the 25th percentile to $16.2 billion at the 75th percentile (compared to Unum revenues of $12.9 billion). The use of two groups provides an indication of director pay levels both within the insurance industry as well as the broader market from which we recruit experienced directors. The Committee uses the approximate median of these groups as a reference point for setting director compensation. The Committee's consultant provided its annual analysis of non-employee director compensation at the December 2025 Committee meeting and concluded that director compensation was below the Proxy Peer Group median. Based on this review, the Committee adopted the consultant's recommendation that the annual cash retainer be increased by $5,000 and the grant date fair value of the annual equity award be increased by $10,000. This is the first change to our non-employee director compensation program since May 2023. These changes will become effective in May 2026.

  36. Elements of Non-Employee Director Compensation

    Elements of Non-Employee Director Compensation Non-employee directors receive cash retainers and equity awards as outlined in the following table:

  37. Elements of Non-Employee Director Compensation

    | NON-EMPLOYEE DIRECTOR COMPENSATION | | | | | 2025 Pay ($) | 2026 Pay ($) | | All Directors | | | | Annual cash retainer | 125,000 | 130,000 | | Annual restricted stock unit award | 175,000 | 185,000 | | Committee Chairs | | | | Additional annual cash retainer | 25,000 | 25,000 | | Board Chairman | | | | Additional annual cash retainer (paid 50% in cash and 50% in equity) | 225,000 | 225,000 |

  38. Elements of Non-Employee Director Compensation

    For new Board members, these amounts are prorated for partial-year service based on the date of election to the Board. Amounts may be deferred at each director's election for payment in company common stock at a future date. Directors deferring cash compensation receive a number of deferred share rights equal to the number of whole shares of common stock that could be purchased for the deferred amount, based on the closing price of a share of common stock on the date the cash compensation would otherwise be payable.

  39. Elements of Non-Employee Director Compensation

    | UNUM GROUP | 36 | 2026 PROXY STATEMENT |

  40. Elements of Non-Employee Director Compensation

    Directors’ expenses for attending Board and committee meetings, or other meetings relating to company business, are paid by the company. Directors are also eligible to participate in our matching gifts program. Under this program, we match up to $10,000 each year for eligible gifts to nonprofit organizations. Directors can also elect to contribute to the Unum Political Action Committee (UnumPAC) through a deduction from their annual fees earned. For those who choose to contribute to the UnumPAC and utilize the matching contribution feature, the company will make a matching contribution to the qualifying charity of the Board member's choice up to the $10,000 matching gift limit. Mr. McKenney is employed by the company and receives no additional compensation for his Board service.

  41. 2025 Compensation

    2025 Compensation Our Board compensation year starts at each Annual Meeting and concludes on the next Annual Meeting. The annual Board and committee chair cash retainers and restricted stock unit awards are paid/granted annually in advance. The additional retainer for the Board Chairman is paid in the form of 50% cash and 50% restricted stock units. The following table provides details of the compensation of each person who served as a non-employee director during 2025.

  42. 2025 Compensation

    | NON-EMPLOYEE DIRECTOR COMPENSATION | | | | | | | Fees Earned or Paid in Cash(1) | Stock Awards(2) | All Other Compensation(3) | Total | | | ($) | ($) | ($) | ($) | | Theodore H. Bunting, Jr. (4) | 150,000 | 175,027 | 5,000 | 330,027 | | Susan L. Cross | 150,000 | 175,027 | 10,000 | 335,027 | | Susan D. DeVore | 150,000 | 175,027 | 10,000 | 335,027 | | Joseph J. Echevarria | 125,000 | 175,027 | — | 300,027 | | Cynthia L. Egan | 150,000 | 175,027 | 10,000 | 335,027 | | Kevin T. Kabat | 237,500 | 287,544 | — | 525,044 | | Timothy F. Keaney | 125,000 | 175,027 | 5,000 | 305,027 | | Gale V. King | 125,000 | 175,027 | 10,000 | 310,027 | | Mojgan M. Lefebvre | 125,000 | 175,027 | — | 300,027 | | Ronald P. O'Hanley | 150,006 | 175,027 | 10,000 | 335,033 | | Gloria C. Larson (5) (former director) | — | — | 5,000 | 5,000 |

  43. 2025 Compensation

    (1)Amounts represent retainers, including for service as Board Chairman and committee chairs, which were paid in 2025, either in cash or deferred shares, for 2025/2026 Board service. Board members were given the opportunity to contribute to the UnumPAC from their fees earned. If the Board member elected to make a UnumPAC contribution, it was deducted from their cash fees and the remainder was paid in cash or converted to deferred share rights, based on the Board member's election. For those who chose to contribute to the UnumPAC and utilize the matching contribution feature, the company would make a matching contribution to the qualifying charity of the Board member's choice up to the $10,000 matching gift limit. For those who elect to have their UnumPAC contribution matched, the match is made in the next calendar year (i.e., in 2025 for the 2024 contribution or in 2026 for the 2025 contribution). Mr. O'Hanley elected to defer his cash retainer, which was converted to deferred share rights with a value substantially equal to the amount reflected in the table. (2)On May 22, 2025, each non-employee director then serving was granted 2,198 restricted stock units (RSUs) under our 2022 Stock Incentive Plan. Mr. Kabat was granted an additional 1,413 RSUs for his service as Board Chairman. We account for stock-based payments under the requirements of Financial Accounting Standards Board (FASB) ASC Topic 718 "Compensation - Stock Compensation" (ASC 718). A complete discussion of the assumptions made as well as the financial impact of this type of compensation can be found in Notes 1 and 13 of the Consolidated Financial Statements in Part II, Item 8 of our Form 10-K for the year ending December 31, 2025.

  44. 2025 Compensation

    The following table provides details of the unvested RSUs held by each non-employee director as of December 31, 2025. Dividends on director RSUs are accrued in cash and paid at the same time that the underlying RSUs vest. Deferred share rights are fully vested and not reflected in the table below. Ms. Larson held no unvested equity awards as of December 31, 2025.

  45. 2025 Compensation

    | Director Name | Number of Restricted Stock Units Held at Fiscal Year End | Director Name | Number of Restricted Stock Units Held at Fiscal Year End | | Theodore H. Bunting, Jr. | 2,198 | Kevin T. Kabat | 3,611 | | Susan L. Cross | 2,198 | Timothy F. Keaney | 2,198 | | Susan D. DeVore | 2,198 | Gale V. King | 2,198 | | Joseph J. Echevarria | 2,198 | Mojgan M. Lefebvre | 2,198 | | Cynthia L. Egan | 2,198 | Ronald P. O'Hanley | 2,198 |

  46. Compensation Risk

    Compensation Risk Each year, the company’s Chief Risk Officer, in consultation with the Human Capital Committee, undertakes a risk assessment of our compensation programs and practices. This year’s process included the following steps: •Review of the overall design and philosophy of the company’s incentive compensation programs, including any proposed changes; •Receive reports from incentive program owners on risk assessment and management; •Review an assessment of the 2025 annual incentive program and long-term incentive program performance measures for alignment with actual business results; •Identification of fundamental principles to test, including the SEC’s non-exclusive list of situations where compensation programs may have the potential to raise material risks to the company; •Assess the incentive programs in light of the company’s primary risks (as disclosed in the company’s Form 10-K) and the company’s annual financial and capital plans; •Review reports to the Human Capital Committee regarding incentive compensation programs; and •Review and confirm the UK Chief Risk Officer’s and Poland Risk Manager’s remuneration risk assessments and individual sign-offs. Based on this assessment, the following conclusions were reached by the Chief Risk Officer and presented to the Human Capital Committee: •The company’s incentive program targets, thresholds, caps, metric weightings and payout curves are effective control mechanisms; •The incentive plans are balanced and align the long-term interests of stakeholders and management;

  47. Long-Term Care Performance

    Long-Term Care Performance The same discipline that allows our core franchise to be successful also benefits our long-term care (LTC) business. LTC is part of our Closed Block that consists of policies that we continue to service and support, but no longer actively market. We manage this block with a combination of rate increases, risk management, tailored investment strategy and ongoing monitoring of emerging experience to inform updates to our reserve liability assumptions and appropriate capital levels. In 2025, we completed an external reinsurance transaction that ceded roughly 20% of LTC reserves, coupled with an internal reinsurance action that reduced potential capital volatility. Combined, we reduced LTC reserves by more than $4 billion in total through these transactions. We also took actions to end new group LTC enrollments, implement rate increases, and enhance operational effectiveness that helped provide for the long-term stability of this block and promote transparency for our shareholders and customers.

  48. Long-Term Care Performance

    | UNUM GROUP | 61 | 2026 PROXY STATEMENT |

  49. Total Shareholder Return

    Total Shareholder Return We take a long view of our business, and that is reflected in total shareholder return (TSR). While TSR for 2025 trailed our peers, Unum's track record of financial performance and capital execution has delivered industry-leading returns over the long term. Our approach is rooted in consistent financial performance, a robust capital management plan and a clear growth strategy. With a compelling value proposition in the market, we experienced ongoing strength in customer retention and solid premium growth for 2025. A balanced product mix, disciplined pricing and effective expense management also supported our results and drove growing top-line momentum as the year progressed. While after-tax adjusted operating income(1) was below our expectations and impacted by benefits experience across multiple product lines, our business continues to generate substantial capital that provides financial flexibility to invest in growth initiatives and return capital to shareholders. In 2025, our TSR was approximately 9%, a result that outperformed our industry benchmark but trailed our Proxy Peer Group (see below) and the broader market. Consistent with our long-term view, however, Unum has been a leader in returning value to shareholders over longer periods, in part through steady growth in book value per share (excluding AOCI) and premium income, and increasing dividend payments and share repurchase activity. Macroeconomic factors, such as steady employment, wage growth and elevated interest rates, continue to be beneficial for our business. We believe our market-leading positions, history of consistent execution, steady demand, favorable business environment, capital strength, and funding of growth initiatives make Unum an excellent long-term investment.

  50. Total Shareholder Return

    The shareholders with whom we spoke generally had favorable comments about our compensation practices and programs, which is also evidenced by our most recent say-on-pay vote results (approximately 92% in 2025, 93% in 2024 and 94% in 2023). We also received positive feedback on other governance matters, which are detailed on page 7. Overall, shareholders appreciated the opportunity to engage in these discussions. We are committed to continuing our shareholder engagement efforts in the future. Compensation Program Structure Our executive compensation philosophy is to reward performance that helps us achieve our corporate objectives, increase shareholder returns, attract and retain talented individuals, and promote a culture of ownership and accountability in the company. We do this by: •Offering base salaries that reflect the competitive market as well as the roles, skills, abilities, experience, and performance of employees; •Providing incentive opportunities for all employees based on the achievement of corporate and individual performance goals; and •Aligning the interests of management and shareholders by offering long-term cash and equity awards that are performance-based and requiring senior officers to own and retain a specified value of shares. Our long-term incentive awards are granted in the current year based on performance over the prior year (i.e., awards granted in 2025 were based on 2024 performance; see the "Long-Term Incentive" section on page 72 for additional details).

  51. Elements of Pay

    | | BASE PAY | SHORT-TERM | LONG-TERM | | RETIREMENT & WORKPLACE BENEFITS | | | | ANNUAL INCENTIVE(1) | CIUs(1) | RSUs | | | Primary Purpose | Reflects the market for similar positions as well as individual skills, abilities & performance | Rewards short-term performance | Rewards long-term performance, aligns interests with stockholders & promotes a culture of ownership and accountability | | Addresses health, welfare & retirement needs | | Performance Period | N/A | 1 year | 3 years prospective | 1 year (vests over 3 years) | N/A | | Form | <--------------- Cash ---------------> | | | Equity | N/A | | Payment/Grant Date | Ongoing | <----- In March based on prior year performance -----> | | | Ongoing |

  52. Elements of Pay

    (1)For details on specific performance measures see "Annual and Long-Term Incentive Programs" below. Those pay elements that are "at risk," or contingent upon individual or corporate performance, are noted in the charts below. A substantial majority of our NEOs' targeted total direct compensation (fixed salary and variable annual and long-term incentive awards) is at risk. This design creates an incentive for achievement of performance goals (short- and long-term) and aligns the interests of our executives with those of our shareholders. In 2025, 93% of Mr. McKenney’s targeted total direct compensation was at risk. For the remaining NEOs, an average of 78% of their aggregate targeted total direct compensation was at risk.

  53. Base Salary, Annual and Long-Term Incentives

    Base Salary, Annual and Long-Term Incentives Salaries for our NEOs are established based on their position, skills, experience, responsibilities, and performance. Competitiveness of salary levels is assessed annually relative to the median of salaries in the marketplace using the benchmarking sources noted beginning on page 82 for similar executive positions. Adjustments may be considered for factors such as changes in responsibilities, individual performance, and/or changes in the competitive marketplace. Annual and long-term incentive targets are set based on consideration of each NEO’s current target, the median of the appropriate comparator group, and each NEO's target relative to the other NEOs given their respective levels of responsibility. For purposes of determining the amount of annual incentive and long-term incentive awards for our NEOs, the Committee establishes a target amount as a percentage of each executive’s salary, except that Mr. McKenney's long-term incentive target is set as an absolute dollar amount. At its February 2026 meeting, after consideration of company and individual performance during 2025, each executive's responsibilities and tenure, and market data, the Committee established our NEOs' base salaries and annual and long-term incentive targets for 2026 as outlined in each NEO's "Performance Assessment and Highlights" summary beginning on page 75. The Committee believes the 2026 compensation decisions position each NEOs' targeted total direct compensation within an appropriate range of the market median given the executive's performance and tenure in his or her current position.

  54. 2026 Long-Term Incentive Grants

    2026 Long-Term Incentive Grants In February 2026, the Committee approved the long-term incentive structure for 2026, which was designed to reinforce the company's pay‑for‑performance philosophy, emphasize long‑term value creation, and align executive interests with those of our shareholders. The 2026 structure increases the proportion of compensation delivered in equity, further strengthening the alignment between executives and long‑term shareholders. The 2026 long-term incentive granted to executives, including each of the NEOs, consists of the following mix of performance-based cash and equity along with RSUs: 1.50% RSUs, vesting ratably over three years; 2.25% performance share units (PSUs) with performance measured over a three-year period based on after-tax adjusted operating earnings per share CAGR over the performance period (weighted at 50%) and core operations premium income CAGR over the performance period (weighted at 50%), each as defined in the award agreements. After‑tax adjusted operating earnings per share is a key financial metric for Unum, reflecting the underlying performance of the business and serving as an indicator of the company’s ability to generate sustainable, long‑term value. Its inclusion as a key performance metric in both the short- and long‑term incentive programs underscores its importance to Unum’s strategy, financial strength, and long‑term shareholder value creation. Core operations premium income is a key measure of the strength and growth of Unum’s core businesses, demonstrating the company’s ability to attract and retain customers and generate the premium base necessary to support sustained profitability and long‑term shareholder value. The achievement on the performance goals will be modified (up to +/-20%) based on relative total shareholder return over the performance period; and

  55. 2026 Long-Term Incentive Grants

    | UNUM GROUP | 67 | 2026 PROXY STATEMENT |

  56. 2026 Long-Term Incentive Grants

    3.25% cash incentive units (CIUs) with the performance measured over a three-year period based on adjusted book value growth and cumulative dividend yield. For 2026, we have added targets for these value drivers. The achievement will be modified (up to +/-20%) based on relative total shareholder return over the performance period. Annual and Long-Term Incentive Programs

  57. 2025 Annual Incentive Plan

    2025 Annual Incentive Plan Subject to eligibility requirements, non-sales employees (including our NEOs) are eligible to earn an annual incentive award each year. Our annual incentive awards reward performance based on the achievement of the below company performance measures, which the Committee believes align compensation with the objectives of shareholders. The process for determining the 2025 annual incentive awards was as follows:

  58. 2025 Annual Incentive Plan

    | ($) | × | (%) | × | (%) | = | ($) | | 2025 Annual Incentive Target for NEOs | | 2025 Company Performance(1) | | Strategic Objectives Modifier | | 2025 Annual Incentive Award(2) |

  59. 2025 Annual Incentive Plan

    (1)The Committee determines the final percentage considering all performance measures, including, but not limited to, the quality of financial results. For details on adjustments for 2025, see discussion below. (2)The combined company performance and strategic objectives modifier factors cannot exceed 200% of the annual incentive target for NEOs. Our plan has objective performance targets which are used to determine overall company performance. Each company performance measure has been selected because the Committee believes it is an appropriate driver of long-term shareholder value:

  60. 2025 Annual Incentive Plan

    | Annual Incentive Performance Measure | Weighting | | Purpose | | After-Tax Adjusted Operating Earnings Per Share(1) | 50% | ⇒ | Measures profitability achievement | | Premium Income(2) | 20% | ⇒ | Measures growth and competitiveness of the business | | Sales | 10% | | | | Customer Experience(3) | 10% | ⇒ | Measures effective and efficient customer service | | Adjusted Other Operating Expense Ratio(1) | 10% | | |

  61. 2025 Annual Incentive Plan

    (1)After-tax adjusted operating earnings per share and adjusted other operating expense ratio are non-GAAP financial measures. Information about the non-GAAP financial measures used in this proxy statement is set forth in "A Note About Non-GAAP Financial Measures" on page 2. For a reconciliation of the most directly comparable GAAP financial measure to the non-GAAP financial measure, refer to "Appendix A" of this proxy statement. (2)Premium income is calculated for our core operations (Unum US, Unum International, and Colonial Life). (3)Customer experience is based on the quality of our customers' experiences (assessed via customer surveys) and includes measures focused on areas that impact customer loyalty and satisfaction. The Committee includes a strategic objectives modifier in the calculation of annual incentive payouts and long-term incentive grant values. The strategic objectives modifier provides for an adjustment to the payout opportunity based on an assessment of each NEO's performance in key focus areas including strategy, effective risk management, and talent initiatives, and is intended to incentivize our executives to place greater emphasis and attention on areas critical to the company. This aligns with our purpose-driven strategy that sharpens our focus on making targeted investments that will create great experiences and help our company grow. The combined performance and strategic objectives modifier factors cannot exceed 200% of the annual incentive target for NEOs. More details on how the strategic objectives modifier was applied can be found in the "Performance Assessment and Highlights" beginning on page 75.

  62. 2025 Annual Incentive Plan

    | UNUM GROUP | 69 | 2026 PROXY STATEMENT |

  63. Annual Incentive Results

    Annual Incentive Results

  64. Annual Incentive Results

    | 2025 Performance Measures | Component Weight | Threshold(1) | Target(1) | Maximum(1) | Result | | After-tax adjusted operating earnings per share(2) | 50% | $6.89 | $9.19 | $10.57 | $8.13 | | Premium income(3) | 20% | $8,544.4 | $10,052.2 | $12,062.6 | $10,005.4 | | Sales | 10% | $1,680.2 | $2,240.3 | $2,800.3 | $2,116.4 | | Customer experience(4) | 10% | 70.0% | 100.0% | 120.0% | 101.5% | | Adjusted other operating expense ratio(2) | 10% | 22.3% | 20.3% | 18.3% | 20.0% | | $ in millions, except per share data | | | | | |

  65. Annual Incentive Results

    (1)For each performance measure, there is no payout at or below the threshold. The payout is 200% for performance at or above the maximum. For performance between defined levels, the payout is interpolated on a straight-line basis. (2)After-tax adjusted operating earnings per share and adjusted other operating expense ratio are non-GAAP financial measures. Information about the non-GAAP financial measures used in this proxy statement is set forth in "A Note About Non-GAAP Financial Measures" on page 2. For a reconciliation of the most directly comparable GAAP financial measure to the non-GAAP financial measure, refer to "Appendix A" of this proxy statement. (3)Premium income is calculated for our core operations (Unum US, Unum International, and Colonial Life). (4)Customer experience is based on the quality of our customers' experiences (assessed via customer surveys) and includes measures focused on areas that impact customer loyalty and satisfaction.

  66. Annual Incentive Results

    | UNUM GROUP | 70 | 2026 PROXY STATEMENT |

  67. Annual Incentive Results

    As discussed above, the Committee applied the criteria and standards approved when it established the 2025 annual incentive targets to adjust annual incentive plan performance calculations for the impact of four items which were not included in the 2025 financial plan from which the targets were initially derived. •The effect of differences between actual debt issuances, repurchasing or retirement, stock repurchase or issuance and resulting interest expense and the amounts assumed in the financial plan (impact to earnings); •The effect of acquisitions, divestitures or block reinsurance transactions; •The effect of differences between actual foreign currency rates and exchange rates assumed in the financial plan; and •The effect of reserve assumption updates. Based on the adjustments described above, the calculated company performance achievement was 76.4% of the plan target. Each year, the Committee also undertakes an overall assessment of the results, maintaining the discretion to make final adjustments. Any adjustments by the Committee are based on a review of the actual achievement level for each performance measure compared to the annual incentive targets, as well as a qualitative assessment of the results. Based on this assessment, the Committee approved the Unum Group Annual Incentive Plan achievement level for 2025 for each of our NEOs at 76.4% of target, as shown below.

  68. Annual Incentive Results

    | Unum Group 2025 Annual Incentive Plan Achievement Level | 76.4% |

  69. Annual Incentive Results

    The annual incentive awards of all NEOs are based on Unum Group performance. A detailed explanation of each NEO's individual performance, including achievements toward strategic objectives during 2025, as well as a discussion of 2026 annual incentive targets, can be found in the "Performance Assessment and Highlights" section on page 75. The table below sets forth the target incentive opportunity and the actual annual incentive awards approved by the Committee for each NEO for 2025 performance.

  70. Annual Incentive Results

    | ANNUAL INCENTIVE PAID IN 2026 | | | | (for 2025 performance) | | | | | 2025 Annual Incentive Target(1) (%) | Base Salary Earnings ($) | Company Performance (%) | Strategic Objectives Modifier (%) | | Annual Incentive Paid ($) | | McKenney | 250%X | 1,128,270X | 76.4%X | 100.0% | = | 2,154,995 | | Zabel | 150%X | 740,385X | 76.4%X | 105.0% | = | 890,905 | | Pyne | 125%X | 650,000X | 76.4%X | 100.0% | = | 620,750 | | Anderson | 100%X | 402,115X | 76.4%X | 100.0% | = | 307,216 | | Iglesias | 100%X | 624,231X | 76.4%X | 100.0% | = | 476,912 | | (1) Annual incentive target is a percentage of base salary earnings in 2025. | | | | | | |

  71. Annual Incentive Results

    | UNUM GROUP | 71 | 2026 PROXY STATEMENT |

  72. Long-Term Incentive

    Long-Term Incentive Our long-term incentive plan aligns the long-term interests of management and shareholders by tying a substantial portion of executive compensation directly to the company’s stock price. Long-term incentive awards are granted in the year following the performance year that determines their size (i.e., the grant values of awards made in March of 2025 were based on the Committee's assessment of 2024 performance). Our long-term incentive award mix is based on a review of peer practices as well as what the Committee believes most appropriately retains and rewards our NEOs and ensures a significant portion of each executive’s compensation is tied to the increase of our stock price over the long-term. The mix of awards granted to each NEO (other than Ms. Anderson) in early 2025 was 50% restricted stock units (RSUs) and 50% cash incentive units (CIUs). The awards were granted under the 2022 Stock Incentive Plan. The total value of the long-term incentive award granted to each NEO (other than Ms. Anderson who joined the company in April 2025) was determined based on the NEO's long-term incentive target (a specified percentage of base salary for all NEOs except the CEO, whose target is set as a specific dollar amount), which was set by the Committee in early 2024 after considering market data from the appropriate comparator group (as described beginning on page 77 of our 2025 Proxy Statement) and the individual’s target relative to other NEOs given their respective levels of responsibility. In addition, the Committee applied a strategic objectives modifier based on an assessment of each NEO's performance in key focus areas including strategy, effective risk management, and talent initiatives. More details on how the strategic objectives modifier was applied can be found in the "Performance Assessment and Highlights" beginning on page 70 of our 2025 Proxy Statement. The RSUs vest annually based on each NEO’s continued service over a three-year period. The CIUs are subject to additional company performance and vest based on the growth results of critical, multi-year shareholder return measures of absolute adjusted book value growth and cumulative dividend yield, modified (up to +/- 20%) based on relative total shareholder return over the performance period as described below.

  73. Long-Term Incentive

    | ANNUAL LONG-TERM INCENTIVE GRANTED IN 2025 | | | | (for 2024 Performance) | | | Date | 2025 LTI Grant Amount(1) ($) | RSUs Granted (#) | CIUs Granted ($) | | McKenney(2) | March 1, 2025 | 11,287,500 | 68,584 | 5,643,750 | | Zabel(3) | March 1, 2025 | 2,502,500 | 15,205 | 1,251,250 | | Pyne(3) | March 1, 2025 | 1,421,875 | 8,639 | 710,938 | | Iglesias(3) | March 1, 2025 | 1,102,500 | 6,699 | 551,250 |

  74. Long-Term Incentive

    (1)The amount shown is the target grant date value of the long-term incentive award approved by the Committee. Half of the amount was then converted to the respective number of RSUs based on the closing stock price on the date of grant. The remaining half of the amount was granted in the form of CIUs, which are tracked and denominated in dollars. The amount included in the "Summary Compensation Table" was calculated using the closing stock price for RSUs, which was $82.29 on March 1, 2025. CIUs are reported in the "Summary Compensation Table" when vested. (2)After consideration of Mr. McKenney's performance in 2024, including delivering profitable growth and positioning the company for long-term sustainability, the Committee awarded Mr. McKenney a long-term incentive grant of $11,287,500. Details of Mr. McKenney's performance assessment and highlights are noted in the 2025 Proxy Statement on page 71. (3)The Committee provided above target long-term incentive grants in March 2025 to Messrs. Zabel and Pyne and Ms. Iglesias based on key aspects of their performance in 2024. Details of their performance assessments and highlights are noted in the 2025 Proxy Statement beginning on page 72. Ms. Anderson joined the company in April 2025 and received a long-term incentive grant of $1,750,000, which was intended to replace a portion of compensation forfeited upon her departure from her prior employer. In accordance with the "Equity Grant Practices" defined on page 84, Ms. Anderson was granted 22,601 RSUs under the 2022 Stock Incentive Plan on May 1, 2025. These RSUs vest in equal installments on the first three anniversaries of the grant date, subject to Ms. Anderson's employment through each vesting date. Commencing in 2026, Ms. Anderson is eligible to receive annual grants under our long-term incentive plan with the same components and on the same schedule as the other NEOs.

  75. Long-Term Incentive

    | UNUM GROUP | 72 | 2026 PROXY STATEMENT |

  76. Long-Term Incentive

    No stock is issued when RSUs are granted. Instead, company stock is issued only when the grant vests and is settled. In addition, there are no shareholder voting rights unless and until the award is settled in shares. During the vesting period, dividend equivalents will accrue and eventually settle in cash to the extent that the underlying RSUs vest. CIUs granted in 2025 are earned based on the growth results of critical, multi-year shareholder return measures of absolute adjusted book value growth and cumulative dividend yield. They are measured over a three-year performance period, and awards can be earned up to a maximum of 200% of the targeted CIU award value following completion of the performance period. As outlined in the award agreement, the calculation of adjusted book value is the total stockholders’ equity adjusted to exclude the value of accumulated other comprehensive income or loss; and further adjusted to exclude the impact of (i) changes in accounting policy or in legal or regulatory rules or laws; (ii) any acquisitions, divestitures or block reinsurance transactions; (iii) adjustments to the closed block of business; (iv) the effect of changes to strategic asset allocation; (v) debt issuance, repurchasing or retirement, or stock repurchase or issuance; (vi) fees or assessments, including tax assessments, from legislation enacted after the date hereof; (vii) reserve assumption updates; (viii) asset impairments, including, but not limited to, those related to premiums receivable, reinsurance recoverable, property and equipment, right-of-use assets, value of business acquired and goodwill; (ix) restructuring costs; and (x) the effect of a global pandemic or other economic or environmental pressures impacting results. The achievement will be modified (up to +/-20%) based on our total shareholder return (TSR) relative to the eight members of our "Performance Peer Group." The eight companies in the Performance Peer Group (Aflac, Globe Life, Lincoln Financial, MetLife, Principal Financial, Prudential Financial, The Hartford Insurance Group, and Voya Financial) were selected because they are considered to be direct business competitors of Unum and remain unchanged from the Performance Peer Group used for our 2023 and 2024 CIUs (see discussion in the "Compensation Benchmarking" section for the differences between our Proxy Peer Group and Performance Peer Group on page 82). We believe it is appropriate to modify these awards based on relative TSR performance, since Unum’s individual TSR performance directly affects the value realized by our shareholders. The relative TSR modifier is interpolated using a straight-line for performance between defined tiers. The illustration below outlines the three-year performance metrics established by the Committee for the CIU grants made in March 2025.

  77. Long-Term Incentive

    | UNUM GROUP | 73 | 2026 PROXY STATEMENT |

  78. Vesting of 2023 Cash Incentive Units (CIUs)

    Vesting of 2023 Cash Incentive Units (CIUs) A total of 50% of our NEOs' 2023 long-term incentive awards were in the form of CIUs, excluding Ms. Anderson, who was not employed by the company at the time of grant. These awards vested based on performance over a three-year performance period that ended on December 31, 2025. The CIU metrics directly reflect the creation of sustainable long‑term value for our shareholders and are designed to reinforce strong alignment between pay outcomes and shareholder interests. The table below provides an overview of the three-year goals for the 2023 CIU grant as well as their actual achievement levels.

  79. Vesting of 2023 Cash Incentive Units (CIUs)

    | 2023 CASH INCENTIVE UNIT AWARDS | | | Corporate Performance Metrics | Result | | 3-year Adjusted Book Value Ratio (2023-2025) | 129.0% | | Sum of 1 Plus Cumulative Dividend Yield (2023-2025) | 1.115 | | Relative Total Shareholder Return Modifier Percentile | 1.20 @ 100th | | Total 2023 CIU Achievement | 172.6% |

  80. Vesting of 2023 Cash Incentive Units (CIUs)

    Based on the above performance, and after taking into account the factors described below, in February 2026, the Committee certified a final payout of 172.6%, with business results achieved at 143.8% and relative TSR at the 100th percentile which resulted in a +20% adjustment. The values of vested CIUs are included in the "Summary Compensation Table" on page 92 (footnote 4 includes details for each of the NEOs). As outlined above, when calculating Adjusted Book Value, for the 2023 CIU grant, the Committee determined that certain items for fiscal years 2023 to 2025 would be excluded from the calculation. Applying the criteria and standards approved by the Committee, Adjusted Book Value is total stockholders' equity adjusted to exclude the value of accumulated other comprehensive income or loss; and was further adjusted to exclude the impact of: •Net realized investment loss and other impacts from reinsurance transactions; •Reserve assumption updates; •Cost related to early retirement of debt and stock repurchases; •The effect of COVID-19 impacts; •Cost related to divestiture of the stop loss block of business; •Settlement loss on U.S. pension plan annuity purchase; and •Asset impairments, including right-of-use and intangible assets.

  81. Vesting of 2020 Success Incentive Plan Awards

    Vesting of 2020 Success Incentive Plan Awards As described in the 2021 Proxy Statement, the 2020 Success Incentive Plan (SIP) was a grant under which 10 executives, including Messrs. McKenney, Zabel, and Pyne and Ms. Iglesias, received a one-time special performance grant. The SIP awards were designed to encourage the achievement of critical business outcomes and executive retention over the long term. The SIP awards include both cash success units (CSUs) and stock success units (SSUs). Subject to the executive's continued employment, one-third of SIP awards were eligible to vest after each of the one-, three- and five-year performance periods based on the company's achievement of three performance hurdles: (1)Maintaining average NAIC risk-based capital ratios of at least 325%, each measured at calendar quarter-ends over the applicable performance period;

  82. Vesting of 2020 Success Incentive Plan Awards

    | UNUM GROUP | 74 | 2026 PROXY STATEMENT |

  83. Vesting of 2020 Success Incentive Plan Awards

    (2)Maintaining average levels of holding company cash in excess of 1.0 times average annualized fixed costs (which includes dividends to shareholders and interest payments due on outstanding indebtedness), each measured at calendar quarter-ends over the applicable performance period; and (3)Achieving annual (or compounded annual) growth rates of 3% or more in adjusted book value (which excludes accumulated other comprehensive income or loss). In February 2026, the Committee reviewed and certified that each of these three performance hurdles were met for the performance period January 2021 - December 2025. Therefore, the final one-third of CSUs and SSUs vested and were distributed. The values of vested CSUs held by the NEOs are included in the "Summary Compensation Table" on page 92. Performance Assessment and Highlights The NEOs’ achievement levels, for purposes of the annual and long-term incentive awards granted in March 2026, were determined in part based on the strategic objectives modifier criteria in key focus areas including strategy, effective risk management, and talent initiatives. The NEO summaries below detail the Committee's decisions for each element of compensation and provide highlights of each executive's performance. These summaries include each NEO's annual compensation as well as their compensation targets for 2025 and 2026.

  84. Vesting of 2020 Success Incentive Plan Awards

    | UNUM GROUP | 75 | 2026 PROXY STATEMENT |

  85. Vesting of 2020 Success Incentive Plan Awards

    | | | RICHARD P. McKENNEY President, Chief Executive Officer and a Director In assessing Mr. McKenney's performance and determining his strategic objectives modifier for 2025, the Committee noted that he: •Delivered bold strategic action and notable shareholder value while navigating a complex economic and operational environment. Through Mr. McKenney’s leadership, the company took steps to reduce risk in the Closed Block, strengthen financial flexibility, enhance digital capabilities and sharpen market solutions. These actions further built shareholder value and position the company for future growth. •Strengthened Unum’s capital position and financial flexibility. With a focus on sustained financial performance, the company continued to generate substantial capital through ongoing operations. This capital generation model allowed for critical investments in the business and returned significant capital to shareholders through increased dividends and share repurchases. •Further refined the company’s long-term strategy, with an emphasis on capital optimization, risk reduction, and organizational transformation that addressed evolving enterprise priorities. Mr. McKenney added to the company’s already strong talent bench with the hiring of key senior leaders and reassignment of others into new roles that together better align resources with key customer outcomes. •Oversaw the ongoing evolution of our digital footprint to better serve the needs of our customers and create meaningful competitive advantages. The development and successful adoption of digital platforms for administration, enrollment and benefits has elevated the experience for employer clients and policyholders. Our growing digital solutions have further strengthened our reputation and brand with distribution partners, while an ongoing focus on continuous innovation positions the company for sustained market leadership. •Cultivated a responsive and engaged workplace culture focused on delivering our purpose with integrity and accountability. Mr. McKenney led the introduction of our refreshed corporate values with a strong customer mindset, empowered leaders to adopt new technologies that enhance productivity and elevate customer satisfaction, and leveraged the diversity of thought our people bring to making effective decisions. As outlined in the "Business and Performance Review" section, Unum generated meaningful shareholder value through consistent growth in premium income. The rollout of enhanced digital capabilities further strengthened customer satisfaction and improved overall service experience. The company also took significant steps during 2025 to strengthen its risk profile. Given these accomplishments and considerations, the Committee awarded Mr. McKenney an annual incentive award for 2025 of $2,154,995, which represents his target award multiplied by the final company achievement factor of 76.4% and a strategic objectives modifier of 100%. Additionally, they granted Mr. McKenney an LTI award of $11,300,000 in March 2026, which reflects his LTI target multiplied by the 100% strategic objectives modifier. Further, the Committee with its consultant, reviewed Mr. McKenney's total targeted compensation relative to proxy peers. After considering his experience, his performance in the CEO role, and the leadership that he has shown during his almost eleven years in the role, the Committee decided to keep Mr. McKenney's annual base salary at $1,135,000, and increase his annual incentive target and long-term incentive target from 250% to 260% and from $11,300,000 to $11,651,000 respectively. | | ACTUAL COMPENSATION(1) | | | | 2025 | | | | Base Earnings | $1,128,270 | | | AI | $2,154,995 | | | LTI | $11,300,000 | | | 2024 | | | | Base Earnings | $1,100,000 | | | AI | $2,956,251 | | | LTI | $11,287,500 | | | COMPENSATION TARGETS(2) | | | | 2026 | | | | Base Salary | $1,135,000 | | | AI Target | 260% | | | LTI Target | $11,651,000 | | | 2025 | | | | Base Salary | $1,135,000 | | | AI Target | 250% | | | LTI Target | $11,300,000 | |

  86. Vesting of 2020 Success Incentive Plan Awards

    (1) Annual incentive (AI) and long-term incentive (LTI) amounts are the decisions related to that performance year (e.g., annual and long-term incentive paid/granted in 2026 were determined based on 2025 performance and therefore are shown as 2025 compensation). For LTI, this presentation is different than amounts shown in the "Summary Compensation Table," which reports equity awards in the year granted and performance-based cash awards in the year vested. The above is not a replacement for the "Summary Compensation Table." (2) AI target is a percentage of base salary.

  87. Vesting of 2020 Success Incentive Plan Awards

    | UNUM GROUP | 76 | 2026 PROXY STATEMENT |

  88. Vesting of 2020 Success Incentive Plan Awards

    | | | STEVEN A. ZABEL Executive Vice President, Chief Financial Officer In assessing Mr. Zabel's performance and determining his strategic objectives modifier for 2025, the Committee noted that he: •Delivered strong financial leadership during a year of increased complexity. Through his efforts, the company maintained capital strength while effectively managing market volatility and competitive pressures. Key strategic actions led by Mr. Zabel reduced portfolio risk and enhanced enterprise resilience. •Took significant steps to strengthen the long-term stability of the Closed Block. Mr. Zabel led the execution of several noteworthy actions in our long-term care block, including the successful closing of a milestone insurance transaction and ending new group enrollments. These actions, along with ongoing active management of this block, enhanced predictability and removed market uncertainty. •Further strengthened the company’s capital position and effectively deployed capital to reinvest in growth and deliver enhanced value to shareholders. Through Mr. Zabel’s prudent and balanced approach, the company returned $1.3 billion to shareholders through dividends and share repurchases, both of which increased last year while maintaining ample financial flexibility. •Established a strong foundation for future growth by delivering on key initiatives. Mr. Zabel continued to fund priority investments to enhance our digital capabilities, championed organizational changes to better align resources with key customer outcomes and took actions toward long-term risk mitigation. •Continued to position the Finance organization as a key partner across the enterprise. Through enhanced sophistication of financial analysis and performance metrics, Mr. Zabel and his team have become trusted collaborators with business and operational leaders to better understand risks, drive greater productivity and deliver data-driven insights. The Committee approved Mr. Zabel's 2025 annual incentive of $890,905, which represents his target award multiplied by the final company achievement factor of 76.4%, with a strategic objectives modifier of 105% in recognition of Mr. Zabel's strong financial leadership including actions that strengthened capital and advanced key Closed Block initiatives. His effective execution of strategic priorities enhanced the company’s long‑term resilience and performance. Additionally, after considering the above accomplishments, he was granted a long-term incentive award of $2,559,375 in March 2026, which reflects his LTI target multiplied by the 105% strategic objectives modifier. After considering his performance and his positioning relative to the market, the Committee decided to increase Mr. Zabel's annual base salary by 2.0% to $765,000 as well as increase his annual incentive target and long-term incentive target opportunity for 2026 from 150% to 165% and from 325% to 350%, respectively. | | ACTUAL COMPENSATION(1) | | | | 2025 | | | | Base Earnings | $740,385 | | | AI | $890,905 | | | LTI | $2,559,375 | | | 2024 | | | | Base Earnings | $692,308 | | | AI | $1,142,308 | | | LTI | $2,502,500 | | | COMPENSATION TARGETS(2) | | | | 2026 | | | | Base Salary | $765,000 | | | AI Target | 165% | | | LTI Target | 350% | | | 2025 | | | | Base Salary | $750,000 | | | AI Target | 150% | | | LTI Target | 325% | |

  89. Vesting of 2020 Success Incentive Plan Awards

    (1) Annual incentive (AI) and long-term incentive (LTI) amounts are the decisions related to that performance year (e.g., annual and long-term incentive paid/granted in 2026 were determined based on 2025 performance and therefore are shown as 2025 compensation). For LTI, this presentation is different than amounts shown in the "Summary Compensation Table," which reports equity awards in the year granted and performance-based cash awards in the year vested. The above is not a replacement for the "Summary Compensation Table."

  90. Vesting of 2020 Success Incentive Plan Awards

    | UNUM GROUP | 77 | 2026 PROXY STATEMENT |

  91. Vesting of 2020 Success Incentive Plan Awards

    | | | CHRISTOPHER W. PYNE Executive Vice President, Group Benefits In assessing Mr. Pyne's performance and determining his strategic objectives modifier for 2025, the Committee noted that he: •Delivered strong premium growth in the company’s largest operating segment during a challenging business environment. Growing adoption of our digital capabilities allowed the company to achieve better than expected persistency and build sales momentum throughout the year. •Effectively integrated the company’s U.S. group and absence management operations to drive enhanced customer experience. Mr. Pyne’s leadership of our key employee benefit offerings for group clients streamlined our go-to-market strategy and provided greater insights into the needs of our employer customers. •Drove the implementation and adoption of key digital capabilities that elevated the experience for our customers and delivery partners. Investment in platforms such as Total Leave, Broker Connect, MyUnum, HR Connect and CareHub enable modern access to benefits, administration and quoting tools. •Has emerged as a strong leader across the enterprise and with key external constituents. Mr. Pyne exhibits strong strategic insight throughout Unum, builds key relationships to drive progress and develops top talent. His leadership in key industry organizations and representation of the company with regulators strengthens Unum’s reputation. •Achieved notable progress enhancing customer experiences across group offerings, particularly in absence management. Mr. Pyne effectively managed complexity while addressing key customer outcome needs to deliver a plan for service enhancements that will drive greater retention. Given these accomplishments, the Committee approved Mr. Pyne's 2025 annual incentive of $620,750, which represents his target award multiplied by the final company achievement factor of 76.4%, with an annual incentive strategic objectives modifier of 100% in recognition of Mr. Pyne's achievements. Additionally, after considering the above accomplishments, he was granted a long-term incentive award of $1,787,500 in March 2026, which reflects his LTI target multiplied by the 110% LTI strategic objectives modifier. Based on a review of Mr. Pyne's performance, as well as his competitive positioning relative to the market, the Committee decided to increase Mr. Pyne's annual base salary by 4.6% to $680,000 and his annual incentive target for 2026 from 125% to 140% and keep his long-term incentive target opportunity at 250%. | | ACTUAL COMPENSATION(1) | | | | 2025 | | | | Base Earnings | $650,000 | | | AI | $620,750 | | | LTI | $1,787,500 | | | 2024 | | | | Base Earnings | $595,192 | | | AI | $743,991 | | | LTI | $1,421,875 | | | COMPENSATION TARGETS(2) | | | | 2026 | | | | Base Salary | $680,000 | | | AI Target | 140% | | | LTI Target | 250% | | | 2025 | | | | Base Salary | $650,000 | | | AI Target | 125% | | | LTI Target | 250% | |

  92. Vesting of 2020 Success Incentive Plan Awards

    (1) Annual incentive (AI) and long-term incentive (LTI) amounts are the decisions related to that performance year (e.g., annual and long-term incentive paid/granted in 2026 were determined based on 2025 performance and therefore are shown as 2025 compensation). For LTI, this presentation is different than amounts shown in the "Summary Compensation Table," which reports equity awards in the year granted and performance-based cash awards in the year vested. The above is not a replacement for the "Summary Compensation Table."

  93. Vesting of 2020 Success Incentive Plan Awards

    | UNUM GROUP | 78 | 2026 PROXY STATEMENT |

  94. Vesting of 2020 Success Incentive Plan Awards

    | | | SHELIA D. ANDERSON Executive Vice President, Chief Information and Digital Officer In assessing Ms. Anderson's performance and determining her strategic objectives modifier for 2025, the Committee noted that she: •Drove key actions that strategically positioned the Digital Transformation Organization for future execution. Ms. Anderson quickly identified strategic priorities across Unum’s technology and data activities, providing the company with a clear foundation for long-term value creation. •Served as a key partner in organizational changes to better align Unum’s resources with key customer outcomes. Through her forward-looking vision for enterprise data, digital platforms and AI readiness, Ms. Anderson is well-positioned to enable this critical work. •Implemented a thoughtful and collaborative approach to learning Unum’s business and identifying both strengths and opportunities for the company in the digital space. The company has developed clear industry leadership with our digital capabilities and Ms. Anderson’s deep technology experience will be essential to continuing Unum’s digital evolution. •Strengthened Unum as a destination for top technology talent. In a highly competitive environment, Ms. Anderson has taken steps to enhance recruiting and retention efforts. She has engaged with key external stakeholders to elevate the importance of technology in the employee benefits industry and championed greater access to STEM curriculum for students from diverse backgrounds. •Fostered collaborative partnerships across the company to support the achievement of strategic objectives. Ms. Anderson expanded cross-functional collaboration and effectively aligned technology resources with business deliverables to promote greater execution and accountability. Based on the above accomplishments, the Committee approved Ms. Anderson's 2025 annual incentive of $307,216, which represents her target award multiplied by the final company achievement factor of 76.4%, with a strategic objectives modifier of 100% based on her performance. In addition, she was granted a long-term incentive award of $922,500 in March 2026, which reflects her LTI target multiplied by the 100% strategic objectives modifier. Based on a review of Ms. Anderson's performance, as well as her competitive positioning relative to the market, the Committee decided to keep her annual base salary and annual incentive target for 2026 at $615,000 and 100%, respectively, and increase her long-term incentive target opportunity from 150% to 160%. | | ACTUAL COMPENSATION(1)(2) | | | | 2025 | | | | Base Earnings | $402,115 | | | AI | $307,216 | | | LTI | $922,500 | | | Cash Sign-On Bonus | $300,000 | | | LTI Sign-On Grant | $1,750,000 | | | COMPENSATION TARGETS(3) | | | | 2026 | | | | Base Salary | $615,000 | | | AI Target | 100% | | | LTI Target | 160% | | | 2025 | | | | Base Salary | $615,000 | | | AI Target | 100% | | | LTI Target | 150% | |

  95. Vesting of 2020 Success Incentive Plan Awards

    (1) Ms. Anderson’s actual base salary and annual incentive for 2025 are reflective of her partial year of service. Annual incentive (AI) and long-term incentive (LTI) amounts are the decisions related to that performance year (e.g., annual and long-term incentive paid/granted in 2026 were determined based on 2025 performance and therefore are shown as 2025 compensation). For LTI, this presentation is different than amounts shown in the "Summary Compensation Table," which reports equity awards in the year granted and performance-based cash awards in the year vested. The above is not a replacement for the "Summary Compensation Table." (2) In connection with her appointment in April 2025, Ms. Anderson received a one‑time cash sign‑on bonus and a one-time sign-on grant of restricted stock units (RSUs) intended to replace a portion of compensation forfeited upon her departure from her prior employer. The RSUs vest in equal installments on the first three anniversaries of the grant date.

  96. Vesting of 2020 Success Incentive Plan Awards

    | UNUM GROUP | 79 | 2026 PROXY STATEMENT |

  97. Vesting of 2020 Success Incentive Plan Awards

    | | | LISA G. IGLESIAS Executive Vice President, General Counsel In assessing Ms. Iglesias' performance and determining her strategic objectives modifier for 2025, the Committee noted that she: •Demonstrated strong strategic leadership and judgment across a range of responsibilities. During a challenging year, Ms. Iglesias delivered effective oversight across legal, regulatory and compliance activities, anticipating and managing emerging risks and providing guidance on critical issues such as paid family leave, long-term care and emerging industry challenges. •Championed a strong corporate culture of ethical conduct that resulted in Unum being recognized for the sixth consecutive year as among the World’s Most Ethical Companies by Ethisphere. Her transparent and principled leadership style in complex matters fostered trust across the enterprise, and her commitment to advocacy of our values has set the standard for our employees. •Effectively navigated an evolving regulatory environment, particularly related to sustainability issues. Ms. Iglesias and her team provided ongoing counsel to business leaders on remaining aligned with our values and leveraging sustainability transparency to further Unum’s strategic goals. •Led the company’s corporate governance efforts that continue to position Unum as a trusted and values-driven organization. Ms. Iglesias balanced business enablement with prudent risk oversight, an approach that reinforced credibility with regulators and stakeholders. •Cultivated a deep talent pipeline across her areas of accountability and throughout Unum. Ms. Iglesias’ commitment to employee and leadership development provides ongoing value to the company’s succession planning efforts. Given these accomplishments, the Committee approved Ms. Iglesias' 2025 annual incentive of $476,912, which represents her target award multiplied by the final company achievement factor of 76.4%, with a strategic objectives modifier of 100% based on her performance. Additionally, she was granted a long-term incentive award of $1,102,500 in March 2026, which reflects her LTI target multiplied by the 100% strategic objectives modifier. Based on a review of Ms. Iglesias' performance, as well as her competitive positioning relative to the market, the Committee decided to keep her annual base salary and annual incentive target for 2026 at $630,000 and 100%, respectively, and increase her long-term incentive target opportunity from 175% to 185%. | | ACTUAL COMPENSATION(1) | | | | 2025 | | | | Base Earnings | $624,231 | | | AI | $476,912 | | | LTI | $1,102,500 | | | 2024 | | | | Base Earnings | $593,269 | | | AI | $622,933 | | | LTI | $1,102,500 | | | COMPENSATION TARGETS(2) | | | | 2026 | | | | Base Salary | $630,000 | | | AI Target | 100% | | | LTI Target | 185% | | | 2025 | | | | Base Salary | $630,000 | | | AI Target | 100% | | | LTI Target | 175% | |

  98. Vesting of 2020 Success Incentive Plan Awards

    (1) Annual incentive (AI) and long-term incentive (LTI) amounts are the decisions related to that performance year (e.g., annual and long-term incentive paid/granted in 2026 were determined based on 2025 performance and therefore are shown as 2025 compensation). For LTI, this presentation is different than amounts shown in the "Summary Compensation Table," which reports equity awards in the year granted and performance-based cash awards in the year vested. The above is not a replacement for the "Summary Compensation Table."

  99. Vesting of 2020 Success Incentive Plan Awards

    | UNUM GROUP | 80 | 2026 PROXY STATEMENT |

  100. Vesting of 2020 Success Incentive Plan Awards

    Roles of the Committee, Chief Executive Officer and Consultant The Committee, CEO, and compensation consultant each have important roles in our compensation program. The Committee, with input from the CEO and compensation consultant, has the final authority to: •Evaluate, design, and administer a compensation program for our executive officers that appropriately links pay, company and individual performance, and the creation of shareholder value; •Establish performance goals and certify whether they have been attained; •Review the performance of the CEO, with input from the full Board, and determine his compensation; and •Determine the compensation of the other NEOs. The CEO provides to the Committee: •A self-assessment outlining his own performance for the year; •His perspective on the business environment and the company’s performance; and •Performance assessments and compensation recommendations for executives who report directly to him, which, for 2025, included each of the NEOs. The CEO does not participate in any decisions related to his own compensation. Pay Governance LLC, as independent compensation consultant to the Committee, provides objective, expert analyses, independent advice, and comparative data on executive and director compensation. Pay Governance reports directly to the Committee, which is responsible for the appointment, compensation, retention, and oversight of the work performed by the compensation consultant. A senior representative of the compensation consultant generally attends Committee meetings, participates in executive sessions of the Committee without management present, and communicates directly with Committee members outside of meetings. The Committee has adopted a policy requiring its compensation consultant to be independent, consistent with NYSE listing standards and SEC rules. During 2025, the Committee completed its annual assessment of the independence of Pay Governance, taking into account the following factors: •Compliance with the Committee’s independence policy; •Other services, if any, provided to the company by the consultant; •The amount of fees paid by the company to the consultant as a percentage of the consultant’s total revenues; •Any business or personal relationships between the consultant (including its representatives) and the company’s directors or senior officers; and •The policies and procedures the consultant has in place to prevent conflicts of interest, which include a prohibition against stock ownership in the company. Pay Governance has attested to its independence and does not provide any services to the company other than those related to director and executive compensation consulting. Fees paid to Pay Governance for such services provided in 2025 totaled $145,747. Based on its assessment, the Committee concluded that Pay Governance is independent under the Committee’s policy and that Pay Governance's work does not give rise to any conflicts of interest. The company’s finance (including the Chief Financial Officer (CFO)), human resources, and legal staff support the Committee in its work, interacting with Pay Governance only when doing so on behalf of the Committee or concerning proposals the Committee will review for approval. Employees from these departments discuss various executive compensation topics with the Committee and Pay Governance, including how compensation plans fit in with other programs and business objectives. Although these employees may make recommendations, the authority to make final decisions on all executive compensation matters rests solely with the Committee.

  101. Vesting of 2020 Success Incentive Plan Awards

    | UNUM GROUP | 81 | 2026 PROXY STATEMENT |

  102. Compensation Benchmarking

    Compensation Benchmarking The Committee compares the compensation of our NEOs to the median pay of executives in similar positions at industry companies. By generally targeting each pay element to the approximate median of the applicable comparator group (as described below), we ensure the balance among the elements is competitive, while at the same time allowing company and individual performance to determine a majority of the compensation received by our NEOs. Overall, these benchmarking comparisons are used as points of reference and are secondary to the primary factors considered by the Committee when making compensation decisions. The primary factors are company performance, individual performance, the executive’s level of responsibility and tenure, internal equity considerations, the creation of shareholder value, our executive compensation philosophy, and the results of the most recent shareholder say-on-pay vote and other feedback received from engagement with shareholders. The two sources used by the Committee for benchmarking executive compensation are: •For CEO and CFO compensation, a proxy peer group comprising insurance and financial services companies that are either our business competitors or primary competitors for talent (the "Proxy Peer Group"). The Proxy Peer Group is also a reference for our compensation programs and practices. The composition of the Proxy Peer Group is determined by the Committee and reviewed annually as outlined below; and •For the compensation of our other NEOs, the Willis Towers Watson Diversified Insurance Study of Executive Compensation (the "Diversified Insurance Study"). This source is used because responsibilities of our other NEOs may not be directly comparable with those of named executives at other companies in the Proxy Peer Group. In addition to benchmarking executive compensation, the Committee uses a subset of the Proxy Peer Group (which we refer to as the "Performance Peer Group") for purposes of measuring relative total shareholder return (TSR) for our cash incentive unit (CIU) awards and, commencing with 2026 awards, our performance share unit (PSU) awards. This subset is selected because these companies are considered to be direct business competitors of Unum. The Committee evaluates the composition of the Proxy Peer Group every year. Peer companies are determined based on five primary criteria (life and health GICS code; reasonable range of: assets, revenues, and market capitalization; and competition with Unum for talent and/or market share). Based on the most recent peer review in August 2025, on average, the companies in the Proxy Peer Group met three of the five criteria. Overall, Unum is at approximately 78% of the revenue median (as of the 12 months ended March 31, 2025). Additionally, 10 of the 12 peers (83%) selected Unum as a peer for compensation benchmarking purposes in their 2025 proxy statements. During its annual Proxy Peer Group analysis in August 2025, the Committee with its consultant, Pay Governance, considered other insurance and financial services companies and determined that, based on the criteria described above, no companies should be removed and no additional companies were appropriate for inclusion in the Proxy Peer Group at the time. Annual sensitivity tests are performed to understand the impact of both larger and smaller peers on median CEO compensation levels. For the tests conducted in 2025, excluding the two smallest and two largest peers for testing purposes had no impact on CEO targeted total direct compensation. An additional sensitivity test was conducted using a common statistical approach known as regression analysis. Regression analysis considers the correlation between two factors and is commonly used to adjust compensation data to remove the effects of company size. The regression analysis considered the correlation between revenue and compensation. Based on these tests, the Committee determined that the Proxy Peer Group is appropriate.

  103. Compensation Benchmarking

    | UNUM GROUP | 82 | 2026 PROXY STATEMENT |

  104. Compensation Benchmarking

    The following table lists the companies in the Diversified Insurance Study (DIS), Performance Peer Group and Proxy Peer Group.

  105. BENCHMARKING EXECUTIVE COMPENSATION

    BENCHMARKING EXECUTIVE COMPENSATION

  106. BENCHMARKING EXECUTIVE COMPENSATION

    | | | | | Proxy Peer Group Indicators | | | | | | | DIS Survey Participant(1) | Perf. Peer Group(2) | 2025 Proxy Peer Group(3) | Life & Health GICS | 0.4x to 2.5x Unum Revenues | 0.4x to 2.5x Unum Assets | 0.5x to 5.0x Unum Market Capitalization | List Unum as a Peer | | Aflac | ● | ● | ● | ● | ● | ● | ● | ● | | AIG | ● | | | | | | | | | Allianz Life Insurance | ● | | | | | | | | | Allstate | ● | | | | | | | | | Brighthouse Financial | ● | | ● | ● | ● | | | ● | | Cigna | ● | | | | | | | | | CNO Financial Group | ● | | ● | ● | | ● | | ● | | Corebridge Financial | ● | | | | | | | | | Equitable Holdings | ● | | ● | | ● | | ● | ● | | Genworth Financial | ● | | | | | | | | | Globe Life | | ● | ● | ● | ● | ● | ● | ● | | Guardian Life | ● | | | | | | | | | John Hancock | ● | | | | | | | | | Lincoln Financial Group Corporation | ● | ● | ● | ● | ● | | ● | ● | | Massachusetts Mutual | ● | | | | | | | | | MetLife | ● | ● | ● | ● | | | | | | Nationwide | ● | | | | | | | | | New York Life | ● | | | | | | | | | Northwestern Mutual | ● | | | | | | | | | OneAmerica Financial Partners | ● | | | | | | | | | Pacific Life | ● | | | | | | | | | Principal Financial Group | ● | ● | ● | ● | ● | | ● | ● | | Protective Life | ● | | | | | | | | | Prudential Financial | ● | ● | ● | ● | | | ● | | | Reinsurance Group of America | | | ● | | ● | ● | ● | ● | | Securian Financial Group | ● | | | | | | | | | Standard Insurance | ● | | | | | | | | | Sun Life Financial | ● | | | | | | | | | Symetra Financial | ● | | | | | | | | | The Hartford Insurance Group | ● | ● | ● | | ● | ● | ● | ● | | Thrivent Financial | ● | | | | | | | | | Transamerica | ● | | | | | | | | | USAA | ● | | | | | | | | | Voya Financial Services | ● | ● | ● | | ● | | ● | ● |

  107. BENCHMARKING EXECUTIVE COMPENSATION

    | UNUM GROUP | 83 | 2026 PROXY STATEMENT |

  108. BENCHMARKING EXECUTIVE COMPENSATION

    (1)For compensation decisions made in early 2025, benchmarking comparisons were made using the 2025 Proxy Peer Group and the 2024 DIS (the latest data available at the time). Although Unum participates in the DIS, we are excluded from this table. The number of participants in the 2024 DIS increased by one (Standard Insurance) from the prior year. (2)The Performance Peer Group will be used for the relative TSR comparison under the 2025 CIU grants and 2026 CIU and PSU grants. These companies are our direct competitors, are generally followed by the same sell-side research analysts, and generally compete with us for talent. (3)The Proxy Peer Group includes multi-line insurers, reinsurers and life and health insurers, with Unum’s revenue at approximately 78% of the peer median for the 12 months ended March 31, 2025 (the most current data as of the date of the analysis). Unum is not part of the Proxy Peer Group. Compensation Policies and Practices

  109. Equity Grant Practices

    Equity Grant Practices The Committee meets in February each year to consider prior year performance under the company’s incentive programs. As appropriate, annual awards of equity-based compensation under the company’s long-term incentive program are approved at this meeting. The company maintains an equity grant policy that provides that, except as otherwise determined by the Committee, annual awards of equity-based compensation to executive officers (including the NEOs) under the company's long-term incentive program will have a March 1 grant date, and non-annual awards to executive officers relating to new hires or promotions will be granted on, or as soon as administratively practicable following, as applicable, the individual's start date or promotion date. The closing stock price on the grant date is used to determine the number of equity units awarded. All grants to executive officers, including NEOs, are intended to coincide with a time when the company is unlikely to be in possession of material nonpublic information. No stock options have been granted under the company's current long-term incentive program. Although the company does not currently grant stock options, eligible employees may enroll to purchase shares of Unum Group common stock at a 10% discount to the closing price on the date of purchase under the terms of our 2020 Employee Stock Purchase Plan with purchases generally made on the last day of each quarter using payroll deductions accumulated during the quarter. The company also maintains a broad-based Savings-Related Share Option Scheme for the benefit of its employees in the U.K. (the “UK SAYE Plan”), which allows eligible employees to purchase options for Unum Group common stock at a 10% discount to the closing price on a designated pricing day, which, unless otherwise determined by the Committee, occurs after the filing of the company’s Annual Report on Form 10-K and before the trading window closes under the company’s insider trading policy. Grants of such options then occur within 30 days of the pricing day, in accordance with applicable U.K. regulations. No NEO currently participates in the UK SAYE Plan. The company may change its grant policy and these plans in the future. During 2025, the Committee did not consider material non-public information when determining the timing or terms of equity awards, and Unum did not time the disclosure of material non-public information for the purpose of affecting the value of executive compensation.

  110. Equity Grant Practices

    | UNUM GROUP | 84 | 2026 PROXY STATEMENT |

  111. Perquisites and Other Personal Benefits

    Perquisites and Other Personal Benefits We provide a limited number of perquisites and other personal benefits to our employees (including our NEOs), which are described below: •One of our largest employee locations is in Tennessee, which has no state income tax. Due to the frequency of travel between our corporate offices and other locations, employees often incur nonresident state taxes in multiple states. Therefore, when any employee travels to other company locations outside of his or her primary state of employment and incurs state income tax based on another state’s law, we pay the non-resident state taxes and provide a tax gross-up on this amount.

  112. Perquisites and Other Personal Benefits

    | UNUM GROUP | 86 | 2026 PROXY STATEMENT |

  113. Perquisites and Other Personal Benefits

    •Mr. McKenney is allowed 20 hours of personal use of the company aircraft paid by the company per year. This allows for effective use of Mr. McKenney's time, given the company's various locations and, with respect to certain locations, the limited accessibility of major commercial airports. Additionally, this arrangement enhances the personal security for Mr. McKenney and enables him to work more productively on confidential and sensitive matters while traveling. Income is imputed to Mr. McKenney for this usage and he is responsible for the taxes incurred in connection therewith (i.e., the amount is not grossed-up for taxes). During 2025, Mr. McKenney used 6.6 hours. •The company has also entered into an aircraft time-sharing agreement with Mr. McKenney, pursuant to which he agrees to reimburse the company for the costs of his personal use of the company aircraft above the 20 annual hours allowed. During 2025, Mr. McKenney did not use the aircraft time-sharing arrangement. •The company maintains a comprehensive security program for U.S.-based Executive Vice Presidents and the CEO, including all NEOs who were employed at the time an independent, third-party security consultant completed a security assessment. This program was implemented based on specific risks identified in that assessment and is supported by dedicated internal security personnel who help ensure a safe environment for all employees. The Board believes these additional security measures are necessary and appropriate to protect the NEOs from potential threats arising from their association with the company. Accordingly, the company views these security-related expenses as a necessary and appropriate business expense rather than a personal benefit. Nevertheless, the incremental costs of these additional security-related expenses are reported under "Executive Security" in the "All Other Compensation" table. •U.S.-based Executive Vice Presidents and the CEO, which includes all of our NEOs, receive executive financial counseling and tax planning services. While the company provides financial planning services to all employees, we provide supplemental services to executives due to the amount of pay they have at risk and other complexities of their compensation packages. Income is imputed to the NEOs for their usage and they are responsible for the taxes incurred in connection therewith. •U.S.-based Executive Vice Presidents and the CEO, which includes all of our NEOs, are eligible to receive an annual, company-sponsored, company-paid comprehensive wellness examination at a pre-approved medical facility. This program is designed to promote executive health and support continuity of leadership. For NEOs who travel to the annual wellness examination, the company covers the costs for meals, lodging, commercial air travel, and ground transportation, which is included under "Executive Health Program" in the "All Other Compensation" table. Income is imputed to the NEOs for their usage and they are responsible for the taxes incurred in connection therewith. No NEOs utilized this benefit during 2025. •From time to time, NEOs attend events for which Unum is a corporate sponsor and for which Unum incurs no incremental costs. •A tax gross-up is provided to employees who incur income on company-sponsored events where attendance is expected, including a limited number of events we host each year to recognize the contributions of various employees. These functions serve specific business purposes, and in some cases the attendance of a NEO and his or her spouse or guest is expected. If so, we attribute income to the NEO for these costs when required under Internal Revenue Service regulations. •For more information, see the "All Other Compensation" table.

  114. Perquisites and Other Personal Benefits

    | UNUM GROUP | 87 | 2026 PROXY STATEMENT |

  115. Perquisites and Other Personal Benefits

    Retirement and Workplace Benefits We provide a competitive benefits package for employees (including our NEOs) and their dependents, portions of which are paid for, in whole or in part, by the employee. Among the retirement benefits we offer are:

  116. Other Workplace Benefits

    | | Insurance: medical, pharmacy, dental, vision, life, short- and long-term disability, voluntary products (whole life, hospital indemnity, critical illness, accident) | | | Programs: preventive services, telehealth services, family building resources, menopause and perimenopause support, back-up child care services | | | Accounts: healthcare and dependent reimbursement accounts, Health Savings Accounts | | | Paid Time Away: paid time off, paid holidays, parental and caregiver leave | | | Financial Resources: financial planning resources, emergency savings program, employee stock purchase plan, student debt relief, tuition assistance | | | Health and Wellness: onsite & virtual fitness memberships, digital behavioral health support, employee assistance program, subsidized healthy food options in home office locations | | | Other: matching gifts program for charitable contributions, pet insurance |

  117. Pension Benefits

    Pension Benefits The Unum Group Pension Plan (the Qualified Plan) and the Unum Group Supplemental Pension Plan (the Excess Plan) were frozen on December 31, 2013. Benefits earned under these plans have been determined based on service and eligible earnings through December 31, 2013. NEOs hired prior to this date and who met the participation requirements as of the freeze date participated in both the Unum Group Pension and Supplemental Pension Plans. Benefits earned before the freeze will be paid to employees under the terms of the plans as they terminate employment or retire. Generally, employees who terminate employment are eligible to elect to start receiving benefits under the pension plans as early as age 55 but no later than age 65.

  118. Pension Benefits

    | FROZEN DEFINED BENEFIT PLANS | | Unum Group Pension Plan (Qualified Plan) | | Provides funded, tax-qualified benefits up to the limits on compensation and benefits under the Code. The Qualified Plan was designed to provide tax-qualified pension benefits for most employees. The further accrual of retirement benefits under this plan was frozen on December 31, 2013. | | Unum Group Supplemental Pension Plan (Excess Plan) | | Provides unfunded, non-qualified benefits for compensation that exceeds the Code limits applicable to the Qualified Plan. The further accrual of retirement benefits under this plan was frozen on December 31, 2013. |

  119. Human Capital Committee

    | Name and Principal Position | Year | Salary | Bonus | Stock Awards | Non-Equity Incentive Plan Compensation | Change in Pension Value & Non-Qualified Deferred Compensation Earnings | All Other Compensation | Total | | | | ($) | ($) | ($) | ($) | ($) | ($) | ($) | | Richard P. McKenney | | | | | | | | | | President and Chief Executive Officer, and a Director | 2025 | 1,128,270 | — | 5,643,777(3) | 11,587,995(4) | 45,000(5) | 1,012,434(6) | 19,417,476 | | | 2024 | 1,100,000 | — | 5,343,726 | 10,776,651 | — | 1,172,684 | 18,393,061 | | | 2023 | 1,100,000 | — | 4,499,992 | 13,185,751 | 78,000 | 863,479 | 19,727,222 | | Steven A. Zabel | | | | | | | | | | Executive Vice President, Chief Financial Officer | 2025 | 740,385 | — | 1,251,219(3) | 2,695,385(4) | —(5) | 391,061(6) | 5,078,050 | | | 2024 | 692,308 | — | 1,247,389 | 2,582,450 | — | 365,987 | 4,888,134 | | | 2023 | 656,154 | — | 880,002 | 2,737,337 | — | 418,598 | 4,692,091 | | Christopher W. Pyne | | | | | | | | | | Executive Vice President, Group Benefits | 2025 | 650,000 | — | 710,903(3) | 1,369,120(4) | 117,000(5) | 232,593(6) | 3,079,616 | | | 2024 | 595,192 | — | 915,319 | 1,164,105 | — | 213,542 | 2,888,158 | | Shelia D. Anderson | | | | | | | | | | Executive Vice President, Chief Information and Digital Officer | 2025 | 402,115(1) | 300,000(2) | 1,749,995(3) | 307,216(4) | —(5) | 248,332(6) | 3,007,658 | | Lisa G. Iglesias | | | | | | | | | | Executive Vice President, General Counsel | 2025 | 624,231 | — | 551,261(3) | 1,431,340(4) | —(5) | 176,766(6) | 2,783,598 | | | 2024 | 593,269 | — | 528,299 | 1,314,201 | — | 176,091 | 2,611,860 | | | 2023 | 565,000 | — | 450,596 | 1,718,581 | — | 163,076 | 2,897,253 |

  120. Human Capital Committee

    | PENSION BENEFITS | | | | | | | Plan Name | Number of Years of Credited Service(1) (#) | Present Value of Accumulated Benefits(2) ($) | Payments During Last Fiscal Year ($) | | McKenney | Qualified | 4.42 | 110,000 | — | | | Excess | 4.42 | 603,000 | — | | Pyne | Qualified | 22.00 | 824,000 | — | | | Excess | 22.00 | 1,033,000 | — |

  121. Human Capital Committee

    | NON-QUALIFIED DEFERRED COMPENSATION | | | | | | | | | Plan | Executive Contributions in Last FY(1) | Registrant Contributions in Last FY(2) | Aggregate Earnings in Last FY(3) | Aggregate Withdrawals/ Distributions | Aggregate Balance at Last FYE(4) | | | | ($) | ($) | ($) | ($) | ($) | | McKenney | Non-Qualified DC | 186,726 | 354,779 | 1,641,041 | — | 10,024,443 | | Zabel | Non-Qualified DC | 76,635 | 145,606 | 281,187 | — | 1,842,422 | | Pyne | Non-Qualified DC | 83,519 | 99,179 | 405,300 | — | 3,187,675 | | Anderson | Non-Qualified DC | — | — | — | — | — | | Iglesias | Non-Qualified DC | 179,433 | 85,231 | 414,872 | — | 3,421,613 |

  122. TERMINATIONS NOT RELATED TO A CHANGE IN CONTROL

    TERMINATIONS NOT RELATED TO A CHANGE IN CONTROL There are instances in which a NEO’s employment may be terminated that do not involve a change in control. The company may terminate employment for cause or without cause. Additionally, termination of employment may occur upon a NEO’s voluntary resignation, retirement, death, or becoming disabled. In the event of the death, disability or retirement (if eligible) of a NEO, all of the NEO’s unvested restricted stock units (RSUs) would vest. In the event of termination of employment as a result of job elimination or requalification (or, in the case of Mr. McKenney, resignation for good reason), the NEOs would vest in a pro-rata portion of earned CIUs and in the event of termination of employment as a result of death, disability, or retirement, the NEOs would vest in earned CIUs, in each case on the date that such awards would otherwise be settled based on actual performance. However, to the extent necessary to avoid the imposition of penalty taxes under Code Section 409A, stock would not be distributed until at least six months after the date of termination.

  123. TERMINATIONS NOT RELATED TO A CHANGE IN CONTROL

    | UNUM GROUP | 101 | 2026 PROXY STATEMENT |

  124. TERMINATIONS NOT RELATED TO A CHANGE IN CONTROL

    NEOs receive additional benefits depending upon the termination scenario as outlined in the following table:

  125. TERMINATIONS NOT RELATED TO A CHANGE IN CONTROL

    | TERMINATION BENEFITS AVAILABLE TO CEO AND OTHER NEOs UNDER NON-CHANGE IN CONTROL SCENARIOS | | | | | | | Benefits Received | Termination for Cause or Voluntary Resignation | Termination Without Cause or Resignation with Good Reason* | Disability | Death | Retirement | | Severance(1) | | CEO, Other NEOs | | | | | Prorated Annual Incentive(2) | | CEO | CEO, Other NEOs | CEO, Other NEOs | If Retirement Eligible | | Long-Term Incentive Distribution(3)(4) | | CEO | CEO, Other NEOs | CEO, Other NEOs | If Retirement Eligible | | Benefit Continuation(5) | | CEO | | | | | Outplacement Services(6) | | CEO, Other NEOs | | | | | Disability Benefits(7) | | | CEO, Other NEOs | | | | Group Life Ins. Benefits(8) | | | | CEO, Other NEOs | | | Corporate Owned Life Ins.(8) | | | | CEO/Other NEOs who gave approval | |

  126. TERMINATIONS NOT RELATED TO A CHANGE IN CONTROL

    * Mr. McKenney is the only NEO entitled to benefits in the event of a resignation for good reason that is not in connection with a change in control. (1)If Mr. McKenney is terminated without cause or resigns with good reason, he will receive severance of two times the sum of his annual base salary and the average of the annual incentive paid to him in the three years prior to the date of termination. Other NEOs who are terminated without cause will receive 18 months of base salary. See the following table for termination benefits related to a change in control. (2)Annual incentive will be prorated based on the date of termination of employment. For all NEOs other than Mr. McKenney, the NEO will be eligible for a prorated annual incentive in the event of death, disability, or retirement (if eligible) only if such termination occurs on or after the last pay period in June. (3)Mr. McKenney is eligible for retirement status under the terms of the 2022 Stock Incentive Plan. Therefore, if he retires from the company, or is terminated without cause or resigns for good reason, his outstanding RSUs will be distributed on the first day following the six-month anniversary of the termination date to comply with Code Section 409A, under the terms of the award agreements. Additionally, he would be eligible to receive his outstanding CIUs based on actual performance at the end of the three-year performance cycle. Messrs. Zabel and Pyne and Ms. Iglesias are also eligible for retirement status under the terms of the 2022 Stock Incentive Plan. Therefore, if they are terminated without cause or retire from the company, their unvested RSUs (with the exception of Mr. Pyne's February 2024 grant which does not have a retirement feature) will be distributed on the first day following the six-month anniversary of the termination date to comply with Code Section 409A, under the terms of the award agreements and they would be eligible to receive their unvested CIUs based on actual performance at the end of the three-year performance cycle. (4)For all NEOs, absent a change in control and in the event of death, disability, or retirement (if eligible), their RSUs (other than Mr. Pyne's February 2024 grant which does not have a retirement feature) will vest and be distributed on the first day following the six-month anniversary of the termination date to comply with Code Section 409A. Additionally, they would be eligible to receive any unvested CIUs based on actual performance at the end of the three-year performance cycle. (5)If Mr. McKenney is terminated without cause or resigns with good reason, he will receive health and welfare benefits for up to two years. (6)Outplacement services are capped at 20% of base salary (up to a maximum of $50,000). (7)Consists of monthly benefits from the company’s long-term disability plan until the earlier of age 65 or death. (8)Group life insurance benefits are $50,000 for each full-time employee. Corporate owned life insurance (COLI) benefits are applicable for each NEO who was eligible at the time of purchase and gave their approval. The beneficiary (as defined in the policy) will receive $200,000 if the NEO is an active employee at death, or $50,000 if the NEO is not an active employee at death.

  127. TERMINATIONS NOT RELATED TO A CHANGE IN CONTROL

    | UNUM GROUP | 102 | 2026 PROXY STATEMENT |

  128. CEO PAY RATIO

    CEO PAY RATIO CEO Pay Ratio As required by SEC rules, we are providing the following information about the ratio of the annual total compensation of our median compensated employee to the annual total compensation of our Chief Executive Officer. The 2025 annual total compensation of the median employee as of December 31, 2025 was $87,332. The 2025 annual total compensation of Richard McKenney, our Chief Executive Officer, was $19,417,476. The ratio of these amounts (also referred to as the "CEO pay ratio") was 1‑to‑222. The CEO pay ratio reported above is a reasonable estimate calculated in a manner consistent with SEC rules based on our payroll and employment records. The SEC’s rules regarding the identification of the median compensated employee and the process of calculating the pay ratio allow companies to adopt a variety of methodologies, to apply certain exclusions, and to make reasonable estimates and assumptions that reflect their unique employee populations and compensation practices. As a result, the pay ratio reported by other companies may not be comparable to the CEO pay ratio reported above, as other companies have different employee populations and compensation practices and may utilize different methodologies, exclusions, estimates and assumptions in calculating their own pay ratios. To identify our median employee, we began with our active employee population of approximately 10,641 employees as of December 31, 2025 (after excluding 446 employees in Poland as permitted by SEC rules). For these purposes, we identified the median compensated employee using base salary or hourly wages earned during fiscal 2025 and cash bonus paid for fiscal 2025. We annualized base salary or hourly wages, as applicable, for employees who were not designated as temporary or seasonal employees but who did not work for the entire year. Using this methodology, we determined that the median compensated employee was a full-time, non-exempt employee whose accountabilities include evaluating plan design needs for prospective clients and supporting the sales process. This employee is located in the eastern United States. To calculate the CEO pay ratio for 2025, we identified the elements of our median employee's compensation for 2025 using the same methodology applied for calculating our CEO's total compensation as reported in the "Summary Compensation Table", resulting in annual total compensation of $87,332.

  129. CEO PAY RATIO

    | UNUM GROUP | 106 | 2026 PROXY STATEMENT |

  130. CEO PAY RATIO

    As required by SEC regulations, we are providing the following information about the relationship between executive “compensation actually paid” and certain financial performance measures of the company. For information concerning the company’s pay-for-performance philosophy and how the company aligns executive compensation with the company’s performance, refer to the "Compensation Discussion and Analysis" beginning on page 59. It is important to note that the "Total" amount set forth in the Summary Compensation Table (the "SCT") and the compensation actually paid (CAP) in the Pay Versus Performance (PVP) Table are not directly comparable. Each year presented in the SCT includes only the equity compensation granted during that year, whereas each year's CAP includes: (a) the year-end fair value of equity awards granted during the year, (b) the change in value during the year of unvested prior year equity awards and (c) the change in value from the beginning of the year to the vesting date for awards that vested during the year. Thus, the CAP includes both amounts paid or earned, as well as amounts derived from incremental accounting valuations for unvested equity awards that may never be earned or that could have different intrinsic values when earned. In accordance with the SEC’s disclosure requirements, the following table sets forth information pertaining to the compensation of our principal executive officer (PEO) and our non-PEO named executive officers (collectively, the "other NEOs") and certain financial performance measures, for each of the last five completed fiscal years.

  131. CEO PAY RATIO

    | PAY VERSUS PERFORMANCE TABLE | | | | | | | | | | | | | | | Value of Initial Fixed $100 Investment Based On: | | | CSM: After-Tax Adjusted Operating Earnings Per Share(8) | | | SCT Total for PEO(1) | Compensation Actually Paid to PEO(2) | Average SCT Total for Non-PEO NEOs(3) | Average Compensation Actually Paid to Non-PEO NEOs(4) | Total Shareholder Return(5) | Peer Group Total Shareholder Return(6) | Net Income (in millions)(7) | | | | ($) | ($) | ($) | ($) | ($) | ($) | ($) | ($) | | 2025 | 19,417,476 | 21,368,175 | 3,487,230 | 3,647,705 | 398.5 | 201.0 | 738.5 | 8.13 | | 2024 | 18,393,061 | 27,044,542 | 3,243,179 | 4,230,563 | 367.1 | 189.9 | 1,779.1 | 8.44 | | 2023 | 19,727,222 | 22,041,904 | 3,754,292 | 4,004,378 | 220.7 | 157.8 | 1,283.8 | 7.66 | | 2022 | 9,603,389 | 24,123,228 | 2,588,735 | 4,574,016 | 194.2 | 150.8 | 1,407.2 | 6.40 | | 2021 | 9,349,680 | 11,191,987 | 2,351,144 | 2,586,034 | 111.9 | 136.7 | 981.0 | 4.48 |

  132. CEO PAY RATIO

    (1) The dollar amounts reported in this column are the amounts reported for our PEO, Mr. McKenney (the Chief Executive Officer), for each of the corresponding years in the "Total" column in the SCT above. (2) The dollar amounts reported in this column represent the CAP to Mr. McKenney, as computed in accordance with Item 402(v) of Regulation S-K and do not reflect the total compensation actually realized or received by Mr. McKenney. In accordance with these rules, these amounts reflect the "Total" as set forth in the SCT for each year, adjusted as provided by SEC rules (as shown below). Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant.

  133. CEO PAY RATIO

    | UNUM GROUP | 107 | 2026 PROXY STATEMENT |

  134. CEO PAY RATIO

    | COMPENSATION ACTUALLY PAID TO PEO | | | | | | | | 2025 | 2024 | 2023 | 2022 | 2021 | | SCT Total | $19,417,476 | $18,393,061 | $19,727,222 | $9,603,389 | $9,349,680 | | Less, value of Stock Awards reported in SCT | (5,643,777) | (5,343,726) | (4,499,992) | (4,200,000) | (3,750,010) | | Less, Change in Pension Value reported in SCT | (45,000) | — | (78,000) | — | — | | Plus, year-end fair value of outstanding and unvested equity awards granted in the year | 5,407,162 | 8,046,480 | 4,570,104 | 6,560,938 | 3,509,430 | | Plus (less), year-over-year change in fair value of outstanding and unvested equity awards granted in prior years | 661,614 | 5,366,316 | 1,199,304 | 4,672,711 | 1,535,973 | | Plus (less), change in fair value from prior year-end vesting date of equity awards granted in prior years that vested in the year | 1,570,700 | 582,411 | 1,123,266 | 7,486,190 | 546,914 | | Plus, pension service cost for services rendered during the year | — | — | — | — | — | | CAP to Mr. McKenney | $21,368,175 | $27,044,542 | $22,041,904 | $24,123,228 | $11,191,987 |

  135. CEO PAY RATIO

    (3) The dollar amounts reported in this column represent the average of the amounts reported for our other NEOs as a group (excluding Mr. McKenney) in the "Total" column of the SCT in each applicable year. The names of each of the other NEOs included for these purposes in each applicable year are as follows: (i) for 2025, Messrs. Zabel and Pyne and Mses. Anderson and Iglesias; (ii) for 2024, Messrs. Zabel, Pyne, and Arnold and Ms. Iglesias; (iii) for 2023 and 2022, Messrs. Zabel, Simonds and Arnold and Ms. Iglesias; and (iv) for 2021, Messrs. Zabel, Simonds and Bhasin and Ms. Iglesias. (4) The dollar amounts reported in this column represent the average CAP for the other NEOs as a group, as computed in accordance with Item 402(v) of Regulation S-K. In accordance with these rules, these amounts do not reflect the total compensation actually realized or received. In accordance with these rules, these amounts reflect the average "Total" as set forth in the SCT for each year, adjusted as provided by SEC rules (as shown below). Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant.

  136. CEO PAY RATIO

    | AVERAGE COMPENSATION ACTUALLY PAID TO NON-PEO NEOS | | | | | | | | 2025 | 2024 | 2023 | 2022 | 2021 | | Average SCT Total | $3,487,230 | $3,243,179 | $3,754,292 | $2,588,735 | $2,351,144 | | Less, average value of Stock Awards reported in SCT | (1,065,845) | (794,634) | (711,678) | (612,736) | (539,057) | | Less, average Change in Pension Value reported in SCT | (29,250) | (10,750) | (81,000) | — | — | | Plus, average year-end fair value of outstanding and unvested equity awards granted in the year | 1,045,095 | 1,203,554 | 722,767 | 957,173 | 504,474 | | Plus (less), average year-over-year change in fair value of outstanding and unvested equity awards granted in prior years | 77,123 | 528,164 | 167,404 | 646,295 | 198,884 | | Plus (less), change in fair value from prior year-end vesting date of equity awards granted in prior years that vested in the year | 133,352 | 61,050 | 152,593 | 994,549 | 70,589 | | Plus, average pension service cost for services rendered during the year | — | — | — | — | — | | Average CAP to Non-PEO NEOs | $3,647,705 | $4,230,563 | $4,004,378 | $4,574,016 | $2,586,034 |

  137. CEO PAY RATIO

    (5) Total Shareholder Return is calculated by dividing (a) the sum of (i) the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and (ii) the difference between the company’s share price at the end of each fiscal year shown and the beginning of the measurement period by (b) the company’s share price at the beginning of the measurement period. The beginning of the measurement period for each year in the table is December 31, 2020.

  138. CEO PAY RATIO

    | UNUM GROUP | 108 | 2026 PROXY STATEMENT |

  139. CEO PAY RATIO

    (6) The peer group used for this purpose is the S&P 500 Life & Health Insurance Sub Industry Index, which is consistent with the disclosure required under Regulation S-K Item 201(e). (7) The dollar amounts reported represent the amount of net income reflected in the company’s audited financial statements for the applicable year. (8) The company-selected measure (CSM) is after-tax adjusted operating earnings per share, which is a non-GAAP financial measure. Information about the non-GAAP financial measures used in this proxy statement is set forth in "A Note About Non-GAAP Financial Measures" on page 2. For a reconciliation of the most directly comparable GAAP financial measure to the non-GAAP financial measure, refer to "Appendix A" of this proxy statement.

  140. Relationships Between Compensation Actually Paid and Performance Measures

    Relationships Between Compensation Actually Paid and Performance Measures As described in more detail in the Compensation Discussion and Analysis section above, the company's executive compensation program reflects a variable pay-for-performance philosophy. While the company utilizes several performance measures to align executive compensation with company performance, all of those measures are not presented in the PVP Table above. Moreover, as discussed above, the company generally seeks to incentivize long-term performance and therefore does not specifically align the company's performance measures with CAP for a particular year. In accordance with SEC rules, the following information explains how the CAP to our PEO, as well as the average CAP to our other NEOs, each compares to our cumulative total shareholder return (TSR), net income, and an additional financial performance measure that we use and place importance upon, after-tax adjusted operating earnings per share. We have also addressed how our three-year TSR compares to the three-year TSR of the S&P 500 Life & Health Insurance Sub Industry Index ("S&P Life & Health Index"). Like many other companies, we faced challenges during a portion of the period presented in the PVP Table as the COVID-19 pandemic caused significant disruption to global markets, employment and business. During 2021, we experienced significant increases in COVID-based claims incidence in our group life and disability lines, as well as leaves administered through our leave management business. Beginning in 2022 and continuing through 2024, the impacts of COVID-19 lessened and we returned to pre-pandemic operating levels, resulting in record earnings and strong growth. In 2025, after-tax adjusted operating earnings per share was lower compared to 2024 due primarily to higher-than-expected benefits experience across multiple product lines. These results were below our expectations. Compensation actually paid to our PEO and other NEOs directionally aligns with our financial performance as summarized below. •2025: The CAP to our PEO and the average CAP to our other NEOs decreased relative to 2024, by 21.0% and 13.8%, respectively. These changes reflect moderation in both financial and market performance compared to the exceptional results delivered in 2024. Net income declined by 58.5% and after‑tax adjusted operating earnings per share decreased by 3.7%, while company TSR increased modestly by 8.6%, well below the significant gains recorded in the prior year. These factors contributed to the lower year‑over‑year CAP outcomes. •2024: The CAP to our PEO and average CAP to our other NEOs increased relative to 2023, by 22.7% and 5.6% respectively. These changes were reflective of 10.2% growth in after-tax adjusted operating earnings per share, 38.6% growth in net income and TSR well above the S&P Life & Health Index. Another key factor was a significant increase in our stock price during 2024. •2023: The CAP to our PEO and average CAP to our other NEOs decreased relative to 2022, by 8.6% and 12.5%, respectively. There was an 8.8% decrease in net income over 2022, as a result of unfavorable reserve assumption updates and increased operating expenses. Overall, the company experienced a strong financial year with a 19.7% increase in after-tax adjusted operating earnings per share. Our TSR increased 13.7% in 2023 and was well above the S&P Life & Health Index.

  141. Relationships Between Compensation Actually Paid and Performance Measures

    | UNUM GROUP | 109 | 2026 PROXY STATEMENT |

  142. Relationships Between Compensation Actually Paid and Performance Measures

    •2022: The CAP to our PEO and average CAP to our other NEOs increased relative to 2021, which was reflective of an excellent year for the company in 2022, as evidenced by 42.9% growth in after-tax adjusted operating earnings per share, 43.4% growth in net income, and TSR well above the S&P Life & Health Index and other peer companies. Other key factors driving the increase in CAP were the increase in achievement of our 2020 performance share unit (PSU) grant as well as the increase in our stock price during 2022. •2021: The CAP to our PEO was 5.4% lower, and the average CAP for our other NEOs was 5.5% higher, than 2020. We had solid financial results despite negative impacts of the COVID-19 pandemic, with after-tax adjusted operating earnings per share 9.1% lower and net income higher than 2020. Our TSR, though still lagging the S&P Life & Health Index, was up relative to 2020.