Unum Group

Company Performance Targets

Each year, the Committee sets corporate performance measures along with targets for each performance measure. The Committee assigns weightings to each performance measure based on relative importance to the company, and uses actual performance against these measures to calculate annual and long-term incentive award values.

Targets for each performance measure align with our core operating principles:

•Strong operational performance

•Disciplined growth

•Effective risk management

•Consistent capital generation

The performance measures in incentive plans are a direct output of our business plans, which are approved by the Board each year.

Goal Rigor

When designing our business plans, we carefully balance the current performance of the business and the risk appetite of the enterprise with an appropriate amount of stretch designed to drive consistent growth and improvement. External economic factors are also considered, including: (1) the overall economic growth rate, (2) employment and wage growth, which impacts our overall premium levels, and (3) the interest rate and investment environment, which can have a significant impact on our overall profit margins.

We set challenging performance measures within our business plans to align their achievement with long-term value for shareholders. As part of this process, we conduct sensitivity testing to assess upside and downside risk, which is then reviewed to ensure an appropriate degree of rigor in the plan. In setting certain goals, such as operating expenses, we consider factors beyond the desire for absolute growth, including the appropriate level of investment in the business, anticipated people costs, and the overall business environment. Balancing these multiple considerations, we set an expectation for higher 2023 expenses.

Based on the above, the Committee established performance measures and incentive payout targets that appropriately align pay with performance.

Our incentive plans are subject to an annual risk assessment by our Chief Risk Officer, which is discussed with the Committee as described on page 43.

2023 Annual Incentive Plan

Subject to eligibility requirements, non-sales employees (including our NEOs) are eligible to receive 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 aligns compensation with the objectives of shareholders. The process for determining the 2023 annual incentive awards was as follows:

(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 2023, 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:

In 2023, the Committee added a strategic objectives modifier to the calculation of annual and long-term incentive awards. 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 74.

Items Excluded When Determining Company Performance

When establishing the performance measures and weightings, the Committee determined that the effect of certain items not included in the financial plan would be removed from the calculation of the company’s performance, for purposes of the annual incentive plan, should they occur. The Committee has approved the same criteria for 2024 as in 2023. The Committee believes it is appropriate to exclude the items below because they: (1) are unusual or infrequent in nature, (2) do not directly reflect company or management performance, or (3) could serve as a disincentive to capital management or other decisions in the best interest of the company and shareholders. The items are:

•Unplanned adjustments resulting from accounting standards and/or policy changes, legal, tax or regulatory rule or law changes;

•The impact of any unplanned acquisitions, divestitures or block reinsurance transactions;

•Unplanned adjustments to the Closed Block of business;

•The effect of any unplanned regulatory, legal or tax settlements;

•The effect of unplanned changes to strategic asset allocation;

•Unplanned debt issuance, repurchasing or retirement; or stock repurchase or issuance;

•The effect of differences between actual currency exchange rates versus exchange rates assumed in the financial plan;

•Unplanned fees or assessments, including tax assessments, from new legislation;

•The effect of a global pandemic and other economic and environmental pressures impacting results;

•Unplanned reserve assumption updates or associated amounts;

•The effect of asset Impairments — including, but not limited to, premiums receivable, reinsurance recoverable, property and equipment, right-of-use assets, value of business acquired and goodwill;

•Unplanned restructuring costs; and

•The effect on reserves from differences between actual discount rates and discount rates assumed in the financial plan.

Annual Incentive Results

(1)For each performance measure, there is no payout at or below the threshold. The payout would be 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 is defined as net income adjusted to exclude after-tax net investment gains or losses and amortization of the cost of reinsurance as well as certain other items specified in the reconciliation of non-GAAP financial measures in Appendix A of this proxy statement divided by dilutive outstanding weighted average shares. Investment gains or losses primarily include realized investment gains or losses, expected investment credit losses, and gains or losses on derivatives.

(3)Consolidated adjusted operating return on equity is calculated by dividing after-tax adjusted operating income by the average of the beginning- and end-of-year stockholders’ equity adjusted to exclude the net unrealized gain or loss on securities and the net gain or loss on hedges.

(4)Earned premium is calculated for our core operations (Unum US, Unum International, and Colonial Life).

(5)Customer experience is based on the quality of our customers' experiences (via customer surveys) and includes measures focused on areas that impact customer loyalty and satisfaction.

(6)The operating expense ratio is equal to operating expenses as a percentage of earned premium (or total company expense over total company earned premium) inclusive of the Closed Block and Corporate segments.

As discussed above, the Committee applied the criteria and standards approved when it established the 2023 annual incentive targets to adjust annual incentive plan performance calculations for the impact of four items which were not included in the 2023 financial plan from which the targets were initially derived. Each item impacted both earnings and equity unless otherwise noted below:

•The effect of differences between actual debt issuances and resulting interest expense and the amounts assumed in the financial plan (impact to earnings);

•The effect of differences between actual stock repurchases and the amount assumed in the financial plan (actual repurchases were slightly more than plan and the impact to equity was immaterial);

•The effect of differences between actual foreign currency rates and exchange rates assumed in the financial plan; and

•The effect of a global pandemic and other economic and environmental pressures impacting results.

–The net effect of the COVID-19 impacts in 2023 was a decrease in operating results, with negative implications largely from our group products.

Based on the adjustments described above, the calculated achievement was 138.1% 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 payout level for 2023 at 140% of target, as shown below.

The annual incentive awards of all NEOs are based on Unum Group performance, though the achievements for Mr. Arnold also include financial goals related to his business unit. A detailed explanation of each NEO's individual performance, including achievements toward strategic objectives during 2023, as well as a discussion of 2024 annual incentive targets, can be found in the Performance Assessment and Highlights section.

The table below sets forth the target incentive opportunity and the actual annual incentive awards approved by the Committee for each NEO for 2023 performance. On January 1, Mr. Simonds announced his resignation from the company, effective February 9, 2024. As a result, even though he is reported as an NEO, Mr. Simonds was not eligible for an annual incentive award for 2023 performance.

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 2023 were based on the Committee's assessment of 2022 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 in early 2023 was 50% restricted stock units (RSUs) and 50% cash incentive units (CIUs). The awards were granted under the Stock Incentive Plan of 2022.

The total value of the long-term incentive award granted to each NEO was determined based on the NEO's long-term incentive target (a specified percentage of base salary for all NEOs except the CEO, which was set as a specific dollar amount), which was set by the Committee in early 2022 after considering market data from the appropriate comparator group (as described beginning on page 75 of our 2023 Proxy Statement) and the individual’s target relative to other NEOs given their respective levels of responsibility.

Once the long-term incentive award value was determined, it was divided evenly between RSUs (50%) and CIUs (50%) for each NEO. 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 company's achievement of critical, multi-year shareholder return measures of adjusted book value growth and dividend yield, modified (up to +/- 20%) by relative TSR as described below.

(1)After consideration of Mr. McKenney's strategic leadership as well as the fact that his total targeted compensation was below the market median, the Committee awarded Mr. McKenney a grant of $9.0 million.

(2)The CEO and the Committee provided above target long-term incentive grants in March 2023 to Messrs. Zabel and Simonds and Ms. Iglesias based on key aspects of their performance in 2022. Details of their performance assessments and highlights are noted in the 2023 Proxy Statement on pages 70-72.

(3)Each of the awards granted to Mr. Simonds during 2023 was forfeited when he resigned from the company effective February 9, 2024.

(4)The amount shown is the targeted value of the long-term incentive award approved by the Committee for each NEO. Half of the amount is 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 is 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 $45.57 on March 1, 2023. CIUs are reported in the Summary Compensation Table when vested.

No stock is issued when the 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 performance period, dividend equivalents will accrue and eventually settle in cash to the extent that the underlying RSUs vest.

CIUs are earned based on the achievement of critical, multi-year shareholder return measures of adjusted book value growth and 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 based on the company's performance against these metrics.

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) adjustments resulting from 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 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 Financial Services, 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 2021 and 2022 CIUs (see discussion in the "Compensation Benchmarking" section for the differences between our Proxy Peer Group and Performance Peer Group). 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 illustration below outlines the three-year performance metrics established by the Committee for the CIU grants made in March 2023.

Vesting of 2021 Cash Incentive Units (CIUs)

The long-term incentive mix for our NEOs' 2021 awards included 50% in the form of CIUs, which vested based on performance over a three-year performance period that ended on December 31, 2023.

The table below provides an overview of the three-year goals for the 2021 CIU grant as well as their actual achievement levels.

Based on the above performance, and after taking into account the factors described below, in February 2024, the Committee certified a final payout of 193%, with business goals achieved at 160.8% and relative TSR at the 100 th percentile which resulted in a +20% adjustment. The values of vested CIUs are included in the Summary Compensation Table on page 89 (footnote 3 includes details for each of the NEOs).

As outlined above, when calculating Adjusted Book Value, for the 2021 CIU grant, the Committee determined that certain items for fiscal years 2021 to 2023 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:

•Adjustments to the Closed Block of business including net realized investment gain related to reinsurance transaction, total items related to Closed Block individual disability reinsurance transaction, and reserve assumption updates in long-term care and Closed Block all other (i.e., other insurance products not actively marketed);

•Cost related to early retirement of debt and stock repurchases;

•The U.K. tax rate increase; and

•The effect of COVID-19 impacts.

–The net effect of the COVID-19 impacts was a decrease in operating results, with the negative implications of Life mortality overshadowing favorable impacts to the long-term care (LTC) product line. Importantly, we did not make any adjustments to sales or earned premium. While we know that these metrics were negatively impacted by COVID-19, the actual impact was difficult to isolate and therefore not considered.

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 each of the NEOs, received a one-time special performance grant. The SIP awards were designed to encourage the achievement of critical business outcomes and to incent executives to continue employment with the company over the long term. The SIP awards include both cash success units (CSUs) and stock success units (SSUs).

The SIP awards will vest in full on the sixth anniversary of the grant date (August 2026), subject to the executive's continued employment, with the opportunity for one-third to vest after 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;

(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 2024, the Committee reviewed and certified that the above three performance hurdles were met for the performance period January 2021 - December 2023. Therefore, the second one-third of CSUs and SSUs vested and were distributed.

Details on SSUs vested during 2023 for each of the NEOs can be found in the 2023 Stock Vested table on page 94. The values of vested CSUs are included in the Summary Compensation Table on page 89 (footnote 3 includes details for each of the NEOs).