DeToro Karen J. 4

What Happened

• Karen J. DeToro, President – Worksite Division at CNO Financial Group, had performance share units vest on Feb 10, 2026. She was issued 13,835 shares at an effective price of $43.05 (value ≈ $595,597). To cover tax withholding on the vesting, 6,135 of those shares were surrendered (disposed) at $43.05 (value ≈ $264,112). She also received a separate grant of 7,900 restricted stock units (RSUs) reported at $0 in the filing.

Key Details

• Transaction date: 2026-02-10; Form 4 filed 2026-02-12 (appears timely).
• Vested shares acquired: 13,835 @ $43.05 = $595,597 (code A — award/acquisition).
• Shares surrendered for tax withholding: 6,135 @ $43.05 = $264,112 (code F — tax withholding).
• New RSUs granted: 7,900 units (reported $0 in filing); convert 1-for-1 into common stock when vested.
• Net shares retained from the PSU vesting: 7,700 (13,835 vested − 6,135 withheld).
• Shares owned after the transaction: not disclosed in the filing.
• Footnotes: F1 — PSU vesting tied to 2023 operating ROE, 2023 operating EPS and 3-year relative TSR (2023–2025). F2 — surrendered shares used to satisfy tax withholding. F3 — RSUs convert 1:1 to common stock. F4 — RSUs vest in three equal annual installments beginning March 25, 2027, subject to continued employment.

Context

• This was a vesting of performance-based equity, not an open-market purchase or sale; the withholding surrender is a common administrative step to cover taxes and is routine. The newly granted RSUs are time-vesting and will convert to shares over future years if vesting conditions are met.