Gerardo Monroy Form 3 CNO Financial / Gerardo Monroy ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Monroy Gerardo

(Last) (First) (Middle)

C/O CNO FINANCIAL GROUP, INC.

11825 NORTH PENNSYLVANIA STREET

(Street)

CARMEL IN 46032

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/09/2018

3. Issuer Name and Ticker or Trading Symbol
CNO Financial Group, Inc. [ CNO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Marketing Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	29,823(1)(2)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options	(3)	03/20/2021	Common Stock	11,370	19.15	D
Stock Options	(4)	02/25/2025	Common Stock	17,100	16.42	D
Stock Options	(5)	02/23/2026	Common Stock	20,400	17.38	D
Stock Options	(6)	02/23/2027	Common Stock	8,850	21.06	D
Stock Options	(7)	02/21/2028	Common Stock	11,790	23.33	D

Explanation of Responses:

1. Includes restricted stock and 20,738 shares underlying restricted stock units which vest in annual installments beginning March 25, 2019

2. Restricted stock units convert into common stock on a one-for-one basis.

3. One-half of these options vested on March 20, 2016 and one-half vested on March 20, 2017.

4. One-half of these options vested on February 25, 2017 and one-half vested on February 25, 2018.

5. One-half of these options vested on February 23, 2018 and one-half will vest on February 23, 2019.

6. One-half of these options vest on February 23, 2019 and one-half vest on February 23, 2020.

7. One-half of these options vest on February 21, 2020 and one-half vest on February 21, 2021.

Remarks:

	Karl W. Kindig, Attorney-in-Fact	05/15/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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