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Mark Konen

About Mark E. Konen

Independent director of Horace Mann Educators Corporation (HMN) since 2019; age 66 as of March 15, 2025. A 35-year insurance executive who retired in 2017 as President of Lincoln Financial Group’s Insurance and Retirement Solutions division, bringing deep life, annuity, and retirement market expertise. Currently serves as HMN Compensation Committee Chair and member of the Audit and Executive Committees; the Board classifies him as independent. In 2024, no incumbent director attended fewer than 90% of board and committee meetings to which they were assigned, indicating strong engagement.

Past Roles

OrganizationRoleTenureCommittees/Impact
Lincoln Financial GroupPresident, Insurance & Retirement Solutions2008–2017Led strategy, product development, client services, and profitability across individual life, group protection, and retirement plan services businesses.
Lincoln Financial GroupPresident, Individual Markets2006–2008Oversaw individual life and annuity businesses.
Jefferson Pilot FinancialSenior management rolesPre-2006 (pre-merger into Lincoln)Multiple senior positions prior to the 2006 merger into Lincoln Financial Group.

External Roles

OrganizationRoleTenureNotes
Lincoln Life & Annuity Company of New YorkDirectorCurrentBoard service noted in HMN proxy.

Board Governance

TopicDetails
IndependenceHMN Board determined all non-employee nominees, including Konen, are independent under NYSE standards.
CommitteesCompensation (Chair); Audit (Member); Executive (Member).
Committee Meetings (2024)Audit 9; Compensation 5; Executive 1; Board met 8 times.
AttendanceNo incumbent director attended fewer than 90% of assigned meetings in 2024.
Board leadershipIndependent Chair (H. Wade Reece); executive sessions led by the Chair.
Stakeholder engagementAs Compensation Chair, Konen participated in shareholder outreach following 2024 Say-on-Pay; Chair met with investors representing 20.3% of shares outstanding.
Comp consultantCompensation Advisory Partners (CAP) engaged as independent consultant to the committee; independence affirmed.
Risk & controlsAudit Committee oversight includes AI/cybersecurity risk; technology liaison role established (not Konen).

Fixed Compensation (Director)

ComponentAmountNotes
Board Retainer (Non-Chair)$85,000Annual retainer for non-employee directors.
Compensation Committee Chair Retainer$20,000Chair fee for compensation committee.
Fees Earned or Paid in Cash (2024)$105,000Reported for Konen.
All Other Compensation (2024)$46Age-banded premiums for group term life/business travel insurance.

Performance Compensation (Director and Oversight Context)

Equity ComponentAmount/StructureVesting/Details
Annual RSU grant (2024)$130,000Granted after 2024 annual meeting; 1-year vest; each director had 3,917 unvested RSUs at 12/31/2024.
Deferral ElectionsAllowedDirectors may elect to defer cash retainers into RSUs.

Performance metrics overseen by the Compensation Committee (for NEOs):

  • Annual Incentive Plan (AIP) 2024 results and payout:
AIP Measure (2024)ThresholdTargetMaximumActualResultsWeightPayout
AIP Adjusted Core Earnings ($M)114129144141182.4%50%91.2%
AIP Adjusted ROE (%)7.58.59.59.3182.0%25%45.5%
Premiums & Contract Charges Earned ($M)1,1311,1481,1711,14494.1%25%23.5%
Total AIP Payout (CEO/NEOs)100%160.2%
  • Long-term incentive (PBRSU) 2022–2024 payout:
PBRSU Component (2022–2024)Threshold (25th pctile)Target (50th pctile)Max (90th pctile)WeightResult
Relative TSR vs R2K Insurance50% payout at threshold100% at target200% at max50%33.0%
Relative 3-yr Core ROE vs R2K Insurance50% payout at threshold100% at target200% at max50%37.2%
Base PBRSU Payout70.2%
CSR Modifier+/-10%+7% → Final 77.2%

Select 2025 program changes following shareholder feedback (Committee action under Konen’s chairmanship):

  • Increase PBRSU weighting to 60% (from 50%); reduce options to 20% (from 30%).
  • No increase to CEO target pay for 2025; increased CEO stock ownership guideline to 600% of salary.

Other Directorships & Interlocks

ItemDisclosure
Current public company boardsNone disclosed for Konen; current board noted at Lincoln Life & Annuity Company of New York.
Committee interlocksNone for HMN Compensation Committee in 2024.

Expertise & Qualifications

  • Life and retirement leadership: Former division president overseeing individual life, group protection, annuities, and retirement services at a major multiline insurer.
  • Strategic, product, and profitability management experience aligned with HMN’s Life & Retirement and benefits offerings.
  • Board skills matrix flags his insurance and financial services experience; the proxy expressly cites his background as providing “valuable perspective.”

Equity Ownership

MetricValueNotes
Beneficial ownership (HMN common)17,387 sharesAs of March 15, 2025.
Director stock ownership guideline5x annual cash retainerApplies to all non-employee directors.
Compliance with guidelineIn complianceExceptions listed did not include Konen.
Hedging/pledgingProhibited for directors and executive officersUnder company policy.
RSU holding requirementMust retain RSUs until guideline met (net of taxes)Applies until guideline achieved.

Governance Assessment

  • Positives/signals of effectiveness:

    • Independent director; Compensation Chair; sits on Audit and Executive committees, supporting broad oversight (pay, risk/controls, and strategy).
    • Strong engagement: Compensation Chair participated directly in shareholder outreach after a weak Say-on-Pay, with investor meetings covering 20.3% of outstanding shares.
    • Program responsiveness: Committee increased performance-based equity weighting, raised CEO ownership requirements, and held CEO target pay flat for 2025 after feedback.
    • Structural safeguards: Hedging/pledging prohibited; clawback policy in place for incentive-based compensation; executive CIC plan is double-trigger with no tax gross-ups.
    • Attendance: At least 90% in 2024 across Board/committees for all incumbents, indicating active participation.
  • Watch items/red flags:

    • Say-on-Pay support was 60.4% in 2024 (below HMN’s historical >90%); committee actions aim to address alignment concerns.
    • 2024 AIP paid at 160.2% driven by strong recovery in P&C; however, multi-year PBRSU paid 77.2% (below target), providing balance to pay-for-performance alignment.
    • No related-party transactions involving directors disclosed; ongoing monitoring remains prudent.

Overall: Konen’s deep insurance credentials and active leadership as Compensation Chair, combined with concrete program adjustments following investor feedback, support board effectiveness and alignment; the 2024 Say-on-Pay outcome remains a key governance metric to watch in 2025.