Laura Rock

About Laura Rock

Laura A. Rock is Executive Vice President and Chief Human Resources Officer (CHRO) of Kemper, age 57, and joined the company in May 2024 after eight years at Zurich North America where she served as CHRO; she previously held HR leadership positions with Zurich/Farmers and AIG . Kemper returned to profitability in 2024, posting net income of $317.8 million and growing Auto policies in force 5.1% year over year; revenue was $4.639 billion versus $4.944 billion in 2023 and adjusted net operating income improved to $381.5 million from a loss of $47.2 million . She is listed on Kemper’s executive management page as CHRO , and her education includes a BA from Vanderbilt and an MSM in Management from The American College of Financial Services .

Company performance context (2013–2024 comparison):

Past Roles

External Roles

Fixed Compensation

• Employment status: Kemper discloses no executive employment contracts; executive officers are “at will” employees .
• Stock ownership guidelines: Executive officers must hold shares equal to 2x annual base salary (CEO: 5x); time-based RSUs count, but options and performance awards do not; 1-year post‑vesting holding period is required (except shares used for taxes/exercise) .
• Hedging/pledging: Prohibited for directors and all equity award recipients under Insider Trading Policy and Ownership Policy .

Performance Compensation

Kemper’s long-term incentive architecture (applies to executive officers, including CHRO, when awarded under the Omnibus Plan):

• Stock Options: 10-year term, strike at grant-date fair market value; vest in three equal annual tranches; repricing prohibited .
• Time-based RSUs: Vest one-third annually starting on first anniversary of grant date .
• PSUs: Two components with three-year performance cycles—Relative TSR vs. S&P 1500 Composite Insurance Index and three-year Adjusted ROE; payouts follow the schedules below .

PSU schedules:

Short-term incentive plan (company design; individual weightings vary by role):

• Metrics: Adjusted Operating Income and Distributable Cash Flow (each with threshold/target/max), plus role-specific qualitative factors; pool funding interpolated by results .
• 2024 STI results: Adjusted Operating Income $381.5m → 200% payout; Distributable Cash Flow $608.9m → 200% payout (company-level) .

Equity Ownership & Alignment

• Ownership multiple: 2x salary required for executive officers; progress monitored with 50% net-share retention until guideline met; 1-year holding period on vested shares .
• Pledging/hedging: Prohibited; aligns insider behavior with shareholder interests and reduces red-flag risk .
• Insider activity signals: Laura Rock filed multiple Form 4s in 2025, including initial grant reporting (Feb 7, 2025, period of report Feb 6, 2025) and subsequent transactions; one transaction was noted under a Rule 10b5‑1 plan (Aug 7, 2025), indicating pre-arranged trading that reduces discretionary selling risk .

Employment Terms

• Change-in-control treatment:
  • Equity awards: Double-trigger protection—if awards are continued/assumed, vesting accelerates or performance is deemed satisfied upon qualifying termination within two years of a Change in Control; if not continued/assumed, immediate vesting or cash-out is permitted .
  • Severance framework: Kemper uses individual Severance Agreements with NEOs; these provide multiples of salary+bonus and benefits under double-trigger CoC. While Rock is not disclosed as an NEO in 2024, the equity award agreements and Omnibus Plan govern CHRO equity in CoC scenarios .
• Clawback: Incentive compensation subject to Dodd‑Frank compliant clawback policy; embedded in award agreements .
• Indemnification: Executives are party to standard indemnification agreements, supplementing bylaws protections .

Investment Implications

• Pay-for-performance alignment: Equity-heavy structure with PSUs tied to Relative TSR and three-year Adjusted ROE, plus STI based on operating income and distributable cash flow, tightly links payouts to value creation and cash generation .
• Retention risk assessment: 1/3 annual vesting for RSUs/options, 1-year post-vesting hold, and stock ownership multiples create stickiness; 2024 special performance-based retention RSUs were granted to NEOs to address retention through the turnaround—an indicator Kemper actively manages senior talent risk (Rock joined during that period) .
• Selling pressure: Form 4 activity in 2025 includes transactions under a 10b5‑1 plan, which helps mitigate ad hoc selling risk; standard holding/ownership rules further dampen near-term discretionary sales .
• Execution track record context: 2022 PSU cycle paid 0% due to underperformance, but 2024 marked a sharp recovery to profitability with strong STI outcomes; the CHRO role is pivotal to sustaining talent, culture, and execution of cost/claims modernization and growth initiatives across Auto and Life .

Notes and References

• Executive biography and role: Proxy executive officers section and Kemper website .
• Education & external role: RocketReach profile (Vanderbilt BA; MSM, The American College; HRMAC board) .
• Appointment coverage: HR Today article noting appointment as CHRO in May 2024 .
• Insider transactions: SEC Form 4 filings throughout 2025 (Feb 7, Jun 3, Aug 7) .
• Compensation program, policies, and performance metrics: DEF 14A 2025 (sections on STI, PSUs, RSUs/options vesting, stock ownership guidelines, clawback, hedging/pledging, pay-versus-performance) .