Theodore Bunting
UnumAbout Theodore H. Bunting, Jr.
Independent director since 2013 (age 66 at the 2025 Annual Meeting), Bunting is a certified public accountant with deep financial, accounting, and operational experience from Entergy Corporation, where he retired as Group President, Utility Operations after serving as Senior Vice President and Chief Accounting Officer; he qualifies as an SEC “audit committee financial expert.” He currently chairs Unum’s Audit Committee and serves on the Regulatory Compliance Committee.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Entergy Corporation | Group President, Utility Operations | 2012–2017 | Led utility operations in a regulated industry; senior executive experience in finance and operations |
| Entergy Corporation | Senior Vice President & Chief Accounting Officer | 2007–2012 | Oversaw accounting and financial controls |
| Entergy Corporation | Various executive roles (joined Entergy in 1983) | 1983–2007 | Extensive operational and accounting leadership in a regulated environment |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| The Hanover Insurance Group, Inc. | Director | Since 2020 | Public company board; Unum director Cynthia Egan also serves (Chair), creating an interlock |
| NiSource Inc. | Director | Since 2018 | Public company board; Unum Board Chair Kevin Kabat also serves (Chair), creating an interlock |
| Infrastructure and Energy Alternatives, Inc. | Director (prior) | 2021–2022 | Prior public company board service |
Board Governance
- Committee assignments: Audit (Chair) and Regulatory Compliance; designated as an Audit Committee Financial Expert under SEC rules. Audit had 8 meetings in 2024; Regulatory Compliance had 4.
- Independence: Board determined Bunting is independent under NYSE and Unum guidelines; ordinary-course dealings reviewed were immaterial (<1% of revenues) and did not impair independence.
- Board engagement: In 2024, the Board met 8 times; average director attendance exceeded 99%, and each incumbent director attended at least 94% of meetings of the Board and committees on which they served.
- Audit leadership: Signed the Audit Committee Report; committee met regularly in executive session and with EY and internal audit without management present.
Fixed Compensation (Director)
| Component | Amount (2024) | Detail |
|---|---|---|
| Annual cash retainer | $125,000 | Standard for all non-employee directors |
| Audit Committee Chair retainer | $25,000 | Additional cash for committee chair role |
| RSU grant (annual) | $175,000 | Standard for directors; granted under 2022 Stock Incentive Plan |
| Fees earned or paid in cash (actual) | $150,000 | Reflects $125,000 retainer + $25,000 chair retainer |
| Stock awards (actual) | $174,987 | Grant of 3,342 RSUs on May 23, 2024 |
| All other compensation | $5,000 | Matching gifts under company program |
| Total (actual) | $329,987 | Sum of 2024 director compensation |
Performance Compensation
| Equity Award | Grant Date | Shares/Units | Vesting/Notes |
|---|---|---|---|
| RSUs (annual director grant) | May 23, 2024 | 3,342 units | Dividends on director RSUs accrue in cash and are paid at vest; unvested RSUs at FY-end: 3,342 |
Directors do not receive performance-vested awards; compensation consists of fixed cash retainers and time-based RSUs.
Other Directorships & Interlocks
| Interlock | Companies | Nature |
|---|---|---|
| With Cynthia L. Egan | Unum and The Hanover Insurance Group | Both serve on Hanover’s board (Egan as Chair), enabling information flow; independence maintained per Unum policy. |
| With Kevin T. Kabat | Unum and NiSource Inc. | Both serve on NiSource’s board (Kabat as Chair), creating a network link; all directors comply with outside board limits. |
- Outside board limits: Directors may serve on no more than three public company boards beyond Unum and on no more than two audit committees beyond Unum’s; all directors currently comply.
- Related-party transactions: Company reports none since the beginning of 2024; policy requires Audit Committee review for any such transactions.
Expertise & Qualifications
- Certified Public Accountant; Audit Committee Financial Expert per SEC rules.
- Deep expertise in accounting/auditing, business operations, capital management, and regulatory/risk management from senior roles in a regulated utility.
Equity Ownership
| Holder | Shares of Common Stock | Shares Subject to Settleable Rights or Units (within 60 days) | Total Beneficially Owned | % of Class | Notes |
|---|---|---|---|---|---|
| Theodore H. Bunting, Jr. | 31,117 | 19,111 | 50,228 | <1% | No shares pledged; additional RSUs not settleable within 60 days: 31,110 |
- Director ownership guidelines: Must hold Unum equity equal to 5× annual cash retainer ($625,000); all non-employee directors met ownership requirements as of Dec 31, 2024.
- Anti-hedging/anti-pledging policies apply to directors and executives.
Governance Assessment
- Strengths for investor confidence: Audit Committee chair with CPA and SEC financial expert credentials; robust committee activity and audit oversight; independent status affirmed; strong board-wide attendance; director stock ownership requirements met; anti-hedging/anti-pledging and clawback policies in place.
- Compensation alignment: Director pay structured as moderate cash retainer plus annual RSUs; no performance-based director awards, reducing risk incentives.
- Interlocks: Dual board service with Hanover (Egan) and NiSource (Kabat) presents information network benefits; Unum’s independence review and related-party policy mitigate conflict risk; outside board service limits enforced.
- Additional context: 2024 say-on-pay support (93%) and regular independent director executive sessions reinforce governance discipline.
RED FLAGS to monitor
- Board interlocks (Hanover, NiSource) warrant ongoing review for potential perceived conflicts, especially if material transactions arise with those entities; current independence determinations found ordinary-course relationships immaterial.
- No pledging and no related-party transactions reported—continue monitoring Form 4 filings and future proxy disclosures.