8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) October 6, 2017

TORCHMARK CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE	001-08052	63-0780404
(State or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer ID No.)

3700 South Stonebridge Drive, McKinney, Texas 75070

(Address of principal executive offices)

Registrant’s telephone number, including area code: (972) 569-4000

None

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a.-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):

	Emerging growth company	¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.		¨

Item 5.04 Temporary Suspension of Trading Under Registrant’s Benefit Plans

Effective as of November 1, 2017, the Torchmark Corporation Savings and Investment Plan will change record keepers from VOYA to Empower Retirement.

This change in record keeper will necessitate a blackout period during which participants in the plan will be unable to effect certain transactions with respect to their plan accounts. During the blackout period, certain transactions in the Torchmark Stock Fund (a fund which invests in shares of Torchmark Corporation’s common stock) will be suspended and plan participants will be unable to access their account balance and other information, transfer or diversify their investments in the plan, and obtain a withdrawal, loan or distribution from the plan.

The blackout period will commence at 3:00 p.m. Central Time on October 24, 2017 and is scheduled to end during the week of November 12, 2017. During the week of November 12, 2017, information regarding whether the blackout period has ended may be obtained, free of charge, by calling Empower at 888-411-4015. No trades can be processed during the blackout period.

Notice of this blackout period was sent, on October 6, 2017, to all members of the Torchmark Board of Directors and to all of Torchmark’s executive officers. The foregoing description of the notice is qualified in its entirety by reference to the notice, which is attached to this Form 8-K as Exhibit 99.1 and which is incorporated by reference herein.

Questions about Section 306(a) of the Sarbanes-Oxley Act or questions regarding the blackout period or the blackout period notice should be addressed to Cory Newman at Torchmark Corporation (469-525-4253 or cnewman@torchmarkcorp.com), 3700 South Stonebridge Drive, McKinney, Texas, 75070. During the blackout period and for a period of two years after the ending date of the blackout period, information regarding the actual beginning and ending dates of the blackout period may also be obtained, free of charge, by contacting Cory Newman at Torchmark Corporation (469-525-4253 or cnewman@torchmarkcorp.com), 3700 South Stonebridge Drive, McKinney, Texas, 75070.

Item 9.01 Financial Statements and Exhibits

(a) Financial statements of businesses acquired.

None.

(b) Pro forma financial information.

None.

(c) Shell company transactions.

None.

(d) Exhibits.

99.1 Notice of Blackout Period for the Torchmark Corporation Savings and Investment Plan

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	TORCHMARK CORPORATION
Date: October 6, 2017
	/s/ Carol A. McCoy
	Carol A. McCoy, Vice President, Associate Counsel and Corporate Secretary

EX-99.1

Torchmark Corporation

3700 S. Stonebridge Drive

McKinney, TX 75070

(972) 569-4020

Fax (972)569-3680

bmitchell@torchmarkcorp.com

Brian Mitchell

Executive Vice President and General Counsel

October 6, 2017

To:	Directors and Executive Officers of Torchmark Corporation
From:	R. Brian Mitchell, Executive Vice President, General Counsel and Chief Risk Officer
Re:	Notice of Blackout Period for the Torchmark Corporation Savings and Investment Plan

Pursuant to Regulation BTR (Blackout Trading Restriction), promulgated by the Securities and Exchange Commission (“SEC”), and subject to certain exceptions, it is unlawful under Section 306(a)(1) of the Sarbanes-Oxley Act of 2002 (“SOX”) for any director or executive officer of an issuer of an equity security, directly or indirectly, to purchase, sell or otherwise acquire or transfer any equity security of the issuer during any blackout period with respect to such equity security, if such director or executive officer acquires or previously acquired such equity security in connection with his or her service or employment as a director or executive officer. In the event of such a blackout period, pursuant to Rule 104 of Regulation BTR, the issuer is required to timely notify its directors and executive officers and the SEC of the blackout period. This letter constitutes a Rule 104 notice of a blackout period.

Effective as of November 1, 2017, the Torchmark Corporation Savings and Investment Plan (the “Plan”) will change record keepers from VOYA to Empower Retirement (“Empower”). In connection with the foregoing change in record keeper, participants in the Plan will be unable to effect certain transactions with respect to their Plan accounts during a period (the “Blackout Period”). The Blackout Period will commence at 3:00 p.m. Central Time on October 24, 2017 and is scheduled to end during the week of November 12, 2017. During the week of November 12, 2017, you can determine whether the Blackout Period has ended, free of charge, by calling Empower at 888-411-4015.

During all or part of the Blackout Period, certain transactions in the Torchmark Stock Fund (a fund which invests in shares of Torchmark Corporation’s common stock) will be suspended and participants in the Plan will be unable to access their account balance and other information, transfer or diversify their investments in the Plan, and obtain a withdrawal, loan or distribution from the Plan.

Please note that, even though you may not participate in the Plan or invest in the Torchmark Stock Fund, you will be restricted, pursuant to Section 306(a)(1) of SOX, from directly or indirectly purchasing, exercising, selling, or otherwise transferring equity securities (including options and other derivative securities) of Torchmark Corporation during the upcoming Blackout Period. In light of the foregoing, during the Blackout Period, you are required to refrain from engaging in any transaction involving Torchmark Corporation’s equity securities, even a transaction outside of the Plan and even if you are not a participant in the Plan, unless you have first obtained confirmation from me that the proposed transaction would satisfy one of the designated exceptions under Regulation BTR.

The rules are complex and criminal and civil penalties may be imposed upon directors and executive officers who violate the rules. Therefore, please contact Cory Newman at 469-525-4253 (cnewman@torchmarkcorp.com), 3700 South Stonebridge Drive, McKinney, Texas, 75070, if you have any questions or if you believe that a transaction in which you have a pecuniary interest may occur during the Blackout Period.