Stockholders' Equity and Earnings Per Common Share

3 Months Ended

Mar. 31, 2024

Stockholders' Equity and Earnings Per Common Share [Abstract]

Earnings Per Share Disclosure

Earnings Per Common Share

Net income per common share is determined as follows:

	Three Months Ended March 31
	2024		2023
	(in millions of dollars, except share data)
Numerator
Net Income	$	395.2	$	358.3
Denominator (000s)
Weighted Average Common Shares - Basic	192,550.2		198,111.2
Dilution for Assumed Exercises of Nonvested Stock Awards	716.9		1,408.9
Weighted Average Common Shares - Assuming Dilution	193,267.1		199,520.1
Net Income Per Common Share
Basic	$	2.05	$	1.81
Assuming Dilution	$	2.04	$	1.80

We compute basic earnings per share by dividing net income by the weighted average number of common shares outstanding for the period. In computing earnings per share assuming dilution, we include potential common shares that are dilutive (those that reduce earnings per share). We use the treasury stock method to account for the effect of nonvested stock success units, and nonvested restricted stock units on the computation of diluted earnings per share. Under this method, the potential common shares from nonvested stock success units and nonvested restricted stock units will each have a dilutive effect, as individually measured, when the average market price of Unum Group common stock during the period exceeds the grant price of the nonvested stock success units and nonvested restricted stock units. The outstanding nonvested stock success units and nonvested restricted stock units have grant prices ranging from $18.78 to $52.11. Potential common shares not included in the computation of diluted earnings per share because the impact would be antidilutive, approximated 0.5 million and 0.7 million potential common shares for the three months ended March 31, 2024 and 2023, respectively.

Stockholders' Equity Disclosure

Common Stock

As part of our capital deployment strategy, we may repurchase shares of Unum Group's common stock, as authorized by our board of directors. The timing and amount of repurchase activity is based on market conditions and other considerations, including the level of available cash, alternative uses for cash, and our stock price.

Our board of directors has authorized the following repurchase programs:

	October 2023 Authorization		December 2022 Authorization1
	(in millions)
Effective Date	January 1, 2024		January 1, 2023
Expiration Date	None		December 31, 2023
Authorized Repurchase Amount	$	500.0	$	250.0
Cost of Shares Repurchased Under Repurchase Program	121.9		250.0
Remaining Repurchase Amount at March 31, 2024	$	378.1	$	—

1 In February 2023, the December 2022 program was modified to increase the authorized repurchase amount from $200.0 million to $250.0 million.

In August 2022, the Inflation Reduction Act was signed into law in the U.S. and imposes a one percent excise tax on corporate stock repurchases effective January 1, 2023. This excise tax is recorded as part of the cost basis of treasury stock and is assessed on the fair market value of stock repurchases reduced by the fair market value of any shares issued during the period.

Common stock repurchases, which are accounted for using the cost method and classified as treasury stock until otherwise retired, were as follows:

	Three Months Ended March 31
	2024		2023
	(in millions)
Shares Repurchased	2.5		1.3
Cost of Shares Repurchased1	$	123.0	$	53.6

1Includes a de minimis amount of commissions for the three months ended March 31, 2024 and 2023. Also includes $1.1 million and $0.1 million of excise taxes for the three months ended March 31, 2024 and 2023, respectively.

As a part of our share repurchase program, we periodically enter into accelerated share repurchase agreements (ASR). Under the terms of these agreements, we make a prepayment to a financial counterparty for which we receive an initial delivery of approximately 75 percent of the total Unum Group common stock to be delivered under the agreement. We simultaneously enter into a forward contract indexed to the price of Unum Group common stock, which subjects the transactions to a future price adjustment. Under the terms of the agreements, we are to receive, or be required to pay, a price adjustment based on the volume weighted average price of Unum Group common stock during the term of the agreement, less a discount. Any price adjustment payable to us is settled in shares of Unum Group common stock. Any price adjustment we would be required to pay may be settled in either cash or common stock at our option. Details of our ASRs are as follows:

Prepayment Date	Prepayment Amount	Initial Share Delivery	Forward Contract Settlement Date	Shares Delivered to Settle Forward Contract
(in millions)
April 2024	$125.0	1.7	June 2024	Not yet settled
January 2024	$100.0	1.6	March 2024	0.5
July 2023	$50.0	0.8	September 2023	0.2

Preferred Stock

Unum Group has 25.0 million shares of preferred stock authorized with a par value of $0.10 per share. No preferred stock has been issued to date.