2024 Annual Report
Table of Contents
A Letter to Shareholders from CEO
Market for Registrant's Common Equity, Related Stockholder 55 Matters and Issuer Purchases of
Management's Discussion and Analysis of Consolidated 58 Financial Condition and Results of Operations
Consolidated Financial Statements 97
Exhibits and Financial Statement Schedules 198
Directors of
Investor Information 214
A Letter to Shareholders from CEO
To my fellow shareholders:
2024 was a strong year for CNO. Our operating performance was among our best in several years. We delivered earnings growth and improved retuon equity (ROE). Our stock price reached an all-time record high.
Two other notable achievements stand out: how our team delivered on our promises to customers and executed on our strategic priorities. Each enhances and enables our capabilities to deliver sustained profitable growth and long-term shareholder value. I touch on both in this letter.
I begin by recognizing and thanking our 3,500 associates, 4,800 exclusive agents and more than 5,000 independent partners. In our industry, we do not operate factories or manufacture durable goods. It is our associates and agents who deliver on the promises of our products and services. They meet with clients and employers, pay claims, manage our products and investments, and more.
At CNO, the core of our business is helping people. The connection to our mission and purpose drives results for all our stakeholders. Our associates reported being highly engaged and feeling inspired by our mission and purpose to help secure the future of middle-income America. Internal survey results on both items exceed financial services company benchmarks. This commitment also supports better customer outcomes. Bankers Life customers gave us 4.9 stars out of 5 in 2024, with Optavise clients reporting 90% member satisfaction.
Our dedicated people and clear purpose drive our success and the difference we make for our customers. Highlights from our performance in 2024 include:
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• Paid
$2.1 billion in claims to our policyholders and processed 607,000 new applications. -
• Grew operating earnings per diluted share (EPS)1by 28% from 2023 to
$3.97 per share. -
• Generated 11.9% operating retuon equity (ROE).1
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• Reached an all-time high share price, outperforming the S&P 500.
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• Achieved record sales in both our Consumer and Worksite Divisions.
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• Returned
$349 million to shareholders. -
• Increased our quarterly dividend for the 12th consecutive year.
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• Named one of America's Best Insurance Companies byForbes.
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• Named one of America's Most Responsible Companies byNewsweek.
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• Recognized as one of the Healthiest 100 Workplaces in America®for the 11th year.
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• Celebrated the opening of our new corporate office in
Carmel, Indiana .
I extend our appreciation to the CNO Board of Directors and Board Chair
In
Strong Operating Performance
In 2024, CNO demonstrated our ability to grow the franchise while also growing earnings and improving profitability. We entered 2024 with considerable momentum-and we capitalized on it. Our team executed well across the board. The result: meaningful earnings growth, ROE improvement and one of CNO's best operating performances of the past several years.
Our performance reflected ongoing strength in our underwriting margins and net investment income. For the second year, new money rates exceeded 6% in all four quarters. Effective expense discipline balanced resources between growth initiatives, technology investments and operational efficiency. Our
Our stock price reached a record high in
Business Highlights
In our Consumer Division, 2024 marked the most productive year on record for the Bankers Life field force. The fourth quarter results represented nine consecutive quarters of sales growth and eight quarters of growth in producing agent count. Nearly all product categories were up for the year, including strong results in Field agent-sold Life insurance (up 10%), Health insurance (up 18%) and Long-Term Care insurance (up 35%). Medicare policies sold grew 5%. Assets in our brokerage and advisory services and annuity collected premiums both reached record highs, as clients increasingly seek out professional guidance to help build and protect their retirement incomes.
CNO is one of the only companies in the industry blending direct-to-consumer (D2C) with exclusive agents to enhance customer experience and create sustainable lead-sharing capabilities. Customers can engage with us online, over the phone, virtually, or in-person with an agent who delivers the "last mile" of sales and service. Agents provide local expertise and build lasting relationships with our customers.
The Consumer Division's integrated distribution model is a competitive advantage for how we serve the middle-income market. Our well-established, nationwide agent force operates at a scale that would be nearly impossible to build anew today. Millions of prospective customers also engage with our leading D2C life insurance business each year. Our model remains effective and sustainable. We expect our differentiated offerings to continue to generate sustained growth in 2025 and beyond.
Within the Worksite Division, we posted record full-year insurance sales (up 16%) and strong agent recruiting. Fourth quarter 2024 marked our 11th consecutive quarter of insurance sales growth and eighth consecutive quarter of sustained agent count growth.
Our solid performance illustrates the value that employers recognize in our integrated insurance and benefits solutions. Through our Optavise brand, we provide employers and employees with a single source for accessing voluntary benefits insurance products and fee-based services, such as expert guidance, advocacy services and benefits administration technology. We serve a wide range of clients and industries with our diversified distribution through exclusive agents, brokers and independent partners. New products and continued investment in our geographic expansion continue to generate meaningful results.
Despite the strong performance in insurance sales, our Worksite fee-based services business has yet to achieve full potential. Green shoots in fee revenue and sales results are early indicators of future performance. We remain bullish on our ability to execute our strategic plan for Worksite.
Investments, Capital and Shareholder Return
CNO's high-quality investment portfolio performed well, benefiting from higher interest rates and maintaining solid credit performance. Our approach to portfolio management remains opportunistic yet disciplined, led by our tenured and highly experienced team.
Our solid balance sheet, strong cash flows and disciplined capital management underscore our financial strength.
We ended 2024 with capital and liquidity results well above target levels. We generated
CNO remains committed to responsibly deploying our excess capital, which resulted in a significant amount of capital returned to shareholders. In 2024, we returned
In May of 2024, we raised our quarterly dividend to
CNO's strong position today (and we expect in future years) is the result of our strategic growth roadmap coupled with steady execution throughout multiple quarters. Consider the flywheel concept developed by
Before 2019, our "fix and focus" strategy was aimed at fortifying our balance sheet. It culminated in our successful long-term care reinsurance transaction in 2018 and subsequent upgrades to investment grade ratings. In 2019, we turned our attention to restarting our sales engine. We leveraged our distribution and product strengths while motivating our team to rethink our business approach with a growth mindset. This included faster decision-making, taking more smart, calculated risks, and ramping up pilots and test programs. Embracing this mindset within our culture fueled our sales momentum.
Alongside these milestone steps, critical strategic choices that were made in prior periods are enabling-and in some cases accelerating-our growth today. Seeds planted in past years are presently bearing fruit.
Several early choices have seamlessly become a part of how we manage our business and sustain momentum. We prioritized face-to-face agent distribution, optimized our Medicare product portfolio and built new, shorter-duration long-term care insurance policies. We also moved to an up-in-quality investment portfolio and established CNO Bermuda Re with favorable timing for market conditions.
I offer a deeper perspective on two strategic choices as examples of meaningful contributions to our 2024 results from prior decisions.
First, in 2016, we began operating our broker-dealer and registered investment advisor, which allowed us to offer holistic retirement solutions to the middle-income market and provide a more attractive career path for our producers. The results have been significant. Client assets in brokerage and advisory reached a record
Second, we completed a strategic transformation of our business units in 2020 to realign our operating model with changing consumer behaviors. Our Consumer and Worksite Divisions were the result. This transformation provided the foundation for our growth momentum. The strategy to combine our exclusive agent and D2C Consumer businesses enabled us to share resources, expertise, leads and sales between channels. Unifying our Worksite offerings strengthened our capabilities to serve employers with a holistic (and unique) combination of voluntary insurance products, benefits administration technology and services. Customers and employer groups benefit as well. Our model supports enhanced sales, service and customer experience.
These building blocks, coupled with normal course business initiatives to drive sustainable growth, contribute to the strong financial foundation CNO enjoys today. There are countless elements to "our flywheel." Each step forward is a mile marker on the path and not our final destination. As our track record has demonstrated, we fully intend to keep leveling up as we advance CNO's growth story.
Why Invest in CNO
We operate in a market with sustained demographic tailwinds. The middle-income market is growing yet underserved. Beginning in 2024, Americans are turning age 65 (the traditional first year of Medicare eligibility) at peak levels-about 11,000 per day through 2027.3
Most insurers in our space focus on affluent or mass affluent customers and retirees. It has long been CNO's position that middle-income customers need and deserve access to the same professional guidance and critical insurance and retirement products as do more affluent customers. With our diverse distribution and broad product portfolio, our capabilities to reach and build lasting relationships with middle-income customers are unparalleled.
During my 30-plus years as a business leader, I have learned that in the real world growth rarely comes in a straight line. Various factors (both inside and outside of our control) influence quarterly performance. Market volatility is a common example in our industry. We believe CNO is an attractive investment because of our business fundamentals and numerous macroeconomic and demographic tailwinds. This is why I am bullish on our growth opportunity over the next three to five years.
By leveraging our diverse business model-across markets, distribution channels and products-we offer a differentiated opportunity for long-term shareholder value. As such, our diversification establishes natural hedges, both lowering our risk profile and adding balance to our performance.
Our model includes the unique combination of exclusive agent, D2C and independent partner distribution. How we integrate our channels to serve this market (at home and in the workplace) differentiates CNO from our insurance peers. We offer middle-income consumers among the broadest product suites in the industry, including insurance, securities and services. At the same time, our products are high-quality, straightforward and well-priced. The combination of both manufactured and distributed products lends balance to our portfolio.
Customers continue to look for technology to supplement-not replace-human interaction. We remain committed to investments in AI capabilities and technology-enabled tools, such as our myHealthPolicy.com online Medicare marketplace and instant decision accelerated underwriting. In
Our success is ultimately rooted in the strength of our talented, dedicated team. It is our people who set us apart in our business and our communities. You can leamore about our corporate social responsibility commitments on our websitewww.CNOinc.com.
What to Expect in 2025
We expect 2025 to continue to benefit from favorable interest rate and demographic environments. Geopolitical events may elevate the risk of market volatility. It is too early to fully assess the implications of the new administration's policies on markets and the
As CNO enters 2025, we expect to continue to drive both sales and earnings growth while delivering operating ROE improvement over the next three years and beyond. Our financial position is robust, strengthened by our disciplined expense and capital management. Your company remains well positioned to deliver shareholder value.
Please continue to take care of yourself and one another in 2025. Thank you for your continued support of, and interest in,
Regards,
This letter contains forward-looking statements. These statements are subject to significant risks and uncertainties, including those described in our Annual Report on Form 10-K that accompanies this letter.
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1A non-GAAP measure. See Annex A-"Information Related to Certain Non-GAAP Financial Measures" of our Proxy Statement filed on
March 26, 2025 , with theSecurities and Exchange Commission for a description of these measures and a reconciliation to the corresponding GAAP measures. -
2Excluding accumulated other comprehensive income (loss).
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3
CBS News ,April 18, 2024 . "Baby boomers are hitting 'peak 65.' Two-thirds don't have nearly enough saved for retirement."
SECURITIES AND EXCHANGE COMMISSION
Form 10-K
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☑Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the fiscal year ended
December 31, 2024 -
☐Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from ______ to ______
Commission File Number 001-31792
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75-3108137 |
State of Incorporation |
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(317) 817-6100 |
Address of principal executive offices |
Telephone |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Common Stock, par value
Rights to purchase Series F Junior Participating Preferred Stock 5.125% Subordinated Debentures due 2060
Trading Symbol |
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CNO |
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CNOpA |
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Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☒No☐
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes☐No☒
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes☒No☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes☒No☐
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐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.☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☒
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): Yes☐No☒
At
Shares of common stock outstanding as of
DOCUMENTS INCORPORATED BY REFERENCE: Portions of the Registrant's definitive proxy statement for the 2025 annual meeting of shareholders are incorporated by reference into Part III of this report.
TABLE OF CONTENTS
PART I |
Page |
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Item 1. |
Business of CNO |
11 |
Item 1A. |
Risk Factors |
36 |
Item 1B. |
Unresolved Staff Comments |
51 |
Item 1C. |
Cybersecurity |
51 |
Item 2. |
Properties |
52 |
Item 3. |
Legal Proceedings |
53 |
Item 4. |
Mine Safety Disclosures |
53 |
Executive Officers of the Registrant |
54 |
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PART II |
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Item 5. |
Market for Registrant's Common Equity, Related Stockholder Matters and Issuer |
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Purchases of |
55 |
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Item 6. |
Selected Consolidated Financial Data |
57 |
Item 7. |
Management's Discussion and Analysis of Consolidated Financial Condition and Results |
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of Operations |
58 |
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Item 7A. |
Quantitative and Qualitative Disclosures About Market Risk |
96 |
Item 8. |
Consolidated Financial Statements |
97 |
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Changes in and Disagreements with Accountants on Accounting and Financial Disclosure |
194 |
Item 9A. |
Controls and Procedures |
194 |
Item 9B. |
Other Information |
196 |
Item 9C. |
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections |
196 |
PART III |
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Item 10. |
Directors, Executive Officers and Corporate Governance |
197 |
Item 11. |
Executive Compensation |
197 |
Item 12. |
Security Ownership of Certain Beneficial Owners and Management and Related |
197 |
Stockholder Matters |
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Item 13. |
Certain Relationships and Related Transactions, and Director Independence |
197 |
Item 14. |
Principal Accountant Fees and Services |
197 |
PART IV |
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Item 15. |
Exhibits and Financial Statement Schedules |
198 |
Item 16. |
Form 10-K Summary |
202 |
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Our statements, trend analyses and other information contained in this report and elsewhere (such as in filings by
CNO with the
1995. Forward-looking statements typically are identified by the use of terms such as "anticipate," "believe," "plan," "estimate," "expect," "project," "intend," "may," "will," "would," "contemplate," "possible," "attempt," "seek," "should," "could," "goal," "target," "on track," "comfortable with," "optimistic," "guidance," "outlook," "sustainable," "repeatable" and similar words, although some forward-looking statements are expressed differently. You should consider statements that contain these words carefully because they describe our expectations, plans, strategies and goals and our beliefs concerning future business conditions, our results of operations, financial position, and our business outlook or they state other "forward-looking" information based on currently available information. The "Risk Factors" in Item 1A. provide examples of risks, uncertainties and events that could cause our actual results to differ materially from the expectations expressed in our forward-looking statements. Assumptions and other important factors that could cause our actual results to differ materially from those anticipated in our forward-looking statements include, among other things:
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• general economic, market and political conditions and uncertainties, including the performance and fluctuations of the financial markets which may affect the value of our investments as well as our ability to raise capital or refinance existing indebtedness and the cost of doing so;
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• exposure to interest rate risk, including interest rate volatility, may negatively impact our results of operations, financial position or cash flow;
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• future investment results, including the impact of realized losses (including other-than-temporary impairment charges) may diminish the value of our invested assets and negatively impact our profitability, our financial condition and our liquidity;
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• the ultimate outcome of lawsuits filed against us and other legal and regulatory proceedings to which we are subject;
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• our ability to make anticipated changes to certain non-guaranteed elements of our life insurance products;
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• our ability to obtain adequate and timely rate increases on our health products, including our long-term care business;
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• the receipt of any required regulatory approvals for dividend and surplus debenture interest payments from our insurance subsidiaries;
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• mortality, morbidity, the increased cost and usage of health care services, persistency, the adequacy of our previous reserve estimates, changes in the health care market and other factors which may affect the profitability of our insurance products;
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• the recoverability of our deferred tax assets and the effect of potential ownership changes and tax rate changes on their value;
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• our assumption that the positions we take on our tax retufilings will not be successfully challenged by the
Internal Revenue Service ; -
• changes in accounting principles and the interpretation thereof;
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• our ability to continue to satisfy the financial ratio and balance requirements and other covenants of our debt agreements;
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• our ability to identify products and markets in which we can compete effectively against competitors with greater market share, higher ratings, greater financial resources and stronger brand recognition;
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• our ability to generate sufficient liquidity to meet our debt service obligations and other cash needs;
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• changes in capital deployment opportunities;
Attachments
Disclaimer
Proxy Statement (Form DEF 14A)
2025 Proxy Statement
Advisor News
Annuity News
Health/Employee Benefits News
Life Insurance News