v3.25.4
Shareholders' Equity
12 Months Ended
Dec. 31, 2025
Equity [Abstract]  
Shareholders' Equity SHAREHOLDERS’ EQUITY
Common Stock Issuance
Kemper is authorized to issue 20 million shares of $0.10 par value preferred stock and 100 million shares of $0.10 par value common stock. No preferred shares were issued or outstanding at December 31, 2025 and 2024. There were 58,666,644 shares and 63,840,442 shares of common stock outstanding at December 31, 2025 and 2024, respectively.
Common Stock Repurchases
On May 6, 2020, Kemper’s Board of Directors authorized the repurchase of up to an additional $200.0 million of Kemper common stock, in addition to the $133.3 million remaining under a prior authorization in 2014, bringing the remaining share repurchase authorization to approximately $333.3 million (the “2014 Repurchase Program”). On August 5, 2025 Kemper’s Board of Directors approved a new share repurchase authorization, under which the Company can repurchase up to $500.0 million of its common stock (the “2025 Repurchase Program”).
As of December 31, 2025, the 2014 Repurchase Program has been completed, and the remaining share repurchase authorization under the 2025 Repurchase Program was $304.2 million
On August 13, 2025, the Company entered into an accelerated share repurchase agreement (the “ASR Agreement”) with Goldman Sachs & Co. LLC (“Goldman Sachs”) to repurchase an aggregate of $150.0 million of shares of the Company’s common stock. Under the terms of the ASR Agreement, the Company made a payment of $150.0 million to Goldman Sachs, and on August 14, 2025, received initial deliveries of an aggregate 2,279,000 shares of the Company’s common stock, or approximately 80% of the total shares that are expected to be repurchased under the ASR Agreement, based on the closing price of $52.65 per share.

The initial delivery of shares resulted in an immediate reduction of the outstanding shares used to calculate the weighted-average common shares outstanding for basic and diluted earnings per share. The ASR Agreement was accounted for as a treasury stock transaction and forward stock purchase contract. The shares delivered were immediately retired, and the unsettled portion of the ASR Agreement was recorded in additional paid-in-capital in the Company’s Consolidated Balance Sheet.
On October 13, 2025, as final settlement of the share repurchase transaction under the ASR Agreement, the Company received from Goldman Sachs approximately 615,000 shares of the Company’s common stock. In total, the Company repurchased 2,894,000 shares of its Common Stock under the ASR Agreement at $51.84 per share, which represents the volume-weighted average market price of the Company’s common stock during the term of the ASR Agreement less a customary discount. The shares delivered were immediately retired.

In addition to the ASR Agreement repurchases during the year ended December 31, 2025, Kemper repurchased and retired approximately 2,677,000 shares of its common stock in open market transactions under its share repurchase authorizations for an aggregate cost of $149.0 million and an average cost per share of $55.67.

During the year ended December 31, 2024, Kemper repurchased and retired approximately 637,000 shares of its common stock in open market transactions under its share repurchase authorization for an aggregate cost of $38.9 million and an average cost per share of $61.12.
NOTE 17. SHAREHOLDERS’ EQUITY (Continued)
Employee Stock Purchase Plan
During the years ended December 31, 2025, 2024, and 2023, the Company issued 69,000, 61,000, and 89,000 shares under the Kemper Employee Stock Purchase Plan (“ESPP”), respectively, at an average discounted price of $45.46, $52.72, and $40.79 per share. Compensation costs charged against income were $0.6 million for the year ended December 31, 2025, and $0.6 million for the years ended, 2024, and 2023, respectively.
Dividends
Kemper issued dividends and dividend equivalents of $79.6 million in 2025 and $80.1 million for the years ended 2024 and 2023, respectively, of which $79.6 million for 2025, and $80.1 million for 2024 and 2023, respectively, was paid to shareholders. Except for certain financial covenants under Kemper’s credit agreement or during any period in which Kemper elects to defer interest payments, there are no restrictions on Kemper’s ability to pay dividends to its shareholders. Certain financial covenants, namely minimum net worth and a maximum debt to total capitalization ratio, under Kemper’s credit agreement could limit the amount of dividends that Kemper may pay to shareholders. Kemper had the ability to pay $0.4 billion, $0.6 billion, and $0.5 billion in dividends without restrictions to its shareholders and still be in compliance with all financial covenants under its credit agreement at December 31, 2025, 2024, and 2023, respectively.