(b) Effective May 25, 2017, Thomas R. Watjen retired from the Board
of Directors (the Board) of Unum Group (the Company), including as
its non-executive Chairman, in accordance with his previously
disclosed decision not to stand for re-election at the Companys
2017 Annual Meeting of Shareholders. Also effective May 25, 2017,
Edward J. Muhl retired from the Board in accordance with the
Companys bylaws, which impose a mandatory retirement age of 72.

(e) At the Companys 2017 Annual Meeting of Shareholders held on May
25, 2017, shareholders approved the Unum Group Stock Incentive Plan
of 2017 (the 2017 Plan), as described in Item 5.07 below. The Human
Capital Committee (the Committee) of the Board had previously
adopted the 2017 Plan on February 21, 2017, subject to shareholder
approval. A description of the material features of the 2017 Plan
is set forth under the heading Approval of the Unum Group Stock
Incentive Plan of 2017 on pages 96 through 105 of the Companys
definitive proxy statement on Schedule 14A filed with the
Securities and Exchange Commission on April 13, 2017 (the Proxy
Statement). This description of the 2017 Plan is qualified in its
entirety by reference to the full text of the 2017 Plan, which was
included as Appendix A to the Proxy Statement and is filed herewith
as Exhibit 10.1.

On May 24, 2017, the Committee approved the forms of award
agreements (the Award Agreements) to be used for grants of
restricted stock units and performance share units under the 2017
Plan if the 2017 Plan was approved by shareholders at the Companys
2017 Annual Meeting of Shareholders. Restricted stock unit and
performance share unit awards are granted to employees to the
Company’s long-term incentive compensation program each year only
if a specified level of Company performance is achieved.

The restricted stock unit agreements include a form for
non-employee directors and a form for employees, which are filed
herewith as Exhibits 10.2 and 10.3, respectively. Both forms of
restricted stock unit agreements provide for time-based vesting and
acceleration of vesting in connection with certain events,
including termination due to death, disability or a qualifying
retirement. The form of restricted stock unit agreement for
employees provides for pro-rata vesting in the event of termination
by the Company as a result of job elimination or requalification or
by the employee for good reason (as applicable), and also includes
certain confidentiality, non-solicitation, and non-disparagement
obligations that apply for up to one year following termination of
employment, with the exception of confidentiality which applies
until such information is no longer confidential.

The form of performance share unit agreement for employees, which
is filed herewith as Exhibit 10.4, provides for vesting based on
the achievement of prospective three-year performance goals
relating to average operating earnings per share and average return
on equity, modified up to /- 20% based on the Companys total
shareholder return (TSR) relative to specified peer companies.
After taking into account this relative TSR modifier, actual
payouts may range from 0% to 180% of the target number of units.
The form of performance share unit agreement provides for the
potential to receive the full number of units that could be earned
based on actual performance in the event of termination due to
death, disability or a qualifying retirement, provided that in the
case of termination due to disability or a qualifying retirement
the employee must comply with certain confidentiality,
non-competition, non-solicitation, and non-disparagement
obligations (the PSU obligations) throughout the remaining
performance period. In the event of termination by the Company as a
result of job elimination or requalification or by the employee for
good reason (as applicable), the employee is eligible to receive a
pro-rata portion of the units that could be earned based on actual
performance provided that the PSU obligations are satisfied
throughout the remaining performance period. In any event, the PSU
obligations apply for up to one year following termination of
employment, with the exception of confidentiality which applies
until such information is no longer confidential.

The Award Agreements also provide for acceleration of vesting upon
certain terminations of employment occurring within two years
following a change in control of the Company.

The foregoing description of the Award Agreements does not
purport to be complete and is qualified in its entirety by
reference to the full text of each of the Award Agreements,
copies of which are filed herewith as Exhibits 10.2, 10.3, and
10.4.

Unum Group held its 2017 Annual Meeting of Shareholders on May 25,
2017. Matters submitted to shareholders at the meeting and voting
results were as follows:

Item 1 – Election of Directors. Shareholders elected the eleven
director nominees listed below for one-year terms expiring in
2018, based upon the following voting results:

Item 2 – Advisory Vote to Approve Executive
Compensation.>>Shareholders approved, on an advisory basis,
the compensation of Unum Groups named executive officers, based
upon the following voting results:

Item 3 – Advisory Vote on the Frequency of Future Advisory Votes to
Approve Executive Compensation.>>Shareholders voted, on an
advisory basis, on the frequency of holding future advisory votes
to approve executive compensation as follows:

In light of the above voting results and consistent with its
recommendation to shareholders on this item, the Board has
determined that the Company will continue to hold future advisory
votes to approve executive compensation on an annual basis.

Item 4 – Ratification of Appointment of Independent Registered
Public Accounting Firm.>>Shareholders ratified the
appointment of Ernst Young LLP as Unum Groups independent
registered public accounting firm for 2017, based upon the
following voting results:

Item 5 – Approval of the Unum Group Stock Incentive Plan of
2017.>>Shareholders approved the Unum Group Stock Incentive
Plan of 2017, based upon the following voting results: