A Dark Vector Cognition product

Cover and table of contents

10K characters. Original on sec.gov · Markdown

Cover and table of contents

10-K 1 tmk201810-kdocumentxq42018.htm FY 2018 10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2018

or

[ ] 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: 001-08052

torchmarklogocolora01rgba40.jpg

TORCHMARK CORPORATION

(Exact name of registrant as specified in its charter)

Delaware63-0780404
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
3700 South Stonebridge Drive, McKinney, TX75070
(Address of principal executive offices)(Zip Code)

972-569-4000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classCUSIPName of each exchange on which registered
Common Stock, $1.00 par value per share891027104New York Stock Exchange

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 x No ¨

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes ¨ No x

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 x 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 x No ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting 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 filerýAccelerated 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ¨ No x

As of June 30, 2018, the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was $9.0 billion based on the closing sale price as reported on the New York Stock Exchange.

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

ClassOutstanding at February 19, 2019
Common Stock, $1.00 par value per share110,236,297 shares

DOCUMENTS INCORPORATED BY REFERENCE

DocumentParts Into Which Incorporated
Proxy Statement for the Annual Meeting of Stockholders to be held April 25, 2019 (Proxy Statement)Part III

TORCHMARK CORPORATION

Table of Contents

Page
PART I.
Item 1.Business1
Item 1A.Risk Factors6
Item 1B.Unresolved Staff Comments13
Item 2.Properties13
Item 3.Legal Proceedings13
Item 4.Mine Safety Disclosures13
PART II.
Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities14
Item 6.Selected Financial Data15
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations16
Item 7A.Quantitative and Qualitative Disclosures about Market Risk49
Item 8.Financial Statements and Supplementary Data50
Consolidated Balance Sheets52
Consolidated Statements of Operations53
Consolidated Statements of Comprehensive Income54
Consolidated Statements of Shareholders' Equity55
Consolidated Statements of Cash Flows56
Notes to Consolidated Financial Statements57
Note 1—Significant Accounting Policies57
Note 2—Statutory Accounting68
Note 3—Supplemental Information About Changes to Accumulated Other Comprehensive Income69
Note 4—Investments71
Note 5—Deferred Acquisition Costs83
Note 6—Commitments and Contingencies84
Note 7—Liability for Unpaid Claims87
Note 8—Income Taxes88
Note 9—Postretirement Benefits90
Note 10—Supplemental Disclosures of Cash Flow Information96
Note 11—Debt97
Note 12—Shareholders' Equity100
Note 13—Stock-Based Compensation102
Note 14—Business Segments107
Note 15—Selected Quarterly Data114
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure115
Item 9A.Controls and Procedures115
Item 9B.Other Information118
PART III.
Item 10.Directors, Executive Officers, and Corporate Governance118
Item 11.Executive Compensation118
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters118
Item 13.Certain Relationships and Related Transactions and Director Independence118
Item 14.Principal Accountant Fees and Services119
PART IV.
Item 15.Exhibits and Financial Statement Schedules119

PART I

Next: Item 1. BUSINESS