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Name and Address
of Beneficial Owner
Title of Class
Common Stock
Amount of Beneficial
Ownership Shares
Amount of Beneficial
Ownership Votes
Percent of
Class
Percent of
Available Votes
BlackRock, Inc.*
55 East 52nd Street
New York, NY 10055
1 Vote Per Share
26,189,214
26,189,214
6.5
3.9
State Street Corporation*
State Street Financial Center
One Lincoln Street
Boston, MA 02111
1 Vote Per Share
21,357,788
21,357,788
5.3
3.2
The Vanguard Group*
100 Vanguard Boulevard
Malvern, PA 19355
1 Vote Per Share
30,932,512
30,932,512
7.7
4.6
Daniel P. Amos**
1932 Wynnton Road
Columbus, GA 31999
10 Votes Per Share
1 Vote Per Share
3,680,583
442,664
4,123,247
36,805,831
442,664
37,248,495
1.0
5.4
No person, as of February 22, 2017, was the owner of record or, to the knowledge of the
Company, beneficial owner of more than 5% of the outstanding shares of Common Stock or
of the available votes of the Company other than as shown below.
* The above information is derived from Schedule 13G filings filed with the Securities and Exchange Commission, dated January
19, 2017, by Blackrock Inc., dated February 9, 2017, by State Street Corporation and The Vanguard Group. According to the
Schedule 13G filings, BlackRock, Inc., State Street Corporation, and The Vanguard Group have sole and dispositive power with
respect to these shares.
** See footnote (1) on page 16.
Security Ownership of Management
The following table sets forth, as of February 22, 2017, the number of shares and percentage of
outstanding shares of Common Stock beneficially owned by: (i) our named executive officers,
comprising our CEO, CFO, and the three other most highly compensated executive officers as
listed in the 2016 Summary Compensation Table whose information was not provided under the
heading “Proposal 1: Election of Directors,” and (ii) all Directors and executive officers as a group.
Common Stock Beneficially Owned and Approximate Percentage of Class as of
February 22, 2017
Name
Shares(1)
Percent of Shares
Votes
Percent of Votes
Frederick J. Crawford
62,694
*
62,694
*
Eric M. Kirsch
104,254
*
332,899
*
All Directors, nominees, and
executive officers as a group
(25 persons)
11,969,050
3.0
105,929,263
15.2
* Percentage not listed if less than .1%.
(1) Includes options to purchase shares, which are exercisable within 60 days for Eric M. Kirsch of 17,152 and all Directors and
executive officers as a group, 2,471,076. Also includes shares of restricted stock awarded under the 2004 Long-Term Incentive
Plan; in 2015, 2016 and 2017 for Frederick J. Crawford of 61,656; in 2015, 2016 and 2017 for Eric M. Kirsch of 48,698;
and all Directors and executive officers as a group 1,007,374 which they have the right to vote, but they may not transfer until
the shares have vested. Includes 47,814 shares pledged for an executive officer who is not an NEO and prior to the prohibition
beginning in 2013. No Director nominee or other executive officer has any pledged shares. For information on the Company’s
pledging policy, please see “Stock Ownership Guidelines; Hedging and Pledging Restrictions” beginning on page 44.
Section 16(a) Beneficial Ownership Reporting Compliance
Pursuant to Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), executive officers, Directors, and holders of more than 10% of the Common Stock are
required to file reports of their trading in Company equity securities with the SEC. Ms. Audrey
B. Tillman, our Executive Vice President and General Counsel, did not timely report the sale
of 6,639 shares on July 27, 2012. A Form 4 for this transaction was filed on March 6, 2017,
due to a delay caused by administrative error.
Based solely on its review of the copies of such reports received by the Company, or written
representations from certain reporting persons, the Company believes that all other filings
required to be made by its reporting persons complied with all applicable Section 16 filing
requirements during the last fiscal year.
Ownership Reporting
AFLAC INCORPORATED
2017 PROXY STATEMENT
17