UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): ~~September~~February 4, ~~2025~~2026

UTG INC

(Exact Name of Registrant as Specified in Its Charter)

000-16867

(Commission File Number)

Delaware	20-2907892
(State or Other Jurisdiction of Incorporation)	(I.R.S. Employer Identification No.)

205 NORTH DEPOT STREET

STANFORD, Kentucky 40484

(Address of principal executive offices, including zip code)

(217) 241-6300

(Registrant’s telephone number, including area code)

NOT APPLICABLE

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):

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. ☐

Section 5 – Corporate Governance and Management

Item 5.02. ~~Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;~~ Compensatory Arrangements of Certain Officers.

At a meeting of the ~~regular~~Compensation ~~Board~~Committee of ~~Directors~~the ~~meeting~~Board ~~held~~of Directors on ~~September~~February 4, ~~2025~~2026, ~~Mr.~~bonuses ~~Howard~~were ~~Dayton~~approved ~~announced~~for ~~his~~Mr. ~~decision~~Jesse toT. ~~step~~Correll, ~~down~~CEO ~~from~~and Chairman of the Board of Directors, ~~of the~~Mr. ~~Company~~Douglas ~~and~~P. ~~its~~Ditto, ~~subsidiary.~~ Vice President, Mr. ~~Dayton~~Daniel ~~will~~T. ~~assume~~Roberts, anVice ~~Emeritus~~President ~~status~~and ~~with~~Mr. ~~the~~Theodore ~~Company~~C. Miller, CFO.

At the same meeting the members of the Board unanimously approved appointing Mr. Peter Ochs and Mr. Charles (“Chas”) Perry as members of the Board of Directors of the Company.

	Cash Bonus
	Cash Bonus	Stock Bonus*	Total Bonus
Jesse T. Correll	$ 350,000	$ 0	$ 350,000
Douglas P. Ditto	$ 300,000	$ 0	$ 300,000
Daniel T. Roberts	$ 76,978	$ 73,022	$ 150,000
Theodore C. Miller	$ 140,000	$ 0	$ 140,000
Total	$ 866,978	$ 73,022	$ 940,000

~~Mr.~~* ~~Ochs~~UTG ~~previously~~stock ~~served~~is onvalued ~~the~~at ~~UTG, Inc~~$52.01 ~~Board~~per ofshare, ~~Directors~~the ~~and~~current ~~has~~market ~~agreed~~value toreported ~~come~~on ~~back~~the ~~and~~date ~~serve~~of ~~again~~bonus approval.

~~Following~~The bonuses are ~~biographical~~based ~~information~~ on ~~both~~the ~~Mr.~~Company’s ~~Ochs~~2025 operating results and Mrare not the result of any written agreement or specific formula. The ~~Perry:~~bonus will be paid in cash.

~~Mr. Ochs is founder of Capital III~~Additionally, asalary ~~private~~increases ~~equity~~were ~~investment~~approved ~~firm~~for ~~located in Wichita, Kansas. Capital III provides impact investment capital and management with investments in manufacturing, real estate, energy, and education with a geographical focus on~~ the USbelow ~~and~~executive ~~Latin~~officers ~~America. Prior~~of ~~to founding Capital III, Mr. Ochs spent 8 years in~~ the ~~commercial banking industry~~Company. ~~Mr.~~The ~~Ochs~~new ~~graduated from~~salaries ~~the~~become ~~University~~effective ofFebruary ~~Kansas with a degree in business and finance. He currently serves on the boards of UTG~~1, ~~Inc~~2026.~~, the American Independence Funds, and Trinity Academy.~~

Mr. ~~Charles~~Jesse ~~(“Chas”) Perry is the co-founding partner and member of PBEX~~Correll, ~~an oil and gas entity, since 2012 to present. He is also co-founder and~~ CEO ~~of Master Mineral Holdings I~~, ~~LP,~~annual ~~Master~~increase Mineral Holdings II, LP and Master Mineral Holdings III, LP, mineral acquisition entities with a focus on the Appalachian Basin, since 2009 to present. Mr. Perry has also served as founder and managing partner of ~~Voyage Energy~~$7,500 anmaking ~~oil~~his ~~and~~new ~~gas~~annual ~~investment~~salary ~~company~~$232, ~~since 2011 to present~~500. He has worked in other various aspects of the oil and gas industry for over 20 years. Mr. Perry holds a Bachelor of Business Administration degree in Business Finance from Texas Tech University. He has been a part of the Teen Flow board, a non-profit, since 2012 as well as trustee for Abell-Hanger Foundation, a non-profit, since 2024. He has served on other non-profit boards throughout his career. He enjoys spending time with his wife and three children and friends.

Mr. Douglas Ditto, Vice President, annual increase of $7,500 making his new annual salary $213,750.

Mr. Daniel Roberts, Vice President, annual increase of $5,000 making his new annual salary $110,000.

Mr. Theodore Miller, CFO, annual increase of $5,000 making his new annual salary $125,000.

Mr. Correll is a member of the Board of Directors but is not a member of the Compensation Committee. The Company continues to have neither written employment agreements nor oral arrangements with any of its corporate officers.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

UTG, INC.

Date:	~~September~~February 46, ~~2025~~2026	By:	/s/ Theodore C. Miller
			Theodore C. Miller
			Senior Vice President and Chief Financial Officer

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