FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person *
MAJORS MICHAEL CLAY
2. Issuer Name and Ticker or Trading Symbol
TORCHMARK CORP [TMK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP & Dir Investor Relations
(Last)
(First)
(Middle)

TORCHMARK CORPORATION, 3700 SOUTH STONEBRIDGE DRIVE
3. Date of Earliest Transaction (Month/Day/Year)
02/24/2017
(Street)

MCKINNEY, TX 75070
(City)
(State)
(Zip)
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing
(Check applicable line)

__X__ Form Filed by One Reporting Person
_____ Form Filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)

2. Transaction Date (Month/Day/Year)

2A. Deemed Execution Date, if any (Month/Day/Year)

3. Transaction Code (Instr. 8)

4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)

5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)

6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)

7. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

Amount

(A) or (D)

Price

Common Stock

02/24/2017 M 4,750A $30.326711,413D

 

Common Stock

02/24/2017 M 3,500A $37.414,913D

 

Common Stock

02/24/2017 M 13,500A $50.693428,413D

 

Common Stock

02/24/2017 S 19,153D $77.1899 (1) (2) 9,260D

 

Common Stock

        0 I

N/A



Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Employee Stock Option (right to buy)

$30.3267 (3) 02/24/2017 M  4,750 (3) 01/23/201701/23/2022

Common Stock

4,750 $ 0 0 D

 

Employee Stock Option (right to buy)

$37.4 (4) 02/24/2017 M  3,500 (4) 02/27/201602/27/2020

Common Stock

3,500 $ 0 0 D

 

Employee Stock Option (right to buy)

$50.6934 (5) 02/24/2017 M  13,500 (5) 02/24/201702/24/2021

Common Stock

13,500 $ 0 0 D

 


Explanation of Responses:

Reporting person will provide full information regarding the number of shares sold at each separate price upon request by the SEC staff, the issuer or any security holder of the issuer.

sales at prices ranging from $76.87 per share to $77.62 per share.

Previously reported as option for 6000 shares at an exercise price of $45.49 per share, but was adjusted to reflect 3-for-2 stock split paid in the form of 50% stock dividend occuring on July 1, 2014.

Previously reported as option for 10,000 shares at an exercise price of $56.10 per share, but was adjusted to reflect 3-for-2 stock split paid in the form of 50% stock dividend occuring on July 1, 2014.

Previously reported as option for 10,000 shares at an exercise price of $76.04 per share, but was adjusted to reflect 3-for-2 stock split paid in the form of 50% stock dividend occuring on July 1, 2014.



Signatures

Michael C. Majors /s/Carol A. Mccoy, Attorney-in-fact

02/27/2017
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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