Old Republic (NYSE: ORI) director gets 1,918 restricted stock units

Rhea-AI Filing Summary

Old Republic International director Glenn W. Reed received an award of 1,918 shares of Common Stock on January 29, 2026, reported as an acquisition at a price of $0 per share. The award is in the form of restricted stock units that vest on the one-year anniversary of the grant date.

Upon vesting, Reed may elect to receive part of the award in cash instead of stock, limited to his expected tax liability at maximum statutory tax rates. After this grant, he beneficially owns 23,351 shares, including 1,615 shares previously acquired through a dividend reinvestment plan.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

REED GLENN W

(Last) (First) (Middle)

307 N. MICHIGAN AVENUE

SUITE 2300

(Street)

CHICAGO IL 60601

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OLD REPUBLIC INTERNATIONAL CORP [ ORI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026

4. If Amendment, Date of 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	01/29/2026		A		1,918(1)	A	$0	23,351(2)	D

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: 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

Explanation of Responses:

1. Represents restricted stock units, vesting on the one-year anniversary of the grant date. In order to provide the reporting person with liquidity for any tax obligations that arise upon vesting of the restricted stock units, prior to the vesting date, the reporting person may elect to receive a portion of the award in cash in lieu of Common Stock in an amount that does not exceed the expected tax liability based on the maximum individual statutory tax rates.

2. Includes 1,615 shares acquired in unreported exempt transactions under a dividend reinvestment plan.

Remarks:

	By Victoria Pool, Power of Attorney for Glenn W. Reed	02/02/2026
	** Signature of Reporting Person	Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did ORI director Glenn W. Reed report?

Glenn W. Reed reported receiving 1,918 shares of Old Republic International Common Stock on January 29, 2026. The award is classified as an acquisition at $0 per share and is structured as restricted stock units that vest one year after the grant date.

How many ORI shares does Glenn W. Reed own after this Form 4?

After the reported transaction, Glenn W. Reed beneficially owns 23,351 shares of Old Republic International. This total includes 1,615 shares that were previously acquired through exempt transactions under a dividend reinvestment plan, in addition to the new restricted stock unit award.

What are the key terms of Glenn W. Reed’s restricted stock units from ORI?

The 1,918 restricted stock units granted to Glenn W. Reed vest on the one-year anniversary of the grant date. At vesting, he may elect to receive a portion in cash instead of Common Stock, up to his expected tax liability at maximum statutory tax rates.

Can Glenn W. Reed receive cash instead of ORI shares from this award?

Yes. Before the restricted stock units vest, Glenn W. Reed may elect to receive part of the award in cash rather than Common Stock. The cash amount cannot exceed his expected tax liability based on maximum individual statutory tax rates at vesting.

How were some of Glenn W. Reed’s ORI shares previously acquired?

The filing states that 1,615 of Glenn W. Reed’s beneficially owned Old Republic International shares were acquired in unreported exempt transactions under a dividend reinvestment plan. These shares are included within his total post-transaction ownership of 23,351 shares.