[Form 4] OLD REPUBLIC INTERNATIONAL CORP Insider Trading Activity

Rhea-AI Filing Summary

OLD REPUBLIC INTERNATIONAL CORP President & CEO Craig R. Smiddy exercised equity awards and had shares withheld for taxes. On March 11, 2026, 9,123 Restricted Stock Units converted into the same number of common shares. Of these, 2,674 common shares were surrendered at 40.65 per share to cover tax liabilities tied to the vesting.

After these transactions, Smiddy directly held 144,832 common shares and indirectly held 45,519 common shares through an ORI 401K account. Footnotes also note 27,388 unvested restricted stock awards, showing that most activity relates to routine compensation rather than open-market trading.

Insights

Equity compensation analyst

Routine RSU vesting with tax withholding; no open-market trades.

Craig R. Smiddy, President & CEO of OLD REPUBLIC INTERNATIONAL CORP, converted 9,123 Restricted Stock Units into common stock. This is coded as an exercise/conversion (M), reflecting routine equity compensation vesting rather than a discretionary market purchase.

To satisfy tax obligations, 2,674 common shares were surrendered at 40.65 per share under code F, which represents tax withholding and not an open-market sale. Following these events, Smiddy reported 144,832 common shares held directly plus 45,519 shares indirectly via an ORI 401K, indicating a substantial ongoing ownership position.

Insider Trade Summary

9,123 shares exercised/converted

Mixed 4 txns

Insider Smiddy Craig R

Role President & CEO

Type	Security	Shares	Price	Value
Exercise	2025 Restricted Stock Unit	9,123	$0.00	--
Exercise	Common Stock	9,123	$0.00	--
Tax Withholding	Common Stock	2,674	$40.65	$109K
holding	Common Stock	--	--	--

Holdings After Transaction: 2025 Restricted Stock Unit — 18,274 shares (Direct); Common Stock — 147,506 shares (Direct); Common Stock — 45,519 shares (Indirect, By ORI 401K)

Footnotes (1)

1. Restricted Stock Units convert into common stock on a one-for-one basis. Includes 27,388 unvested Restricted Stock Awards. Surrender of shares to cover tax liability for the vesting of previously granted Restricted Stock Units. On March 11, 2025, the reporting person was granted Restricted Stock Units that vest in three equal annual installments beginning March 11, 2026.

Form 4 Insider Transactions: What Each Field Means →

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
Estimated average burden
hours per response:			0.5

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^*

Smiddy Craig R

(Last) (First) (Middle)

307 N. MICHIGAN AVENUE

(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
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026

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	03/11/2026		M		9,123	A	(1)	147,506(2)	D
Common Stock	03/11/2026		F(3)		2,674	D	$40.65	144,832(2)	D
Common Stock								45,519	I	By ORI 401K

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
2025 Restricted Stock Unit	(1)	03/11/2026		M			9,123	(4)	(4)	Common Stock	9,123	$0	18,274	D

Explanation of Responses:

1. Restricted Stock Units convert into common stock on a one-for-one basis.

2. Includes 27,388 unvested Restricted Stock Awards.

3. Surrender of shares to cover tax liability for the vesting of previously granted Restricted Stock Units.

4. On March 11, 2025, the reporting person was granted Restricted Stock Units that vest in three equal annual installments beginning March 11, 2026.

Remarks:

	By Victoria Pool, Power of Attorney for Craig R. Smiddy	03/13/2026
	** 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).
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