Old Republic (NYSE: ORI) SVP surrenders shares for tax withholding

Rhea-AI Filing Summary

OLD REPUBLIC INTERNATIONAL CORP senior vice president of Underwriting & Distribution Jeffrey Lange reported a routine tax-related share surrender. He delivered 2,199 shares of Common Stock at $40.10 per share to cover tax liabilities tied to the vesting of previously granted Restricted Stock Awards.

After this transaction, Lange directly holds 26,319 shares of Old Republic common stock and indirectly holds 3,953 shares through an ORI 401(k) account. The filing reflects compensation-related tax withholding rather than an open-market sale.

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

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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^*

LANGE JEFFREY

(Last) (First) (Middle)

307 N. MICHIGAN AVENUE

SUITE 2300

(Street)

CHICAGO ILLINOIS 60601

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	03/16/2026		F(1)		2,199	D	$40.1	26,319	D
Common Stock								3,953	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

Explanation of Responses:

1. Surrender of shares to cover tax liability for the vesting of previously granted Restricted Stock Awards.

Remarks:

	By Victoria Pool, Power of Attorney for Jeffery Lange	03/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Jeffrey Lange report in this Old Republic (ORI) Form 4 filing?

Jeffrey Lange reported a compensation-related tax withholding transaction. He surrendered 2,199 shares of Old Republic common stock to satisfy tax liabilities from vesting Restricted Stock Awards, rather than selling shares in the open market.

How many Old Republic (ORI) shares were surrendered for taxes and at what price?

Lange surrendered 2,199 shares of Old Republic common stock at $40.10 per share. The shares were delivered to cover tax liabilities arising from the vesting of previously granted Restricted Stock Awards, according to the footnote disclosure.

Does the Jeffrey Lange Form 4 for Old Republic (ORI) show an open-market stock sale?

The filing does not show an open-market sale. It reports a tax-withholding disposition, where 2,199 shares were surrendered to cover tax obligations from vesting Restricted Stock Awards, a common non-market, compensation-related transaction type.

How many Old Republic (ORI) shares does Jeffrey Lange hold after this Form 4 transaction?

After the transaction, Lange directly holds 26,319 Old Republic common shares. He also has an additional 3,953 shares held indirectly through an ORI 401(k) account, as reported in the holding entry within the Form 4 data.

What is the significance of the ORI 401(k) holdings in Jeffrey Lange’s Form 4?

The Form 4 notes 3,953 Old Republic common shares held indirectly “BY ORI 401K.” This indicates additional indirect ownership through a company retirement plan, complementing Lange’s 26,319 directly held shares after the reported tax-withholding transaction.

What does the tax-withholding code F mean in the Old Republic (ORI) Form 4?

Code F indicates a tax-withholding disposition. In this case, 2,199 Old Republic shares were surrendered to pay tax liabilities upon vesting of Restricted Stock Awards, rather than being sold voluntarily on the open market for investment purposes.