Old Republic (ORI) director awarded 1,918 restricted stock units

Rhea-AI Filing Summary

Old Republic International director equity grant

Old Republic International Corporation director Steven J. Bateman received an award of 1,918 shares of Common Stock on January 29, 2026, reported at a price of $0 as an acquisition. Following this grant, he beneficially owns 33,508 shares directly.

The award represents restricted stock units that vest on the one-year anniversary of the grant date. Before vesting, Bateman may elect to receive part of the award in cash instead of Common Stock, limited to the expected tax liability based on maximum individual statutory tax rates.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Bateman Steven J

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,918	$0.00	--

Holdings After Transaction: Common Stock — 33,508 shares (Direct)

Footnotes (1)

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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^*

Bateman Steven J

(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	33,508	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.

Remarks:

	By Victoria Pool, Power of Attorney for Steven J. Bateman	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 did Old Republic (ORI) director Steven J. Bateman report in this Form 4?

Steven J. Bateman reported receiving 1,918 shares of Old Republic Common Stock as an acquisition. These shares are tied to restricted stock units granted on January 29, 2026, increasing his directly held beneficial ownership to 33,508 shares after the transaction.

How many Old Republic (ORI) shares does Steven J. Bateman own after this transaction?

After the reported transaction, Steven J. Bateman beneficially owns 33,508 shares of Old Republic Common Stock directly. This total reflects the addition of 1,918 shares associated with the newly granted restricted stock units reported in the January 29, 2026 Form 4 filing.

What type of equity award did Old Republic (ORI) grant to director Steven J. Bateman?

The award consists of restricted stock units relating to 1,918 shares of Old Republic Common Stock. These restricted stock units vest on the one-year anniversary of the January 29, 2026 grant date, subject to the terms described in the filing’s explanatory footnote.

When do Steven J. Bateman’s restricted stock units from Old Republic (ORI) vest?

The restricted stock units granted to Steven J. Bateman vest on the one-year anniversary of the grant date. The filing states the units were granted on January 29, 2026, and will vest after that full year has elapsed, according to the award’s terms.

Can Steven J. Bateman receive cash instead of shares for his Old Republic (ORI) RSUs?

Yes. Before the restricted stock units vest, Bateman may elect to receive a portion of the award in cash instead of Common Stock. This cash amount cannot exceed his expected tax liability, calculated using the maximum individual statutory tax rates.

What transaction code is used for Steven J. Bateman’s Old Republic (ORI) equity grant?

The transaction is coded as “A” for acquisition in the non-derivative securities table. It records the grant of 1,918 shares tied to restricted stock units at a reported price per share of $0, increasing Bateman’s directly held beneficial ownership position.