STOCK TITAN

Old Republic (ORI) SVP exercises 15,080 options and disposes shares in net exercise

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

OLD REPUBLIC INTERNATIONAL CORP senior vice president Carolyn Monroe exercised employee stock options for 15,080 shares of common stock at an exercise price of $34.16 per share. She acquired 15,080 common shares, then 13,292 shares were delivered or withheld for payment of the exercise price or tax liability at $42.47 per share, and 1,788 shares were sold at $42.26 per share. Following these transactions, she holds 30,206 shares directly and 2,123 shares indirectly through an ORI 401(k). A related option grant became exercisable in three equal annual installments beginning on the stated grant date.

Positive

  • None.

Negative

  • None.
Insider MONROE CAROLYN
Role SVP - Title Insurance
Sold 1,788 shs ($76K)
Approx. gross sale proceeds $76K
Approx. exercise cost $515K
Type Security Shares Price Value
Exercise 2025 Employee Stock Option F2 15,080 $0.00 $0.00
Exercise Common Stock 15,080 $34.16 $515K
Exercise Price or Tax Liability Common Stock F1 13,292 $42.47 $565K
Sale Common Stock 1,788 $42.26 $76K
holding Common Stock -- -- --
Holdings After Transaction: 2025 Employee Stock Option — 30,206 shares (Direct); Common Stock — 32,261 shares (Direct); Common Stock — 2,123 shares (Indirect, By ORI 401K)
Footnotes (2)
  1. F1. Pursuant to a "net exercise" of outstanding stock options, the Issuer withheld a portion of the shares of common stock to be acquired upon exercise for payment of the exercise price and tax withholdings.
  2. F2. This grant became or becomes exercisable in three equal annual installments beginning on the date shown above.
Options Exercised 15,080 shares Employee stock options exercised into common stock on 2026-08-11
Option Exercise Price $34.16 per share Exercise price of 2025 Employee Stock Option grant
Shares Withheld or Delivered 13,292 shares Shares delivered or withheld at $42.47 for exercise price or tax liability
Shares Sold 1,788 shares Common stock sold at $42.26 per share on 2026-08-11
Direct Holdings After 30,206 shares Direct ownership of ORI common stock following reported transactions
Indirect Holdings After 2,123 shares Indirect ownership through ORI 401(k) plan
Tax/Exercise Price Shares Value $42.47 per share Price applied to 13,292 shares for payment of exercise price or tax liability
net exercise financial
"Pursuant to a "net exercise" of outstanding stock options, the Issuer withheld"
A net exercise is a way to convert stock options into shares without paying cash up front: instead of handing over money to buy the optioned shares, the holder receives only the number of shares equal to the option’s value after the company withholds a portion of shares to cover the exercise price and taxes. It matters to investors because it changes how many new shares are issued, affects dilution of existing shareholders, and alters company cash flow compared with a cash exercise.
exercise price financial
"for payment of the exercise price and tax withholdings."
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
tax withholdings financial
"for payment of the exercise price and tax withholdings."
Employee Stock Option financial
"security_title": "2025 Employee Stock Option""
An employee stock option is a promise that lets a worker buy company shares later at a predetermined price, often after they stay for a certain period or meet performance goals — think of it like a coupon that locks in today's price for a future purchase. It matters to investors because options align employees’ incentives with company performance, can increase the number of shares outstanding (dilution) when exercised, and represent a compensation cost that affects reported profits and shareholder value.
Rule 10b5-1 regulatory
"The filing’s Rule 10b5-1 checkbox is marked false, indicating no plan."
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

FAQ

What did ORI executive Carolyn Monroe do in this Form 4 transaction?

Carolyn Monroe exercised 15,080 employee stock options at $34.16 per share, received the underlying common shares, then used and sold shares to cover exercise price and tax obligations, including a market sale of 1,788 shares.

How many Old Republic (ORI) shares did Carolyn Monroe sell?

She sold 1,788 shares of Old Republic common stock at a price of $42.26 per share. In addition, 13,292 shares were delivered or withheld at $42.47 per share to pay the option exercise price and related tax liability.

What are Carolyn Monroe’s Old Republic (ORI) share holdings after these transactions?

After the reported transactions, Carolyn Monroe directly owns 30,206 shares of Old Republic common stock and indirectly holds 2,123 shares through an ORI 401(k) account, as disclosed in the filing’s post-transaction ownership table.

At what price were Carolyn Monroe’s Old Republic (ORI) stock options exercised?

The employee stock options were exercised at an exercise price of $34.16 per share for 15,080 options. The underlying common shares were then partly used or withheld to cover the exercise cost and tax withholdings under a net exercise structure.

Were Carolyn Monroe’s Old Republic (ORI) trades under a Rule 10b5-1 plan?

The filing’s Rule 10b5-1 checkbox is marked false, indicating these transactions were not affirmatively reported as made under a Rule 10b5-1 trading plan. No footnote describes any separate pre-arranged trading arrangement.

What does “net exercise” mean in Carolyn Monroe’s Old Republic (ORI) filing?

“Net exercise” here means a portion of the 15,080 shares received from option exercise was withheld or delivered—specifically 13,292 shares at $42.47—to pay the option exercise price and tax withholdings, rather than paying those amounts in cash.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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*
MONROE CAROLYN

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP - Title Insurance
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/11/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock08/11/2026M15,080A$34.1647,341D
Common Stock08/11/2026F13,292(1)D$42.4734,049D
Common Stock08/11/2026S1,788D$42.2632,261D
Common Stock2,123IBy 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
2025 Employee Stock Option$34.1608/11/2026M15,08003/11/2025(2)03/11/2035Common Stock15,080$030,206D
Explanation of Responses:
1. Pursuant to a "net exercise" of outstanding stock options, the Issuer withheld a portion of the shares of common stock to be acquired upon exercise for payment of the exercise price and tax withholdings.
2. This grant became or becomes exercisable in three equal annual installments beginning on the date shown above.
Remarks:
By Winston G. Collier, Power of Attorney for Carolyn Monroe08/13/2026
** 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).
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)