STOCK TITAN

[Form 4] Old Republic International Corporation Insider Trading Activity

(Very High)
(Negative)
Form Type
4
Insider MONROE CAROLYN
Role SVP - Title Insurance
Sold 6,849 shs ($250K)
Approx. gross sale proceeds $250K
Approx. exercise cost $559K
Type Security Shares Price Value
Exercise 2022 Employee Stock Option 26,720 $0.00 $0.00
Exercise Common Stock 26,720 $20.92 $559K
Exercise Price or Tax Liability Common Stock 19,871 $36.24 $720K
Sale Common Stock 6,849 $36.52 $250K
holding Common Stock -- -- --
Holdings After Transaction: 2022 Employee Stock Option — 0 shares (Direct); Common Stock — 35,755 shares (Direct); Common Stock — 1,339 shares (Indirect, By ORI 401K)
Footnotes (3)
  1. F1. Includes 7,348 unvested Restricted Stock Awards.
  2. F2. 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.
  3. F3. This grant becomes exercisable in three equal annual installments beginning on the date shown above.

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Learn about SEC filing dates
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*
MONROE CAROLYN

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP - Title Insurance
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2025
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 07/31/2025 M 26,720 A $20.92 62,475(1) D
Common Stock 07/31/2025 F(2) 19,871 D $36.24 42,604(1) D
Common Stock 07/31/2025 S 6,849 D $36.52 35,755(1) D
Common Stock 1,339 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
2022 Employee Stock Option $20.92 07/31/2025 M 26,720 05/31/2023(3) 05/31/2032 Common Stock 26,720 $0 0 D
Explanation of Responses:
1. Includes 7,348 unvested Restricted Stock Awards.
2. 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.
3. This grant becomes exercisable in three equal annual installments beginning on the date shown above.
Remarks:
By Victoria Pool, Power of Attorney for Carolyn J. Monroe 08/04/2025
** 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.