[8-K] REINSURANCE GROUP OF AMERICA INC Reports Material Event

Rhea-AI Filing Summary

Reinsurance Group of America, Incorporated announced that Executive Vice President & Chief Investment Officer Leslie Barbi plans to retire from the company effective April 15, 2026. She notified the company of her retirement intention on December 1, 2025.

Ms. Barbi is one of the company’s named executive officers, as identified in the proxy statement for the annual shareholder meeting held on May 21, 2025. Her role oversees the company’s investment function, which is central to managing assets that back insurance and reinsurance obligations. The long lead time before her retirement allows for succession planning and potential transition of investment leadership.

Insights

Corporate Governance Analyst

Announced retirement of the Chief Investment Officer; meaningful governance event but framed as an orderly, future-dated transition.

The filing announces that **Leslie Barbi**, Executive Vice President & Chief Investment Officer, has informed **Reinsurance Group of America, Incorporated** of her intention to retire effective April 15, 2026. She is identified as a named executive officer in the proxy statement for the annual meeting held on May 21, 2025, which underscores her seniority and visibility in the organization. The role of Chief Investment Officer is central in an insurance and reinsurance group because investment returns are a key driver of overall economic performance.

This disclosure signals an upcoming change in leadership over the investment function rather than an immediate departure, since notice was given on December 1, 2025 with a retirement date more than four months later. The advance timing suggests room for planning and continuity, which tends to reduce operational disruption during executive transitions. The filing does not describe any changes to duties, compensation, or related arrangements, and it does not disclose any dispute, investigation, or performance issue in connection with the retirement.

From a monitoring standpoint, the key items to watch will be any subsequent filings describing the succession plan, including appointment of a new Chief Investment Officer or interim leadership before or on April 15, 2026. Future disclosures may also outline transition responsibilities or any retention or separation agreements, if adopted. Over the coming months, governance observers will likely focus on how the company communicates and structures this leadership change within its investment management function.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): December 1, 2025

REINSURANCE GROUP OF AMERICA, INCORPORATED

(Exact Name of Registrant as Specified in its Charter)

Missouri		1-11848		43-1627032
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

16600 Swingley Ridge Road, Chesterfield, Missouri 63017

(Address of Principal Executive Offices, and Zip Code)

Registrant’s telephone number, including area code: (636) 736-7000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01		RGA		New York Stock Exchange
5.75% Fixed-To-Floating Rate Subordinated Debentures due 2056		RZB		New York Stock Exchange
7.125% Fixed-Rate Reset Subordinated Debentures due 2052		RZC		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):

☐ Emerging growth company

☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 1, 2025, Leslie Barbi, Executive Vice President & Chief Investment Officer of Reinsurance Group of America, Incorporated (the “Company”), informed the Company of her intention to retire from the Company effective April 15, 2026. Ms. Barbi is a named executive officer in the Company’s proxy statement filed with the Securities and Exchange Commission on April 10, 2025 for the Company’s annual meeting of shareholders held May 21, 2025.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				REINSURANCE GROUP OF AMERICA, INCORPORATED
Date: December 3, 2025				By:		/s/ Axel André
						Axel André
						Executive Vice President and Chief Financial Officer