What do the restricted share unit footnotes in the RGA Form 4 explain?

The footnotes state that each restricted share unit represents a right to receive one share of common stock and describe vesting schedules, including vesting in 33 1/3% annual increments and full vesting dates through December 31, 2027 .

RGA (NYSE: RGA) EVP Leslie Barbi reports RSU vesting and tax sales

Q: What insider activity did RGA EVP Leslie Barbi report on this Form 4?

EVP and chief investment officer Leslie Barbi reported the vesting and settlement of multiple restricted share unit awards into common stock, along with related tax-withholding share sales on January 20, 2026 .

Q: Which types of securities were involved in the RGA Form 4 for Leslie Barbi?

The filing covers restricted share units from March 2023, March 2024, and March 2025 grants that settled into RGA common stock , plus corresponding common share transactions to cover taxes.

Q: How many RGA shares does Leslie Barbi own after these transactions?

Following the reported transactions on January 20, 2026 , Leslie Barbi directly owned 15,858 shares of Reinsurance Group of America common stock.

Q: Is this RGA Form 4 a purchase or a planned vesting event?

The reported activity reflects vesting and settlement of existing restricted share unit awards and related tax-withholding transactions , rather than an open-market stock purchase.

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Reinsurance Group of America executive vice president and chief investment officer Leslie Barbi reported multiple equity award transactions on January 20, 2026. Several blocks of restricted share units granted in March 2023, 2024, and 2025 were exercised and settled into common stock, reflecting the scheduled vesting of these awards. To cover tax obligations, a total of common shares was automatically withheld and sold at $196.73 per share in several "F" coded transactions. After all conversions and tax withholdings, Barbi directly owned 15,858 shares of Reinsurance Group of America common stock.

Insider Trade Summary

Net Buyer: 1,901 shares

Net Buy 9 txns

Insider BARBI LESLIE

Role EVP, Chief Investment Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Share Unit - March 2025	522	$0.00	$0.00
Exercise	Restricted Share Unit - March 2024	526	$0.00	$0.00
Exercise	Restricted Share Unit - March 2023	1,734	$0.00	$0.00
Exercise	Common stock	522	$0.00	$0.00
Exercise Price or Tax Liability	Common stock	201	$196.73	$40K
Exercise	Common stock	526	$0.00	$0.00
Exercise Price or Tax Liability	Common stock	159	$196.73	$31K
Exercise	Common stock	1,734	$0.00	$0.00
Exercise Price or Tax Liability	Common stock	521	$196.73	$102K

Holdings After Transaction: Restricted Share Unit - March 2025 — 0 shares (Direct); Restricted Share Unit - March 2024 — 0 shares (Direct); Restricted Share Unit - March 2023 — 0 shares (Direct); Common stock — 15,858 shares (Direct)

Footnotes (4)

F1. Restricted share units granted on March 6, 2025, settle in Common Stock, vest in 33 and 1/3% increments over three years, and fully vest on December 31, 2027.
F2. Each restricted share unit represents a contingent right to receive one (1) share of the Issuer's Common Stock upon settlement.
F3. Restricted share units granted on March 15, 2024, settle in Common Stock, vest in 33 and 1/3% increments over three years, and fully vest on December 31, 2026.
F4. Restricted share units fully vest on December 31, 2025.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 01/22/2026 - 05:47 PM

FAQ

What insider activity did RGA EVP Leslie Barbi report on this Form 4?

EVP and chief investment officer Leslie Barbi reported the vesting and settlement of multiple restricted share unit awards into common stock, along with related tax-withholding share sales on January 20, 2026.

Which types of securities were involved in the RGA Form 4 for Leslie Barbi?

The filing covers restricted share units from March 2023, March 2024, and March 2025 grants that settled into RGA common stock, plus corresponding common share transactions to cover taxes.

At what price were RGA shares withheld for taxes in this Form 4?

Shares used to satisfy tax obligations were reported with a transaction price of $196.73 per share in several code F transactions.

How many RGA shares does Leslie Barbi own after these transactions?

Following the reported transactions on January 20, 2026, Leslie Barbi directly owned 15,858 shares of Reinsurance Group of America common stock.

Is this RGA Form 4 a purchase or a planned vesting event?

The reported activity reflects vesting and settlement of existing restricted share unit awards and related tax-withholding transactions, rather than an open-market stock purchase.

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^*

BARBI LESLIE

(Last)

(First)

(Middle)

16600 SWINGLEY RIDGE ROAD

(Street)

CHESTERFIELD

63017

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
REINSURANCE GROUP OF AMERICA INC [ RGA ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, Chief Investment Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock	01/20/2026		M		522⁽¹⁾⁽²⁾	A	⁽¹⁾⁽²⁾	14,479	D
Common stock	01/20/2026		F		201⁽¹⁾	D	$196.73⁽¹⁾	14,278	D
Common stock	01/20/2026		M		526⁽²⁾⁽³⁾	A	⁽²⁾⁽³⁾	14,804	D
Common stock	01/20/2026		F		159⁽³⁾	D	$196.73⁽³⁾	14,645	D
Common stock	01/20/2026		M		1,734⁽²⁾⁽⁴⁾	A	⁽²⁾⁽⁴⁾	16,379	D
Common stock	01/20/2026		F		521⁽⁴⁾	D	$196.73⁽⁴⁾	15,858	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Share Unit - March 2025	$193⁽²⁾	01/20/2026		M			522	12/31/2027	⁽¹⁾	Common Stock	522	⁽¹⁾	0	D
Restricted Share Unit - March 2024	$185.28⁽²⁾	01/20/2026		M			526	12/31/2026	⁽³⁾	Common stock	526	⁽³⁾	0	D
Restricted Share Unit - March 2023	$138.34⁽²⁾	01/20/2026		M			1,734	12/31/2025	⁽⁴⁾	Common stock	1,734	⁽⁴⁾	0	D

Explanation of Responses:

1. Restricted share units granted on March 6, 2025, settle in Common Stock, vest in 33 and 1/3% increments over three years, and fully vest on December 31, 2027.

2. Each restricted share unit represents a contingent right to receive one (1) share of the Issuer's Common Stock upon settlement.

3. Restricted share units granted on March 15, 2024, settle in Common Stock, vest in 33 and 1/3% increments over three years, and fully vest on December 31, 2026.

4. Restricted share units fully vest on December 31, 2025.

Remarks:

	/s/ My Chi To, by Power of Attorney	01/22/2026
	** 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.

Source: View Original Filing on SEC EDGAR