RGA EVP granted new SAR and RSU awards

Reinsurance Group of America executive vice president and controller John W. Hayden received new equity-based compensation awards tied to the company’s common stock.

Accepted by SEC EDGAR 04/27/2026 - 09:20 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Reinsurance Group of America executive vice president and controller John W. Hayden received new equity-based compensation awards tied to the company’s common stock. On March 19, 2026, he was granted stock appreciation rights covering 1,174 shares of common stock at an exercise price of $200.50 per share, expiring on March 19, 2036.

He was also granted 407 restricted share units linked to common stock. According to the footnote, these stock appreciation rights and restricted share units settle in common stock and vest in 33 1/3% increments beginning on the first anniversary of the grant, fully vesting on March 19, 2029. These are compensation awards, not open-market share purchases or sales.

Insider Trade Summary

Grant/Award: 1,581 shares

Grant/Award 2 txns

Insider Hayden John W.

Role EVP, Controller

Type	Security	Shares	Price	Value
Grant/Award	Restricted Share Unit - March 2026	407	$0.00	$0.00
Grant/Award	Stock Appreciation Right (right to purchase) 2026	1,174	$0.00	$0.00

Holdings After Transaction: Restricted Share Unit - March 2026 — 407 contracts (Direct); Stock Appreciation Right (right to purchase) 2026 — 1,174 contracts (Direct)

Holdings Before and After: Restricted Share Unit - March 2026, 0 to 407 contracts (Direct); Stock Appreciation Right (right to purchase) 2026, 0 to 1,174 contracts (Direct)

Footnotes (1)

1. F1. Stock appreciation rights and restricted share units settle in common stock, vest in 33 1/3% increments, beginning on the first anniversary date of the grant, and fully vest on March 19, 2029.

Key Figures

Stock appreciation rights granted: 1,174 rights SAR exercise price: $200.50 per share SAR expiration date: March 19, 2036 +3 more

6 metrics

Stock appreciation rights granted 1,174 rights Granted March 19, 2026 to EVP, Controller

SAR exercise price $200.50 per share Strike price for 1,174 stock appreciation rights

SAR expiration date March 19, 2036 Final exercise date for granted stock appreciation rights

Restricted share units granted 407 RSUs Granted March 19, 2026, settling in common stock

Vesting completion date March 19, 2029 SARs and RSUs fully vest by this date

Initial vesting schedule 33 1/3% annually Beginning on first anniversary of March 19, 2026 grant

Key Terms

Stock Appreciation Right, Restricted Share Unit, vest, common stock

4 terms

Stock Appreciation Right financial

"Stock appreciation rights and restricted share units settle in common stock, vest in 33 1/3% increments"

A stock appreciation right (SAR) is a form of employee pay that gives the holder the right to receive the increase in a company's share price over a set reference price, paid in cash or shares, without having to buy stock first. It matters to investors because SARs can create future cash outflows or dilute existing shareholders if settled in stock, and they align employee incentives with share-price performance like a bonus tied to a home's price rise.

Restricted Share Unit financial

"Stock appreciation rights and restricted share units settle in common stock, vest in 33 1/3% increments"

A restricted share unit (RSU) is a promise by a company to give an employee a set number of company shares at a future date, typically after meeting time or performance conditions. For investors, RSUs matter because when they convert into actual shares they increase the number of shares outstanding (like unlocking more tickets in a game), which can dilute existing holders, and they align employee incentives with company performance, influencing behavior and long-term value.

vest financial

"vest in 33 1/3% increments, beginning on the first anniversary date of the grant"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

common stock financial

"Stock appreciation rights and restricted share units settle in common stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

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

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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^*

Hayden John W.

(Last) (First) (Middle)

16600 SWINGLEY RIDGE RD.

(Street)

CHESTERFIELD MISSOURI 63017

(City) (State) (Zip)

UNITED STATES

(Country)

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, Controller

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price

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
Restricted Share Unit - March 2026	(1)	03/19/2026		A		407		(1)	(1)	Common Stock	407	$0	407	D
Stock Appreciation Right (right to purchase) 2026	$200.5(1)	03/19/2026		A		1,174		(1)	03/19/2036	Common Stock	1,174	$0	1,174	D

Explanation of Responses:

1. Stock appreciation rights and restricted share units settle in common stock, vest in 33 1/3% increments, beginning on the first anniversary date of the grant, and fully vest on March 19, 2029.

Remarks:

This Form 4 is being filed late due to inadvertent administrative error.

	/s/ My Chi To, by Power of Attorney	04/27/2026
	** 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.
* Form 4: SEC 1474 (03-26)