RGA (RGA) EVP exercises performance shares, nets more common stock after tax

Rhea-AI Filing Summary

Reinsurance Group of America EVP Ronald Herrmann exercised performance-based stock units into common shares and had shares withheld for taxes. On March 12, 2026, he converted 6,576 Performance Contingent Shares 2026 into 6,576 shares of common stock at an exercise price of $0.00 per share. Of these, 2,857 shares were delivered back to the company to cover tax withholding at a reference price of $205.00 per share, leaving a net increase of 3,719 shares. Following these transactions, Herrmann directly held 10,938 shares of common stock, and no Performance Contingent Shares 2026 remained outstanding.

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

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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^*

HERRMANN RONALD

(Last) (First) (Middle)

16600 SWINGLEY RIDGE ROAD

(Street)

CHESTERFIELD MO 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

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common stock	03/12/2026		M		6,576(1)	A	$205	13,795	D
Common stock	03/12/2026		F		2,857(2)	D	$205	10,938	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Contingent Shares 2026	$0(3)	03/12/2026		M			6,576	03/12/2026	(4)	Common stock	6,576	$0	0	D

Explanation of Responses:

1. Acquired pursuant to award of Performance Contingent Stock granted on March 9, 2023.

2. Shares of Common Stock delivered to Issuer as payment for taxes withheld. The reported share price of $205.00 was the closing price on March 12, 2026, which was the price that was used for tax withholding purposes.

3. Each Performance Contingent Stock unit represents the right to receive one (1) share of Issuer's Common Stock.

4. Expiration date is not applicable for this transaction.

Remarks:

	/s/ My Chi To, by Power of Attorney	03/16/2026
	** 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.

FAQ

What insider transactions did RGA EVP Ronald Herrmann report on this Form 4?

Ronald Herrmann reported exercising 6,576 Performance Contingent Shares 2026 into 6,576 shares of common stock, then delivering 2,857 common shares back to Reinsurance Group of America to satisfy tax withholding obligations related to the award.

How many RGA common shares did Ronald Herrmann hold after these transactions?

After the March 12, 2026 transactions, Ronald Herrmann directly held 10,938 shares of Reinsurance Group of America common stock, reflecting the net result of his performance share conversion and the shares withheld for tax purposes.

What type of RGA equity award did Ronald Herrmann exercise on March 12, 2026?

He exercised Performance Contingent Shares 2026, a form of stock-based compensation where each unit represented the right to receive one share of Reinsurance Group of America common stock upon vesting and satisfaction of performance conditions.

Was Ronald Herrmann’s tax-related share disposition an open-market sale of RGA stock?

No. The Form 4 states that 2,857 shares of Reinsurance Group of America common stock were delivered to the issuer as payment for taxes withheld, using the March 12, 2026 closing price of $205.00 solely for tax withholding purposes.

Did Ronald Herrmann retain any Performance Contingent Shares 2026 after this Form 4 event at RGA?

No. The Form 4 shows that 6,576 Performance Contingent Shares 2026 were fully exercised into common stock, and the derivative position’s total shares following the transaction were reported as zero, indicating no remaining units outstanding.