RGA director granted 817 phantom stock units

Reinsurance Group of America director Michele Bang received a grant of 817 phantom stock units as board compensation.

Rhea-AI Filing Summary

Reinsurance Group of America director Michele Bang received a grant of 817 phantom stock units as board compensation. These units were acquired through deferral of her annual stock grant and convert 1-for-1 into common shares based on fair market value. Payment will be made in accordance with her distribution elections, either after a five- or seven-year deferral period or upon retirement from the board. This is a non-cash, compensation-related award rather than an open-market stock purchase or sale.

Insider Trade Summary

Grant/Award: 817 shares

Grant/Award 1 txn

Insider BANG MICHELE MI KYUNG

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	817	$0.00	$0.00

Holdings After Transaction: Phantom Stock — 817 contracts (Direct)

Footnotes (4)

1. F1. The phantom stock units convert 1 for 1 to common stock, based on fair market value.
2. F2. Acquired pursuant to deferral of annual stock grant (817 shares) to independent directors for services performed as a director.
3. F3. Director can elect to receive payment (1) upon retirement or (2) after a five or seven year deferral period.
4. F4. Distributable upon director's retirement from the Board in accordance with distribution elections.

Key Figures

Phantom units granted: 817 units Conversion ratio: 1-for-1 to common stock Total phantom units after grant: 817 units +1 more

4 metrics

Phantom units granted 817 units Director phantom stock award on 2026-05-20

Conversion ratio 1-for-1 to common stock Phantom stock converts to common shares at fair market value

Total phantom units after grant 817 units Total derivative holdings following this transaction

Exercise/Conversion price $0.00 per unit Compensation grant, no cash exercise price

Key Terms

Phantom Stock, deferral of annual stock grant, distribution elections, phantom stock units

4 terms

Phantom Stock financial

"The phantom stock units convert 1 for 1 to common stock, based on fair market value."

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

deferral of annual stock grant financial

"Acquired pursuant to deferral of annual stock grant (817 shares) to independent directors for services performed as a director."

distribution elections financial

"Distributable upon director's retirement from the Board in accordance with distribution elections."

phantom stock units financial

"The phantom stock units convert 1 for 1 to common stock, based on fair market value."

Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Michele Bang report in this Form 4 for RGA?

Michele Bang reported receiving 817 phantom stock units as director compensation. These units were granted through deferral of her annual stock grant and track Reinsurance Group of America common stock on a 1-for-1 basis.

How many phantom stock units were granted to the RGA director?

The director received 817 phantom stock units. The grant represents a deferred form of the annual stock award to independent directors, rather than an open-market purchase or sale of Reinsurance Group of America shares.

How do the RGA phantom stock units convert into common stock?

The phantom stock units convert into common stock on a 1-for-1 basis, using the fair market value. This means each of the 817 units is economically equivalent to one share of Reinsurance Group of America common stock at distribution.

When will Michele Bang receive payment for the phantom stock units at RGA?

The director can elect payment either upon retirement from the board or after a five- or seven-year deferral period. Distribution timing follows her prior elections and will be based on the units’ fair market value.

Is this RGA Form 4 transaction a market buy or sell of shares?

No, this is not a market buy or sell. The filing shows a grant of 817 phantom stock units as deferred director compensation, a routine equity-based award rather than an open-market transaction in Reinsurance Group of America shares.

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

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Accepted by SEC EDGAR 05/22/2026 - 06:14 PM 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^*

BANG MICHELE MI KYUNG

(Last) (First) (Middle)

16600 SWINGLEY RIDGE ROAD

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

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
Phantom Stock	$0(1)	05/20/2026		A		817(2)		(3)	(4)	Common stock	817	$0	817	D

Explanation of Responses:

1. The phantom stock units convert 1 for 1 to common stock, based on fair market value.

2. Acquired pursuant to deferral of annual stock grant (817 shares) to independent directors for services performed as a director.

3. Director can elect to receive payment (1) upon retirement or (2) after a five or seven year deferral period.

4. Distributable upon director's retirement from the Board in accordance with distribution elections.

Remarks:

	/s/ My Chi To, by Power of Attorney	05/22/2026
	** 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.
* Form 4: SEC 1474 (03-26)