RGA (RGA) risk chief logs RSU settlements and stock trades in Form 4

Rhea-AI Filing Summary

Reinsurance Group of America executive Jonathan Porter, EVP and Global Chief Risk Officer, reported several equity transactions in company stock on January 20, 2026. The filing shows the settlement of restricted share units granted in March 2023, 2024, and 2025, including 1,170 restricted share units from the March 2023 grant converting into common stock, along with smaller conversions of 404 and 389 units from later grants. Related movements in common stock include dispositions reported at $196.73 per share. Following these transactions, Porter directly holds 11,576 shares of RGA common stock.

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^*

PORTER JONATHAN

(Last) (First) (Middle)

16600 SWINGLEY RIDGE RD

(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, Global Chief Risk 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)
			Code	V	Amount	(A) or (D)	Price
Common stock	01/20/2026		M		389(1)(2)	A	(1)(2)	11,055	D
Common stock	01/20/2026		F		209(1)	D	$196.73(1)	10,846	D
Common stock	01/20/2026		M		404(2)(3)	A	(2)(3)	11,250	D
Common stock	01/20/2026		F		217(3)	D	$196.73(3)	11,033	D
Common stock	01/20/2026		M		1,170(2)(4)	A	(2)(4)	12,203	D
Common stock	01/20/2026		F		627(4)	D	$196.73(4)	11,576	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
Restricted Share Unit - March 2025	$193(2)	01/20/2026		M			389	12/31/2027	(1)	Common Stock	389	(1)	0	D
Restricted Share Unit - March 2024	$185.28(2)	01/20/2026		M			404	12/31/2026	(3)	Common stock	404	(3)	0	D
Restricted Share Unit - March 2023	$138.34(2)	01/20/2026		M			1,170	12/31/2025	(4)	Common stock	1,170	(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.

FAQ

Who is the insider reporting this Form 4 for RGA?

The Form 4 is filed by Jonathan Porter, who serves as EVP, Global Chief Risk Officer of Reinsurance Group of America, Inc. (RGA).

What type of securities did RGA executive Jonathan Porter report on this Form 4?

The transactions involve restricted share units tied to RGA common stock from March 2023, March 2024, and March 2025 grants, and the corresponding RGA common stock received upon settlement.

How many restricted share units were converted to RGA common stock in the largest transaction?

The largest reported conversion was 1,170 restricted share units from the March 2023 grant, which were settled into RGA common stock as shown in Table II.

What price per share is associated with the RGA common stock dispositions on this Form 4?

Certain common stock transactions reported with code F show a price of $196.73 per share for the shares disposed of on January 20, 2026.

How many RGA common shares does Jonathan Porter hold after these transactions?

After the reported transactions on January 20, 2026, Jonathan Porter directly owns 11,576 shares of RGA common stock.

What do the footnotes say about the RGA restricted share units on this Form 4?

The footnotes state that the restricted share units settle in common stock, vest in 33 1/3% increments over three years, and fully vest on December 31, 2025, December 31, 2026, or December 31, 2027 depending on the grant date.