RGA (RGA) risk chief exercises 5,456 shares, with 2,921 withheld for taxes

Rhea-AI Filing Summary

Reinsurance Group of America executive Jonathan Porter, EVP and Global Chief Risk Officer, exercised 5,456 Performance Contingent Stock units into 5,456 shares of common stock on March 12, 2026, from an award granted on March 9, 2023.

To cover taxes on this vesting, 2,921 shares were delivered back to the company at a price of $205.00 per share, the closing price used for withholding. After these transactions, Porter directly holds 14,885 shares of common stock, reflecting a net increase of 2,535 shares from this award-based exercise and tax withholding.

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)
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		5,456(1)	A	$205	17,806	D
Common stock	03/12/2026		F		2,921(2)	D	$205	14,885	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			5,456	03/12/2026	(4)	Common stock	5,456	$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).
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FAQ

What insider transaction did RGA executive Jonathan Porter report on this Form 4?

Jonathan Porter reported exercising 5,456 Performance Contingent Stock units into 5,456 common shares. These units were granted on March 9, 2023, and converted on March 12, 2026, as part of his equity-based compensation with Reinsurance Group of America.

How many Reinsurance Group of America (RGA) shares were used for Jonathan Porter’s tax withholding?

Porter delivered 2,921 shares of Reinsurance Group of America common stock to the company for tax withholding. The withholding used a share price of $205.00, matching the March 12, 2026 closing price specified for the tax calculation.

What is Jonathan Porter’s direct RGA share ownership after these reported transactions?

Following the reported transactions, Jonathan Porter directly owns 14,885 shares of Reinsurance Group of America common stock. This reflects his position after exercising 5,456 performance contingent units and having 2,921 shares withheld to satisfy associated tax obligations.

Were Jonathan Porter’s RGA transactions open-market buys or related to equity awards?

The transactions were related to equity awards, not open-market purchases. Porter exercised Performance Contingent Stock units granted March 9, 2023, receiving common shares and then using a portion of those shares to cover tax withholding obligations owed to Reinsurance Group of America.

What price per share was used for Jonathan Porter’s RGA tax withholding shares?

The tax withholding used a price of $205.00 per share for the 2,921 shares delivered to Reinsurance Group of America. The footnote states this was the company’s closing stock price on March 12, 2026 and was used solely for tax withholding purposes.

What do RGA Performance Contingent Stock units represent in Jonathan Porter’s Form 4?

Each Performance Contingent Stock unit represents the right to receive one share of Reinsurance Group of America common stock. In this filing, 5,456 units converted one-for-one into 5,456 common shares when the award vested and was exercised on March 12, 2026.