STOCK TITAN

RLI Corp. (NYSE: RLI) boosts dividends and authorizes $250M share repurchase

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

RLI Corp. is returning significant capital to shareholders through higher dividends and a new buyback. The Board declared a special cash dividend of $2.00 per common share, expected to total about $184 million, alongside a regular quarterly dividend of $0.18 per share, a 12.5% increase over the prior quarter. Both dividends are payable on June 12, 2026 to shareholders of record as of May 29, 2026.

The Board also authorized a new share repurchase program of up to $250 million of outstanding common stock, with no expiration date. Repurchases may occur over time in the open market or through privately negotiated transactions and are expected to be funded from available cash and operating cash flow. Management links these actions to the company’s strong business performance, long dividend growth record and confidence in its long-term strategy.

Positive

  • Large capital return package: A special dividend of $2.00 per share (about $184 million), a 12.5% increase in the regular quarterly dividend, and authorization of up to $250 million in share repurchases together signal strong capital generation capacity.
  • Long dividend growth record: The regular dividend increase marks the 51st consecutive annual raise, highlighting a long-standing commitment to returning cash to shareholders through the cycle.

Negative

  • None.

Insights

RLI pairs a sizable special dividend with a flexible $250M buyback.

RLI Corp. is combining immediate and flexible capital returns. A $2.00 per share special dividend, estimated at about $184 million, delivers an upfront cash return, while raising the regular quarterly dividend to $0.18 per share extends a 51-year dividend growth streak.

The new share repurchase program authorizes up to $250 million of buybacks with no expiration, giving the company discretion to act based on market conditions, share price and capital needs. The company expects to fund repurchases through available cash and operating cash flow, suggesting current balance sheet and cash generation support these actions.

Management cites the stock price and business strength as drivers for the authorization, aligning repurchases with perceived valuation and long-term strategy. Actual impact on share count and per-share metrics will depend on the pace and pricing of repurchases over time and any changes in operating performance or capital requirements.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Special dividend per share $2.00 per share Declared May 14, 2026 on common stock
Special dividend total $184 million (approx.) Estimated aggregate amount of special dividend
Regular quarterly dividend $0.18 per share 12.5% increase over prior quarter
Dividend growth streak 51 consecutive years Regular dividend increases
Share repurchase authorization $250 million New program with no expiration date
Underwriting profit streak 30 consecutive years Years of underwriting profits reported
special cash dividend financial
"declared a special cash dividend of $2.00 per share of common stock"
A special cash dividend is a one-time, extra cash payment a company gives to its shareholders in addition to its regular dividends, like a bonus check sent out when a business has more cash than usual. It matters to investors because it delivers immediate cash value, can signal that the company has strong short-term cash or limited opportunities to reinvest, and typically reduces the company’s cash reserves and may affect the stock price and tax treatment for recipients.
regular quarterly dividend financial
"a regular quarterly cash dividend of $0.18 per share, a 12.5% increase"
share repurchase program financial
"authorized a new share repurchase program of up to $250 million"
A share repurchase program is when a company buys back its own shares from the marketplace. This reduces the total number of shares available, which can increase the value of each remaining share and signal confidence in the company's prospects. For investors, it often suggests that the company believes its stock is undervalued or that it has extra cash to return to shareholders.
forward-looking statements regulatory
"this news release may include forward-looking statements (within the meaning of Section 27A"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
underwriting profits financial
"delivered underwriting profits for 30 consecutive years"
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
0000084246false00000842462026-05-142026-05-14

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 14, 2026

Graphic

RLI Corp.

(Exact name of registrant as specified in its charter)

Delaware

001-09463

37-0889946

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

9025 North Lindbergh Drive, Peoria, IL

61615

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (309) 692-1000

Not applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each class

  ​ ​ ​

Trading Symbol

  ​ ​ ​

Name of each exchange on which registered

Common Stock $0.01 par value

RLI

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 8.01 Other Events.

On May 14, 2026, RLI Corp. (“RLI”) announced that its Board of Directors approved a special cash dividend on its common stock of $2.00 per share and a regular quarterly dividend on its common stock of $0.18 per share.  Both dividends are payable on June 12, 2026 to shareholders of record as of May 29, 2026.

RLI also announced its Board of Directors approved a share repurchase program authorizing an aggregate of $250 million in share repurchases (the “Repurchase Program”). Repurchases under the Repurchase Program may be made at the Company’s discretion from time to time using open market purchases or privately negotiated transactions, in accordance with applicable laws and regulations. The Repurchase Program has no expiration date.

Furnished as Exhibit 99.1 and incorporated herein by reference is a copy of the press release issued by RLI announcing the dividends and Repurchase Program.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

  ​ ​ ​

Description

99.1

Press Release dated May 14, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

RLI CORP.

Date: May 14, 2026

By:

/s/ Jeffrey D. Fick

Jeffrey D. Fick

Chief Legal Officer

Exhibit 99.1

Graphic

RLI DECLARES REGULAR AND SPECIAL DIVIDENDS and AUTHORIZES NEW $250 Million Share REPuRCHASE PROGRAM

PEORIA, ILLINOIS, May 14, 2026 -- RLI Corp. (NYSE: RLI) – RLI Corp. today announced that its Board of Directors declared a special cash dividend of $2.00 per share of common stock, which is expected to total approximately $184 million, and a regular quarterly cash dividend of $0.18 per share, a 12.5% increase over the prior quarter. The Board also authorized a new share repurchase program of up to $250 million of the company’s outstanding common stock. The company’s stock price was one of the factors in the Board’s decision to authorize the repurchase program.

“This share repurchase program, special dividend and 51st consecutive annual increase in our regular dividend reflect the strength of our business and our confidence in RLI’s long-term strategy,” said RLI Corp. President & CEO Craig W. Kliethermes. “These actions underscore our disciplined approach to capital management while maintaining the flexibility to invest in growth opportunities.”

Both dividends are payable on June 12, 2026, to shareholders of record as of May 29, 2026. RLI has increased its regular dividend in each of the past 51 years.

Repurchases under the program may be made from time to time in the open market, through privately negotiated transactions or by other means in accordance with applicable securities laws. There is no expiration date for the repurchase program. The timing, volume, and method of repurchases will depend on a variety of factors, including market conditions, share price and capital needs. The program does not obligate the company to acquire any specific number of shares and may be suspended or discontinued at any time. The company expects to fund repurchases through available cash and operating cash flow.

Except for historical information, this news release may include forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934) including, without limitation, statements reflecting our current expectations about the future performance of our company or our business segments or about future market conditions. These statements are subject to certain risk factors that could cause actual results to differ materially. Various risk factors that could affect future results are listed in the company's filings with the Securities and Exchange Commission, including the Form 10-K Annual Report for the year ended December 31, 2025.

ABOUT RLI

RLI Corp. (NYSE: RLI) is a specialty insurer serving niche property, casualty and surety markets. The company provides deep underwriting expertise and superior service to commercial and personal lines customers nationwide. RLI’s products are offered through its insurance subsidiaries RLI Insurance Company, Mt. Hawley Insurance Company and Contractors Bonding and Insurance Company. All of RLI’s subsidiaries are rated A++

Graphic


Exhibit 99.1

Graphic

“Superior” by AM Best Company. RLI has paid and increased regular dividends for 51 consecutive years and delivered underwriting profits for 30 consecutive years. To learn more about RLI, visit www.rlicorp.com.

MEDIA CONTACT
Aaron Diefenthaler
Chief Financial Officer
309-693-5846
investors@rlicorp.com

Graphic


FAQ

What dividends did RLI (RLI) announce in this Form 8-K?

RLI announced a special cash dividend of $2.00 per share and a regular quarterly cash dividend of $0.18 per share. The regular dividend represents a 12.5% increase over the prior quarter, extending the company’s long history of annual dividend growth.

When will RLI’s new dividends be paid and what is the record date?

Both the special and regular dividends are payable on June 12, 2026 to shareholders of record as of May 29, 2026. Investors holding RLI shares on the record date will be entitled to receive these cash dividends on the stated payment date.

How large is RLI’s new share repurchase program?

RLI’s Board authorized a new share repurchase program of up to $250 million of outstanding common stock. Repurchases may occur over time in the open market, through privately negotiated transactions or other methods permitted by securities laws, at the company’s discretion.

How does the new regular dividend compare to RLI’s prior dividend?

The regular quarterly dividend of $0.18 per share reflects a 12.5% increase over the prior quarter’s level. This increase also marks RLI’s 51st consecutive annual rise in its regular dividend, reinforcing its long-term record of dividend growth.

>What does RLI say about funding the share repurchase program?

RLI states that it expects to fund repurchases under the program through available cash and operating cash flow. This indicates the company plans to use internally generated resources rather than specifying external financing to conduct share buybacks over time.

Does RLI’s share repurchase program have an expiration date or required amount?

The share repurchase program has no expiration date and does not obligate RLI to repurchase a specific number of shares. The timing, volume and method of repurchases will depend on factors such as market conditions, share price and the company’s capital needs.

Filing Exhibits & Attachments

4 documents