RLI VP & Controller reports option exercise and share disposition

Rhea-AI Filing Summary

RLI CORP reported an insider equity transaction by its Vice President and Controller. On 11/25/2025, the officer acquired 11,000 shares of common stock at $28.07 per share in connection with a stock option transaction coded “M.” On the same date, 7,563 shares of common stock were disposed of in a transaction coded “F” at $63.94 per share. After these transactions, the officer directly beneficially owned 29,998.2874 shares of RLI common stock and held 3,000 stock options with an exercise price of $28.07. The option terms reflect adjustments for a 2-for-1 stock split effective 01/15/25 and a $7.00 extraordinary dividend declared 11-10-2022, and vest in 20% annual increments starting one year from the 05/03/2019 grant date.

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

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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^*

Davis Seth Anthony

(Last) (First) (Middle)

9025 N. LINDBERGH DRIVE

(Street)

PEORIA IL 61615

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RLI CORP [ RLI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VICE PRESIDENT, CONTROLLER

3. Date of Earliest Transaction (Month/Day/Year)
11/25/2025

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	11/25/2025		M		11,000	A	$28.07	37,561.2874(1)	D
Common Stock	11/25/2025		F		7,563	D	$63.94	29,998.2874	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
Stock Option	$28.07(2)(3)	11/25/2025		M			11,000	05/03/2019(4)	05/03/2026	Common Stock	14,000(3)	$0	3,000	D

Explanation of Responses:

1. Adjusted to reflect 2-for-1 stock split on 01/15/25.

2. Stock option grant price adjusted to reflect $7.00 extraordinary dividend declared 11-10-2022.

3. Stock option grant price and number of stock options adjusted to reflect 2-for-1 stock split on 01/15/25.

4. Pursuant to option schedule wherein 20% of the aggregate number of shares granted may be exercised commencing one year from grant date and each year thereafter in 20% increments.

	/s/ Seth A. Davis	11/26/2025
	** 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 transaction did RLI (RLI) disclose in this Form 4?

The Vice President and Controller of RLI CORP reported acquiring 11,000 shares of common stock at $28.07 per share and disposing of 7,563 shares at $63.94 per share on 11/25/2025.

How many RLI shares does the reporting person own after the 11/25/2025 transactions?

Following the reported transactions on 11/25/2025, the reporting person directly beneficially owned 29,998.2874 shares of RLI common stock.

What happened to the RLI stock options reported on this Form 4?

The reporting person exercised stock options (transaction code “M”) covering 11,000 shares of common stock at an exercise price of $28.07, leaving 3,000 stock options beneficially owned afterward.

Why were the RLI stock option terms adjusted in this Form 4?

The stock option grant price and number of options were adjusted to reflect a 2-for-1 stock split effective 01/15/25 and a $7.00 extraordinary dividend declared 11-10-2022.

What is the vesting schedule for the reported RLI stock options?

The options follow a schedule where 20% of the aggregate number of shares granted may be exercised commencing one year from the 05/03/2019 grant date, and each year thereafter in 20% increments.

What is the relationship of the reporting person to RLI CORP?

The reporting person is an officer of RLI CORP, serving as Vice President and Controller, and filed this Form 4 as a single reporting person.