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RLI (RLI) officer updates holdings after 18,000-option exercise

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

RLI Corp (RLI) insider Aaron P. Diefenthaler, Treasurer and Chief Investment Officer, reported option-related stock transactions. On 11/25/2025, he exercised 18,000 stock options for RLI common stock at an exercise price of $28.07 per share (transaction code M), increasing his common stock holdings. On the same date, he disposed of 12,376 shares at a price of $63.94 per share (transaction code F), typically indicating shares withheld or sold to cover taxes. After these transactions, he directly owned 71,762.5698 shares of RLI common stock, and the reported stock option position from this grant was reduced to 0 derivative securities.

The filing notes that share and option figures were adjusted for a 2-for-1 stock split on 01/15/2025 and that the option grant price was previously adjusted for a $7.00 extraordinary dividend declared 11/10/2022.

Positive

  • None.

Negative

  • None.
Insider Diefenthaler Aaron Paul
Role TREASURER, CHIEF INVEST. OFF.
Type Security Shares Price Value
Exercise Stock Option 18,000 $0.00 --
Exercise Common Stock 18,000 $28.07 $505K
Tax Withholding Common Stock 12,376 $63.94 $791K
Holdings After Transaction: Stock Option — 0 shares (Direct); Common Stock — 84,138.57 shares (Direct)
Footnotes (1)
  1. Adjusted to reflect 2-for-1 stock split on 01/15/25. Ownership reflects dividend reinvestment. Stock option grant price adjusted to reflect $7.00 extraordinary dividend declared 11-10-2022. Stock option grant price and number of stock options adjusted to reflect 2-for-1 stock split on 01/15/25. 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.
Form 4 Insider Transactions: What Each Field Means →
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*
Diefenthaler Aaron Paul
(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)
TREASURER, CHIEF INVEST. OFF.
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 18,000 A $28.07 84,138.5698(1) D(2)
Common Stock 11/25/2025 F 12,376 D $63.94 71,762.5698 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(3)(4) 11/25/2025 M 18,000 05/03/2019(5) 05/03/2026 Common Stock 18,000 $0 0 D
Explanation of Responses:
1. Adjusted to reflect 2-for-1 stock split on 01/15/25.
2. Ownership reflects dividend reinvestment.
3. Stock option grant price adjusted to reflect $7.00 extraordinary dividend declared 11-10-2022.
4. Stock option grant price and number of stock options adjusted to reflect 2-for-1 stock split on 01/15/25.
5. 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/ Aaron P. Diefenthaler 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did RLI (RLI) report for Aaron P. Diefenthaler?

The filing reports that Aaron P. Diefenthaler, RLI Corp's Treasurer and Chief Investment Officer, exercised 18,000 stock options for RLI common stock on 11/25/2025 and disposed of 12,376 shares on the same date.

How many RLI Corp shares does the insider own after the reported Form 4 transactions?

Following the reported transactions on 11/25/2025, Aaron P. Diefenthaler directly owned 71,762.5698 shares of RLI Corp common stock.

What were the transaction prices in the RLI (RLI) Form 4 filing?

The stock options were exercised at an exercise price of $28.07 per share, and the shares disposed of under transaction code F were priced at $63.94 per share.

What do the transaction codes M and F mean in the RLI insider filing?

In the filing, code M indicates the exercise of a stock option, and code F indicates a disposition of shares, typically associated with share withholding or sales to cover tax obligations.

Were RLI Corp share and option figures adjusted for corporate actions?

Yes. The filing states that share and option amounts were adjusted for a 2-for-1 stock split on 01/15/2025, and the stock option grant price was adjusted for a $7.00 extraordinary dividend declared on 11/10/2022.

What happened to the derivative securities in the RLI (RLI) Form 4?

The reported stock option position related to this grant covered 18,000 shares at an exercise price of $28.07. After the 11/25/2025 exercise, the number of these derivative securities beneficially owned was reported as 0.