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RLI (RLI) VP exercises 3,000 options; 2,236 shares withheld

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

RLI CORP vice president and controller Seth Anthony Davis exercised 3,000 stock options for Common Stock and had shares withheld to cover taxes. He exercised options at $28.07 per share and 2,236 shares of Common Stock were disposed of at $51.77 per share for tax-withholding. Following these transactions, he holds 32,998.2874 shares of Common Stock directly, and the exercised option grant has been fully used.

Positive

  • None.

Negative

  • None.
Insider Davis Seth Anthony
Role VICE PRESIDENT, CONTROLLER
Type Security Shares Price Value
Exercise Stock Option 3,000 $0.00 --
Exercise Common Stock 3,000 $28.07 $84K
Tax Withholding Common Stock 2,236 $51.77 $116K
Holdings After Transaction: Stock Option — 0 shares (Direct, null); Common Stock — 32,998.287 shares (Direct, null)
Footnotes (1)
  1. 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.
Options exercised 3,000 shares Common Stock acquired via option exercise at $28.07 on April 30, 2026
Exercise price $28.07 per share Stock option exercise price for 3,000 shares
Tax-withholding shares 2,236 shares Common Stock disposed to satisfy tax liability at $51.77 per share
Tax-withholding price $51.77 per share Value used for 2,236-share tax-withholding disposition
Shares held after 32,998.2874 shares Direct RLI Common Stock ownership following transactions
Options exercised (summary) 3,000 shares transactionSummary exerciseShares for derivative exercise
Tax-withholding total 2,236 shares transactionSummary taxWithholdingShares for Form 4
Stock option financial
"security_title": "Stock Option""
A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.
extraordinary dividend financial
"grant price adjusted to reflect $7.00 extraordinary dividend declared"
2-for-1 stock split financial
"grant price and number of stock options adjusted to reflect 2-for-1 stock split"
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative exercise/conversion financial
"transaction_action": "derivative exercise/conversion""
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Davis Seth Anthony
(Last)(First)(Middle)
9025 N. LINDBERGH DRIVE
(Street)
PEORIA ILLINOIS 61615
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
RLI CORP [ RLI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
VICE PRESIDENT, CONTROLLER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock04/30/2026M3,000A$28.0732,998.2874D
Common Stock04/30/2026F2,236D$51.7730,762.2874D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option$28.07(1)(2)04/30/2026M3,00005/03/2019(3)05/03/2026Common Stock3,000(2)$00D
Explanation of Responses:
1. Stock option grant price adjusted to reflect $7.00 extraordinary dividend declared 11-10-2022.
2. Stock option grant price and number of stock options adjusted to reflect 2-for-1 stock split on 01/15/25.
3. 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. Davis05/01/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did RLI (RLI) executive Seth Anthony Davis report in this Form 4?

Seth Anthony Davis reported exercising stock options and related tax withholding. He exercised 3,000 options for RLI Common Stock and had 2,236 shares withheld to satisfy tax obligations, resulting in a net increase in his directly held RLI shares after the transactions.

How many RLI shares did Seth Anthony Davis acquire and dispose of in this filing?

He acquired 3,000 shares of RLI Common Stock through option exercise and disposed of 2,236 shares through a tax-withholding transaction. This sequence reflects an exercise-and-tax-withholding pattern rather than an open-market sale, with his direct ownership rising modestly after completion.

At what prices were Seth Anthony Davis’s RLI transactions recorded?

The stock options were exercised at a price of $28.07 per share. The tax-withholding disposition involved 2,236 shares valued at $51.77 per share. These figures show the lower option exercise price relative to the higher share value used to cover associated tax liabilities.

How many RLI shares does Seth Anthony Davis hold after these transactions?

After the option exercise and tax-withholding disposition, Seth Anthony Davis directly holds 32,998.2874 shares of RLI Common Stock. This reflects a modest net increase in his equity position, as more shares were acquired through the option exercise than were withheld for taxes.

What do the Form 4 codes M and F mean in this RLI filing?

Code M indicates an exercise or conversion of a derivative security, here 3,000 stock options converting into Common Stock. Code F indicates a tax-withholding disposition, where 2,236 shares were delivered to cover taxes, not an open-market sale by the executive.

Were Seth Anthony Davis’s RLI stock options adjusted for corporate actions?

Yes. Footnotes state the stock option grant price was adjusted for a $7.00 extraordinary dividend declared on November 10, 2022. They also note that the grant price and number of options were adjusted for a 2-for-1 stock split effective January 15, 2025.