W.R Berkley SEC Filings

Mitsui Sumitomo Insurance Co., Ltd. (MSI)MS&AD Insurance Group Holdings, Inc., reported open-market purchases of W. R. Berkley Corporation common stock. On December 18, 2025, MSI bought 204,350 shares at a weighted average price of $69.3815 per share under a Rule 10b5-1 purchase plan adopted on October 3, 2025. On December 19, 2025, it acquired another 204,000 shares at a weighted average of $69.503.

On December 22, 2025, MSI purchased 39,940 shares at a weighted average price of $69.9716 and 162,060 shares at a weighted average of $70.3257. Following these transactions, MSI is shown as beneficially owning 49,211,938 W. R. Berkley shares in direct form. MS&AD may be deemed to beneficially own these securities through its 100% ownership of MSI but expressly disclaims beneficial ownership except to the extent of its pecuniary interest.

W. R. Berkley Corporation executive reports charitable stock donation. An executive vice president for investments of W. R. Berkley Corporation filed a report of a non-market transaction involving the company’s common stock. On December 18, 2025, the reporting person donated 1,250 directly owned shares of W. R. Berkley common stock to a donor-advised fund for charitable purposes.

After this donation, the reporting person beneficially owned 797,197 shares directly, which includes 647,032 shares of common stock underlying vested restricted stock units for which receipt has been deferred, and separately 208,000 shares held indirectly through a 2022 SLAT. The transaction was reported as a gift with a price of $0 per share, reflecting its non-sale, charitable nature.

WR Berkley & Others LLC and related parties have filed a Schedule 13D detailing their holdings in W. R. Berkley Corporation common stock. The reporting group, including family holding companies, trusts and family members, beneficially owns 95,551,144 shares, representing 25.14% of the 380,021,174 shares outstanding as of October 28, 2025.

The filing also highlights a strategic relationship with MS&AD Insurance Group’s Mitsui Sumitomo Insurance (MSI)48,601,588 shares, or about 12.8% of the common stock, and may increase its stake to as much as 15% of the “Outstanding Agreement Shares” by March 31, 2026. A Framework Agreement and a future LLC Agreement coordinate voting between the Berkley family holdings and MSI through Symphony Partners, with Family Holdings retaining effective control of joint voting decisions.

MSI has the right, subject to regulatory approvals and ownership thresholds, to designate one director candidate to the board after March 15, 2026, while agreeing to customary standstill restrictions and coordinated voting with the Berkley family entities.

Mitsui Sumitomo Insurance Co., Ltd. (MSI)W. R. Berkley Corporation. MSI reports beneficial ownership of 48,601,588 shares of W. R. Berkley common stock, held directly. The filing date of the reportable event is 12/04/2025.

The filing states that MSI is a wholly owned subsidiary of MS&AD Insurance Group Holdings, Inc., which may be deemed to beneficially own these securities but expressly disclaims beneficial ownership except to the extent of its pecuniary interest. It also notes existing agreements among MSI, the issuer and WR Berkley & Others LLC and disclaims forming a group or owning securities held by that LLC.

W. R. Berkley Corporation now has Mitsui Sumitomo Insurance Co., Ltd. (MSI), part of MS&AD Insurance Group, as a major strategic shareholder. MSI beneficially owns 48,601,588 shares of common stock, representing about 12.8% of outstanding shares, based on 380,021,174 shares outstanding as of October 28, 2025. As of December 4, 2025, MSI acquired 30,395,535 of these shares through a contingent purchase agreement at $74.6857 per share.

MSI and family-controlled WR Berkley & Others LLC (Family Holdings) have a Framework Agreement and an LLC Agreement tied to Symphony Partners, LLC. MSI plans, via a Rule 10b5-1 plan, to increase its stake up to 15% of a defined Outstanding Agreement Shares figure, with a standstill that generally caps its position and restricts activism. Once certain ownership and regulatory conditions are met, MSI may designate one director to W. R. Berkley’s board, while agreeing to vote its shares largely in line with Family Holdings or Symphony Partners’ board decisions.

W. R. Berkley Corporation reported a significant change in ownership of its common stock. The company announced that Mitsui Sumitomo Insurance Co., Ltd. (MSI) has acquired beneficial ownership of at least 12.5% of W. R. Berkley’s outstanding common stock. This stake was obtained under MSI’s previously announced agreements with a company owned by members of the Berkley family and related trusts, indicating that the transaction involves a transfer from long‑standing family-related holders rather than a new share issuance by the company. The announcement was made through a press release dated December 5, 2025, which is filed as an exhibit and incorporated by reference.

W. R. Berkley Corporation reported third‑quarter results in its Form 10‑Q. Net income to common stockholders was $511,032,000 with diluted EPS of $1.28 (basic $1.29). Total revenues were $3,768,236,000, led by net premiums earned of $3,156,382,000 and net investment income of $351,238,000. Net realized and unrealized investment gains were $78,960,000.

Total assets were $43,715,217,000 and total liabilities were $33,910,214,000. Stockholders’ equity was $9,798,892,000, reflecting an improvement in accumulated other comprehensive loss to $(506,156,000). The fixed‑maturity portfolio had a fair value of $24,947,949,000 with gross unrealized losses of $500,678,000 and gains of $313,743,000.

Operating cash flow for the nine months ended September 30, 2025 was $2,587,484,000. Common shares outstanding were 380,021,174 as of October 28, 2025. The company paid common dividends of $288,365,000 year‑to‑date and repurchased treasury stock totaling $73,829,000.

W. R. Berkley Corporation furnished a press release announcing its results of operations for the third quarter of 2025. The press release, dated October 20, 2025, is attached as Exhibit 99.1 to the report under Item 2.02.

The company states this information is furnished and not deemed “filed” under Section 18 of the Exchange Act. The filing also includes Exhibit 104, the cover page Inline XBRL data. WRB’s common stock trades on the NYSE under WRB, alongside listed subordinated debentures WRB‑PE, WRB‑PF, WRB‑PG, and WRB‑PH.