[8-K] W.R. Berkley Corporation Reports Material Event

Rhea-AI Filing Summary

ANI Pharmaceuticals (ANIP) – Form 4 filing, 21 Jul 2025. Sr. VP, General Counsel & Secretary Meredith W. Cook reported a tax-related share withholding transaction on 18 Jul 2025.

• Transaction type: Code F (shares withheld to satisfy taxes on vested restricted stock).
• Securities affected: 2,071 common shares at an implied price of $66.30, total ≈ $0.14 million.
• Post-transaction holding: Cook now directly owns 76,874 common shares.
• Derivative positions: No derivative transactions reported; prior option/RSU holdings unchanged.

The filing reflects routine tax withholding rather than an open-market sale. Cook retains >97% of her pre-vesting equity stake, signalling continued alignment with shareholders. No impact on the company’s operations, earnings outlook or governance structure was disclosed.

Positive

• Executive retains 76,874 shares, indicating continued equity exposure and alignment with shareholders.

Negative

• 2,071 shares were disposed of (withheld for taxes), mildly increasing share float, though impact is immaterial.

Insights

Insider-Transaction Analyst

TL;DR: Routine tax withholding; negligible market impact.

The Code F disposition simply covers payroll taxes on 4,820 vested RSUs. At ≈ $137k, it is immaterial relative to ANIP’s average daily dollar volume and the executive’s remaining 76.9k-share stake. Because there was no discretionary sale, the signal value is neutral. Investors should not read this as a change in insider sentiment. Impact on float and EPS is de minimis.

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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): July 21, 2025

Commission File Number 1-15202

     W. R. BERKLEY CORPORATION     
(Exact name of registrant as specified in its charter)

Delaware									22-1867895
(State or other jurisdiction of incorporation or organization)									(I.R.S. Employer Identification No.)
475 Steamboat Road			Greenwich			Connecticut			06830
(Address of principal executive offices)									(Zip Code)

(203) 629-3000

(Registrant’s telephone number, including area code)

None

Former name, former address and former fiscal year, 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 (see General Instruction A.2. below):

☐    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))

Title of Each Class

Trading Symbol

Name of Each Exchange on Which Registered

Common Stock, par value $.20 per share

WRB

New York Stock Exchange

5.700% Subordinated Debentures due 2058

WRB-PE

New York Stock Exchange

5.100% Subordinated Debentures due 2059

WRB-PF

New York Stock Exchange

4.250% Subordinated Debentures due 2060

WRB-PG

New York Stock Exchange

4.125% Subordinated Debentures due 2061

WRB-PH

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     ☐    

W. R. Berkley Corporation         2

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.     ☐    

W. R. Berkley Corporation         3

Item 2.02 Results of Operations and Financial Condition.

Reference is made to the press release of W. R. Berkley Corporation (the “Company”) relating to the announcement of the Company’s results of operations for the second quarter of 2025. The press release was issued on July 21, 2025. A copy of the press release is attached to this Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

The information contained herein shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

W. R. Berkley Corporation         4

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 Press Release dated July 21, 2025

W. R. Berkley Corporation         5

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.

W. R. BERKLEY CORPORATION

By:			/s/ Richard M. Baio
			Name:			Richard M. Baio
			Title:			Executive Vice President -
						Chief Financial Officer

Date: July 21, 2025

W. R. Berkley Corporation         6

EXHIBIT INDEX

Exhibit:

99.1         Press Release dated July 21, 2025

FAQ

What did ANIP insider Meredith Cook report in the Form 4 filed 21-Jul-2025?

She disclosed 2,071 shares of ANIP common stock were withheld on 18-Jul-2025 to pay taxes on vested RSUs.

How many ANIP shares does Meredith Cook now own?

After the transaction, she directly holds 76,874 common shares.

Was this an open-market sale of ANIP stock?

No. The Code F designation indicates shares were withheld by the company for tax purposes, not sold on the market.

Does the Form 4 affect ANIP’s earnings or guidance?

No operational or financial guidance was provided; the filing only details insider share movements.

Is the 2,071-share disposition material to ANIP shareholders?

At ≈ $137k and <0.01% of shares outstanding, the impact is not material to valuation or float.