STOCK TITAN

W. R. Berkley (NYSE: WRB) gets Form 3 for 48.6M shares held by MSI

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Mitsui Sumitomo Insurance Co., Ltd. (MSI) has filed an initial ownership report as a director-related holder of 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.

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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
MITSUI SUMITOMO INSURANCE CO LTD

(Last) (First) (Middle)
9, KANDA-SURUGADAI 3-CHOME, CHIYODA-KU

(Street)
TOKYO M0

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/04/2025
3. Issuer Name and Ticker or Trading Symbol
BERKLEY W R CORP [ WRB ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock(1) 48,601,588 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
MITSUI SUMITOMO INSURANCE CO LTD

(Last) (First) (Middle)
9, KANDA-SURUGADAI 3-CHOME, CHIYODA-KU

(Street)
TOKYO M0

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
MS&AD Insurance Group Holdings, Inc.

(Last) (First) (Middle)
TOKYO SUMITOMO TWIN BUILDING, 27-2,
SHINKAWA 2-CHOME,

(Street)
CHUO-KU, TOKYO, M0

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The shares are held directly by Mitsui Sumitomo Insurance Co., Ltd. ("MSI"). Because MSI is a wholly-owned subsidiary of MS&AD Insurance Group Holdings, Inc. ("MS&AD"), MS&AD may be deemed to beneficially own the reported securities. MS&AD expressly disclaims beneficial ownership of the reported securities, except to the extent of its pecuniary interest therein.
Remarks:
MSI, the Issuer and WR Berkley & Others LLC ("WRBO") are party to certain agreements described in, and filed as exhibits to, the Reporting Persons' Schedule 13D filed with the U.S. Securities and Exchange Commission on the date hereof. The Reporting Persons disclaim beneficial ownership of the securities of the Issuer owned by WRBO and disclaim that the Reporting Persons and WRBO constitute a "group" within the meaning of Rule 13d-5(b)(1) under the Securities Exchange Act of 1934, as amended.
MITSUI SUMITOMO INSURANCE CO., LTD., By: /s/ Hironori Morimoto, Name: Hironori Morimoto, Title: Authorized Signatory 12/11/2025
MS&AD INSURANCE GROUP HOLDINGS, INC., By: /s/ Hironori Morimoto, Name: Hironori Morimoto, Title: Authorized Signatory 12/11/2025
** 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 5 (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

How many W. R. Berkley (WRB) shares does Mitsui Sumitomo Insurance report owning?

The filing reports that Mitsui Sumitomo Insurance Co., Ltd. beneficially owns 48,601,588 shares of W. R. Berkley common stock, held directly.

What is the relationship of the reporting persons to W. R. Berkley (WRB)?

The reporting persons are identified in the filing as having a relationship to W. R. Berkley Corporation in the capacity of Director, rather than as officers or 10% owners under other categories.

Which entities are included in this W. R. Berkley (WRB) Form 3 filing?

The Form 3 covers Mitsui Sumitomo Insurance Co., Ltd. (MSI) and MS&AD Insurance Group Holdings, Inc., with signatures provided on behalf of both entities by an authorized signatory.

Does MS&AD Insurance Group Holdings claim direct ownership of W. R. Berkley (WRB) shares?

The filing states that because MSI is a wholly owned subsidiary of MS&AD Insurance Group Holdings, Inc., MS&AD may be deemed to beneficially own the reported securities but expressly disclaims beneficial ownership, except to the extent of its pecuniary interest.

What does the filing say about WR Berkley & Others LLC (WRBO) and group status?

The filing notes that MSI, the issuer and WR Berkley & Others LLC (WRBO) are parties to certain agreements referenced in a Schedule 13D. It states that the reporting persons disclaim beneficial ownership of securities of the issuer owned by WRBO and disclaim that they and WRBO constitute a group under Rule 13d-5(b)(1).

What is the event date for the W. R. Berkley (WRB) ownership reported on this Form 3?

The Form 3 identifies the date of the event requiring the statement as 12/04/2025.

W.R Berkley

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