W. R. Berkley (WRB) CEO RSUs vest; 4,139 shares withheld for tax

Rhea-AI Filing Summary

W. R. Berkley Corporation reported that Chairman, President and CEO William R. Berkley, Jr. acquired 98,593 shares of common stock on August 3, 2026 through vesting of performance-based RSUs granted in 2021, 2022 and 2023 under its 2018 Stock Incentive Plan for a three-year performance period ending June 30, 2026, consisting of 38,841, 29,264 and 30,488 shares. To satisfy related tax liabilities, 4,139 shares were withheld at $72.2875 per share rather than sold on the market. Reported indirect holdings include 63,515,547 shares held by WR Berkley & Others LLC, 3,553,486 shares by WR Berkley & Others 2 LLC, 1,350,000 shares by the 2011 GST Trust, and 17,675,925 shares held by the Estate of William R. Berkley, where he serves as co-executor; these holdings also include 3,275,694 vested RSU underlying shares whose receipt has been deferred.

Insider Trade Summary

Net Buyer: 94,454 shares

Net Buy 6 txns

Insider BERKLEY WILLIAM R JR

Role Chairman, President and CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	98,593	$0.00	$0.00
Tax Withholding	Common Stock F2, F3	4,139	$72.2875	$299K
holding	Common Stock F4	--	--	--
holding	Common Stock F4	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock F5	--	--	--

Holdings After Transaction: Common Stock — 4,650,314 shares (Direct); Common Stock — 63,515,547 shares (Indirect, By WR Berkley & Others LLC); Common Stock — 3,553,486 shares (Indirect, By WR Berkley & Others 2 LLC); Common Stock — 1,350,000 shares (Indirect, By William R. Berkley 2011 GST Trust); Common Stock — 17,675,925 shares (Indirect, By Estate of William R. Berkley)

Footnotes (5)

1. F1. Represents the vesting of tranches of performance-based restricted stock units ("RSUs") granted in 2021, 2022 and 2023 under the W. R. Berkley Corporation 2018 Stock Incentive Plan for the three-year performance period ending June 30, 2026 (consisting of 38,841 shares; 29,264 shares; and 30,488 shares, respectively).
2. F2. Represents payment of tax liability by withholding securities incident to the vesting of RSUs.
3. F3. Includes 3,275,694 shares of common stock underlying RSUs, all of which have vested (the receipt of which has been deferred) and does not include unvested shares of common stock underlying performance-based RSUs.
4. F4. Mr. William R. Berkley, Jr. is the manager of the limited liability company. The estate of William R. Berkley (the "Estate") and certain family trusts are the owners of the limited liability company, as set forth in the Schedule 13D/A dated July 21, 2026.
5. F5. The reporting person is co-executor of the Estate.

Key Figures

RSU shares vested: 98,593 shares Tax withholding shares: 4,139 shares Withholding price: $72.2875 per share +5 more

8 metrics

RSU shares vested 98,593 shares Performance-based RSUs vested on August 3, 2026 for 2021–2023 grants

Tax withholding shares 4,139 shares Shares withheld to pay taxes on RSU vesting at $72.2875 per share

Withholding price $72.2875 per share Price applied to 4,139 shares withheld for tax liabilities

Deferred vested RSU shares 3,275,694 shares Vested RSU underlying shares included in holdings; receipt deferred

WR Berkley & Others LLC holdings 63,515,547 shares Indirect common stock holdings managed by William R. Berkley, Jr.

WR Berkley & Others 2 LLC holdings 3,553,486 shares Additional indirect common stock holdings via related LLC

2011 GST Trust holdings 1,350,000 shares Indirect common stock holdings by William R. Berkley 2011 GST Trust

Estate holdings 17,675,925 shares Indirect common stock holdings by Estate of William R. Berkley

Key Terms

performance-based restricted stock units, W. R. Berkley Corporation 2018 Stock Incentive Plan, Schedule 13D/A, co-executor, +1 more

5 terms

performance-based restricted stock units financial

"Represents the vesting of tranches of performance-based restricted stock units ("RSUs") granted in 2021"

Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.

W. R. Berkley Corporation 2018 Stock Incentive Plan financial

"RSUs granted in 2021, 2022 and 2023 under the W. R. Berkley Corporation 2018 Stock Incentive Plan"

Schedule 13D/A regulatory

"as set forth in the Schedule 13D/A dated July 21, 2026"

A Schedule 13D/A is an amended disclosure filed with regulators by an investor who already reported owning more than 5% of a company’s shares and needs to update their original filing. Think of it as a public status update that tells markets whether the investor’s ownership, plans, or source of funds have changed; such updates matter because they can signal a push for control, major strategic moves, or increased pressure on management, which can affect stock prices.

co-executor other

"The reporting person is co-executor of the Estate."

three-year performance period financial

"for the three-year performance period ending June 30, 2026"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/05/2026 - 04:52 PM Accepted by SEC EDGAR 08/05/2026 - 04:51 PM Learn about SEC filing dates

FAQ

What insider transactions did WRB Chairman William R. Berkley, Jr. report on August 3, 2026?

William R. Berkley, Jr. reported vesting of 98,593 common shares from performance-based RSUs and withholding of 4,139 shares at $72.2875 per share to cover tax liabilities, all relating to W. R. Berkley Corporation (WRB) equity compensation.

How many W. R. Berkley (WRB) RSUs vested for William R. Berkley, Jr. and from which grant years?

A total of 98,593 shares vested from performance-based RSUs granted in 2021, 2022 and 2023. The tranches consisted of 38,841, 29,264 and 30,488 shares, covering a three-year performance period ending June 30, 2026 under the 2018 Stock Incentive Plan.

What tax-related share withholding did W. R. Berkley (WRB) report for its CEO?

To pay tax liabilities from RSU vesting, 4,139 shares of W. R. Berkley common stock were withheld at $72.2875 per share. This represents a non-market disposition used specifically for tax payment rather than an open-market sale.

What indirect W. R. Berkley (WRB) share holdings are associated with William R. Berkley, Jr.?

Indirect holdings reported include 63,515,547 shares via WR Berkley & Others LLC, 3,553,486 shares via WR Berkley & Others 2 LLC, 1,350,000 shares via the 2011 GST Trust, and 17,675,925 shares held by the Estate of William R. Berkley, where he is co-executor.

How many vested RSU underlying shares has the W. R. Berkley (WRB) CEO deferred receiving?

Reported holdings include 3,275,694 shares of W. R. Berkley common stock underlying RSUs that have fully vested, but for which the receipt has been deferred. This total excludes any unvested performance-based RSUs.

Were the August 3, 2026 WRB insider transactions reported under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not marked as affirmative, and no footnote indicates a trading plan. The reported RSU vesting and related tax withholding therefore are not identified as occurring under a Rule 10b5-1 plan.

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^*

BERKLEY WILLIAM R JR

(Last) (First) (Middle)

W. R. BERKLEY CORPORATION

475 STEAMBOAT ROAD

(Street)

GREENWICH CONNECTICUT 06830

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BERKLEY W R CORP [ WRB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/03/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/03/2026		A		98,593(1)	A	$0	4,654,453	D
Common Stock	08/03/2026		F		4,139(2)	D	$72.2875	4,650,314(3)	D
Common Stock								63,515,547(4)	I	By WR Berkley & Others LLC
Common Stock								3,553,486(4)	I	By WR Berkley & Others 2 LLC
Common Stock								1,350,000	I	By William R. Berkley 2011 GST Trust
Common Stock								17,675,925(5)	I	By Estate of William R. Berkley

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

Explanation of Responses:

1. Represents the vesting of tranches of performance-based restricted stock units ("RSUs") granted in 2021, 2022 and 2023 under the W. R. Berkley Corporation 2018 Stock Incentive Plan for the three-year performance period ending June 30, 2026 (consisting of 38,841 shares; 29,264 shares; and 30,488 shares, respectively).

2. Represents payment of tax liability by withholding securities incident to the vesting of RSUs.

3. Includes 3,275,694 shares of common stock underlying RSUs, all of which have vested (the receipt of which has been deferred) and does not include unvested shares of common stock underlying performance-based RSUs.

4. Mr. William R. Berkley, Jr. is the manager of the limited liability company. The estate of William R. Berkley (the "Estate") and certain family trusts are the owners of the limited liability company, as set forth in the Schedule 13D/A dated July 21, 2026.

5. The reporting person is co-executor of the Estate.

	William R. Berkley, Jr.	08/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)