W.R. Berkley Insider Filing: 16,126 RSUs Vest, 744 Shares Withheld at $71.235
Rhea-AI Filing Summary
James G. Shiel, Executive Vice President - Investments of W.R. Berkley Corporation (WRB), reported transactions on Form 4 dated 08/15/2025. The filing shows 16,126 shares were acquired by virtue of vesting of performance-based restricted stock units granted in 2020, 2021 and 2022 for the three-year performance period ending June 30, 2025 (6,396; 5,549; and 4,181 shares respectively). To satisfy tax withholding related to those vesting events, 744 shares were withheld and disposed at a reported price of $71.235 per share. Following the transactions, Mr. Shiel is recorded as beneficially owning 799,191 shares prior to the withholding and 798,447 shares after (the filing also notes 647,032 shares underlying RSUs have vested but receipt has been deferred). The form was signed on 08/19/2025.
Positive
- Vesting of performance-based RSUs (16,126 shares) indicates achievement of multi-year performance goals for the 2022-2025 period
- Large deferred holdings (647,032 vested RSU shares) remain economically linked to the reporting person despite deferred receipt
Negative
- 744 shares were disposed via withholding at $71.235 to satisfy tax liabilities, reducing direct holdings from 799,191 to 798,447 shares
Insights
Insider received performance RSU vesting; a small withholding sale covered taxes, leaving substantial deferred holdings.
The filing documents the vesting of performance-based RSUs from multiple grant years totaling 16,126 shares, indicating payout from long-term incentive awards tied to the 2023-2025 performance period. A withholding of 744 shares at $71.235 per share was executed to satisfy tax obligations, a routine administrative step that modestly reduced direct holdings from 799,191 to 798,447 shares. The disclosure also highlights a significant amount of vested RSUs whose receipt remains deferred (647,032 shares), meaning economic exposure may persist despite deferred distribution. Overall, the transactions are compensation-related and not a deliberate open-market divestiture.
Transaction appears routine: performance RSUs vest and tax-withholding shares are surrendered; no departure or governance red flag shown.
The Form 4 indicates the reporting person is an officer and director and that the acquisitions are the result of performance-based restricted stock unit vesting under the company plan. The use of share withholding for taxes is a common practice and the net change in beneficial ownership is small relative to the total reported holdings. There is no disclosure of additional derivative transactions, unusual sales, or coordinated group filings. From a governance perspective, this is a standard compensation realization event documented appropriately on Form 4.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 16,126 | $0.00 | -- |
| Tax Withholding | Common Stock | 744 | $71.235 | $53K |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- Represents the vesting of tranches of performance-based restricted stock units ("RSUs") granted in 2020, 2021 and 2022 under the W. R. Berkley Corporation 2018 Stock Incentive Plan for the three-year performance period ending June 30, 2025 (consisting of 6,396 shares; 5,549 shares; and 4,181 shares, respectively). Represents payment of tax liability by withholding securities incident to the vesting of RSUs. Includes 647,032 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.
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