SEC FORM 4SEC Form 4
FORM 4UNITED 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
 
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1. Name and Address of Reporting Person*
PORTER JONATHAN

(Last)(First)(Middle)
16600 SWINGLEY RIDGE RD.

(Street)
CHESTERFIELDMO63017

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
REINSURANCE GROUP OF AMERICA INC [ RGA ]
Foreign Trading Symbol
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
checkbox checkedOfficer (give title below)Other (specify below)
EVP, Global Chief Risk Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/11/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
checkbox checkedForm filed by One Reporting Person
Form filed by More than One Reporting Person
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)
CodeVAmount(A) or (D)Price
Common stock08/11/2026M2,264A$145.2517,149D
Common stock08/11/2026F1,345(1)D$244.6515,804D
Common stock08/11/2026M5,707A$117.8521,511D
Common stock08/11/2026F2,750(2)D$244.6518,761D
Common stock08/11/2026M2,437A$129.0121,198D
Common stock08/11/2026F1,286(3)D$244.6519,912D
Common stock08/11/2026M4,332A$106.5324,244D
Common stock08/11/2026F1,887(4)D$244.6522,357D
Common stock08/11/2026M2,571A$138.3424,928D
Common stock08/11/2026F1,454(5)D$244.6523,474D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Options 2019$145.2508/11/2026M2,264 (6)03/01/2029Common stock2,264$00D
Non-Qualified Stock Option - 2020$117.8508/11/2026M5,707 (7)03/06/2030Common stock5,707$00D
Non-Qualified Stock Option - 2021$129.0108/11/2026M2,437 (8)03/11/2031Common stock2,437$00D
Net Settled Options - 2022$106.5308/11/2026M4,332 (9)03/22/2032Common stock4,332$00D
Net Settled Options - 2023$138.3408/11/2026M2,571 (10)03/09/2033Common stock2,571$0857D
Explanation of Responses:
1. Represents the gross number of shares received (2,264), less shares withheld to satisfy conversion price (1,345), resulting in a net settlement of 919 shares.
2. Represents the gross number of shares received (5,707), less shares withheld to satisfy conversion price (2,750), resulting in a net settlement of 2,957 shares.
3. Represents the gross number of shares received (2,437), less shares withheld to satisfy conversion price (1,286), resulting in a net settlement of 1,151 shares.
4. Represents the gross number of shares received (4,332), less shares withheld to satisfy conversion price (1,887), resulting in a net settlement of 2,445 shares.
5. Represents the gross number of shares received (2,571), less shares withheld to satisfy conversion price (1,454), resulting in a net settlement of 1,117 shares.
6. Non-Qualified Stock Option grants on March 1, 2019 vest in 25% increments on each of December 31, 2019, 2020, 2021 and 2022.
7. Non-Qualified Stock Option grants on March 6, 2020 vest in 25% increments on each of December 31, 2020, 2021, 2022 and 2023.
8. Non-qualified stock option grants on March 11, 2021 vest in 25% increments on each of December 31, 2021, 2022, 2023 and 2024.
9. Net settled options grants (Canada) on March 22, 2022 vest in 25% increments on each of December 31, 2022, 2023, 2024 and 2025.
10. Net settled options grants (Canada) on March 9, 2023 vest in 25% increments on each of December 31, 2023, 2024, 2025 and 2026.
Remarks:
/s/ My Chi To, by Power of Attorney08/13/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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