Form 4: Director John J. Gauthier Acquires RGA Phantom Stock
Statement of Changes in Beneficial Ownership
Reinsurance Group of America director John J. Gauthier acquired 817 phantom stock units as part of an annual director compensation deferral.
Summary
- Director John J. Gauthier acquired 817 phantom stock units of Reinsurance Group of America (RGA).
- The acquisition occurred on May 20, 2026, as part of a deferral of an annual stock grant for director services.
- The phantom stock units convert 1-for-1 into common stock based on fair market value.
- The units are distributable upon the director's retirement from the Board or after a specified five or seven-year deferral period.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral, routine administrative filing that provides no new information regarding the company's operational or financial trajectory.
Positives
- Demonstrates director alignment with long-term company performance through equity-based compensation.
- Reflects standard corporate governance practices regarding director compensation deferral.
Negatives
- None identified; this is a routine administrative filing regarding director compensation.
Risks
- Value of phantom stock is subject to the future market performance of RGA common stock.
Future Outlook
The filing does not provide forward-looking financial guidance, as it is a disclosure of director equity holdings.
Industry Context
StockSavvy.ai notes that this filing is a standard regulatory disclosure for executive and director compensation, common among publicly traded financial services firms to ensure transparency in insider holdings.
Comparison to Industry Standards
- The use of phantom stock for director compensation is a standard practice among S&P 500 and financial sector companies to align director interests with shareholders.
- The 1-for-1 conversion ratio is consistent with typical equity incentive plans in the insurance industry.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Director Compensation | Deferral of annual stock grant into phantom stock units. | 05/20/2026 | Neutral; standard practice for director compensation. |
Stakeholder Impact
- Minimal impact on shareholders as this represents standard director compensation.
Next Steps
- The director will hold these units until retirement or the end of the elected deferral period.
Key Dates
| Date | Description |
|---|---|
| 05/20/2026 | Date of the phantom stock acquisition transaction. |
| 05/22/2026 | Date the Form 4 was signed and filed. |
Keywords
RGA, Reinsurance Group of America, Form 4, Insider Trading, Director Compensation, Phantom Stock
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