Form 4: Reinsurance Group of America Director Steven Van Wyk Acquires Phantom Stock as Compensation

Reinsurance Group of America Inc. Director Steven C. Van Wyk acquired 1,546 shares of phantom stock on May 21, 2025, as part of his compensation for services.

Summary

• Steven C. Van Wyk, a Director of Reinsurance Group of America Inc. (RGA), acquired 1,546 shares of phantom stock on May 21, 2025.
• This acquisition was compensation for his services as a director, comprising 736 shares from the deferral of his annual retainer and 810 shares from the deferral of a stock grant.
• The phantom stock is convertible on a 1-for-1 basis with RGA common stock, with the underlying common stock valued at $203.75 per share at the time of acquisition.
• The director has the option to receive payment upon retirement or after a five or seven-year deferral period, with distribution occurring upon retirement from the Board.
• Following this transaction, Mr. Van Wyk beneficially owns 1,546 shares of phantom stock directly.

Sentiment

Score: 7

Explanation: The acquisition of phantom stock by a director as part of compensation is a positive sign of alignment between management and shareholder interests, indicating continued commitment to the company. It's a routine, expected event, hence not a 10, but certainly not negative.

Positives

• The acquisition of 1,546 shares of phantom stock represents compensation for the director's services, aligning his interests with shareholders.
• The deferral mechanism allows the director flexibility in receiving payment, either upon retirement or after a specified deferral period.

Future Outlook

The document does not contain specific forward-looking statements or guidance beyond the terms of the phantom stock distribution upon retirement or deferral.

Management Comments

• The document is a standard SEC Form 4 filing and does not contain direct quotes or paraphrased statements from company management, other than the signature by Power of Attorney.

Industry Context

This Form 4 filing details a routine equity compensation grant to an independent director, which is a common practice across various industries, including the reinsurance sector, to align director incentives with long-term shareholder value. It does not provide broader industry trends or competitive analysis.

Comparison to Industry Standards

• The acquisition of phantom stock as part of director compensation is a standard practice in corporate governance across publicly traded companies, including those in the financial and insurance sectors.
• While specific compensation amounts vary by company size and industry, the mechanism of deferred equity compensation is widely adopted.
• No specific comparable companies or projects are mentioned in this filing to allow for a detailed comparative assessment of the compensation amount itself.

Related Party Transactions

• The acquisition of phantom stock by Steven C. Van Wyk, a director of Reinsurance Group of America Inc., constitutes a related party transaction as it involves compensation from the company to a member of its board.

Stakeholder Impact

• Shareholders: The transaction aligns the director's long-term interests with shareholders through equity-based compensation.

Next Steps

• The director will receive payment for the phantom stock upon retirement from the Board or after a five or seven-year deferral period, based on their election.

Key Dates

Keywords

Reinsurance Group of America, RGA, Steven C. Van Wyk, Phantom Stock, Director Compensation, SEC Form 4, Insider Transaction, Equity Compensation, Deferred Compensation