Form 4: RGA CFO Axel Andre Receives Equity Incentive Awards

Reinsurance Group of America's CFO Axel Andre was granted 2,993 restricted share units and 8,642 stock appreciation rights as part of a long-term incentive plan.

Summary

• Axel Andre, Executive Vice President and Chief Financial Officer, received a grant of 2,993 Restricted Share Units (RSUs) on March 19, 2026.
• The reporting person also received 8,642 Stock Appreciation Rights (SARs) with an exercise price of $200.50.
• Both the RSUs and SARs are scheduled to vest in three equal annual installments of 33 1/3% starting March 19, 2027.
• The awards will be fully vested by March 19, 2029, provided service conditions are met.
• The SARs have a ten-year term, expiring on March 19, 2036.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as neutral; while executive alignment is positive, the administrative error leading to a late filing is a minor negative regarding internal compliance procedures.

Positives

• Executive compensation is aligned with long-term shareholder value through a three-year vesting schedule.
• The grant of 8,642 SARs at a strike price of $200.50 incentivizes the CFO to drive share price appreciation above this benchmark.
• The use of equity-based compensation aids in the retention of key executive leadership through 2029.

Negatives

• The Form 4 was filed late, on April 27, 2026, for a transaction that occurred on March 19, 2026.
• The late filing was attributed to an inadvertent administrative error, which may reflect minor internal reporting oversights.

Risks

• Future dilution of existing shareholders may occur as the 2,993 RSUs and 8,642 SARs vest and are settled in common stock.
• The value of the SARs is entirely dependent on the stock price exceeding $200.50, creating a risk of zero value if the stock underperforms.

Future Outlook

The executive is incentivized to remain with the company through at least March 2029 to achieve full vesting of these awards, suggesting stability in the CFO role for the next three years.

Management Comments

• This Form 4 is being filed late due to inadvertent administrative error.

Industry Context

StockSavvy.ai notes that equity-heavy compensation packages for C-suite executives are standard in the reinsurance industry to align management's risk-taking with long-term capital stability and shareholder returns.

Comparison to Industry Standards

• The three-year ratable vesting schedule is highly consistent with peer companies such as MetLife, Prudential Financial, and Reinsurance Group of America's direct competitors.
• The use of a 10-year expiration for SARs is a standard industry practice for long-term incentive plans (LTIPs).

Related Party Transactions

• The grant of equity awards to Axel Andre constitutes a standard compensation-related transaction between the issuer and an executive officer.

Stakeholder Impact

• Shareholders may experience minor dilution as these awards vest and convert to common stock over the next three years.
• Management is further incentivized to maintain and grow the company's share price above the $200.50 threshold.

Next Steps

• Monitor for the first vesting event on March 19, 2027.
• Observe if any further administrative delays occur in future Section 16 filings.

Key Dates

Recommendation

This is a routine administrative filing regarding executive compensation and does not change the fundamental valuation or strategic direction of the company.

Keywords

Reinsurance Group of America, RGA, Axel Andre, CFO, Executive Compensation, Restricted Share Units, Stock Appreciation Rights, Insider Trading, Form 4