Form 4: RGA Executive Advisor Simon Wainwright Receives Equity Grants
Statement of Changes in Beneficial Ownership
Simon Wainwright, Executive Advisor to the CEO of Reinsurance Group of America, was granted 557 restricted share units and 1,609 stock appreciation rights.
Summary
- Simon Wainwright received a grant of 557 Restricted Share Units (RSUs) on March 19, 2026.
- Wainwright also received 1,609 Stock Appreciation Rights (SARs) with an exercise price of $200.50.
- Both the RSUs and SARs vest in three equal annual installments of 33 1/3% starting March 19, 2027.
- The equity awards are scheduled to be fully vested by March 19, 2029.
- The filing was submitted to the SEC on April 27, 2026, which was noted as a late submission.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral, routine administrative event. While the equity grant is a standard positive for executive alignment, the late filing is a minor procedural negative.
Positives
- Equity-based compensation aligns the interests of the Executive Advisor with those of long-term shareholders.
- The three-year vesting schedule serves as a retention mechanism for key leadership personnel.
- The exercise price of $200.50 for SARs suggests a baseline valuation for future growth expectations.
Negatives
- The report was filed late, which represents a technical non-compliance with SEC Section 16(a) reporting deadlines.
- Administrative errors in regulatory filings can occasionally signal minor internal control or oversight weaknesses.
Risks
- The value of the Stock Appreciation Rights is entirely dependent on the share price exceeding $200.50, posing a market risk to the executive's realized compensation.
- Potential for minor regulatory scrutiny due to the self-identified late filing status.
Future Outlook
The executive is incentivized to drive company performance over the next three years to maximize the value of the equity grants, with full vesting occurring in early 2029.
Management Comments
- This Form 4 is being filed late due to inadvertent administrative error.
Industry Context
StockSavvy.ai notes that equity grants are a standard component of executive compensation in the reinsurance industry, intended to mirror the long-tail nature of the business's liabilities and performance cycles.
Comparison to Industry Standards
- The three-year ratable vesting schedule is consistent with compensation structures at peer firms such as Everest Group and RenaissanceRe.
- The use of a mix of RSUs and SARs is a common practice among S&P 500 financial institutions to balance retention with performance-based incentives.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Reporting Compliance | Late filing of Form 4 due to administrative error. | 2026-04-27 | Low impact; represents a minor procedural lapse rather than a strategic shift. |
Related Party Transactions
- Grant of equity securities to an executive officer as part of a standard compensation plan.
Stakeholder Impact
- Shareholders: Minimal impact, though equity grants ensure management is focused on share price appreciation.
- Employees: No direct impact.
Next Steps
- Vesting of the first tranche of securities on March 19, 2027.
Key Dates
| Date | Description |
|---|---|
| 2026-03-19 | Date of the equity grant transaction for RSUs and SARs. |
| 2026-04-27 | Date the Form 4 was filed with the SEC. |
| 2027-03-19 | Date the first 33 1/3% increment of the equity awards is scheduled to vest. |
| 2029-03-19 | Date the equity awards will be fully vested. |
Keywords
Reinsurance Group of America, RGA, Executive Compensation, Restricted Share Units, Stock Appreciation Rights, Insider Trading, Form 4, Simon Wainwright
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