WRB EVP & CFO Richard Baio Receives RSU Award; Shares Withheld

What Happened
Richard Mark Baio, EVP & Chief Financial Officer of W. R. Berkley Corporation (WRB), had 14,086 restricted stock units (RSUs) vest on August 3, 2026 (reported as an award/acquisition, code A). To satisfy tax withholding on the vesting, 650 shares were withheld/disposed (code F) at $72.29 per share, totaling $46,987. The RSU vesting represents performance-based awards from prior grants.

Key Details

• Transaction date: August 3, 2026; Form 4 filed August 5, 2026 (within the typical 2-business-day reporting window).
• Award/acquisition (A): 14,086 shares acquired at $0.00 per the Form 4 (standard for vested RSUs).
• Tax withholding (F): 650 shares withheld/disposed at $72.29 each = $46,987.
• Footnote highlights:
  • F1: The 14,086 shares are performance-based RSU tranches from 2021 (5,550), 2022 (4,181) and 2023 (4,355) covering the three‑year performance period ending June 30, 2026.
  • F2: The 650-share disposal reflects withholding to pay the tax liability on vesting.
  • F3: Filing notes 224,986 shares underlying vested RSUs (receipt deferred); this does not include unvested performance RSUs.
• The filing shows an award vesting and routine tax withholding — not an open‑market purchase or opportunistic sale.

Context
This was a vesting of previously granted performance RSUs, not a cash purchase or an open-market sale; the withheld shares are a common method to satisfy tax obligations on vesting events. Such filings are typically administrative and do not, by themselves, indicate a change in the insider’s market view.