OLD REPUBLIC INTERNATIONAL CORP·4

Mar 10, 2:13 PM ET

Smiddy Craig R 4

4 · OLD REPUBLIC INTERNATIONAL CORP · Filed Mar 10, 2026

Research Summary

AI-generated summary of this filing

Updated

Old Republic (ORI) CEO Craig Smiddy Converts RSUs, Surrenders 2,821 Shares

What Happened

  • Craig R. Smiddy (President & CEO; Director) reported the vesting/conversion of 9,628 restricted stock units (RSUs) on March 6, 2026. Of those shares, 2,821 were surrendered to cover taxes at an implied price of $42.07 per share, yielding $118,679 in tax withholding. The RSU conversion is recorded as a derivative exercise/conversion (code M) with no cash exercise price; net shares retained from this vesting = 6,807.

Key Details

  • Transaction date: March 6, 2026; Form 4 filed March 10, 2026 (filed 4 days after the transaction).
  • Acquired on conversion: 9,628 shares (RSUs converted one-for-one per footnote).
  • Surrendered for tax withholding: 2,821 shares at $42.07 = $118,679 (code F).
  • Net shares retained from this vesting: 6,807 (9,628 − 2,821).
  • Footnotes: RSUs convert 1:1 (F1); filing notes 27,388 unvested restricted stock awards still outstanding (F2); the surrender was to cover tax liability on vesting (F3); the RSUs were granted Mar 6, 2024 and vest in three equal annual installments beginning Mar 6, 2025 (F4).
  • Filing timeliness: Reported on Mar 10 for a Mar 6 transaction — Section 16 filings are typically due within two business days, so this filing appears later than the usual window.

Context

  • This was a routine RSU vesting and share-withholding for taxes, not an open-market sale or a cash purchase. Code M denotes conversion/exercise of a derivative (here, RSUs); code F denotes shares surrendered to satisfy tax withholding. Such surrender-withholding is common and does not by itself signal a directional opinion on the stock.

Insider Transaction Report

Form 4
Period: 2026-03-06
Smiddy Craig R
DirectorPresident & CEO
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-03-06+9,628141,204 total
  • Tax Payment

    Common Stock

    [F3][F2]
    2026-03-06$42.07/sh2,821$118,679138,383 total
  • Exercise/Conversion

    2024 Restricted Stock Unit

    [F1][F4]
    2026-03-069,6289,657 total
    Common Stock (9,628 underlying)
Holdings
  • Common Stock

    (indirect: By 401(k))
    45,519
Footnotes (4)
  • [F1]Restricted Stock Units convert into common stock on a one-for-one basis.
  • [F2]Includes 27,388 unvested Restricted Stock Awards.
  • [F3]Surrender of shares to cover tax liability for the vesting of previously granted Restricted Stock Units.
  • [F4]On March 6, 2024, the reporting person was granted Restricted Stock Units that vest in three equal annual installments beginning March 6, 2025.
Signature
By Victoria Pool, Power of Attorney for Craig R. Smiddy|2026-03-10

Documents

1 file
  • 4
    wk-form4_1773166427.xmlPrimary

    FORM 4