OLD REPUBLIC INTERNATIONAL CORP·4

Feb 2, 2:09 PM ET

WALKER STEVEN R 4

4 · OLD REPUBLIC INTERNATIONAL CORP · Filed Feb 2, 2026

Research Summary

AI-generated summary of this filing

Updated

Old Republic (ORI) Director Steven R. Walker Receives RSU Award

What Happened
Steven R. Walker, a director of Old Republic International Corp. (ORI), received an award of 1,918 restricted stock units (RSUs) on 2026-01-29 (reported as an acquisition). Concurrently, 938 shares were surrendered to satisfy tax withholding obligations at a reported withholding price of $39.05 per share, totaling $36,629. The grant is reported at $0.00 acquisition price because it is an RSU award.

Key Details

  • Transaction date: 2026-01-29; Form 4 filed 2026-02-02 (appears timely — filed within two business days).
  • Award: 1,918 RSUs granted (reported as code A, acquisition at $0.00).
  • Tax withholding: 938 shares surrendered (code F) at $39.05 per share for $36,629 cash withheld.
  • Shares owned after the transaction: not specified in the provided excerpt of the filing.
  • Footnotes: F1 — RSUs vest on the one-year anniversary and can be elected to be paid partly in cash to cover taxes; F2 — shares surrendered were exchanged for cash to satisfy tax liabilities (cash-in-lieu withholding).

Context
This filing reflects a routine RSU grant and a tax-withholding event (shares surrendered to cover taxes), not an open-market sale. The surrendered shares are a cashless withholding mechanism common with equity awards and do not necessarily indicate a change in the director’s view of the company.

Insider Transaction Report

Form 4
Period: 2026-01-29
Transactions
  • Award

    Common Stock

    [F1]
    2026-01-29+1,91817,457 total
  • Tax Payment

    Common Stock

    [F2]
    2026-01-29$39.05/sh938$36,62916,519 total
Holdings
  • Common Stock

    (indirect: By IRA)
    30,000
  • Common Stock

    (indirect: By Spouse)
    26,500
Footnotes (2)
  • [F1]Represents restricted stock units, vesting on the one-year anniversary of the grant date. In order to provide the reporting person with liquidity for any tax obligations that arise upon vesting of the restricted stock units, prior to the vesting date, the reporting person may elect to receive a portion of the award in cash in lieu of Common Stock in an amount that does not exceed the expected tax liability based on the maximum individual statutory tax rates.
  • [F2]Shares surrendered in exchange for a cash payment to satisfy tax liabilities incident to the vesting of previously awarded restricted stock units.
Signature
By Victoria Pool, Power of Attorney for Steven R. Walker|2026-02-02

Documents

1 file
  • 4
    wk-form4_1770059336.xmlPrimary

    FORM 4