Gauthier John J 4

What Happened
John J. Gauthier, a director of Reinsurance Group of America, received an award of 817 phantom stock units on 2026-05-20. The units were reported as acquired at $0.00 (derivative award); their ultimate cash or share value will depend on the company's future fair market value when converted or distributed. This was a routine director compensation deferral rather than an open-market purchase or sale.

Key Details

• Transaction date: 2026-05-20; Form filed: 2026-05-22 (timely filing).
• Transaction type: Award/Grant (derivative phantom stock units).
• Quantity/price: 817 units @ $0.00 (no immediate cash paid).
• Conversion: Phantom units convert 1-for-1 to common stock based on fair market value (Footnote F1).
• Grant reason: Acquired pursuant to deferral of the annual stock grant to independent directors for services (F2).
• Payout timing: Director may elect payment upon retirement or after a 5- or 7-year deferral; distributable on retirement per election (F3, F4).
• Post-transaction holdings: Not specified in this filing.

Context
Phantom stock units are a form of deferred compensation for directors and do not represent an immediate market purchase or sale. They typically convert to shares or cash later (here 1:1 to common stock) and should be viewed as routine compensation rather than a direct signal of insider sentiment.