Davis Seth Anthony 4

What Happened

• Seth Anthony Davis, Vice President and Controller of RLI Corp (RLI), exercised 3,000 stock options on 2026-04-30, acquiring 3,000 shares at an adjusted exercise price of $28.07 (total cash exercise = $84,210). To cover tax withholding, 2,236 shares were transferred/disposed at $51.77 per share for proceeds of $115,758. The filing also reports a related derivative conversion line for 3,000 units at $0 (administrative reporting of the option-to-share conversion).

Key Details

• Transaction date: 2026-04-30; Form 4 filed 2026-05-01 (filed the next day; appears timely).
• Exercise: 3,000 options exercised @ $28.07 = $84,210 paid.
• Tax withholding/disposition: 2,236 shares @ $51.77 = $115,758 (tax withholding/sale to cover taxes).
• Additional derivative line: 3,000 units reported at $0 (administrative conversion entry).
• Shares owned after transaction: Not specified in the provided filing details.
• Footnotes: F1 — option price adjusted for a $7.00 extraordinary dividend declared 11/10/2022; F2 — option price and option count adjusted for 2-for-1 stock split on 01/15/2025; F3 — options vest 20% per year starting one year from the grant date.
• Transaction codes: M = option exercise/conversion, F = payment of exercise price or tax liability (withholding).

Context

• This appears to be a routine option exercise with shares withheld/sold to cover tax obligations (a common cashless/withholding approach), not an open-market buy or sell motivated by a trading plan. Such withholding transactions are generally administrative and do not necessarily indicate a change in the insider’s view of the company.