Davis Seth Anthony 4

What Happened

• Seth A. Davis, Vice President and Controller of RLI Corp (RLI), received equity when restricted stock units (RSUs) vested on May 4, 2026. The filing shows 300 shares issued on RSU conversion and 29 shares from accrued dividend equivalents. To cover tax withholding, 146 shares were surrendered/disposed at $50.73 each for a tax payment of $7,407. Net new shares retained by Davis after withholding: 183 (300 + 29 − 146).

Key Details

• Transaction date: May 4, 2026; Form 4 filed May 6, 2026 (appears timely).
• Vesting/Conversion: 300 shares recorded as exercise/conversion of derivative (code M) at $0.00 (RSUs converting to common shares).
• Dividend equivalents: 29 shares acquired on vesting of accrued special/regular dividend equivalents (code J) at $0.00.
• Tax withholding: 146 shares disposed (code F) at $50.73 per share; total tax withholding value = $7,407.
• Footnotes: RSUs convert 1:1 to shares; they vested per grant schedule (notes indicate these RSUs were scheduled to vest 100% on the third anniversary of the grant).
• Shares owned after the transaction: not specified in the filing.

Context

• This was not an open-market purchase or sale by Davis; it reflects RSU vesting and standard company share withholding to satisfy tax obligations. The derivative-code entries indicate conversion/settlement of RSU awards rather than an options exercise that required cash outlay. These routine vesting/withholding events are common and do not, by themselves, indicate a buy/sell signal.