WRB Form 4: 111,869 RSUs Vest; 4,696 Shares Withheld

Q: What RSU vesting occurred for WRB insider on 08/15/2025?

The filing reports 111,869 shares vested from performance-based RSUs granted in 2020, 2021 and 2022 for the performance period ending June 30, 2025.

Q: How many shares were withheld or sold to cover taxes in this Form 4 for WRB?

4,696 shares were withheld/sold at a price of $71.235 to satisfy tax obligations resulting from the RSU vesting.

Q: Are there any indirect holdings disclosed for WRB insiders?

Yes. The filing discloses 67,069,033 shares held by WR Berkley & Others LLC (majority beneficially owned by Mr. William R. Berkley and the reporting person) and 1,350,000 shares held by the William R. Berkley 2011 GST Trust.

[Form 4] W.R. Berkley Corporation Insider Trading Activity

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

W.R. Berkley insider report: The filing shows that William R. Berkley Jr. had performance-based restricted stock units (RSUs) vest on 08/15/2025, resulting in 111,869 shares issued from grants made in 2020, 2021 and 2022 tied to the three-year performance period ending June 30, 2025. To cover taxes, 4,696 shares were withheld/sold at $71.235, leaving Mr. Berkley Jr. with 4,552,770 shares directly beneficially owned. The filing also reports indirect holdings: 67,069,033 shares held by WR Berkley & Others LLC and 1,350,000 shares held by the 2011 GST Trust, reflecting the reporting person and Mr. William R. Berkley as majority beneficial owners of the LLC.

Positive

111,869 RSUs vested from multi-year performance awards, reflecting achievement of performance criteria
Only 4,696 shares withheld to cover taxes, indicating the vast majority of vested shares remain credited to the reporting person
Clear disclosure of direct and indirect holdings, including trust and LLC interests

Negative

Significant concentration of ownership via WR Berkley & Others LLC (67,069,033 shares) which implies centralized insider influence
No information provided about unvested performance-based RSUs beyond stating they are not included, limiting visibility into future dilution

Insights

TL;DR: RSU vesting increased insider share count modestly; a small portion was withheld for taxes, leaving substantial direct and indirect holdings.

The vesting of 111,869 shares from multi-year performance RSU awards is a routine compensation event but materially increases the reporting persons direct share count reported here to 4,552,770 shares after tax withholding. The withholding of 4,696 shares at $71.235 covers tax liabilities and is consistent with standard practice. The filing highlights significant indirect ownership via an affiliated LLC (67,069,033 shares) and a trust (1,350,000 shares), which together represent concentrated insider influence over the issuers equity structure. No derivative transactions or new option activity are reported.

TL;DR: Vesting tied to multi-year performance metrics occurred; large indirect holdings underscore centralized insider control.

The disclosure clarifies that the vested RSUs originated from 2020-2022 performance awards ending June 30, 2025, indicating performance-based compensation was realized as intended. Withholding of a small number of shares to satisfy tax obligations is procedural. Of governance interest is the majority beneficial ownership of WR Berkley & Others LLC by Mr. William R. Berkley and the reporting person, holding 67,069,033 shares, which is a material concentration of voting and economic power disclosed in this Form 4. The filing contains no amendments, no new derivative positions, and no sale beyond tax-withholding.

08/19/2025 - 06:29 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BERKLEY WILLIAM R JR

(Last)

(First)

(Middle)

W. R. BERKLEY CORPORATION

475 STEAMBOAT ROAD

(Street)

GREENWICH

06830

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BERKLEY W R CORP [ WRB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/15/2025		A		111,869⁽¹⁾	A	$0	4,557,466	D
Common Stock	08/15/2025		F		4,696⁽²⁾	D	$71.235	4,552,770⁽³⁾	D
Common Stock								67,069,033⁽⁴⁾	I	By WR Berkley & Others LLC
Common Stock								1,350,000	I	By William R. Berkley 2011 GST Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents the vesting of tranches of performance-based restricted stock units ("RSUs") granted in 2020, 2021 and 2022 under the W. R. Berkley Corporation 2018 Stock Incentive Plan for the three-year performance period ending June 30, 2025 (consisting of 43,765 shares; 38,840 shares; and 29,264 shares, respectively).

2. Represents payment of tax liability by withholding securities incident to the vesting of RSUs.

3. Includes 3,181,240 shares of common stock underlying RSUs, all of which have vested (the receipt of which has been deferred) and does not include unvested shares of common stock underlying performance-based RSUs.

4. Mr. William R. Berkley and the reporting person are the majority beneficial owners of the limited liability company which is included on Mr. William R. Berkley's Form 4 dated August 19, 2025.

	William R. Berkley, Jr.	08/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source:

FAQ

What RSU vesting occurred for WRB insider on 08/15/2025?

The filing reports 111,869 shares vested from performance-based RSUs granted in 2020, 2021 and 2022 for the performance period ending June 30, 2025.

How many shares were withheld or sold to cover taxes in this Form 4 for WRB?

4,696 shares were withheld/sold at a price of $71.235 to satisfy tax obligations resulting from the RSU vesting.

What is the reporting persons direct beneficial ownership after the transactions?

After the transactions, the reporting person directly beneficially owns 4,552,770 shares as disclosed in the Form 4.

Are there any indirect holdings disclosed for WRB insiders?

Yes. The filing discloses 67,069,033 shares held by WR Berkley & Others LLC (majority beneficially owned by Mr. William R. Berkley and the reporting person) and 1,350,000 shares held by the William R. Berkley 2011 GST Trust.

Did the Form 4 report any new option or derivative transactions?

No. Table II shows no derivative securities acquired or disposed of; the filing only reports non-derivative RSU vesting and withholding.

AG真人官方

[Form 4] W.R. Berkley Corporation Insider Trading Activity

Insights

FAQ

What RSU vesting occurred for WRB insider on 08/15/2025?

How many shares were withheld or sold to cover taxes in this Form 4 for WRB?

What is the reporting persons direct beneficial ownership after the transactions?

Are there any indirect holdings disclosed for WRB insiders?

Did the Form 4 report any new option or derivative transactions?

NYSE:WRB

WRB Rankings

WRB Latest News

WRB Latest SEC Filings

WRB Stock Data

AG真人官方

Trending News

[Form 4] W.R. Berkley Corporation Insider Trading Activity

Insights

Financial Analyst neutral

Corporate Governance Expert neutral

FAQ

What RSU vesting occurred for WRB insider on 08/15/2025?

How many shares were withheld or sold to cover taxes in this Form 4 for WRB?

What is the reporting persons direct beneficial ownership after the transactions?

Are there any indirect holdings disclosed for WRB insiders?

Did the Form 4 report any new option or derivative transactions?

NYSE:WRB

WRB Rankings

WRB Latest News

WRB Latest SEC Filings

WRB Stock Data