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February 23, 2023 Newswires
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Management Change – Form 8-K

U.S. Regulated Equity Markets (Alternative Disclosure) via PUBT
8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): February 21, 2023

REINSURANCE GROUP OF AMERICA, INCORPORATED

(Exact Name of Registrant as Specified in its Charter)

Missouri 1-11848 43-1627032

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

16600 Swingley Ridge Road, Chesterfield, Missouri63017

(Address of Principal Executive Offices, and Zip Code)

Registrant's telephone number, including area code: (636)736-7000

Check the appropriate box below if the Form 8-Kfiling is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencementcommunications pursuant to Rule 14d-2(b)under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencementcommunications pursuant to Rule 13e-4(c)under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, par value $0.01 RGA New York Stock Exchange
5.75% Fixed-To-Floating Rate Subordinated Debentures due 2056 RZB New York Stock Exchange
7.125% Fixed-Rate Reset Subordinated Debentures due 2052 RZC New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2of the Securities Exchange Act of 1934 (§240.12b-2of this chapter):

☐ Emerging growth company

☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 21, 2023, the Human Capital and Compensation Committee (the "Committee") of the Board of Directors of Reinsurance Group of America, Incorporated (the "Company") approved a new Annual Bonus Plan of the Company ("ABP") which provides for annual cash incentive awards to executive officers and other employees of the Company, subject to performance criteria established by the Committee. The ABP replaces the Company's existing annual bonus plan effective February 20, 2020. The foregoing description of the ABP is a summary, is not complete and is qualified in its entirety by reference to the ABP, which is filed as Exhibit 10.1 to this Current Report on Form 8-Kand incorporated by reference herein.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits. The following documents are filed as exhibits to this report:

10.1 Annual Bonus Plan.
EX-104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

REINSURANCE GROUP OF AMERICA,

INCORPORATED

Date: February 22, 2023 By:

/s/ Todd C. Larson

Todd C. Larson
Senior Executive Vice President and Chief Financial Officer

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Disclaimer

Reinsurance Group of America Inc. published this content on 23 February 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 23 February 2023 14:32:45 UTC.

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