UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December 14, 2021, Reinsurance Group of America, Incorporated (the “Company”) and RGA Life Reinsurance Company of Canada, a subsidiary of the Company (“RGA Canada”), entered into a Separation and Release Agreement (the “Agreement”) with Alain P. Néemeh, former Senior Executive Vice President, Chief Operating Officer of the Company. The Company previously announced that Mr. Néemeh was no longer employed by the Company, effective September 23, 2021.
Pursuant to the Agreement, RGA Canada agreed to pay the salary and target bonus for Mr. Néemeh for a period of two years following his departure from the Company, as required by Québec law, Mr. Néemeh’s jurisdiction of work. During such period Mr. Néemeh will accrue benefits under various RGA Canada retirement plans and receive certain other benefits. The Agreement also provides that Mr. Néemeh will continue vesting in Company equity awards granted prior to his departure. Mr. Néemeh agreed to a covenant not to compete against the Company in Québec and Ontario during such two-year period and certain other restrictive covenants.
The foregoing description is only a summary and is qualified in its entirety by the Agreement. Since the terms of the Agreement may differ from the general information contained herein, you should only rely on the actual terms of the Agreement, which is filed with this report as Exhibit 10.1 and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit | Description | |
| 10.1* | Separation and Release Agreement, dated December 14, 2021, by and among Reinsurance Group of America, Incorporated, RGA Life Reinsurance Company of Canada and Alain P. Néemeh. | |
| 104 | Cover page interactive data file (formatted as inline XBRL). | |
| * | As noted in the exhibit, certain confidential portions of the exhibit were omitted due to the Company customarily and actually treating such information as private or confidential and such omitted information being not material, as provided in Item 601 of Regulation S-K promulgated by the Securities and Exchange Commission (the “SEC”). The Company agrees to supplementally furnish a copy of any confidential portions to the SEC upon request. |
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: December 17, 2021 | By: | /s/ Todd C. Larson | ||||||||
| Todd C. Larson | ||||||||||
| Senior Executive Vice President and Chief Financial Officer | ||||||||||