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8-KThe WireRoutine

Shareholder Vote

Filed May 20, 2026 · 1mo ago · Accession 0001104659-26-064543

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

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): May 14, 2026 RLI Corp. (Exact name of registrant as specified in its charter) ​ ​ ​ ​ ​ ​ Delaware ​ 001-09463 ​ 37-0889946 (State or other jurisdiction ​ (Commission ​ (IRS Employer of incorporation) ​ File Number) ​ Identification No.) ​ ​ ​ ​ ​ 9025 North Lindbergh Drive , Peoria , IL ​ 61615 (Address of principal executive offices) ​ (Zip Code) ​ Registrant’s telephone number, including area code: ( 309 ) 692-1000 Not applicable (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing 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-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications 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 Securities Exchange Act of 1934: ​ ​ ​ ​ ​ ​ Title of each class   ​ ​ ​ Trading Symbol   ​ ​ ​ Name of each exchange on which registered Common Stock $0.01 par value ​ RLI ​ 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-2 of the Securities Exchange Act of 1934 (§240.12b-2 of 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 5.07              Submission of Matters to a Vote of Security Holders.   (a) On May 14, 2026, RLI Corp. (“Company”) held its annual meeting of shareholders (“Annual Meeting”). ​ (b) At the Annual Meeting, the Company’s shareholders voted on the following three proposals and cast their votes as described below. ​ 1. The nominees for election to the Board of Directors were elected at the Annual Meeting, each to hold office for a one-year term expiring at the next annual meeting, based upon the following votes:   ​ ​     For   Against   Abstentions ​ Broker Non-Votes Election of Directors:   —   —   ⸺ ​ Michael E. Angelina   78,507,328 ​ 1,612,913 ​ 206,427 ​ 5,878,022 David B. Duclos ​ 76,323,589 ​ 3,345,034 ​ 658,045 ​ 5,878,022 Susan S. Fleming ​ 78,840,889 ​ 927,465 ​ 558,314 ​ 5,878,022 Jordan W. Graham   77,156,177 ​ 2,880,278 ​ 290,213 ​ 5,878,022 Clark C. Kellogg ​ 75,296,652 ​ 4,785,323 ​ 244,693 ​ 5,878,022 Craig W. Kliethermes ​ 79,394,268 ​ 830,496 ​ 101,904 ​ 5,878,022 Paul B. Medini ​ 79,439,303 ​ 809,494 ​ 77,871 ​ 5,878,022 Robert P. Restrepo, Jr.   74,633,641 ​ 5,274,635 ​ 418,392 ​ 5,878,022 Debbie S. Roberts   77,175,811 ​ 2,742,172 ​ 408,685 ​ 5,878,022 Michael J. Stone   78,827,353 ​ 1,442,338 ​ 56,977 ​ 5,878,022   ​ The Board of Directors also appointed David B. Duclos as Chairman of the Board. ​ 2. The proposal to approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers, as described in the proxy materials, was approved based upon the following votes:                 Broker   For   Against   Abstentions   Non-Votes   73,994,515 ​ 4,360,524 ​ 1,971,629 ​ 5,878,022 ​ 3. The proposal to ratify the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2026 was approved based upon the following votes:                 Broker   For   Against   Abstentions   Non-Votes   85,861,465 ​ 219,582 ​ 123,643 ​ ⸺ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ SIGNATURES 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. ​ ​ ​ ​ ​ RLI CORP. ​ ​ ​ Date: May 20, 2026 By: /s/ Jeffrey D. Fick ​ ​ Jeffrey D. Fick ​ Chief Legal Officer ​ ​
Filing details
Company
RLI CORP
Ticker
RLI
CIK
84246
Form type
8-K
Filing date
May 20, 2026
Report date
May 14, 2026
Document
rli-20260514x8k.htm
Size
203 KB