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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
WOODRING A GREIG

(Last) (First) (Middle)
1370 TIMBERLAKE MANOR PARKWAY

(Street)
CHESTERFIELD MO 63017

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
REINSURANCE GROUP OF AMERICA INC [ RGA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
11/25/2008
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)
Code V Amount (A) or (D) Price
Class A Common Stock 11/25/2008 J ( 1 ) V 100,629 D ( 1 ) 0 D
Common Stock 11/25/2008 J ( 1 ) V 100,629 A ( 1 ) 100,629 D
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to purchase) $36 11/25/2008 J ( 1 ) V 25,261 ( 2 ) 01/01/2009 Class A Common Stock 25,261 ( 1 ) 0 D
Stock Option (right to purchase) $36 11/25/2008 J ( 1 ) V 25,261 ( 2 ) 01/01/2009 Common Stock 25,261 ( 1 ) 25,261 D
Stock Option (right to purchase) $23.19 11/25/2008 J ( 1 ) V 49,596 ( 3 ) 01/01/2010 Class A Common Stock 49,596 ( 1 ) 0 D
Stock Option (right to purchase) $23.19 11/25/2008 J ( 1 ) V 49,596 ( 3 ) 01/01/2010 Common Stock 49,596 ( 1 ) 49,596 D
Stock Option (right to purchase) $29.81 11/25/2008 J ( 1 ) V 67,086 ( 4 ) 01/01/2011 Class A Common Stock 67,086 ( 1 ) 0 D
Stock Option (right to purchase) $29.81 11/25/2008 J ( 1 ) V 67,086 ( 4 ) 01/01/2011 Common Stock 67,086 ( 1 ) 67,086 D
Stock Option (right to purchase) $31.91 11/25/2008 J ( 1 ) V 70,197 ( 5 ) 01/01/2012 Class A Common Stock 70,197 ( 1 ) 0 D
Stock Option (right to purchase) $31.91 11/25/2008 J ( 1 ) V 70,197 ( 5 ) 01/01/2012 Common Stock 70,197 ( 1 ) 70,197 D
Stock Option (right to purchase) $27.29 11/25/2008 J ( 1 ) V 82,081 ( 6 ) 01/29/2013 Class A Common Stock 82,081 ( 1 ) 0 D
Stock Option (right to purchase) $27.29 11/25/2008 J ( 1 ) V 82,081 ( 6 ) 01/29/2013 Common Stock 82,081 ( 1 ) 82,081 D
Stock Option (right to purchase) $39.61 11/25/2008 J ( 1 ) V 34,335 ( 7 ) 01/28/2014 Class A Common Stock 34,335 ( 1 ) 0 D
Stock Option (right to purchase) $39.61 11/25/2008 J ( 1 ) V 34,335 ( 7 ) 01/28/2014 Common Stock 34,335 ( 1 ) 34,335 D
Stock Option (right to purchase) $47.47 11/25/2008 J ( 1 ) V 29,492 ( 8 ) 01/27/2015 Class A Common Stock 29,492 ( 1 ) 0 D
Stock Option (right to purchase) $47.47 11/25/2008 J ( 1 ) V 29,492 ( 8 ) 01/27/2015 Common Stock 29,492 ( 1 ) 29,492 D
Stock Option (right to purchase) $47.48 11/25/2008 J ( 1 ) V 37,911 ( 9 ) 02/21/2016 Class A Common Stock 37,911 ( 1 ) 0 D
Stock Option (right to purchase) $47.48 11/25/2008 J ( 1 ) V 37,911 ( 9 ) 02/21/2016 Common Stock 37,911 ( 1 ) 37,911 D
Stock Option (right to purchase) $59.63 11/25/2008 J ( 1 ) V 31,058 ( 10 ) 02/20/2017 Class A Common Stock 31,058 ( 1 ) 0 D
Stock Option (right to purchase) $59.63 11/25/2008 J ( 1 ) V 31,058 ( 10 ) 02/20/2017 Common Stock 31,058 ( 1 ) 31,058 D
Stock Option (right to purchase) $56.03 11/25/2008 J ( 1 ) V 32,225 ( 11 ) 02/20/2018 Class A Common Stock 32,225 ( 1 ) 0 D
Stock Option (right to purchase) $56.03 11/25/2008 J ( 1 ) V 32,225 ( 11 ) 02/20/2018 Common Stock 32,225 ( 1 ) 32,225 D
Explanation of Responses:
1. Pursuant to Rule 16b-7 (also under Rule 16b-3(d) and (e)), each share of Class A Common Stock was redesignated as one share of Common Stock.
2. The options were granted on January 1, 1999 and vest in 20% increments on each of January 1, 2000, 2001, 2002, 2003 and 2004.
3. The options were granted on January 1, 2000 and vest in 20% increments on each of January 1, 2001, 2002, 2003, 2004 and 2005.
4. The options were granted on January 1, 2001 and vest in 20% increments on each of January 1, 2002, 2003, 2004, 2005 and 2006.
5. The options were granted on January 1, 2002 and vest in 20% increments on each of January 1, 2003, 2004, 2005, 2006 and 2007.
6. The options were granted on January 29, 2003 and vest in 20% increments on each of January 1, 2004, 2005, 2006, 2007 and 2008.
7. The options were granted on January 28, 2004 and vest in 25% increments on each of December 31, 2005, 2006, 2007 and 2008.
8. The options were granted on January 27, 2005 and vest in 25% increments on each of December 31, 2006, 2007, 2008 and 2009.
9. The options were granted on February 21, 2006 and vest in 25% increments on each of December 31, 2007, 2008, 2009 and 2010.
10. The options were granted on February 20, 2007 and vest in 25% increments on each of December 31, 2008, 2009, 2010 and 2011.
11. The options were granted on February 20, 2008 and vest in 25% increments on each of December 31, 2009, 2010, 2011 and 2012.
/s/ William Hutton by power of attorney 11/26/2008
** 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).
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