SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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
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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).
  
Form 3 Holdings Reported.
  
Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
MICHAEL JONATHAN E

(Last) (First) (Middle)
9025 N. LINDBERGH DRIVE

(Street)
PEORIA IL 61615

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
RLI CORP [ RLI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman & CEO
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2020
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 at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Common Stock 12/21/2020 G 9,390 D $103.37 741,884.6436 D(1)
Common Stock 259,359.8835 I By Empl. Stock Ownership Plan(2)
Common Stock 56,278.2266 I(1) By Trust
Common Stock 0 I(1) Jonathan E. Michael Family Trust Number 1
Common Stock 20,889.5925 I(1) Jonathan E. Michael Family Trust Number 2
Common Stock 0 I J.E. Michael 2009 Grantor Retained Annuity Trust Dtd 02/24/09
Common Stock 0 I(1) J.E. Michael 2011 Grantor Retained Annuity Trust Dtd 08/02/11
Common Stock 0 I(1) J.E. Michael 2012 Grantor Retained Annuity Trust Dtd 07/24/12
Common Stock 139,448.8737 I(1) By Key Employee Benefit Plan
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)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option $93.24 08/21/2021(3) 08/21/2028 Common Stock 13,333 13,333 D
Stock Option $89.28 11/02/2021(3) 11/02/2028 Common Stock 13,333 13,333 D
Stock Option $96.32 11/01/2020(3) 11/01/2027 Common Stock 12,500 12,500 D
Stock Option $61.27 02/01/2017(3) 02/01/2024 Common Stock 2,000 2,000 D
Stock Option $64.09 05/05/2017(3) 05/05/2024 Common Stock 1,750 1,750 D
Stock Option $68.66 08/01/2017(3) 08/01/2024 Common Stock 1,750 1,750 D
Stock Option $54.81 11/01/2017(3) 11/01/2024 Common Stock 1,750 1,750 D
Stock Option $59.77 02/01/2018(3) 02/01/2025 Common Stock 3,500 3,500 D
Stock Option $56.71 05/04/2018(3) 05/04/2025 Common Stock 6,000 6,000 D
Stock Option $58.01 08/01/2018(3) 08/01/2025 Common Stock 6,000 6,000 D
Stock Option $58.73 11/01/2018(3) 11/01/2025 Common Stock 6,000 6,000 D
Stock Option $64.42 02/01/2019(3) 02/01/2026 Common Stock 15,000 15,000 D
Stock Option $63.14 05/03/2019(3) 05/03/2026 Common Stock 13,750 13,750 D
Stock Option $75.59 08/01/2019(3) 08/01/2026 Common Stock 13,750 13,750 D
Stock Option $72.75 11/01/2019(3) 11/01/2026 Common Stock 13,750 13,750 D
Stock Option $66.16 02/01/2020(3) 02/01/2027 Common Stock 13,750 13,750 D
Stock Option $82.66 05/02/2020(3) 05/02/2027 Common Stock 12,500 12,500 D
Stock Option $89.47 08/01/2020(3) 08/01/2027 Common Stock 12,500 12,500 D
Stock Option $94.62 02/03/2021(3) 02/03/2028 Common Stock 12,500 12,500 D
Explanation of Responses:
1. Ownership reflects dividend reinvestment
2. Balance reflects annual company contributions and dividend reinvestment.
3. Pursuant to option schedule wherein 20% of the aggregate number of shares granted may be exercised commencing one year from grant date and each year thereafter in 20% increments.
/s/ Jonathan E. Michael 01/29/2021
** 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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