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): April 17, 2008
REINSURANCE GROUP OF AMERICA, INCORPORATED
(Exact Name of Registrant as Specified in its Charter)
MISSOURI 1-11848 43-1627032
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification Number)
1370 TIMBERLAKE MANOR PARKWAY, CHESTERFIELD, MISSOURI 63017
(Address of Principal Executive Office)
Registrant's telephone number, including area code: (636) 736-7000
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 (see General Instruction A.2. below):
/ / 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))
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On April 17, 2008, Reinsurance Group of America, Incorporated (the "Company")
issued a press release announcing its earnings for the three-month period
ended March 31, 2008 and providing certain additional information. The press
release also notes that a conference call will be held on April 18, 2008 to
discuss the financial and operating results for the three-month period ended
March 31, 2008. A copy of the press release is furnished with this report as
Exhibit 99.1 and shall not be deemed filed pursuant to Instruction B.2 of Form
8-K.
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF
DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF
CERTAIN OFFICERS.
As reported in the Company's Proxy Statement filed April 9, 2008, the 2008
compensation for David B. Atkinson, Executive Vice President and Chief
Operating Officer, has been reduced to reflect the Company's accommodation of
his interest toward a lesser role that will transition him to early
retirement. Accordingly, effective May 1, 2008, Mr. Atkinson will relinquish
his position as Chief Operating Officer and his day-to-day management
responsibilities. The Company does not plan to name a replacement Chief
Operating Officer.
Mr. Atkinson also will resign as Chairman, President and Chief Executive
Officer of RGA Reinsurance Company ("RGA Re"), the Company's principal
operating subsidiary, and will be elected Vice Chairman and Executive Vice
President of RGA Re. Paul A. Schuster, Senior Executive Vice President of the
Company, will be elected Chairman, President and Chief Executive Officer of
RGA Re.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit No. Exhibit
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99.1 Press Release of Reinsurance Group of America,
Incorporated dated April 17, 2008
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: April 17, 2008 By: /s/ Jack B. Lay
-----------------------------------
Jack B. Lay
Senior Executive Vice President and
Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Exhibit
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99.1 Press Release of Reinsurance Group of America,
Incorporated dated April 17, 2008.