8-K

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 23, 2024

Commission File Number 1-15202

     W. R. BERKLEY CORPORATION     
(Exact name of registrant as specified in its charter)

Delaware			22-1867895
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
475 Steamboat Road	Greenwich	Connecticut	06830
(Address of principal executive offices)			(Zip Code)

(203) 629-3000

(Registrant’s telephone number, including area code)

	None
Former name, former address and former fiscal year, 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 (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))

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Common Stock, par value $.20 per share	WRB	New York Stock Exchange
5.700% Subordinated Debentures due 2058	WRB-PE	New York Stock Exchange
5.100% Subordinated Debentures due 2059	WRB-PF	New York Stock Exchange
4.250% Subordinated Debentures due 2060	WRB-PG	New York Stock Exchange
4.125% Subordinated Debentures due 2061	WRB-PH	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     ☐    

W. R. Berkley Corporation         2

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.     ☐    

W. R. Berkley Corporation         3

Item 2.02 Results of Operations and Financial Condition.

Reference is made to the press release of W. R. Berkley Corporation (the “Company”) relating to the announcement of the Company’s results of operations for the first quarter of 2024. The press release was issued on April 23, 2024. A copy of the press release is attached to this Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

The information contained herein shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

W. R. Berkley Corporation         4

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 Press Release dated April 23, 2024

W. R. Berkley Corporation         5

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.

W. R. BERKLEY CORPORATION

By:	/s/ Richard M. Baio
	Name:	Richard M. Baio
	Title:	Executive Vice President -
		Chief Financial Officer

Date: April 23, 2024

W. R. Berkley Corporation         6

EXHIBIT INDEX

Exhibit:

99.1         Press Release dated April 23, 2024

EX-99.1

	NEWS RELEASE
W. R. Berkley Corporation 475 Steamboat Road Greenwich, Connecticut 06830 (203) 629-3000

FOR IMMEDIATE RELEASE     CONTACT:    Karen A. Horvath

Vice President - External

Financial Communications

(203) 629-3000

W. R. Berkley Corporation Reports First Quarter Results

Net Income Increased 50.4% to $442 Million and Operating Income Increased 53.4% to a Record $423 Million; Return on Equity of 23.7% and Operating Return on Equity of 22.7%

Greenwich, CT, April 23, 2024 - W. R. Berkley Corporation (NYSE: WRB) today reported its first quarter 2024 results.

Summary Financial Data

(Amounts in thousands, except per share data)

	First Quarter
	2024			2023
Gross premiums written	$	3,362,755		$	3,049,317
Net premiums written	2,851,291			2,574,824
Net income to common stockholders	442,471			294,126
Net income per diluted share	1.64			1.06
Operating income (1)	423,324			275,966
Operating income per diluted share	1.56			1.00
Return on equity (2)	23.7		%	17.4		%
Operating return on equity (1) (2)	22.7		%	16.4		%

(1)Operating income is a non-GAAP financial measure defined by the Company as net income excluding after-tax net investment gains and related expenses.

(2)Return on equity and operating return on equity represent net income and operating income, respectively, expressed on an annualized basis as a percentage of beginning of year common stockholders’ equity.

W. R. Berkley Corporation        2

First quarter highlights included:

•Return on equity and operating return on equity of 23.7% and 22.7%, respectively.

•Net investment income grew 43.2% to a record $319.8 million.

•Record net premiums written grew 10.7% to $2.9 billion.

•The current accident year combined ratio before catastrophe losses of 1.1 loss ratio points was 87.7%.

•The reported combined ratio was 88.8%, including current accident year catastrophe losses of $30.5 million.

•Pre-tax underwriting income grew 31.8% to $309.0 million.

•Average rate increases excluding workers' compensation were approximately 7.8%.

•Operating cash flow increased 67.6% to $746.2 million.

The Company commented:

The Company continued to have very strong results in the first quarter 2024, with a 23.7% annualized return on beginning of year common stockholders’ equity.

Growth in first quarter net premiums written accelerated year over year to 10.7%, as market conditions remained favorable in many areas of our business. Our combined ratio was 88.8% even as we continued our prudent view of loss trends. Our flexibility to expand or contract each of our businesses according to specific market conditions continues to be a competitive advantage.

Net investment income increased 43.2% over the prior year first quarter, despite challenges during this quarter with our investment funds. Our total-return investment strategy seeks to maximize risk-adjusted returns over the long-term across all market cycles and economic environments. New money rates remain higher than our book yield, which along with extremely strong operating cash flow, positions us well for future investment income growth.

Our results demonstrate how our persistent focus on risk-adjusted return in all aspects of our business allows us to successfully navigate risks and embrace opportunities. We remain confident that we will continue to deliver outstanding value to shareholders in 2024 and beyond.

W. R. Berkley Corporation        3

Webcast Conference Call

    The Company will hold its quarterly conference call with analysts and investors to discuss its earnings and other information on April 23, 2024, at 9:00 a.m. eastern time. The conference call will be webcast live on the Company's website at https://ir.berkley.com/events-and-presentations/default.aspx. Please log on early to register. A replay of the webcast will be available on the Company's website approximately two hours after the end of the conference call. Additional financial information can be found on the Company's website at https://ir.berkley.com/investor-relations/financial-information/quarterly-results/default.aspx.

About W. R. Berkley Corporation

    Founded in 1967, W. R. Berkley Corporation is an insurance holding company that is among the largest commercial lines writers in the United States and operates worldwide in two segments of the property casualty business: Insurance and Reinsurance & Monoline Excess.

W. R. Berkley Corporation        4

Forward Looking Information

This is a “Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995. Any forward-looking statements contained herein, including statements related to our outlook for the industry and for our performance for the year 2024 and beyond, are based upon the Company’s historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future plans, estimates or expectations contemplated by us will be achieved. They are subject to various risks and uncertainties, including but not limited to: the cyclical nature of the property casualty industry; the impact of significant competition, including new entrants to the industry; the long-tail and potentially volatile nature of the insurance and reinsurance business; product demand and pricing; claims development and the process of estimating reserves; investment risks, including those of our portfolio of fixed maturity securities and investments in equity securities, including investments in financial institutions, municipal bonds, mortgage-backed securities, loans receivable, investment funds, including real estate, merger arbitrage, energy related and private equity investments; the effects of emerging claim and coverage issues; the uncertain nature of damage theories and loss amounts, including claims for cyber security-related risks; natural and man-made catastrophic losses, including as a result of terrorist activities; the ongoing effects of the COVID-19 pandemic, or other epidemics and pandemics; the impact of climate change, which may alter the frequency and increase the severity of catastrophe events; general economic and market activities, including inflation, interest rates, and volatility in the credit and capital markets; the impact of the conditions in the financial markets and the global economy, and the potential effect of legislative, regulatory, accounting or other initiatives taken in response to such conditions, on our results and financial condition; foreign currency and political risks relating to our international operations; our ability to attract and retain key personnel and qualified employees; continued availability of capital and financing; the success of our new ventures or acquisitions and the availability of other opportunities; the availability of reinsurance; our retention under the Terrorism Risk Insurance Program Reauthorization Act of 2019; the ability or willingness of our reinsurers to pay reinsurance recoverables owed to us; other legislative and regulatory developments, including those related to business practices in the insurance industry; credit risk related to our policyholders, independent agents and brokers; changes in the ratings assigned to us or our insurance company subsidiaries by rating agencies; the availability of dividends from our insurance company subsidiaries; cyber security breaches of our information technology systems and the information technology systems of our vendors and other third parties, or related processes and systems; the effectiveness of our controls to ensure compliance with guidelines, policies and legal and regulatory standards; and other risks detailed from time to time in the Company’s filings with the Securities and Exchange Commission. These risks and uncertainties could cause our actual results for the year 2024 and beyond to differ materially from those expressed in any forward-looking statement we make. Any projections of growth in our revenues would not necessarily result in commensurate levels of earnings. Forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.

# # #

W. R. Berkley Corporation        5

Consolidated Financial Summary

(Amounts in thousands, except per share data)

	First Quarter
	2024		2023
Revenues:
Net premiums written	$	2,851,291	$	2,574,824
Change in unearned premiums	(86,944)		(83,392)
Net premiums earned	2,764,347		2,491,432
Net investment income	319,839		223,398
Net investment gains:
Net realized and unrealized gains on investments	11,503		22,611
Change in allowance for credit losses on investments	14,277		399
Net investment gains	25,780		23,010
Revenues from non-insurance businesses	120,992		124,200
Insurance service fees	25,319		32,857
Other Income	496		107
Total Revenues	3,256,773		2,895,004
Expenses:
Loss and loss expenses	1,663,778		1,538,755
Other operating costs and expenses	868,589		825,575
Expenses from non-insurance businesses	118,607		122,767
Interest expense	31,728		31,836
Total expenses	2,682,702		2,518,933
Income before income tax	574,071		376,071
Income tax expense	(132,036)		(80,342)
Net Income before noncontrolling interests	442,035		295,729
Noncontrolling interest	436		(1,603)
Net income to common stockholders	$	442,471	$	294,126
Net income per share:
Basic	$	1.65	$	1.07
Diluted	$	1.64	$	1.06
Average shares outstanding (1):
Basic	268,211		274,977
Diluted	270,505		277,339

(1)Basic shares outstanding consist of the weighted average number of common shares outstanding during the period (including shares held in a grantor trust). Diluted shares outstanding consist of the weighted average number of basic and common equivalent shares outstanding during the period.

W. R. Berkley Corporation        6

Business Segment Operating Results

(Amounts in thousands, except ratios) (1) (2)

	First Quarter
	2024			2023
Insurance:
Gross premiums written	$	2,921,050		$	2,626,346
Net premiums written	2,445,715			2,185,421
Net premiums earned	2,398,768			2,142,924
Pre-tax income	478,149			352,626
Loss ratio	61.8		%	62.6		%
Expense ratio	28.4		%	28.6		%
GAAP Combined ratio	90.2		%	91.2		%
Reinsurance & Monoline Excess:
Gross premiums written	$	441,705		$	422,971
Net premiums written	405,576			389,403
Net premiums earned	365,579			348,508
Pre-tax income	127,624			101,285
Loss ratio	49.8		%	56.4		%
Expense ratio	29.8		%	30.2		%
GAAP Combined ratio	79.6		%	86.6		%
Corporate and Eliminations:
Net investment gains	$	25,780		$	23,010
Interest expense	(31,728)			(31,836)
Other expenses	(25,754)			(69,014)
Pre-tax loss	(31,702)			(77,840)
Consolidated:
Gross premiums written	$	3,362,755		$	3,049,317
Net premiums written	2,851,291			2,574,824
Net premiums earned	2,764,347			2,491,432
Pre-tax income	574,071			376,071
Loss ratio	60.2		%	61.8		%
Expense ratio	28.6		%	28.8		%
GAAP Combined ratio	88.8		%	90.6		%

(1)Loss ratio is losses and loss expenses incurred expressed as a percentage of premiums earned. Expense ratio is underwriting expenses expressed as a percentage of premiums earned. GAAP combined ratio is the sum of the loss ratio and the expense ratio.

(2)Commencing with the first quarter of 2024, the Company reclassified a program management business from the Insurance segment to the Reinsurance & Monoline Excess segment. The reclassified business is a program management business offering support on a nationwide basis for commercial casualty and property program administrators. Reclassifications have been made to the Company's 2023 financial information to conform with this presentation.

W. R. Berkley Corporation        7

Supplemental Information

(Amounts in thousands)

	First Quarter
	2024		2023
Net premiums written:
Other liability	$	1,015,614	$	901,293
Short-tail lines (1)	532,341		426,654
Auto	348,582		293,857
Workers' compensation	304,632		309,984
Professional liability	244,546		253,633
Total Insurance	2,445,715		2,185,421
Casualty (2)	190,019		211,291
Monoline excess	116,895		104,518
Property (2)	98,662		73,594
Total Reinsurance & Monoline Excess	405,576		389,403
Total	$	2,851,291	$	2,574,824
Current accident year losses from catastrophes:
Insurance	$	27,451	$	45,242
Reinsurance & Monoline Excess	3,055		2,627
Total	$	30,506	$	47,869
Net Investment income:
Core portfolio (3)	$	331,177	$	202,962
Investment funds	(29,349)		2,180
Arbitrage trading account	18,011		18,256
Total	$	319,839	$	223,398
Net realized and unrealized gains (losses) on investments:
Net realized losses on investments	$	(14,308)	$	(20,793)
Change in unrealized gains on equity securities	25,811		43,404
Total	$	11,503	$	22,611
Other operating costs and expenses:
Policy acquisition and insurance operating expenses	$	791,532	$	718,276
Insurance service expenses	21,439		25,180
Net foreign currency (gains) losses	(13,177)		9,495
Other costs and expenses	68,795		72,624
Total	$	868,589	$	825,575
Cash flow from operations	$	746,235	$	445,323
Reconciliation of net income to operating income:
Net income	$	442,471	$	294,126
Pre-tax investment gains, net of related expenses	(25,780)		(23,010)
Income tax expense	6,633		4,850
Operating income after-tax (4)	$	423,324	$	275,966

(1)Short-tail lines include commercial multi-peril (non-liability), inland marine, accident and health, fidelity and surety, boiler and machinery, high net worth homeowners and other lines.

(2)Includes reinsurance casualty and property and certain program management business.

(3)Core portfolio includes fixed maturity securities, equity securities, cash and cash equivalents, real estate and loans receivable.

(4)Operating income is a non-GAAP financial measure defined by the Company as net income excluding after-tax net investment gains (losses). Net investment gains (losses) are computed net of related expenses, including performance-based compensatory costs associated with realized investment gains. Management believes this measurement provides a useful indicator of trends in the Company’s underlying operations.

W. R. Berkley Corporation        8

Selected Balance Sheet Information

(Amounts in thousands, except per share data)

	March 31, 2024		December 31, 2023
Net invested assets (1)	$	27,583,673	$	26,973,703
Total assets	37,851,072		37,111,830
Reserves for losses and loss expenses	19,099,628		18,739,652
Senior notes and other debt	1,827,997		1,827,951
Subordinated debentures	1,009,269		1,009,090
Common stockholders' equity (2)	7,784,832		7,455,431
Common stock outstanding (3)	256,549		256,545
Book value per share (4)	30.34		29.06
Tangible book value per share (4)	29.38		28.08

(1)Net invested assets include investments, cash and cash equivalents, trading accounts receivable from brokers and clearing organizations, trading account securities sold but not yet purchased and unsettled purchases, net of related liabilities.

(2)As of March 31, 2024, reflected in common stockholders' equity are after-tax unrealized investment losses of $657 million and unrealized currency translation losses of $367 million. As of December 31, 2023, reflected in common stockholders' equity are after-tax unrealized investment losses of $586 million and unrealized currency translation losses of $340 million.

(3)During the three months ended March 31, 2024, the Company did not repurchase any shares of its common stock. The number of shares of common stock outstanding excludes shares held in a grantor trust.

(4)Book value per share is total common stockholders’ equity divided by the number of common shares outstanding. Tangible book value per share is total common stockholders’ equity excluding the after-tax value of goodwill and other intangible assets divided by the number of common shares outstanding.

W. R. Berkley Corporation        9

Investment Portfolio

March 31, 2024

(Amounts in thousands, except percentages)

	Carrying Value		Percent of Total
Fixed maturity securities:
United States government and government agencies	$	1,829,552	6.6	%
State and municipal:
Special revenue	1,546,112		5.6	%
State general obligation	430,544		1.6	%
Local general obligation	382,778		1.4	%
Corporate backed	155,519		0.6	%
Pre-refunded	89,053		0.3	%
Total state and municipal	2,604,006		9.5	%
Mortgage-backed securities:
Agency	1,612,183		5.8	%
Commercial	609,880		2.2	%
Residential - Prime	185,957		0.7	%
Residential - Alt A	2,760		0.0	%
Total mortgage-backed securities	2,410,780		8.7	%
Asset-backed securities	4,239,561		15.4	%
Corporate:
Industrial	3,734,275		13.5	%
Financial	3,113,296		11.3	%
Utilities	729,662		2.6	%
Other	585,470		2.1	%
Total corporate	8,162,703		29.5	%
Foreign government	1,718,252		6.2	%
Total fixed maturity securities (1)	20,964,854		75.9	%
Equity securities available for sale:
Common stocks	846,669		3.1	%
Preferred stocks	331,379		1.2	%
Total equity securities available for sale	1,178,048		4.3	%
Investment funds	1,555,818		5.6	%
Real estate	1,273,063		4.6	%
Cash and cash equivalents (2)	1,237,005		4.5	%
Arbitrage trading account	1,146,119		4.2	%
Loans receivable	228,766		0.9	%
Net invested assets	$	27,583,673	100.0	%

(1)Total fixed maturity securities had an average rating of AA- and an average duration of 2.5 years, including cash and cash equivalents.

(2)Cash and cash equivalents includes trading accounts receivable from brokers and clearing organizations, trading account securities sold but not yet purchased and unsettled purchases.

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Cover Page	Apr. 23, 2024
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Apr. 23, 2024
Entity File Number	1-15202
Entity Registrant Name	W. R. BERKLEY CORP
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	22-1867895
Entity Address, Address Line One	475 Steamboat Road
Entity Address, City or Town	Greenwich
Entity Address, State or Province	CT
Entity Address, Postal Zip Code	06830
City Area Code	(203)
Local Phone Number	629-3000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $.20 per share
Trading Symbol	WRB
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0000011544
Amendment Flag	false
5.700% Subordinated Debentures due 2058
Entity Information [Line Items]
Title of 12(b) Security	5.700% Subordinated Debentures due 2058
Trading Symbol	WRB-PE
Security Exchange Name	NYSE
5.100% Subordinated Debentures due 2059
Entity Information [Line Items]
Title of 12(b) Security	5.100% Subordinated Debentures due 2059
Trading Symbol	WRB-PF
Security Exchange Name	NYSE
4.250% Subordinated Debentures due 2060
Entity Information [Line Items]
Title of 12(b) Security	4.250% Subordinated Debentures due 2060
Trading Symbol	WRB-PG
Security Exchange Name	NYSE
4.125% Subordinated Debentures due 2061
Entity Information [Line Items]
Title of 12(b) Security	4.125% Subordinated Debentures due 2061
Trading Symbol	WRB-PH
Security Exchange Name	NYSE