Item 8.01 Other Events.

On November 10, 2022, Reinsurance Group of America, Incorporated (the "Company") issued a press release announcing that notice of redemption will be issued to the holders of all of the Company's outstanding 6.20% Fixed-to-Floating Rate Subordinated Debentures due 2042 (the "2042 Debentures") in accordance with the terms of the indenture governing the 2042 Debentures. The 2042 Debentures will be redeemed in full on December 15, 2022 (the "Redemption Date") at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon, to, but excluding, the Redemption Date. The notice of redemption will be delivered to holders of the 2042 Debentures at the Company's direction by The Bank of New York Mellon Trust Company, N.A., as trustee, located at 240 Greenwich St., New York, NY 10286.

As of November 10, 2022, approximately $249 million aggregate principal amount of the 2042 Debentures is outstanding, following the Company's previously announced cash tender offer for any and all of its outstanding $400,000,000 aggregate principal amount of 2042 Debentures, made pursuant to an Offer to Purchase dated as of September 15, 2022 (the "Offer to Purchase"). On September 23, 2022, following the Expiration Time (as defined in the Offer to Purchase), the Company accepted for purchase and settled 2042 Debentures in an aggregate principal amount of approximately $151 million.

A copy of the Company's press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information contained in Item 8.01 of this Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1 are for informational purposes only and do not constitute a notice of redemption of the 2042 Debentures.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following documents are filed as exhibits to this report:



99.1        Press Release, dated November 10, 2022

EX-104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

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