Sec Form 4 Filing - WALKER STEVEN R @ OLD REPUBLIC INTERNATIONAL CORP - 2018-10-12

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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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1. Name and Address of Reporting Person
WALKER STEVEN R
2. Issuer Name and Ticker or Trading Symbol
OLD REPUBLIC INTERNATIONAL CORP [ ORI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
307 NORTH MICHIGAN AVENUE, STE 2300
3. Date of Earliest Transaction (MM/DD/YY)
10/12/2018
(Street)
CHICAGO, IL60601
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Common Stock 10/12/2018 P( 1 ) 1,000 A $ 20.21 23,000 I By Spouse
Common Stock 10/12/2018 S( 1 ) 1,000 D $ 20.13 22,000 I By Spouse
Common Stock 10/12/2018 J( 2 ) 0 A $ 0 3,500 I By IRA
Common Stock 10/12/2018 J( 3 ) 0 A $ 0 22,500 I By SEP/IRA
Common Stock 10/12/2018 J( 4 ) 0 A $ 0 12,000 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WALKER STEVEN R
307 NORTH MICHIGAN AVENUE, STE 2300
CHICAGO, IL60601
X
Signatures
William J. Dasso, Power of Attorney for Steven R. Walker 10/25/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On October 12, 2018, Reporting Person placed a purchase order for shares of Issuer's common stock with his financial advisor and then cancelled that order in a second conversation that immediately followed. From that conversation, Reporting Person understood that the purchase order was being cancelled, but the order was instead filled and an offsetting sale order was placed that same day. The financial advisor did not inform Reporting Person that the initial purchase order had not been cancelled and that two offsetting transactions had occurred. Reporting Person became aware of the reportable transactions only upon receipt of brokerage confirmations. As a result, the filing of this Statement of Changes in Beneficial Ownership was delayed.
( 2 )No transactions to report related to this indirect ownership of 3,500 shares.
( 3 )No transactions to report related to this indirect ownership of 22,500 shares.
( 4 )No transactions to report related to this direct ownership of 12,000 shares.

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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