

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

FORM			10-Q


☒	Quarterly report pursuant to section 13 or 15(d) of the Security Exchange Act of 1934
	for the quarterly period ended:	March 31, ~~2021~~2022
or
☐	Transition report pursuant to section 13 or 15(d) of the Security Exchange Act of 1934


Commission File Number:			001-10607


OLD REPUBLIC INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)


Delaware						36-2678171
(State or other jurisdiction of						(IRS Employer Identification No.)
incorporation or organization)

307 North Michigan Avenue

Chicago

Illinois

60601

(Address of principal executive office)

(Zip Code)

Registrant's telephone number, including area code: 312-346-8100

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock / $1 par value

ORI

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes: ☒ No: ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes: ☒ No: ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☒	Accelerated filer	☐

Non-accelerated filer	☐	Smaller reporting company	☐

		Emerging growth company	☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2).Yes: ☐ No: ☒

The number of shares of the Registrant's Common Stock outstanding at March 31, ~~2021~~2022 was ~~304,749,840.~~308,303,220.

There are 4944 pages in this report


OLD REPUBLIC INTERNATIONAL CORPORATION

Report on Form 10-Q / March 31, ~~2021~~2022

INDEX



		PAGE NO.

PART I	FINANCIAL INFORMATION:

	CONSOLIDATED BALANCE SHEETS	3

	CONSOLIDATED STATEMENTS OF INCOME	4

	CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME	5

	CONSOLIDATED STATEMENTS OF PREFERRED STOCK AND COMMON
	SHAREHOLDERS' EQUITY	6

	CONSOLIDATED STATEMENTS OF CASH FLOWS	7

	NOTES TO CONSOLIDATED FINANCIAL STATEMENTS	8 - 1817

	MANAGEMENT ANALYSIS OF FINANCIAL POSITION AND RESULTS OF OPERATIONS	1918 - 4540

	QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK	4641

	CONTROLS AND PROCEDURES	4641

PART II	OTHER INFORMATION:

	ITEM 1 - LEGAL PROCEEDINGS	4742

	ITEM 1A - RISK FACTORS	4742

	ITEM 6 - EXHIBITS	4742

SIGNATURE		4843

EXHIBIT INDEX		4944


Old Republic International Corporation and Subsidiaries	Old Republic International Corporation and Subsidiaries					Old Republic International Corporation and Subsidiaries
Consolidated Balance Sheets	Consolidated Balance Sheets					Consolidated Balance Sheets
($ in Millions, Except Share Data)	($ in Millions, Except Share Data)					($ in Millions, Except Share Data)
		(Unaudited)					(Unaudited)
		March 31,		December 31,			March 31,		December 31,
		2021		2020			2022		2021
Assets	Assets					Assets
Investments:	Investments:					Investments:
Available for sale:	Available for sale:					Available for sale:
Fixed maturity securities (at fair value) (amortized cost: $10,058.5 and $9,897.6)		$	10,415.9	$	10,496.8
Fixed income securities (at fair value) (amortized cost: $11,007.8 and $10,438.6)						Fixed income securities (at fair value) (amortized cost: $11,007.8 and $10,438.6)	$	10,736.2	$	10,675.7
Short-term investments (at fair value which approximates cost)	Short-term investments (at fair value which approximates cost)	637.9		749.6		Short-term investments (at fair value which approximates cost)	739.8		565.7
Total	Total	11,053.8		11,246.4		Total	11,476.1		11,241.4
Equity securities (at fair value) (cost: $3,118.6 and $3,269.7)		4,271.3		4,054.8
Equity securities (at fair value) (cost: $3,356.3 and $3,766.5)						Equity securities (at fair value) (cost: $3,356.3 and $3,766.5)	4,972.4		5,302.8
Other investments	Other investments	29.0		28.8		Other investments	31.8		32.0
Total Investments	Total Investments	15,354.1		15,330.1		Total Investments	16,480.3		16,576.3
Other Assets:	Other Assets:					Other Assets:
Cash	Cash	123.4		118.7		Cash	95.1		158.1
Accrued investment income	Accrued investment income	87.1		86.4		Accrued investment income	88.8		84.4
Accounts and notes receivable	Accounts and notes receivable	1,626.6		1,593.9		Accounts and notes receivable	1,861.8		1,768.7

Federal income tax recoverable: Current						Federal income tax recoverable: Current	—		11.8

Reinsurance balances and funds held	Reinsurance balances and funds held	233.0		205.0		Reinsurance balances and funds held	346.4		258.1
Reinsurance recoverable: Paid losses	Reinsurance recoverable: Paid losses	69.8		67.6		Reinsurance recoverable: Paid losses	114.3		118.2
Policy and claim reserves	Policy and claim reserves	4,407.4		4,295.1		Policy and claim reserves	4,952.6		4,825.1
Deferred policy acquisition costs	Deferred policy acquisition costs	334.9		328.0		Deferred policy acquisition costs	358.9		350.4
Sundry assets	Sundry assets	812.6		790.0		Sundry assets	820.2		830.3
Total Other Assets	Total Other Assets	7,695.1		7,485.0		Total Other Assets	8,638.4		8,405.5
Total Assets	Total Assets	$	23,049.3	$	22,815.2	Total Assets	$	25,118.8	$	24,981.8
Liabilities, Preferred Stock, and Common Shareholders' Equity	Liabilities, Preferred Stock, and Common Shareholders' Equity					Liabilities, Preferred Stock, and Common Shareholders' Equity
Liabilities:	Liabilities:					Liabilities:
Losses, claims, and settlement expenses	Losses, claims, and settlement expenses	$	10,853.3	$	10,671.0	Losses, claims, and settlement expenses	$	11,569.1	$	11,425.5
Unearned premiums	Unearned premiums	2,442.7		2,397.1		Unearned premiums	2,675.7		2,559.4
Other policyholders' benefits and funds	Other policyholders' benefits and funds	198.5		195.9		Other policyholders' benefits and funds	193.9		192.6
Total policy liabilities and accruals	Total policy liabilities and accruals	13,494.6		13,264.2		Total policy liabilities and accruals	14,438.8		14,177.5
Commissions, expenses, fees, and taxes	Commissions, expenses, fees, and taxes	651.5		663.5		Commissions, expenses, fees, and taxes	568.2		573.5
Reinsurance balances and funds	Reinsurance balances and funds	793.5		725.4		Reinsurance balances and funds	1,002.1		866.0
Federal income tax payable: Current	Federal income tax payable: Current	36.9		4.2		Federal income tax payable: Current	46.1		—
Deferred	Deferred	165.0		137.3		Deferred	157.2		249.5
Debt	Debt	947.2		966.4		Debt	1,594.2		1,588.5
Sundry liabilities	Sundry liabilities	508.6		867.3		Sundry liabilities	561.8		633.3
Commitments and contingent liabilities	Commitments and contingent liabilities	0		0		Commitments and contingent liabilities	0		0
Total Liabilities	Total Liabilities	16,597.4		16,628.5		Total Liabilities	18,368.6		18,088.6
Preferred Stock (1)	Preferred Stock (1)	0		0		Preferred Stock (1)	—		—
Common Shareholders' Equity:	Common Shareholders' Equity:					Common Shareholders' Equity:
Common stock (1)	Common stock (1)	304.7		304.1		Common stock (1)	308.3		307.5
Additional paid-in capital	Additional paid-in capital	1,318.9		1,306.9		Additional paid-in capital	1,391.3		1,376.1
Retained earnings	Retained earnings	4,831.4		4,394.8		Retained earnings	5,450.8		5,214.0
Accumulated other comprehensive income (loss)	Accumulated other comprehensive income (loss)	96.9		284.0		Accumulated other comprehensive income (loss)	(320.7)		78.0
Unallocated ESSOP shares (at cost)	Unallocated ESSOP shares (at cost)	(100.3)		(103.2)		Unallocated ESSOP shares (at cost)	(79.6)		(82.5)
Total Common Shareholders' Equity	Total Common Shareholders' Equity	6,451.8		6,186.6		Total Common Shareholders' Equity	6,750.1		6,893.2
Total Liabilities, Preferred Stock and Common Shareholders' Equity	Total Liabilities, Preferred Stock and Common Shareholders' Equity	$	23,049.3	$	22,815.2	Total Liabilities, Preferred Stock and Common Shareholders' Equity	$	25,118.8	$	24,981.8

________

(1) At March 31, ~~2021~~2022 and December 31, ~~2020,~~2021, there were 75,000,000 shares of $0.01 par value preferred stock authorized, of which no shares were outstanding. As of the same dates, there were 500,000,000 shares of common stock, $1.00 par value, authorized, of which ~~304,749,840~~308,303,220 and ~~304,122,180~~307,565,632 were issued as of March 31, ~~2021~~2022 and December 31, ~~2020,~~2021, respectively. At March 31, ~~2021~~2022 and December 31, ~~2020,~~2021, there were 100,000,000 shares of Class B Common Stock, $1.00 par value, authorized, of which no shares were issued.

See accompanying Notes to Consolidated Financial Statements.


Old Republic International Corporation and Subsidiaries	Old Republic International Corporation and Subsidiaries					Old Republic International Corporation and Subsidiaries
Consolidated Statements of Income (Unaudited)	Consolidated Statements of Income (Unaudited)					Consolidated Statements of Income (Unaudited)
($ in Millions, Except Share Data)	($ in Millions, Except Share Data)					($ in Millions, Except Share Data)
		Quarters Ended					Quarters Ended
		March 31,					March 31,
		2021		2020				2022		2021
Revenues:	Revenues:					Revenues:
Net premiums earned	Net premiums earned	$	1,732.2	$	1,478.0	Net premiums earned		$	1,828.7	$	1,732.2
Title, escrow, and other fees	Title, escrow, and other fees	106.6		81.2		Title, escrow, and other fees		90.2		106.6
Total premiums and fees	Total premiums and fees	1,838.9		1,559.3		Total premiums and fees		1,919.0		1,838.9
Net investment income	Net investment income	104.3		114.1		Net investment income		106.2		104.3
Other income	Other income	36.3		34.6		Other income		36.2		36.3
Total operating revenues	Total operating revenues	1,979.6		1,708.2		Total operating revenues		2,061.5		1,979.6
Investment gains (losses):
Net investment gains (losses):						Net investment gains (losses):
Realized from actual transactions	Realized from actual transactions	7.8		18.5		Realized from actual transactions		65.2		7.8

Unrealized from changes in fair value of	Unrealized from changes in fair value of					Unrealized from changes in fair value of
equity securities	equity securities	367.5		(962.7)		equity securities		79.8		367.5
Total realized and unrealized investment	Total realized and unrealized investment					Total realized and unrealized investment
gains (losses)	gains (losses)	375.4		(944.1)		gains (losses)		145.1		375.4
Total revenues	Total revenues	2,355.0		764.0		Total revenues		2,206.6		2,355.0

Benefits, Claims and Expenses:	Benefits, Claims and Expenses:					Benefits, Claims and Expenses:
Benefits, claims and settlement expenses	Benefits, claims and settlement expenses	598.0		619.7		Benefits, claims and settlement expenses		604.4		598.0
Dividends to policyholders	Dividends to policyholders	5.4		2.9		Dividends to policyholders		3.4		5.4
Underwriting, acquisition, and other expenses	Underwriting, acquisition, and other expenses	1,110.3		899.4		Underwriting, acquisition, and other expenses		1,199.0		1,110.3
Interest and other charges	Interest and other charges	10.6		11.9		Interest and other charges		16.9		10.6
Total expenses	Total expenses	1,724.4		1,534.0		Total expenses		1,823.9		1,724.4
Income (loss) before income taxes (credits)	Income (loss) before income taxes (credits)	630.6		(769.9)		Income (loss) before income taxes (credits)		382.6		630.6

Income Taxes (Credits):	Income Taxes (Credits):					Income Taxes (Credits):
Current	Current	50.7		40.0		Current		63.1		50.7
Deferred	Deferred	77.7		(205.2)		Deferred		13.2		77.7
Total	Total	128.5		(165.1)		Total		76.3		128.5

Net Income (Loss)	Net Income (Loss)	$	502.1	$	(604.8)	Net Income (Loss)		$	306.3	$	502.1

Net Income (Loss) Per Share:	Net Income (Loss) Per Share:					Net Income (Loss) Per Share:
Basic	Basic	$	1.68	$	(2.01)	Basic		$	1.01	$	1.68
Diluted	Diluted	$	1.68	$	(2.01)	Diluted		$	1.00	$	1.68

Average shares outstanding: Basic	Average shares outstanding: Basic	298,753,132		300,280,398		Average shares outstanding: Basic		303,582,578		298,753,132
Diluted	Diluted	299,693,514		300,280,398		Diluted		305,424,592		299,693,514

See accompanying Notes to Consolidated Financial Statements.


Old Republic International Corporation and Subsidiaries	Old Republic International Corporation and Subsidiaries					Old Republic International Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income (Unaudited)	Consolidated Statements of Comprehensive Income (Unaudited)					Consolidated Statements of Comprehensive Income (Unaudited)
($ in Millions)	($ in Millions)					($ in Millions)
		Quarters Ended					Quarters Ended
		March 31,					March 31,
		2021		2020				2022		2021
Net Income (Loss) As Reported	Net Income (Loss) As Reported	$	502.1	$	(604.8)	Net Income (Loss) As Reported		$	306.3	$	502.1

Other comprehensive income (loss):	Other comprehensive income (loss):					Other comprehensive income (loss):
Unrealized gains (losses) on securities:
Unrealized gains (losses) on securities not included						Unrealized gains (losses) on securities not included
in the statements of income:						in the statements of income:
Unrealized gains (losses) before reclassifications,	Unrealized gains (losses) before reclassifications,					Unrealized gains (losses) before reclassifications,
not included in the statements of income	not included in the statements of income	(242.4)		(173.2)		not included in the statements of income		(533.2)		(242.4)
Amounts reclassified as realized investment (gains)	Amounts reclassified as realized investment (gains)					Amounts reclassified as realized investment (gains)
losses in the statements of income	losses in the statements of income	(.3)		(.3)		losses in the statements of income		21.7		(.3)
Pretax unrealized gains (losses) on securities		(242.7)		(173.5)
Pretax unrealized gains (losses) on securities not						Pretax unrealized gains (losses) on securities not
included in the statements of income						included in the statements of income		(511.5)		(242.7)
Deferred income taxes (credits)	Deferred income taxes (credits)	(51.1)		(36.3)		Deferred income taxes (credits)		(108.0)		(51.1)
Net unrealized gains (losses) on securities, net of tax		(191.5)		(137.1)
Net unrealized gains (losses) on securities not included						Net unrealized gains (losses) on securities not included
in the statements of income, net of tax						in the statements of income, net of tax		(403.5)		(191.5)
Defined benefit pension plans:	Defined benefit pension plans:					Defined benefit pension plans:
Net pension adjustment before reclassifications	Net pension adjustment before reclassifications	0		0		Net pension adjustment before reclassifications		—		—
Amounts reclassified as underwriting, acquisition,	Amounts reclassified as underwriting, acquisition,					Amounts reclassified as underwriting, acquisition,
and other expenses in the statements of income	and other expenses in the statements of income	1.8		.9		and other expenses in the statements of income		.7		1.8
Pretax net adjustment related to defined benefit	Pretax net adjustment related to defined benefit					Pretax net adjustment related to defined benefit
pension plans	pension plans	1.8		.9		pension plans		.7		1.8
Deferred income taxes (credits)	Deferred income taxes (credits)	.3		.1		Deferred income taxes (credits)		.1		.3
Net adjustment related to defined benefit pension	Net adjustment related to defined benefit pension					Net adjustment related to defined benefit pension
plans, net of tax	plans, net of tax	1.4		.7		plans, net of tax		.6		1.4
Foreign currency translation adjustment	Foreign currency translation adjustment	3.0		(10.5)		Foreign currency translation adjustment		4.1		3.0
Total other comprehensive income (loss)	Total other comprehensive income (loss)	(187.0)		(146.9)		Total other comprehensive income (loss)		(398.7)		(187.0)
Comprehensive Income (Loss)	Comprehensive Income (Loss)	$	315.0	$	(751.8)	Comprehensive Income (Loss)		$	(92.4)	$	315.0

See accompanying Notes to Consolidated Financial Statements.

Old Republic International Corporation and Subsidiaries
Consolidated Statements of Preferred Stock
and Common Shareholders' Equity (Unaudited)
($ in Millions)
Quarters Ended
March 31,
2021 2020
Preferred Stock:
Balance, beginning and end of period $ 0 $ 0
Common Stock:
Balance, beginning of period $ 304.1 $ 303.6
Dividend reinvestment plan 0 0
Net issuance of shares under stock based compensation plans .5 .3
Balance, end of period $ 304.7 $ 303.9
Additional Paid-in Capital:
Balance, beginning of period $ 1,306.9 $ 1,297.5
Dividend reinvestment plan 1.1 .2
Net issuance of shares under stock based compensation plans 7.8 4.4
Stock based compensation 2.3 1.1
ESSOP shares released .6 .8
Balance, end of period $ 1,318.9 $ 1,304.2
Retained Earnings:
Balance, beginning of period $ 4,394.8 $ 4,386.0
Adoption of new accounting principle (1) 0 (2.3)
Balance, beginning of period, as adjusted 4,394.8 4,383.6
Net income (loss) 502.1 (604.8)
Dividends on common shares ($.22 and $.21 per common share) (65.4) (62.9)
Balance, end of period $ 4,831.4 $ 3,715.8
Accumulated Other Comprehensive Income (Loss):
Balance, beginning of period $ 284.0 $ 77.7
Net unrealized gains (losses) on securities, net of tax (191.5) (137.1)
Net adjustment related to defined benefit pension plans,
net of tax 1.4 .7
Foreign currency translation adjustment 3.0 (10.5)
Balance, end of period $ 96.9 $ (69.2)
Unallocated ESSOP Shares:
Balance, beginning of period $ (103.2) $ (64.8)
ESSOP shares released 2.9 2.8
Purchase of unallocated ESSOP shares 0 (50.0)
Balance, end of period $ (100.3) $ (111.9)

~~_______~~

~~(1)Reflects the Company's adoption of a new accounting principle relating to credits losses effective January 1, 2020. Refer to additional discussion in Note 1 to the Consolidated Financial Statements.~~


Old Republic International Corporation and Subsidiaries
Consolidated Statements of Preferred Stock
and Common Shareholders' Equity (Unaudited)
($ in Millions)
	Quarters Ended
	March 31,
		2022		2021
Preferred Stock:
Balance, beginning and end of period		$	—	$	—

Common Stock:
Balance, beginning of period		$	307.5	$	304.1
Dividend reinvestment plan		—		—
Net issuance of shares under stock based compensation plans		.7		.5
Balance, end of period		$	308.3	$	304.7

Additional Paid-in Capital:
Balance, beginning of period		$	1,376.1	$	1,306.9
Dividend reinvestment plan		.2		1.1
Net issuance of shares under stock based compensation plans		12.8		7.8
Stock based compensation		.4		2.3
ESSOP shares released		1.6		.6

Balance, end of period		$	1,391.3	$	1,318.9

Retained Earnings:
Balance, beginning of period		$	5,214.0	$	4,394.8


Net income (loss)		306.3		502.1
Dividends on common shares ($.23 and $.22 per common share)		(69.4)		(65.4)
Balance, end of period		$	5,450.8	$	4,831.4

Accumulated Other Comprehensive Income (Loss):
Balance, beginning of period		$	78.0	$	284.0
Net unrealized gains (losses) on securities not included in the
statements of income, net of tax		(403.5)		(191.5)
Net adjustment related to defined benefit pension plans,
net of tax		.6		1.4
Foreign currency translation adjustment		4.1		3.0

Balance, end of period		$	(320.7)	$	96.9

Unallocated ESSOP Shares:
Balance, beginning of period		$	(82.5)	$	(103.2)
ESSOP shares released		2.9		2.9

Balance, end of period		$	(79.6)	$	(100.3)

See accompanying Notes to Consolidated Financial Statements.


Old Republic International Corporation and Subsidiaries	Old Republic International Corporation and Subsidiaries					Old Republic International Corporation and Subsidiaries
Consolidated Statements of Cash Flows (Unaudited)	Consolidated Statements of Cash Flows (Unaudited)					Consolidated Statements of Cash Flows (Unaudited)
($ in Millions)	($ in Millions)					($ in Millions)
		Quarters Ended					Quarters Ended
		March 31,					March 31,
		2021		2020			2022		2021
Cash flows from operating activities:	Cash flows from operating activities:					Cash flows from operating activities:
Net income (loss)	Net income (loss)	$	502.1	$	(604.8)	Net income (loss)	$	306.3	$	502.1
Adjustments to reconcile net income (loss) to	Adjustments to reconcile net income (loss) to					Adjustments to reconcile net income (loss) to
net cash provided by operating activities:	net cash provided by operating activities:					net cash provided by operating activities:
Deferred policy acquisition costs	Deferred policy acquisition costs	(6.8)		2.0		Deferred policy acquisition costs	(8.4)		(6.8)
Premiums and other receivables	Premiums and other receivables	(32.7)		(119.9)		Premiums and other receivables	(93.0)		(32.7)
Unpaid claims and related items	Unpaid claims and related items	102.4		73.7		Unpaid claims and related items	84.5		102.4
Unearned premiums and other policyholders' liabilities	Unearned premiums and other policyholders' liabilities	15.5		.7		Unearned premiums and other policyholders' liabilities	49.0		15.5
Income taxes	Income taxes	111.1		(171.5)		Income taxes	73.5		111.1

Reinsurance balances		37.9		89.9
Realized investment (gains) losses from actual transactions and impairments		(7.8)		(18.5)
Reinsurance balances and funds						Reinsurance balances and funds	51.6		37.9
Realized investment (gains) losses from actual transactions						Realized investment (gains) losses from actual transactions	(65.2)		(7.8)
Unrealized investment (gains) losses from changes in fair value	Unrealized investment (gains) losses from changes in fair value					Unrealized investment (gains) losses from changes in fair value
of equity securities	of equity securities	(367.5)		962.7		of equity securities	(79.8)		(367.5)
Accounts payable, accrued expenses and other	Accounts payable, accrued expenses and other	(58.1)		1.9		Accounts payable, accrued expenses and other	(40.0)		(58.1)
Total	Total	296.0		216.3		Total	278.4		296.0

Cash flows from investing activities:	Cash flows from investing activities:					Cash flows from investing activities:
Fixed maturity securities:
Available for sale:
Fixed income securities:						Fixed income securities:
Maturities and early calls	Maturities and early calls	335.6		297.3		Maturities and early calls	324.6		335.6
Sales	Sales	156.5		88.8		Sales	173.7		156.5

Sales of:	Sales of:					Sales of:
Equity securities	Equity securities	195.7		140.5		Equity securities	497.9		195.7
Other - net	Other - net	2.2		3.2		Other - net	2.2		2.2

Purchases of:	Purchases of:					Purchases of:
Fixed maturity securities:
Available for sale		(659.3)		(274.4)
Fixed income securities						Fixed income securities	(1,094.3)		(659.3)
Equity securities	Equity securities	(36.5)		(271.2)		Equity securities	(.1)		(36.5)
Other - net	Other - net	(17.6)		(10.9)		Other - net	(9.5)		(17.6)

Net decrease (increase) in short-term investments	Net decrease (increase) in short-term investments	111.7		(9.8)		Net decrease (increase) in short-term investments	(174.1)		111.7
Other - net	Other - net	0		0		Other - net	(5.8)		—
Total	Total	88.3		(36.4)		Total	(285.4)		88.3

Cash flows from financing activities:	Cash flows from financing activities:					Cash flows from financing activities:

Issuance of common shares	Issuance of common shares	9.6		5.0		Issuance of common shares	13.8		9.6
Redemption of debentures and notes	Redemption of debentures and notes	(19.5)		(6.5)		Redemption of debentures and notes	—		(19.5)
Purchase of unallocated common shares by ESSOP		0		(50.0)

Dividends on common shares (including a special dividend paid in January	Dividends on common shares (including a special dividend paid in January					Dividends on common shares (including a special dividend paid in January
2021 of $304.0)	2021 of $304.0)	(369.5)		(62.9)		2021 of $304.0)	(69.4)		(369.5)
Other - net	Other - net	(.3)		.1		Other - net	(.3)		(.3)
Total	Total	(379.7)		(114.2)		Total	(56.0)		(379.7)

Increase (decrease) in cash	Increase (decrease) in cash	4.7		65.6		Increase (decrease) in cash	(63.0)		4.7
Cash, beginning of period	Cash, beginning of period	118.7		78.8		Cash, beginning of period	158.1		118.7
Cash, end of period	Cash, end of period	$	123.4	$	144.5	Cash, end of period	$	95.1	$	123.4

Supplemental cash flow information:	Supplemental cash flow information:					Supplemental cash flow information:
Cash paid (received) during the period for: Interest	Cash paid (received) during the period for: Interest	$	20.4	$	20.6	Cash paid (received) during the period for: Interest	$	20.4	$	20.4
Income taxes	Income taxes	$	17.1	$	6.7	Income taxes	$	2.8	$	17.1

See accompanying Notes to Consolidated Financial Statements.


OLD REPUBLIC INTERNATIONAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
($ in Millions, Except Share Data)

1.Note 1 - Summary of Significant Accounting Policies ~~and Basis of Presentation:~~

Accounting Principles - The accompanying consolidated financial statements have been prepared in conformity with the Financial Accounting Standards Board's ("FASB") Accounting Standards Codification ("ASC") of accounting principles generally accepted in the United States of America ("GAAP"). These interim financial statements should be read in conjunction with these notes and those included in the Company's ~~2020~~2021 Annual Report on Form 10-K incorporated herein by reference.

~~Pertinent accounting and disclosure pronouncements issued from time to time by the FASB are adopted by the Company as they become effective. Recent pronouncements are discussed below.~~

Effective January 1, 2020, the Company adopted the FASB’s accounting guidance on current expected credit loss ("CECL") which requires the immediate recognition of estimated credit losses expected to occur over the remaining life of certain financial assets measured at amortized cost, primarily including the Company’s reinsurance recoverables, and its accounts and notes receivable. CECL replaced the incurred loss impairment model that recognized losses when a probability threshold is met with a requirement to recognize lifetime expected credit losses immediately when a financial asset is originated or purchased and at subsequent measurement dates. The expected credit losses, and subsequent adjustment to such losses, are recorded through an allowance account that is deducted from the amortized cost basis of the financial asset, with the net carrying value of the asset presented on the consolidated balance sheet.

The guidance relating to financial assets measured at amortized cost was adopted on a modified retrospective basis, resulting in a net of tax adjustment to January 1, 2020 retained earnings of $2.3. The Company’s January 1, 2020 credit loss allowance of $30.1 was comprised of $14.5 related to reinsurance recoverables, $15.5 related to accounts and notes receivable, and an immaterial amount related to held to maturity securities. The March 31, 2021 allowance included $16.0 related to reinsurance recoverables and $21.9 related to accounts and notes receivable. No significant charges were made to the allowance during the three months ended March 31, 2021.

The guidance also modifies the impairment model for available for sale fixed maturity securities by requiring the recognition of impairments relating to credit losses through an allowance account, as opposed to a charge that cannot be revised should the underlying security recover. Under the guidance, the length of time a security has been in an unrealized loss position will no longer impact the determination as to whether an impairment exists. The revised impairment guidance for available for sale fixed maturity securities was adopted on a prospective basis. The Company's impairment policy and the related disclosures summarizing this standard’s impact on the Company’s investment portfolio are included in Note 3.

The financial accounting and reporting process relies on estimates and on the exercise of judgment. In the opinion of management all adjustments consisting only of normal recurring accruals necessary for a fair presentation of interim periods' results and financial position have been recorded. Pertinent accounting and disclosure pronouncements issued from time to time by the FASB are adopted by the Company as they become effective.

Statement Presentation - Amounts shown in the consolidated financial statements and applicable notes are stated (except as otherwise indicated and as to share data) in millions, which amounts may not add to totals shown due to truncation.

Reclassifications ~~- Necessary reclassifications~~ are made in prior periods' financial statements whenever appropriate to conform to the most current presentation.

~~Immaterial Adjustment~~Investments - The Company ~~recorded immaterial adjustments~~classifies its fixed income securities, also referred to present revenues gross of the applicable commission expenses in the March 31, 2020 consolidated statements of income and comprehensive income by: increasing net premiums earned by $101.3, decreasing title, escrow and other fees by $38.8, and increasing underwriting, acquisition, and other expenses by $62.5. These immaterial adjustments were made to conform all prior periods to the current presentation and had no impact on net income (loss), comprehensive income (loss) or shareholders' equity.

~~2. Common Share Data:~~

Earnings Per Share - Consolidated basic earnings per share excludes the dilutive effect of common stock equivalents and is computed by dividing income (loss) available to common stockholders by the weighted-average number of common shares actually outstanding for the periods presented. Diluted earnings per share are similarly calculated with the inclusion of dilutive common stock equivalents. The following table provides a reconciliation of net income (loss) and the number of shares used in basic and diluted earnings per share calculations.

Quarters Ended
March 31,
2021 2020
Numerator:
Basic and diluted earnings per share -
income (loss) available to common stockholders $ 502.1 $ (604.8)
Denominator:
Basic earnings per share -
weighted-average shares (a) 298,753,132 300,280,398
Effect of dilutive securities - stock based
compensation awards 940,382 0
Diluted earnings per share -
adjusted weighted-average shares (a) 299,693,514 300,280,398
Earnings per share: Basic $ 1.68 $ (2.01)
Diluted $ 1.68 $ (2.01)
Anti-dilutive common stock equivalents
excluded from earnings per share computations:
Stock based compensation awards 7,020,142 9,620,404

~~__________~~

(a) In calculating earnings per share, pertinent accounting rules require that common shares owned by the Company's Employee Savings and Stock Ownership Plan that are not yet allocated to participants in the plan be excluded from the calculation. Such shares are issued and outstanding, and have the same voting and other rights applicable to all common shares.

~~3. Investments:~~

~~The Company classifies its~~as fixed maturity securities, as those it either (1) has the ~~positive~~ intent and ability to hold until maturity, (2) has available for sale or (3) has the intention of trading. The Company's entire fixed ~~maturity~~income portfolio is classified as available for sale.

Fixed ~~maturity~~income securities classified as available for sale are reported at fair value with changes in such values, net of deferred income taxes, reflected directly in shareholders' equity. Equity securities are reported at fair value with changes in such values reflected as unrealized investment gains (losses) in the consolidated statements of income. Fair values ~~for fixed maturity securities and equity securities~~ are based on quoted market prices or estimates using values obtained from recognized independent pricing services.

The status and fair value changes of each of the fixed ~~maturity~~income investments are reviewed at least once per quarter during the year to assess whether a decline in fair value of an investment below its cost basis is the result of a credit loss. Credit losses are recorded through an allowance with the corresponding charge to realized investment gains (losses). If the Company intends to sell or is more likely than not required to sell a security, the asset is written down to fair value directly through realized investment gains (losses).

Investment income is reported net of allocated expenses and ~~estimates~~includes appropriate adjustments for amortization of ~~impairments~~premium and ~~allowances for credit~~accretion of discount on fixed income securities acquired at other than par value. Dividends on equity securities are credited to income on the ex-dividend date. At March 31, 2022, the Company and its subsidiaries did not have significant amounts of non-income producing fixed income or equity securities.

Investment gains and losses, which result from sales or write downs of securities, are reflected as revenues in the ~~portfolio's value~~income statement and are ~~evaluated~~determined on the basis of amortized cost at date of sale for fixed income securities, and ~~established at each quarterly balance sheet date. In reviewing investments for impairment,~~cost in regard to equity securities; such bases apply to the ~~Company, in addition~~specific securities sold.

Revenue Recognition- Pursuant to ~~a security's market price history, considers~~GAAP applicable to the ~~totality of such factors as the issuer's operating results, financial condition and liquidity, its ability to access capital markets, credit rating trends, most current audited financial statements,~~insurance industry, and securities markets conditions, and analyst expectations to reach its conclusions. Sudden fair value declines caused by such adverse developments as newly emerged or imminent bankruptcy filings, issuer default on significant obligations, or reports of financial accounting developments that bring into question the validity of the issuer's previously reported earnings or financial condition,revenues are recognized as ~~realized losses~~follows:

Substantially all general insurance premiums pertain to annual policies and are reflected in income on a pro-rata basis in association with the related benefits, claims, and expenses.

Title premium and fee revenues stemming from the Company's direct operations (which include branch offices of its title insurers and wholly owned agency subsidiaries) represent approximately 20% of 2022 consolidated title business revenues. Such premiums are generally recognized as ~~soon~~income at the escrow closing date which approximates the policy effective date. Fee income related to escrow and other closing services is recognized when the related services have been performed and completed. The remaining title premium and fee revenues are produced by independent title agents. Rather than making estimates that could be subject to significant variance from actual premium and fee production, the Company recognizes revenues from those sources upon receipt. Such receipts can reflect a three to four month lag relative to the effective date of the underlying title policy, and are offset concurrently by production expenses and claim reserve provisions.

Losses, Claims and Settlement Expenses - The establishment of claim reserves by the Company's insurance subsidiaries is a reasonably complex and dynamic process influenced by a large variety of factors. These factors principally include past experience applicable to the anticipated costs of various types of claims, continually evolving and changing legal theories emanating from the judicial system, recurring accounting, statistical, and actuarial studies, the professional experience and expertise of the Company's claim departments' personnel or attorneys and independent claim adjusters, ongoing changes in claim frequency or severity patterns such as ~~credible publicly available information emerges~~those caused by natural disasters, illnesses, accidents, work-related injuries, and changes in general and industry-specific economic conditions. Consequently, the reserves established are a reflection of the opinions of a large number of persons, of the application and interpretation of historical precedent and trends, of expectations as to ~~confirm~~future developments, and of management's judgment in interpreting all such ~~developments.~~factors. At any point in time, the Company is exposed to the possibility of higher or lower than anticipated claim costs due to all of these factors, and to the evolution, interpretation, and

expansion of tort law, as well as the effects of unexpected jury verdicts.

All reserves are therefore based on estimates which are periodically reviewed and evaluated in the light of emerging claim experience and changing circumstances. The resulting changes in estimates are recorded in operations of the periods during which they are made. Return and additional premiums and policyholders' dividends, all of which tend to be affected by development of claims in future years, may offset, in whole or in part, favorable or unfavorable claim developments for certain coverages such as workers' compensation, portions of which are written under loss sensitive programs that provide for such adjustments. Management believes that its overall reserving practices have been consistently applied over many years, and that its aggregate net reserves have generally resulted in reasonable approximations of the ultimate net costs of claims incurred. However, no representation is made nor is any guaranty given that ultimate net claim and related costs will not develop in future years to be significantly greater or lower than currently established reserve estimates.

The Company’s accounting policy regarding the establishment of claim reserve estimates is described in Note 1 to the consolidated financial statements included in Old Republic’s 2021 Annual Report on Form 10-K.

Employee Benefit Plans - The Company has a closed pension plan (the "Plan") for certain employees under which benefits were frozen as of December 31, 2013. The underfunded status of the Plan is recognized ~~0 impairments or allowances for credit losses for~~as a net pension liability with offsetting entries reflected as a component of shareholders' equity in accumulated other comprehensive income, net of deferred taxes.

The Company also provides long-term incentive awards to certain employees. In March 2022, the ~~quarters ended March 31, 2021, and 2020.~~Compensation Committee of the Company's Board of Directors approved the grant of stock-based awards to certain employees under the 2022 Incentive Compensation Plan which is pending shareholder approval in May 2022.

Note 2 - Investments

The amortized cost and estimated fair values by type and contractual maturity of fixed ~~maturity~~income securities are shown in the following tables. Expected maturities will differ from contractual maturities since borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.


	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Fixed Income Securities by Type:
March 31, 2022:
U.S. & Canadian Governments	$	2,244.4	$	5.6	$	44.0	$	2,206.0
Tax-exempt	929.5		4.3		2.9		930.9
Corporate	7,833.7		47.6		282.1		7,599.2
	$	11,007.8	$	57.6	$	329.1	$	10,736.2

December 31, 2021:
U.S. & Canadian Governments	$	2,121.6	$	44.8	$	7.9	$	2,158.5
Tax-exempt	944.9		44.3		—		989.2
Corporate	7,372.1		220.0		64.2		7,527.9
	$	10,438.6	$	309.2	$	72.2	$	10,675.7

Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Estimated
Fair
Value
Fixed Maturity Securities by Type:
March 31, 2021:
U.S. & Canadian Governments $ 1,968.3 $ 66.8 $ 6.3 $ 2,028.7
Tax-exempt 991.2 54.3 0 1,045.5
Corporate 7,098.9 317.0 74.4 7,341.5
$ 10,058.5 $ 438.2 $ 80.8 $ 10,415.9
December 31, 2020:
U.S. & Canadian Governments $ 1,967.1 $ 96.4 $ .3 $ 2,063.2
Tax-exempt 997.1 66.3 0 1,063.5
Corporate 6,933.3 440.1 3.4 7,370.0
$ 9,897.6 $ 602.9 $ 3.8 $ 10,496.8


		Amortized Cost		Estimated Fair Value			Amortized Cost		Estimated Fair Value
Fixed Maturity Securities Stratified by Contractual Maturity at March 31, 2021:
Fixed Income Securities Stratified by Contractual Maturity at March 31, 2022:						Fixed Income Securities Stratified by Contractual Maturity at March 31, 2022:
Due in one year or less	Due in one year or less	$	1,017.2	$	1,026.7	Due in one year or less	$	1,270.0	$	1,274.5
Due after one year through five years	Due after one year through five years	5,453.6		5,728.3		Due after one year through five years	5,433.1		5,414.4
Due after five years through ten years	Due after five years through ten years	3,490.7		3,565.6		Due after five years through ten years	4,217.2		3,962.4
Due after ten years	Due after ten years	96.7		95.1		Due after ten years	87.4		84.8
		$	10,058.5	$	10,415.9		$	11,007.8	$	10,736.2

The following table reflects the Company's gross unrealized losses and fair value, aggregated by category and length of time that individual ~~available for sale~~ securities have been in an unrealized loss position. Fair value and issuer's cost comparisons follow:

Less than 12 Months 12 Months or Greater Total
Fair
Value Unrealized Losses Fair
Value Unrealized Losses Fair
Value Unrealized Losses
March 31, 2021:
Fixed Maturity Securities:
  U.S. & Canadian Governments $ 492.5 $ 6.3 $ 0 $ 0 $ 492.5 $ 6.3
  Corporate 1,521.4 74.4 0 0 1,521.4 74.4
$ 2,013.9 $ 80.8 $ 0 $ 0 $ 2,013.9 $ 80.8
Number of securities in
unrealized loss position 321 2 323
December 31, 2020:
Fixed Maturity Securities:
  U.S. & Canadian Governments $ 416.4 $ .3 $ 0 $ 0 $ 416.4 $ .3
  Corporate 333.6 3.4 0 0 333.6 3.4
$ 750.0 $ 3.8 $ 0 $ 0 $ 750.0 $ 3.8
Number of securities in
unrealized loss position 74 3 77


	Less than 12 Months				12 Months or Greater				Total
	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
March 31, 2022:

Fixed Income Securities:
U.S. & Canadian Governments	$	1,503.4	$	33.3	$	213.7	$	10.7	$	1,717.2	$	44.0
Tax-exempt	349.0		2.9		—		—		349.0		2.9
Corporate	3,895.0		249.2		250.2		32.9		4,145.3		282.1
	$	5,747.5	$	285.5	$	464.0	$	43.6	$	6,211.6	$	329.1

Number of securities in
unrealized loss position			980				60				1,040

December 31, 2021:

Fixed Income Securities:
U.S. & Canadian Governments	$	761.8	$	6.2	$	43.2	$	1.6	$	805.0	$	7.9
Corporate	2,032.8		55.5		174.1		8.7		2,207.0		64.2
	$	2,794.7	$	61.8	$	217.3	$	10.3	$	3,012.0	$	72.2

Number of securities in
unrealized loss position			419				32				451

In the above tables the unrealized losses on fixed ~~maturity~~income securities are primarily deemed to reflect changes in the interest rate environment. As part of its assessment of ~~impairments,~~credit losses, the Company considers its intent and ability to continue to hold the securities until cost recovery, principally in consideration of its asset and liability maturity matching objectives. The Company recorded no allowance for credit losses as of March 31, 2022, and December 31, 2021.

The following table shows cost and fair value information for equity securities:

Equity Securities

Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Estimated
Fair
Value
March 31, 2021 $ 3,118.6 $ 1,251.1 $ 98.4 $ 4,271.3
December 31, 2020 $ 3,269.7 $ 1,028.1 $ 243.0 $ 4,054.8


	Equity Securities
	Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
March 31, 2022	$	3,356.3	$	1,658.1	$	42.0	$	4,972.4
December 31, 2021	$	3,766.5	$	1,620.8	$	84.5	$	5,302.8

During the first quarters of ~~2021~~2022 and ~~2020,~~2021, the Company recognized pretax unrealized investment gains (losses) of ~~$367.5~~$79.8 and ~~$(962.7),~~$367.5, respectively, emanating from changes in the fair value of equity securities in the consolidated statements of income. Changes in the fair value of equity securities still held at March 31, 2022 and 2021 were $182.2, and ~~2020 were~~ $359.8, ~~and $(956.8),~~ respectively.

Fair Value Measurements - Fair value is defined as the estimated price that is likely to be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants (an exit price) at the measurement date. A fair value hierarchy is established that prioritizes the sources ("inputs") used to measure fair value into three broad levels: Level 1 inputs are based on quoted market prices in active markets; Level 2 observable inputs are based on corroboration with available market data; and Level 3 unobservable inputs are based on uncorroborated market data or a reporting entity's own assumptions. Following is a description of the valuation methodologies and general classification used for financial instruments measured at fair value.

The Company uses quoted values and other data provided by a nationally recognized independent pricing source as inputs into its quarterly process for determining fair values of fixed ~~maturity~~income and equity securities. To validate the techniques or models used by pricing sources, the Company's review process includes, but is not limited to: (i) initial and ongoing evaluation of methodologies used by outside parties to calculate fair value; and (ii) comparisons with other sources including the fair value estimates based on current market quotations, and with independent fair value estimates provided by the independent investment custodian. The independent pricing source obtains market quotations and actual transaction prices for securities that have quoted prices in active markets and uses their own proprietary method for determining the fair value of securities that are not actively traded. In general, these methods involve the use of "matrix pricing" in which the independent pricing source uses observable market inputs including, but not limited to, investment yields, credit risks and spreads, benchmarking of like securities, broker-dealer quotes, reported trades and sector groupings to determine a reasonable fair value.

Level 1 securities include U.S. and Canadian Treasury notes, publicly traded common stocks, mutual funds, and short-term investments in highly liquid money market instruments. Level 2 securities generally include corporate

bonds, municipal bonds, and certain U.S. and Canadian government agency securities. Securities classified within Level 3 include non-publicly traded bonds and equity securities. There were no significant changes in the fair value of Level 3 assets as of March 31, ~~2021~~2022 and December 31, ~~2020.~~2021.

The following tables show a summary of the fair value of financial assets segregated among the various input levels described above:


		Fair Value Measurements									Fair Value Measurements
As of March 31, 2021:		Level 1		Level 2		Level 3		Total
As of March 31, 2022:										As of March 31, 2022:	Level 1		Level 2		Level 3		Total
Available for sale:	Available for sale:									Available for sale:
Fixed maturity securities:
Fixed income securities:										Fixed income securities:
U.S. & Canadian Governments	U.S. & Canadian Governments	$	1,258.4	$	770.3	$	0	$	2,028.7	U.S. & Canadian Governments	$	1,530.9	$	675.0	$	—	$	2,206.0
Tax-exempt	Tax-exempt	0		1,045.5		0		1,045.5		Tax-exempt	—		930.9		—		930.9
Corporate	Corporate	0		7,331.0		10.5		7,341.5		Corporate	—		7,588.7		10.5		7,599.2
Short-term investments	Short-term investments	637.9		0		0		637.9		Short-term investments	739.8		—		—		739.8
Equity securities	Equity securities	$	4,269.4	$	0	$	1.8	$	4,271.3	Equity securities	$	4,970.5	$	—	$	1.8	$	4,972.4

As of December 31, 2020:
As of December 31, 2021:										As of December 31, 2021:
Available for sale:	Available for sale:									Available for sale:
Fixed maturity securities:
Fixed income securities:										Fixed income securities:
U.S. & Canadian Governments	U.S. & Canadian Governments	$	1,262.2	$	801.0	$	0	$	2,063.2	U.S. & Canadian Governments	$	1,453.8	$	704.6	$	—	$	2,158.5
Tax-exempt	Tax-exempt	0		1,063.5		0		1,063.5		Tax-exempt	—		989.2		—		989.2
Corporate	Corporate	0		7,359.5		10.5		7,370.0		Corporate	—		7,517.4		10.5		7,527.9
Short-term investments	Short-term investments	749.6		0		0		749.6		Short-term investments	565.7		—		—		565.7
Equity securities	Equity securities	$	4,052.9	$	0	$	1.8	$	4,054.8	Equity securities	$	5,300.8	$	—	$	1.9	$	5,302.8

There were no transfers between Levels 1, 2 or 3 during the quarter ended March 31, ~~2021.~~2022.

~~Investment income~~ is reported net of allocated expenses and includes appropriate adjustments for amortization of premium and accretion of discount on fixed maturity securities acquired at other than par value. Dividends on equity securities are credited to income on the ex-dividend date.

Investment gains and losses, which result from sales or impairments of securities, are reflected as revenues in the income statement and are determined on the basis of amortized cost at date of sale for fixed maturity securities, and cost in regard to equity securities; such bases apply to the specific securities sold. Unrealized gains and (losses) from changes in fair value of equity securities are recorded as investment gains (losses) in the income statement. Unrealized investment gains (losses) on fixed maturity securities, net of any deferred income taxes, are recorded directly as a component of accumulated other comprehensive income in shareholders' equity. At March 31, 2021, the Company and its subsidiaries did not have significant amounts of non-income producing fixed maturity or equity securities.

The following table reflects the composition of net investment income, net realized gains or losses, and the net change in unrealized investment gains or losses for each of the periods shown.


		Quarters Ended						Quarters Ended
		March 31,						March 31,
			2021		2020				2022		2021
Investment income:	Investment income:						Investment income:
Fixed maturity securities			$	69.7	$	74.5
Fixed income securities							Fixed income securities		$	66.2	$	69.7
Equity securities	Equity securities		36.1		38.1		Equity securities		41.5		36.1
Short-term investments	Short-term investments		0		1.9		Short-term investments		.1		—
Other sources	Other sources		0		1.1		Other sources		.2		—
Gross investment income	Gross investment income		105.9		115.8		Gross investment income		108.1		105.9
Investment expenses (a)	Investment expenses (a)		1.6		1.6		Investment expenses (a)		1.8		1.6
Net investment income	Net investment income		$	104.3	$	114.1	Net investment income		$	106.2	$	104.3

Investment gains (losses):
From actual transactions:
Fixed maturity securities:
Net investment gains (losses):							Net investment gains (losses):
Realized from actual transactions:							Realized from actual transactions:
Fixed income securities:							Fixed income securities:
Gains	Gains		$	.6	$	.9	Gains		$	—	$	.6
Losses	Losses		(.2)		(.5)		Losses		(21.8)		(.2)
Net	Net		.3		.3		Net		(21.7)		.3
Equity securities:	Equity securities:						Equity securities:
Gains	Gains		36.3		19.4		Gains		113.5		36.3
Losses	Losses		(28.8)		(1.2)		Losses		(26.5)		(28.8)
Net	Net		7.5		18.2		Net		87.0		7.5
Other investments, net			0		0
Total from actual transactions			7.8		18.5
From impairments			0		0

Total realized from actual transactions							Total realized from actual transactions		65.2		7.8
From unrealized changes in fair value of equity securities	From unrealized changes in fair value of equity securities		367.5		(962.7)		From unrealized changes in fair value of equity securities		79.8		367.5
Total realized and unrealized investment gains (losses)	Total realized and unrealized investment gains (losses)		375.4		(944.1)		Total realized and unrealized investment gains (losses)		145.1		375.4
Current and deferred income taxes (credits)	Current and deferred income taxes (credits)		79.6		(198.5)		Current and deferred income taxes (credits)		30.5		79.6
Net of tax realized and unrealized investment gains (losses)	Net of tax realized and unrealized investment gains (losses)		$	295.7	$	(745.6)	Net of tax realized and unrealized investment gains (losses)		$	114.5	$	295.7

Changes in unrealized investment gains (losses)	Changes in unrealized investment gains (losses)						Changes in unrealized investment gains (losses)
reflected directly in shareholders' equity:	reflected directly in shareholders' equity:						reflected directly in shareholders' equity:
Fixed maturity securities			$	(241.1)	$	(172.8)
Fixed income securities							Fixed income securities		$	(507.3)	$	(241.1)
Less: Deferred income taxes (credits)	Less: Deferred income taxes (credits)		(50.8)		(36.2)		Less: Deferred income taxes (credits)		(107.1)		(50.8)
			(190.3)		(136.6)				(400.2)		(190.3)

Other investments	Other investments		(1.6)		(.7)		Other investments		(4.1)		(1.6)
Less: Deferred income taxes (credits)	Less: Deferred income taxes (credits)		(.3)		(.1)		Less: Deferred income taxes (credits)		(.8)		(.3)
			(1.2)		(.5)				(3.3)		(1.2)
Net changes in unrealized investment gains (losses),	Net changes in unrealized investment gains (losses),						Net changes in unrealized investment gains (losses),
net of tax	net of tax		$	(191.5)	$	(137.1)	net of tax		$	(403.5)	$	(191.5)

__________

(a) Investment expenses largely consist of personnel costs and investment management and custody service fees.

4.Note 3 - Losses, Claims and Settlement ~~Expenses:~~Expenses

The establishment of claim reserves by the Company's insurance subsidiaries is a reasonably complex and dynamic process influenced by a large variety of factors. These factors principally include past experience applicable to the anticipated costs of various types of claims, continually evolving and changing legal theories emanating from the judicial system, recurring accounting, statistical, and actuarial studies, the professional experience and expertise of the Company's claim departments' personnel or attorneys and independent claim adjusters, ongoing changes in claim frequency or severity patterns such as those caused by natural disasters, illnesses, accidents, work-related injuries, and changes in general and industry-specific economic conditions. Consequently, the reserves established are a reflection of the opinions of a large number of persons, of the application and interpretation of historical precedent and trends, of expectations as to future developments, and of management's judgment in interpreting all such factors. At any point in time, the Company is exposed to the incurrence of possibly higher or lower than anticipated claim costs due to all of these factors, and to the evolution, interpretation, and expansion of tort law, as well as the effects of unexpected jury verdicts.

All reserves are therefore based on estimates which are periodically reviewed and evaluated in the light of emerging claim experience and changing circumstances. The resulting changes in estimates are recorded in operations of the periods during which they are made. Return and additional premiums and policyholders' dividends, all of which tend to be affected by development of claims in future years, may offset, in whole or in part, favorable or unfavorable claim developments for certain coverages such as workers' compensation, portions of which are written under loss sensitive programs that provide for such adjustments. The Company believes that its overall reserving practices have been consistently applied over many years, and that its aggregate net reserves have generally resulted in reasonable approximations of the ultimate net costs of claims incurred. However, no representation is made nor is any guaranty given that ultimate net claim and related costs will not develop in future years to be greater or lower than currently established reserve estimates.

The Company’s accounting policy regarding the establishment of claim reserve estimates is described in Note 1(h) to the consolidated financial statements included in Old Republic’s 2020 Annual Report on Form 10-K. The following table shows ~~an analysis of~~ changes in aggregate reserves for the Company's losses, claims and settlement ~~expenses for each of the periods shown.~~expenses:


	Quarters Ended
	March 31,
	2022		2021
Gross reserves at beginning of period	$	11,425.5	$	10,671.0
Less: reinsurance losses recoverable	4,125.3		3,650.5
Net reserves at beginning of period:
General Insurance	6,587.0		6,328.0
Title Insurance	594.2		556.1
RFIG Run-off	111.2		127.6
Other	7.6		8.6
Sub-total	7,300.2		7,020.4
Incurred claims and claim adjustment expenses:
Provisions for insured events of the current year:
General Insurance	607.6		585.0
Title Insurance	35.7		35.3
RFIG Run-off	4.0		5.5
Other	2.4		4.2
Sub-total	649.8		630.1
Change in provision for insured events of prior years:
General Insurance	(28.8)		(23.1)
Title Insurance	(6.3)		(6.0)
RFIG Run-off	(8.3)		(1.2)
Other	(1.5)		(1.6)
Sub-total	(45.0)		(32.0)
Total incurred claims and claim adjustment expenses	604.7		598.1
Payments:
Claims and claim adjustment expenses attributable to
insured events of the current year:
General Insurance	100.4		93.4
Title Insurance	.5		1.1
RFIG Run-off	—		—
Other	.5		1.5
Sub-total	101.4		96.2
Claims and claim adjustment expenses attributable to
insured events of prior years:
General Insurance	394.2		380.8
Title Insurance	20.1		12.9
RFIG Run-off	3.4		4.4
Other	.8		1.1
Sub-total	418.6		399.4
Total payments	520.1		495.6
Amount of reserves for unpaid claims and claim adjustment expenses
at the end of each period, net of reinsurance losses recoverable:
General Insurance	6,671.1		6,415.5
Title Insurance	602.9		571.4
RFIG Run-off	103.5		127.4
Other	7.2		8.5
Sub-total	7,384.8		7,122.9
Reinsurance losses recoverable	4,184.2		3,730.4
Gross reserves at end of period	$	11,569.1	$	10,853.3


~~This space left intentionally blank~~

For the quarter ended March 31, 2022, all operating segments experienced favorable loss reserve development. General Insurance favorable development was the result of better than expected claims experience related predominantly to workers’ compensation and commercial automobile reserves on 2015-2018 and 2020 accident

~~Summary of changes~~years. Favorable development experienced from Title Insurance occurred largely within the 2017-2019 accident years, while RFIG Run-off was driven by improving trends in ~~aggregate reserves for claims and related costs:~~

Quarters Ended
March 31,
2021 2020
Gross reserves at beginning of period $ 10,671.0 $ 9,929.5
Less: reinsurance losses recoverable 3,650.5 3,249.7
Net reserves at beginning of period:
General Insurance 6,328.0 6,021.3
Title Insurance 556.1 530.9
RFIG Run-off 127.6 118.9
Other 8.6 8.4
Sub-total 7,020.4 6,679.7
Incurred claims and claim adjustment expenses:
Provisions for insured events of the current year:
General Insurance 585.0 598.3
Title Insurance 35.3 24.7
RFIG Run-off 5.5 6.6
Other 4.2 3.1
Sub-total 630.1 632.9
Change in provision for insured events of prior years:
General Insurance (23.1) (5.8)
Title Insurance (6.0) (3.1)
RFIG Run-off (1.2) (1.8)
Other (1.6) (1.3)
Sub-total (32.0) (12.2)
Total incurred claims and claim adjustment expenses 598.1 620.6
Payments:
Claims and claim adjustment expenses attributable to
insured events of the current year:
General Insurance 93.4 96.3
Title Insurance 1.1 .1
RFIG Run-off 0 0
Other 1.5 .7
Sub-total 96.2 97.2
Claims and claim adjustment expenses attributable to
insured events of prior years:
General Insurance 380.8 418.8
Title Insurance 12.9 15.9
RFIG Run-off 4.4 13.2
Other 1.1 1.6
Sub-total 399.4 449.7
Total payments 495.6 546.9
Amount of reserves for unpaid claims and claim adjustment expenses
at the end of each period, net of reinsurance losses recoverable:
General Insurance 6,415.5 6,098.6
Title Insurance 571.4 536.4
RFIG Run-off 127.4 110.4
Other 8.5 7.8
Sub-total 7,122.9 6,753.3
Reinsurance losses recoverable 3,730.4 3,242.5
Gross reserves at end of period $ 10,853.3 $ 9,995.9
delinquency cure rates.

~~5. Employee Benefit Plans:~~

The Company had an active pension plan (the "Plan") covering a portion of its work force until December 31, 2013. The Plan is a defined benefit plan pursuant to which pension payments are based primarily on years of service and employee compensation near retirement. The Plan was closed to new participants and benefits were frozen as of December 31, 2013. As a result, eligible employees retained all of the vested rights as of the effective date of the freeze. While additional benefits no longer accrue, the Company's cumulative obligation continues to be subject to

further adjustment due to changes in actuarial assumptions such as expected mortality and changes in interest rates. Net periodic pension costs for the quarterly periods ended March 31, 2021 and 2020 were not material to Old Republic's consolidated statements of income.

~~6. Information About Segments of Business:~~

Old Republic is engaged in the single business of insurance underwriting and related services. The Company conducts its operations through a number of regulated insurance company subsidiaries organized into 3 major segments, namely its General Insurance (property and liability insurance), Title Insurance, and the Republic Financial Indemnity Group ("RFIG") Run-off Business. The results of a small life and accident insurance business are included with those of the parent holding company and its internal corporate services subsidiaries. Each of the Company's segments underwrites and services only those insurance coverages which may be written by it pursuant to state insurance regulations and corporate charter provisions. Segment results exclude investment gains or losses and impairments as these are aggregated in the consolidated totals. The contributions of Old Republic's insurance industry segments to consolidated totals are shown in the following table.


~~This space left intentionally blank~~

~~Segmented and Consolidated Results:~~

Quarters Ended
March 31,
2021 2020
General Insurance:
Net premiums earned $ 859.1 $ 852.8
Net investment income and other income 120.9 125.1
Total revenues excluding investment gains (losses) $ 980.0 $ 978.0
Segment pretax operating income (loss) (a) $ 140.8 $ 110.1
Income tax expense (credits) $ 27.3 $ 20.8
Title Insurance:
Net premiums earned (c) $ 861.0 $ 609.4
Title, escrow and other fees (c) 106.6 81.2
Sub-total (c) 967.7 690.7
Net investment income and other income 10.7 10.9
Total revenues excluding investment gains (losses) (c) $ 978.4 $ 701.6
Segment pretax operating income (loss) (a) $ 103.7 $ 43.3
Income tax expense (credits) $ 21.8 $ 9.2
RFIG Run-off Business:
Net premiums earned $ 9.2 $ 12.6
Net investment income and other income 3.2 4.3
Total revenues excluding investment gains (losses) $ 12.4 $ 17.0
Segment pretax operating income (loss) $ 4.9 $ 8.4
Income tax expense (credits) $ .9 $ 1.6

Consolidated Revenues:
Total revenues of Company segments (c) $ 1,971.0 $ 1,696.7
Other sources (b) 35.1 39.8
Consolidated investment gains (losses):
Realized from actual transactions and impairments 7.8 18.5
Unrealized from changes in fair value of equity securities 367.5 (962.7)
Total realized and unrealized investment gains (losses) 375.4 (944.1)
Consolidation elimination adjustments (26.5) (28.2)
Consolidated revenues (c) $ 2,355.0 $ 764.0
Consolidated Pretax Income (Loss):
Total segment pretax operating income (loss) of
Company segments $ 249.4 $ 161.8
Other sources - net (b) 5.6 12.3
Consolidated investment gains (losses):
Realized from actual transactions and impairments 7.8 18.5
Unrealized from changes in fair value of equity securities 367.5 (962.7)
Total realized and unrealized investment gains (losses) 375.4 (944.1)
Consolidated income (loss) before income
taxes (credits) $ 630.6 $ (769.9)

Quarters Ended
March 31,
2021 2020
Consolidated Income Tax Expense (Credits):
Total income tax expense (credits)
of Company segments $ 50.1 $ 31.6
Other sources - net (b) (1.3) 1.6
Income tax expense (credits) on consolidated realized
and unrealized investment gains (losses) 79.6 (198.5)
Consolidated income tax expense (credits) $ 128.5 $ (165.1)

March 31, December 31,
2021 2020
Consolidated Assets:
General Insurance $ 19,561.7 $ 19,226.1
Title Insurance 2,004.2 1,920.9
RFIG Run-off Business 574.6 582.9
Total assets of company segments 22,140.6 21,730.0
Other assets (b) 1,094.6 1,318.2
Consolidation elimination adjustments (185.9) (233.0)
Consolidated assets $ 23,049.3 $ 22,815.2

(a) Segment pretax operating income (loss) is reported net of interest charges on intercompany financing arrangements with Old Republic's holding company parent for the following segments: GeneralNote 4 - ~~$15.8 and $16.4 for the quarters ended March 31, 2021 and 2020, respectively, and Title - $.4 and $.9 for the quarters ended March 31, 2021 and 2020, respectively.~~

~~(b) Includes amounts for a small life and accident insurance business as well as those of the parent holding company and its internal corporate services subsidiaries.~~

~~(c) Reclassification adjustments were made to certain Title segment revenues and expenses in the quarter ended March 31, 2020 to conform to the current presentation. See Note 1.~~

~~7. Commitments and Contingent Liabilities:~~

~~Legal Proceedings~~ - Legal proceedings against the Company and its subsidiaries routinely arise in the normal course of business and usually pertain to claim matters related to insurance policies and contracts issued by its insurance subsidiaries. At March 31, 2021, the Company had no material non-claim litigation exposures in its consolidated business.

~~8. Debt:~~

~~Consolidated debt of Old Republic and its subsidiaries is summarized below:~~

March 31, 2021 December 31, 2020
Carrying
Amount Fair
Value Carrying
Amount Fair
Value
4.875% Senior Notes issued in 2014 and due 2024 $ 398.0 $ 450.2 $ 397.9 $ 457.7
3.875% Senior Notes issued in 2016 and due 2026 546.9 611.1 546.8 634.1
Other miscellaneous debt 2.2 2.2 21.7 21.7
Total debt $ 947.2 $ 1,063.6 $ 966.4 $ 1,113.6

~~Fair Value Measurements -~~ The Company utilizes indicative market prices, which incorporate recent actual market transactions and current bid/ask quotations to estimate the fair value of outstanding debt securities that are classified within Level 2 of the fair value hierarchy as presented below. The Company uses an internally generated interest yield market matrix table, which incorporates maturity, coupon rate, credit quality, structure and current market conditions to estimate the fair value of its outstanding debt securities that are classified within Level 3.

~~The following table shows a summary of financial liabilities disclosed, but not carried at fair value, segregated among the various input levels described in Note 3 above:~~

Carrying Fair
Value Value Level 1 Level 2 Level 3
Financial Liabilities:
Debt:
March 31, 2021 $ 947.2 $ 1,063.6 $ 0 $ 1,061.3 $ 2.2
December 31, 2020 $ 966.4 $ 1,113.6 $ 0 $ 1,091.9 $ 21.7

9. Income ~~Taxes:~~Taxes

Tax positions taken or expected to be taken in a tax return by the Company are recognized in the financial statements when it is more likely than not that the position would be sustained upon examination by tax authorities. To the best of management's knowledge, there are no tax uncertainties that are expected to result in significant increases or decreases to unrecognized tax benefits within the next twelve month period. The Company views its income tax exposures as primarily consisting of timing differences whereby the ultimate deductibility of a taxable amount is highly certain but the timing of its deductibility is uncertain. Such differences relate principally to the timing of deductions for loss and premium reserves. As in prior examinations, the Internal Revenue Service ("IRS") could assert that claim reserve deductions were overstated thereby reducing the Company's statutory taxable income in any particular year. The Company believes that it establishes its reserves fairly and consistently at each balance sheet date, and that it would succeed in defending its tax position in these regards. Because of the impact of deferred tax accounting, the possible accelerated payment of tax to the IRS would not necessarily affect the annual effective tax rate. The Company classifies interest and penalties as income tax expense in the consolidated statement of income. The Company is not currently under audit by the IRS and ~~2017~~2018 and subsequent tax years remain open.

Note 5 - Net Income Per Share

Consolidated basic earnings per share excludes the dilutive effect of common stock equivalents and is computed by dividing income (loss) available to common stockholders by the weighted-average number of common shares actually outstanding for the periods presented. Diluted earnings per share are similarly calculated with the inclusion of dilutive common stock equivalents. The following table provides a reconciliation of net income (loss) and the number of shares used in basic and diluted earnings per share calculations.


	Quarters Ended
	March 31,
		2022		2021
Numerator:
Basic and diluted earnings per share -
income (loss) available to common stockholders		$	306.3	$	502.1



Denominator:
Basic earnings per share -
weighted-average shares (a)		303,582,578		298,753,132
Effect of dilutive securities - stock based
compensation awards		1,842,014		940,382
Diluted earnings per share -
adjusted weighted-average shares (a)		305,424,592		299,693,514
Earnings per share: Basic		$	1.01	$	1.68
Diluted		$	1.00	$	1.68

Anti-dilutive common stock equivalents
excluded from earnings per share computations:
Stock based compensation awards		—		7,020,142

__________

(a) In calculating earnings per share, pertinent accounting standards require that common shares owned by the Company's Employee Savings and Stock Ownership Plan that are not yet allocated to participants in the plan be excluded from the calculation. Such shares are issued and outstanding, and have the same voting and other rights applicable to all common shares.

Note 6 - Credit Losses

Credit losses on financial assets measured at amortized cost, primarily the Company’s reinsurance recoverables and accounts and notes receivable, are recognized based on estimated losses expected to occur over the life of the asset. The expected credit losses, and subsequent adjustment to such losses, are recorded through an allowance account that is deducted from the amortized cost basis of the financial asset, with the net carrying value of the asset presented on the consolidated balance sheets.

The Company’s credit allowance was comprised of $16.0 related to reinsurance recoverables as of both March 31, 2022 and December 31, 2021, and $25.1 and $24.1 related to accounts and notes receivable, as of March 31, 2022 and December 31, 2021, respectively.

The Company’s evaluation of credit allowances on available for sale fixed income securities is discussed further in Note 2. The Company is not exposed to material concentrations of credit risks as to any one issuer of investment securities.

1814

Note 7 - Debt

Consolidated debt of Old Republic and its subsidiaries is summarized below:


	March 31, 2022				December 31, 2021
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
4.875% Senior Notes issued in 2014 and due 2024	$	398.6	$	414.9	$	398.4	$	435.8
3.875% Senior Notes issued in 2016 and due 2026	547.5		555.8		547.3		597.0
3.850% Senior Notes issued in 2021 and due 2051	642.7		601.5		642.6		702.9
Other miscellaneous debt	5.3		5.3		—		—
Total debt	$	1,594.2	$	1,577.6	$	1,588.5	$	1,735.7

Fair Value Measurements - The Company utilizes indicative market prices, which incorporate recent actual market transactions and current bid/ask quotations to estimate the fair value of outstanding debt securities that are classified within Level 2 of the fair value hierarchy as presented below. The Company used an internally generated interest yield market matrix table, which incorporates maturity, coupon rate, credit quality, structure and current market conditions to estimate the fair value of its outstanding debt securities that were classified within Level 3.

The following table shows a summary of financial liabilities disclosed, but not carried at fair value, segregated among the various input levels described in Note 3 above:


	Carrying		Fair
	Value		Value		Level 1		Level 2		Level 3
Financial Liabilities:
Debt:
March 31, 2022	$	1,594.2	$	1,577.6	$	—	$	1,572.3	$	5.3
December 31, 2021	$	1,588.5	$	1,735.7	$	—	$	1,735.7	$	—

Note 8 - Commitments and Contingent Liabilities

Legal Proceedings - Legal proceedings against the Company and its subsidiaries routinely arise in the normal course of business and usually pertain to claim matters related to insurance policies and contracts issued by its insurance subsidiaries. At March 31, 2022, the Company had no material non-claim litigation exposures in its consolidated business.

Note 9 - Information About Segments of Business

The Company is engaged in the single business of insurance underwriting and related services. It conducts its operations through a number of regulated insurance company subsidiaries organized into 3 major segments: General Insurance (property and liability insurance), Title Insurance and the Republic Financial Indemnity Group ("RFIG") Run-off. The results of a small life and accident insurance business are included within the Corporate & Other caption of this report. Old Republic's business is managed for the long run. In this context management's key objectives are to achieve highly profitable operating results over the long term, and to ensure balance sheet strength for the primary needs of the insurance subsidiaries' underwriting and related services business. In this view, the evaluation of periodic and long-term results excludes consideration of all investment gains (losses). Under GAAP, however, net income, inclusive of investment gains (losses), is the measure of total profitability. In management's opinion, the focus on income excluding investment gains (losses), also described herein as segment pretax operating income (loss), provides a better way to analyze, evaluate, and establish accountability for the results of the insurance operations. The inclusion of realized investment gains (losses) in net income can mask trends in operating results, because such realizations are often highly discretionary. Similarly, the inclusion of unrealized investment gains (losses) in equity securities can further distort such operating results with significant period-to-period fluctuations. The contributions of Old Republic's insurance industry segments to consolidated totals are shown in the following table.


	Quarters Ended
	March 31,
		2022		2021
General Insurance:
Net premiums earned		$	910.9	$	859.1
Net investment income and other income		118.4		120.9
Total revenues excluding investment gains (losses)		$	1,029.4	$	980.0
Segment pretax operating income (loss) (a)		$	142.5	$	140.8
Income tax expense (credits)		$	27.6	$	27.3

Title Insurance:
Net premiums earned		$	908.7	$	861.0
Title, escrow and other fees		90.2		106.6
Sub-total		998.9		967.7
Net investment income and other income		11.5		10.7
Total revenues excluding investment gains (losses)		$	1,010.5	$	978.4
Segment pretax operating income (loss) (a)		$	80.9	$	103.7
Income tax expense (credits)		$	16.9	$	21.8

RFIG Run-off:
Net premiums earned		$	6.5	$	9.2
Net investment income and other income		2.0		3.2
Total revenues excluding investment gains (losses)		$	8.6	$	12.4
Segment pretax operating income (loss)		$	9.7	$	4.9
Income tax expense (credits)		$	1.9	$	.9


Consolidated Revenues:
Total revenues of Company segments	$	2,048.5	$	1,971.0
Other sources (b)	45.4		35.1
Consolidated investment gains (losses):
Realized from actual transactions	65.2		7.8
Unrealized from changes in fair value of equity securities	79.8		367.5
Total realized and unrealized investment gains (losses)	145.1		375.4
Consolidation elimination adjustments	(32.4)		(26.5)
Consolidated revenues	$	2,206.6	$	2,355.0

Consolidated Pretax Income (Loss):
Total segment pretax operating income (loss) of
Company segments	$	233.2	$	249.4
Other sources - net (b)	4.2		5.6
Consolidated investment gains (losses):
Realized from actual transactions	65.2		7.8
Unrealized from changes in fair value of equity securities	79.8		367.5
Total realized and unrealized investment gains (losses)	145.1		375.4
Consolidated income (loss) before income
taxes (credits)	$	382.6	$	630.6





Consolidated Income Tax Expense (Credits):
Total income tax expense (credits)
of Company segments	$	46.5	$	50.1
Other sources - net (b)	(.8)		(1.3)
Income tax expense (credits) on consolidated realized
and unrealized investment gains (losses)	30.5		79.6
Consolidated income tax expense (credits)	$	76.3	$	128.5


	March 31,		December 31,
	2022		2021
Consolidated Assets:
General Insurance	$	20,706.3	$	20,660.9
Title Insurance	2,201.3		2,234.2
RFIG Run-off	474.9		516.4
Total assets of company segments	23,382.6		23,411.6
Other assets (b)	1,884.9		1,716.3
Consolidation elimination adjustments	(148.8)		(146.1)
Consolidated assets	$	25,118.8	$	24,981.8

(a) Segment pretax operating income (loss) is reported net of interest charges on intercompany financing arrangements with Old Republic's holding company parent for the following segments: General - $16.0 and $15.8 for the quarters ended March 31, 2022 and 2021, respectively, and Title - $.4 for both the quarters ended March 31, 2022 and 2021, respectively.

(b) Includes amounts for a small life and accident insurance business as well as those of the parent holding company and several internal corporate services subsidiaries.

OLD REPUBLIC INTERNATIONAL CORPORATION

MANAGEMENT ANALYSIS OF FINANCIAL POSITION AND RESULTS OF OPERATIONS

Quarters Ended March 31, ~~2021~~2022 and ~~2020~~2021

($ in Millions, Except Share Data)


OVERVIEW

This management analysis of financial position and results of operations pertains to the consolidated accounts of Old Republic International Corporation ("Old Republic", "ORI", or "the Company"). The Company conducts its operations ~~principally~~ through a number of regulated insurance company subsidiaries organized into three major ~~regulatory segments, namely, its~~segments: General Insurance (property and ~~liability)~~liability insurance), Title Insurance and ~~the RFIG Run-off Business.~~Republic Financial Indemnity Group ("RFIG") Run-off. A small life and accident insurance business, accounting for ~~.2%~~.1% of consolidated operating revenues for the quarter ended March 31, ~~2021~~2022 and ~~.6%~~.5% of consolidated assets as of that date, is included within the ~~corporate and other~~Corporate & Other caption of this report.

The consolidated accounts are presented in conformity with the Financial Accounting Standards Board's ("FASB") Accounting Standards Codification ("ASC") of accounting principles generally accepted in the United States of America ("GAAP"). As a publicly held company, Old Republic utilizes GAAP ~~largely~~ to comply with the financial reporting requirements of the Securities and Exchange Commission ("SEC"). From time to time the FASB and the SEC issue various releases, many of which require additional financial statement disclosures and provide related application guidance. Recent guidance issued by the FASB is summarized further in ~~Note 1 of~~ the Notes to Consolidated Financial ~~Statements.~~Statements where applicable.

As a state regulated financial institution vested with the public interest, however, business of the Company's insurance subsidiaries is managed pursuant to the laws, regulations, and accounting practices of the various states in the U.S. and those of a small number of other jurisdictions outside the U.S. in which they operate. In comparison with GAAP, the statutory accounting practices reflect greater conservatism and comparability among insurers, and are intended to address the primary financial security interests of policyholders and their beneficiaries. Additionally, these practices also affect a significant number of important factors such as product pricing, risk bearing capacity and capital adequacy, the determination of Federal income taxes payable currently among ORI's tax-consolidated entities, and the upstreaming of dividends by insurance subsidiaries to the parent holding company. The major differences between these statutory financial accounting practices and GAAP are summarized in Note ~~1(a)~~1 to the consolidated financial statements included in Old Republic's ~~2020~~2021 Annual Report on Form 10-K.

The insurance business is distinguished from most others in that the prices (premiums) charged for ~~various insurance~~most products are set without ~~certainty of~~knowing what the ultimate ~~benefit and~~ claim costs ~~that~~ will ~~emerge, often~~be. We also can't know exactly when claims will be paid, which may be many years after ~~issuance and expiration of~~ a ~~policy.~~policy was issued or expired. This ~~basic fact~~ casts Old Republic as a risk-taking enterprise managed for the long run. ~~Management~~Old Republic therefore conducts the business with a primary focus on achieving favorable underwriting results over cycles, and on ~~the maintenance of~~maintaining a sound financial ~~soundness in~~condition to support ~~of the insurance~~our subsidiaries' long-term obligations to policyholders and their beneficiaries. To achieve these objectives, adherence to insurance risk management principles is stressed, and asset diversification and quality are emphasized. In addition, management engages in an ongoing assessment of operating risks, such as cybersecurity risks, that could adversely affect the Company's business and reputation.

In addition to income arising from Old Republic's basic underwriting and related services functions, significant investment income is earned from invested funds generated by those functions and from capital resources. Investment management aims for stability of income from interest and dividends, protection of capital, and for sufficiency of liquidity to meet insurance underwriting and other obligations as they become payable in the future. Securities trading and the realization of capital gains are not primary objectives. The investment philosophy is therefore best characterized as emphasizing value, credit quality, and relatively long-term holding periods. The Company's ability to hold both fixed ~~maturity~~income and equity securities for long periods of time is ~~in turn~~ enabled by the scheduling of maturities in contemplation of an appropriate matching of assets and liabilities, and by investments in large capitalization, highly liquid equity securities.

In light of the above factors, the ~~Company's affairs are~~Company is managed for the long run and ~~without significant~~with little regard ~~to the arbitrary strictures of~~for quarterly or even annual reporting ~~periods that American industry must observe. In Old Republic's view, such short reporting~~periods. These time frames ~~do not comport well with the long-term nature of much of its business.~~are too short. Management ~~therefore~~ believes ~~that the Company's operating~~ results ~~and financial condition can~~are best be evaluated by ~~observing~~looking at underwriting and overall operating performance trends over ~~succeeding five-~~10-year intervals. These likely include one or ~~preferably ten-year intervals. A ten-year period in particular can likely encompass at least one~~two economic and/or underwriting ~~cycle and thereby provide an appropriate~~cycles. This provides enough time ~~frame~~ for ~~such cycle~~these cycles to run ~~its~~their course, for underwriting and ~~for~~ premium rate changes to appear in financial results, and for reserved claim costs to be quantified ~~and emerge in financial results~~ with greater ~~finality and effect.~~certainty.

This management analysis should be read in conjunction with the consolidated financial statements and the footnotes appended to them.

1918


EXECUTIVE SUMMARY

Old Republic International Corporation reported the following consolidated results:
OVERALL RESULTS
Quarters Ended March 31,
2021 2020 % Change
Pretax income (loss) $ 630.6 $ (769.9)
Pretax investment gains (losses) 375.4 (944.1)
Pretax income (loss) excluding investment gains (losses) $ 255.1 $ 174.2 46.5 %
Net income (loss) $ 502.1 $ (604.8)
Net of tax investment gains (losses) 295.7 (745.6)
Net income (loss) excluding investment gains (losses) $ 206.3 $ 140.8 46.5 %
PER DILUTED SHARE
Quarters Ended March 31,
2021 2020 % Change
Net income (loss) $ 1.68 $ (2.01)
Net of tax investment gains (losses) .99 (2.48)
Net income (loss) excluding investment gains (losses) $ .69 $ .47 46.8 %
SHAREHOLDERS' EQUITY
March 31, Dec. 31,
2021 2020 % Change
Shareholders' equity: Total $ 6,451.8 $ 6,186.6 4.3 %
Per Common Share $ 21.59 $ 20.75 4.0 %

Old Republic International Corporation reported the following consolidated results:


OVERALL RESULTS

	Quarters Ended March 31,
		2022		2021		% Change
Pretax income (loss)		$	382.6	$	630.6
Pretax investment gains (losses)		145.1		375.4
Pretax income (loss) excluding investment gains (losses)		$	237.5	$	255.1	-6.9	%

Net income (loss)		$	306.3	$	502.1
Net of tax investment gains (losses)		114.5		295.7
Net income (loss) excluding investment gains (losses)		$	191.7	$	206.3	-7.0	%

PER DILUTED SHARE

	Quarters Ended March 31,
		2022		2021		% Change
Net income (loss)		$	1.00	$	1.68
Net of tax investment gains (losses)		.37		.99
Net income (loss) excluding investment gains (losses)		$	.63	$	.69	-8.7	%

SHAREHOLDERS' EQUITY

		March 31,		Dec. 31,
		2022		2021		% Change
Total		$	6,750.1	$	6,893.2	-2.1	%
Per Common Share		$	22.23	$	22.76	-2.3	%

Old Republic International Corporation reported pretax income, excluding investment gains, of $237.5 for the quarter. The decline compared to the 2021 period, is within our expectations as increasing mortgage interest rates began to affect Title Insurance results. Both General Insurance and Title Insurance produced solid underwriting results that drove a consolidated combined ratio of 91.9% for the quarter.

Consolidated net premiums and fees earned was $1.9 billion for the quarter representing growth of 4.4% compared to the 2021 period. General Insurance net earned premiums grew by 6.0%, while Title Insurance growth in premium and fees was tempered by lower revenues within their direct operations. Net investment income increased slightly for the quarter, reflecting growth in the invested asset base, offset by lower investment yields earned.

Book value per share was $22.23 as of March 31, 2022, reflecting interest rate driven unrealized losses in the fixed income portfolio, offset by operating earnings. With the addition of dividends declared during the quarter, this was a decrease of 1.3% over year-end 2021.

This year’s first quarter consolidated pretax income, excluding investment gains or losses continued to show strong growth in profitability in the General Insurance and Title Insurance businesses. Solid underwriting results produced a consolidated combined ratio of 90.9%, compared to 95.1% in the first quarter of 2020. Total and per share net income reflect significant changes in the fair value of equity securities, particularly by comparison to 2020’s first quarter when equity markets were disrupted by the onset of the COVID-19 pandemic.

In the first quarter the economy began to recover from the effects of the pandemic as the widespread distribution of effective vaccines commenced. General Insurance earned premiums increased slightly compared to the first quarter of 2020 when the impact of the pandemic was not yet reflected. Title Insurance continued to experience robust growth in premium and fee revenues as low interest rates and a favorable real estate market persisted. The RFIG Run-off business produced a small underwriting profit as delinquencies continued to decline from the elevated levels at the height of the pandemic.

Net investment income decreased for the quarter as moderate growth in the invested asset base was more than offset by lower investment yields. As the equity market performance continued to improve, the Company’s common stock portfolio appreciated, however was partially offset by declines in the fixed maturity portfolio. This overall favorable investment valuation, along with higher retained earnings contributed to an increased book value per share of $21.59 as of March 31, 2021 from $20.75 at December 31, 2020.

As the economy emerges from the impacts of the pandemic, premium and fee revenues in General Insurance could continue growing, especially compared to the 2020 periods where exposure levels were lower due to the effects of the pandemic on economic activity and employment levels. Title Insurance premium and fee revenues could remain strong as long as low interest rates and a favorable real estate market continue. In the RFIG Run-off business, future claims experience could depend upon the continued, mitigating effects of loan forbearance programs mandated by the Federal government, and the rate at which employment levels recover. Management believes that the Company’s strong financial condition will enable it to thrive as the economy recovers.

Old Republic's business is managed for the long run. In this context management's key objectives are to achieve highly profitable operating results over the long term, and to ensure balance sheet strength for the primary needs of the insurance subsidiaries' underwriting and related services business. In this view, the evaluation of periodic and long-term results excludes consideration of all investment gains ~~and~~ (losses). Under Generally Accepted Accounting Principles (GAAP), however, net income, ~~(loss), which includes all specifically defined realized and unrealized~~inclusive of investment gains ~~and~~ (losses), is the measure of total profitability.

In management's opinion, the focus on income ~~(loss)~~ excluding ~~all~~ investment gains ~~and losses~~(losses), also described herein as segment pretax operating income (loss), provides a better way to ~~realistically~~ analyze, evaluate, and establish accountability for the results ~~and benefits that arise from the basic operations~~ of the ~~business.~~insurance operations. The inclusion of realized investment gains ~~and~~ (losses) in net income ~~(loss)~~ can mask ~~the reality and~~ trends in ~~the fundamental~~ operating results, ~~of the insurance business. That is~~ because ~~their realization is, more~~such realizations are often ~~than not,~~ highly discretionary. It is usually affected by the timing of individual securities sales, tax-planning considerations, and modifications of investment management judgments about the direction of securities markets or the prospects of individual investees or industry sectors. Moreover,Similarly, the inclusion of unrealized investment gains ~~and~~

(losses) in equity securities can further distort such operating results ~~and trends therein and thus lead to even greater~~with significant period-to-period fluctuations in reported net income (loss). The impact of the continuous volatility in stock market valuations is most evident in its net of tax effect on net income (loss) for the periods reported upon.fluctuations.

FINANCIAL HIGHLIGHTS
Quarters Ended March 31,
SUMMARY INCOME STATEMENTS (a):
2021 2020 % Change
Revenues:
Net premiums and fees earned $ 1,838.9 $ 1,559.3 17.9 %
Net investment income 104.3 114.1 -8.6
Other income 36.3 34.6 4.7
Total operating revenues 1,979.6 1,708.2 15.9
Investment gains (losses):
Realized from actual transactions 7.8 18.5
Unrealized from changes in fair value of equity securities 367.5 (962.7)
Total investment gains (losses) 375.4 (944.1)
Total revenues 2,355.0 764.0
Operating expenses:
Claim costs 603.4 622.6 -3.1
Sales and general expenses 1,110.3 899.4 23.4
Interest and other charges 10.6 11.9 -10.6
Total operating expenses 1,724.4 1,534.0 12.4 %
Pretax income (loss) 630.6 (769.9)
Income taxes (credits) 128.5 (165.1)
Net income (loss) $ 502.1 $ (604.8)
COMMON STOCK STATISTICS:
Components of net income (loss) per share:
Basic net income (loss) excluding investment gains (losses)
$ 0.69 $ 0.47 46.8 %
Net investment gains (losses):
Realized from actual transactions 0.02 0.05
Unrealized from changes in fair value of equity securities 0.97 (2.53)
Basic net income (loss) $ 1.68 $ (2.01)
Diluted net income (loss) excluding investment gains (losses)
$ 0.69 $ 0.47 46.8 %
Net investment gains (losses):
Realized from actual transactions 0.02 0.05
Unrealized from changes in fair value of equity securities 0.97 (2.53)
Diluted net income (loss) $ 1.68 $ (2.01)
Cash dividends on common stock $ 0.22 $ 0.21
Book value per share $ 21.59 $ 17.29 24.9 %
(a) Certain reclassification adjustments were made to increase net premiums and fees earned with a corresponding increase to sales and general expenses in the quarter ended March 31, 2020 to conform the prior period to the current presentation. See Note (a) in Title Insurance Segment Results.


FINANCIAL HIGHLIGHTS
	Quarters Ended March 31,
SUMMARY INCOME STATEMENTS:		2022		2021		% Change
Revenues:
Net premiums and fees earned		$	1,919.0	$	1,838.9	4.4	%
Net investment income		106.2		104.3		1.8
Other income		36.2		36.3		-0.1
Total operating revenues		2,061.5		1,979.6		4.1
Investment gains (losses):
Realized from actual transactions		65.2		7.8

Unrealized from changes in fair value of equity securities		79.8		367.5
Total investment gains (losses)		145.1		375.4
Total revenues		2,206.6		2,355.0
Operating expenses:
Claim costs		607.9		603.4		0.8
Sales and general expenses		1,199.0		1,110.3		8.0
Interest and other charges		16.9		10.6		59.0
Total operating expenses		1,823.9		1,724.4		5.8	%
Pretax income (loss)		382.6		630.6
Income taxes (credits)		76.3		128.5
Net income (loss)		$	306.3	$	502.1


COMMON STOCK STATISTICS:
Components of net income (loss) per share:
Basic net income (loss) excluding investment gains (losses)		$	0.63	$	0.69	-8.7	%
Net investment gains (losses):
Realized from actual transactions		0.17		0.02
Unrealized from changes in fair value of equity securities		0.21		0.97
Basic net income (loss)		$	1.01	$	1.68
Diluted net income (loss) excluding investment gains (losses)		$	0.63	$	0.69	-8.7	%
Net investment gains (losses):
Realized from actual transactions		0.17		0.02
Unrealized from changes in fair value of equity securities		0.20		0.97
Diluted net income (loss)		$	1.00	$	1.68
Cash dividends on common stock		$	0.23	$	0.22
Book value per share		$	22.23	$	21.59	3.0	%

~~Management believes~~We believe the information presented in ~~sections A to G and J of the table on~~ the following ~~page highlight~~table highlights the most meaningful ~~realistic~~ indicators of ORI's segmented and consolidated financial performance. The information underscores the ~~necessity~~performance of ~~reviewing reported results by separating~~our underwriting operations, as well as our sound investment of the ~~inherent volatility of securities markets~~capital and ~~their above-noted impact on reported net income (loss).~~underwriting cash flows from these operations.

2120


Sources of Consolidated Income (Loss)										Sources of Consolidated Income (Loss)
											Quarters Ended March 31,
		Major Segmented and Consolidated Elements of Income (Loss)										2022			2021			% Change
		Quarters Ended March 31,
		2021			2020			% Change
A. Net premiums, fees, and other income (c):
A. Net premiums, fees, and other income:										A. Net premiums, fees, and other income:
General insurance	General insurance	$	859.1		$	852.8		0.7	%	General insurance		$	910.9		$	859.1		6.0	%
Title insurance	Title insurance	967.7			690.7			40.1		Title insurance		998.9			967.7			3.2
Corporate and other		2.8			3.1			-9.4
Corporate & other										Corporate & other		2.4			2.8			-13.3
Other income	Other income	36.3			34.6			4.7		Other income		36.2			36.3			-0.1
Subtotal	Subtotal	1,866.0			1,581.4			18.0		Subtotal		1,948.7			1,866.0			4.4
RFIG run-off business		9.2			12.6			-26.8
RFIG run-off										RFIG run-off		6.5			9.2			-29.0
Consolidated	Consolidated	$	1,875.2		$	1,594.0		17.6	%	Consolidated		$	1,955.2		$	1,875.2		4.3	%

B. Underwriting and related services income (loss):	B. Underwriting and related services income (loss):									B. Underwriting and related services income (loss):

General insurance	General insurance	$	71.9		$	37.5		91.7	%	General insurance		$	76.3		$	71.9		6.2	%
Title insurance	Title insurance	93.8			33.3			181.1		Title insurance		70.2			93.8			-25.2
Corporate and other		(6.0)			(2.9)			-103.1
Corporate & other										Corporate & other		(6.1)			(6.0)			-0.4
Subtotal	Subtotal	159.7			67.9			135.2		Subtotal		140.4			159.7			-12.0
RFIG run-off business		1.7			4.0			-56.7
RFIG run-off										RFIG run-off		7.7			1.7			N/M
Consolidated	Consolidated	$	161.4		$	71.9		124.4	%	Consolidated		$	148.2		$	161.4		-8.2	%
C. Consolidated underwriting ratio (d):
Claim ratio		32.8		%	39.9		%

C. Consolidated underwriting ratio:										C. Consolidated underwriting ratio:
Claim ratio:										Claim ratio:
Current year										Current year		34.1		%	34.6		%
Prior years										Prior years		(2.4)			(1.8)
Total										Total		31.7			32.8
Expense ratio	Expense ratio	58.1			55.2					Expense ratio		60.2			58.1
Combined ratio	Combined ratio	90.9		%	95.1		%			Combined ratio		91.9		%	90.9		%

D. Net investment income:	D. Net investment income:									D. Net investment income:
General insurance	General insurance	$	84.8		$	90.6		-6.3	%	General insurance		$	82.4		$	84.8		-2.8	%
Title insurance	Title insurance	10.5			10.8			-3.0		Title insurance		11.3			10.5			7.6
Corporate and other		5.7			8.3			-31.2
Corporate & other										Corporate & other		10.4			5.7			81.8
Subtotal	Subtotal	101.1			109.8			-7.9		Subtotal		104.2			101.1			3.1
RFIG run-off business		3.2			4.3			-26.4
RFIG run-off										RFIG run-off		2.0			3.2			-36.2
Consolidated	Consolidated	$	104.3		$	114.1		-8.6	%	Consolidated		$	106.2		$	104.3		1.8	%

E. Interest and other charges (credits):	E. Interest and other charges (credits):									E. Interest and other charges (credits):
General insurance	General insurance	$	16.0		$	18.0				General insurance		$	16.3		$	16.0
Title insurance	Title insurance	0.6			0.8					Title insurance		0.5			0.6
Corporate and other (a)		(5.9)			(6.9)
Corporate & other (a)										Corporate & other (a)		—			(5.9)
Subtotal	Subtotal	10.6			11.9					Subtotal		16.9			10.6
RFIG run-off business		—			—
RFIG run-off										RFIG run-off		—			—
Consolidated	Consolidated	$	10.6		$	11.9		-10.6	%	Consolidated		$	16.9		$	10.6		59.0	%

F. Segmented and consolidated pretax income (loss)	F. Segmented and consolidated pretax income (loss)									F. Segmented and consolidated pretax income (loss)

excluding investment gains (losses)(B+D-E):	excluding investment gains (losses)(B+D-E):									excluding investment gains (losses)(B+D-E):
General insurance	General insurance	$	140.8		$	110.1		27.9	%	General insurance		$	142.5		$	140.8		1.2	%
Title insurance	Title insurance	103.7			43.3			139.3		Title insurance		80.9			103.7			-21.9
Corporate and other		5.6			12.3			-54.0
Corporate & other										Corporate & other		4.2			5.6			-24.6
Subtotal	Subtotal	250.1			165.7			50.9		Subtotal		227.7			250.1			-9.0
RFIG run-off business		4.9			8.4			-40.9
RFIG run-off										RFIG run-off		9.7			4.9			97.0
Consolidated	Consolidated	255.1			174.2			46.5	%	Consolidated		237.5			255.1			-6.9	%
Income taxes (credits) on above (b)	Income taxes (credits) on above (b)	48.8			33.3					Income taxes (credits) on above (b)		45.7			48.8
G. Net income (loss) excluding	G. Net income (loss) excluding									G. Net income (loss) excluding
investment gains (losses)	investment gains (losses)	206.3			140.8			46.5	%	investment gains (losses)		191.7			206.3			-7.0	%
H. Consolidated pretax investment
gains (losses):
H. Consolidated pretax investment gains (losses):										H. Consolidated pretax investment gains (losses):
Realized from actual transactions	Realized from actual transactions									Realized from actual transactions		65.2			7.8
and impairments		7.8			18.5
Unrealized from changes in	Unrealized from changes in									Unrealized from changes in
fair value of equity securities	fair value of equity securities	367.5			(962.7)					fair value of equity securities		79.8			367.5
Total	Total	375.4			(944.1)					Total		145.1			375.4
Income taxes (credits) on above	Income taxes (credits) on above	79.6			(198.5)					Income taxes (credits) on above		30.5			79.6
Net of tax investment gains (losses)	Net of tax investment gains (losses)	295.7			(745.6)					Net of tax investment gains (losses)		114.5			295.7
I. Net income (loss)	I. Net income (loss)	$	502.1		$	(604.8)				I. Net income (loss)		$	306.3		$	502.1
J. Consolidated operating cash flow	J. Consolidated operating cash flow	$	296.0		$	216.3				J. Consolidated operating cash flow		$	278.4		$	296.0

~~(a)~~(a) Includes consolidation/elimination entries. (b) The effective tax rates applicable to pretax income excluding investment gains ~~and~~ (losses) were ~~19.1%~~19.3% and ~~19.2%~~19.1% for the first quarter 2022 and 2021, ~~and 2020,~~ respectively. (c) Certain reclassification adjustments were made to increase net premiums and fees earned with a corresponding increase to sales and general expenses in the quarter ended March 31, 2020 to conform the prior period to the current presentation. See Note (a) in Title Insurance Segment results.

2221



General Insurance Segment Results


		General Insurance										General Insurance
		Summary Operating Results										Summary Operating Results
		Quarters Ended March 31,									Quarters Ended March 31,
		2021			2020			% Change				2022			2021			% Change
Net premiums written	Net premiums written	$	871.2		$	860.7		1.2	%	Net premiums written		$	960.8		$	871.2		10.3	%
Net premiums earned	Net premiums earned	859.1			852.8			0.7		Net premiums earned		910.9			859.1			6.0
Net investment income	Net investment income	84.8			90.6			-6.3		Net investment income		82.4			84.8			-2.8
Other income	Other income	36.0			34.5			4.4		Other income		35.9			36.0			-0.2
Operating revenues	Operating revenues	980.0			978.0			0.2		Operating revenues		1,029.4			980.0			5.0
Claim costs	Claim costs	567.3			595.4			-4.7		Claim costs		582.2			567.3			2.6
Sales and general expenses	Sales and general expenses	255.8			254.4			0.5		Sales and general expenses		288.3			255.8			12.7
Interest and other charges	Interest and other charges	16.0			18.0			-11.1		Interest and other charges		16.3			16.0			2.0
Operating expenses	Operating expenses	839.2			867.9			-3.3		Operating expenses		886.9			839.2			5.7
Segment pretax operating income (loss)	Segment pretax operating income (loss)	$	140.8		$	110.1		27.9	%	Segment pretax operating income (loss)		$	142.5		$	140.8		1.2	%

Claim ratio	Claim ratio	66.0		%	69.8		%			Claim ratio		63.9		%	66.0		%
Expense ratio	Expense ratio	25.6			25.8					Expense ratio		27.7			25.6
Combined ratio	Combined ratio	91.6		%	95.6		%			Combined ratio		91.6		%	91.6		%

General Insurance net premiums earned ~~were up slightly~~increased 6.0% for the quarter, with rising premiums in ~~the first quarter by comparison to the first quarter~~commercial auto, financial indemnity, and property lines of ~~the prior year which was largely unaffected by the pandemic.~~coverage. Strong premium rate increases for most lines of coverage, other than workers' compensation, high renewal retention ratios, and new business production ~~continued. Rising premiums in commercial auto, financial indemnity and property coverages largely offset the decline in workers’ compensation and general liability premiums.~~all contributed. Net investment income decreased ~~for~~slightly in the quarter, asreflecting lower investment yields ~~more than~~earned, partially offset by growth in the ~~higher investment~~invested asset base.

The ~~General Insurance~~ reported claim ratio for General Insurance improved in the ~~first~~ quarter, ~~driven by~~inclusive of favorable reserve development from prior periods and ~~from~~a lower current period claim ~~provisions~~provision, attributable to several years of premium rate increases, underwriting actions, and a shift in ~~workers’ compensation and commercial auto coverages.~~ the line of coverage mix.

The first quarter expense ratio ~~remained relatively consistent with~~was elevated compared to the ~~prior year’s first~~same quarter ~~and~~last year, generally ~~reflects~~reflecting the shift in line of coverage mix, and an increase in employee costs, including the ~~variability~~timing of ~~sales~~certain benefit accruals. Investments in new products and ~~general expenses among various~~geographies in recent years have diversified the General Insurance business, resulting in shifts in the lines of ~~coverage.~~ coverage mix toward lines with higher expense ratios and lower current period claim ratios.

Together, these factors produced ~~significantly~~ greater pretax operating income for the ~~first quarter.~~period reported.

The following table shows recent annual and interim periods' claim ratios and the effects of claim development trends:


					Effect of Prior Periods'										Effect of Prior Periods'
					(Favorable)/			Claim Ratio Excluding							(Favorable)/			Claim Ratio Excluding
		Reported			Unfavorable Claim			Prior Periods' Claim				Reported			Unfavorable Claim			Prior Periods' Claim
		Claim Ratio			Reserves Development			Reserves Development				Claim Ratio			Reserves Development			Reserves Development
2016			73.0	%		0.3	%		72.7	%
2017	2017		71.8			0.7			71.1		2017		71.8	%		0.7	%		71.1	%
2018	2018		72.2			—			72.2		2018		72.2			—			72.2
2019	2019		71.8			0.4			71.4		2019		71.8			0.4			71.4
2020	2020		69.9	%		(0.8)	%		70.7	%	2020		69.9			(0.8)			70.7
1st Quarter 2020			69.8	%		(0.7)	%		70.5	%
1st Quarter 2021			66.0	%		(2.7)	%		68.7	%
2021											2021		64.8	%		(3.8)	%		68.6	%

1st Quarter 2021											1st Quarter 2021		66.0	%		(2.7)	%		68.7	%
1st Quarter 2022											1st Quarter 2022		63.9	%		(3.2)	%		67.1	%

Quarterly and annual claim ratios and trends may not be ~~particularly meaningful indicators~~indicative of future outcomes for a ~~liability-oriented mix of~~ business with relatively long claim payment patterns. ~~Assuming the current~~We target combined ratios between 90% and 95%, and based on our historical line of coverage mix, ~~management's targets are~~a claim ratio ~~averages~~average in the high 60% to low 70% range, and an expense ratio ~~averages~~average of 25% ~~or below, and a~~. These components of the combined ratio ~~between 90% and 95%.~~will continue to reflect the line of coverage mix.

2322



Title Insurance Segment Results

Title Insurance
Summary Operating Results
Quarters Ended March 31,
2021 2020 % Change
Net premiums and fees earned (a) $ 967.7 $ 690.7 40.1 %
Net investment income 10.5 10.8 -3.0
Other income 0.2 0.1 77.1
Operating revenues 978.4 701.6 39.4
Claim costs 29.2 21.5 35.8
Sales and general expenses (a) 844.8 635.9 32.9
Interest and other charges 0.6 0.8 -24.7
Operating expenses 874.7 658.3 32.9
Segment pretax operating income (loss) $ 103.7 $ 43.3 139.3 %
Claim ratio 3.0 % 3.1 %
Expense ratio 87.3 92.0
Combined ratio 90.3 % 95.1 %

~~________~~


		Title Insurance
		Summary Operating Results
	Quarters Ended March 31,
		2022			2021			% Change
Net premiums and fees earned		$	998.9		$	967.7		3.2	%
Net investment income		11.3			10.5			7.6
Other income		0.2			0.2			-5.9
Operating revenues		1,010.5			978.4			3.3
Claim costs		29.3			29.2			0.3
Sales and general expenses		899.6			844.8			6.5
Interest and other charges		0.5			0.6			-16.0
Operating expenses		929.5			874.7			6.3
Segment pretax operating income (loss)		$	80.9		$	103.7		-21.9	%

Claim ratio		2.9		%	3.0		%
Expense ratio		90.0			87.3
Combined ratio		92.9		%	90.3		%

(a) Certain reclassification adjustments were made to increase net premiums and fees earned with a corresponding increase to sales and general expenses of $62.5 in the quarter ended March 31, 2020. These adjustments were made to conform the prior period to the current presentation to reflect such revenues gross of applicable commission expense and had no impact on segmented pretax operating income (loss).

Title Insurance net premiums and fees earned ~~increased~~grew by ~~approximately 40%~~3.2% in the quarter. Agency revenues continued to increase over the ~~first quarter of 2020, with strong results generated~~prior period although at a lower rate than in recent quarters. Revenue from ~~both agency and~~ direct production ~~channels. This performance was driven~~channels declined in the quarter, and we expect both directly produced and agency produced revenues to be lower throughout the year when compared to prior year periods. Increases in mortgage interest rates significantly reduced refinance activity in the quarter and likely will for the remainder of the year. Purchase order levels were in line with the prior period and continue to benefit from strong housing prices. Ongoing increases in mortgage interest rates may affect purchase activity through the remainder of the year. Net investment income increased slightly in the quarter, reflecting growth in the invested asset base, offset by ~~a continued low interest rate environment and a robust real estate market, resulting in an increase in both purchase transactions and refinance activity.~~lower investment yields earned.

~~The~~ Title ~~Insurance reported~~Insurance's claim ~~ratio trended slightly lower~~ratios were relatively flat for the quarter. The first quarter ~~influenced by favorable reserve development from prior periods. The~~ expense ratio ~~improved over~~was elevated compared to the ~~prior year’s first~~same quarter ~~from~~last year, generally reflecting the combination of lower directly produced revenues that carry higher fixed expenses, along with a greater ~~leverage~~proportion of agency produced revenues that have a higher overall expense ratio.

Together, these factors produced lower pretax operating income for the ~~expense structure on significantly higher premium and fee volume.~~period reported.

The following table shows recent annual and interim periods’ claim ratios and the effects of claim development trends:


					Effect of Prior Periods'										Effect of Prior Periods'
					(Favorable)/			Claim Ratio Excluding							(Favorable)/			Claim Ratio Excluding
		Reported			Unfavorable Claim			Prior Periods' Claim				Reported			Unfavorable Claim			Prior Periods' Claim
		Claim Ratio			Reserves Development			Reserves Development				Claim Ratio			Reserves Development			Reserves Development
2016			3.5	%		(1.0)	%		4.5	%
2017	2017		0.8			(3.0)			3.8		2017		0.8	%		(3.0)	%		3.8	%
2018	2018		1.9			(1.8)			3.7		2018		1.9			(1.8)			3.7
2019	2019		2.5			(1.2)			3.7		2019		2.5			(1.2)			3.7
2020	2020		2.3	%		(1.3)	%		3.6	%	2020		2.3			(1.3)			3.6
1st Quarter 2020			3.1	%		(0.5)	%		3.6	%
1st Quarter 2021			3.0	%		(0.6)	%		3.6	%
2021											2021		2.6	%		(1.0)	%		3.6	%

1st Quarter 2021											1st Quarter 2021		3.0	%		(0.6)	%		3.6	%
1st Quarter 2022											1st Quarter 2022		2.9	%		(0.6)	%		3.5	%

2423



RFIG Run-off Segment Results


		RFIG Run-off										RFIG Run-off
		Summary Operating Results										Summary Operating Results
		Quarters Ended March 31,									Quarters Ended March 31,
		2021			2020			% Change				2022			2021			% Change
Mortgage Insurance (MI)	Mortgage Insurance (MI)									Mortgage Insurance (MI)
Net premiums earned	Net premiums earned	$	9.2		$	12.6		-26.8	%	Net premiums earned		$	6.5		$	9.2		-29.0	%
Net investment income	Net investment income	3.2			4.3			-26.4		Net investment income		2.0			3.2			-36.2
Claim costs	Claim costs	4.3			4.7			-9.9		Claim costs		(4.2)			4.3			N/M
MI pretax operating income (loss)	MI pretax operating income (loss)	$	4.9		$	8.4		-40.9	%	MI pretax operating income (loss)		$	9.7		$	4.9		97.0	%

Claim ratio	Claim ratio	46.5		%	37.8		%			Claim ratio		-64.8		%	46.5		%
Expense ratio	Expense ratio	34.5			30.2					Expense ratio		46.8			34.5
Combined ratio	Combined ratio	81.0		%	68.0		%			Combined ratio		-18.0		%	81.0		%

Pretax operating results of RFIG Run-off reflect the ~~expected~~ continuing drop in net earned premiums ~~from~~in line with the declining risk in force, and significantly lower claim costs ~~affected by~~compared to the ~~economic impacts of~~2021 period. Net investment income decreased in the ~~pandemic. Whereas delinquency trends continued to improve in 2021’s first~~ quarter, ~~they remain elevated by comparison to pre-pandemic levels. Investment income declined as~~reflecting a ~~result of~~declining invested asset base, and lower investment yields earned. Extraordinary dividends of $35.0 million were paid to the parent company during the quarter. Claim costs reflect significantly fewer newly reported delinquencies along with improving trends in cure rates, influenced by a relatively strong economy and ~~to a lesser extent a lower invested asset base.~~real estate market.

~~Prior to~~Together, these factors produced significantly greater pretax operating income for the onset of the pandemic, as indicated in the far right column of the following table, the RFIG Run-off claim ratios had experienced a decline in recent periods largely due to a combination of declining new loan defaults and stable-to-improving cure rates for outstanding delinquent loans.period reported.

Effect of Prior Periods'
(Favorable)/ Claim Ratio Excluding
Reported Unfavorable Claim Prior Periods' Claim
Claim Ratio Reserves Development Reserves Development
2016 34.1 % (39.8) % 73.9 %
2017 57.6 (38.3) 95.9
2018 43.2 (27.0) 70.2
2019 55.0 (12.5) 67.5
2020 81.7 % (26.5) % 108.2 %
1st Quarter 2020 37.8 % (14.6) % 52.4 %
1st Quarter 2021 46.5 % (13.5) % 60.0 %
The following table shows recent annual and interim periods' claim ratios and the effects of claim development trends:


				Effect of Prior Periods'
				(Favorable)/			Claim Ratio Excluding
	Reported			Unfavorable Claim			Prior Periods' Claim
	Claim Ratio			Reserves Development			Reserves Development
2017		57.6	%		(38.3)	%		95.9	%
2018		43.2			(27.0)			70.2
2019		55.0			(12.5)			67.5
2020		81.7			(26.5)			108.2
2021		(5.3)	%		(67.5)	%		62.2	%



1st Quarter 2021		46.5	%		(13.5)	%		60.0	%
1st Quarter 2022		(64.8)	%		(131.1)	%		66.3	%

2524



Corporate ~~and~~& Other Operating Results


		Corporate and Other								Corporate & Other
		Summary Operating Results								Summary Operating Results
		Quarters Ended March 31,							Quarters Ended March 31,
		2021		2020		% Change				2022		2021		% Change
Net life and accident premiums earned	Net life and accident premiums earned	$	2.8	$	3.1	-9.4	%	Net life and accident premiums earned		$	2.4	$	2.8	-13.3	%
Net investment income	Net investment income	5.7		8.3		-31.2		Net investment income		10.4		5.7		81.8
Other operating income	Other operating income	—		—		—		Other operating income		—		—		—
Operating revenues	Operating revenues	8.5		11.5		-25.3		Operating revenues		12.9		8.5		50.8
Claim costs	Claim costs	2.4		0.8		181.9		Claim costs		0.6		2.4		-75.0
Insurance expenses	Insurance expenses	0.8		1.2		-35.1		Insurance expenses		0.9		0.8		8.7
Corporate, interest and other expenses - net	Corporate, interest and other expenses - net	(0.3)		(2.9)		87.3		Corporate, interest and other expenses - net		7.1		(0.3)		N/M
Operating expenses	Operating expenses	2.9		(0.8)		N/M		Operating expenses		8.6		2.9		196.8
Corporate and other pretax operating income (loss)		$	5.6	$	12.3	-54.0	%
Corporate & other pretax operating income (loss)								Corporate & other pretax operating income (loss)		$	4.2	$	5.6	-24.6	%

This segment includes ~~the combination of~~ a small life and accident insurance business and the net costs associated with the parent holding company and ~~its~~several internal corporate services subsidiaries. The segment tends to produce highly variable results stemming from volatility inherent from the lack of scale. Interest expense increased related to the ~~small scale~~issuance of $650 million of debt late in the ~~life and accident insurance line,~~second quarter of 2021, partially offset by net investment income ~~and net interest charges (credits) pertaining to external and intra-system financing arrangements.~~from a higher level of investments.



Summary Consolidated Balance Sheet


		March 31,		December 31,		March 31,			March 31,		December 31,		March 31,
		2021		2020		2020			2022		2021		2021
Assets:	Assets:							Assets:
Cash and fixed maturity securities		$	11,177.3	$	11,365.1	$	10,149.7
Cash and fixed income securities								Cash and fixed income securities	$	11,571.2	$	11,399.6	$	11,177.3
Equity securities	Equity securities	4,271.3		4,054.8		3,214.9		Equity securities	4,972.4		5,302.8		4,271.3
Other invested assets	Other invested assets	116.1		115.3		114.7		Other invested assets	120.6		116.5		116.1
Cash and invested assets	Cash and invested assets	15,564.7		15,535.3		13,479.4		Cash and invested assets	16,664.3		16,818.9		15,564.7
Accounts and premiums receivable	Accounts and premiums receivable	1,626.6		1,593.9		1,590.3		Accounts and premiums receivable	1,861.8		1,768.7		1,626.6
Federal income tax recoverable: Current								Federal income tax recoverable: Current	—		11.8		—

Federal income tax recoverable: Deferred		—		—		130.1
Reinsurance balances recoverable	Reinsurance balances recoverable	4,477.2		4,362.8		3,884.1		Reinsurance balances recoverable	5,066.9		4,943.4		4,477.2
Deferred policy acquisition costs	Deferred policy acquisition costs	334.9		328.0		323.3		Deferred policy acquisition costs	358.9		350.4		334.9
Sundry assets	Sundry assets	1,045.6		995.0		944.8		Sundry assets	1,166.6		1,088.4		1,045.6
Total assets	Total assets	$	23,049.3	$	22,815.2	$	20,352.2	Total assets	$	25,118.8	$	24,981.8	$	23,049.3

Liabilities and Shareholders' Equity:	Liabilities and Shareholders' Equity:							Liabilities and Shareholders' Equity:
Policy liabilities	Policy liabilities	$	2,641.2	$	2,593.1	$	2,479.9	Policy liabilities	$	2,869.7	$	2,752.0	$	2,641.2
Claim reserves	Claim reserves	10,853.3		10,671.0		9,995.9		Claim reserves	11,569.1		11,425.5		10,853.3
Federal income tax payable: Current	Federal income tax payable: Current	36.9		4.2		27.9		Federal income tax payable: Current	46.1		—		36.9
Deferred	Deferred	165.0		137.3		—		Deferred	157.2		249.5		165.0
Reinsurance balances and funds	Reinsurance balances and funds	793.5		725.4		727.9		Reinsurance balances and funds	1,002.1		866.0		793.5
Debt	Debt	947.2		966.4		967.8		Debt	1,594.2		1,588.5		947.2
Sundry liabilities	Sundry liabilities	1,160.1		1,530.8		1,009.7		Sundry liabilities	1,130.1		1,206.9		1,160.1
Total liabilities	Total liabilities	16,597.4		16,628.5		15,209.3		Total liabilities	18,368.6		18,088.6		16,597.4
Shareholders' equity	Shareholders' equity	6,451.8		6,186.6		5,142.9		Shareholders' equity	6,750.1		6,893.2		6,451.8
Total liabilities and shareholders' equity	Total liabilities and shareholders' equity	$	23,049.3	$	22,815.2	$	20,352.2	Total liabilities and shareholders' equity	$	25,118.8	$	24,981.8	$	23,049.3

2625



Cash, Invested Assets, and Shareholders' Equity


					Cash, Invested Assets, and Shareholders' Equity														Cash, Invested Assets, and Shareholders' Equity
											% Change														% Change
					March 31,		Dec. 31,		March 31,		March '21/		March '21/						March 31,		Dec. 31,		March 31,		March '22/		March '22/
					2021		2020		2020		Dec. '20		March '20						2022		2021		2021		Dec. '21		March '21
Cash and invested assets:	Cash and invested assets:														Cash and invested assets:
		Fixed maturity securities, cash and other invested assets			$	11,293.4	$	11,480.4	$	10,264.5	-1.6	%	10.0	%		Fixed income securities, cash and other invested assets			$	11,691.9	$	11,516.1	$	11,293.4	1.5	%	3.5	%
		Equity securities			4,271.3		4,054.8		3,214.9		5.3		32.9			Equity securities			4,972.4		5,302.8		4,271.3		-6.2		16.4
		Total per balance sheet			$	15,564.7	$	15,535.3	$	13,479.4	0.2	%	15.5	%		Total per balance sheet			$	16,664.3	$	16,818.9	$	15,564.7	-0.9	%	7.1	%
		Total at cost for all			$	14,054.8	$	14,151.6	$	13,415.6	-0.7	%	4.8	%		Total at cost for all			$	15,320.0	$	15,045.8	$	14,054.8	1.8	%	9.0	%

Composition of shareholders' equity per share:	Composition of shareholders' equity per share:														Composition of shareholders' equity per share:
		Equity before items below			$	18.22	$	17.73	$	17.58	2.8	%	3.6	%		Equity before items below			$	19.09	$	18.50	$	18.22	3.2	%	4.8	%
		Unrealized investment gains (losses) and other														Unrealized investment gains (losses) and other
			accumulated comprehensive income (loss)		3.37		3.02		(0.29)								accumulated comprehensive income (loss)		3.14		4.26		3.37
				Total	$	21.59	$	20.75	$	17.29	4.0	%	24.9	%				Total	$	22.23	$	22.76	$	21.59	-2.3	%	3.0	%

Segmented composition of	Segmented composition of														Segmented composition of
shareholders' equity per share:	shareholders' equity per share:														shareholders' equity per share:
		Excluding RFIG run-off segment			$	20.13	$	19.25	$	15.89	4.6	%	26.7	%		Excluding RFIG run-off segment			$	21.06	$	21.47	$	20.13	-1.9	%	4.6	%
		RFIG run-off segment			1.46		1.50		1.40							RFIG run-off segment			1.17		1.29		1.46
				Consolidated total	$	21.59	$	20.75	$	17.29	4.0	%	24.9	%				Consolidated total	$	22.23	$	22.76	$	21.59	-2.3	%	3.0	%

Old Republic's invested assets portfolio is directed in consideration of enterprise-wide risk management objectives. Most importantly, these are intended to ensure solid funding of the insurance subsidiaries' long-term claim payment obligations to ~~customers,~~ policyholders and their beneficiaries, as well as the long-term stability of the subsidiaries’ capital ~~accounts.~~base. For these reasons, the investment portfolio ~~contains no significant insurance risk-correlated~~does not contain high risk or illiquid asset ~~exposures~~classes and has zero or extremely limited exposure to, ~~real estate, mortgage-backed securities,~~ collateralized debt obligations (CDO's), ~~derivatives,~~credit default and interest rate swaps, hybrid securities, asset-backed securities (ABS), guaranteed investment contracts (GIC), structured investment vehicles (SIV), auction rate variable short-term securities, limited partnerships, derivatives, hedge funds or ~~illiquid~~ private equity ~~and hedge fund~~ investments. Moreover, the Company does not engage in hedging or securities lending transactions, nor does it invest in securities whose values are predicated on non-regulated financial instruments exhibiting amorphous or unfunded counter-party risk attributes.

As of March 31, ~~2021,~~2022, the consolidated investment portfolio reflected an allocation of approximately ~~72%~~70% to ~~fixed-maturity~~fixed income (bonds and notes) and short-term investments, and ~~28%~~30% to equity securities (common stock). During the quarter, we modestly reduced our equity holdings. The ~~fixed-maturity~~fixed income portfolio continues to be the anchor for the insurance underwriting subsidiaries' obligations. The maturities of our fixed income assets are ~~stratified and conservatively~~ matched to the expected ~~timing of paying those~~liabilities for claim payment obligations ~~in the future.~~to policyholders and their beneficiaries. The quality of the investment portfolio ~~has remained~~remains at high levels.

In recent years, a significant portion of our investable funds have been directed toward high-quality common stocks of U.S. companies (currently limited to fewer than 100 issues). We favor those with long-term records of reasonable earnings growth and steadily increasing dividends. Pursuant to enterprise risk management guidelines and controls, we perform regular stress tests of the equities portfolio to gain reasonable assurance that periodic downdrafts in market prices would not seriously undermine our financial strength and the long-term continuity and prospects of our insurance underwriting business.

2726

Changes in shareholders' equity per share are reflected in the following table. As shown, these resulted mostly from net income excluding net investment gains (losses), realized and unrealized investment gains ~~or losses,~~(losses), and dividend payments to shareholders.


		Shareholders' Equity							Shareholders' Equity
		Per Share							Per Share
		March 31,							March 31,
		2021			2020				2022			2021
Beginning balance	Beginning balance	$	20.75		$	19.98		Beginning balance	$	22.76		$	20.75
Changes in shareholders' equity:	Changes in shareholders' equity:							Changes in shareholders' equity:
Net income (loss) excluding net investment gains (losses)	Net income (loss) excluding net investment gains (losses)	0.69			0.47			Net income (loss) excluding net investment gains (losses)	0.63			0.69
Net of tax realized investment gains (losses)	Net of tax realized investment gains (losses)	0.02			0.05			Net of tax realized investment gains (losses)	0.17			0.02
Net of tax unrealized investment gains (losses) on
securities carried at fair value		0.33			(2.99)
Net of tax unrealized investment gains (losses):								Net of tax unrealized investment gains (losses):
Fixed income securities								Fixed income securities	(1.33)			(0.64)
Equity securities								Equity securities	0.21			0.97
Total net of tax realized and unrealized	Total net of tax realized and unrealized							Total net of tax realized and unrealized
investment gains (losses)	investment gains (losses)	0.35			(2.94)			investment gains (losses)	(0.95)			0.35
Cash dividends	Cash dividends	(0.22)			(0.21)			Cash dividends	(0.23)			(0.22)
Other	Other	0.02			(0.01)			Other	0.02			0.02
Net change	Net change	0.84			(2.69)			Net change	(0.53)			0.84
Ending balance	Ending balance	$	21.59		$	17.29		Ending balance	$	22.23		$	21.59
Percentage change for the period	Percentage change for the period	4.0		%	-13.5		%	Percentage change for the period	-2.3		%	4.0		%



Capitalization

Capitalization
March 31, December 31, March 31,
2021 2020 2020
Debt:
4.875% Senior Notes due 2024 $ 398.0 $ 397.9 $ 397.5
3.875% Senior Notes due 2026 546.9 546.8 546.4
Other miscellaneous debt 2.2 21.7 23.9
Total debt 947.2 966.4 967.8
Common shareholders' equity 6,451.8 6,186.6 5,142.9
Total capitalization $ 7,399.0 $ 7,153.1 $ 6,110.7
Capitalization ratios:
Debt 12.8 % 13.5 % 15.8 %
Common shareholders' equity 87.2 86.5 84.2
Total 100.0 % 100.0 % 100.0 %


	Capitalization
	March 31,			December 31,			March 31,
	2022			2021			2021
Debt:
4.875% Senior Notes due 2024	$	398.6		$	398.4		$	398.0
3.875% Senior Notes due 2026	547.5			547.3			546.9
3.850% Senior Notes due 2051	642.7			642.6			—
Other miscellaneous debt	5.3			—			2.2
Total debt	1,594.2			1,588.5			947.2
Common shareholders' equity	6,750.1			6,893.2			6,451.8
Total capitalization	$	8,344.3		$	8,481.7		$	7,399.0

Capitalization ratios:
Debt	19.1		%	18.7		%	12.8		%
Common shareholders' equity	80.9			81.3			87.2
Total	100.0		%	100.0		%	100.0		%

2827


DETAILED MANAGEMENT ANALYSIS

This section of the Management Analysis of Financial Position and Results of Operations is additive to and should be read in conjunction with the Executive Summary which precedes it.


~~FINANCIAL ACCOUNTING AND REPORTING POLICIES~~RESULTS OF OPERATIONS


Consolidated Overview


Premiums & Fees

The major sources of Old Republic's consolidated earned premiums and fees for the periods shown were as follows:


	Net Earned Premiums and Fees
	General		Title		RFIG Run-off		Corporate & Other		Total		% Change from prior period
Years Ended December 31:
2019	$	3,432.4	$	2,736.0	$	59.2	$	13.4	$	6,241.1	5.1	%
2020	3,394.2		3,286.3		45.1		12.0		6,737.8		8.0
2021	3,555.5		4,404.3		32.6		11.0		8,003.6		18.8
Quarters Ended March 31:
2021	859.1		967.7		9.2		2.8		1,838.9		17.9
2022	$	910.9	$	998.9	$	6.5	$	2.4	$	1,919.0	4.4	%


Net Investment Income

Net investment income is affected by trends in interest and dividend yields for the types of securities in which the Company's funds are invested during each reporting period. The following tables reflect the segmented and consolidated invested asset bases as of the indicated dates, and the investment income earned and resulting yields on such assets. Since the Company can exercise little control over fair values, yields are evaluated on the basis of investment income earned in relation to the cost of the underlying invested assets, though yields based on the fair values of such assets are also shown in the statistics below.


	Invested Assets at Cost										Fair Value Adjust- ment		Invested Assets at Fair Value
	General		Title		RFIG Run-off		Corporate & Other		Total
As of December 31:
2020	$	10,987.8	$	1,328.4	$	545.1	$	1,083.8	$	13,945.2	$	1,384.9	$	15,330.1
2021	11,379.7		1,569.2		459.0		1,394.8		14,802.9		1,773.4		16,576.3
As of March 31:
2021	11,133.6		1,388.0		525.5		796.6		13,843.7		1,510.3		15,354.1
2022	$	11,551.1	$	1,585.3	$	473.2	$	1,527.1	$	15,136.9	$	1,343.4	$	16,480.3


	Net Investment Income										Yield at
	General		Title		RFIG Run-off		Corporate & Other		Total		Cost		Fair Value
Years Ended
December 31:
2019	$	356.4	$	41.4	$	17.6	$	35.1	$	450.7	3.48	%	3.30	%
2020	352.2		42.0		15.2		29.4		438.9		3.24		2.96
2021	342.4		43.8		11.4		36.5		434.3		3.02		2.72
Quarters Ended
March 31:
2021	84.8		10.5		3.2		5.7		104.3		3.00		2.72
2022	$	82.4	$	11.3	$	2.0	$	10.4	$	106.2	2.84	%	2.57	%

Net investment income increased slightly for the quarter, reflecting growth in the invested asset base, offset by lower investment yields earned.


Benefits and Claims

The Company records the benefits, claims and related settlement costs that have been incurred during each accounting period. Total claim costs are affected by the amount of paid claims and the adequacy of reserve estimates established for current and prior years' claim occurrences at each balance sheet date.

The following table shows a breakdown of gross and net of reinsurance claim reserve estimates for major types of insurance coverages as of March 31, 2022 and December 31, 2021:


			Claim and Loss Adjustment Expense Reserves
			March 31, 2022						December 31, 2021
			Gross			Net			Gross			Net

Workers' compensation			$	4,851.8		$	2,949.0		$	4,893.0		$	2,955.6
General liability			1,347.0			631.9			1,324.4			630.7
Commercial automobile (mostly trucking)			2,921.8			1,762.7			2,850.0			1,736.5
Other coverages			1,441.1			1,038.0			1,355.5			979.3
Unallocated loss adjustment expense reserves			289.7			289.3			285.2			284.8
		Total general insurance reserves	10,851.6			6,671.1			10,708.4			6,587.0
Title			602.9			602.9			594.2			594.2
RFIG Run-off			103.5			103.5			111.2			111.2
Life and accident			10.9			7.2			11.6			7.6
		Total claim and loss adjustment expense reserves	$	11,569.1		$	7,384.8		$	11,425.5		$	7,300.2
Asbestosis and environmental claim reserves included
	in the above general insurance reserves:
		Amount	$	114.7		$	76.8		$	118.1		$	77.2
		% of total general insurance reserves	1.1		%	1.2		%	1.1		%	1.2		%

A summary of changes in aggregate reserves for claims and related costs is included in Note 3 of the Consolidated Financial Statements.

The percentage of net claims, benefits and related settlement expenses incurred as a percentage of premiums and related fee revenues of the Company's three major operating segments and for consolidated operations were as follows:


	General		Title		RFIG Run-off		Consolidated
Years Ended December 31:
2019	71.8	%	2.5	%	53.5	%	41.2	%
2020	69.9		2.3		81.7		37.0
2021	64.8		2.6		(5.3)		30.2
Quarters Ended March 31:
2021	66.0		3.0		46.5		32.8
2022	63.9	%	2.9	%	(64.8)	%	31.7	%

The Company's ~~annual~~reserve for loss and ~~interim financial statements incorporate a large number and types~~loss adjustment expenses represents the accumulation of estimates ~~relative to matters which are highly uncertain at the time the estimates are made. The estimation process required~~ of an insurance enterprise such as Old Republic is by its very nature highly dynamic inasmuch as it necessitates a continuous evaluation, analysis, and quantification of factual data as it becomes known to the Company. As a result, actual experienced outcomes can differ from the estimates made at any point in time and thus affect future periods'ultimate losses payable, including incurred but not reported ~~revenues, expenses, net income or loss, and financial condition.~~

Old Republic believes that its most critical accounting estimates relate to: a) the determination of impairments in the value of investments; b) the recoverability of reinsured outstanding losses; and c) the establishment of reserves for losses and loss adjustment expenses. The ~~major assumptions~~establishment of claim reserves by the Company's insurance subsidiaries is a reasonably complex and ~~methods used~~dynamic process influenced by a large variety of factors. Consequently, reserves established are a reflection of the opinions of a large number of persons, of the application and interpretation of historical precedent and trends, of expectations as to future developments, and of management's judgment in ~~setting these~~interpreting all such factors. At any point in time, the Company is exposed to the possibility of higher or lower than anticipated claim costs and the resulting changes in estimates are ~~discussed~~recorded in operations of the periods during which they are made. Increases to prior reserve estimates are often referred to as unfavorable development whereas any changes that decrease previous estimates of the Company's ultimate liability are referred to as favorable development.

Management believes that its overall reserving practices have been consistently applied over many years, and that its aggregate net reserves have generally resulting in reasonable approximations of the ultimate net costs of claims incurred. However, no representation is made nor is any guaranty given that ultimate net claim and related costs will not develop in future years to be significantly greater or lower than currently established reserve estimates. In management's opinion, such changes in net claims and related costs are not likely to have a material effect on the Company's consolidated financial position, although it could affect materially its consolidated results of operations for

any one annual or interim reporting period. See further discussion in the Company's ~~2020~~2021 Annual Report on Form ~~10-K.~~10-K under Item 1A - Risk Factors.


Underwriting Acquisition and Other Expenses

The following table sets forth the expense ratios registered by each major business segment and in consolidation for the periods shown:


					RFIG
	General		Title		Run-off		Consolidated
Years Ended December 31:
2019	25.7	%	90.5	%	25.0	%	54.1	%
2020	25.6		88.4		30.2		56.3
2021	26.5		86.7		39.9		59.7
Quarters Ended March 31:
2021	25.6		87.3		34.5		58.1
2022	27.7	%	90.0	%	46.8	%	60.2	%

Variations in the Company's consolidated expense ratios reflect a continually changing mix of coverages sold and costs of producing business in the Company's three largest business segments. To a significant degree, expense ratios for both the General and Title Insurance segments are mostly reflective of variable costs, such as commissions or similar charges, that rise or decline along with corresponding changes in premium and fee income. Moreover, general operating expenses can contract or expand in differing proportions due to varying levels of operating efficiencies and expense management opportunities in the face of changing market conditions.


Combined Ratios

The combined ratios of the above summarized net claims, benefits and underwriting expenses are as follows:


					RFIG
	General		Title		Run-off		Consolidated
Years Ended December 31:
2019	97.5	%	93.0	%	79.8	%	95.3	%
2020	95.5		90.7		111.9		93.3
2021	91.3		89.3		34.6		89.9
Quarters Ended March 31:
2021	91.6		90.3		81.0		90.9
2022	91.6	%	92.9	%	(18.0)	%	91.9	%


Net Investment Gains (Losses)

The Company's investment policies are not designed to maximize or emphasize the realization of investment gains. Rather, these policies aim for a stable source of income from interest and dividends, protection of capital, and providing sufficient liquidity to meet insurance underwriting and other obligations as they become payable in the future. Dispositions of fixed income securities from scheduled maturities and early calls were 65.1% and 68.2% of total dispositions occurring in the first three months of 2022 and 2021, respectively.

The following table reflects the composition of net investment gains or losses for the periods shown.


	Realized Investment Gains (Losses) from Actual Transactions						Impairment Losses on Securities						Unrealized Gains (Losses) from Changes in Fair Value of Equity Securities
	Fixed Income Securities		Equity Securities and Miscel-laneous Investments		Total		Fixed Income Securities		Miscel-laneous Investments		Total				Total Investment Gains (Losses)
Years Ended
December 31:
2019	$	(1.9)	$	40.6	$	38.6	$	(2.0)	$	—	$	(2.0)	$	599.5	$	636.1
2020	(7.4)		21.6		14.2		—		—		—		(156.2)		(142.0)
2021	1.5		5.3		6.9		—		—		—		751.1		758.0




Quarters Ended
March 31:
2021	.3		7.5		7.8		—		—		—		367.5		375.4
2022	$	(21.7)	$	87.0	$	65.2	$	—	$	—	$	—	$	79.8	$	145.1

During the first quarter of 2022, the Company rebalanced the investment portfolio by modestly reducing equity security holdings and increasing fixed income holdings as reinvestment rates began to materially improve.


Income Taxes

The effective consolidated income tax rates were 20.0% in the first quarter 2022, compared to 20.4% in the first quarter of 2021. The rates for each period reflect primarily the varying proportions of pretax operating income (loss) derived from partially tax preferred investment income (principally tax-exempt interest and dividend income), the combination of fully taxable investment income, investment gains or losses, underwriting and service income and adjustments regarding the recoverability of deferred tax assets.


Segment Overview


General Insurance


~~COVID-19 PANDEMIC AND OLD REPUBLIC'S BUSINESS~~Summary Operating Results


	Quarters Ended March 31,
		2022			2021			% Change

Net premiums earned		$	910.9		$	859.1		6.0	%



Claim costs		582.2			567.3			2.6
Sales and general expenses		288.3			255.8			12.7


Segment pretax operating income (loss)		$	142.5		$	140.8		1.2	%

Claim ratio		63.9		%	66.0		%
Expense ratio		27.7			25.6
Combined ratio		91.6		%	91.6		%


Premiums & Fees

The percentage allocation of net premiums earned for major insurance coverages in the General Insurance Group was as follows:


	General Insurance Net Earned Premiums by Type of Coverage
	Commercial Automobile (mostly trucking)		Workers' Compensation		Inland Marine and Property		Financial Indemnity		General Liability		Other
Years Ended December 31:
2019	37.2	%	29.1	%	7.6	%	6.4	%	6.6	%	13.1	%
2020	38.4		25.4		8.7		8.0		6.0		13.5
2021	39.7		21.9		9.7		9.7		5.2		13.8
Quarters Ended March 31:
2021	40.3		22.8		9.3		9.3		5.2		13.1
2022	39.5	%	21.3	%	10.0	%	11.2	%	4.8	%	13.2	%

General Insurance net premiums earned increased 6.0% for the quarter, with rising premiums in commercial auto, financial indemnity, and property lines of coverage. Strong premium rate increases for most lines of coverage, other than workers' compensation, high renewal retention ratios, and new business production all contributed.


Benefits and Claims

The percentage of net claims, benefits and related settlement expenses measured against premiums earned by major types of insurance coverage were as follows:


	General Insurance Claim Ratios by Type of Coverage
	All Coverages		Commercial Automobile (mostly trucking)		Workers' Compen-sation		Inland Marine and Property		Financial Indemnity		General Liability		Other
Years Ended
December 31:
2019	71.8	%	84.0	%	63.2	%	62.6	%	64.0	%	77.8	%	61.4	%
2020	69.9		80.8		60.8		58.3		57.1		73.6		67.2
2021	64.8		70.8		58.9		59.4		53.9		64.1		65.7
Quarters Ended
March 31:
2021	66.0		73.7		56.0		55.1		61.0		92.2		66.4
2022	63.9	%	70.1	%	62.5	%	59.2	%	54.1	%	58.6	%	65.6	%

The reported claim ratio for General Insurance improved in the quarter, inclusive of favorable reserve development from prior periods and a lower current period claim provision, attributable to several years of premium rate increases, underwriting actions, and a shift in the line of coverage mix.


Sales and General Expenses

The first quarter expense ratio was elevated compared to the same quarter last year, generally reflecting the shift in line of coverage mix, and an increase in employee costs, including the timing of certain benefit accruals. Investments in new products and geographies in recent years have diversified the General Insurance business, resulting in shifts in the lines of coverage mix toward lines with higher expense ratios and lower current period claim ratios. The combination of recent year's growth in lines such as financial indemnity and property, and a decline in workers' compensation has contributed to a overall lower current period claim ratio and higher expense ratio.


Title Insurance

In the first quarter of 2021, the economy began to recover from the effects of the COVID-19 pandemic and the associated governmental responses (“COVID-19” or “the pandemic”) as the widespread distribution of effective vaccines commenced. General Insurance earned premiums increased slightly compared to the first quarter of 2020 when the impact of the pandemic was not yet reflected. Title Insurance continued to experience robust growth in premium and fee revenues as low interest rates and a favorable real estate market persisted. The RFIG Run-off business produced a small underwriting profit as delinquencies continued to decline from the elevated levels at the height of the pandemic.


Summary Operating Results


	Quarters Ended March 31,
		2022			2021			% Change
Net premiums and fees earned		$	998.9		$	967.7		3.2	%



Claim costs		29.3			29.2			0.3
Sales and general expenses		899.6			844.8			6.5


Segment pretax operating income (loss)		$	80.9		$	103.7		-21.9	%

Claim ratio		2.9		%	3.0		%
Expense ratio		90.0			87.3
Combined ratio		92.9		%	90.3		%


Premiums & Fees

The following table shows the equity market performance continued to improve, the Company’s common stock portfolio appreciated, however was partially offset by declines in the fixed maturity portfolio. This overall favorable investment valuation, along with higher retained earnings contributed to an increased book value per sharepercentage distribution of ~~$21.59 as of March 31, 2021 from $20.75 at December 31, 2020.~~

As the economy emerges from the impacts of the pandemic, premium and fee revenues in General Insurance could continue growing, especially compared to the 2020 periods where exposure levels were lower due to the effects of the pandemic on economic activity and employment levels. Title Insurance premium and fee revenues could remain strong as long as low interest rates and a favorable real estate market continue. In the RFIG Run-off business, future claims experience could depend upon the continued, mitigating effects of loan forbearance programs mandated by ~~the Federal government, and the rate at which employment levels recover. Management believes that the Company’s strong financial condition will enable it to thrive as the economy recovers.~~production sources:

~~Old Republic - Consolidated~~


Title Premium and Fee Production by Source
	Direct Operations		Independent Title Agents
Years Ended December 31:
2019	24.9	%	75.1	%
2020	24.9		75.1
2021	22.0		78.0



Quarters Ended March 31:
2021	23.1		76.9
2022	19.6	%	80.4	%

Title Insurance net premiums and fees earned grew by 3.2% in the quarter. Agency revenues continued to increase over the prior period although at a lower rate than in recent quarters. Revenue from direct production channels declined in the quarter, and we expect both directly produced and agency produced revenues to be lower throughout the year when compared to prior year periods. Increases in mortgage interest rates significantly reduced refinance activity in the quarter and likely will for the remainder of the year. Purchase order levels were in line with the prior period and continue to benefit from strong housing prices. Ongoing increases in mortgage interest rates may affect purchase activity through the remainder of the year.


Benefits and Claims

Title Insurance claim ratios have remained in the single digits for a number of years due to a continuation of favorable trends in claims frequency and severity and were relatively flat for the quarter.


Sales and General Expenses

The first quarter Title Insurance expense ratio was elevated compared to the same quarter last year, generally reflecting the combination of lower directly produced revenues that carry higher fixed expenses, along with a greater proportion of agency produced revenues that have a higher overall expense ratio.

~~Impact on business operations~~
. Old Republic’s concern for the health of its associates continues to result in the reduction in activity at many of the Company’s offices. Relaxed governmental restrictions meant that several of Old Republic’s business operations were permitting more associates to return to the office. Even so, most of Old Republic’s associates are working remotely. Old Republic continues to experience no meaningful interruption in its ability to service the needs of customers.

~~Cash and Invested Assets~~
. Old Republic’s investment portfolio is managed in consideration of its enterprise-wide risk management objectives. The portfolio emphasis has been on selecting high quality issuers and to ensure the reliable funding of the insurance subsidiaries’ obligations to policyholders and the long-term stability of the subsidiaries’ capital accounts. Old Republic does not have any material investments in illiquid alternative or real estate investments.


RFIG Run-off

~~Influenced by concerns around COVID-19, U.S. equity markets experienced significant volatility and reductions in market values in the last several weeks of March 2020~~. Since then, financial markets have rebounded. For the quarter ended March 31, 2021, the equity portfolio recognized a $367.5 unrealized gain offset by a decline in the fair value of the fixed maturity securities portfolio of $241.1. No impairments were identified as of March 31, 2021.


Summary Operating Results


	Quarters Ended March 31,
		2022			2021			% Change
Net premiums earned		$	6.5		$	9.2		-29.0	%

Claim costs		(4.2)			4.3			N/M
MI pretax operating income (loss)		$	9.7		$	4.9		97.0	%

Claim ratio		-64.8		%	46.5		%
Expense ratio		46.8			34.5
Combined ratio		-18.0		%	81.0		%

~~Even with~~RFIG Run-off's mortgage guaranty insurance carriers ceased the ~~broad improvement~~underwriting of new policies effective August 31, 2011 and the existing book of business was placed in financial markets, volatility could continue as long as the economy is impacted by COVID-19 and major sectors of the U.S. economy remain under pressure. Old Republic’s portfolio includes exposure to the energy sector, and although energy markets improved during the quarter, as a result of reduced demand arising from COVID-19, many issuers in this sector continue to experience financial andrun-off operating ~~stresses. While these investments remain consistent with the Company’s investment philosophy, they are subject to regular and on-going review.~~mode.


Premiums & Fees

The following tables provide information on production and related risk exposure trends for Old ~~Republic has historically performed stress-testing~~Republic's mortgage guaranty insurance operation:


Premium and Persistency Trends:	Net Earned Premiums		Persistency
Years Ended December 31:
2019	$	58.8	77.5	%
2020	45.1		77.6
2021	32.6		74.8
Quarters Ended March 31:
2021	9.2		76.3
2022	$	6.5	74.7	%


Net Risk in Force
Net Risk in Force By Type:	Traditional Primary		Bulk & Other		Total
As of December 31:
2019	$	2,388.3	$	201.8	$	2,590.1
2020	1,842.2		169.0		2,011.2
2021	1,364.9		140.4		1,505.4
As of March 31:
2021	1,706.4		162.2		1,868.6
2022	$	1,264.3	$	133.9	$	1,398.3

The results of RFIG Run-off reflect the ~~investment portfolio, modeling~~continuing drop in net earned premiums in line with the ~~impact of significant declines~~declining risk in ~~overall market values on the capital and surplus of its insurance subsidiaries. The investment~~force.

2934

portfolio’s performance through the pandemic has been largely in-line with the results of these stress tests, and surplus levels remain strong. Old Republic has made no changes to its investment strategy as a result of COVID-19 and expects the composition of its investment portfolio to remain consistent with the long-term needs of the business.


Benefits and Claims

~~Capital and Liquidity~~. Old Republic believes that its current liquidity position is sufficient to meet its obligations, including claim payments, operating expenses, interest and scheduled repayments on outstanding indebtedness and expected cash dividend payments. The Company’s ability to meet ongoing obligations is supported not only by premium revenue, but also by the expected interest and dividend income associated with Old Republic’s fixed maturity and equity investments. The Company’s nearest debt maturity is $400.0 of senior notes maturing in October 2024. Old Republic believes that it could access debt capital markets in the present environment on reasonable terms, given the Company’s current debt to total capitalization ratio of 12.8% and expected levels of operating income.Certain mortgage guaranty average claims related trends are listed below:


	Average Settled Claim Amount (a)		Reported Delinquency Ratio at End of Period
Years Ended December 31:
2019	$	49,195	10.1	%
2020	37,172		14.2
2021	31,682		12.4
Quarter Ended March 31:
2021	50,991		14.0
2022	$	46,176	12.2	%

__________

~~Internal Controls~~. Old Republic maintains a system of internal controls designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes(a) Amounts are in ~~accordance with GAAP. While certain updates have been made to reflect a primarily remote work environment, the Company's internal controls over financial reporting have not materially changed.~~whole dollars.

~~General Insurance~~

~~Operating environment~~Claim costs reflect significantly fewer newly reported delinquencies along with improving trends in cure rates, influenced by a relatively strong economy and ~~product demand~~. The primary coverages in the General Insurance segment, as measured on first quarter 2021 net premiums earned, are commercial auto (40.3%), workers’ compensation (22.8%), inland marine and property (9.3%), financial indemnity (9.3%) and general liability (5.2%).

Demand for each of these coverages is related to overall economic conditions and this macroeconomic effect can be compounded (or mitigated) by exposure to sectors that are more (or less) affected by the particular economic environment. For example, premiums associated with workers' compensation coverage typically fall with reductions in payroll. However, the Company’s exposure to many of the most significantly affected sectors, such as small business, hospitality, restaurants and travel, is limited, which reduces to a degree Old Republic’s COVID-19 exposure. The impact of COVID-19 on demand for General Insurance products continued to be relatively modest. However, the full impact of the pandemic will not be known until all policy premiums are audited in connection with the annual policy term expiration.

~~Claims~~. Claims experience reflects changes in pricing and risk selection together with variability in loss severity and frequency trends. The overall impact of COVID-19 on claims experience was not significant as increased workers’ compensation claims were largely offset by reduced frequency and severity of non-COVID related claims.

Claims activity for certain coverages is correlated with U.S. economic activity, therefore it is possible that claims frequency and severity for these coverages could both be affected by COVID-19. However, as noted below, Old Republic’s risk sharing arrangements should mitigate the negative effects of increases in frequency and severity.

~~Reserves~~. Establishing claims reserves for the General Insurance business is a complex and dynamic process that requires a significant amount of judgment in an ordinary operating environment. That process and the judgment involved are made more complicated by the disruptions caused by COVID-19. Old Republic has not made significant changes to reserves or reserving practices during the period.

~~Reinsurance and Retention Limits~~. Old Republic uses external reinsurance and other risk-sharing arrangements to limit the maximum losses for which it may be liable under its policies. Old Republic has risk-sharing arrangements in place for many of the coverages that have been impacted by COVID-19. In addition, Old Republic’s reinsurance arrangements may limit the negative impact of the pandemic for certain other coverages.

Consistent with its existing practices, Old Republic monitors on an on-going basis the financial condition of its assuming reinsurers and assureds who purchase its retrospectively rated or self-insured deductible policies and obtains sufficient collateral in the form of letters of credit, securities and other financial instruments. Old Republic continuously monitors the sufficiency of this collateral and the credit risk of its counterparties.

~~Regulation~~. Old Republic’s insurance company subsidiaries are subject to on-going regulation by state insurance departments. In response to COVID-19, insurance departments have been active in publishing additional guidance and other regulatory actions that impact the business. This regulatory guidance primarily relates to the collection of premium, the cancellation or non-renewal of policies, presumption of coverage and notice periods relating to claims. These regulatory initiatives have not had a significant impact on Old Republic.

~~Title Insurance~~

~~Operating environment and product deman~~d. In the first quarter of 2021, net premium and fees earned in the Title segment reached all-time first quarter highs. Notwithstanding the impact on the U.S. economy caused by COVID-19, the demand for title insurance coverage remains strong.

~~The demand for title insurance products is correlated with the strength of the residential and commercial~~ real estate markets. While COVID-19 and the resulting restrictions on in-person gatherings and reduction in business activity had a negative impact on the broader U.S. economy, the residential real estate markets, and thus the demand for title insurance, remains robust. The impact continues to be felt however in the commercial real estate markets with COVID-19 uncertainties creating a reduction in business activity and a reduction in Title insurance premium and fee

~~revenue associated with commercial transactions. Many of the key indicators used to evaluate the Title business, such as open orders, were at elevated levels at March 31, 2021.~~

~~Regulation~~. The housing market and the real estate lending industry are heavily regulated and there have been regulatory responses to the pandemic. These regulatory initiatives include those targeted at aiding consumers, which may ultimately have a significant impact on mortgage lenders and investors in pooled mortgage products. This could decrease the availability of mortgage funding, negatively impacting the housing market and thus the demand for Title insurance. These initiatives have not had a significant effect on the Title business.

~~Claims. The effects of COVID-19 on the U.S. real estate market did not materially affect claims experience for the quarter ended March 31, 2021.~~

~~RFIG Run-Off Business~~

~~Operating environment and product demand.~~ As noted elsewhere, Old Republic’s RFIG run-off business, led by its principal insurance carriers Republic Mortgage Insurance Company ("RMIC") and Republic Mortgage Guaranty Insurance Corporation ("RMGIC"), ceased writing new mortgage guaranty insurance in 2011. The operating results for all periods presented reflect the expected, continuing drop in net earned premiums from declining risk in force.

~~Regulation~~. The North Carolina Department of Insurance ("NCDOI") performs regulatory oversight of RMIC and RMGIC. During the first quarter, RMIC and RMGIC sought and received approval from the NCDOI to resume payment of extraordinary dividends amounting to $25.0 to ORI, following 2020's temporary suspension of capital returns.

~~Capital.~~ As of March 31, 2021, total statutory capital for the group, inclusive of a contingency reserve, totaled $426.6. Old Republic continually monitors its capital position based on financial estimates of operating results over the remaining run-off period. The payment of future extraordinary dividends will require regulatory approval from the NCDOI.

~~Claims~~. The economic impact of COVID-19 led to an increase in the number of reported delinquencies resulting in higher claim reserves and incurred losses during 2020. Although such trends have improved since their peak in second quarter of 2020, the number of outstanding delinquencies remains elevated relative to pre-pandemic levels. Changes in U.S. employment levels and in the residential real estate markets could affect mortgage insurance claims. Future claim experience will depend on factors such as, among others, the mitigating effects of extensive loan forbearance programs mandated by the Federal government under the Coronavirus Aid, Relief, and Economic Security Act, or CARES Act, future governmental stimulus and regulatory initiatives, and the rate at which the overall economy, and in particular employment levels, recover once mandates intended to mitigate the transmission of COVID-19 are lifted.market.


FINANCIAL POSITION

The Company's financial position at March 31, ~~2021~~2022 reflected increases in assets and ~~common shareholders' equity~~liabilities of ~~1.0%~~.5% and ~~4.3%~~1.5%, respectively, and a decrease in ~~liabilities~~common shareholders' equity of ~~.2%~~2.1% when compared to the immediately preceding year-end. Cash and invested assets represented ~~67.5%~~66.3% and ~~68.1%~~67.3% of consolidated assets as of March 31, ~~2021~~2022 and December 31, ~~2020,~~2021, respectively. As of March 31, ~~2021,~~2022, the invested asset base, cash and accrued investment income ~~increased~~decreased by ~~.2%~~.9% to ~~$15,564.7.~~$16,664.3.


Investment Portfolio

~~Investments~~
-

During the first three months of ~~2021~~2022 and ~~2020,~~2021, the Company committed the majority of investable funds to short to intermediate-term fixed ~~maturity~~income securities and higher yielding publicly traded large capitalization equity securities. Old Republic continues to adhere to its long-term policy of investing primarily in investment grade, marketable securities. At both March 31, ~~2021~~2022 and December 31, ~~2020,~~2021, nearly all of the Company's investments consisted of marketable securities. The investment portfolio ~~contains no significant insurance risk-correlated~~does not contain high risk or illiquid asset ~~exposures~~classes and has zero or extremely limited exposure to, ~~real estate, mortgage-backed securities,~~ collateralized debt obligations ~~("CDO's")~~(CDO's), ~~derivatives,~~credit default and interest rate swaps, hybrid securities, asset-backed securities (ABS), guaranteed investment contracts (GIC), structured investment vehicles (SIV), auction rate variable short-term securities, limited partnerships, derivatives, hedge funds or ~~illiquid~~ private equity ~~and hedge fund~~ investments. Moreover, the Company does not engage in hedging or securities lending transactions, nor does it invest in securities whose values are predicated on non-regulated financial instruments exhibiting amorphous or unfunded counter-party risk attributes. At March 31, ~~2021,~~2022, the Company had no fixed ~~maturity~~income investments in default as to principal and/or interest.

Short-term investment positions reflect a large variety of seasonal and intermediate-term factors including current operating needs, expected operating cash flows, seasonality of quarterly cash flow, debt maturities, and investment strategy considerations. Accordingly, the future level of short-term investments will vary and respond to the interplay of these factors and may, as a result, increase or decrease from current levels.

The Company does not own or utilize derivative financial instruments for the purpose of hedging, enhancing the overall return of its investment portfolio, or reducing the cost of its debt obligations. With regard to its equity portfolio, the Company does not own any options nor does it engage in any type of option writing. Traditional investment management tools and techniques are employed to address the yield and valuation exposures of the invested assets base. The ~~long-term~~ fixed ~~maturity~~income investment portfolio is managed so as to limit various risks inherent in the bond market. Credit risk is addressed through asset diversification and the purchase of investment grade securities. Reinvestment rate risk is reduced by concentrating on non-callable issues, and by taking asset-liability matching considerations into account. Purchases of mortgage and asset backed securities, which have variable principal prepayment options, are generally avoided. Market value risk is limited through the purchase of bonds of intermediate

maturity. The combination of these investment management practices is expected to produce a more stable ~~long-term~~ fixed ~~maturity~~income investment portfolio that is not subject to extreme interest rate sensitivity and principal deterioration.

The fair value of the Company's ~~long-term~~ fixed ~~maturity~~income investment portfolio is sensitive, however, to fluctuations in the level of interest rates, but not materially affected by changes in anticipated cash flows caused by any prepayments. The impact of interest rate movements on the ~~long-term~~ fixed ~~maturity~~income investment portfolio generally affects net unrealized gains or losses. As a general rule, rising interest rates enhance currently available yields but typically lead to a reduction in the fair value of existing fixed ~~maturity~~income investments. By contrast, a decline in such rates reduces currently available yields but usually serves to increase the fair value of the existing fixed ~~maturity~~income investment portfolio. All such changes in fair

value of ~~available for sale~~ securities are reflected, net of deferred income taxes, directly in the shareholders' equity account, and as a separate component of the statement of comprehensive income. Given the Company's inability to forecast or control the movement of interest rates, Old Republic sets the maturity spectrum of its fixed ~~maturity~~income securities portfolio within parameters of estimated liability payouts, and focuses the overall portfolio on high quality investments. By so doing, Old Republic believes it is reasonably assured of its ability to hold securities to maturity as it may deem necessary in changing environments, and of ultimately recovering their aggregate cost.

Possible future declines in fair values for Old Republic's ~~available for sale~~ fixed ~~maturity~~income portfolio would negatively affect the common shareholders' equity account at any point in time, but would not necessarily result in the recognition of realized investment losses. The status and fair value changes of each of the fixed maturity investments are reviewed at least once per quarter during the year, and estimates of impairments and allowances for credit losses in the portfolio's value are evaluated and established at each quarterly balance sheet date. In reviewing investments for impairment, the Company, in addition to a security's market price history, considers the totality of such factors as the issuer's operating results, financial condition and liquidity, its ability to access capital markets, credit rating trends, most current audited financial statements, industry and securities markets conditions, and analyst expectations to reach its conclusions. Sudden fair value declines caused by such adverse developments as newly emerged or imminent bankruptcy filings, issuer default on significant obligations, or reports of financial accounting developments that bring into question the validity of the issuer's previously reported earnings or financial condition, are recognized as realized losses as soon as credible publicly available information emerges to confirm such developments.

The following tables show certain information relating to the Company's fixed ~~maturity~~income and equity portfolios as of the dates shown.


Fixed Maturity Securities Stratified by Credit Quality (a):
Fixed Income Securities Stratified by Credit Quality (a):						Fixed Income Securities Stratified by Credit Quality (a):

		March 31,		December 31,			March 31,		December 31,
		2021		2020			2022		2021
Aaa	Aaa	24.1	%	24.6	%	Aaa	24.5	%	25.1	%
Aa	Aa	13.2		13.1		Aa	11.8		12.3
A	A	32.4		33.0		A	32.9		31.9
Baa	Baa	27.4		26.5		Baa	28.6		28.5
Total investment grade	Total investment grade	97.1		97.2		Total investment grade	97.8		97.8
All other (b)	All other (b)	2.9		2.8		All other (b)	2.2		2.2
Total	Total	100.0	%	100.0	%	Total	100.0	%	100.0	%

__________

(a) Credit quality ratings referred to herein are a blend of those assigned by the major credit rating agencies for U.S. and Canadian Governments, Agencies, Corporates and Municipal issuers.

(b) "All other" includes non-investment grade or non-rated issuers.

Gross Unrealized Losses Stratified by Industry Concentration for Non-Investment Grade Fixed Maturity Securities
March 31, 2021 Amortized
Cost Gross
Unrealized
Losses
Fixed Maturity Securities by Industry Concentration:
Energy $ 23.0 $ .8
Natural Gas 17.9 —
Total $ 41.0 (a) $ .8

~~__________~~

~~(a) Represents 0.4% of the total fixed maturity securities portfolio.~~

Gross Unrealized Losses Stratified by Industry Concentration for Investment Grade Fixed Maturity Securities
March 31, 2021 Amortized
Cost Gross
Unrealized
Losses
Fixed Maturity Securities by Industry Concentration:
Utilities $ 323.9 $ 16.7
Consumer Staples 139.6 7.2
Health Care 146.3 6.9
Retail 118.5 6.4
Industrial 140.3 6.0
Other (includes 15 industry groups) 1,185.0 36.5
Total $ 2,053.7 (b) $ 79.9

~~__________~~

~~(b) Represents 20.4% of the total fixed maturity securities portfolio.~~

Gross Unrealized Losses Stratified by Industry Concentration for Equity Securities
March 31, 2021
Cost Gross
Unrealized
Losses
Equity Securities by Industry Concentration:
Energy $ 394.7 $ 74.0
Utilities 90.5 9.8
Telecom 108.6 7.6
Technology 72.3 5.2
Other (includes 2 industry groups) 86.5 1.6
Total $ 752.7 (c) $ 98.4 (d)


Gross Unrealized Losses Stratified by Industry Concentration for Non-Investment Grade Fixed Income Securities

March 31, 2022			Amortized Cost			Gross Unrealized Losses
Fixed Income Securities by Industry Concentration:
	Industrial		$	31.0		$	2.0
	Basic Industry		24.2			1.1
	Consumer Durables		20.2			.9
	Other (includes 3 industry groups)		33.7			.3
		Total	$	109.2	(c)	$	4.6

__________


Gross Unrealized Losses Stratified by Industry Concentration for Investment Grade Fixed Income Securities

March 31, 2022			Amortized Cost			Gross Unrealized Losses
Fixed Income Securities by Industry Concentration:
	Utilities		$	864.9		$	48.9
	U.S. Governments & Agencies		1,608.2			37.2
	Industrial		548.7			36.3
	Consumer Staples		395.2			26.2
	Technology		278.6			22.4
	Health Care		289.8			22.4
	Financial		402.5			20.7
	Retail		231.4			18.6
	Other (includes 13 industry groups)		1,811.7			91.5
		Total	$	6,431.5	(d)	$	324.5

__________

(d) Represents 58.4% of the total fixed income securities portfolio.


Gross Unrealized Losses Stratified by Industry Concentration for Equity Securities

March 31, 2022			Cost			Gross Unrealized Losses

Equity Securities by Industry Concentration:
	Energy		$	65.8		$	13.2
	Retail		39.5			7.5
	Basic Industry		37.4			7.4
	Industrial		103.2			6.9
	Other (includes 3 industry groups)		115.3			6.8
		Total	$	361.4	(e)	$	42.0	(f)

__________

(e) Represents 10.8% of the total equity securities portfolio.

~~(d)~~(f) Represents ~~3.2%~~1.3% of the cost of the total equity securities portfolio, while gross unrealized gains represent ~~40.1%~~49.4% of the portfolio.


Gross Unrealized Losses Stratified by Maturity Ranges for All Fixed Maturity Securities
Gross Unrealized Losses Stratified by Maturity Ranges for All Fixed Income Securities											Gross Unrealized Losses Stratified by Maturity Ranges for All Fixed Income Securities

			Amortized Cost of Fixed Maturity Securities				Gross Unrealized Losses						Amortized Cost				Gross Unrealized Losses
March 31, 2021			All		Non- Investment Grade Only		All		Non- Investment Grade Only
March 31, 2022											March 31, 2022		All		Non- Investment Grade Only		All		Non- Investment Grade Only
Maturity Ranges:	Maturity Ranges:										Maturity Ranges:
Due in one year or less	Due in one year or less		$	58.6	$	—	$	—	$	—	Due in one year or less		$	227.4	$	—	$	.7	$	—
Due after one year through five years	Due after one year through five years		414.1		26.2		2.2		—		Due after one year through five years		2,628.5		50.6		50.0		.1
Due after five years through ten years	Due after five years through ten years		1,550.5		14.8		75.7		.7		Due after five years through ten years		3,640.6		58.5		275.2		4.4
Due after ten years	Due after ten years		71.4		—		2.8		—		Due after ten years		44.0		—		3.1		—
		Total	$	2,094.8	$	41.0	$	80.8	$	.8		Total	$	6,540.7	$	109.2	$	329.1	$	4.6

Gross Unrealized Losses Stratified by Duration and Amount of Unrealized Losses
Amount of Gross Unrealized Losses
March 31, 2021 Less than
20% of
Cost 20% to
50%
of Cost More than
50% of Cost Total Gross
Unrealized
Loss
Number of Months in Unrealized Loss Position:
Fixed Maturity Securities:
One to six months $ 80.0 $ — $ — $ 80.0
Seven to twelve months .7 — — .7
More than twelve months — — — —
Total $ 80.8 $ — $ — $ 80.8
Number of Issues in Unrealized Loss Position:
Fixed Maturity Securities:
One to six months 315 — — 315
Seven to twelve months 6 — — 6
More than twelve months 2 — — 2
Total 323 — — 323 (e)


Gross Unrealized Losses Stratified by Duration and Amount of Unrealized Losses for All Fixed Income Securities

			Amount of Gross Unrealized Losses
March 31, 2022			Less than 20% of Cost		20% to 50% of Cost		More than 50% of Cost		Total Gross Unrealized Loss
Number of Months in Unrealized Loss Position:

Fixed Income Securities:
	One to six months		$	159.4	$	—	$	—	$	159.4
	Seven to twelve months		126.1		—		—		129.1
	More than twelve months		43.6		—		—		43.6
		Total	$	329.1	$	—	$	—	$	329.1

Number of Issues in Unrealized Loss Position:

Fixed Income Securities:
	One to six months		793		—		—		793
	Seven to twelve months		187		—		—		187
	More than twelve months		60		—		—		60
		Total	1,040		—		—		1,040		(g)

__________

~~(e)~~(g) At March 31, ~~2021~~2022 the number of issues in an unrealized loss position represent ~~17.0%~~52.7% of the total number of such fixed ~~maturity~~income issues held by the Company.

The aging of issues with unrealized losses employs balance sheet date fair value comparisons with an issue's cost. The percentage reduction from such cost reflects the decline as of a specific point in time (March 31, ~~2021~~2022 in the

above table) and, accordingly, is not indicative of a security's value having been consistently below its cost at the percentages shown nor throughout the periods shown.

Age Distribution of Fixed Maturity Securities
March 31, December 31,
2021 2020
Maturity Ranges:
Due in one year or less 10.1 % 9.8 %
Due after one year through five years 54.2 57.0
Due after five years through ten years 34.7 31.4
Due after ten years through fifteen years .9 1.7
Due after fifteen years .1 .1
Total 100.0 % 100.0 %
Average Maturity in Years 4.4 4.3
Duration (f) 4.0 3.8


Age Distribution of Fixed Income Securities

			March 31,		December 31,
			2022		2021
Maturity Ranges:
	Due in one year or less		11.5	%	11.7	%
	Due after one year through five years		49.4		49.7
	Due after five years through ten years		38.3		37.6
	Due after ten years through fifteen years		.7		.9
	Due after fifteen years		.1		.1
		Total	100.0	%	100.0	%

Average Maturity in Years			4.4		4.4
Duration (h)			4.0		4.0

___________

~~(f)~~(h) Duration is used as a measure of bond price sensitivity to interest rate changes. A duration of ~~4.0~~4.4 as of March 31, ~~2021~~2022 implies that a 100 basis point parallel increase in interest rates from current levels would result in a possible decline in the fair value of the long-term fixed ~~maturity~~income investment portfolio of approximately ~~4.0%~~4.4%.

Composition of Unrealized Gains (Losses)
March 31, December 31,
2021 2020
Available for Sale Fixed Maturity Securities:
Amortized cost $ 10,058.5 $ 9,897.6
Estimated fair value 10,415.9 10,496.8
Net unrealized gains (losses) $ 357.4 $ 599.1
Components of net unrealized gains (losses):
Gross unrealized gains $ 438.2 $ 602.9
Gross unrealized losses (80.8) (3.8)
Net unrealized gains (losses) $ 357.4 $ 599.1
Equity Securities:
Cost $ 3,118.6 $ 3,269.7
Estimated fair value 4,271.3 4,054.8
Net unrealized gains (losses)(g) $ 1,152.6 $ 785.1
Components of net unrealized gains (losses):
Gross unrealized gains $ 1,251.1 $ 1,028.1
Gross unrealized losses (98.4) (243.0)
Net unrealized gains (losses)(g) $ 1,152.6 $ 785.1

~~___________~~

~~(g) Unrealized gains and losses from changes in fair value of equity securities are included in total realized and unrealized investment gains (losses) in the consolidated statements of income.~~


Liquidity and Capital Resources

~~Other Assets~~ - Among other major assets, substantially all of the Company's receivables are not past due. Reinsurance recoverable balances on paid or estimated unpaid losses are deemed recoverable from solvent reinsurers or have otherwise been reduced by allowances for estimated credit losses. Deferred policy acquisition costs are estimated by taking into account the direct costs relating to the successful acquisition of new or renewal insurance contracts and evaluating their recoverability on the basis of recent trends in claims costs. The Company's deferred policy acquisition cost balances have not fluctuated substantially from period-to-period, and do not represent significant percentages of assets or shareholders' equity.

~~Liquidity~~ - The parent holding company meets its liquidity and capital needs principally through dividends and interest on intercompany financing arrangements paid by its subsidiaries. The insurance subsidiaries' ability to pay cash dividends to the parent company is generally restricted by law or subject to approval of the insurance regulatory authorities. Based on December 31, ~~2020~~2021 statutory balances, the Company can receive up to ~~$699.3~~$982.0 in ordinary dividends from its subsidiaries in ~~2021~~2022 without the prior approval of regulatory authorities. The liquidity achievable through such permitted dividend payments is ~~considered~~ sufficient to cover the parent holding company's currently expected cash outflows represented mostly by interest, ~~and scheduled repayments on outstanding debt,~~ reasonably anticipated cash dividend payments to shareholders, modest operating expenses, and the near-term capital needs of its operating company subsidiaries.

~~Capitalization~~ - Old Republic's total capitalization of ~~$7,399.0~~$8,344.3 at March 31, ~~2021~~2022 consisted of debt of ~~$947.2~~$1,594.2 and common shareholders' equity of ~~$6,451.8.~~$6,750.1. Changes in the common shareholders' equity account reflect primarily net income excluding net investment gains (losses), realized and unrealized gains (losses), and dividend payments to shareholders for the period then ended. At March 31, ~~2021,~~2022, the Company's consolidated debt to equity ratio was ~~14.7%~~23.6%.

Old Republic has paid a cash dividend without interruption since 1942 ~~(80~~(81 years), and it has raised the annual cash dividend payout for each of the past 4041 years. The dividend rate is reviewed and approved by the Board of Directors on a quarterly basis each year. In establishing each year's cash dividend rate the Company does not follow a strict formulaic approach. Rather, it favors a gradual rise in the annual dividend rate that is largely reflective of long-term consolidated operating earnings trends. Accordingly, each year's dividend rate is set judgmentally in consideration of such key factors as the dividend paying capacity of the Company's insurance subsidiaries, the trends in average annual ~~statutory and GAAP~~ earnings for the five to ten most recent calendar years, and management's long-term expectations for the Company's consolidated business and its individual operating subsidiaries.

Under state insurance regulations, the Company's three mortgage guaranty insurance subsidiaries are required to hold minimum amounts of capital based on specified formulas. Since the Company's mortgage insurance subsidiaries have discontinued writing new business the risk-to-capital ratio considerations are therefore no longer of consequence.

The Company's principal mortgage insurance subsidiaries sought and received approval from the North Carolina Department of Insurance to pay extraordinary dividends amounting to $35.0 in the quarter ended March 31, 2022.


~~RESULTS OF OPERATIONS~~


~~Revenues: Premiums & Fees~~Other Assets

~~Pursuant to GAAP applicable~~Substantially all of the Company's receivables are current. Reinsurance recoverable balances on paid or estimated unpaid losses are deemed recoverable from solvent reinsurers or have otherwise been reduced by allowances for estimated credit losses. Deferred policy acquisition costs are estimated by taking into account the direct costs relating to the successful acquisition of new or renewal insurance ~~industry, revenues are recognized as follows:~~

~~Substantially all general insurance premiums pertain to annual policies~~contracts and are reflected in income on a pro-rata basis in association with the related benefits, claims and expenses. Earned but unbilled premiums are generally taken into income on the billing date, while adjustments for retrospective premiums, commissions and similar charges or credits are accruedevaluating their recoverability on the basis of ~~periodic evaluations of current underwriting experience and contractual obligations.~~

Title premium and fee revenues stemming from the Company's direct operations (which include branch offices of its title insurers and wholly owned agency subsidiaries) represent approximately 23% of 2021 consolidated title business revenues. Such premiums are generally recognized as income at the escrow closing date which approximates the policy effective date. Fee income related to escrow and other closing services is recognized when the related services have been performed and completed. The remaining 77% of consolidated title premium and fee revenues is produced by independent title agents and underwritten title companies. Rather than making estimates that could be subject to significant variance from actual premium and fee production, the Company recognizes revenues from those sources upon receipt. Such receipts can reflect a three to four month lag relative to the effective date of the underlying title policy, and are offset concurrently by production expenses and claim reserve provisions.

~~The Company's mortgage guaranty premiums primarily stem from monthly installments paid on long-duration, guaranteed renewable insurance policies. Such premiums are written and earned~~recent trends in ~~the month coverage is effective. With respect to relatively few annual or single premium policies, earned premiums are largely recognized on a pro-rata basis over the terms of the policies.~~

~~The major sources of Old Republic's consolidated earned premiums and fees for the periods shown were as follows:~~

Net Earned Premiums and Fees
General Title (*) RFIG Run-off Other Total (*) % Change
from prior
period (*)
Years Ended December 31:
2018 $ 3,277.1 $ 2,573.1 $ 75.9 $ 14.6 $ 5,940.9 3.0 %
2019 3,432.4 2,736.0 59.2 13.4 6,241.1 5.1
2020 3,394.2 3,286.3 45.1 12.0 6,737.8 8.0
Quarters Ended March 31:
2020 852.8 690.7 12.6 3.1 1,559.3 11.1
2021 $ 859.1 $ 967.7 $ 9.2 $ 2.8 $ 1,838.9 17.9 %

~~__________~~

(*) Reclassification adjustments were made to certain Title segment revenues and expenses in prior periods to conform to the current presentation. See Note 1 to the accompanying Notes to Consolidated Financial Statements.

~~The percentage allocation of net premiums earned for major insurance coverages in the General Insurance Group was as follows:~~

General Insurance Net Earned Premiums by Type of Coverage
Commercial
Automobile
(mostly
trucking) Workers'
Compensation Inland
Marine
and
Property Financial
Indemnity General
Liability Other
Years Ended December 31:
2018 36.8 % 31.1 % 7.7 % 5.3 % 6.2 % 12.9 %
2019 37.2 29.1 7.6 6.4 6.6 13.1
2020 38.4 25.4 8.7 8.0 6.0 13.5
Quarters Ended March 31:
2020 38.0 27.0 7.9 7.6 6.8 12.7
2021 40.3 % 22.8 % 9.3 % 9.3 % 5.2 % 13.1 %
claims costs.

~~The following table shows the percentage distribution of Title Group premium and fee revenues by production sources:~~

Title Premium and Fee Production by Source (*)
Direct
Operations Independent
Title
Agents &
Other
Years Ended December 31:
2018 23.7 % 76.3 %
2019 24.9 75.1
2020 24.9 75.1
Quarters Ended March 31:
2020 24.5 75.5
2021 23.1 % 76.9 %

~~__________~~

~~The following tables provide information on production and related risk exposure trends for Old Republic's mortgage guaranty insurance operation:~~

Premium and Persistency Trends: Net Earned Premiums Persistency
Years Ended December 31:
2018 $ 74.4 79.2 %
2019 58.8 77.5
2020 45.1 77.6
Quarter Ended March 31:
2020 12.6 76.8
2021 $ 9.2 76.3 %

~~The Company's flagship mortgage guaranty insurance carrier ceased the underwriting of new policies effective August 31, 2011 and the existing book of business was placed in run-off operating mode.~~

Net Risk in Force
Net Risk in Force By Type: Traditional Primary Bulk & Other Total
As of December 31:
2018 $ 3,098.3 $ 246.7 $ 3,345.0
2019 2,388.3 201.8 2,590.1
2020 1,842.2 169.0 2,011.2
As of March 31:
2020 2,255.1 192.2 2,447.3
2021 $ 1,706.4 $ 162.2 $ 1,868.6

~~Risk Distribution by Property State:~~

FL IL GA CA NJ MD TX NY PA VA
As of December 31:
2018 8.5 % 6.3 % 5.9 % 5.4 % 4.7 % 4.5 % 5.5 % 3.7 % 4.3 % 3.8 %
2019 8.9 6.7 6.1 5.7 5.0 4.9 4.8 3.9 4.1 3.8
2020 9.2 7.0 6.0 5.8 5.3 5.1 4.5 4.2 4.1 3.7
As of March 31:
2020 8.9 6.8 6.1 5.8 5.0 5.0 4.7 4.0 4.1 3.8
2021 9.3 % 7.1 % 6.1 % 5.8 % 5.3 % 5.2 % 4.5 % 4.4 % 4.1 % 3.8 %

3738


~~Revenues: Net Investment Income~~Reinsurance Programs

Net investment income is affected by trends in interest and dividend yields for the types of securities in which the Company's funds are invested during each reporting period. The following tables reflect the segmented and consolidated invested asset bases as of the indicated dates, and the investment income earned and resulting yields on such assets. Since the Company can exercise little control over fair values, yields are evaluated on the basis of investment income earned in relationIn order to ~~the cost of the underlying invested assets, though yields based on the fair values of such assets are also shown in the statistics below.~~

Invested Assets at Cost Fair
Value
Adjust-
ment Invested
Assets at
Fair
Value (a)
General Title RFIG Run-off Corporate
and Other Total
As of December 31:
2019 $ 10,577.9 $ 1,172.3 $ 566.3 $ 841.7 $ 13,158.4 $ 1,200.7 $ 14,359.2
2020 10,987.8 1,328.4 545.1 1,083.8 13,945.2 1,384.9 15,330.1
As of March 31:
2020 10,653.5 1,167.5 529.4 829.9 13,180.5 64.3 13,244.8
2021 $ 11,133.6 $ 1,388.0 $ 525.5 $ 796.6 $ 13,843.7 $ 1,510.3 $ 15,354.1

~~__________~~

~~(a) The March 31, 2020 and December 31, 2019 balances includes fixed maturity securities classified as held to maturity which are reported and reflected herein at amortized cost.~~

Net Investment Income Yield at
General Title RFIG Run-off Corporate
and Other Total Original Cost Fair
Value
Years Ended
December 31:
2018 $ 341.0 $ 38.8 $ 20.1 $ 31.7 $ 431.8 3.41 % 3.28 %
2019 356.4 41.4 17.6 35.1 450.7 3.48 3.30
2020 352.2 42.0 15.2 29.4 438.9 3.24 2.96
Quarters Ended
March 31:
2020 90.6 10.8 4.3 8.3 114.1 3.47 3.31
2021 $ 84.8 $ 10.5 $ 3.2 $ 5.7 $ 104.3 3.00 % 2.72 %


~~Revenues: Net Investment Gains (Losses)~~

The Company's investment policies are not designed to maximize or emphasize the realization of investment gains. Rather, these policies aim for a stable source of income from interest and dividends, protection of capital, and the providing of sufficient liquidity to meet insurance underwriting and other obligations as they become payable in the future. Dispositions of fixed maturity securities from scheduled maturities and early calls were 68.2% and 77.0% of total dispositions occurring in the first quarter of 2021 and 2020, respectively.

~~The following table reflects the composition of net investment gains or losses for the periods shown.~~

Realized Investment Gains (Losses) from Actual Transactions Impairment Losses on Securities Unrealized Gains (Losses) from Changes in Fair Value of Equity Securities
Fixed
Maturity
Securities Equity
Securities
and Miscel-laneous Investments Total Fixed
Maturity
Securities Miscel-laneous Investments Total Total Investment Gains (Losses)
Years Ended
December 31:
2018 $ (4.8) $ 63.1 $ 58.2 $ — $ — $ — $ (293.8) $ (235.6)
2019 (1.9) 40.6 38.6 (2.0) — (2.0) 599.5 636.1
2020 (7.4) 21.6 14.2 — — — (156.2) (142.0)
Quarters Ended
March 31:
2020 .3 18.2 18.5 — — — (962.7) (944.1)
2021 $ .3 $ 7.5 $ 7.8 $ — $ — $ — $ 367.5 $ 375.4


~~Expenses: Benefits and Claims~~

~~The following table shows a breakdown of gross and net of reinsurance claim reserve estimates for major types of insurance coverages as of March 31, 2021 and December 31, 2020:~~

Claim and Loss Adjustment Expense Reserves
March 31, 2021 December 31, 2020
Gross Net Gross Net
Workers' compensation $ 4,907.5 $ 3,005.5 $ 4,929.2 $ 3,044.1
General liability 1,329.5 660.0 1,309.4 641.5
Commercial automobile (mostly trucking) 2,486.4 1,650.2 2,379.8 1,591.5
Other coverages 1,146.2 828.1 1,086.2 782.4
Unallocated loss adjustment expense reserves 271.8 271.7 269.1 268.3
Total general insurance reserves 10,141.6 6,415.5 9,973.9 6,328.0
Title 571.4 571.4 556.1 556.1
RFIG Run-off 127.4 127.4 127.6 127.6
Life and accident 12.8 8.5 13.2 8.6
Total claim and loss adjustment expense reserves $ 10,853.3 $ 7,122.9 $ 10,671.0 $ 7,020.4
Asbestosis and environmental claim reserves included
in the above general insurance reserves:
Amount $ 128.0 $ 83.4 $ 127.6 $ 82.4
% of total general insurance reserves 1.3 % 1.3 % 1.3 % 1.3 %

The Company's reserve for loss and loss adjustment expenses represents the accumulation of estimates of ultimate losses payable, including incurred but not reported losses and loss adjustment expenses. The establishment of claim reserves by the Company's insurance subsidiaries is a reasonably complex and dynamic process influenced by a large variety of factors as further discussed below. Consequently, reserves established are a reflection of the opinions of a large number of persons, of the application and interpretation of historical precedent and trends, of expectations as to future developments, and of management's judgment in interpreting all such factors. At any point in time, the Company is exposed to the possibility of higher or lower than anticipated claim costs and the resulting changes in estimates are recorded in operations of the periods during which they are made. Increases to prior reserve estimates are often referred to as unfavorable development whereas any changes that decrease previous estimates of the Company's ultimate liability are referred to as favorable development.

~~Overview of Loss Reserving Process~~

~~The Company's reserve setting process reflects the nature of its insurance business and the operationally decentralized basis upon which it is conducted. Old Republic's~~ ~~general insurance~~ operations encompasses a large variety of coverages or classes of commercial insurance; it has negligible exposure to personal insurance coverages such as homeowners or private passenger automobile insurance that exhibit wide diversification of risks, significant frequency of claim occurrences, and high degrees of statistical credibility. Additionally, the Company's insurance subsidiaries do not provide significant amounts of insurance protection for premises; most of its property insurance exposures relate to cargo, incidental property, and insureds' inland marine assets. Consequently, the wide variety of policies issued and commercial insurance customers served require that loss reserves be analyzed and established in the context of the unique or different attributes of each block or class of business produced by the Company. For example, accident liability claims emanating from insured trucking companies or from general aviation customers become known relatively quickly, whereas claims of a general liability nature arising from the building activities of a construction company may emerge over extended periods of time. Similarly, claims filed pursuant to errors and omissions or directors and officers liability coverages are usually not prone to immediate evaluation or quantification inasmuch as many such claims may be litigated over several years and their ultimate costs may be affected by the vagaries of judged or jury verdicts. Approximately 91% of the general insurance group's claim reserves stem from liability insurance coverages for commercial customers which typically require more extended periods of investigation and at times protracted litigation before they are finally settled. As a consequence of these and other factors, Old Republic does not utilize a single, overarching loss reserving approach.

The Company prepares periodic analyses of its loss reserve estimates for its significant insurance coverages. It establishes point estimates for most losses on an insurance coverage line-by-line basis for individual subsidiaries, sub-classes, individual accounts, blocks of business or other unique concentrations of insurance risks such as directors and officers liability, that have similar attributes. Actuarially or otherwise derived ranges of reserve levels are not utilized as such in setting these reserves. Instead the reported reserves encompass the Company's best point estimates at each reporting date and the overall reserve level at any point in time therefore represents the compilation of a very large number of reported reserve estimates and the results of a variety of formula calculations largely driven by analysis of historical data. Favorable or unfavorable developments of prior year reserves are implicitly covered by the point estimates incorporated in total reserves at each balance sheet date. The Company does not project future variability or make an explicit provision for uncertainty when determining its best estimate of loss reserves. Over the most recent decade actual incurred losses have developed within a reasonable range of their original estimates.

Aggregate loss reserves consist of liability estimates for claims that have been reported ("case") to the Company's insurance subsidiaries and reserves for claims that have been incurred but not yet reported ("IBNR") or whose ultimate costs may not become fully apparent until a future time. Additionally, the Company establishes unallocated loss adjustment expense reserves for loss settlement costs that are not directly related to individual claims. Such reserves are based on prior years' cost experience and trends, and are intended to cover the unallocated costs of claim departments' administration of case and IBNR claims over time. Long-term, disability-type workers' compensation reserves are discounted to present value based on interest rates that generally range from 3.0% to 4.0%.

A large variety of statistical analyses and formula calculations are utilized to provide for IBNR claim costs as well as additional costs that can arise from such factors as monetary and social inflation, changes in claims administration processes, changes in reinsurance ceded and recoverability levels, and expected trends in claim costs and related ratios. Typically, such formulas take into account so-called link ratios that represent prior years' patterns of incurred or paid loss trends between succeeding years, or past experience relative to progressions of the number of claims reported over time and ultimate average costs per claim.

Overall, reserves pertaining to several hundred large individual commercial insurance accounts that exhibit sufficient statistical credibility, and at times may be subject to retrospective premium rating plans or the utilization of varying levels or types of self-insured retentions through captive insurers and similar risk management mechanisms are established on an account by account basis using case reserves and applicable formula-driven methods. Large account reserves are usually set and analyzed for groups of coverages such as workers' compensation, commercial automobile (trucking) and general liability that are typically underwritten jointly for many customers. For certain so-called long-tail categories of insurance such as retained or assumed excess liability or excess workers' compensation, officers and directors' liability, and commercial umbrella liability relative to which claim development patterns are particularly long, more volatile, and immature in their early stages of development, the Company judgmentally establishes the most current accident years' loss reserves on the basis of expected claim ratios. Such expected claim ratios typically reflect currently estimated claim ratios from prior accident years, adjusted for the effect of actual and anticipated rate changes, actual and anticipated changes in coverage, reinsurance, mix of business, and other anticipated changes in external factors such as trends in loss costs or the legal and claims environment. Expected claim ratios are generally used for the two to five most recent accident years depending on the individual class or category of business. As actual claims data emerges in succeeding interim and annual periods, the original accident year claim ratio assumptions are validated or otherwise adjusted sequentially through the application of statistical projection techniques such as the Bornhuetter/Ferguson method which utilizes data from the more mature experience of prior years to arrive at a likely indication of more recent years' loss trends and costs.

~~Title insurance~~and related escrow services loss and loss adjustment expense reserves are established as point estimates to cover the projected settlement costs of known as well as IBNR losses related to premium and escrow service revenues of each reporting period. Reserves for known claims are based on an assessment of the facts available to the Company during the settlement process. The point estimates covering all claim reserves take into account IBNR claims based on past experience and evaluations of such variables as changing trends in the types of

policies issued, changes in real estate markets and interest rate environments, and changing levels of loan refinancing, all of which can have a bearing on the emergence, number, and ultimate costs of claims.

~~RFIG Run-offmortgage guaranty~~ ~~insurance~~reserves for unpaid claims and claim adjustment expenses are recognized only upon an instance of default, defined as an insured mortgage loan for which two or more consecutive monthly payments have been missed. Loss reserves are based on statistical calculations that take into account the number of reported insured mortgage loan defaults as of each balance sheet date, as well as experience-based estimates of loan defaults that have occurred but have not as yet been reported. Further, the loss reserve estimating process takes into account a large number of variables including trends in claim severity, potential salvage recoveries, expected cure rates for reported loan delinquencies at various stages of default, the level of coverage rescissions and claims denials due to material misrepresentation in key underwriting information or non-compliance with prescribed underwriting guidelines, and management judgments relative to future employment levels, housing market activity, and mortgage loan interest costs, demand, and extensions.

The Company has the legal right to rescind mortgage insurance coverage unilaterally as expressly stated in its policy. Moreover, two federal courts that have considered that policy wording have each affirmed that right. According to the policy, if any representations are materially false or misleading with respect to a loan, the Company has the right to cancel or rescind coverage for that loan retroactively to commencement of the coverage. In the case of mortgage guaranty insurance, rescissions have occurred regularly over the years but have been generally immaterial. During the period of the great recession the Company experienced a much greater incidence of rescissions due to increased levels of observed fraud and misrepresentations in insurance applications pertaining to business underwritten between 2004 and the first half of 2008 in particular. In recent years, the incidence of rescissions has returned to immaterial levels.

~~Incurred Loss Experience~~

Management believes that the Company's overall reserving practices have been consistently applied over many years. For at least the past ten years, previously established aggregate reserves have produced reasonable estimates of the cumulative ultimate net costs of claims incurred. However, there are no guarantees that such outcomes will continue, and, accordingly, no representation is made that ultimate net claim and related costs will not develop in future years to be greater or lower than currently established reserve estimates. In management's opinion, however, such potential development is not likely to have a material effect on the Company's consolidated financial position, although it could affect materially its consolidated results of operations for any one annual or interim reporting period. See further discussion in the Company's 2020 Annual Report on Form 10-K under Item 1A - Risk Factors.

~~A summary of changes in aggregate reserves for claims and related costs is included in Note 4 of the Consolidated Financial Statements.~~

General Title (*) RFIG Run-off Consolidated (*)
Years Ended December 31:
2018 72.2 % 1.9 % 39.4 % 41.4 %
2019 71.8 2.5 53.5 41.2
2020 69.9 2.3 81.7 37.0
Quarters Ended March 31:
2020 69.8 3.1 37.8 39.9
2021 66.0 % 3.0 % 46.5 % 32.8 %

~~__________~~

~~The percentage of net claims, benefits and related settlement expenses measured against premiums earned by major types of general insurance coverage were as follows:~~

General Insurance Claim Ratios by Type of Coverage
All
Coverages Commercial
Automobile
(mostly
trucking) Workers'
Compen-sation Inland
Marine
and
Property Financial
Indemnity General
Liability Other
Years Ended
December 31:
2018 72.2 % 79.3 % 70.7 % 62.8 % 73.8 % 68.9 % 60.1 %
2019 71.8 84.0 63.2 62.6 64.0 77.8 61.4
2020 69.9 80.8 60.8 58.3 57.1 73.6 67.2
Quarters Ended
March 31:
2020 69.8 77.0 71.0 55.5 60.7 70.4 66.3
2021 66.0 % 73.7 % 56.0 % 55.1 % 61.0 % 92.2 % 66.4 %

~~The~~ ~~General Insurance~~ reported claim ratio improved in the first quarter 2021, driven by favorable reserve development from prior periods, and from lower current period claim provisions in workers' compensation and commercial auto coverages. The group experienced favorable development of prior years' reserves of 2.7 and .7 percentage points for the first quarter of 2021 and 2020, respectively.

Unfavorable asbestos and environmental ("A&E") claim developments, although not material in any of the periods presented, are typically attributable to A&E claim reserves due to periodic re-evaluations of such reserves as well as subsequent reclassifications of other coverages' reserves, most often workers' compensation, deemed assignable to A&E category of losses. Except for a small portion that emanates from ongoing primary insurance operations, a large majority of the A&E claim reserves posted by Old Republic stem mainly from its participations in assumed reinsurance treaties and insurance pools which were discontinued during the 1980's and have since been in run-off status. With respect to the primary portion of gross A&E reserves, Old Republic administers the related claims through its claims personnel as well as outside attorneys, and posted reserves reflect its best estimates of ultimate claim costs. Claims administration for the assumed portion of the Company's A&E exposures is handled by the claims departments of unrelated primary or ceding reinsurance companies. While the Company performs periodic reviews of certain claim files managed by third parties, the overall A&E reserves it establishes respond to the paid claim and case reserve activity reported to the Company as well as available industry statistical data such as so-called survival ratios. Such ratios represent the number of years' average paid losses for the three or five most recent calendar years that are encompassed by an insurer's A&E reserve level at any point in time. According to this simplistic appraisal of an insurer's A&E loss reserve level, Old Republic's average five year survival ratios stood at 7.6 years (gross) and 8.3 years (net of reinsurance) as of March 31, 2021 and 6.3 years (gross) and 7.1 years (net of reinsurance) as of December 31, 2020. Fluctuations in this ratio between years can be caused by the inconsistent pay out patterns associated with these types of claims. Incurred net losses for A&E claims have averaged .3% of ~~general insurance~~ ~~group net incurred losses for the five years ended December 31, 2020.~~

~~Title insurance~~claim ratios have remained in the single digits for a number of years due to a continuation of favorable trends in claims frequency and severity. The reported claim ratio trended slightly lower for the first quarter 2021, influenced by favorable reserve development from prior periods. This favorable development of reserves established in prior years reduced the claim ratio by .6 and .5 percentage points in the first quarter of 2021 and 2020, respectively.

~~First quarter 2021~~ ~~RFIG Run-off~~ claim costs were affected by the economic impacts of the pandemic. Whereas delinquency trends continued to improve in 2021's first quarter, they remain elevated by comparison to pre-pandemic levels. Incurred claim ratios reflect favorable development of 13.5 and 14.6 percentage points in the first quarter of 2021 and 2020, respectively.

~~Certain~~ ~~mortgage guaranty~~ ~~average claims related trends are listed below:~~

Average Settled Claim Amount (a) Reported Delinquency
Ratio at End of Period
Years Ended December 31:
2018 $ 46,946 9.9 %
2019 49,195 10.1
2020 37,172 14.2
Quarter Ended March 31:
2020 48,365 9.5
2021 $ 50,991 14.0 %

~~__________~~

~~(a) Amounts are in whole dollars.~~

Total Delinquency Rated for Top Ten States (includes "other" business) (b):
FL IL GA CA NJ MD TX NY PA VA
As of December 31:
2018 10.6 % 9.2 % 8.1 % 6.8 % 15.3 % 10.7 % 10.4 % 21.3 % 12.0 % 7.9 %
2019 8.8 9.0 8.6 6.5 12.4 10.4 12.4 20.7 12.4 7.8
2020 13.1 13.8 12.7 9.9 18.2 15.2 18.7 25.5 15.7 12.4
As of March 31:
2020 8.4 8.4 8.3 5.7 11.4 10.1 11.5 20.1 12.0 7.0
2021 12.7 % 14.1 % 12.4 % 10.0 % 17.5 % 15.0 % 19.0 % 24.7 % 15.5 % 12.4 %

~~__________~~

~~(b) As determined by risk in force as of March 31, 2021, these 10 states represent approximately 55.4% of total risk in force.~~

~~Reinsurance Programs~~

To maintain premium production within its capacity and limit maximum losses ~~and risks~~ for which it might become liable under its policies, Old Republic, as is common practice in the insurance industry, may cede a portion or all of its premiums and related liabilities on certain classes of insurance, individual policies, or blocks of business to other insurers and reinsurers. Further discussion of the Company's reinsurance programs can be found in Part 1 of the Company's ~~2020~~2021 Annual Report on Form 10-K.


~~Expenses: Underwriting Acquisition and Other Expenses~~CRITICAL ACCOUNTING ESTIMATES

The ~~following table sets forth~~Company's annual and interim financial statements incorporate a large number and types of estimates relative to matters which are highly uncertain at the ~~expense ratios registered~~time the estimates are made. The estimation process required of an insurance enterprise such as Old Republic is by ~~each major business segment~~its very nature highly dynamic inasmuch as it necessitates a continuous evaluation, analysis, and quantification of factual data as it becomes known to the Company. As a result, actual experienced outcomes can differ from the estimates made at any point in ~~consolidation for the periods shown:~~

RFIG
General Title (*) Run-off Consolidated (*)
Years Ended December 31:
2018 25.0 % 90.9 % 21.5 % 53.5 %
2019 25.7 90.5 25.0 54.1
2020 25.6 88.4 30.2 56.3
Quarters Ended March 31:
2020 25.8 92.0 30.2 55.2
2021 25.6 % 87.3 % 34.5 % 58.1 %

~~__________~~time and thus affect future periods' reported revenues, expenses, net income or loss, and financial condition.

~~(*) Reclassification adjustments were made to certain Title segment revenues and expenses in prior periods to conform~~Old Republic believes that its most critical accounting estimates relate to the ~~current presentation. See Note 1 to~~establishment of reserves for losses and loss adjustment expenses and the ~~accompanying Notes to Consolidated Financial Statements.~~

~~Variations~~recoverability of reinsured outstanding losses. The major assumptions and methods used in setting these estimates are summarized in the Company's consolidated expense ratios reflect a continually changing mix of coverages sold and attendant costs of producing business in the Company's three largest business segments. To a significant degree, expense ratios for both the general and title insurance segments are mostly reflective of variable costs, such as commissions or similar charges, that rise or decline along with corresponding changes in premium and fee income. Moreover, general operating expenses can contract or expand in differing proportions due to varying levels of operating efficiencies and expense management opportunities in the face of changing market conditions.2021 Annual Report on Form 10-K.


~~Expenses: Total~~

~~The composite ratios of the above summarized net claims, benefits and underwriting expenses that reflect the sum total of all the factors enumerated above have been as follows:~~

RFIG
General Title (*) Run-off Consolidated (*)
Years Ended December 31:
2018 97.2 % 92.8 % 60.9 % 94.9 %
2019 97.5 93.0 78.5 95.3
2020 95.5 90.7 111.9 93.3
Quarters Ended March 31:
2020 95.6 95.1 68.0 95.1
2021 91.6 % 90.3 % 81.0 % 90.9 %

~~__________~~


~~Expenses: Income Taxes~~

The effective consolidated income tax rates were 20.4% in the first quarter of 2021, compared to (21.5)% in the first quarter of 2020. The rates for each period reflect primarily the varying proportions of pretax operating income (loss) derived from partially tax sheltered investment income (principally tax-exempt interest and dividend income), the combination of fully taxable investment income, investment gains or losses, underwriting and service income and adjustments regarding the recoverability of deferred tax assets.


~~End of Management Analysis of Financial Position and Results of Operations~~

4439


OTHER INFORMATION

Reference is here made to "Information About Segments of Business" appearing elsewhere herein.

Historical data pertaining to the operating results, liquidity, and other performance indicators applicable to an insurance enterprise such as Old Republic are not necessarily indicative of results to be achieved in succeeding years. In addition to the factors cited below, the long-term nature of the insurance business, seasonal and annual patterns in premium production and incidence of claims, changes in yields obtained on invested assets, changes in government policies and free markets affecting inflation rates and general economic conditions, and changes in legal precedents or the application of law affecting the settlement of disputed and other claims can have a bearing on period-to-period comparisons and future operating results. It is possible that Old Republic's operating results, business and financial condition could be adversely affected in subsequent periods by future economic disruptions caused by the COVID-19 pandemic and the associated governmental responses.

Some of the oral or written statements made in the Company's reports, press releases, and conference calls following earnings releases, can constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. ~~Of necessity, any~~Any such forward-looking statements involve assumptions, uncertainties, and risks that may affect the Company's future performance. With regard to Old Republic's General Insurance segment, its results can be particularly affected by the level of market competition, which is typically a function of available capital and expected returns on such capital among competitors, the levels of investment yields and inflation rates, and periodic changes in claim frequency and severity patterns caused by natural disasters, weather conditions, accidents, illnesses, work-related injuries, and unanticipated external events. Title Insurance and RFIG Run-off results can be affected by similar factors, and by changes in national and regional housing demand and values, the availability and cost of mortgage loans, employment trends, and default rates on mortgage loans. Life and accident insurance earnings can be affected by the levels of employment and consumer spending, changes in mortality and health trends, and alterations in policy lapsation rates. At the parent holding company level, operating earnings or losses are generally reflective of the amount of debt outstanding and its cost, interest income on temporary holdings of short-term investments, and period-to-period variations in the costs of administering the Company's widespread operations.

~~The~~ General Insurance, Title Insurance, Corporate ~~and~~& Other, ~~Segments,~~ and ~~the~~ RFIG Run-off ~~business~~ maintain customer information and rely upon technology platforms to conduct their business. As a result, each of them and the Company are exposed to cyber risk. Many of the Company's operating subsidiaries maintain separate IT systems which are deemed to reduce enterprise-wide risks of potential cybersecurity incidents. However, given the potential magnitude of a significant breach, the Company continually evaluates on an enterprise-wide basis its IT hardware, security infrastructure and business practices to respond to these risks and to detect and remediate in a timely manner significant cybersecurity incidents or business process interruptions.

A more detailed listing and discussion of the risks and other factors which affect the Company's risk-taking insurance business are included in Part I, Item 1A - Risk Factors, of the Company's ~~2020~~2021 Form 10-K Annual Report filing to the Securities and Exchange Commission, which is specifically incorporated herein by reference.

Any forward-looking statements or commentaries speak only as of their dates. Old Republic undertakes no obligation to publicly update or revise any and all such comments, whether as a result of new information, future events or otherwise, and accordingly they may not be unduly relied upon.

4540

OLD REPUBLIC INTERNATIONAL CORPORATION




Item 3 - Quantitative and Qualitative Disclosure About Market Risk

Market risk represents the potential for loss due to adverse changes in the fair value of financial instruments as a result of changes in interest rates, equity prices, foreign exchange rates and commodity prices. Old Republic's primary market risks consist of interest rate risk associated with investments in fixed ~~maturities~~income and equity price risk associated with investments in equity securities. The Company has no material foreign exchange or commodity risk.

Old Republic's market risk exposures at March 31, ~~2021,~~2022, have not materially changed from those identified in the Company's ~~2020~~2021 Annual Report on Form 10-K.

Item 4 - Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company's principal executive officer and its principal ~~accounting~~financial officer have evaluated the Company's disclosure controls and procedures as of the end of the period covered by this quarterly report. Based upon their evaluation, the principal executive officer and principal financial officer have concluded that the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) are effective for the above referenced evaluation period.

Changes in Internal Control

During the three month period ended March 31, ~~2021,~~2022, there were no changes in internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

Management's Report on Internal Control Over Financial Reporting

The Company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The Company's internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

4641


OLD REPUBLIC INTERNATIONAL CORPORATION
FORM 10-Q
PART II - OTHER INFORMATION

Item 1 - Legal Proceedings

The information contained in Note 78 "Commitments and Contingent Liabilities" of the Notes to Consolidated Financial Statements filed as Part 1 of this Quarterly Report on Form 10-Q is incorporated herein by reference.

Item 1A - Risk Factors

There have been no material changes with respect to the risk factors disclosed in the Company's ~~2020~~2021 Annual report on Form 10-K.

Item 6 - Exhibits

(a) Exhibits




31.1						Certification by Craig R. Smiddy, Chief Executive Officer, pursuant to Rule 13a-14(a) and 15d-14(a), as
						adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2						Certification by ~~Karl W. Mueller,~~Frank J. Sodaro, Chief Financial Officer, pursuant to Rule 13a-14(a) and 15d-14(a), as
						adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1						Certification by Craig R. Smiddy, Chief Executive Officer, pursuant to Section 1350, Chapter 63 of Title
						18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2						Certification by ~~Karl W. Mueller,~~Frank J. Sodaro, Chief Financial Officer, pursuant to Section 1350, Chapter 63 of Title
						18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS						XBRL Instance Document - The Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH						XBRL Taxonomy Extension Schema

101.CAL						XBRL Taxonomy Extension Calculation Linkbase

101.DEF						XBRL Taxonomy Extension Definition Linkbase

101.LAB						XBRL Taxonomy Extension Label Linkbase

101.PRE						XBRL Taxonomy Extension Presentation Linkbase

4742

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 thereunto duly authorized.


		Old Republic International Corporation
		(Registrant)
Date:	~~April 30, 2021~~May 6, 2022

		/s/ ~~Karl W. Mueller~~Frank J. Sodaro

		~~Karl W. Mueller~~Frank J. Sodaro Senior Vice President, Chief Financial Officer, and Principal Accounting Officer

4843

EXHIBIT INDEX


Exhibit
No.						Description

31.1						Certification by Craig R. Smiddy, Chief Executive Officer, pursuant to Rule 13a-14(a) and 15d-14(a), as
						adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2						Certification by ~~Karl W. Mueller,~~Frank J. Sodaro, Chief Financial Officer, pursuant to Rule 13a-14(a) and 15d-14(a), as
						adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1						Certification by Craig R. Smiddy, Chief Executive Officer, pursuant to Section 1350, Chapter 63 of Title
						18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2						Certification by ~~Karl W. Mueller,~~Frank J. Sodaro, Chief Financial Officer, pursuant to Section 1350, Chapter 63 of Title
						18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS						XBRL Instance Document - The Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH						XBRL Taxonomy Extension Schema

101.CAL						XBRL Taxonomy Extension Calculation Linkbase

101.DEF						XBRL Taxonomy Extension Definition Linkbase

101.LAB						XBRL Taxonomy Extension Label Linkbase

101.PRE						XBRL Taxonomy Extension Presentation Linkbase

4944


Consolidated Revenues:
Total revenues of Company segments (c)	$	1,971.0	$	1,696.7
Other sources (b)	35.1		39.8
Consolidated investment gains (losses):
Realized from actual transactions and impairments	7.8		18.5
Unrealized from changes in fair value of equity securities	367.5		(962.7)
Total realized and unrealized investment gains (losses)	375.4		(944.1)
Consolidation elimination adjustments	(26.5)		(28.2)
Consolidated revenues (c)	$	2,355.0	$	764.0

Consolidated Pretax Income (Loss):
Total segment pretax operating income (loss) of
Company segments	$	249.4	$	161.8
Other sources - net (b)	5.6		12.3
Consolidated investment gains (losses):
Realized from actual transactions and impairments	7.8		18.5
Unrealized from changes in fair value of equity securities	367.5		(962.7)
Total realized and unrealized investment gains (losses)	375.4		(944.1)
Consolidated income (loss) before income
taxes (credits)	$	630.6	$	(769.9)


	March 31, 2021				December 31, 2020
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
4.875% Senior Notes issued in 2014 and due 2024	$	398.0	$	450.2	$	397.9	$	457.7
3.875% Senior Notes issued in 2016 and due 2026	546.9		611.1		546.8		634.1
Other miscellaneous debt	2.2		2.2		21.7		21.7
Total debt	$	947.2	$	1,063.6	$	966.4	$	1,113.6


	FINANCIAL HIGHLIGHTS
		Quarters Ended March 31,
	SUMMARY INCOME STATEMENTS (a):	2021		2020		% Change
	Revenues:
	Net premiums and fees earned	$	1,838.9	$	1,559.3	17.9	%
	Net investment income	104.3		114.1		-8.6
	Other income	36.3		34.6		4.7
	Total operating revenues	1,979.6		1,708.2		15.9
	Investment gains (losses):
	Realized from actual transactions	7.8		18.5

	Unrealized from changes in fair value of equity securities	367.5		(962.7)
	Total investment gains (losses)	375.4		(944.1)
	Total revenues	2,355.0		764.0
	Operating expenses:
	Claim costs	603.4		622.6		-3.1
	Sales and general expenses	1,110.3		899.4		23.4
	Interest and other charges	10.6		11.9		-10.6
	Total operating expenses	1,724.4		1,534.0		12.4	%
	Pretax income (loss)	630.6		(769.9)
	Income taxes (credits)	128.5		(165.1)
	Net income (loss)	$	502.1	$	(604.8)


	COMMON STOCK STATISTICS:
	Components of net income (loss) per share:
	Basic net income (loss) excluding investment gains (losses)	$	0.69	$	0.47	46.8	%
	Net investment gains (losses):
	Realized from actual transactions	0.02		0.05
	Unrealized from changes in fair value of equity securities	0.97		(2.53)
	Basic net income (loss)	$	1.68	$	(2.01)
	Diluted net income (loss) excluding investment gains (losses)	$	0.69	$	0.47	46.8	%
	Net investment gains (losses):
	Realized from actual transactions	0.02		0.05
	Unrealized from changes in fair value of equity securities	0.97		(2.53)
	Diluted net income (loss)	$	1.68	$	(2.01)
	Cash dividends on common stock	$	0.22	$	0.21
	Book value per share	$	21.59	$	17.29	24.9	%


(a) Certain reclassification adjustments were made to increase net premiums and fees earned with a corresponding increase to sales and general expenses in the quarter ended March 31, 2020 to conform the prior period to the current presentation. See Note (a) in Title Insurance Segment Results.


	Net Earned Premiums and Fees
	General		Title (*)		RFIG Run-off		Other		Total (*)		% Change from prior period (*)
Years Ended December 31:
2018	$	3,277.1	$	2,573.1	$	75.9	$	14.6	$	5,940.9	3.0	%
2019	3,432.4		2,736.0		59.2		13.4		6,241.1		5.1
2020	3,394.2		3,286.3		45.1		12.0		6,737.8		8.0



Quarters Ended March 31:
2020	852.8		690.7		12.6		3.1		1,559.3		11.1
2021	$	859.1	$	967.7	$	9.2	$	2.8	$	1,838.9	17.9	%


Title Premium and Fee Production by Source (*)
	Direct Operations		Independent Title Agents & Other
Years Ended December 31:
2018	23.7	%	76.3	%
2019	24.9		75.1
2020	24.9		75.1



Quarters Ended March 31:
2020	24.5		75.5
2021	23.1	%	76.9	%


	Invested Assets at Cost										Fair Value Adjust- ment		Invested Assets at Fair Value (a)
	General		Title		RFIG Run-off		Corporate and Other		Total
As of December 31:
2019	$	10,577.9	$	1,172.3	$	566.3	$	841.7	$	13,158.4	$	1,200.7	$	14,359.2
2020	10,987.8		1,328.4		545.1		1,083.8		13,945.2		1,384.9		15,330.1
As of March 31:
2020	10,653.5		1,167.5		529.4		829.9		13,180.5		64.3		13,244.8
2021	$	11,133.6	$	1,388.0	$	525.5	$	796.6	$	13,843.7	$	1,510.3	$	15,354.1