Business Context and Reporting Period
Company: GREENLIGHT CAPITAL RE, LTD. (GLRE)
Filing Type: Form 8-K (Current Report)
Date of Report: August 4, 2026
Reporting Period: The filing primarily addresses a material definitive agreement entered into on August 4, 2026. It also references financial results for the second quarter and six months ended June 30, 2026, which were announced via a press release attached as an exhibit.
Key Financial Metrics
This Form 8-K does not contain specific numerical values for revenue, profit, cash flow, margins, debt, or liquidity. The filing states that financial results for the period ended June 30, 2026, are detailed in the attached press release (Exhibit 99.1) and investor presentation (Exhibit 99.2), which are furnished but not filed as part of the core text of this report.
Material Changes and Agreements
Share Repurchase Agreement with Chairman:
- Counterparty: The Company entered into an agreement with the David M. Einhorn 2021-07 Family Trust (an affiliate of Chairman David Einhorn).
- Purpose: To prevent Mr. Einhorn's ownership percentage from increasing due to ongoing open market share repurchases, which could trigger adverse tax consequences.
- Terms: The Company will repurchase Ordinary Shares equal to 33% of the aggregate number of shares repurchased by the Company in the open market (or via Rule 10b5-1 plans) between August 7, 2026, and October 26, 2026.
- Pricing: The purchase price per share will equal the weighted average price paid by the Company for its open market repurchases during the same period.
- Expected Closing: On or about October 30, 2026.
Guidance, Outlook, and Risks
Management Commentary: Management determined that maintaining a constant ownership percentage for the Chairman is in the Company's best interest to avoid tax inefficiencies.
Termination Risks: The agreement may be terminated if closing does not occur by October 30, 2026, or if the Company fails to repurchase any shares under its authorization by October 26, 2026.
Outlook: No specific forward-looking financial guidance is provided in the text of this filing; investors are directed to the attached exhibits for the Q2 2026 results.
Key Facts for Investor Verification
- Verify the total volume of open market share repurchases made between August 7, 2026, and October 26, 2026, to calculate the exact number of shares to be repurchased from the Chairman's trust.
- Review the attached Exhibit 99.1 (Earnings Press Release) for specific Q2 2026 financial metrics (revenue, net income, book value) which are not listed in this summary.
- Confirm the weighted average price of open market repurchases during the specified period to determine the cost basis of the transaction with the Chairman.
- Monitor the closing date to ensure the transaction consummates by October 30, 2026, to avoid termination of the agreement.