0001385613false00013856132026-07-282026-07-28


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

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

July 28, 2026
Date of report (Date of earliest event reported) 

GREENLIGHT CAPITAL RE, LTD.
(Exact name of registrant as specified in charter) 
Cayman Islands001-33493N/A

(State or other jurisdiction of incorporation)

(Commission file number)

(IRS employer identification no.)
65 Market Street
Suite 1207, Jasmine Court
P.O. Box 31110
Camana Bay
Grand Cayman
Cayman IslandsKY1-1205
(Address of principal executive offices)(Zip code)
(205) 291-3440
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Ordinary SharesGLRENasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if 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. ☐



Item 5.07 Submission of Matters to a Vote of Security Holders

On July 28, 2026, the Company held its Annual General Meeting of Shareholders (the “Annual Meeting”) to consider the proposals described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 24, 2026 (the “Proxy Statement”). The final results for each of the matters voted on at the Annual Meeting were as follows:

1.The following individuals were elected as directors of the Company until the Annual General Meeting of Shareholders of the Company in 2027 (the “2027 Meeting”), based upon the following votes:
Director
For
Against
Abstain
Broker non-votes
Greg Richardson20,771,997 722,495 5,582 4,523,741 
David Einhorn20,534,423 960,669 4,982 4,523,741 
Johnny Ferrari20,762,353 729,453 8,268 4,523,741 
Ursuline Foley20,407,504 1,086,988 5,582 4,523,741 
Leonard Goldberg20,590,157 904,335 5,582 4,523,741 
Victoria Guest19,699,047 1,072,364 728,663 4,523,741 
Ian Isaacs20,609,252 819,219 71,603 4,523,741 
Bryan Murphy20,624,945 815,447 59,682 4,523,741 
Joseph Platt20,662,177 832,315 5,582 4,523,741 
Daniel Roitman20,701,976 726,495 71,603 4,523,741 
Ariel Warszawski20,791,245 663,364 45,465 4,523,741 

2.The appointment of Deloitte Ltd. as the Company’s independent auditors for the fiscal year ending December 31, 2026 until the 2027 Meeting was ratified based upon the following votes:
For25,993,079 
Against7,051 
Abstain23,685 
Broker non-votes— 

3.Shareholders approved, by a non-binding advisory vote, the compensation of the Company’s named executive officers as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission based upon the following votes:
For20,297,031 
Against949,887 
Abstain253,156 
Broker non-votes4,523.741 





Item 9.01 Financial Statements and Exhibits
 
(d) The following exhibits are being filed herewith:
 
Exhibit No.Description of Exhibit
104Cover Page Interactive Data File (embedded within the Inline XBRL document).






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 hereunto duly authorized.

 
GREENLIGHT CAPITAL RE, LTD.
(Registrant)
By:/s/ Steven Archambault  
Name:Steven Archambault
Title:Chief Accounting Officer
Date:August 3, 2026