W. R. Berkley (WRB) 10-K risk factor changes: FY2016 vs FY2015

Some of our competitors, particularly in the [removed: Reinsurance-Global] [added: Reinsurance] business, have greater financial and/or marketing resources than we do.

We expect to continue to face strong competition in these and our other lines of business and as a result [removed: could experience renewed] pressure on pricing and policy terms and conditions.

This intense competition could cause the supply and/or demand for insurance or reinsurance to change, which [removed: could] affect our ability to price our products at attractive rates and retain existing business or write new products at adequate rates or on [added: terms and conditions acceptable to us.]

Our gross reserves for losses and loss expenses were approximately [removed: $10.7] [added: $11.2] billion as of December 31, [removed: 2015.][added: 2016.]

- plaintiffs targeting property and casualty insurers, including us, in purported class action litigation relating to [removed: claims-handling and other practices;][added: claims-]

[removed: For] example, catastrophe losses [added: net of reinsurance recoveries] were [added: $105 million in 2016,] $58 million in 2015, $87 million in 2014, $65 million in [removed: 2013, $80 million in 2012] [added: 2013] and [removed: $153] [added: $80] million in [removed: 2011.][added: 2012.]

Climate change, to the extent it produces rising temperatures and changes in weather patterns, may affect the frequency and severity of storms and other weather events as well as the affordability, availability and underwriting results of [added: various types of] commercial [removed: property] insurance, and, if frequency and severity patterns increase, could negatively affect our financial results.

Conditions in the financial markets and the global economy have had and may continue to have a negative impact on our results of operations and financial [removed: condition, particularly if such conditions continue.][added: condition.]

Based on our [removed: 2015] [added: 2016] earned premiums, our aggregate deductible under TRIPRA during [removed: 2016] [added: 2017] is approximately [removed: $850] [added: $915] million.

Our [removed: Insurance-International] [added: Insurance] business [added: internationally] is also generally subject to a similar regulatory scheme in each of the jurisdictions where we conduct [removed: operations.][added: operations outside the United States.]

[removed: In July 2010, President Obama signed into law the] [added: The] Dodd-Frank [removed: Wall Street Reform and Consumer Protection] Act [removed: (the “Dodd-Frank Act”), which] effected sweeping changes to financial services regulation in the United States.

The FIO also can recommend to the FSOC that it designate an insurer as an entity posing risks to the United States financial stability in the event of the [removed: insured's] [added: insurer's] material financial distress or failure.

Although state regulation is the primary form of regulation of insurance and reinsurance in the United States, in addition to the changes brought about by the Dodd-Frank Act, Congress has considered [removed: over the past years] various proposals relating to the creation of an optional federal charter, repeal of the insurance company antitrust exemption from the McCarran-Ferguson Act, and tax law changes.

In addition, despite the [removed: one-year] waiver of the Solvency II group capital requirements we received, Solvency II may have the effect of increasing the capital requirements of our EU domiciled insurers.

Our expanding international operations in the United Kingdom, Continental Europe, South America, Canada, [added: Mexico,] Scandinavia, the Asia-Pacific region, Africa and Australia expose us to increased investment, political and economic risks, including foreign currency and credit risk.

Our investments in non-U.S.-denominated [removed: securities] [added: assets] are subject to fluctuations in non-U.S. securities and currency markets, and those markets can be volatile.

As of December 31, [removed: 2015,] [added: 2016,] the amount due from our reinsurers was approximately [removed: $1,533] [added: $1,744] million, including amounts due from state funds and industry pools where it was intended that we would bear no risk.

If we are unable to renew our expiring contracts or to obtain new reinsurance contracts, either our net exposures would [added: increase or, if we are unwilling to bear an increase in net exposures, we would have to reduce the level of our underwriting commitments, especially catastrophe exposed risks.]

As of December 31, [removed: 2015,] [added: 2016,] our investment in fixed maturity securities was approximately [removed: $12.4] [added: $13.2] billion, or [removed: 77.3%] [added: 75.6%] of our total investment portfolio, including cash and cash equivalents.

As of that date, our portfolio of fixed maturity securities consisted of the following types of securities: U.S. Government securities [removed: (5.4%);] [added: (3.9%);] state and municipal securities [removed: (36.5%);] [added: (34.8%);] corporate securities [removed: (27.9%);] [added: (30.8%);] asset-backed securities [removed: (13.7%);] [added: (14.5%);] mortgage-backed securities [removed: (9.8%)] [added: (9.1%)] and foreign government [removed: (6.7%).][added: (6.9%).]

At December 31, [removed: 2015,] [added: 2016,] our investment in these assets was approximately [removed: $2.9] [added: $3.5] billion, or [removed: 18.0%,] [added: 19.8%,] of our investment portfolio, including cash and cash equivalents.

Merger and arbitrage trading securities were [removed: $376.7] [added: $300] million, or [removed: 2.3%] [added: 1.7%] of our investment portfolio, including cash and cash equivalents at December 31, [removed: 2015.][added: 2016.]

Real estate related investments, including directly owned, investment funds and loans receivable, were [removed: $2.4] [added: $1.9] billion, or [removed: 14.8%] [added: 11.1%] of our investment portfolio, including cash and cash [removed: equivalents] [added: equivalents,] at December 31, [removed: 2015.][added: 2016.]

During [removed: 2016,] [added: 2017,] the maximum amount of dividends that can be paid without regulatory approval is approximately [removed: $684] [added: $580] million.

Thus, the insurance regulatory authorities of the states in which our insurance [removed: operating units] [added: subsidiaries] are domiciled are likely to apply these restrictions on acquisition of control to any proposed acquisition of our common stock.

That decline accelerated in 2016.

handling and other practices;

For

Three non-bank financial companies, including two insurance groups, are subject to Federal Reserve supervision and heightened prudential standards, as systematically significant financial institutions.

The new U.S. administration and the majority party have expressed the desire to dismantle or roll back the Dodd-Frank Act, which may present risks to our business.

For example, in 2016, the U.S. House of Representatives passed the Financial CHOICE Act of 2016, which proposed to roll back provisions of the Dodd-Frank Act affecting insurance.

While the Financial CHOICE Act was not passed by the Senate, it is likely that the Act or another Dodd-Frank “roll back” bill affecting the insurance business will be introduced.

We are not able to predict whether any such proposal to roll back the Dodd-Frank Act would have a material effect on our business operations and cannot identify the risks, if any, that may be posed to our businesses as a result of changes to, or legislative replacements for, the Dodd-Frank Act.

In addition, the results of the recent U.S. presidential and congressional elections may increase the chance of other federal legislative and regulatory changes that could affect us in ways we cannot predict.

The vote by the United Kingdom to leave the European Union ("EU") could adversely affect our business.

The 2016 U.K. referendum on its membership in the EU resulted in a majority of U.K. voters voting in favor of the U.K. exiting the EU (“Brexit”).

As a result of this vote, negotiations are commencing to determine the terms of the U.K.’s withdrawal from the EU and its future relationship with the EU.

As a result, we face risks associated with the potential uncertainty and consequences related to the vote and Brexit, including with respect to volatility in financial markets, exchange rates and interest rates.

These uncertainties could increase the volatility of, or reduce, our investment results in particular periods or over time.

Brexit could adversely affect European or worldwide political, regulatory, economic or market conditions and could contribute to instability in political institutions and regulatory agencies.

Brexit could also lead to legal uncertainty and differing laws and regulations between the U.K. and the EU.

Any of these potential effects, and others we cannot anticipate, could adversely affect our results of operations or financial condition.

terms and conditions acceptable to us.

FSOC has designated four non-bank financial companies, including three insurance groups, as systematically significant.

increase or, if we are unwilling to bear an increase in net exposures, we would have to reduce the level of our underwriting commitments, especially catastrophe exposed risks.

W. R. Berkley Corporation is an insurance holding company that is among the largest commercial lines writers in the United States and operates [added: worldwide] in [removed: three] [added: two] business [removed: segments: Insurance-Domestic, Insurance-International] [added: segments of the property] and [removed: Reinsurance-Global.][added: casualty business: Insurance and Reinsurance.]

Over the years, the Company has formed numerous new operating units that are focused on important parts of the economy in the U.S., including healthcare, [added: cyber security,] energy and agriculture, and on growing international markets, including Scandinavia, Australia, the Asia-Pacific [removed: region and] [added: region,] South [removed: America.][added: America and Mexico.]

The Company [added: also] invests in equity securities, merger arbitrage securities, investment funds (including energy related funds), private equity, loans and real estate related assets.

The following table reflects the impact of changes (which could be favorable or unfavorable) in frequency and severity, relative to our assumptions, on our loss estimate for claims occurring in [removed: 2015:][added: 2016:]

Our net reserves for losses and loss expenses of approximately [removed: $9.2] [added: $9.6] billion as of December 31, [removed: 2015] [added: 2016] relate to multiple accident years.

Approximately $1.4 billion, or [removed: 15%,] [added: 14%,] of the Company’s net loss reserves as of December 31, [removed: 2015] [added: 2016] relate to the [removed: Reinsurance-Global] [added: Reinsurance] segment.

Following is a summary of the Company’s reserves for losses and loss expenses by business segment as of December 31, [removed: 2015] [added: 2016] and [removed: 2014:][added: 2015:]

| (In thousands) | 2015 | | | | 2014 | | | [added: 2015 | | | 2014 | |]

| Net reserves for losses and loss expenses | [removed: 9,244,872] [added: 9,590,265] | | | | [removed: 8,970,641] [added: 9,244,872] | | |

| Ceded reserves for losses and loss expenses | [removed: 1,424,278] [added: 1,606,930] | | | | [removed: 1,399,060] [added: 1,424,278] | | |

| Gross reserves for losses and loss expenses | $ | [removed: 10,669,150] [added: 11,197,195] | | | $ | [removed: 10,369,701] [added: 10,669,150] | |

Following is a summary of the Company’s net reserves for losses and loss expenses by major line of business as of December 31, [removed: 2015] [added: 2016] and [removed: 2014:][added: 2015:]

(1) Reserves for excess and assumed workers’ compensation business are net of an aggregate net discount of [removed: $699] [added: $640] million and [removed: $746] [added: $699] million as of December 31, [removed: 2015] [added: 2016] and [removed: 2014,] [added: 2015,] respectively.

Net prior year development (i.e, the sum of prior year reserve changes and prior year earned premiums changes) for each of the [added: last] three years ended December 31, [removed: 2015] are as follows:

| (In thousands) | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | |

| Decrease in prior year loss reserves | $ | [removed: 46,713] [added: 29,904] | | | $ | [removed: 75,764] [added: 46,713] | | | $ | [removed: 78,810] [added: 75,764] | |

| Increase in prior year earned premiums | [removed: 16,730] [added: 29,000] | | | | [removed: 9,088] [added: 16,730] | | | | [removed: 19,046] [added: 9,088] | | |

| Net favorable prior year development | $ | [removed: 63,443] [added: 58,904] | | | $ | [removed: 84,852] [added: 63,443] | | | $ | [removed: 97,856] [added: 84,852] | |

[removed: Insurance-Domestic] [added: Insurance] - Reserves for the [removed: Insurance-Domestic] [added: Insurance] segment developed favorably by [removed: $47] [added: $52] million in 2015.

The favorable development was primarily related to workers' [removed: compensation and] [added: compensation,] other liability [removed: business,] [added: business] and [added: commercial property, and] was partially offset by unfavorable development for commercial automobile liability [added: business and professional indemnity] business.

The higher loss cost trends for the commercial automobile industry are attributable, in part, to the increase in miles driven as the economy [removed: has] improved and fuel prices [removed: have] declined over the past several years.

[removed: Reinsurance-Global] [added: Reinsurance] - Reserves for the [removed: Reinsurance-Global] [added: Reinsurance] segment developed favorably by $11 million in 2015.

[removed: Insurance-International] [added: Insurance] - Reserves for the [removed: Insurance-International] [added: Insurance] segment developed favorably by [removed: $5] [added: $53] million in [removed: 2015.][added: 2016.]

[removed: The favorable] [added: For] commercial property [added: business, favorable] development was attributable to accident years 2012 through 2014 and was driven by favorable frequency and severity trends on property business written in Lloyd's.

[removed: The favorable property development was partially offset by unfavorable development for] [added: For] professional indemnity business in the U.K., [added: adverse development was] primarily for accident years 2006 through 2013.

[added: Insurance -] For the [removed: Insurance-Domestic] [added: Insurance] segment, favorable development in 2014 of [removed: $92] [added: $69] million was driven [removed: primarily] [added: principally] by other liability business for accident years 2006 through 2010, primarily related to our excess and surplus lines casualty business.

As these accident years have matured, the weighting of actuarial methods has shifted from methods based on initial expected losses to [added: methods based on actual reported losses.]

[added: Reinsurance -] For the [removed: Reinsurance-Global] [added: Reinsurance] segment, favorable reserve development in 2014 of $16 million was driven primarily by assumed professional liability excess of loss and umbrella treaty business, as well as direct facultative business.

[removed: For the Insurance-International segment,] [added: The favorable development was also offset by] adverse reserve development [removed: in 2014 of $23 million was] driven primarily by unexpected large losses from accident years 2009-2012 in the professional indemnity line of business in the United Kingdom.

Favorable prior year [removed: reserve] development (net of additional and return premiums) was [removed: $98] [added: $59] million in [removed: 2013.][added: 2016.]

The [removed: 2013] favorable development was [added: primarily related to workers' compensation business, and was] partially offset by unfavorable development [removed: of $23 million] for [removed: commercial automobile business and $14 million for products] [added: medical professional] liability business.

The amount of workers’ compensation reserves that were discounted was [removed: $2,308] [added: $1,907] million and [removed: $2,187] [added: $2,308] million at December 31, [removed: 2015] [added: 2016] and [removed: 2014,] [added: 2015,] respectively.

The aggregate net discount for those reserves, after reflecting the effects of ceded reinsurance, was [removed: $699] [added: $640] million and [removed: $746] [added: $699] million at December 31, [removed: 2015] [added: 2016] and [removed: 2014,] [added: 2015,] respectively.

At December 31, [removed: 2015,] [added: 2016,] discount rates by year ranged from 2.0% to 6.5%, with a weighted average discount rate of 3.9%.

Substantially all of discounted workers’ compensation reserves [removed: (98%] [added: (97%] of total discounted reserves at December 31, [removed: 2015)] [added: 2016)] are excess workers’ compensation reserves.

The Company also discounts reserves for certain other long-duration workers’ compensation reserves (representing approximately [removed: 2%] [added: 3%] of total discounted reserves at December 31, [removed: 2015),] [added: 2016),] including reserves for quota share reinsurance and reserves related to losses regarding occupational lung disease.

Estimated assumed premiums receivable were approximately [removed: $62] [added: $68] million and [removed: $85] [added: $62] million at December 31, [removed: 2015] [added: 2016] and [removed: December 31, 2014,] [added: 2015,] respectively.

[added: Since equity securities do not have a contractual cash flow] or maturity, the Company considers whether the price of an equity security is expected to recover within a reasonable period of time.

The following table provides a summary of fixed maturity securities in an unrealized loss position as of December 31, [removed: 2015:][added: 2016:]

| [removed: (Dollars] [added: ($] in thousands) | Number of Securities | | | Aggregate Fair Value | | | | Unrealized Loss | | |

That decline accelerated in 2016.

| 1% | $ | 76,915 | | | $ | 231,511 | | | $ | 424,755 | |

| 5% | 231,511 | | | | 392,229 | | | | 593,126 | | |

| 10% | 424,755 | | | | 593,126 | | | | 803,590 | | |

| (In thousands) | 2016 | | | | 2015 | | |

| Insurance | $ | 8,215,798 | | | $ | 7,876,193 | |

| Reinsurance | 1,374,467 | | | | 1,368,679 | | |

| December 31, 2016 | | | | | | | | | | | |

| Other liability | $ | 1,186,425 | | | $ | 2,136,189 | | | $ | 3,322,614 | |

| Workers’ compensation (1) | 1,596,079 | | | | 1,326,469 | | | | 2,922,548 | | |

| Professional liability | 255,971 | | | | 492,985 | | | | 748,956 | | |

| Commercial automobile | 344,143 | | | | 252,978 | | | | 597,121 | | |

| Short-tail lines (2) | 330,887 | | | | 293,672 | | | | 624,559 | | |

| Total primary | 3,713,505 | | | | 4,502,293 | | | | 8,215,798 | | |

| Reinsurance (1) | 653,615 | | | | 720,852 | | | | 1,374,467 | | |

| Total | $ | 4,367,120 | | | $ | 5,223,145 | | | $ | 9,590,265 | |

For workers' compensation, the favorable development was related to both primary and excess business and to many accident years, including those prior to 2007.

During 2016, reported workers' compensation losses continued to be below our expectations at most of our operating units.

Loss frequency and severity trends continued to be better than the assumptions underlying our previous reserve estimates.

Loss severity trends also benefited from our continued investment in medical case management services and from our preferred provider networks.

The long term trend of declining workers' compensation frequency can be attributed to improved workplace safety.

For medical professional liability business, unfavorable development was primarily related to a class of business that has been discontinued.

The adverse development for that business stemmed mainly from accident years 2010 through 2015.

Reinsurance - Reserves for the Reinsurance segment developed favorably by $6 million in 2016.

The favorable development was primarily related to direct facultative reinsurance business and to accident years 2008 through 2014.

| Total | 744 | | | $ | 5,129,763 | | | $ | 94,583 | |

| ($ in thousands) | Number of Securities | | | Aggregate Fair Value | | | | Unrealized Loss | | |

| State and municipal | 1 | | | $ | 5,136 | | | $ | 3,725 | |

| Corporate | 10 | | | 78,462 | | | | 1,370 | | |

| Foreign government | 15 | | | 112,985 | | | | 341 | | |

| Total | 41 | | | $ | 220,826 | | | $ | 6,904 | |

The Company utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels.

| Independent pricing services | $ | 12,944,960 | | | 98.1 | % |

| Syndicate manager | 48,443 | | | | 0.4 | |

| Observable data | 108,556 | | | | 1.5 | |

| Total | $ | 13,102,142 | | | 100.0 | % |

| (In thousands) | 2016 | | | | 2015 | | |

| Net premiums written | 5,775,913 | | | | 5,591,397 | | |

| Net premiums earned | 5,652,903 | | | | 5,431,500 | | |

| Gross premiums written | $ | 708,639 | | | $ | 642,501 | |

| 1% | $ | 73,437 | | | $ | 221,040 | | | $ | 405,545 | |

| 5% | 221,040 | | | | 374,490 | | | | 566,302 | | |

| 10% | 405,545 | | | | 566,302 | | | | 767,248 | | |

| Insurance-Domestic | $ | 7,169,640 | | | $ | 6,767,374 | |

| Insurance-International | 706,553 | | | | 750,613 | | |

| Reinsurance-Global | 1,368,679 | | | | 1,452,654 | | |

| December 31, 2014 | | | | | | | | | | | |

| Other liability | $ | 1,035,442 | | | $ | 1,785,598 | | | $ | 2,821,040 | |

| Workers’ compensation (1) | 1,603,310 | | | | 1,201,117 | | | | 2,804,427 | | |

| Professional liability | 308,887 | | | | 453,557 | | | | 762,444 | | |

| Commercial automobile | 319,700 | | | | 203,085 | | | | 522,785 | | |

| Short-tail lines (2) | 330,010 | | | | 277,281 | | | | 607,291 | | |

| Total primary | 3,597,349 | | | | 3,920,638 | | | | 7,517,987 | | |

| Reinsurance (1) | 603,851 | | | | 848,803 | | | | 1,452,654 | | |

| Total | $ | 4,201,200 | | | $ | 4,769,441 | | | $ | 8,970,641 | |

The favorable development was related primarily to commercial property.

methods based on actual reported losses.

Favorable development in 2013 was primarily attributable to accident years 2006 through 2012 and included favorable development of $39 million for other liability business, $32 million for reinsurance assumed liability business, $22 million for workers’ compensation, $18 million for commercial property and $24 million for other lines of business.

The favorable development in 2013 was largely driven by loss cost trends, which were more favorable than originally anticipated.

In particular, loss frequency trends have been more favorable than expected for excess & surplus lines casualty business, workers' compensation and excess of loss professional and other liability business.

Commercial automobile development was driven by large losses for long-haul trucking business in 2011 and 2012.

Product liability development stemmed from completed operations losses associated with construction projects in accident years prior to 2009.

Since equity securities do not have a contractual cash flow

| Total | 568 | | | $ | 4,121,586 | | | $ | 91,406 | |

| Corporate | 12 | | | 128,716 | | | | 6,717 | | |

| Foreign government | 1 | | | 13,956 | | | | 3,766 | | |

| Total | 28 | | | $ | 185,577 | | | $ | 12,537 | |

which were considered due to credit factors.

| Independent pricing services | $ | 12,132,829 | | | 98.3 | % |

| Syndicate manager | 64,758 | | | | 0.5 | |

| Observable data | 150,187 | | | | 1.2 | |

| Total | $ | 12,348,127 | | | 100.0 | % |

| Gross premiums written | $ | 5,684,188 | | | $ | 5,383,679 | |

| Net premiums written | 4,812,830 | | | | 4,517,587 | | |

| Net premiums earned | 4,659,359 | | | | 4,271,933 | | |

| Loss ratio | 61.2 | | % | | 60.2 | | % |

| Gross premiums written | $ | 923,304 | | | $ | 984,271 | |

| Net premiums written | 778,567 | | | | 828,076 | | |

| Net premiums earned | 772,141 | | | | 802,375 | | |

| Loss ratio | 58.2 | | % | | 62.8 | | % |

The effective duration for the fixed maturity portfolio (including cash and cash equivalents) was [removed: 3.3] [added: 3.1] years and [removed: 3.2] [added: 3.3] years at December 31, [removed: 2015] [added: 2016] and [removed: 2014,] [added: 2015,] respectively.

The following table outlines the groups of fixed maturity securities and their effective duration at December 31, [removed: 2015:][added: 2016:]

| [removed: (Dollars] [added: ($] in thousands) | (Years) | | | Fair Value | | |

| Cash and cash equivalents | — | | | $ | [removed: 763,631] [added: 795,285] | |

| U. S. government and governmental agencies | 3.0 | | | [removed: 670,419] [added: 513,802] | | |

The estimated fair value at specified levels at December 31, [removed: 2015] [added: 2016] would be as follows:

| State and municipal | 4.3 | | | 4,604,538 | | |

| Asset-backed securities | 0.6 | | | 1,907,860 | | |

| Corporate | 3.5 | | | 4,068,527 | | |

| Foreign government | 2.4 | | | 902,805 | | |

| Mortgage-backed securities | 4.0 | | | 1,207,282 | | |

| Loans receivable | 3.7 | | | 108,299 | | |

| Total | 3.1 | | | $ | 14,108,398 | |

| 300 basis point rise | $ | 12,779,442 | | | $ | (1,328,956 | ) |

| 200 basis point rise | 13,215,239 | | | | (893,159 | | ) |

| 100 basis point rise | 13,657,217 | | | | (451,181 | | ) |

| Base scenario | 14,108,398 | | | | — | | |

| 100 basis point decline | 14,563,631 | | | | 455,233 | | |

| 200 basis point decline | 14,988,978 | | | | 880,580 | | |

| 300 basis point decline | 15,400,344 | | | | 1,291,946 | | |

| State and municipal | 4.5 | | | 4,553,554 | | |

| Asset-backed securities | 1.1 | | | 1,705,172 | | |

| Corporate | 3.7 | | | 3,475,038 | | |

| Foreign government | 2.7 | | | 837,460 | | |

| Mortgage-backed securities | 3.2 | | | 1,221,204 | | |

| Loans receivable | 2.1 | | | 275,747 | | |

| Total | 3.3 | | | 13,502,225 | | |

| 300 basis point rise | $ | 12,360,508 | | | $ | (1,141,717 | ) |

| 200 basis point rise | 12,719,858 | | | | (782,367 | | ) |

| 100 basis point rise | 13,100,237 | | | | (401,988 | | ) |

| Base scenario | 13,502,225 | | | | — | | |

| 100 basis point decline | 13,925,214 | | | | 422,989 | | |

| 200 basis point decline | 14,364,165 | | | | 861,940 | | |

| 300 basis point decline | 14,824,542 | | | | 1,322,317 | | |

W. R. Berkley Corporation is an insurance holding company that is among the largest commercial lines writers in the United [removed: States.][added: States and operates worldwide in two segments of the property casualty insurance business:]

| • | [removed: Insurance-Domestic] [added: Insurance] - commercial insurance business, including excess and surplus lines and admitted lines, [removed: primarily] throughout the United [removed: States;] [added: States, as well as insurance business in the United Kingdom, Continental Europe, South America, Canada, Mexico, Scandinavia, Asia and Australia; and] |

| • | [removed: Insurance-International] [added: Reinsurance] - [removed: insurance] [added: reinsurance] business [added: on a facultative and treaty basis,] primarily in the United [added: States, United] Kingdom, Continental Europe, [removed: South America, Canada, Scandinavia, Asia, and Australia;] [added: Australia, the Asia-Pacific region] and [added: South Africa.] |

[removed: Each of our three business] [added: Our two reporting] segments [removed: is] [added: are] composed of individual operating units that serve a market defined by geography, products, services or types of customers.

Of our [removed: 51] [added: 54] operating units, [removed: 44] [added: 47] have been organized and developed internally and seven have been added through acquisition.

| (In thousands) | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | | | [removed: 2012] [added: 2013] | | | | [removed: 2011] [added: 2012] | | |

| [removed: Reinsurance-Global] [added: Reinsurance] | [removed: 598,118] [added: 648,000] | | | | [removed: 651,284] [added: 598,118] | | | | [removed: 749,601] [added: 651,284] | | | | [removed: 664,197] [added: 749,601] | | | | [removed: 567,338] [added: 664,197] | | |

| Total | $ | [removed: 6,189,515] [added: 6,423,913] | | | $ | [removed: 5,996,947] [added: 6,189,515] | | | $ | [removed: 5,500,173] [added: 5,996,947] | | | $ | [removed: 4,898,539] [added: 5,500,173] | | | $ | [removed: 4,357,368] [added: 4,898,539] | |

| | [added: 2016 | | |] 2015 | | | 2014 | | | 2013 | | | 2012 | | [removed: | 2011 | |]

| [removed: Reinsurance-Global] [added: Reinsurance] | [removed: 9.7] [added: 10.1] | | | [removed: 10.9] [added: 9.7] | | | [removed: 13.6] [added: 10.9] | | | 13.6 | | | [removed: 13.0] [added: 13.6] | |

[removed: Twenty-seven] [added: Twenty-eight] of our [removed: twenty-eight] [added: twenty-nine] insurance company subsidiaries rated by A.M. Best Company, Inc. [removed: (“A.M. Best”)] [added: ("A.M. Best")] have ratings of A+ (Superior) (the second highest rating out of 15 possible ratings), and one is rated A (Excellent) (the third highest rating).

[removed: The] [added: Our] twenty-four insurance company subsidiaries rated by Standard & Poor's (“S&P”) have financial strength ratings of A+ (the seventh highest rating out of twenty-seven possible ratings).

[removed: Insurance-Domestic][added: Insurance]

[removed: The Insurance-Domestic] [added: Our U.S.-based] operating units underwrite commercial insurance business primarily throughout the United States, although many units offer coverage globally, focusing on the following general areas:

Excess & Surplus Lines: A number of our [removed: Insurance-Domestic] operating units are dedicated to the [added: U.S.] excess and surplus lines market.

They offer multiple lines of business with policies tailored to address these unique exposures, often with the flexibility of providing coverages on either an admitted or a non-admitted [removed: basis.][added: basis in the U.S. Each operating unit delivers its products through one or more distribution channels, including retail and wholesale agents, brokers, and managing general agents (MGAs), depending on the customer and the particular risks insured.]

Product Specialty: Other operating units [removed: in this segment] specialize in providing specific lines of insurance coverage, such as workers’ compensation or professional liability, to a wide range of customers.

Business is typically written on an admitted basis, although some units may offer non-admitted [removed: products.][added: products in the U.S. and offer products internationally.]

Regional: Certain [removed: Insurance-Domestic] operating units offer standard insurance products and services [removed: through operating units] focused on meeting the specific needs of a [removed: regionally] [added: geographically] differentiated customer base.

These regionally focused operating units provide a broad array of commercial insurance products to customers primarily in 45 states and the District of Columbia and have developed expertise in niches that [removed: drive] [added: reflect] local [removed: communities.][added: economies.]

Operating units comprising the [removed: Insurance-Domestic] [added: Insurance] segment are as follows:

In addition to its general offerings, Acadia has specialized expertise in insuring regional [removed: businesses and] industries such as construction, lumber and fishing.

Berkley Life Sciences offers a comprehensive spectrum of [removed: property casualty] [added: property, casualty, and specialty] products [added: such as professional and management liability] to the life sciences industry on a global basis, including [added: both] primary and excess liability [removed: coverage and commercial insurance.][added: coverages.]

It serves pharmaceutical and [removed: biologic/biotech] [added: biotech] companies, medical device companies, dietary supplement [removed: manufacturers,] [added: companies,] medical and research [added: related] software developers, contract [removed: service] [added: research and manufacturing] organizations, research institutions and organizations, and other related businesses.

Berkley Risk Administrators provides [added: at-risk and alternative risk] insurance program management services [removed: to] [added: for] a [removed: variety] [added: broad range] of [removed: organizations,] [added: groups and individuals] including [removed: self-insureds, captives, governmental entities, risk retention groups,] [added: public entity pools, professional associations, captives] and [removed: insurance companies.][added: self-insured clients.]

In addition to its generalist portfolio, Continental Western offers specialty underwriting solutions for diversified agriculture, construction, light manufacturing, transportation, volunteer fire departments, rural [removed: utilities, public entity] [added: utilities] and [removed: implement dealers.][added: public entities.]

The following table sets forth the percentage of gross premiums written by each [removed: Insurance-Domestic] [added: Insurance] operating unit:

| American Mining Insurance [added: Group] | [removed: 0.9] [added: 0.7] | | | 0.8 | | | [removed: 0.8] [added: 0.7] | | | [removed: 0.9] [added: 0.7] | | | [removed: 1.0] [added: 0.7] | |

| Berkley Agribusiness Risk Specialists | [removed: 1.0] [added: 1.1] | | | [removed: 1.1] [added: 0.9] | | | [removed: —] [added: 0.9] | | | [removed: —] [added: 0.9] | | | [removed: —] [added: 0.9] | |

| Berkley Alliance Managers | [removed: 0.8] [added: 1.5] | | | [removed: 0.1] [added: 0.7] | | | [removed: —] [added: 0.1] | | | — | | | — | |

| Berkley [removed: Aviation] [added: Professional Liability] | [removed: 1.4] [added: 1.5] | | | [removed: 1.0] [added: 1.7] | | | [removed: 1.0] [added: 1.8] | | | [removed: 1.5] [added: 1.1] | | | [removed: 1.7] [added: 1.0] | |

| Berkley Custom Insurance | [removed: 3.3] [added: 2.7] | | | 2.8 | | | [removed: 2.8] [added: 2.4] | | | [removed: 0.7] [added: 2.3] | | | [removed: —] [added: 0.6] | |

| [removed: Berkley FinSecure] [added: Other] | [removed: 1.2] [added: 0.9] | | | [removed: 0.8] [added: 0.9] | | | [removed: 0.9] [added: 0.8] | | | [removed: 0.8] [added: 1.2] | | | [removed: 0.8] [added: 0.9] | |

| Berkley Fire [removed: and] [added: &] Marine | 0.4 | | | [removed: 0.2] [added: 0.3] | | | [removed: —] [added: 0.2] | | | — | | | — | |

| Berkley Global Product Recall [removed: Managers] [added: Management] | [removed: —] [added: 0.2] | | | — | | | — | | | — | | | — | |

| Berkley Healthcare Professional | 0.2 | | | [removed: 0.2] [added: —] | | | — | | | — | | | — | |

| Berkley Life Sciences | [removed: 0.9] [added: 0.8] | | | [removed: 1.1] [added: 0.8] | | | [removed: 1.1] [added: 0.9] | | | [removed: 0.8] [added: 0.9] | | | [removed: 0.6] [added: 0.7] | |

| Berkley Medical Excess | [removed: 0.9] [added: 0.8] | | | [removed: 0.8] [added: 0.9] | | | [removed: 0.9] [added: 0.8] | | | [removed: 0.9] [added: 0.7] | | | [removed: 1.0] [added: 0.7] | |

| Berkley North Pacific | [removed: 1.9] [added: 1.5] | | | [removed: 1.9] [added: 1.7] | | | [removed: 1.8] [added: 1.6] | | | [removed: 1.8] [added: 1.5] | | | 1.5 | |

| Berkley Oil & Gas | [removed: 3.7] [added: 2.7] | | | [removed: 4.1] [added: 3.2] | | | [removed: 3.9] [added: 3.5] | | | 3.2 | | | [removed: 2.2] [added: 2.7] | |

Commencing with the first quarter of 2016, the Company changed the aggregation of its reported segments.

Operating units in the Insurance-Domestic segment and Insurance-International segment, previously reported separately, were combined into the Insurance segment.

The segment disclosures for prior periods have been revised to be consistent with the new reportable business segment presentation.

| Insurance | $ | 5,775,913 | | | $ | 5,591,397 | | | $ | 5,345,663 | | | $ | 4,750,572 | | | $ | 4,234,342 | |

| Insurance | 89.9 | % | | 90.3 | % | | 89.1 | % | | 86.4 | % | | 86.4 | % |

American Mining Insurance Group specializes in mono-line workers’ compensation coverage for mining and mining related industries throughout the United States and for high hazard risks in select states.

Berkley Cyber Risk Solutions focuses on insurance and risk management products that respond to the changing cyber security vulnerabilities of organizations around the world.

It offers specialty commercial insurance coverages on a worldwide basis to clients of all sizes.

Berkley Net Underwriters also manages W. R. Berkley's assigned risk servicing carrier operations.

Berkley One is expected to launch its products in the latter half of 2017 and will offer specialty personal insurance to sophisticated individuals and families, supported by world class risk and claim management.

Berkley Transactional, a division of Berkley Professional Liability, underwrites a full suite of transactional insurance products, including representations and warranties insurance, tax opinion insurance and contingency liability insurance.

As a third party administrator, it manages workers’ compensation, liability and property claims nationwide.

Intrepid Direct offers business coverages to franchise restaurants on a direct basis.

Key Risk is a premier provider of workers' compensation insurance and third party administrative services.

It focuses on middle market and national accounts in several niches that appreciate expertise and exceptional service.

The unit operates three business units; one focused on middle market accounts located primarily in the mid-Atlantic and southeastern United States, one focused on national temporary staffing and United States Longshoreman & Harbor Act (USL&H) specialty programs and one focused on self-insured customers.

Its products are distributed by a select group of independent retail agents and wholesale brokers located through the United States.

W. R. Berkley Insurance Asia underwrites specialty commercial insurance coverages to clients in North Asia and Southeast Asia through offices in Hong Kong and Singapore.

| | 2016 | | | 2015 | | | 2014 | | | 2013 | | | 2012 | |

| Acadia Insurance | 6.7 | % | | 6.7 | % | | 7.1 | % | | 6.9 | % | | 7.1 | % |

| Admiral Insurance | 5.5 | | | 4.9 | | | 5.3 | | | 4.9 | | | 5.1 | |

| Berkley Accident and Health | 4.4 | | | 3.7 | | | 2.9 | | | 2.5 | | | 3.0 | |

| Berkley Aviation | 1.0 | | | 1.2 | | | 0.8 | | | 0.8 | | | 1.2 | |

| Berkley Canada | 0.8 | | | 0.6 | | | 0.5 | | | 0.7 | | | 0.7 | |

| Berkley Cyber Risk Solutions | — | | | — | | | — | | | — | | | — | |

| Berkley FinSecure | 0.9 | | | 1.0 | | | 0.7 | | | 0.7 | | | 0.7 | |

| Berkley Latinoamérica | 4.1 | | | 4.7 | | | 4.6 | | | 5.1 | | | 5.4 | |

| Berkley Mid-Atlantic Group | 1.2 | | | 1.8 | | | 2.4 | | | 3.6 | | | 4.0 | |

| Berkley Net Underwriters | 7.9 | | | 4.0 | | | 3.7 | | | 3.4 | | | 2.9 | |

| Berkley Offshore Underwriting Managers | 1.1 | | | 1.4 | | | 1.7 | | | 1.9 | | | 1.8 | |

| Berkley One | — | | | — | | | — | | | — | | | — | |

| Berkley Select | 1.6 | | | 1.6 | | | 1.8 | | | 2.3 | | | 2.4 | |

| Berkley Southeast | 2.0 | | | 2.3 | | | 2.5 | | | — | | | — | |

| Berkley Specialty Underwriting Managers | 6.1 | | | 5.7 | | | 5.3 | | | 5.5 | | | 6.5 | |

| Berkley Surety | 1.2 | | | 1.2 | | | 1.1 | | | 1.1 | | | 1.1 | |

| Carolina Casualty Insurance | 0.6 | | | 1.2 | | | 1.8 | | | 2.0 | | | 1.9 | |

| Continental Western Group | 4.0 | | | 4.0 | | | 3.8 | | | 4.0 | | | 4.4 | |

| Gemini Transportation | 1.8 | | | 1.1 | | | 0.9 | | | 0.8 | | | 0.9 | |

| Intrepid Direct | — | | | — | | | — | | | — | | | — | |

| Key Risk | 2.6 | | | 2.8 | | | 2.9 | | | 2.8 | | | 2.7 | |

It operates in the following segments of the property casualty insurance business:

| | |

| --- | --- |

| • | Reinsurance-Global - reinsurance business on a facultative and treaty basis, primarily in the United States, United Kingdom, Continental Europe, Australia, the Asia-Pacific Region, and South Africa. |

| Insurance-Domestic | $ | 4,812,830 | | | $ | 4,517,587 | | | $ | 3,994,387 | | | $ | 3,569,883 | | | $ | 3,238,120 | |

| Insurance-International | 778,567 | | | | 828,076 | | | | 756,185 | | | | 664,459 | | | | 551,910 | | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | Year Ended December 31, | | | | | | | | | | | | | |

| Insurance-Domestic | 77.7 | % | | 75.3 | % | | 72.6 | % | | 72.8 | % | | 74.3 | % |

| Insurance-International | 12.6 | | | 13.8 | | | 13.8 | | | 13.6 | | | 12.7 | |

| Total | 100.0 | % | | 100.0 | % | | 100.0 | % | | 100.0 | % | | 100.0 | % |

Each operating unit delivers its products through one or more distribution channels, including retail and wholesale agents, brokers, and managing general agents (MGAs), depending on the customer and the particular risks insured.

Business is sold through non-exclusive independent agents who are compensated on a commission basis.

American Mining Insurance offers workers' compensation insurance as well as general liability, automobile, and excess liability coverages to a broad range of firms within the mining and aggregate industries in the United States.

It is also a nationwide third-party claims administrator and is the nation's third largest servicing carrier for workers' compensation assigned risk plans, serving plans in 20 states.

Key Risk Insurance is a provider of workers' compensation insurance products and services for employers in the public and private sectors in select Eastern and Southeastern states.

It focuses on middle-market accounts in specialty niches and on larger self-insured entities, with a special emphasis on expert claims and managed-care services.

Additionally, Key Risk's affiliate, Key Risk Management Services, provides third party administration of self-insured workers' compensation programs.

| Acadia Insurance | 7.8 | % | | 8.4 | % | | 8.2 | % | | 8.6 | % | | 9.0 | % |

| Admiral Insurance | 5.7 | | | 6.2 | | | 5.9 | | | 6.1 | | | 6.8 | |

| Berkley Accident and Health | 4.3 | | | 3.4 | | | 3.0 | | | 3.6 | | | 3.3 | |

| Berkley Mid-Atlantic Group | 2.1 | | | 2.8 | | | 4.4 | | | 4.9 | | | 5.4 | |

| Berkley Net Underwriters | 4.6 | | | 4.3 | | | 4.0 | | | 3.5 | | | 2.5 | |

| Berkley Offshore Underwriting Managers | 1.6 | | | 2.0 | | | 2.3 | | | 2.2 | | | 2.0 | |

| Berkley Professional Liability | 2.0 | | | 2.1 | | | 1.3 | | | 1.2 | | | 1.1 | |

| Berkley Select | 1.8 | | | 2.1 | | | 2.7 | | | 2.9 | | | 2.6 | |

| Berkley Southeast | 2.7 | | | 3.0 | | | — | | | — | | | — | |

| Berkley Specialty Underwriting Managers | 6.6 | | | 6.2 | | | 6.6 | | | 7.9 | | | 7.0 | |

| Berkley Surety | 1.4 | | | 1.4 | | | 1.3 | | | 1.3 | | | 1.6 | |

| Carolina Casualty Insurance | 1.4 | | | 2.2 | | | 2.4 | | | 2.3 | | | 2.3 | |

| Continental Western Group | 4.6 | | | 4.5 | | | 5.9 | | | 6.4 | | | 7.0 | |

| Gemini Transportation | 1.3 | | | 1.1 | | | 1.0 | | | 1.1 | | | 1.0 | |

| Key Risk Insurance | 3.3 | | | 3.5 | | | 3.3 | | | 3.2 | | | 3.1 | |

| Nautilus Insurance Group | 5.5 | | | 5.5 | | | 5.8 | | | 6.2 | | | 6.6 | |

| Preferred Employers Insurance | 2.8 | | | 2.5 | | | 2.1 | | | 2.0 | | | 1.9 | |

| Union Standard | 3.0 | | | 3.1 | | | 5.2 | | | 5.3 | | | 5.5 | |

| Vela Insurance Services | 3.9 | | | 3.7 | | | 3.5 | | | 2.2 | | | 2.1 | |

| Other | 0.7 | | | 1.2 | | | 1.1 | | | 1.0 | | | 0.8 | |

___________________

For the fiscal year ended December 31, [removed: 2015][added: 2016]

The aggregate market value of the voting and non-voting common stock held by non-affiliates (computed by reference to the price at which the common stock was last sold) as of the last business day of the registrant’s most recently completed second fiscal quarter was [removed: $5,048,029,512.][added: $5,857,187,550.]

Number of shares of common stock, $.20 par value, outstanding as of February [removed: 17, 2016: 122,586,752][added: 22, 2017: 121,213,179]

Portions of the Company’s definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2015,] [added: 2016,] are incorporated herein by reference in Part III.

| [SAFE HARBOR [removed: STATEMENT](#s0054109E97FE592F9C15C0B5C33CF19C)] [added: STATEMENT](#s4C289DA7501D537BA2E90C27523A9F2A)] | | | |

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| ITEM | 14. | [PRINCIPAL ACCOUNTING FEES AND [removed: SERVICES](#sE4B91AAAF5725E62942B17451952E737)] [added: SERVICES](#sD3FA244AF4BD58919850EA9A35D45E79)] | [removed: [93](#sE4B91AAAF5725E62942B17451952E737)] [added: [101](#sD3FA244AF4BD58919850EA9A35D45E79)] |

| ITEM | 15. | [EXHIBITS, FINANCIAL STATEMENT [removed: SCHEDULES](#s91F2B3CC50415660AA9E769EA90D29B0)] [added: SCHEDULES](#s7BC68C525A125960A1639B946751C0A1)] | [removed: [93](#s91F2B3CC50415660AA9E769EA90D29B0)] [added: [101](#s7BC68C525A125960A1639B946751C0A1)] |

| | This is a “Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995. This document may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Some of the forward-looking statements can be identified by the use of forward-looking words such as “believes,” “expects,” “potential,” “continued,” “may,” “will,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of those words or other comparable words. Any forward-looking statements contained in this report including statements related to our outlook for the industry and for our performance for the year [removed: 2016] [added: 2017] and beyond, are based upon our historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by us that the future plans, estimates or expectations contemplated by us will be achieved. They are subject to various risks and uncertainties, including but not limited to: |

| • | foreign currency and political risks [added: (including those associated with the United Kingdom's expected withdrawal from the European Union, or "Brexit")] relating to our international operations; |

These risks and uncertainties could cause our actual results for the year [removed: 2016] [added: 2017] and beyond to differ materially from those expressed in any forward-looking statement we make.

10-K 1 wrb1231201610k.htm FORM 10-K

| 5.9% Subordinated Debentures due 2056 | | New York Stock Exchange |

| 5.75% Subordinated Debentures due 2056 | | New York Stock Exchange |

| ITEM | 16. | [FORM 10-K SUMMARY](#s915298BD714F5A32BBBD301AADE6784C) | [107](#s14c835e2617543c0825ccf680ec55b03) |

| EX-21 | | LIST OF COMPANIES AND SUBSIDIARIES | |

10-K 1 wrb1231201510k.htm 10-K WRB 12.31.15

At December 31, [removed: 2015,] [added: 2016,] the Company had aggregate office space of [removed: 3,892,994] [added: 3,840,380] square feet, of which [removed: 1,066,705] [added: 1,096,329] were owned and [removed: 2,826,288] [added: 2,744,051] were leased.

Rental expense for the Company's operations was approximately [removed: $46,271,000, $45,198,000] [added: $47,453,000 $46,271,000] and [removed: $44,752,000] [added: $45,189,000] for [removed: 2015, 2014] [added: 2016, 2015] and [removed: 2013,] [added: 2014,] respectively.

Future minimum lease payments, without provision for sublease income, are [removed: $42,470,000] [added: $45,305,000] in [removed: 2016, $39,443,000] [added: 2017, $40,634,000] in [removed: 2017] [added: 2018] and [removed: $200,636,000] [added: $199,459,000] thereafter.

| | Price Range | | | | | | | | | [added: | | |]

| | High | | | | Low | | | | Dividends Declared Per Share | [added: | | |]

| 2015: | | | | | | | | | | [added: | | |]

| Fourth Quarter | $ | 57.27 | | | $ | 52.36 | | | [removed: $0.12] [added: $] | [added: 0.12 | | |]

| Third Quarter | 58.46 | | | | 51.91 | | | | 0.12 | [added: | | |]

| Second Quarter | 53.40 | | | | 48.72 | | | | 0.12 | [added: | | |]

| First Quarter | 51.78 | | | | 47.45 | | | | 0.11 | [added: | | |]

(1) Includes a special dividend of [removed: $1.00] [added: $0.50] per share paid in [removed: December 2014.][added: November 2016.]

The closing price of the common stock on February [removed: 18, 2016] [added: 22, 2017] as reported on the New York Stock Exchange was [removed: $52.17] [added: $71.15] per share.

The approximate number of record holders of the common stock on February [removed: 17, 2016] [added: 22, 2017] was [removed: 364.][added: 355.]

| | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | |

| 2016: | | | | | | | | | | | | |

| Fourth Quarter | $ | 66.91 | | | $ | 55.55 | | | $ | 0.63 | | (1) |

| Third Quarter | 60.08 | | | | 56.12 | | | | 0.63 | | | (2) |

| Second Quarter | 59.93 | | | | 54.56 | | | | 0.13 | | | |

| First Quarter | 56.53 | | | | 47.57 | | | | 0.12 | | | |

_______________________

(2) Includes a special dividend of $0.50 per share paid in October 2016.

Set forth below is a summary of the shares repurchased by the Company during the fourth quarter of 2016 and the remaining number of shares authorized for purchase by the Company during such period.

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | |

| | Total Number of Shares Purchased | | | Average Price Paid per Share | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | | Maximum Number of Shares that may yet be Purchased Under the Plans or Programs | |

| October 2016 | 204,326 | | | 57.30 | | | 204,326 | | | 7,221,312 | |

| November 2016 | 370,226 | | | 56.22 | | | 370,226 | | | 6,851,086 | |

| December 2016 | — | | | — | | | — | | | 6,851,086 | |

For equity compensation plan information, see Item 12 of this annual report on Form 10-K.

| | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 2014: | | | | | | | | | |

| Fourth Quarter | $ | 54.14 | | | $ | 46.79 | | | $1.11 (1) |

| Third Quarter | 48.94 | | | | 44.30 | | | | 0.11 |

| Second Quarter | 46.36 | | | | 40.56 | | | | 0.11 |

| First Quarter | 43.35 | | | | 37.82 | | | | 0.10 |

__________________

The Company did not repurchase any of its shares during the fourth quarter of 2015.

The maximum number of shares the Company is authorized to repurchase as of December 31, 2015 under its current share repurchase program is 9,246,978.

| | Year Ended December 31, | | | | | | | | | | | | | | [added: | | | | |]

| (In thousands, except per share data) | [added: 2016 | | | |] 2015 | | | [added: |] 2014 | | | [removed: 2013] | [added: 2013] | | [removed: 2012] | | [added: 2012] | [removed: 2011] | |

| Net premiums written | [removed: $6,189,515] [added: $] | [added: 6,423,913] | | [removed: $5,996,947] | [added: $] | [added: 6,189,515] | [removed: $5,500,173] | | [added: $] | [removed: $4,898,539] [added: 5,996,947] | | | [removed: $4,357,368] [added: $] | [added: 5,500,173] | [added: | | $ | 4,898,539 | |]

| Net premiums earned | [added: 6,293,348 | | | |] 6,040,609 | | | [added: |] 5,744,418 | | | [removed: 5,226,537] | [added: 5,226,537] | | [removed: 4,673,516] | | [added: 4,673,516] | [removed: 4,160,867] | |

| Net investment income | [added: 564,163 | | | |] 512,645 | | | [added: |] 600,885 | | | [removed: 544,291] | [added: 544,291] | | [removed: 586,763] | | [added: 586,763] | [removed: 526,351] | |

| Insurance service fees | [added: 138,944 | | | |] 139,440 | | | [added: |] 117,443 | | | [removed: 107,513] | [added: 107,513] | | [removed: 103,133] | | [added: 103,133] | [removed: 92,843] | |

| Net investment gains | [added: 267,005 | | | |] 92,324 | | | [added: |] 254,852 | | | [removed: 121,544] | [added: 121,544] | | [removed: 210,465] | | [added: 210,465] | [removed: 125,481] | |

| Revenues from [removed: wholly-owned investees] [added: non-insurance businesses] | [added: 390,348 | | | |] 421,102 | | | [added: |] 410,022 | | | [removed: 407,623] | [added: 407,623] | | [removed: 247,113] | | [added: 247,113] | [removed: 248,678] | |

| Total revenues | [added: 7,654,184 | | | |] 7,206,457 | | | [added: |] 7,128,928 | | | [removed: 6,408,534] | [added: 6,408,534] | | [removed: 5,823,554] | | [added: 5,823,554] | [removed: 5,155,984] | |

| Interest expense | [added: 140,896 | | | |] 130,946 | | | [added: |] 128,174 | | | [removed: 123,177] | [added: 123,177] | | [removed: 126,302] | | [added: 126,302] | [removed: 112,512] | |

| Income before income taxes | [added: 896,438 | | | |] 732,030 | | | [added: |] 952,196 | | | [removed: 698,888] | [added: 698,888] | | [removed: 701,928] | | [added: 701,928] | [removed: 513,086] | |

| Income tax expense | [added: (292,953 | | ) | |] (227,923 | [added: |] ) | | (302,593 | [added: |] ) | | (193,587 | [added: |] ) | | (191,285 | [removed: )] | [removed: | (121,945 |] ) |

| Noncontrolling interests | [added: (1,569 | | ) | |] (413 | [added: |] ) | | (719 | [added: |] ) | | (5,376 | [added: |] ) | | (51 | [removed: )] | [removed: | 70 |] [added: )] |

| Net income to common stockholders | [added: 601,916 | | | |] 503,694 | | | [added: |] 648,884 | | | [removed: 499,925] | [added: 499,925] | | [removed: 510,592] | | [added: 510,592] | [removed: 391,211] | |

| Data per common share: | | | | | | | | | | | | | | | [added: | | | | |]

| Net income per basic share | [added: 4.91 | | | |] 4.06 | | | [added: |] 5.07 | | | [removed: 3.69] | [added: 3.69] | | [removed: 3.72] | | [added: 3.72] | [removed: 2.80] | |

| Net income per diluted share | [added: 4.68 | | | |] 3.87 | | | [added: |] 4.86 | | | [removed: 3.55] | [added: 3.55] | | [removed: 3.56] | | [added: 3.56] | [removed: 2.69] | |

| Common stockholders’ equity | [added: 41.65 | | | |] 37.31 | | | [added: |] 36.21 | | | [removed: 32.79] | [added: 32.79] | | [removed: 31.66] | | [added: 31.66] | [removed: 28.75] | |

| Cash dividends declared | [added: 1.51 | | | |] 0.47 | | | [added: |] 1.43 | | | [removed: 0.39] | [added: 0.39] | | [removed: 1.35] | | [added: 1.35] | [removed: 0.31] | |

| Weighted average shares outstanding: | | | | | | | | | | | | | | | [added: | | | | |]

| Basic | [added: 122,651 | | | |] 124,040 | | | [added: |] 127,874 | | | [removed: 135,305] | [added: 135,305] | | [removed: 137,097] | | [added: 137,097] | [removed: 139,688] | |

| Diluted | [added: 128,553 | | | |] 130,189 | | | [added: |] 133,652 | | | [removed: 140,743] | [added: 140,743] | | [removed: 143,315] | | [added: 143,315] | [removed: 145,672] | |

| Investments | [removed: $15,351,467] [added: $] | [added: 16,649,792] | | [removed: $15,591,824] | [added: $] | [added: 15,351,467] | [removed: $14,548,630] | | [added: $] | [removed: $14,467,440] [added: 15,591,824] | | | [removed: $13,439,518] [added: $] | [added: 14,548,630] | [added: | | $ | 14,467,440 | |]

| Total assets | [added: 23,364,844 | | | |] 21,730,967 | | | [added: |] 21,716,691 | | | [removed: 20,551,796] | [added: 20,155,896] | | [removed: 20,155,896] | | [added: 20,155,896] | [removed: 18,403,873] | |

| Reserves for losses and loss expenses | [added: 11,197,195 | | | |] 10,669,150 | | | [added: |] 10,369,701 | | | [removed: 10,080,941] | [added: 10,080,941] | | [removed: 9,751,086] | | [added: 9,751,086] | [removed: 9,337,134] | |

| Senior notes and other debt | [added: 1,760,595 | | | |] 1,844,621 | | | [added: |] 2,115,527 | | | [removed: 1,692,442] | [added: 1,692,442] | | [removed: 1,871,535] | | [added: 1,871,535] | [removed: 1,500,503] | |

| Subordinated debentures | [added: 727,630 | | | |] 340,320 | | | [added: |] 340,060 | | | [removed: 339,800] | [added: 339,800] | | [removed: 243,206] | | [added: 243,206] | [removed: 242,997] | |

| Common stockholders’ equity | [added: 5,047,208 | | | |] 4,600,246 | | | [added: |] 4,589,945 | | | [removed: 4,336,035] | [added: 4,336,035] | | [removed: 4,306,217] | | [added: 4,306,217] | [removed: 3,953,356] | |

| | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

We have audited the accompanying consolidated balance sheets of W. R. Berkley Corporation and subsidiaries as of December 31, [removed: 2015] [added: 2016] and [removed: 2014,] [added: 2015,] and the related consolidated statements of income, comprehensive income, stockholders' equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2015.][added: 2016.]

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of W. R. Berkley Corporation and subsidiaries as of December 31, [removed: 2015] [added: 2016] and [removed: 2014,] [added: 2015,] and the results of their operations and their cash flows for each of the years in the three-year period ended December 31, [removed: 2015,] [added: 2016,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), W. R. Berkley Corporation's internal control over financial reporting as of December 31, [removed: 2015,] [added: 2016,] based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated February [removed: 22, 2016] [added: 27, 2017] expressed an unqualified opinion on the effectiveness of the Company's internal control over financial reporting.

| | [removed: Years] [added: Year] Ended December 31, | | | | | | | | | | |

| (In thousands, except per share data) | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | |

| Net premiums written | $ | [removed: 6,189,515] [added: 6,423,913] | | | $ | [removed: 5,996,947] [added: 6,189,515] | | | $ | [removed: 5,500,173] [added: 5,996,947] | |

| Change in net unearned premiums | [removed: (148,906] [added: (130,565] | | ) | | [removed: (252,529] [added: (148,906] | | ) | | [removed: (273,636] [added: (252,529] | | ) |

| Net premiums earned | [removed: 6,040,609] [added: 6,293,348] | | | | [removed: 5,744,418] [added: 6,040,609] | | | | [removed: 5,226,537] [added: 5,744,418] | | |

| Net investment income | [removed: 512,645] [added: 564,163] | | | | [removed: 600,885] [added: 512,645] | | | | [removed: 544,291] [added: 600,885] | | |

| Insurance service fees | [removed: 139,440] [added: 138,944] | | | | [removed: 117,443] [added: 139,440] | | | | [removed: 107,513] [added: 117,443] | | |

| Net realized gains on investment sales | [removed: 125,633] [added: 285,119] | | | | [removed: 254,852] [added: 125,633] | | | | [removed: 127,586] [added: 254,852] | | |

| Other-than-temporary impairments | [removed: (33,309] [added: (18,114] | | ) | | [removed: —] [added: (33,309] | | [added: )] | | [removed: (6,042] [added: —] | | [removed: )] |

| Net investment gains | [removed: 92,324] [added: 267,005] | | | | [removed: 254,852] [added: 92,324] | | | | [removed: 121,544] [added: 254,852] | | |

| Other income | [removed: 337] [added: 376] | | | | [removed: 1,308] [added: 337] | | | | [removed: 1,026] [added: 1,308] | | |

| Total revenues | [removed: 7,206,457] [added: 7,654,184] | | | | [removed: 7,128,928] [added: 7,206,457] | | | | [removed: 6,408,534] [added: 7,128,928] | | |

| Losses and loss expenses | [removed: 3,656,270] [added: 3,845,800] | | | | [removed: 3,490,567] [added: 3,656,270] | | | | [removed: 3,197,024] [added: 3,490,567] | | |

| Other operating costs and expenses | [removed: 2,289,750] [added: 2,395,619] | | | | [removed: 2,157,456] [added: 2,289,750] | | | | [removed: 2,000,684] [added: 2,157,456] | | |

| Interest expense | [removed: 130,946] [added: 140,896] | | | | [removed: 128,174] [added: 130,946] | | | | [removed: 123,177] [added: 128,174] | | |

| Total operating costs and expenses | [removed: 6,474,427] [added: 6,757,746] | | | | [removed: 6,176,732] [added: 6,474,427] | | | | [removed: 5,709,646] [added: 6,176,732] | | |

| Income before income taxes | [removed: 732,030] [added: 896,438] | | | | [removed: 952,196] [added: 732,030] | | | | [removed: 698,888] [added: 952,196] | | |

| Income tax expense | [removed: (227,923] [added: (292,953] | | ) | | [removed: (302,593] [added: (227,923] | | ) | | [removed: (193,587] [added: (302,593] | | ) |

| Net income before noncontrolling interests | [removed: 504,107] [added: 603,485] | | | | [removed: 649,603] [added: 504,107] | | | | [removed: 505,301] [added: 649,603] | | |

| Noncontrolling interests | [removed: (413] [added: (1,569] | | ) | | [removed: (719] [added: (413] | | ) | | [removed: (5,376] [added: (719] | | ) |

| Net income to common stockholders | $ | [removed: 503,694] [added: 601,916] | | | $ | [removed: 648,884] [added: 503,694] | | | $ | [removed: 499,925] [added: 648,884] | |

| Basic | $ | [removed: 4.06] [added: 4.91] | | | $ | [removed: 5.07] [added: 4.06] | | | $ | [removed: 3.69] [added: 5.07] | |

| Diluted | $ | [removed: 3.87] [added: 4.68] | | | $ | [removed: 4.86] [added: 3.87] | | | $ | [removed: 3.55] [added: 4.86] | |

| (In thousands) | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | |

| Net income before noncontrolling interests | $ | [removed: 504,107] [added: 603,485] | | | $ | [removed: 649,603] [added: 504,107] | | | $ | [removed: 505,301] [added: 649,603] | |

| Other comprehensive [removed: income:] [added: income (loss)] | | | | | | | | | | | |

| Change in unrealized translation adjustments | [removed: (124,744] [added: (124,193] | | ) | | [removed: (62,125] [added: (124,744] | | ) | | [removed: (23,848] [added: (62,125] | | ) |

| Change in unrealized investment gains (losses), net of taxes | [removed: (125,542] [added: 246,518] | | [removed: )] | | [removed: 49,666] [added: (125,542] | | [added: )] | | [removed: (261,064] [added: 49,666] | | [removed: )] |

| Change in unrecognized pension obligation, net of taxes | — | | | | [removed: 6,651] [added: —] | | | | [removed: 8,700] [added: 6,651] | | |

| Other comprehensive [removed: loss] [added: gain (loss)] | [removed: (250,286] [added: 122,325] | | [removed: )] | | [removed: (5,808] [added: (250,286] | | ) | | [removed: (276,212] [added: (5,808] | | ) |

| Comprehensive income | [removed: 253,821] [added: 725,810] | | | | [removed: 643,795] [added: 253,821] | | | | [removed: 229,089] [added: 643,795] | | |

| Comprehensive [removed: income] [added: loss (income)] to the noncontrolling interest | [removed: (375] [added: 1,510] | | [removed: )] | | [removed: (752] [added: (375] | | ) | | [removed: (5,404] [added: (752] | | ) |

| Comprehensive income to common shareholders | $ | [removed: 253,446] [added: 727,320] | | | $ | [removed: 643,043] [added: 253,446] | | | $ | [removed: 223,685] [added: 643,043] | |

| (In thousands, except share data) | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015] | | |

| Fixed maturity securities | $ | [removed: 12,444,394] [added: 13,190,668] | | | $ | [removed: 12,705,160] [added: 12,444,394] | |

| Investment funds | [removed: 1,170,040] [added: 1,198,146] | | | | [removed: 1,211,401] [added: 1,170,040] | | |

| Real estate | [removed: 936,367] [added: 1,184,981] | | | | [removed: 731,612] [added: 936,367] | | |

February 27, 2017

| Revenues from non-insurance businesses | 390,348 | | | | 421,102 | | | | 410,022 | | |

| Expenses from non-insurance businesses | 375,431 | | | | 397,461 | | | | 400,535 | | |

| Other comprehensive gain (loss): | | | | | | | | | | | |

| | Year Ended December 31, | | | | | | | | | | |

| Contributions (distributions) | (546 | | ) | | (1,602 | | ) | | 78 | | |

| | Year Ended December 31, | | | | | | | | | | |

| Net income to common stockholders | $ | 601,916 | | | $ | 503,694 | | | $ | 648,884 | |

factors.

Recently adopted accounting pronouncements:

approaches to consolidation.

The Company adopted this updated guidance on January 1, 2016.

The Company adopted this updated guidance on January 1, 2016 with regard to the annual requirements and on January 1, 2017 with regard to the interim requirements.

In February 2016, the FASB issued ASU 2016-02, Leases, which amends the accounting and disclosure guidance for leases.

This guidance retains the two classifications of a lease, as either an operating or finance lease, both of which will require lessees to recognize a right-of-use asset and a lease liability for leases with terms of more than 12 months.

The right-of-use asset and the lease liability will be determined based upon the present value of cash flows.

Finance leases will reflect the financial arrangement by recognizing interest expense on the lease liability separately from the amortization expense of the right-of-use asset.

Operating leases will recognize lease expense (with no separate recognition of interest expense) on a straight-line basis over the term of the lease.

The accounting by lessors is not significantly changed by the updated guidance.

The updated guidance is effective for reporting periods beginning after December 15, 2018, and will require that the earliest comparative period presented include the measurement and recognition of existing leases with an adjustment to equity as if the updated guidance had always been applied.

The Company is currently evaluating the impact that the adoption of this guidance will have on its results of operations, financial position and liquidity.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses, which amends the accounting guidance for credit losses on financial instruments.

The updated guidance amends the current other-than-temporary impairment model for available-for-sale debt securities by requiring the recognition of impairments relating to credit losses through an allowance account and limits the amount of credit loss to the difference between a security’s amortized cost basis and its fair value.

This guidance also applies a new current expected credit loss model for determining credit-related impairments for financial instruments measured at amortized cost.

The Company will not be able to determine the impact the adoption of this guidance will have on its results of operations, financial position or liquidity until the year the guidance becomes effective.

In February 2016, the Company acquired an 85% ownership interest for $42.3 million in a company engaged in the distribution of promotional merchandise.

| (In thousands) | 2016 | | |

| Investments | $ | 6,764 | |

| Goodwill | 12,281 | | |

| Non controlling interest | (3,280 | | ) |

_____________________

(1) Other assets includes $31.8 million of intangible assets.

The business had a net carrying value of $118.2 million.

| Beginning of period | $ | 180,695 | | | $ | (247,393 | ) | | $ | (66,698 | ) |

| Amounts reclassified from AOCI | (40,216 | | ) | | — | | | | (40,216 | | ) |

| Other comprehensive income (loss) | 246,518 | | | | (124,193 | | ) | | 122,325 | | |

| Ending balance | $ | 427,154 | | | $ | (371,586 | ) | | $ | 55,568 | |

| Pre-tax | $ | (61,871 | ) | (1) | $ | — | | | $ | (61,871 | ) |

| Tax effect | 21,655 | | | (2) | — | | | | 21,655 | | |

| Pre-tax | $ | 379,258 | | | $ | (124,193 | ) | | $ | 255,065 | |

February 22, 2016

| Revenues from wholly-owned investees | 421,102 | | | | 410,022 | | | | 407,623 | | |

| Expenses from wholly-owned investees | 397,461 | | | | 400,535 | | | | 388,761 | | |

| Stock issued | 708 | | | | 591 | | | | 536 | | |

| Acquisition (sale) of noncontrolling interest | (1,602 | | ) | | 78 | | | | (1,294 | | ) |

| Net proceeds from stock options exercised | — | | | | — | | | | 53 | | |

| Cash and cash equivalents at beginning of year | 674,441 | | | | 839,738 | | | | 905,670 | | |

Stock options for which the exercise price exceeds the average market price over the period have an anti-dilutive effect on EPS and, accordingly, are excluded from the calculation.

While insurance contracts

ASU 2015-09 is effective for annual periods beginning after December 15, 2015, and interim periods within annual periods beginning after December 15, 2016.

In 2015, the Company acquired an aviation systems company for $8 million.

The estimated useful lives of the intangible assets acquired range from 7 years to 15 years, with approximately $10 million having an indefinite life.

The business had a net carrying value of $15 million, comprised of $7 million of goodwill, $6 million of other assets, $4 million of furniture and equipment and $2 million of liabilities.

| | | | |

| Goodwill and other intangibles assets | 79,646 | | |

| Deferred federal income tax | (7,107 | | ) |

| Debt | — | | |

| | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

The following table presents the components of the changes in accumulated other comprehensive income (loss) (AOCI) as of and for the year ended December 31, 2014:

| Beginning of period | $ | 256,566 | | | $ | (60,524 | ) | | $ | (6,651 | ) | | $ | 189,391 | |

| Other comprehensive income (loss) | 49,666 | | | | (62,125 | | ) | | 6,651 | | | | (5,808 | | ) |

| Ending balance | $ | 306,199 | | | $ | (122,649 | ) | | $ | — | | | $ | 183,550 | |

| Pre-tax | $ | (74,812 | ) | (1) | $ | — | | | $ | 10,232 | | (3) | $ | (64,580 | ) |

| Tax effect | 26,184 | | | (2) | — | | | | (3,581 | | ) | (2) | 22,603 | | |

| Pre-tax | $ | 72,889 | | | $ | (62,125 | ) | | $ | 10,232 | | | $ | 20,996 | |

| Tax effect | (23,223 | | ) | | — | | | | (3,581 | | ) | | (26,804 | | ) |

| Other comprehensive income (loss) | $ | 49,666 | | | $ | (62,125 | ) | | $ | 6,651 | | | $ | (5,808 | ) |

(3) Other operating costs and expenses in the consolidated statements of income.

| Corporate | — | | | | — | | | | — | | | | — | | | | — | | |

| December 31, 2014 | | | | | | | | | | | | | | | | | | | |

| State and municipal | $ | 72,901 | | | $ | 17,501 | | | $ | — | | | $ | 90,402 | | | $ | 72,901 | |

| Residential mortgage-backed | 23,278 | | | | 2,854 | | | | — | | | | 26,132 | | | | 23,278 | | |

| Corporate | 4,998 | | | | 291 | | | | — | | | | 5,289 | | | | 4,998 | | |

| Total held to maturity | 101,177 | | | | 20,646 | | | | — | | | | 121,823 | | | | 101,177 | | |

| U.S. government and government agency | 773,192 | | | | 33,353 | | | | (3,157 | | ) | | 803,388 | | | | 803,388 | | |

| Special revenue | 2,264,210 | | | | 111,841 | | | | (2,084 | | ) | | 2,373,967 | | | | 2,373,967 | | |

| State general obligation | 674,022 | | | | 37,615 | | | | (787 | | ) | | 710,850 | | | | 710,850 | | |

| Pre-refunded | 504,778 | | | | 35,619 | | | | (289 | | ) | | 540,108 | | | | 540,108 | | |

| Corporate backed | 413,234 | | | | 18,976 | | | | (855 | | ) | | 431,355 | | | | 431,355 | | |

During the quarter ended December 31, [removed: 2015,] [added: 2016,] there have been no changes in our internal [removed: control] [added: controls] over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal [removed: control] [added: controls] over financial reporting.

Based on our evaluation under the framework in Internal Control - Integrated Framework, our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2015.][added: 2016.]

We have audited W. R. Berkley Corporation's internal control over financial reporting as of December 31, [removed: 2015] [added: 2016] based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, W. R. Berkley Corporation maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2015,] [added: 2016,] based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of W. R. Berkley Corporation [added: and Subsidiaries] as of December 31, [removed: 2015] [added: 2016] and [removed: 2014,] [added: 2015,] and the related consolidated statements of income, comprehensive income, stockholders' equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2015,] [added: 2016,] and our report dated February [removed: 22, 2016] [added: 27, 2017] expressed an unqualified opinion on those consolidated financial statements.

February 27, 2017

February 22, 2016

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2015,] [added: 2016,] and which is incorporated herein by reference.

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2015,] [added: 2016,] and which is incorporated herein by reference.

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2015,] [added: 2016,] and which is incorporated herein by reference.

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, 2016, and which is incorporated herein by reference.

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, 2016, and which is incorporated herein by reference.

(d) Equity compensation plan information

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, 2016, and which is incorporated herein by reference.

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2015,] [added: 2016,] and which is incorporated herein by reference.

Reference is made to the registrant's definitive proxy statement, which will be filed with the Securities and Exchange Commission within 120 days after December 31, [removed: 2015,] [added: 2016,] and which is incorporated herein by reference.

| | [Independent Registered Public Accountants’ Report on [removed: Schedules](#s9E21F23343215AF6822A1C4C85369FE7)] [added: Schedules](#s09EC97FBDEC559E7997651161DC0AB4A)] | [removed: [100](#s9E21F23343215AF6822A1C4C85369FE7)] [added: [107](#s09EC97FBDEC559E7997651161DC0AB4A)] |

| | [Schedule II — Condensed Financial Information of [removed: Registrant](#sC2C4576537CB5BC7B7FE1208606105D2)] [added: Registrant](#sE367A0DD2D97583CB87071E1982E1032)] | [removed: [101](#sC2C4576537CB5BC7B7FE1208606105D2)] [added: [108](#sE367A0DD2D97583CB87071E1982E1032)] |

| | [Schedule III — Supplementary Insurance [removed: Information](#s12F6D29E2CF355C0B9DC478679994AAB)] [added: Information](#s9435D8D416A954A4A190D442426D7DE3)] | [removed: [105](#s12F6D29E2CF355C0B9DC478679994AAB)] [added: [112](#s9435D8D416A954A4A190D442426D7DE3)] |

| | [Schedule V — Valuation and Qualifying [removed: Accounts](#s3926EDA83D815C1B9C5B3B3146E80308)] [added: Accounts](#s15C50554942152ACA6A62CDB8E242EFA)] | [removed: [107](#s3926EDA83D815C1B9C5B3B3146E80308)] [added: [114](#s15C50554942152ACA6A62CDB8E242EFA)] |

| | [Schedule VI — Supplementary Information Concerning Property — Casualty Insurance [removed: Operations](#s6A6023C8D88750ADA502E8FF31961EDB)] [added: Operations](#s6777788CC7615D7CB0DDA5F26947FECB)] | [removed: [108](#s6A6023C8D88750ADA502E8FF31961EDB)] [added: [115](#s6777788CC7615D7CB0DDA5F26947FECB)] |

The exhibits filed as part of this report are listed on pages [removed: 96] [added: 105] - [removed: 99] [added: 107] hereof.

| /s/ William R. Berkley | | Executive Chairman | | February [removed: 22, 2016] [added: 27, 2017] |

| W. Robert Berkley, Jr. | | and Director | | February [removed: 22, 2016] [added: 27, 2017] |

| Christopher L. Augostini | | | | February [removed: 22, 2016] [added: 27, 2017] |

| Ronald E. Blaylock | | | | February [removed: 22, 2016] [added: 27, 2017] |

| Mark E. Brockbank | | | | February [removed: 22, 2016] [added: 27, 2017] |

| George G. Daly | | | | February [removed: 22, 2016] [added: 27, 2017] |

| Mary C. Farrell | | | | February [removed: 22, 2016] [added: 27, 2017] |

| Jack H. Nusbaum | | | | February [removed: 22, 2016] [added: 27, 2017] |

| Mark L. Shapiro | | | | February [removed: 22, 2016] [added: 27, 2017] |

| | [Schedule IV — Reinsurance](#sCEDE56699DF05E9EB52C23488FCDFE44) | [113](#sCEDE56699DF05E9EB52C23488FCDFE44) |

February 27, 2017

| /s/ Richard M. Baio | | Senior Vice President, | | |

| Richard M. Baio | | Chief Financial Officer and Treasurer | | February 27, 2017 |

| | [Schedule IV — Reinsurance](#s57469D659ADB5FCEB13E9121496AAE09) | [106](#s57469D659ADB5FCEB13E9121496AAE09) |

February 22, 2016

| /s/ Eugene G. Ballard | | Executive Vice President and | | |

| Eugene G. Ballard | | Chief Financial Officer | | February 22, 2016 |

| [removed: (4.90)] [added: (4.9)] | First Supplemental Indenture, dated as of May 2, 2013, between the Company and The Bank of New York Mellon, as Trustee, relating to $350,000,000 principal amount of the Company's 5.625% Subordinated Debentures due 2053, including the form of the Securities as Exhibit A (incorporated by reference to Exhibit 4.2 of the Company's Current Report on Form 8-K (File No. 1-15202) filed with the Commission on May 2, 2013). |

| [removed: (4.10)] [added: (4.13)] | The instruments defining the rights of holders of the other long term debt securities of the Company are omitted pursuant to Section (b)(4)(iii)(A) of Item 601 of Regulation S-K. The Company agrees to furnish supplementally copies of these instruments to the Commission upon request. |

| [removed: (10.12)] [added: (10.13)] | W. R. Berkley Corporation 2009 Long-Term Incentive Plan (incorporated by reference to Annex A of the Company’s 2009 Proxy Statement (File No. 1-15202) filed with the Commission on April 17, 2009). |

| [removed: (10.13)] [added: (10.14)] | Form of 2011 Performance Unit Award Agreement under the W. R. Berkley Corporation 2009 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.12 of the Company's Annual Report on Form 10-K (File No. 1-15202) filed with the Commission on February 28, 2012). |

| [removed: (10.14)] [added: (10.15)] | W. R. Berkley Corporation 2014 Long-Term Incentive Plan (incorporated by reference to Annex A of the Company’s 2014 Proxy Statement (File No. 1-15202) filed with the Commission on April 7, 2014). |

| [removed: (10.15)] [added: (10.16)] | Form of 2014 Performance Unit Award Agreement under the W. R. Berkley Corporation 2014 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q (File No. 1-15202) filed with the Commission on May 12, 2014). |

| [removed: (10.16)] [added: (10.17)] | Form of 2015 Performance Unit Award Agreement under the W. R. Berkley Corporation 2014 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q (File No. 1-15202) filed with the Commission on May 4, 2015). |

| [removed: (10.17)] [added: (10.19)] | W. R. Berkley Corporation 2009 Directors Stock Plan (incorporated by reference to Annex B of the Company’s 2015 Proxy Statement (File No. 1-15202) filed with the Commission on April 20, 2015). |

| [removed: (10.18)] [added: (10.20)] | Supplemental Benefits Agreement between William R. Berkley and the Company as amended and restated as of December 21, 2011 (incorporated by reference to Exhibit 10.14 of the Company's Annual Report on Form 10-K (File No. 1-15202) filed with the Commission on February 28, 2012). |

| [removed: (10.19)] [added: (10.21)] | Form of Dividend Equivalent Rights Award Agreement Under the W. R. Berkley Corporation 2012 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q (File No. 1-15202) filed with the Commission on August 7, 2015). |

| (23) | [removed: |] Consent of Independent Registered Public Accounting Firm. |

| (31.1) | [removed: |] Certification of the Chief Executive Officer pursuant to Rule 13a-14(a)/ 15d-14(a). |

| (31.2) | [removed: |] Certification of the Chief Financial Officer pursuant to Rule 13a-14(a)/ 15d-14(a). |

| (32.1) | [removed: |] Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |

| (4.10) | Subordinated Indenture, dated as of March 1, 2016, between the Company and The Bank of New York Mellon, as Trustee (incorporated by reference to Exhibit 4.1 of the Company's Current Report on Form 8-K (File No. 1-15202) filed with the Commission on March 1, 2016). |

| (4.11) | First Supplemental Indenture, dated as of March 1, 2016, between the Company and The Bank of New York Mellon, as Trustee, relating to $110,000,000 principal amount of the Company's 5.9% Subordinated Debentures due 2056, including the form of the Securities as Exhibit A (incorporated by reference to Exhibit 4.2 of the Company's Current Report on Form 8-K (File No. 1-15202) filed with the Commission on March 1, 2016). |

| (4.12) | Second Supplemental Indenture, dated as of May 25, 2016, between the Company and The Bank of New York Mellon, as Trustee, relating to $290,000,000 principal amount of the Company's 5.75% Subordinated Debentures due 2056, including the form of the Securities as Exhibit A (incorporated by reference to Exhibit 4.2 of the Company's Current Report on Form 8-K (File No. 1-15202) filed with the Commission on May 25, 2016). |

| (10.12) | W.R.Berkley Corporation Amended and Restated Annual Incentive Compensation Plan (incorporated by reference to Annex A of the Company's 2016 Proxy Statement (File No. 1-15202) filed with the Commission on April 15, 2016). |

| (10.18) | Form of 2016 Performance Unit Award Agreement under the W. R. Berkley Corporation 2014 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q (File No. 1-15202) filed with the Commission on May 10, 2016). |

| | |

| | |

| (21) | List of the Company’s subsidiaries. |

| | |

| | |

| | |

| | |

| --- | --- |

| (21) | Following is a list of the Company’s significant subsidiaries and other operating entities. Subsidiaries of subsidiaries are indented and the parent of each such corporation owns 100% of the outstanding voting securities of such corporation except as noted below. |

| | | | |

| --- | --- | --- | --- |

| | Jurisdiction of Incorporation | Percentage owned by the Company (1) | |

| Berkley International, LLC (2) | New York | 100 | % |

| Queen's Island Insurance Company, Ltd. | Bermuda | 100 | % |

| Signet Star Holdings, Inc. | Delaware | 100 | % |

| Berkley Insurance Company | Delaware | 100 | % |

| Admiral Insurance Company | Delaware | 100 | % |

| Admiral Indemnity Company | Delaware | 100 | % |

| Carolina Casualty Insurance Company | Iowa | 100 | % |

| Clermont Insurance Company | Iowa | 100 | % |

| Nautilus Insurance Company | Arizona | 100 | % |

| Berkley Assurance Company | Iowa | 100 | % |

| Berkley Life and Health Insurance Company | Iowa | 100 | % |

| Berkley London Holdings, Inc. | Delaware | 100 | % |

| W. R. Berkley London Holdings, Limited | United Kingdom | 100 | % |

| W. R. Berkley Insurance (Europe), Limited | United Kingdom | 100 | % |

| W. R. Berkley Europe AG | Liechtenstein | 100 | % |

| Berkley National Insurance Company | Iowa | 100 | % |

| Berkley Regional Insurance Company | Delaware | 100 | % |

| Acadia Insurance Company | New Hampshire | 100 | % |

| American Mining Insurance Company | Iowa | 100 | % |

| Berkley Regional Specialty Insurance Company | Delaware | 100 | % |

| Continental Western Insurance Company | Iowa | 100 | % |

| Firemen’s Insurance Company of Washington, D.C. | Delaware | 100 | % |

| Tri-State Insurance Company of Minnesota | Iowa | 100 | % |

| Union Insurance Company | Iowa | 100 | % |

| Gemini Insurance Company | Delaware | 100 | % |

| Great Divide Insurance Company | North Dakota | 100 | % |

| Key Risk Insurance Company | North Carolina | 100 | % |

| Midwest Employers Casualty Company | Delaware | 100 | % |

| Preferred Employers Casualty Company | California | 100 | % |

| Riverport Insurance Company | Iowa | 100 | % |

| StarNet Insurance Company | Delaware | 100 | % |

_______________________________________

| (1) | W. R. Berkley Corporation is the ultimate parent. The subsidiary of a direct parent is indicated by an indentation, and its percentage ownership is as indicated in this column. |

| (2) | Berkley International, LLC is held by W. R. Berkley Corporation and its subsidiaries as follows: W. R. Berkley Corporation (2%), Berkley Regional Insurance Company (14%) and Berkley Insurance Company (84%). |

| | | |

None.

Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders

W. R. Berkley Corporation:

Under date of February 27, 2017, we reported on the consolidated balance sheets of W. R. Berkley Corporation and subsidiaries as of December 31, 2016 and 2015, and the related consolidated statements of income, comprehensive income, stockholders' equity, and cash flows for each of the years in the three-year period ended December 31, 2016, which are included in the Annual Report on Form 10-K for the year ended December 31, 2016.

In connection with our audits of the aforementioned consolidated financial statements, we also audited the related consolidated financial statement schedules II through VI.

These financial statement schedules are the responsibility of the Company's management.

Our responsibility is to express an opinion on these financial statement schedules based on our audits.

In our opinion, such financial statement schedules, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly, in all material respects, the information set forth therein.