RLI CORP — Director's Dealing 2014

Jan 10, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RLI CORP (RLI)
CIK: 0000084246
Period of Report: 2014-01-10

Reporting Person: Diefenthaler Aaron Paul (VP, CIO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-10	Common Stock	J	3.6015	$92.44	Acquired	171.1239	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1600	Direct
Common Stock	221.0325	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$64.61	2020-02-01	Common Stock (5000)	5000	Direct
Stock Option	$60.70	2020-05-03	Common Stock (7000)	7000	Direct
Stock Option	$68.84	2021-05-02	Common Stock (8000)	8000	Direct

Footnotes

F1: The securities herein were allocated to my account pursuant to the RLI Corp. Executive Deferred Compensation Agreement.

F2: Ownership reflects dividend reinvestment

F3: Stock option grant price adjusted to reflect $3.00 extraordinary dividend declared 11/14/13.

F4: Stock option grant price adjusted to reflect $5 extraordinary dividend declared 11/14/12.

F5: Pursuant to option schedule wherein 20% of the aggregate number of shares granted may be exercised commencing one year from grant date and each year thereafter in 20% increments.