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Arthur J. Gallagher & Co. — Director's Dealing 2023
Aug 28, 2023
29910_dirs_2023-08-28_4035c0a2-d399-4c50-b49d-6dac0e2cea4c.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Arthur J. Gallagher & Co. (AJG)
CIK: 0000354190
Period of Report: 2023-08-24
Reporting Person: HOWELL DOUGLAS K (VP & Chief Financial Officer)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2023-08-24 | Common Stock | M | 189753.206 | — | Acquired | 280601.7722 | Direct |
| 2023-08-24 | Common Stock | F | 86231.206 | $221.53 | Disposed | 194370.5662 | Direct |
| 2023-08-24 | Common Stock | S | 30000 | $225.99 | Disposed | 164370.5662 | Direct |
| 2023-08-25 | Common Stock | S | 20000 | $225.87 | Disposed | 144370.5662 | Direct |
| 2023-08-25 | Common Stock | S | 10000 | $227.02 | Disposed | 134370.5662 | Direct |
| 2023-08-25 | Common Stock | S | 1841 | $229.11 | Disposed | 132529.5662 | Direct |
| 2023-08-28 | Common Stock | S | 4588 | $228.92 | Disposed | 127941.5662 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2023-08-24 | Phantom Stock | $ | M | 189753.206 | Disposed | Common Stock (189753.206) | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock (restricted) | 5675 | Direct |
| Common Stock | 3165 | Indirect |
| Common Stock | 293.47 | Indirect |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Notional Stock Units | $0 | Common Stock (194300.65) | 194300.65 | Direct | |
| Non-qualified Stock Option | $56.86 | 2024-03-16 | Common Stock (16800) | 16800 | Direct |
| Non-qualified Stock Option | $70.74 | 2025-03-15 | Common Stock (14900) | 14900 | Direct |
| Non-qualified Stock Option | $79.59 | 2026-03-14 | Common Stock (14100) | 14100 | Direct |
| Non-qualified Stock Option | $86.17 | 2027-03-12 | Common Stock (17130) | 17130 | Direct |
| Non-qualified Stock Option | $127.90 | 2028-03-16 | Common Stock (31265) | 31265 | Direct |
| Non-qualified Stock Option | $158.56 | 2029-03-15 | Common Stock (14545) | 14545 | Direct |
| Non-qualified Stock Option | $177.09 | 2030-03-15 | Common Stock (12107) | 12107 | Direct |
Footnotes
F1: The price reported is an average weighted price. The shares were sold in multiple transactions on 8/24/2023 at prices ranging from $225.75 to $226.16. The reporting person will provide to the Securities and Exchange Commission staff, the issuer, or any security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F2: The price reported is an average weighted price. The shares were sold in multiple transactions on 8/25/2023 at prices ranging from $225.75 to $225.99. The reporting person will provide to the Securities and Exchange Commission staff, the issuer, or any security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the footnotes to this Form 4.
F3: The price reported is an average weighted price. The shares were sold in multiple transactions on 8/25/2023 at prices ranging from $227.00 to $227.26.
F4: The price reported is an average weighted price. The shares were sold in multiple transactions on 8/25/2023 at prices ranging from $229.10 to $229.14.
F5: The price reported is an average weighted price. The shares were sold in multiple transactions on 8/28/2023 at prices ranging from $228.90 to $229.12. The reporting person will provide to the Securities and Exchange Commission staff, the issuer, or any security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F6: The reporting person has no voting or invesment power over these shares and disclaims beneficial ownership.
F7: Each share of phantom stock represents a right to receive one share of Gallagher common stock.
F8: These shares represent awards under the Age 62 Plan, a nonqualified deferred compensation plan of the Company, which have been deemed invested in Company common stock at the election of the reporting person. Participants vest in these awards when they attain age 62, or after a one-year period for participants who have attained age 61.
F9: Each notional stock unit represents a right to receive one share of Gallagher common stock.
F10: Portions of these notional stock units are payable to the reporting person in shares of common stock in July of 2025, 2026 and 2027 and following the reporting person's separation from service.
F11: One-third of this stock option becomes exerciseable on each of the 3rd, 4th, and 5th anniversaries of the grant date.