SEC Form 4 · accession 0000354190-26-000207
Arthur J. Gallagher & Co. · AJG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Patrick Murphy Gallagher
Officer — Chief Operating Officer
Period of report
Sep 8, 2026
Accepted (ET)
Sep 10, 2026 · 6:45 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0000354190
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Sep 8, 2026 | G | 49,988 | $0.00 | A | 148,093 | I | By Trust |
| Common StockF3 | holding | — | — | — | 11,264 | I | By Spouse as Trustee | |
| Common Stock | holding | — | — | — | 14,170 | D | ||
| Common Stock | holding | — | — | — | 491 | I | Gallagher 401(k) plan account | |
| Common StockF4 | holding | — | — | — | 53,262 | I | By Spouse's Trust | |
| Common StockF5 | holding | — | — | — | 21,032 | I | By Trust | |
| Common Stock | holding | — | — | — | 55,109 | I | By Irrevocable Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-qualified Stock OptionF6 | $228.20 | holding | — | — | — | — | Mar 1, 2033 | Common Stock | 17,775 | 17,775 | D |
| Phantom StockF7,F8 | — | holding | — | — | — | — | — | Common Stock | 17,731 | 17,731 | D |
| Non-qualified Stock OptionF9,F10 | $337.74 | holding | — | — | — | — | Mar 1, 2032 | Common Stock | 11,901 | 11,901 | D |
| Non-qualified Stock OptionF11 | $243.54 | holding | — | — | — | — | Mar 1, 2031 | Common Stock | 11,386 | 11,386 | D |
| Non-qualified Stock OptionF10,F12 | $127.90 | holding | — | — | — | — | Mar 16, 2028 | Common Stock | 7,255 | 7,255 | D |
| Non-qualified Stock OptionF10,F13 | $86.17 | holding | — | — | — | — | Mar 12, 2027 | Common Stock | 6,270 | 6,270 | D |
| Non-qualified Stock OptionF14 | $177.09 | holding | — | — | — | — | Mar 15, 2030 | Common Stock | 6,160 | 6,160 | D |
| Non-qualified Stock OptionF10,F15 | $158.56 | holding | — | — | — | — | Mar 15, 2029 | Common Stock | 5,510 | 5,510 | D |
| Phantom StockF7,F16 | — | holding | — | — | — | — | — | Common Stock | 3,805 | 3,805 | D |
| Notional Stock UnitsF17,F18,F19 | — | holding | — | — | — | — | — | Common Stock | 2,352 | 2,352 | D |
Explanation of responses
- F1This transaction represents a gift from the reporting person's father to an irrevocable trust of which the reporting person and his siblings are beneficiaries, and the reporting person is the acting trustee. The reporting person disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein.
- F10One-third of this stock option becomes exerciseable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- F11One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- F12Grant date of 3/16/2021.
- F13Grant date of 3/12/2020.
- F14One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- F15Grant date of 3/15/2022.
- F16These shares represent awards under the Deferred Cash Participation Plan, a nonqualified deferred compensation plan of the Company, which have been deemed invested in Company common stock at the election of the participant. These awards are payable in a lump sum on the six-month anniversary of the reporting person's separation from service.
- F17Each notional stock unit represents a right to receive one share of Gallagher common stock.
- F18The notional stock units become payable following the reporting person's separation from service with Gallagher.
- F19The notional stock units become payable following the reporting person's separation from service with Gallagher.
- F2Shares held in trust for the benefit of the reporting person and immediate family members, of which he and his immediate family members, as applicable, is a trustee.
- F3Shares held in trusts, for the benefit of the reporting person's children, of which his wife is sole trustee.
- F4Shares held in a revocable trust and an irrevocable trust of which the reporting person's spouse is sole Trustee and as to which he disclaims beneficial ownership
- F5Shares held in trust for the benefit of the reporting person's children, of which he is a trustee.
- F6One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- F7Each share of phantom stock represents a right to receive one share of Gallagher common stock.
- F8These 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.
- F9Closing price of Gallagher common stock on February 28, 2025.