SEC Form 4 · accession 0001225208-16-030068
BROWN & BROWN, INC. · BRO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Anthony T Strianese
Officer — Pres. Wolesale Brokerage Div.
Period of report
Mar 15, 2016
Accepted (ET)
Mar 17, 2016 · 5:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000079282
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $.10 par valueF1 | Mar 15, 2016 | M | 14,589 | $18.48 | A | 27,202 | D | |
| Common Stock, $.10 par valueF1 | Mar 15, 2016 | M | 10,000 | $18.48 | A | 37,202 | D | |
| Common Stock, $.10 par valueF1 | Mar 15, 2016 | M | 5,411 | $18.48 | A | 42,613 | D | |
| Common Stock, $.10 par valueF1 | Mar 15, 2016 | F | 6,238 | $34.28 | D | 36,375 | D | |
| Common Stock, $.10 par value (PSP)F2 | holding | — | — | — | 38,576 | D | ||
| Common Stock, $.10 par value (SIP)F3 | holding | — | — | — | 137,854 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionsF4 | $18.48 | Mar 15, 2016 | M | 10,000 | D | Mar 7, 2013 | Feb 26, 2018 | Common Stock, $.10 par value | 10,000 | 10,000 | D |
| Stock OptionsF4 | $18.48 | Mar 15, 2016 | M | 14,589 | D | Apr 15, 2011 | Feb 26, 2018 | Common Stock, $.10 par value | 14,589 | 0 | D |
| Stock OptionsF4 | $18.48 | Mar 15, 2016 | M | 5,411 | D | Nov 11, 2010 | Feb 26, 2018 | Common Stock, $.10 par value | 5,411 | 0 | D |
| Stock OptionsF4 | $18.48 | holding | — | — | — | Aug 1, 2013 | Feb 26, 2018 | Common Stock, $.10 par value | 20,000 | 20,000 | D |
| Stock OptionsF4,F5 | $18.48 | holding | — | — | — | Nov 26, 2017 | Feb 26, 2018 | Common Stock, $.10 par value | 20,000 | 20,000 | D |
Explanation of responses
- F1A total of 939 of these shares were acquired through the Company's Employee Stock Purchase Plan in July 2015. Number of shares may vary due to dividend reinvestment.
- F2These securities were granted pursuant to the Company's Performance Stock Plan ("PSP"). Based on the satisfaction of conditions established pursuant to the PSP, the Reporting Person has voting rights and dividend entitlement with respect to a portion of these shares based on the satisfaction of certain performance-based criteria, but full ownership will not vest until the satisfaction of additional conditions.
- F3These securities were granted pursuant to the Company's 2010 Stock Incentive Plan ("SIP"). Full ownership will not vest until the satisfaction of performance-based conditions established in connection with this grant.
- F4Granted by the Compensation Committee of the Board of Directors pursuant to the Company's 2000 Incentive Stock Option Plan (the "Plan").
- F5These options vest and become exercisable on November 26, 2017, unless accelerated based on satisfaction of conditions established pursuant to the Plan.