SEC Form 4 · accession 0001225208-17-000113
BROWN & BROWN, INC. · BRO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Anthony T Strianese
Officer — EVP and Pres. Wholesale Div.
Period of report
Jan 1, 2017
Accepted (ET)
Jan 3, 2017 · 5:03 pm EST
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,F2 | Jan 1, 2017 | F | 1,659 | $44.86 | D | 33,756 | D | |
| Common Stock, $.10 par value (PSP)F3 | holding | — | — | — | 24,296 | D | ||
| Common Stock, $.10 par value (SIP)F4 | holding | — | — | — | 81,879 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionsF5 | $18.48 | holding | — | — | — | Mar 7, 2013 | Feb 26, 2018 | Common Stock, $.10 par value | 10,000 | 10,000 | D |
| Stock OptionsF5 | $18.48 | holding | — | — | — | Aug 1, 2013 | Feb 26, 2018 | Common Stock, $.10 par value | 20,000 | 20,000 | D |
| Stock OptionsF5,F6 | $18.48 | holding | — | — | — | Sep 7, 2016 | Feb 26, 2018 | Common Stock, $.10 par value | 20,000 | 20,000 | D |
Explanation of responses
- F1Shares were withheld by the Company solely to cover the income tax withholding requirements asociated with the vesting of 5,569 shares of stock under the Company's 2010 Stock Incentive Plan ("SIP").
- F2A total of 855 of these shares were acquired through the Company's Employee Stock Purchase Plan in July 2016. Number of shares may vary due to dividend reinvestment.
- F3These 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.
- F4These securities were granted pursuant to the SIP. Full ownership will not vest until the satisfaction of additional conditions established in connection with this grant.
- F5Granted by the Compensation Committee of the Board of Directors pursuant to the Company's 2000 Incentive Stock Option Plan (the "Plan").
- F6These options became exercisable on September 7, 2016 pursuant to satisfaction of conditions established pursuant to the Plan.