GALLAGHER J PATRICK JR 4
4 · Arthur J. Gallagher & Co. · Filed Mar 17, 2026
Research Summary
AI-generated summary of this filing
AJG CEO J. Patrick Gallagher Jr Receives Award, Withholds Shares
What Happened J. Patrick Gallagher Jr., CEO and director of Arthur J. Gallagher & Co. (AJG), had 45,048 performance-based shares vest on March 15, 2026. The award/conversion was reported as an acquisition (award/conversion of derivative). To cover taxes, 19,168 of those shares were surrendered/withheld at $207.93 per share, a tax payment of $3,985,602. The net shares remaining to him from this vesting event are 25,880 (45,048 awarded − 19,168 withheld).
Key Details
- Transaction date: March 15, 2026; Form 4 filed March 17, 2026 (reported within the typical 2-business-day window).
- Award/acquisition: 45,048 shares reported as an award/derivative conversion (codes A and M).
- Tax withholding/disposition: 19,168 shares disposed to cover tax liability at $207.93/share = $3,985,602 (code F).
- Net shares retained from this vesting: 25,880 shares.
- Footnote of note: F1 states these were performance share units awarded March 15, 2023 that earned and vested March 15, 2026.
- Shares owned after transaction: not specified in the filing.
Context This was not an open-market sale or purchase by the CEO but a standard vesting and settlement event: performance share units converted to common stock and a portion of the issued shares were withheld to satisfy tax withholding obligations (a routine administrative disposition). M-code entries reflect conversion/exercise of derivative awards; F-code indicates shares surrendered for tax payment. Such internal withholding transactions are common and do not necessarily signal a change in the insider’s view of the company's stock.
Insider Transaction Report
- Award
Common Stock (restricted)
[F1]2026-03-15+45,048→ 45,048 total - Exercise/Conversion
Common Stock (restricted)
2026-03-15−45,048→ 0 total - Exercise/Conversion
Common Stock
2026-03-15+45,048→ 140,152.934 total - Tax Payment
Common Stock
2026-03-15$207.93/sh−19,168$3,985,602→ 120,984.934 total
- 5,328(indirect: By Trust)
Common Stock
[F2] - 255,965(indirect: By Corporation)
Common Stock
- 66,703(indirect: By Trust)
Common Stock
- 270,175(indirect: By Spouse)
Common Stock
[F3] - 219,955(indirect: By Trust)
Common Stock
[F4] - 491.142(indirect: By 401(k))
Common Stock
- 153,788.107
Notional Stock Units
[F5][F6]Exercise: $0.00→ Common Stock (153,788.107 underlying) - 143,990.15
Phantom Stock
[F7][F8]→ Common Stock (143,990.15 underlying) - 76,975
Non-qualified Stock Option
[F9]Exercise: $127.90Exp: 2028-03-16→ Common Stock (76,975 underlying) - 48,449
Non-qualified Stock Option
[F10]Exercise: $228.20Exp: 2033-03-01→ Common Stock (48,449 underlying) - 35,825
Non-qualified Stock Option
[F9]Exercise: $158.56Exp: 2029-03-15→ Common Stock (35,825 underlying) - 30,029
Non-qualified Stock Option
[F11]Exercise: $177.09Exp: 2030-03-15→ Common Stock (30,029 underlying) - 27,210
Non-qualified Stock Option
[F12]Exercise: $243.54Exp: 2031-03-01→ Common Stock (27,210 underlying) - 22,727
Non-qualified Stock Option
[F9]Exercise: $337.74Exp: 2032-03-01→ Common Stock (22,727 underlying)
Footnotes (12)
- [F1]Performance share units (awarded on March 15, 2023) earned and vested as of March 15, 2026.
- [F10]One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- [F11]One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- [F12]One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- [F2]Shares held in trust for the benefit of my children of which I am sole Trustee.
- [F3]Shares held in revocable trust of which my spouse is sole Trustee and as to which I disclaim beneficial ownership.
- [F4]Held in trust for benefit of children.
- [F5]Each notional stock unit represents a right to receive one share of Gallagher common stock.
- [F6]The notional stock units become payable following the reporting person's separation from service with Gallagher.
- [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]One-third of this stock option becomes exerciseable on each of the 3rd, 4th, and 5th anniversaries of the grant date.