GALLAGHER THOMAS JOSEPH 4
4 · Arthur J. Gallagher & Co. · Filed Mar 17, 2026
Research Summary
AI-generated summary of this filing
Arthur J. Gallagher (AJG) President Thomas Gallagher Exercises & Sells
What Happened
Thomas Joseph Gallagher, President of Arthur J. Gallagher & Co. (AJG), had 9,560 performance-based shares/units vest and be converted into common shares on March 15, 2026. On the same date he effected the conversion/exercise and sold 4,068 of those shares to satisfy tax withholding obligations; the withholding sale was at $207.93 per share, generating approximately $845,859.
Key Details
- Transaction date: March 15, 2026; Form filed March 17, 2026 (filed promptly within typical Form 4 timing).
- Award/vesting: 9,560 shares granted/awarded at $0.00 (footnote F1: performance share units awarded 3/15/2023 and vested 3/15/2026).
- Exercise/conversion: 9,560 shares converted/acquired (derivative code M) and conversion also reflected as a disposal entry consistent with the mechanics of converting notional/performance units.
- Tax withholding sale: 4,068 shares disposed at $207.93 per share to satisfy tax liability (code F); total proceeds ~ $845,859.
- Shares owned after transaction: Not specified in the filing.
- Notable footnotes: F1 (PSUs vested); F11/F12 note some awards may be notional units convertible to shares; F2 indicates a disclaimer of beneficial ownership for certain shares in the filing.
- Transaction codes explained: A = award/grant, M = exercise/conversion of derivative, F = shares withheld/sold to pay taxes.
Context
This was primarily a vesting/conversion of previously granted performance awards, not an open‑market purchase. The sale of 4,068 shares was a routine withholding to cover taxes rather than a market-sale signal about company outlook. For retail investors, purchases are typically more informative about insider bullishness; this filing documents earned/vested awards and a tax-related withholding sale.
Insider Transaction Report
- Award
Common Stock (restricted)
[F1]2026-03-15+9,560→ 9,560 total - Exercise/Conversion
Common Stock (restricted)
2026-03-15−9,560→ 0 total - Exercise/Conversion
Common Stock
2026-03-15+9,560→ 328,251.08 total - Tax Payment
Common Stock
2026-03-15$207.93/sh−4,068$845,859→ 324,183.08 total
- 62,295(indirect: By Trust)
Common Stock
- 96,709(indirect: By Trust)
Common Stock
- 32,428(indirect: By Spouse)
Common Stock
- 119,175(indirect: By Trust)
Common Stock
[F2][F3] - 491.14(indirect: By 401(k))
Common Stock
- 32,895
Non-qualified Stock Option
[F4]Exercise: $127.90Exp: 2028-03-16→ Common Stock (32,895 underlying) - 31,340
Non-qualified Stock Option
[F4]Exercise: $86.17Exp: 2027-03-12→ Common Stock (31,340 underlying) - 22,219
Non-qualified Stock Option
[F5]Exercise: $228.20Exp: 2033-03-01→ Common Stock (22,219 underlying) - 20,232.185
Phantom Stock
[F6][F7]→ Common Stock (20,232.185 underlying) - 15,310
Non-qualified Stock Option
[F4]Exercise: $158.56Exp: 2029-03-15→ Common Stock (15,310 underlying) - 15,070
Non-qualified Stock Option
[F8]Exercise: $243.54Exp: 2031-03-01→ Common Stock (15,070 underlying) - 14,876
Non-qualified Stock Option
[F9][F4]Exercise: $337.74Exp: 2032-03-01→ Common Stock (14,876 underlying) - 12,744
Non-qualified Stock Option
[F10]Exercise: $177.09Exp: 2030-03-15→ Common Stock (12,744 underlying) - 11,445.749
Notional Stock Units
[F11][F12]Exercise: $0.00→ Common Stock (11,445.749 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]Each notional stock unit represents a right to receive one share of Gallagher common stock.
- [F12]Portions of these notional stock units are payable to the reporting person in shares of common stock in July of 2025 and 2026 and following the reporting person's separation from service.
- [F2]The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
- [F3]These shares are held in trusts, for the benefit of the reporting person's children, of which his wife is a trustee.
- [F4]One-third of this stock option becomes exerciseable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- [F5]One-third of this stock option becomes exerciseable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- [F6]Each share of phantom stock represents a right to receive one share of Gallagher common stock.
- [F7]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.
- [F8]One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- [F9]Closing price of Gallagher common stock on February 28, 2025.