Statement of Changes in Beneficial Ownership (4)
26 Februar 2022 - 12:42AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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GALLAGHER J PATRICK JR |
2. Issuer Name and Ticker or Trading Symbol
Arthur J. Gallagher & Co.
[
AJG
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President & CEO |
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(Last)
(First)
(Middle)
2850 GOLF ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/23/2022 |
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(Street)
ROLLING MEADOWS, IL 60008-4002
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 2/23/2022 | | M | | 51000 | A | $46.17 | 118517.34 | D | |
| Common Stock | 2/23/2022 | | S | | 30317 | D | $152.93 (1) | 88200.34 | D | |
| Common Stock | | | | | | | | 23448 | I | By Spouse's Trust (2) |
| Common Stock | | | | | | | | 255965 | I | By Corporation |
| Common Stock | | | | | | | | 77159 | I | By Irrevocable Trust |
| Common Stock | | | | | | | | 243340 | I | By Spouse (3) |
| Common Stock | | | | | | | | 219506 | I | By Trust (4) |
| Common Stock | | | | | | | | 244.155 | I | Gallagher 401(k) plan account |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Non-qualified Stock Option | $46.17 | 2/23/2022 | | M | | | 51000 | (5) | 3/11/2022 | Common Stock | 51000 | $0 | 0 | D | |
| Notional Stock Units | $0 (6) | 2/23/2022 | | A | | 1751.45 (7) | | (8) | (8) | Common Stock | 1751.45 | $153.73 | 56302.85 | D | |
| Explanation of Responses: |
| (1) | The price reported is an average weighted price. The shares were sold in multiple transactions at prices ranging from $152.70 to $153.30. The reporting person will provide to the Securities and Exchange Commission staff, the issuer, or any security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (2) | Shares held in trust for the benefit of my children of which I am sole Trustee. |
| (3) | Shares held in revocable trust of which my spouse is sole Trustee and as to which I disclaim beneficial ownership. |
| (4) | Held in trust for benefit of children. |
| (5) | One-third of this stock option becomes exerciseable on each of the 3rd, 4th, and 5th anniversaries of the grant date. |
| (6) | Each notional stock unit represents a right to receive one share of Gallagher common stock. |
| (7) | Company match under Supplemental Savings and Thrift Plan. |
| (8) | The notional stock units become payable following the reporting person's separation from service with Gallagher. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
GALLAGHER J PATRICK JR
2850 GOLF ROAD
ROLLING MEADOWS, IL 60008-4002 | X |
| President & CEO |
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Signatures
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| /s/ Seth Diehl, by power of attorney | | 2/25/2022 |
| **Signature of Reporting Person | Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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