Arthur J. Gallagher & Co. false 0000354190 0000354190 2022-03-16 2022-03-16

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 16, 2022

 

 

ARTHUR J. GALLAGHER & CO.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-09761   36-2151613
(State or other jurisdiction of
incorporation or organization)		   (Commission
File Number)		   (I.R.S. Employer
Identification Number)

 

2850 W. Golf Road, Rolling Meadows, Illinois   60008-4050
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (630) 773-3800

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading
Symbol(s)

  

Name of each exchange
on which registered

Common Stock, $1.00 par value   AJG   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 7.01.

Regulation FD Disclosure.

On March 2, 2022, Arthur J. Gallagher & Co. (the “Company”) announced plans to host an investor meeting on Wednesday, March 16, 2022. As previously announced, a webcast of the meeting and related presentation materials are available through the investor relations page of the Company’s website at www.ajg.com/irmeeting. Information that will be referenced during this meeting, including an updated “CFO Commentary” and “Supplemental Quarterly Financial Information,” is available at http://www.ajg.com/March16materials. The CFO Commentary includes certain estimates relating to 2022 results, net after-tax cash flows from clean energy investments in 2023 and future years, information regarding the Company’s plans to begin excluding intangible amortization expense from adjusted net earnings and adjusted net earnings per share beginning with its first quarter 2022 earnings results, and cautionary language regarding forward-looking statements. The Supplemental Quarterly Financial Information includes adjustments to historical results relating to intangible amortization expense, in order to provide comparability between periods.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Arthur J. Gallagher & Co.
Date: March 16, 2021  

/s/ WALTER D. BAY

  Walter D. Bay
Vice President, General Counsel and Secretary
Arthur J Gallagher (NYSE:AJG)
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