Statement of Changes in Beneficial Ownership (4)
12 Mai 2023 - 11:26PM
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
|
OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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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 * GALLAGHER J PATRICK
JR |
2. Issuer Name and Ticker or Trading
Symbol Arthur J. Gallagher & Co. [ AJG ] |
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 |
(Last)
(First)
(Middle)
2850 GOLF ROAD |
3. Date of Earliest Transaction (MM/DD/YYYY)
5/10/2023
|
(Street)
ROLLING MEADOWS, IL 60008-4002 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
(City)
(State)
(Zip)
|
Rule 10b5-1(c) Transaction Indication
☐ Check this box to indicate
that a transaction was made pursuant to a contract, instruction or
written plan that is intended to satisfy the affirmative defense
conditions of Rule 10b5-1(c). See Instruction 10. |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock |
5/10/2023 |
|
M |
|
9224.554 |
A |
$0 |
112224.5057 |
D |
|
Common Stock |
5/10/2023 |
|
F |
|
3870.554 |
D |
$217.32 |
108353.9517 |
D |
|
Common Stock |
|
|
|
|
|
|
|
23448 |
I |
By Spouse's Trust (1) |
Common Stock |
|
|
|
|
|
|
|
255965 |
I |
By Corporation |
Common Stock |
|
|
|
|
|
|
|
94888 |
I |
By Irrevocable Trust |
Common Stock |
|
|
|
|
|
|
|
241756 |
I |
By Spouse (2) |
Common Stock |
|
|
|
|
|
|
|
219165 |
I |
By Trust (3) |
Common Stock |
|
|
|
|
|
|
|
293.475 |
I |
Gallagher 401(k) plan
account |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
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 |
Phantom Stock |
(4) |
5/10/2023 |
|
M |
|
|
9224.554 |
(5) |
(5) |
Common Stock |
9224.554 |
$0 |
139323.277 |
D |
|
Explanation of
Responses: |
(1) |
Shares held in trust for the
benefit of my children of which I am sole Trustee. |
(2) |
Shares held in revocable
trust of which my spouse is sole Trustee and as to which I disclaim
beneficial ownership. |
(3) |
Held in trust for benefit of
children. |
(4) |
Each share of phantom stock
represents a right to receive one share of Gallagher common
stock. |
(5) |
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. |
Remarks:
This filing reports the distribution of shares, and the withholding
of shares for taxes, in connection with an Age 62 Plan award that
vested earlier in the year during a quarterly trading blackout
period. |
Reporting
Owners
|
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 |
|
Signatures
|
/s/ Seth Diehl, by power of
attorney |
|
5/12/2023 |
**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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