AJG (AJG) vice president exercises options and sells 3,800 Gallagher shares

Rhea-AI Filing Summary

Arthur J. Gallagher & Co. vice president Scott R. Hudson reported a mix of stock option activity and share sales. On March 6, 2026, he exercised 3,800 non-qualified stock options, acquiring 3,800 shares of common stock at an exercise price of $79.59 per share through a derivative conversion.

He then sold 3,800 common shares in an open-market transaction at $227.57 per share, leaving 85,920 common shares held directly after the sale, plus 411.467 shares held indirectly through a Gallagher 401(k) plan account. The filing also lists continuing holdings of phantom stock, notional stock units, and several non-qualified stock option awards, each representing rights that relate to Gallagher common stock under company compensation and deferred compensation plans.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hudson Scott R

(Last) (First) (Middle)

2850 GOLF ROAD

(Street)

ROLLING MEADOWS IL 60008-4002

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Arthur J. Gallagher & Co. [ AJG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Vice President

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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	03/06/2026		M		3,800	A	$79.59	89,720	D
Common Stock	03/06/2026		S(1)		3,800	D	$227.57	85,920	D
Common Stock								411.467	I	Gallagher 401(k) plan account

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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	$79.59	03/06/2026		M			3,800	(2)	03/14/2026	Common Stock	3,800	$0	0	D
Phantom Stock	(3)							(4)	(4)	Common Stock	3,764.121		3,764.121	D
Non-qualified Stock Option	$228.2							(5)	03/01/2033	Common Stock	15,800		15,800	D
Non-qualified Stock Option	$86.17							(2)	03/12/2027	Common Stock	24,370		24,370	D
Non-qualified Stock Option	$127.9							(2)	03/16/2028	Common Stock	23,025		23,025	D
Non-qualified Stock Option	$158.56							(2)	03/15/2029	Common Stock	11,480		11,480	D
Non-qualified Stock Option	$177.09							(6)	03/15/2030	Common Stock	9,558		9,558	D
Non-qualified Stock Option	$243.54							(7)	03/01/2031	Common Stock	10,047		10,047	D
Non-qualified Stock Option	$337.74(8)							(2)	03/01/2032	Common Stock	10,579		10,579	D
Notional Stock Units	(9)							(10)	(10)	Common Stock	4,134.7414		4,134.7414	D

Explanation of Responses:

1. Exercise and sale of expiring stock options.

2. One-third of this stock option becomes exerciseable on each of the 3rd, 4th, and 5th anniversaries of the grant date.

3. Each share of phantom stock represents a right to receive one share of Gallagher common stock.

4. 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.

5. One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.

6. One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.

7. One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.

8. Closing price of Gallagher common stock on February 28, 2025.

9. Each notional stock unit represents a right to receive one share of Gallagher common stock.

10. The notional stock units become payable following the reporting person's separation from service with Gallagher.

	/s/ Monica Norzagaray, by power of attorney	03/09/2026
	** 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).
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FAQ

What did AJG executive Scott R. Hudson report on this Form 4?

Scott R. Hudson exercised 3,800 non-qualified stock options and acquired 3,800 AJG common shares, then sold 3,800 shares in an open-market transaction. After these moves, he reported 85,920 common shares held directly, plus additional deferred and option-based interests.

How many Arthur J. Gallagher (AJG) shares did Scott Hudson sell and at what price?

Scott Hudson sold 3,800 shares of AJG common stock at $227.57 per share in an open-market transaction. This sale followed his exercise of 3,800 non-qualified stock options, and left him with 85,920 common shares held directly afterward.

What was the exercise price of Scott Hudson’s AJG stock options?

He exercised 3,800 non-qualified AJG stock options at an exercise price of $79.59 per share. The transaction was reported as an exercise or conversion of derivative securities, resulting in the acquisition of 3,800 shares of AJG common stock on the same date.

How many Arthur J. Gallagher (AJG) shares does Scott Hudson own after these transactions?

Following the reported exercise and sale, Scott Hudson directly holds 85,920 AJG common shares. He also has 411.467 AJG common shares held indirectly through a Gallagher 401(k) plan account, plus various phantom stock, notional stock units, and stock option positions.

What are the phantom stock and notional stock units reported by AJG’s Scott Hudson?

Each phantom stock share and each notional stock unit represents a right to receive one AJG common share. These awards are linked to company deferred compensation plans, including an Age 62 Plan and units that become payable after Hudson’s separation from service with Gallagher.

How do Scott Hudson’s AJG stock options vest according to the filing footnotes?

Certain non-qualified stock options vest in three equal installments: one-third becomes exercisable on each of the third, fourth, and fifth anniversaries of the grant date. This schedule applies to multiple option awards listed, shaping when Hudson can exercise those options for AJG shares.