AJG (NYSE: AJG) HR chief receives 1,982 phantom stock award in Form 4

Rhea-AI Filing Summary

Arthur J. Gallagher & Co. Chief Human Resources Officer Susan E. Pietrucha reported an award of phantom stock under a company deferred compensation plan. On this transaction date, she acquired 1,982.292 shares of phantom stock at a reference price of $227.0100 per share through a grant or award.

Each share of phantom stock represents a right to receive one share of Gallagher common stock. The award is under the company’s Age 62 Plan, where amounts are deemed invested in company stock at the participant’s election, with vesting tied to reaching specified ages. Following this award, her reported phantom stock balance is 100,637.795 shares held directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Pietrucha Susan E

Role Chief Human Resources Officer

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	1,982.292	$227.01	$450K

Holdings After Transaction: Phantom Stock — 100,637.795 shares (Direct)

Footnotes (1)

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

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Pietrucha Susan E

(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)
	Chief Human Resources Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

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

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
Phantom Stock	(1)	03/04/2026		A		1,982.292		(2)	(2)	Common Stock	1,982.292	$227.01	100,637.795	D

Explanation of Responses:

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

2. 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.

	/s/ Monica Norzagaray, by power of attorney	03/06/2026
	** 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).
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 Number.

FAQ

What insider transaction did Arthur J. Gallagher (AJG) report for Susan E. Pietrucha?

Arthur J. Gallagher reported that Chief Human Resources Officer Susan E. Pietrucha acquired 1,982.292 shares of phantom stock. The acquisition was a grant or award, not an open-market purchase, and forms part of her nonqualified deferred compensation tied to company common stock.

What is the size and price of the phantom stock award reported for AJG’s CHRO?

The filing shows an award of 1,982.292 phantom stock shares at a reference price of $227.0100 per share. This grant increases the executive’s deferred compensation exposure linked to Arthur J. Gallagher common stock, as each phantom share represents a right to receive one common share.

How many phantom stock shares does Susan E. Pietrucha hold after this AJG Form 4?

After this reported grant, Susan E. Pietrucha holds a total of 100,637.795 phantom stock shares directly. These phantom shares are part of a deferred compensation arrangement and are tied economically to Arthur J. Gallagher common stock according to the company’s Age 62 Plan terms.

What does phantom stock represent in Arthur J. Gallagher’s Age 62 Plan?

Each phantom stock share represents a right to receive one share of Arthur J. Gallagher common stock. Under the Age 62 Plan, awards are deemed invested in company stock at the participant’s election and generally vest when participants attain age 62, or after one year for those already at age 61.

Is the AJG insider transaction a market buy or a compensation grant?

The transaction is a compensation-related grant, classified as a grant, award, or other acquisition. It involves 1,982.292 phantom stock shares under a nonqualified deferred compensation plan, rather than an open-market purchase or sale of Arthur J. Gallagher common stock by the executive.