Arthur J. Gallagher VP reports 338‑share gift, retains ~37.85k shares

Rhea-AI Filing Summary

Michael Robert Pesch, a Vice President and officer of Arthur J. Gallagher & Co. (AJG), reported a non‑derivative transaction on 09/10/2025 in which 338 shares were disposed of as a gift (Code G) at $0. After the transaction he beneficially owns 37,848.6557 shares directly, plus indirect holdings of 59 shares held by a child, 12,505 shares in a spouse's irrevocable trust and 418.699 shares in a Gallagher 401(k) plan account. The filing was signed via power of attorney on 09/11/2025. The form shows routine insider transfer activity consistent with personal estate or family planning rather than open‑market trading.

Insights

Securities Analyst

TL;DR: Small, non‑market sale (gift) by an officer; immaterial to AJG valuation.

The 338‑share Code G disposition at $0 indicates a gift rather than a market sale, reducing the reporting person's direct holding to ~37.85k shares. Relative to the company's outstanding float, this transfer is negligible and does not alter control or voting power materially. Disclosure is timely and properly apportioned between direct and indirect holdings, including a spouse's irrevocable trust and employee 401(k) account.

Corporate Governance Expert

TL;DR: Routine insider estate/family transfer; governance implications are minimal.

The use of Code G and the notation that shares in the spouse's trust are held in an irrevocable trust (spouse as sole trustee) suggests estate planning steps. There is clear segregation of direct and indirect holdings, which supports transparent reporting. No indications of compliance issues, unusual timing, or patterned disposals that would raise governance concerns.

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^*

Pesch Michael Robert

(Last) (First) (Middle)

2850 GOLF ROAD

(Street)

ROLLING MEADOWS IL 60008

(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)
09/10/2025

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	09/10/2025		G		338	D	$0	37,848.6557	D
Common Stock								59	I	By Child
Common Stock								12,505	I	By Spouse's Trust(1)
Common Stock								418.699	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

Explanation of Responses:

1. Shares held in irrevocable trust, of which his spouse is sole Trustee.

	/s/ Monica Norzagaray, by power of attorney	09/11/2025
	** 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 transaction did AJG insider Michael Robert Pesch report on Form 4?

He reported a gift (Code G) of 338 shares of AJG on 09/10/2025, disposed at $0.

How many AJG shares does Michael Robert Pesch beneficially own after the transaction?

He beneficially owns 37,848.6557 shares directly, plus 59 shares held by a child, 12,505 shares in a spouse's trust, and 418.699 shares in a 401(k).

What does Transaction Code G mean on this Form 4?

Code G denotes a gift; the filing shows the 338 shares were transferred without cash consideration (price $0).

Was the Form 4 filing signed and when?

The Form 4 was executed by power of attorney (/s/ Monica Norzagaray) and dated 09/11/2025.