Arthur J. Gallagher (NYSE: AJG) VP logs phantom stock payout and tax withholding
Rhea-AI Filing Summary
Arthur J. Gallagher & Co. (AJG) executive Mark H. Bloom, Vice President, exercised 1,280.485 shares of phantom stock into the same number of common shares at $0.0000 per share. In connection with this Age 62 Plan award distribution, 606.814 common shares were withheld at $251.21 per share to cover applicable income and employment taxes. Following the derivative transaction, Bloom holds 6,017.051 phantom stock units and continues to hold multiple non-qualified stock option awards and 962.2459 notional stock units tied to Gallagher common stock, plus 193.263 indirect common shares in a Gallagher 401(k) plan account.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 673.671 shares
Net Buy
10 txns
Insider
Bloom Mark H.
Role
Vice President
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Phantom Stock F1, F2 | 1,280.485 | $0.00 | $0.00 |
| Exercise | Common Stock | 1,280.485 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 606.814 | $251.21 | $152K |
| holding | Non-qualified Stock Option F3 | -- | -- | -- |
| holding | Non-qualified Stock Option F4, F5 | -- | -- | -- |
| holding | Non-qualified Stock Option F6 | -- | -- | -- |
| holding | Non-qualified Stock Option F5, F7 | -- | -- | -- |
| holding | Non-qualified Stock Option F8 | -- | -- | -- |
| holding | Notional Stock Units F9, F10 | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Phantom Stock — 6,017.051 shares (Direct);
Common Stock — 4,416.671 shares (Direct);
Non-qualified Stock Option — 35,568 shares (Direct);
Notional Stock Units — 962.2459 shares (Direct);
Common Stock — 193.263 shares (Indirect, Gallagher 401(k) plan account)
Footnotes (10)
- F1. Each share of phantom stock represents a right to receive one share of Gallagher common stock.
- F2. 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.
- F3. One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- F4. Closing price of Gallagher common stock on February 28, 2025.
- F5. One-third of this stock option becomes exerciseable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- F6. One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- F7. Grant date of 3/15/2022.
- F8. One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- F9. Each notional stock unit represents a right to receive one share of Gallagher common stock.
- F10. The notional stock units become payable in July 2026 and following the reporting person's separation from service with Gallagher.
Key Figures
Phantom stock exercised: 1,280.485 shares
Shares withheld for taxes: 606.814 shares
Withholding price: $251.2100 per share
+5 more
8 metrics
Phantom stock exercised
1,280.485 shares
Phantom stock units converted into AJG common stock on 2026-08-16
Shares withheld for taxes
606.814 shares
Common shares withheld to cover income and employment taxes on 2026-08-16
Withholding price
$251.2100 per share
Price applied to common shares withheld for tax obligations
Phantom stock remaining
6,017.051 shares
Phantom stock position following the derivative transaction
Option exercise price
$228.2000
Non-qualified stock option over 13,331 underlying AJG common shares expiring 2033-03-01
Underlying option shares
6,887.0000 shares
Non-qualified stock option with $337.7400 exercise price expiring 2032-03-01
Notional stock units
962.2459 units
Notional stock units tied to AJG common stock payable beginning July 2026
Indirect 401(k) holdings
193.2630 shares
Common shares held indirectly via Gallagher 401(k) plan account
Key Terms
Phantom Stock, Non-qualified Stock Option, Notional Stock Units, nonqualified deferred compensation plan, +1 more
5 terms
Phantom Stock financial
"Each share of phantom stock represents a right to receive one share"
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
Non-qualified Stock Option financial
"Non-qualified Stock Option over AJG common stock with specific exercise price"
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
Notional Stock Units financial
"Each notional stock unit represents a right to receive one share"
nonqualified deferred compensation plan financial
"awards under the Age 62 Plan, a nonqualified deferred compensation plan"
A nonqualified deferred compensation plan is an arrangement where an employer lets select employees postpone receiving part of their pay or bonuses until a future date, often at retirement, so taxes are paid later. It matters to investors because these payouts are typically unsecured promises by the company—like an internal IOU—so they create future cash obligations and expose the company to extra liability risk if the business falters, and they also reveal how executives are being paid and motivated.
Age 62 Plan financial
"awards under the Age 62 Plan, a nonqualified deferred compensation plan"
FAQ
What transactions did AJG executive Mark H. Bloom report on this Form 4 for Arthur J. Gallagher & Co. (AJG)?
Mark H. Bloom reported exercising 1,280.485 phantom stock units into common stock and a related disposition of 606.814 common shares withheld at $251.21 per share to cover applicable income and employment taxes under the Age 62 Plan.
How many phantom stock units does Mark H. Bloom hold after these AJG transactions?
After the reported transactions, Mark H. Bloom holds 6,017.051 shares of phantom stock, each representing a right to receive one share of Arthur J. Gallagher & Co. common stock, as part of awards under the company’s Age 62 Plan.
What are the notional stock units reported by Mark H. Bloom in AJG stock?
Bloom holds 962.2459 notional stock units, each representing a right to receive one share of Arthur J. Gallagher & Co. common stock. These units become payable in July 2026 following his separation from service with Gallagher.
Does Mark H. Bloom have any indirect holdings of AJG common stock?
Yes. The Form 4 reports an indirect holding of 193.263 shares of Arthur J. Gallagher & Co. common stock through a Gallagher 401(k) plan account, classified as indirect ownership in the filing.
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