Gallagher VP sells 12,000 shares after option exercise
Rhea-AI Filing Summary
Arthur J. Gallagher & Co. (AJG) vice president Scott R. Hudson exercised 12,000 non-qualified stock options on September 2, 2026 at an exercise price of $86.17 per share, receiving 12,000 shares of common stock, and on the same day sold 12,000 common shares at a weighted-average price of $264.133 per share. He continues to hold multiple option awards on Gallagher common stock with exercise prices between $127.90 and $337.74, as well as phantom stock and notional stock units each representing rights to receive Gallagher common shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and Sale: 12,000 shares ($2.14M approx. pre-tax spread)
Exercise and Sale
12 txns
Insider
Hudson Scott R
Role
Vice President
Sold
12,000 shs ($3.17M)
Approx. gross sale proceeds
$3.17M
Approx. exercise cost
$1.03M
Approx. pre-tax spread
$2.14M
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Non-qualified Stock Option F2 | 12,000 | $0.00 | $0.00 |
| Exercise | Common Stock | 12,000 | $86.17 | $1.03M |
| Sale | Common Stock F1 | 12,000 | $264.133 | $3.17M |
| holding | Non-qualified Stock Option F2 | -- | -- | -- |
| holding | Non-qualified Stock Option F3 | -- | -- | -- |
| holding | Non-qualified Stock Option F2 | -- | -- | -- |
| holding | Non-qualified Stock Option F4, F2 | -- | -- | -- |
| holding | Non-qualified Stock Option F5 | -- | -- | -- |
| holding | Phantom Stock F6, F7 | -- | -- | -- |
| holding | Notional Stock Units F8, F9 | -- | -- | -- |
| holding | Non-qualified Stock Option F10 | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Non-qualified Stock Option — 92,859 contracts for 80,489 underlying shares (Direct);
Common Stock — 90,262 shares (Direct);
Phantom Stock — 3,717.894 contracts (Direct);
Notional Stock Units — 4,134.7414 contracts (Direct);
Common Stock — 411.467 shares (Indirect, Gallagher 401(k) plan account)
Footnotes (10)
- F1. The price reported is an average weighted price. The shares were sold in multiple transactions on 9/2/2026 at prices ranging from $263.894 to $264.15. The reporting person will provide to the Securities and Exchange Commission staff, the issuer, or any security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the footnotes to this Form 4.
- F2. One-third of this stock option becomes exerciseable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- 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 exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
- F6. Each share of phantom stock represents a right to receive one share of Gallagher common stock.
- F7. 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.
- F8. Each notional stock unit represents a right to receive one share of Gallagher common stock.
- F9. The notional stock units become payable in July 2026 and following the reporting person's separation from service with Gallagher.
- F10. One-third of this stock option becomes exercisable on each of the 3rd, 4th, and 5th anniversaries of the grant date.
Key Figures
Options exercised: 12,000 shares
Option exercise price: $86.17 per share
Shares sold: 12,000 shares
+5 more
8 metrics
Options exercised
12,000 shares
Non-qualified stock options exercised on September 2, 2026
Option exercise price
$86.17 per share
Exercise price for 12,000 non-qualified stock options
Shares sold
12,000 shares
Common stock sold on September 2, 2026
Weighted-average sale price
$264.133 per share
Average price for 12,000 common shares sold; individual trades $263.894–$264.15
Remaining option exercise prices
$127.90–$337.74 per share
Exercise prices on multiple non-qualified stock option awards still held
Phantom stock units
3,717.894 units
Each unit represents a right to receive one Gallagher common share
Notional stock units
4,134.7414 units
Each unit represents a right to receive one Gallagher common share
Indirect 401(k) holdings
411.467 shares
Gallagher common stock held through a Gallagher 401(k) plan account
Key Terms
Non-qualified Stock Option, phantom stock, notional stock unit, nonqualified deferred compensation plan, +2 more
6 terms
Non-qualified Stock Option financial
"The security title for multiple option awards is Non-qualified Stock Option"
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.
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.
notional stock unit 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
"These shares represent awards under the Age 62 Plan"
weighted price financial
"The price reported is an average weighted price"
FAQ
What did AJG vice president Scott R. Hudson report on this Form 4?
He reported exercising 12,000 non-qualified stock options at $86.17 per share on September 2, 2026, receiving 12,000 Gallagher common shares, and selling 12,000 shares the same day at a weighted-average price of $264.133 per share.
Does Scott R. Hudson still hold AJG stock options after this Form 4?
Yes. He continues to hold several non-qualified stock options on Gallagher common stock, including awards with exercise prices of $127.90, $158.56, $177.09, $228.20, $243.54, and $337.74, each covering thousands of underlying shares with future expiration dates.
What deferred equity interests in AJG does Scott R. Hudson report?
He reports 3,717.894 shares of phantom stock and 4,134.7414 notional stock units, each representing a right to receive one Gallagher common share, under company nonqualified deferred compensation and other plans.
Were Scott R. Hudson’s AJG transactions under a Rule 10b5-1 trading plan?
The filing’s Rule 10b5-1 checkbox is not affirmed (unchecked), and no footnote states that the transactions were made pursuant to a Rule 10b5-1 or other pre-arranged trading plan.
AI-generated analysis. How Rhea-AI works. Not financial advice.
