Brown & Brown (NYSE: BRO) EVP awarded 13,004 company shares

Rhea-AI Filing Summary

Brown & Brown, Inc. Executive Vice President Brown P. Barrett reported an acquisition of 13,004 shares of common stock on February 26, 2026, recorded at $0.00 per share. These shares were granted under the company’s 2019 Stock Incentive Plan.

The initial grant was made in February 2023 and became effective when the company confirmed that performance-based conditions were satisfied on February 26, 2026. Barrett now has voting rights and dividend entitlements on these shares, although full ownership will vest only after additional service-based conditions are met.

Following this award, direct holdings under the 2019 Stock Incentive Plan total 60,537 shares. Separate from this, direct common stock holdings are 1,361,925 shares, with additional indirect interests including 1,827,556 shares held in a charitable lead annuity trust where he serves as trustee and remainder beneficiary, 11,159 shares in a 401(k) plan as of December 31, 2025, and 2,324 shares held by his children, for which beneficial ownership is disclaimed.

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^*

Brown P Barrett

(Last) (First) (Middle)

300 N. BEACH STREET

(Street)

DAYTONA BEACH FL 32114

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BROWN & BROWN, INC. [ BRO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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, $.10 par value (2019 SIP)	02/26/2026		A		13,004(1)	A	$0.00	60,537(2)	D
Common Stock, $.10 par value								1,361,925(3)	D
Common Stock, $.10 par value								1,827,556(4)	I	Charitable Lead Annuity Trust
Common Stock, $.10 par value								11,159(5)	I	401k
Common Stock, $.10 par value								2,324	I	Children(6)

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. These securities were granted pursuant to the Company's 2019 Stock Incentive Plan ("2019 SIP"). The initial grant was made on February 20, 2023, but was subject to the satisfaction of performance-based conditions established in connection with this grant. On February 26, 2026, the Company confirmed the satisfaction of the performance-based conditions established in connection with this grant, and the Reporting Person has voting rights and dividend entitlement with respect to these shares, but full ownership will not vest until the satisfaction of additional service-based conditions.

2. These securities were granted pursuant to the 2019 SIP. The Reporting Person has voting rights and dividend entitlement with respect to these shares, but full ownership will not vest until the satisfaction of service-based conditions.

3. A total of 248 of these shares were acquired through the Company's Teammate Stock Purchase Plan in July 2025. Number of shares may vary due to dividend reinvestment.

4. These shares are held by the James Hyatt Brown Nongrantor Charitable Lead Annuity Trust, of which the Reporting Person is a trustee and remainder beneficiary.

5. Based upon information supplied by the plan record keeper as of December 31, 2025. Number of shares varied periodically based on contributions to the plan.

6. Reporting person disclaims beneficial ownership of securities owned by children who share the Reporting person's household. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for the purpose of Section 16 or for any other purpose.

	/s/ Anthony M. Robinson, for P. Barrett Brown, per Power of Attorney	02/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Brown & Brown (BRO) report for Brown P. Barrett?

Brown P. Barrett reported receiving an award of 13,004 shares of Brown & Brown common stock. The shares were granted under the 2019 Stock Incentive Plan after performance-based conditions were confirmed satisfied on February 26, 2026, with remaining service-based vesting requirements outstanding.

Was the Brown & Brown (BRO) insider award to Brown P. Barrett a purchase or a grant?

The 13,004 Brown & Brown shares were a grant, not an open-market purchase. They were issued at $0.00 per share under the 2019 Stock Incentive Plan after performance targets were met, and will fully vest only after additional service-based conditions are satisfied.

How many Brown & Brown (BRO) shares does Brown P. Barrett hold directly after this Form 4?

After the reported grant, Brown P. Barrett directly holds 60,537 shares under the 2019 Stock Incentive Plan and 1,361,925 additional shares of common stock. These figures reflect his direct ownership following confirmation of the performance-based vesting conditions on February 26, 2026.

What indirect Brown & Brown (BRO) share holdings are associated with Brown P. Barrett?

Indirect interests include 1,827,556 shares in a charitable lead annuity trust where he is trustee and remainder beneficiary, 11,159 shares in a 401(k) plan as of December 31, 2025, and 2,324 shares held by his children, for which he disclaims beneficial ownership.

What vesting conditions apply to Brown P. Barrett’s 13,004-share award in Brown & Brown (BRO)?

Performance-based conditions for the 13,004-share award were confirmed satisfied on February 26, 2026, giving him voting and dividend rights. Full ownership will vest only when additional service-based conditions are met, as specified under the company’s 2019 Stock Incentive Plan.

How were some of Brown P. Barrett’s Brown & Brown (BRO) shares acquired through employee programs?

A footnote states that 248 shares were acquired via the company’s Teammate Stock Purchase Plan in July 2025. The number of shares may vary over time due to dividend reinvestment, reflecting ongoing participation in the employee purchase and reinvestment programs.