Brown & Brown (NYSE: BRO) EVP Stephen Hearn receives 7,137-share equity grant

Rhea-AI Filing Summary

Hearn Stephen Patrick reported acquisition or exercise transactions in this Form 4 filing.

BROWN & BROWN, INC. executive Stephen Patrick Hearn, EVP, COO and President of the Retail Segment, reported an equity award under the company’s 2019 Stock Incentive Plan. He received 7,137 shares of common stock at no cash cost, bringing his directly held total to 10,385 shares. The grant includes dividend equivalent rights, but the underlying shares will only be delivered after specified service-based conditions are satisfied.

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^*

Hearn Stephen Patrick

(Last) (First) (Middle)

300 NORTH 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)
	EVP, COO, Pres Retail Segment

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		7,137	A	$0.00	10,385(1)	D

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 Reporting Person has dividend equivalent entitlement, but shares will not be delivered until the satisfaction of service-based conditions.

	/s/ Anthony M. Robinson, for Stephen P. Hearn, per Power of Attorney	03/02/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did BRO executive Stephen Hearn report on this Form 4?

Stephen Patrick Hearn reported receiving an equity grant of 7,137 shares of BROWN & BROWN, INC. common stock. The award was issued under the 2019 Stock Incentive Plan at no cash cost, reflecting stock-based compensation rather than an open-market purchase.

How many BROWN & BROWN (BRO) shares does Stephen Hearn hold after this grant?

After the grant, Stephen Hearn directly holds 10,385 shares of BROWN & BROWN common stock. This total includes the newly awarded 7,137 shares reported on the Form 4, which are subject to service-based delivery conditions under the company’s 2019 Stock Incentive Plan.

Was Stephen Hearn’s BRO stock transaction a market buy or a compensation grant?

The transaction was a compensation grant, not a market purchase. Stephen Hearn received 7,137 shares at a price of $0.0000 per share under the 2019 Stock Incentive Plan, classified as a grant, award, or other acquisition on the Form 4.

What plan governed Stephen Hearn’s 7,137-share award in BROWN & BROWN (BRO)?

The 7,137-share award was granted under BROWN & BROWN’s 2019 Stock Incentive Plan. This plan provides stock-based compensation, and the filing notes that the shares are subject to service-based conditions before delivery, with dividend equivalent entitlements for the reporting person.

Do Stephen Hearn’s new BRO shares vest immediately or have conditions attached?

The new shares have conditions attached rather than immediate delivery. The filing states that shares granted under the 2019 Stock Incentive Plan will not be delivered until service-based conditions are satisfied, though Stephen Hearn is entitled to dividend equivalents in the interim.