RYAN (RYAN) director Bienen reports 14,214-share gift transfers via trusts

Rhea-AI Filing Summary

RYAN SPECIALTY HOLDINGS, INC. director Henry S. Bienen reported several bona fide gift transfers of Class A Common Stock, rather than any open‑market sales or purchases. On May 28, 2026, he gifted 5,757 shares held directly, reducing his direct position in these shares to zero while the same number of shares were gifted to the Henry S. Bienen 1997 Trust dated November 10, 1997. On May 29, 2026, the trust made an additional gift of 2,700 shares, leaving 27,795 shares held indirectly in that trust. The filing also shows a separate indirect holding entry of 28,590 shares in the Leigh Buchanan Bienen 1997 Trust dated November 10, 1997. Footnotes state the shares gifted on May 28 were transferred to the Henry S. Bienen 1997 Trust and that the reporting person disclaims beneficial ownership except to the extent of his pecuniary interest.

Insights

Insider transactions analyst

Filing shows non-market gifts of RYAN shares and updated trust holdings.

All reportable movements in this Form 4 are coded as bona fide gifts, not open‑market trades. The director transferred 5,757 directly held Class A shares into a trust and that trust then gifted additional shares, so there is no trading price or cash consideration.

After these transfers, the Henry S. Bienen 1997 Trust holds 27,795 shares indirectly, and a separate trust entry lists 28,590 shares. The reporting person disclaims beneficial ownership except for his pecuniary interest, indicating these positions are primarily trust‑level holdings rather than active portfolio trading.

Insider Trade Summary

14,214 shares gifted

Mixed 4 txns

Insider Bienen Henry S

Role null

Type	Security	Shares	Price	Value
Gift	Class A Common Stock	2,700	$0.00	--
Gift	Class A Common Stock	5,757	$0.00	--
Gift	Class A Common Stock	5,757	$0.00	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 27,795 shares (Indirect, In Henry S. Bienen 1997 Trust Dated November 10, 1997); Class A Common Stock — 0 shares (Direct, null)

Footnotes (1)

1. The shares gifted on May 28, 2026 were gifted to the reporting persons trust (Henry S. Bienen 1997 Trust Dated November 10, 1997). The reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein.

Key Figures

Total gifted shares: 14,214 shares Direct shares gifted: 5,757 shares Trust gift on May 29, 2026: 2,700 shares +3 more

6 metrics

Total gifted shares 14,214 shares Aggregate bona fide gifts of Class A Common Stock

Direct shares gifted 5,757 shares Class A shares gifted from direct ownership on May 28, 2026

Trust gift on May 29, 2026 2,700 shares Class A shares gifted from Henry S. Bienen 1997 Trust

Shares in Henry S. Bienen 1997 Trust 27,795 shares Indirect Class A holdings after reported gifts

Shares in Leigh Buchanan Bienen 1997 Trust 28,590 shares Indirect Class A holding entry as of May 28, 2026

Gift price per share $0.00 per share Reported for all bona fide gift transactions

Key Terms

bona fide gift, indirect, beneficial ownership, pecuniary interest, +1 more

5 terms

bona fide gift financial

"All reportable movements in this Form 4 are coded as bona fide gifts"

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

indirect financial

"The filing also shows a separate indirect holding entry of 28,590 shares"

beneficial ownership financial

"The reporting person disclaims beneficial ownership except to the extent of his pecuniary interest"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"disclaims beneficial ownership except to the extent of his pecuniary interest"

trust financial

"gifted to the Henry S. Bienen 1997 Trust dated November 10, 1997"

A trust is a legal setup in which one party (the trustee) holds and manages assets—like cash, stocks or property—on behalf of other people (beneficiaries) according to instructions from the person who created it (the grantor). Think of it as a locked box with a keyholder who must follow written rules; for investors it matters because trusts influence who controls and benefits from assets, affect taxes and succession, and can change how quickly or transparently shares are bought, sold or voted.

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Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Bienen Henry S

(Last) (First) (Middle)

155 NORTH WACKER DRIVE, SUITE 4000

(Street)

CHICAGO ILLINOIS 60606

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
RYAN SPECIALTY HOLDINGS, INC. [ RYAN ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/28/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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
Class A Common Stock	05/28/2026		G		5,757(1)	D	$0	0	D
Class A Common Stock	05/28/2026		G		5,757(1)	A	$0	30,495	I(2)	In Henry S. Bienen 1997 Trust Dated November 10, 1997
Class A Common Stock	05/29/2026		G		2,700	D	$0	27,795	I(2)	In Henry S. Bienen 1997 Trust Dated November 10, 1997
Class A Common Stock								28,590	I(2)	In Leigh Buchanan Bienen 1997 Trust Dated November 10, 1997

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. The shares gifted on May 28, 2026 were gifted to the reporting persons trust (Henry S. Bienen 1997 Trust Dated November 10, 1997).

2. The reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein.

Remarks:

	/s/ Mark S. Katz, as Attorney-in-Fact	06/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)