Was the Ryan (RYAN) director’s 5,757-share award an open-market purchase?

No, the 5,757-share increase reflects a grant categorized as a grant, award, or other acquisition. Footnotes specify the securities are Restricted Stock Units approved by the board under Rule 16(b)(3), indicating compensation rather than an open-market stock purchase.

Director at Ryan Specialty (NYSE: RYAN) gets 5,757 deferred RSUs

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

RYAN SPECIALTY HOLDINGS, INC. director Nicholas Dominic Cortezi received an award of 5,757 shares of Class A Common Stock on April 28, 2026, reported as an acquisition under a grant or award.

The footnotes explain these reported securities are Restricted Stock Units that vested immediately, with settlement deferred until his separation from service on the board. After this award, he is shown as directly owning 10,777 shares. The grant was approved by the issuer’s board of directors for purposes of Rule 16(b)(3), indicating it is a standard, board-approved compensation grant rather than an open-market transaction.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider CORTEZI NICHOLAS DOMINIC

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	5,757	$0.00	--

Holdings After Transaction: Class A Common Stock — 10,777 shares (Direct, null)

Footnotes (1)

The reported securities represent Restricted Stock Units that vested immediately upon grant for which the reporting person has elected to defer settlement until their separation from service on the board of directors. The grant was approved by the Board of the Issuer for purposes of Rule 16(b)(3).

Key Figures

Equity award: 5,757 shares Post-transaction holdings: 10,777 shares Grant price per share: $0.00 +1 more

4 metrics

Equity award 5,757 shares Grant of Class A Common Stock / RSUs on April 28, 2026

Post-transaction holdings 10,777 shares Direct ownership after the grant

Grant price per share $0.00 Reported transaction price per share for the award

Transaction code A Grant, award, or other acquisition under Form 4 coding

Key Terms

Restricted Stock Units, Rule 16(b)(3), defer settlement

3 terms

Restricted Stock Units financial

"The reported securities represent Restricted Stock Units that vested immediately upon grant"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Rule 16(b)(3) regulatory

"The grant was approved by the Board of the Issuer for purposes of Rule 16(b)(3)."

defer settlement financial

"the reporting person has elected to defer settlement until their separation from service"

Form 4 Insider Transactions: What Each Field Means →

04/30/2026 - 06:19 PM

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^*

CORTEZI NICHOLAS DOMINIC

(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)
04/28/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	04/28/2026		A		5,757⁽¹⁾⁽²⁾	A	$0	10,777⁽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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The reported securities represent Restricted Stock Units that vested immediately upon grant for which the reporting person has elected to defer settlement until their separation from service on the board of directors.

2. The grant was approved by the Board of the Issuer for purposes of Rule 16(b)(3).

Remarks:

	/s/ Mark S. Katz, as Attorney-in-Fact	04/30/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did director Nicholas Dominic Cortezi acquire in this Ryan (RYAN) Form 4?

Director Nicholas Dominic Cortezi received 5,757 shares of Class A Common Stock as a grant. Footnotes clarify these are Restricted Stock Units that vested immediately, with payment deferred until he leaves the board, making this a compensation award rather than a market purchase.

How many Ryan (RYAN) shares does Nicholas Dominic Cortezi hold after this transaction?

After the reported grant, Nicholas Dominic Cortezi is shown as directly owning 10,777 shares of Class A Common Stock. This figure reflects his position immediately following the 5,757-share award reported in the Form 4 filing for April 28, 2026.

What do the Restricted Stock Units in this Ryan (RYAN) filing mean for the director?

The Restricted Stock Units vested immediately but settlement is deferred until the director leaves the board. That means he has earned the award now, but actual share delivery and potential liquidity will occur only upon his separation from board service in the future.

Why does the Ryan (RYAN) Form 4 mention Rule 16(b)(3) approval for this grant?

The filing notes that the grant was approved by the issuer’s board for purposes of Rule 16(b)(3). This indicates the transaction qualifies for a specific exemption under short-swing profit rules, reinforcing that the award is standard, board-approved director compensation.