SEC Form 3
FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 05/12/2020 | 3. Issuer Name and Ticker or Trading Symbol Arthur J. Gallagher & Co. [ AJG ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 6,374 | D | |
Common Stock (restricted)(1) | 8,860 | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Phantom Stock | (2) | (2) | Common Stock | 26,040 | (3) | D | |
Non-qualified Stock Option | (4)(5) | 03/11/2022 | Common Stock | 9,200 | 46.17 | D | |
Non-qualified Stock Option | (5)(6) | 03/17/2023 | Common Stock | 11,300 | 43.71 | D | |
Non-qualified Stock Option | (5)(7) | 03/16/2024 | Common Stock | 8,400 | 56.86 | D | |
Non-qualified Stock Option | (5)(8) | 03/15/2025 | Common Stock | 6,800 | 70.74 | D | |
Non-qualified Stock Option | (5)(9) | 03/14/2026 | Common Stock | 8,450 | 79.59 | D | |
Non-qualified Stock Option | (5)(10) | 03/12/2027 | Common Stock | 10,450 | 86.17 | D |
Explanation of Responses: |
1. Consists of five tranches of restricted stock units: 3,000, 1,550, 1,450, 1,700 and 1,160 granted on 3/17/2016, 3/16/2017, 3/15/2018, 3/14/2019, and 3/12/2020, respectively, vesting on the fifth anniversary of each grant date. |
2. 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. |
3. Each share of phantom stock represents a right to receive one share of Gallagher common stock. |
4. Grant date of 3/11/2015. |
5. One-third of this stock option becomes exerciseable on each of the 3rd, 4th, and 5th anniversaries of the grant date. |
6. Grate date of 3/17/2016. |
7. Grant date of 3/16/2017. |
8. Grant date of 3/15/2018. |
9. Grant date of 3/14/2019. |
10. Grant date of 3/12/2020. |
/s/ Seth Diehl, by power of attorney | 05/19/2020 | |
** 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 5 (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. |