Form 4: Brown & Brown EVP Acquires 13,004 Shares

P. Barrett Brown, Executive Vice President of Brown & Brown, Inc., reported the acquisition of 13,004 shares of common stock through a performance-based grant.

Summary

• Executive Vice President P. Barrett Brown acquired 13,004 shares of Brown & Brown, Inc. common stock on February 26, 2026, through the Company's 2019 Stock Incentive Plan.
• These shares were granted at a price of $0.00 and were subject to performance-based conditions, which were confirmed as satisfied on the transaction date.
• Full ownership of these 13,004 shares, and an additional 60,537 shares from the 2019 SIP, is contingent upon the satisfaction of further service-based conditions.
• Following this transaction, Mr. Brown beneficially owns a total of 1,361,925 shares directly, 1,827,556 shares indirectly through a Charitable Lead Annuity Trust, 11,159 shares indirectly through a 401k plan, and 2,324 shares indirectly through children (beneficial ownership disclaimed).
• The direct holdings include 248 shares acquired through the Company's Teammate Stock Purchase Plan in July 2025.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a positive, routine disclosure reflecting executive alignment with company performance and long-term shareholder interests through stock-based compensation.

Positives

• Executive P. Barrett Brown received a grant of 13,004 shares, aligning management interests with shareholder value.
• The grant was performance-based, indicating achievement of company objectives.
• Significant total beneficial ownership by a key executive, demonstrating long-term commitment.

Future Outlook

Full ownership of the 13,004 shares and an additional 60,537 shares from the 2019 Stock Incentive Plan will vest upon the satisfaction of additional service-based conditions.

Management Comments

• P. Barrett Brown disclaims beneficial ownership of securities owned by children who share the Reporting person's household, and this report shall not be deemed an admission of beneficial ownership for Section 16 purposes or any other purpose.

Industry Context

StockSavvy.ai notes that executive stock grants tied to performance and service conditions are a standard practice in the insurance brokerage industry, aiming to align executive incentives with long-term company performance and shareholder value creation. Such grants are a common component of executive compensation packages across publicly traded companies.

Comparison to Industry Standards

• The structure of performance-based and service-based vesting for executive stock grants is consistent with best practices in executive compensation across major U.S. corporations, including peers in the financial services and insurance sectors like Marsh & McLennan Companies (MMC) and Aon plc (AON).
• The significant total beneficial ownership by a key executive like P. Barrett Brown, including direct and indirect holdings, is generally viewed positively as it demonstrates a strong alignment of interests with long-term shareholder returns, comparable to ownership levels seen in other well-established industry leaders.

Related Party Transactions

• Indirect beneficial ownership of 1,827,556 shares through the James Hyatt Brown Nongrantor Charitable Lead Annuity Trust, where the Reporting Person is a trustee and remainder beneficiary.
• Indirect beneficial ownership of 2,324 shares through children who share the Reporting Person's household, with beneficial ownership disclaimed.

Stakeholder Impact

• Shareholders: Increased alignment of executive interests with shareholder value through stock ownership and performance-based incentives.
• Employees: The Teammate Stock Purchase Plan mentioned in the filing indicates opportunities for broader employee stock ownership.

Next Steps

• Satisfaction of additional service-based conditions for full vesting of 13,004 shares and 60,537 shares from the 2019 Stock Incentive Plan.

Key Dates

Recommendation

This Form 4 filing reports a routine executive stock grant and beneficial ownership update. While positive for executive alignment, it does not present new information significant enough to alter the fundamental investment thesis or warrant a change in an existing 'hold' recommendation for Brown & Brown, Inc. shares.

Keywords

Brown & Brown, BRO, Form 4, Insider Transaction, Executive Compensation, Stock Incentive Plan, P. Barrett Brown, Share Acquisition, Beneficial Ownership