Form 4: Brown & Brown Executive Reports Stock Transactions Following Vesting of Incentive Plan Shares

EVP Scott Penny reports acquisition and disposal of Brown & Brown, Inc. stock related to the vesting of shares under the company's 2019 Stock Incentive Plan.

Summary

• On February 21, 2025, Brown & Brown, Inc. executive Scott Penny reported the withholding of 7,098 common stock shares to cover income tax obligations related to the vesting of 18,036 shares under the 2019 Stock Incentive Plan.
• On February 24, 2025, Penny acquired 11,338 shares and 1,118 shares of common stock under the 2019 SIP, subject to service-based conditions.
• As of the report, Penny directly owns 260,538 shares of common stock, 64,308 shares and 65,426 shares of common stock under the 2019 SIP, 357,056 jointly owned shares, and indirectly owns 19,712 shares through a 401k and 192 shares through children.
• The initial grant for 11,338 shares was made on February 21, 2022, and the company confirmed the satisfaction of the performance-based conditions on February 24, 2025.

Sentiment

Score: 7

Explanation: The document reflects routine executive compensation activity, indicating a stable and ongoing operation. The vesting of shares suggests that performance targets are being met, which is generally positive.

Positives

• The vesting of shares under the 2019 Stock Incentive Plan indicates that performance-based conditions were met.

Future Outlook

Full ownership of the shares granted under the 2019 SIP will not vest until the satisfaction of additional service-based conditions.

Industry Context

Executive stock ownership and incentive plans are common in publicly traded companies to align management's interests with those of shareholders.

Comparison to Industry Standards

• Stock incentive plans are a standard component of executive compensation packages in the insurance brokerage industry, similar to companies like Marsh & McLennan and Aon.
• The vesting schedules and performance-based conditions are typical mechanisms used to incentivize long-term performance and retention, aligning with industry best practices.

Stakeholder Impact

• The vesting of shares aligns executive interests with shareholder value, potentially incentivizing actions that benefit shareholders.
• The transactions have a minor impact on the overall share structure of the company.

Key Dates

Keywords

Form 4, stock incentive plan, stock ownership, Brown & Brown, executive compensation, securities, vesting