Form 4: Ryan Specialty Holdings Director John W. Rogers Jr. Receives Restricted Stock Unit Grant

Ryan Specialty Holdings, Inc. Director John W. Rogers Jr. was granted 2,323 Restricted Stock Units (RSUs) that vested immediately, with settlement deferred until his separation from board service.

Summary

• John W. Rogers Jr., a Director of Ryan Specialty Holdings, Inc. (RYAN), acquired 2,323 shares of Class A Common Stock on May 30, 2025.
• These securities represent Restricted Stock Units (RSUs) that vested immediately upon grant.
• Mr. Rogers has elected to defer the settlement of these RSUs until his separation from service on the board of directors.
• The grant was approved by the Issuer's Board for purposes of Rule 16(b)(3).
• Following this transaction, Mr. Rogers beneficially owns 104,676 shares, which includes 9,513 previously granted RSUs also subject to deferred settlement.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. It reflects a routine compensation event for a director, indicating ongoing governance and compensation practices, without any negative implications.

Positives

• The grant of Restricted Stock Units serves as a form of compensation and retention for a key director.
• The Board's approval of the grant for Rule 16(b)(3) purposes indicates adherence to regulatory guidelines for insider transactions.

Future Outlook

The settlement of the granted Restricted Stock Units is deferred until John W. Rogers Jr.'s separation from service on the board of directors.

Management Comments

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

Industry Context

This filing is a routine disclosure of insider compensation, common across all publicly traded companies, and does not provide specific insights into broader industry trends or competitive dynamics within the insurance or specialty insurance sector.

Corporate Governance

Stakeholder Impact

• Shareholders: The issuance of RSUs represents a form of equity-based compensation, which can lead to minor dilution over time, but is a standard practice for director remuneration.
• Director (John W. Rogers Jr.): Receives additional equity compensation, aligning his interests with long-term shareholder value through deferred settlement.

Next Steps

• Settlement of the 2,323 Restricted Stock Units will occur upon John W. Rogers Jr.'s separation from service on the board of directors.
• Settlement of the previously held 9,513 Restricted Stock Units will also occur upon John W. Rogers Jr.'s separation from service on the board of directors.

Key Dates

Keywords

SEC Form 4, Insider Transaction, Beneficial Ownership, Restricted Stock Units, RSU, Director Compensation, Ryan Specialty Holdings, RYAN