Bay Walter D. 4

What Happened

• Walter D. Bay, General Counsel of Arthur J. Gallagher & Co. (AJG), had 7,090 performance-based shares convert/vest on March 15, 2026 (acquired at $0 as awards). To satisfy tax withholding, 2,411 of those shares were disposed at $207.93/share for a withholding of $501,319. Net to Bay after withholding: +4,679 shares.
• The filing reflects award/vesting and conversion (codes A and M) and a tax withholding disposition (code F). The $207.93 per-share figure is the price used for the withholding calculation; that implies a gross value of the 7,090 shares of about $1.47M.

Key Details

• Transaction date: March 15, 2026; Form 4 filed March 17, 2026 (timely).
• Actions: Award/acquisition of 7,090 shares (code A); conversion/exercise to same 7,090 shares (code M); 2,411 shares disposed/withheld for taxes (code F) at $207.93/share totaling $501,319.
• Net change: +4,679 shares retained by the reporting person after withholding.
• Notable footnote: F1 — these were performance share units awarded on March 15, 2023 and earned/vested March 15, 2026.
• Filing does not state total post-transaction beneficial ownership in this summary; consult the full Form 4 for precise holdings.

Context

• This is a routine vesting/tax-withholding transaction, not an open-market purchase or sale for investment purposes. Code F indicates shares were surrendered/withheld to cover tax obligations (common on PSU/RSU vesting).
• For retail investors, vesting events increase insider-held shares but do not by themselves signal a buy or sell decision.