Pietrucha Susan E 4

What Happened

• Susan E. Pietrucha, Chief Human Resources Officer of Arthur J. Gallagher & Co. (AJG), had 6,612 performance share units vest on March 15, 2026. The filing shows the conversion/exercise of those units into 6,612 common shares (codes A and M). To cover tax withholding (code F), 2,186 shares were surrendered at $207.93 per share for total withholding of $454,535. Net shares retained by Pietrucha from this vesting: 4,426 shares (6,612 vested − 2,186 withheld).
• This was not an open-market purchase or sale — it was the normal vesting/conversion of compensation awards and a tax-withholding disposition, which is routine for executive compensation.

Key Details

• Transaction date: March 15, 2026; Form 4 filed March 17, 2026 (appears timely).
• Award: 6,612 performance share units vested and converted to 6,612 shares (codes A and M).
• Tax withholding: 2,186 shares disposed at $207.93 per share, totaling $454,535 (code F).
• Net new shares retained: 4,426 shares.
• Relevant footnote: F1 — these were performance share units awarded on March 15, 2023 that vested on March 15, 2026.
• Filing does not indicate an open-market sale or a 10b5-1 plan; the withholding was to satisfy tax obligations (not a market sale).

Context

• For retail investors: vesting of performance shares is a common form of executive compensation and does not necessarily signal the executive buying or selling shares for investment reasons. The disposition here was a tax withholding, not a market sale, so it’s routine rather than a liquidity-driven open-market trade.
• Transaction codes: A = award/grant, M = exercise/conversion of derivative (conversion of PSUs to shares), F = payment of exercise price or tax liability (share withholding).