Brown & Brown, Inc. Executive VP Resigns; Transition Agreement

What Happened
Brown & Brown, Inc. announced that P. Barrett Brown, the Company’s Executive Vice President and former President of the Retail Segment, voluntarily resigned effective August 10, 2026 and entered into a Transition Agreement with the Company. Mr. Brown resigned from officer and director positions and will remain employed through a Transition Period to July 31, 2027 to provide transition services while continuing to receive compensation.

Key Details

• Transition Period: Aug 10, 2026 (resignation date) through July 31, 2027; Mr. Brown will provide cooperation, assistance, and training as requested by the CEO.
• Continued pay: base salary of $1,000,000 during the Transition Period.
• Bonus: up to $1,300,000 total, paid in two $650,000 installments (first payable Feb 2027 if employed; second within 30 days after Transition Period, subject to a supplemental release).
• Upfront and severance payments: $130,000 lump sum for transition-related expenses paid promptly; severance of $2,500,000 payable in equal installments in August 2027 and August 2028 (subject to continued employment through the Transition Period and execution/non-revocation of the supplemental release).
• Other terms: one-year post-employment non-compete and customary release of claims; unpaid amounts accelerate to a lump sum if a Change in Control occurs before completion of payments.
• The Company expects to file the Transition Agreement as an exhibit to its 10-Q for the quarter ended Sept 30, 2026.

Why It Matters
This filing signals a leadership change in Brown & Brown’s Retail Segment and commits the company to several cash payments and ongoing compensation through 2028 tied to the transition. Investors should note the disclosed cash costs (salary, bonuses, $130k expense payment, and $2.5M severance) and the potential acceleration of payments on a Change in Control; the filing does not disclose an immediate replacement or changes to business operations.