Form 4 - Statement of changes in beneficial ownership of securities

SEC Form 4 
   

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person* Bay Walter D. (Last) (First) (Middle) 2850 GOLF ROAD (Street) ROLLING MEADOWS IL 60008-4002 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Arthur J. Gallagher & Co. [ AJG ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) General Counsel
	3. Date of Earliest Transaction (Month/Day/Year) 05/16/2024
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/16/2024		S		7,576	D	$253	51,974	D
Common Stock	05/16/2024		M		7,283	A	$70.74	59,550	D
Common Stock	05/16/2024		S		7,283	D	$256.04(1)	44,691	D
Common Stock	05/17/2024		M		8,717	A	$70.74	53,408	D
Common Stock	05/17/2024		S		3,863	D	$256.27(2)	49,545	D
Common Stock	05/17/2024		S		4,468	D	$257.53(3)	45,077	D
Common Stock	05/17/2024		S		386	D	$258.11(4)	44,691	D
Common Stock	05/20/2024		M		800	A	$70.74	45,491	D
Common Stock	05/20/2024		S		800	D	$257.24	44,691	D
Common Stock								367.579	I	Gallagher 401(k) plan account

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-qualified Stock Option	$70.74	05/16/2024		M			7,283	(5)	03/15/2025	Common Stock	7,283	$0	9,517	D
Non-qualified Stock Option	$70.74	05/17/2024		M			8,717	(5)	03/15/2025	Common Stock	8,717	$0	800	D
Non-qualified Stock Option	$70.74	05/20/2024		M			800	(5)	03/15/2025	Common Stock	800	$0	0	D

Explanation of Responses:

1. The price reported is an average weighted price. The shares were sold in multiple transactions on 5/16/2024 at prices ranging from $256.00 to $256.28. The reporting person will provide to the Securities and Exchange Commission staff, the issuer, or any security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

2. The price reported is an average weighted price. The shares were sold in multiple transactions on 5/17/2024 at prices ranging from $256.00 to $256.92. The reporting person will provide to the Securities and Exchange Commission staff, the issuer, or any security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the footnotes to this Form 4.

3. The price reported is an average weighted price. The shares were sold in multiple transactions on 5/17/2024 at prices ranging from $257.01 to $257.97.

4. The price reported is an average weighted price. The shares were sold in multiple transactions on 5/17/2024 at prices ranging from $258.05 to $258.16.

5. One-third of this stock option becomes exerciseable on each of the 3rd, 4th, and 5th anniversaries of the grant date.

	/s/ Ryan Session, by power of attorney	05/20/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

---