J. Powell Brown - Feb 21, 2022 Form 4 Insider Report for BROWN & BROWN, INC. (BRO)

Role: President and CEO, Director
Signature: /s/ J. Powell Brown
Stock symbol: BRO
Transactions as of: Feb 21, 2022
Transactions value $: $0
Form type: 4
Date filed: 2/22/2022, 04:01 PM
Previous filing: Feb 9, 2022
Next filing: Feb 28, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	BRO	Common Stock, $.10 par value (2010 SIP)	Award	$0	+102K	+18.89%	$0.00	640K	Feb 21, 2022	Direct	F1, F2
transaction	BRO	Common Stock, $10 par value (2019 SIP)	Award	$0	+11.3K	+35.77%	$0.00	43K	Feb 21, 2022	Direct	F3
holding	BRO	Common Stock, $.10 par value						2.52M	Feb 21, 2022	Direct	F4
holding	BRO	Common Stock, $.10 par value						30.6K	Feb 21, 2022	Children	F5
holding	BRO	Common Stock, $.10 par value						41.4K	Feb 21, 2022	401k	F6
holding	BRO	Common Stock, $.10 par value (PSP)						71K	Feb 21, 2022	Direct	F7
holding	BRO	Common Stock, $.10 par value						2.38M	Feb 21, 2022	Charitable Lead Annuity Trust	F8

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	These securities were granted pursuant to the Company's 2010 Stock Incentive Plan ("2010 SIP"). The initial grant was made on February 25, 2019, but was subject to the satisfaction of performance-based conditions established in connection with this grant. On February 21, 2022, the Company confirmed the satisfaction of the performance-based conditions established in connection with this grant, and the Reporting Person has voting rights and dividend entitlement with respect to these shares, but full ownership will not vest until the satisfaction of additional service-based conditions.
F2	These securities were granted pursuant to the Company's 2010 SIP. The Reporting Person has voting rights and dividend entitlement with respect to these shares, but full ownership will not vest until the satisfaction of service-based conditions.
F3	These securities were granted pursuant to the Company's 2019 Stock Incentive Plan ("2019 SIP"). The Reporting Person has voting rights and dividend entitlement with respect to these shares, but full ownership will not vest until the satisfaction of service-based conditions.
F4	A total of 549 of these shares were acquired through the Company's Employee Stock Purchase Plan in July 2021. Number of shares may vary due to dividend reinvestment.
F5	Reporting Person disclaims beneficial ownership of securities owned by children who share the Reporting Person's household. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for the purpose of Section 16 or for any other purpose.
F6	Based upon information supplied by the plan record keeper as of December 31, 2021. Number of shares varies periodically based on contributions to plan. Amount reflects the correction of a clerical error in a filing made on February 9, 2022 that understated the Reporting Person's holdings by 516 shares.
F7	These securities were granted pursuant to the Company's Performance Stock Plan ("PSP"). Based on the satisfaction of conditions established pursuant to the PSP, the Reporting Person has voting rights and dividend entitlement with respect to these shares based on the satisfaction of certain performance-based criteria, but full ownership will not vest until the satisfaction of additional conditions.
F8	These shares are held by the James Hyatt Brown Nongrantor Charitable Lead Annuity Trust, of which the Reporting Person is a trustee and a remainder beneficiary.