Nicholas Dominic Cortezi - Jul 28, 2023 Form 4 Insider Report for RYAN SPECIALTY HOLDINGS, INC. (RYAN)

Role: Director
Signature: Mark S. Katz, as Attorney-in-Fact
Stock symbol: RYAN
Transactions as of: Jul 28, 2023
Transactions value $: -$257,097
Form type: 4
Date filed: 8/1/2023, 05:00 PM
Previous filing: Jul 28, 2023
Next filing: Aug 4, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RYAN	Class B Common Stock	Conversion of derivative security	$0	-5.83K	-0.13%	$0.00	4.52M	Jul 28, 2023	By the Louise M. Cortezi Family Trust dated April 7, 2012	F1, F2
transaction	RYAN	Class A Common Stock	Conversion of derivative security	$0	+5.83K		$0.00	5.83K	Jul 28, 2023	By the Louise M. Cortezi Family Trust dated April 7, 2012	F2
transaction	RYAN	Class A Common Stock	Sale	-$257K	-5.83K	-100%	$44.14	0	Jul 28, 2023	By the Louise M. Cortezi Family Trust dated April 7, 2012	F2, F3
holding	RYAN	Class B Common Stock						722K	Jul 28, 2023	By the Louise M. Cortezi Family Resource Trust dated January 1, 2018	F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	RYAN	Common Units	Conversion of derivative security		-5.83K	-0.13%		4.52M	Jul 28, 2023	Class A Common Stock	5.83K	$0.00	By the Louise M. Cortezi Family Trust dated April 7, 2012	F1, F2, F4
holding	RYAN	Common Units						722K	Jul 28, 2023	Class A Common Stock	722K	$0.00	By the Louise M. Cortezi Family Resource Trust dated January 1, 2018	F2, F4

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

Explanation of Responses:

Id	Content
F1	Shares of Class B Common Stock, par value $0.001 per share, ("Class B Common Stock") do not represent economic interests in Ryan Specialty Holdings, Inc. (the "Issuer"). Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class B Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. Upon exchange of Common Units ("Common Units") of New Ryan Specialty, LLC that are held by the Reporting Person and reported in Table II hereof, for an equal number of shares of Class A common Stock of the Issuer, an equal number of shares of the Issuer's Class B Common Stock will be cancelled for no consideration.
F2	The Reporting Person disclaims beneficial ownership except to the extent of their pecuniary interest therein.
F3	The price reported is a weighted average price. These shares of Class A Common Stock, par value $0.001 per share, ("Class A Common Stock") were sold in multiple transactions ranging from $44.00 to $44.55, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Class A Common Stock sold at each separate price in the ranges set forth in this footnote. The securities were sold pursuant to a 10b5-1 plan entered into on December 14, 2022.
F4	Pursuant to the Amended and Restated Limited Liability Company Agreement of New Ryan Specialty, LLC, as amended, the Reporting Person may exchange all or a portion of such person's Common Units (together with the delivery of an equal number of shares of Class B Common Stock) for shares of Class A Common Stock of the Issuer on a one-for-one basis, subject to customary adjustments, or, at the option of the Issuer, cash (based on the then-market value of the Class A Common Stock). The Common Units do not expire.