Timothy William Turner - 11 Dec 2025 Form 4 Insider Report for RYAN SPECIALTY HOLDINGS, INC. (RYAN)

Role: Chief Executive Officer, Director
Signature: /s/ Mark S. Katz, as Attorney-in-Fact
Issuer symbol: RYAN
Transactions as of: 11 Dec 2025
Net transactions value: -$6,946,248
Form type: 4
Filing time: 15 Dec 2025, 07:33:29 UTC
Previous filing: 02 Apr 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
TURNER TIMOTHY WILLIAM	Chief Executive Officer, Director	155 NORTH WACKER DRIVE, SUITE 4000, CHICAGO	/s/ Mark S. Katz, as Attorney-in-Fact	14 Dec 2025	0001870059

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RYAN	Class A Common Stock	Options Exercise		+129,964	+1069%		142,123	11 Dec 2025	Direct	F1
transaction	RYAN	Class A Common Stock	Sale	$6,946,248	-129,570	-91%	$53.61	12,553	12 Dec 2025	Direct	F2, F3

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	Class C Common Incentive Units [Right to Buy]	Options Exercise		-222,000	-57%		165,942	11 Dec 2025	Class A Common Stock	129,964	$23.14	Direct	F4, F5

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

Explanation of Responses:

Id	Content
F1	The Class C Common Incentive Units were exchanged, pursuant to the terms of the operating agreement of New Ryan Specialty, LLC (the "LLC"), for a number of Common Units determined by reference to (1) the Class C Common Incentive Units' Return Threshold and (2) adjustments for certain prior tax distributions made with respect to such Class C Common Incentive Units. Such Common Units were then immediately redeemed on a one-for-one basis for shares of Class A Common Stock.
F2	The shares were sold by the Reporting Person to satisfy a separation of assets obligation as required by the Reporting Person's divorce settlement.
F3	The shares of Class A Common Stock were sold pursuant to a block trade transaction at a discount from the market price.
F4	The Class C Common Incentive Units' Return Threshold is used to determine the value of such units and, by extension, the number of shares of Class A Common Stock into which such units may be converted. The current Return Threshold of such units is $23.14. The units had a Return Threshold of $23.50 when issued, which, pursuant to the terms of the operating agreement of the LLC, is reduced on a one-for-one basis for each distribution from the LLC with respect to its Common Units. The LLC has made seven distributions for a total amount of $0.36 per unit with respect to its Common Units since the Reporting Person's Class C Common Incentive Units were issued.
F5	Represents Class C Common Incentive Units of Ryan Specialty Group, LLC. Such grant was approved by the Board of the Issuer for purposes of Rule 16(b)(3). The Class C Common Incentive Units may be exchangeable into a number of Common Units as described in the prior footnote, which will then be immediately redeemed on a one-for-one basis for Class A Common Stock of the Issuer based on the value of Common Units and the fair market value of the Class A Common Stock at the time of the applicable exchange.