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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BROWN & BROWN, INC. (Registrant) Date: June 5, 2026 By: /s/ Anthony M. Robinson Anthony M. Robinson Secretary
Entry into a Material Definitive Agreement. On June 5, 2026, Brown & Brown, Inc. (the “Company”) entered into an amended and restated credit agreement (the “Third Amended and Restated Credit Agreement”) with the lenders named therein, JPMorgan Chase Bank, N.A. as administrative agent, Bank of America, N.A., Truist Bank and BMO Bank N.A. as co-syndication agents, and U.S. Bank National Association, Fifth Third Bank, National Association, Wells Fargo Bank, National Association, PNC Bank, Nation…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (e) On May 6, 2026, shareholders of Brown & Brown, Inc. (the "Company") approved an amendment to the Brown & Brown, Inc. 2019 Stock Incentive Plan (the “SIP”) to increase the number of shares available for issuance under the SIP by 6,900,000 shares and extend the term of the SIP. The Compensation Committee of the Company's Board of Directors previo…
of this Current Report, including Exhibit 99.1, shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this current report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (e) Annual Cash Incentive for 2026 On February 26, 2026 the Compensation Committee of the Board of Directors (the “Compensation Committee”) of Brown & Brown, Inc. (the “Company”) adopted the annual cash incentive for 2026 for certain of the Company’s executive officers, including certain of the named executive officers, pursuant to which they are e…
of this Current Report, including Exhibit 99.1, shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this current report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
of this Current Report, including Exhibit 99.1, shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this current report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Effective October 17, 2025, Stephen P. Hearn, who has served as Executive Vice President and Chief Operating Officer of Brown & Brown, Inc. (the "Company") since February 2025, and who previously served as a director of the Company from August 2024 until February 2025, has been appointed to the additional role of President of the Retail Segment. In…
and 7.01, including the accompanying Exhibit 99.1, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such a filing . Segment Reorganization On June 10, 2025, Brown & Brown, Inc. (the “Company”) announced that, following its acquisition of RSC Topco, Inc., the holding company for Accession Risk Management Group, In…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Effective August 13, 2025, the Board of Directors (the “Board”) of Brown & Brown, Inc., a Florida corporation (the “Company”), increased the size of the Board from 13 directors to 14 directors. On August 13, 2025, the Board appointed Joia M. Johnson, age 65, to serve as a director of the Company, effective immediately. Ms. Johnson retired from Hane…
Completion of Acquisition or Disposition of Assets. On August 1, 2025, Brown & Brown, Inc., a Florida corporation (the “Company”), completed its previously announced acquisition of RSC Topco, Inc., a Delaware corporation (“RSC”), pursuant to that certain Agreement and Plan of Merger (the “Merger Agreement”), dated as of June 10, 2025, by and among RSC, the Company, Encore Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub”), and Kelso RSC (Investo…
Unregistered Sales of Equity Securities. The Common Stock Consideration issued pursuant to the Merger Agreement as described in
of this Current Report, including Exhibit 99.1, shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this current report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in
Entry into a Material Definitive Agreement. On June 23, 2025, Brown & Brown, Inc. (the “Company”) completed the issuance and sale of $400,000,000 aggregate principal amount of the Company’s 4.600% Senior Notes due 2026 (the “2026 Notes”), $500,000,000 aggregate principal amount of the Company’s 4.700% Senior Notes due 2028 (the “2028 Notes”), $800,000,000 aggregate principal amount of the Company’s 4.900% Senior Notes due 2030 (the “2030 Notes”), $500,000,000 aggregate principal amount of the…
Entry into a Material Definitive Agreement. Common Stock Offering On June 10, 2025, Brown & Brown, Inc., a Florida corporation (the “Company”), entered into an Underwriting Agreement (the “Common Stock Underwriting Agreement”) with J.P. Morgan Securities LLC and BofA Securities, Inc., as representatives of the several underwriters named therein (collectively, the “Common Stock Underwriters”), with respect to the offer and sale by the Company of 43,137,254 shares of the Company’s common stock,…
Other Events. The Company is also supplementing the risk factors previously disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 13, 2025, with the risk factors relating to the Merger Agreement, and the transactions described therein, filed as Exhibit 99.2 hereto and incorporated by reference herein. Information Regarding Forward-Looking Statements This Current Report on Form 8-K, including the documents filed herewi…
of this Current Report on Form 8-K. The foregoing description of the Merger Agreement and the transactions contemplated thereby does not purport to be complete and is subject to, and qualified in its entirety by the full text of the Merger Agreement, which is filed herewith as Exhibit 2.1 and incorporated herein by reference. The Merger Agreement has been included in this Current Report on Form 8-K to provide investors with information regarding its terms and conditions. It is not intended to…
Entry into a Material Definitive Agreement. Merger Agreement On June 10, 2025, Brown & Brown, Inc., a Florida corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among RSC Topco, Inc., a Delaware corporation (“RSC”), the Company, Encore Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub”), and Kelso RSC (Investor), L.P., a Delaware limited partnership, solely in its capacity as the equityholde…
Other Events. Bridge Loan Facility In connection with the Transaction, on June 10, 2025, the Company also entered into a commitment letter (the “Bridge Commitment Letter”) with Bank of America, N.A., BofA Securities, Inc. and JPMorgan Chase Bank, N.A. (the “Bridge Lenders”). The Bridge Commitment Letter provides for a commitment by certain Bridge Lenders to provide up to $9.4 billion of loans under a 364-day senior unsecured bridge term loan facility (the “Bridge Loan Facility”) to fund a por…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (c) Appointment of Principal Accounting Officer On May 7, 2025, the Board of Directors (the “Board”) of Brown & Brown, Inc. (the “Company”) appointed Paul M. Gallagher as the Company’s principal accounting officer. Mr. Gallagher serves as the Company’s Vice President, Controller and Chief Accounting Officer. Mr. Gallagher, age 55, has most recently…
of this Current Report, including Exhibit 99.1, shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this current report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (b) (c) Appointment of Chief Operating Officer On February 23, 2025, Brown & Brown, Inc. (the "Company") entered into an agreement with Stephen P. Hearn (the "Service Agreement"), under which Mr. Hearn will become the Company's Executive Vice President and Chief Operating Officer, effective March 3, 2025. In connection with his entry into the Servi…
of this Current Report, including Exhibit 99.1, shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this current report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 21, 2025, Chilton D. Varner informed Brown & Brown, Inc. (the “Company”) that she will not stand for re-election at the Company's 2025 Annual Meeting of Shareholders. Ms. Varner’s decision not to stand for re-election was not as a result of any disagreement with the Company on any matter relating to the Company’s operations, policies and…
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