AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-3: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 6/6 · 28/10/2026
Moat50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 2/4 · Integrated claims delivery and multi-year contracts support limited switching friction. The strongest evidence concerns a segment representing 11% of first-half revenue, with broader brokerage protection unestablished.
durability · 2/4 · Multi-year arrangements recur across historical and current disclosures, and claims obligations extend beyond 2030. Contract duration supports persistence but does not prove durable lock-in through competitive renewals.
customer dependency · 2/4 · Integrated services and continuing obligations suggest operational reliance. Retention-linked fee growth corroborates this indirectly; insourcing alternatives and unquantified migration costs limit dependency.
erosion resilience · 2/4 · Organic growth and improved claims profitability demonstrate current resilience. Brokerage margin deterioration and actual employee solicitation qualify the conclusion. AI and insourcing disclosures describe potential erosion rather than realized customer losses.
Pricing power56
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 2/4 · First-quarter renewal premiums rose in the low single digits, and international claims performance bonuses increased. These support favorable realized revenue outcomes, but renewal premiums include exposures and are not set by Gallagher; performance fees reward contractual outcomes rather than unilateral repricing.
retention · 3/4 · Issuer-reported strong brokerage and claims retention is corroborated indirectly by organic growth and multi-year arrangements. This supports strong repeat demand, without establishing numerical retention rates or renewal cohorts.
margin resilience · 2/4 · Claims margins improved while brokerage reported and adjusted margins declined. Financing income and acquisition mix affect comparisons, and some cost-plus work provides protection. Broad pricing insulation is not demonstrated.
contractual freedom · 2/4 · Negotiated service fees, cost-plus arrangements and contractual performance compensation provide some discretion. Brokerage commissions are fixed at inception and depend on premiums Gallagher does not determine.
Predictability99
Financial-sector stability over 5 consecutive reported annual periods: equal weights for nondeclining revenue frequency, revenue-growth volatility (5–40pp), positive consolidated earnings frequency, and net-income/revenue margin volatility (3–20pp). Uses reported accounting scope; not industrial FCF or a growth forecast.
- Nondeclining revenue years (%)
- 100.00
- Revenue growth volatility (pp)
- 6.24
- positiveEarningsShare
- 100.00
- netMarginStdDev
- 1.26
- observedAnnualPeriods
- 5.00
Financial strength50
Qualitative financial_services assessment: equal-weight average of four current evidence-backed grades (0–4), scaled to 100. Policy financial-services-1; not an industrial ratio score or credit rating.
capital adequacy · 2/4 · June consolidated controlling equity was $23.717 billion against $13.475 billion of corporate borrowings. Limited net underwriting exposure reduces insurance capital demands, but substantial goodwill and acquired intangibles qualify the accounting buffer. Captive collateral requirements are disclosed; no eligible regulatory capital ratio or headroom is inferred.
liquidity funding · 2/4 · June consolidated corporate cash was $1.386 billion, current corporate borrowings were $1.520 billion, and first-half operating cash generation was $967 million. Actual debt and equity funding demonstrate financing access, but facility availability, detailed maturities and parent transferability are absent. Fiduciary cash is excluded from available corporate funding.
asset liability risk · 2/4 · Net underwriting exposure is immaterial and fiduciary assets are matched by fiduciary liabilities on the consolidated balance sheet. Corporate debt, premium financing and retained E&O claims create material financing and contingent exposures. The E&O reserve lies within a disclosed actuarial range, without proving adequacy under stress or eliminating fiduciary counterparty risk.
earnings resilience · 2/4 · First-half consolidated controlling earnings increased to $1.146 billion from $1.072 billion, but second-quarter earnings fell to $324 million from $368 million. Organic growth and stronger claims earnings support resilience; brokerage margin contraction, financing-income effects and integration costs make demonstrated resilience mixed.
Capital allocation50
Qualitative financial_services assessment: equal-weight average of four current evidence-backed grades (0–4), scaled to 100. Policy financial-services-1; not an industrial ratio score or credit rating.
capital efficiency · 2/4 · Consolidated first-half controlling earnings increased while the recorded controlling equity base also rose. Profitable operations support productive capital use, but substantial acquisition goodwill, intangibles and integration charges limit evidence of strong returns on the enlarged capital base. This is a qualitative comparison of disclosed accounting amounts, not a reported or annualized ROE.
distributions and buffers · 2/4 · First-half declared dividends of $1.40 per share were below diluted earnings of $4.41, and $480 million of repurchases reduced shares. Continued earnings and cash generation support distributions, but acquisition spending and rising corporate borrowing obligations compete for liquidity. No regulatory distribution headroom is established.
dilution and cost · 2/4 · The disclosed 30.4-million-share financing offering created substantial dilution. Shares subsequently declined from 257.0 million at year-end to 256.3 million in June alongside repurchases, while stock-funded employee contributions and acquisition consideration continued. First-half interest expense rose to $326 million from $316 million. Financing benefits and costs are assessable, but comprehensive equity compensation costs are absent.
investment discipline · 2/4 · Acquisitions were completed and organic growth continued, but $15.766 billion of 2025 acquisition cash spending, a $575 million expected integration commitment and elevated realized integration charges leave returns on major transactions unproven. A disclosed clean energy investment write-down is an actual adverse outcome. Reduced first-half acquisition spending does not alone establish improved discipline.
Management69
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · First-half operating cash generation increased to $967 million, partly from lower excess earnout payments and timing effects. Large 2025 acquisition spending, external financing, integration commitments and subsequent repurchases make the record mixed; value creation from acquisitions and repurchases remains unproven.
incentive alignment · 3/4 · Actual option grants and vested performance awards establish implemented equity incentives. Multi-year vesting, ownership guidelines, hedging restrictions and a three-year per-share metric generally retaining integration costs support alignment. Retirement exceptions, adjusted metrics and missing ownership amounts limit the conclusion.
execution · 3/4 · Reported 2025 organic growth in both segments, completed acquisitions and continued 2026 organic growth demonstrate execution through operating outcomes. Improved claims profitability supports the grade, while brokerage earnings deterioration and ongoing integration qualify it. Closing acquisitions does not prove successful returns.
governance · 3/4 · Disclosures establish an otherwise independent board, substantive lead director powers, executive sessions, majority voting and actual audit-service pre-approval. May voting results confirm completed elections and advisory compensation approval. The combined chairman/CEO role limits separation of authority; oversight effectiveness is not independently established.
Evidence
We generally operate under multi-year contracts with fiscal year measurement periods.
2025 Form 10-K, revenue recognition, multi-year performance-fee contracts · Filed 17/02/2026
In certain service partner relationships, we are considered a principal because we direct the third party, control the specified service and combine the services provided into an integrated solution.
2025 Form 10-K, revenue recognition, integrated service partner relationships · Filed 17/02/2026
The estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period is as follows (in millions):
Brokerage
Risk
Management
Total
2026 (remaining six months)
$
665
$
100
$
765
2027
80
48
128
2028
9
22
31
2029
1
10
11
2030
1
9
10
Thereafter
1
19
20
Total
$
757
$
208
$
965
Deferred Contract Costs
We capitalize costs incurred to fulfill contracts as deferred contract costs which are included in other current assets in our consolidated balance sheet.
June 2026 Form 10-Q, remaining performance obligations by segment and year · Filed 05/08/2026
Items excluded from organic fee computations yet impacting revenue comparisons for the three and six-month periods ended June 30, 2026 and 2025 include the following (in millions): Three-month period ended June 30, Six-month period ended June 30, Organic Revenues (Non-GAAP) 2026 2025 Change 2026 2025 Change Fees $ 438 $ 382 15% $ 853 $ 745 14% International performance bonus fees 7 1 12 3 Fees as reported 445 383 16% 865 748 16% Less fees from acquisitions, divestitures and other (11) (1) (24) (2) Levelized foreign currency translation — 5 — 12 Organic fees $ 434 $ 387 12% $ 841 $ 758 11% The following is a summary of risk management segment acquisition activity for 2026 and 2025: Three-month period ended June 30, Six-month period ended June 30, 2026 2025 2026 2025 Number of acquisitions closed 1 — 2 1 Estimated annualized revenues acquired (in millions) $ 5 $ — $ 15 $ 38 - 47 - Reimbursements - Reimbursements represent amounts received from clients reimbursing us for certain third-party costs associated with providing our claims management services.
June 2026 Form 10-Q, risk management organic fees and performance bonuses · Filed 05/08/2026
Fees - In our risk management operations, during the three-month period ended March 31, 2026, organic change in fee revenue was 10%, reflecting continued strong new business production and client retention.
March 2026 Form 10-Q, risk management fee growth and retention · Filed 07/05/2026
We generally operate under multi-year contracts with fiscal year measurement periods.
2023 Form 10-K, multi-year contract arrangements · Filed 09/02/2024
The brokerage and risk management segments contributed approximately 89% and 11%, respectively, to revenues during the six-month period ended June 30, 2026.
June 2026 Form 10-Q, segment revenue contribution · Filed 05/08/2026
A disruption affecting RISX-FACS®, third-party cloud services or any other infrastructure supporting our business, including key client relationship management software, could have a material adverse effect on our operations, cause reputational harm and damage our employee and client relationships; •The favorable trend among both underwriting enterprises and self-insured entities toward outsourcing various types of claims administration and risk management services will reverse or slow, causing our revenues or revenue growth to decline; •Concentration of large amounts of revenue with certain clients results in greater exposure to the potential negative effects of lost business due to changes in management at such clients or changes in state government policies, in the case of our government-entity clients, or for other reasons; •Contracting terms will become less favorable or the margins on our services will decrease due to increased competition, regulatory constraints or other developments; •We do not satisfy regulatory requirements related to third party administrators or that regulatory developments, impose additional burdens, costs or business restrictions that make our business less profitable; for example, regulations relating to security, cybersecurity, AI and data privacy as we manage a large amount of highly sensitive and confidential information including personally identifiable information, protected health information and financial information; •Volatility in our case volumes, which are dependent upon a number of factors and difficult to forecast accurately, could impact our revenues; •Wage inflation, difficulty attracting and retaining talent, and rising technology costs, may impact our ability to remain competitive in the marketplace and profitably fulfill our existing contracts (other than those that provide cost-plus or other margin protection); •We may be unable to develop further efficiencies in our claims-handling business and may be unable to obtain or retain certain clients if we fail to make adequate improvements in technology or operations; and •Underwriting enterprises or certain large self-insured entities may create in-house servicing capabilities, including as a result of the adoption of AI that compete with our third party administration and other administration, servicing and risk management products, and we could face additional competition from potential new entrants into the global claims management services market.
2025 Form 10-K, claims administration competition and operating risks · Filed 17/02/2026
In certain cases, our competitors have solicited employees in violation of their employment agreements as a matter of standard business practice, apparently determining that the cost of defending litigation is outweighed by the benefits of acquiring our employees in this manner.
2025 Form 10-K, competitive employee solicitation · Filed 17/02/2026
Organic growth reflected strong customer retention and new business generation, in addition to continued renewal premiums increases (premium rates and exposures).
June 2026 Form 10-Q, management explanation of brokerage organic growth · Filed 05/08/2026
(In millions, except per share data) 2nd Quarter 2026 2nd Quarter 2025 Change Reported GAAP Adjusted Non-GAAP Reported GAAP Adjusted Non-GAAP Reported GAAP Adjusted Non-GAAP Brokerage Segment Revenues $ 3,502 $ 3,494 $ 2,787 $ 2,782 26 % 26 % Organic revenues $ 2,596 $ 2,482 5 % Net earnings $ 450 $ 510 (12 %) Net earnings margin 12.9 % 18.3 % - 545 bpts Adjusted EBITDAC $ 1,163 $ 1,005 16 % Adjusted EBITDAC margin 33.3 % 36.1 % - 284 bpts Diluted net earnings per share $ 1.74 $ 3.19 $ 1.95 $ 2.72 (11 %) 17 % Risk Management Segment Revenues before reimbursements $ 453 $ 453 $ 392 $ 397 16 % 14 % Organic revenues $ 434 $ 387 12 % Net earnings $ 57 $ 43 33 % Net earnings margin (before reimbursements) 12.6 % 11.0 % + 161 bpts Adjusted EBITDAC $ 101 $ 83 22 % Adjusted EBITDAC margin (before reimbursements) 22.3 % 20.9 % + 137 bpts Diluted net earnings per share $ 0.22 $ 0.26 $ 0.16 $ 0.20 38 % 30 % Corporate Segment Diluted net loss per share $ (0.71) $ (0.61) $ (0.71) $ (0.62) Total Company Diluted net earnings per share $ 1.25 $ 2.84 $ 1.40 $ 2.30 (11 %) 23 % Total Brokerage and Risk Management Segment Diluted net earnings per share $ 1.96 $ 3.45 $ 2.11 $ 2.92 (7 %) 18 % - 33 - Table of Contents Summary of Financial Results - Six-Month Periods Ended June 30, 2026 and 2025 See the reconciliations of non-GAAP measures on page 37.
June 2026 Form 10-Q, second-quarter segment earnings, organic growth and margins · Filed 05/08/2026
Within our global retail P&C business, insurance renewal premium change, which includes both rate and exposure, continued to increase in the low single digits in the first quarter of 2026, with property decreases more than offset by increases across most casualty classes.
March 2026 Form 10-Q, retail P&C renewal premium changes · Filed 07/05/2026
We do not determine the premiums on which our commissions are generally based.
2025 Form 10-K, premiums underlying brokerage commissions · Filed 17/02/2026
Commissions are fixed at the contract effective date and generally are based on a percentage of premiums for insurance coverage or employee headcount for employer sponsored benefit plans.
2025 Form 10-K, commission determination and timing · Filed 17/02/2026
services. Revenues are principally generated on a negotiated per-claim or per-service fee basis.
2025 Form 10-K, negotiated claims service fees · Filed 17/02/2026
Cost-plus fees
Where we provide services and generate revenues on a cost-plus basis, we recognize revenue over the contract period consistent with the performance of our obligations.
2025 Form 10-K, cost-plus fee arrangements · Filed 17/02/2026
Performance-based fees
Certain clients pay us additional fee revenues for our efficiency in managing claims or on the basis of claim outcome effectiveness.
2025 Form 10-K, performance-based claims fees · Filed 17/02/2026
These revenues are variable, generally based on performance metrics set forth in the underlying contracts.
2025 Form 10-K, contractual performance metrics · Filed 17/02/2026
The interest income in the prior year, as well as the seasonality of AssuredPartners and the roll-in of tuck-in acquisitions, unfavorably impacted the year over year change in adjusted EBITDAC margin for the six-month period ended June 30, by approximately 3.4%.
June 2026 Form 10-Q, financing income and acquisition effects on margins · Filed 05/08/2026
Acquisitions - Cash paid for acquisitions, net of cash and restricted cash acquired, was $15,766 million and $1,462 million in 2025 and 2024, respectively.
2025 Form 10-K, acquisition cash spending · Filed 17/02/2026
Total expected expense to integrate AssuredPartners into our operations is approximately $575 million over three years.
2025 Form 10-K, expected AssuredPartners integration expenses · Filed 17/02/2026
To fund acquisitions made during 2025 and for the six-month period ended June 30, 2026, we relied on a combination of net cash flows from operations, proceeds from borrowings under our Credit Agreement, proceeds from issuances of senior unsecured notes and issuance of our common stock.
June 2026 Form 10-Q, actual acquisition funding sources · Filed 05/08/2026
Cash provided by operating activities was $967 million and $448 million for six-month periods ended June 30, 2026 and 2025, respectively.
June 2026 Form 10-Q, operating cash flows · Filed 05/08/2026
The increase in cash provided by operating activities during the six-month period ended June 30, 2026 compared to the same period in 2025, was primarily due to a decrease in payments on acquisition earnouts in excess of initial estimates (primarily related to the acquisition of the Willis Towers Watson treaty reinsurance brokerage operations) and by the growth in 2026 compared to 2025 in our reported net earnings, adjusted for non-cash items (i.e., EBITDAC), partially offset by timing differences between periods with cash receipts and disbursements related to accounts receivables and accrued compensation and other current liabilities.
June 2026 Form 10-Q, earnout and timing effects on cash flows · Filed 05/08/2026
On March 1, 2025, the compensation committee granted 829,000 options under the LTIP to our officers and key employees that become exercisable at the rate of 34%, 33% and 33% on the anniversary date of the grant in 2028, 2029 and 2030, respectively.
2025 Form 10-K, actual option grants and vesting schedule · Filed 17/02/2026
Stock options granted in 2025 and 2024 to executive officers are not subject to forfeiture upon such officers’ departure from the Company once they attain the age of 62.
2025 Form 10-K, executive option forfeiture exception · Filed 17/02/2026
*** Granted in 2023, 200% of award earned based on our 2023-2025 performance and vested on March 15, 2026
March 2026 proxy, earned and vested 2023 performance awards · Filed 23/03/2026
PSUs cliff vest in three years and stock options vest ratably over years three through five Equity grant policy, including a uniform grant date for annual equity awards (see below) Compensation clawback/recovery policies (see below) Rigorous stock ownership guidelines (see below) No automatic single-trigger change-in-control payments in our equity plans or our change in control agreements No new excise tax gross-ups in executive officer change-in-control agreements No guaranteed incentive awards for executive officers No employment agreement with any of our named executive officers No pledges of common stock by directors or executive officers No hedging of common stock by directors, executive officers or other employees (see below) No excessive perquisites or related tax gross-ups No stock option repricing or stock option cash buyouts in equity plans Equity Award Grant Practices.
March 2026 proxy, equity vesting, ownership and compensation safeguards · Filed 23/03/2026
For the PSUs, the Committee uses a three-year average of adjusted EBITDAC per share growth (as defined) because it believes this measure: •incentivizes our executive officers to make business decisions that align with the long-term interests of our stockholders, •holds our executive officers accountable for integration expenses associated with our merger and acquisition activity, •provides strong line of sight between operating decisions and the long-term incentives earned by our executive officers, and •encourages executive officers to be prudent in the use of common stock to finance our merger and acquisition activity.
March 2026 proxy, three-year per-share incentive metric · Filed 23/03/2026
Please note that “adjusted EBITDAC” as defined on page 29 in the context of annual cash incentives and PSUs and as used throughout this proxy statement and the letter from our CEO is the same as this definition, except that it does not exclude acquisition integration costs other than de minimis amounts included therein related to severance costs and does not give effect to current year foreign exchange hedge activity.
March 2026 proxy, integration-cost treatment in incentive metrics · Filed 23/03/2026
We achieved organic revenue growth of 6% in both segments.
March 2026 proxy, reported 2025 organic growth · Filed 23/03/2026
We also executed on our acquisition strategy completing 33 acquisitions representing $3.6 billion in estimated total acquired annualized revenue.
March 2026 proxy, completed 2025 acquisitions · Filed 23/03/2026
Set forth below are several key governance practices: •Annual majority vote to elect directors •Demonstrated Board refreshment with emphasis on diverse skill set •Governance Guidelines include a retirement policy for directors •Proxy access (3% ownership / 3 years / group of up to 20 / greater of 20% of Board seats or 2 directors) •Independent Lead Director with clearly identified role •Annual Board and committee self-evaluations •Directors subject to stock ownership guidelines •Significant portion of Board compensation in the form of equity awards •Regular executive sessions of the Board and committees •Board and committee oversight of strategy, risk and sustainability initiatives •Robust stockholder engagement program Board Leadership Structure Pat Gallagher currently serves as Chairman of the Board and CEO.
March 2026 proxy, governance practices and combined chairman/CEO role · Filed 23/03/2026
With the exception of Mr. Gallagher, all Board members are independent and actively oversee the activities of the Chairman and other members of the senior management team.
March 2026 proxy, board independence · Filed 23/03/2026
Independent Lead Director Duties & Responsibilities •Act as a liaison between the Chairman and the other directors •Be available for consultation and communication with stockholders as appropriate •Call and preside over executive sessions of the Board without the Chairman or other members of management present •Consult with the Chairman and approve Board meeting agendas and schedules •Consult with the Chairman and approve information provided to the Board •Consult with committee chairs with respect to agendas and information needs relating to committee meetings •Work closely with and act as an advisor to the Chairman; be available to discuss with other directors concerns about the company or the Board and relay those concerns, where appropriate, to the Chairman or other members of the Board; and be familiar with corporate governance best practices •Provide leadership to the Board if circumstances arise in which the role of the Chairman may be, or may be perceived to be, in conflict •Conduct the annual performance evaluation of Pat Gallagher in his capacity as Chairman and, together with the Nominating/Governance Committee, evaluate the Board as a whole and review the contributions of each Board member •Perform such other duties and responsibilities as the Board may determine Our independent directors meet regularly in executive sessions.
March 2026 proxy, independent lead director authority and executive sessions · Filed 23/03/2026
Audit Committee Pre-Approval Policies and Procedures All audit services, audit-related services, tax services and other services for fiscal years 2025 and 2024 were pre-approved by the Audit Committee.
March 2026 proxy, actual audit-service pre-approval · Filed 23/03/2026
At the Annual Meeting, the Company’s stockholders (i) elected all nine director nominees, whose names appear below, to serve until the Company’s 2027 Annual Meeting of Stockholders, (ii) approved the ratification of the appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2026 (“Auditor Ratification”), and (iii) approved, on a non-binding advisory basis, the Company’s named executive officers’ compensation (“Say-on-Pay”).
May 2026 Form 8-K, completed elections and shareholder approvals · Filed 13/05/2026
June 30,
2026
December 31,
2025
Cash and cash equivalents
$
1,386
$
1,396
Fiduciary assets (includes fiduciary cash of $7,947 in 2026 and $7,142 in 2025)
37,183
26,899
Accounts receivable, net
6,076
5,175
Other current assets
807
886
Total current assets
45,452
34,356
Fixed assets - net
765
789
Deferred income taxes
43
43
Other noncurrent assets
1,732
1,602
Right-of-use assets
578
598
Goodwill
23,026
22,593
Amortizable intangible assets - net
10,212
10,684
Total assets
$
81,808
$
70,665
Fiduciary liabilities
$
37,183
$
26,899
Accrued compensation and other current liabilities
3,548
4,017
Deferred revenue - current
788
737
Premium financing debt
134
226
Corporate related borrowings - current
1,520
640
Total current liabilities
43,173
32,519
Corporate related borrowings - noncurrent
11,955
12,104
Deferred revenue - noncurrent
177
155
Lease liabilities - noncurrent
497
515
Other noncurrent liabilities (includes tax credit carryforwards of $628 in 2026 and $713 in 2025)
2,259
2,025
Total liabilities
58,061
47,318
Stockholders' equity:
Common stock - issued and outstanding 256.3 shares in 2026 and 257.0 shares in 2025
256
257
Capital in excess of par value
17,567
17,783
Retained earnings
6,588
5,806
Accumulated other comprehensive loss
(694)
(525)
Stockholders' equity attributable to controlling interests
23,717
23,321
Stockholders' equity attributable to noncontrolling interests
30
26
Total stockholders' equity
23,747
23,347
Total liabilities and stockholders' equity
$
81,808
$
70,665
June 2026 Form 10-Q, consolidated balance sheet · Filed 05/08/2026
We do not assume insurance underwriting risk on a net basis, other than with respect to immaterial amounts necessary to provide minimum or regulatory capital to organize captives, pools, specialized underwriters or risk-retention groups.
June 2026 Form 10-Q, limited net underwriting exposure · Filed 05/08/2026
At December 31, 2025, we had posted eleven letters of credit totaling $13 million to allow certain of our captive operations to meet minimum statutory surplus requirements plus additional collateral related to premium and claim funds held in a fiduciary capacity and one letter of credit totaling $1 million for collateral related to claim funds held in a fiduciary capacity by a recent acquisition.
2025 Form 10-K, captive statutory surplus and fiduciary collateral letters of credit · Filed 17/02/2026
Currently we retain the first $15 million of each and every E&O claim.
2025 Form 10-K, retained E&O claim exposure · Filed 17/02/2026
In addition, we retain, in aggregate up to another $2 million between $15 million and $100 million, plus up to another $10 million between $100 million and $200 million, and up to another $20 million between $200 million and $400 million.
2025 Form 10-K, additional retained E&O exposure · Filed 17/02/2026
Our E&O reserve in the December 31, 2025 consolidated balance sheet is above the lower end of the most recently determined actuarial range by $8 million and below the upper end of the actuarial range by $9 million.
2025 Form 10-K, E&O reserve actuarial range · Filed 17/02/2026
217
Contingent revenues
91
73
206
166
Interest income, premium finance revenues and other income
98
233
184
480
Revenues before reimbursements
3,955
3,179
8,671
6,867
Reimbursements
48
43
90
82
Total revenues
4,003
3,222
8,761
6,949
Compensation
2,330
1,804
4,846
3,701
Operating
679
519
1,322
1,009
Reimbursements
48
43
90
82
Interest
168
158
326
316
Depreciation
57
50
118
95
Amortization
301
180
579
390
Change in estimated acquisition earnout payables
6
(5)
23
10
Expenses
3,589
2,749
7,304
5,603
Earnings before income taxes
414
473
1,457
1,346
Provision for income taxes
90
105
310
269
Net earnings
324
368
1,147
1,077
Net earnings attributable to noncontrolling interests
—
—
1
5
Net earnings attributable to controlling interests
$
324
$
368
$
1,146
$
1,072
Diluted net earnings per share
$
1.25
$
1.40
$
4.41
$
4.12
Dividends declared per share
$
0.70
$
0.65
$
1.40
$
1.30
EBITDAC
Net earnings
$
324
$
368
$
1,147
$
1,077
Provision for income taxes
90
105
310
269
Interest
168
158
326
316
Depreciation
57
50
118
95
Amortization
301
180
579
390
Change in estimated acquisition earnout payables
6
(5)
23
10
EBITDAC
$
946
$
856
$
2,503
$
2,157
See "Information Regarding Non-GAAP Measures" beginning on page 9 of 20.
July 2026 earnings release filed with SEC, consolidated earnings, interest and dividends · Filed 30/07/2026
During the six-month period ended June 30, 2026 we repurchased 2.3 million shares of our common stock in the amount of $480 million pursuant to our repurchase plan.
June 2026 Form 10-Q, actual first-half share repurchases · Filed 05/08/2026
The offering closed on December 11, 2024 and 30.4 million shares of our common stock were issued for net proceeds, after underwriting discounts, of $8.3 billion.
June 2026 Form 10-Q, completed December 2024 common stock offering · Filed 05/08/2026
During the six-month period ended June 30, 2026 employee matching contributions to the 401(k) plan of $115 million relating to 2025 were funded using common stock.
June 2026 Form 10-Q, stock-funded employee matching contributions · Filed 05/08/2026
- 54 -
Acquisitions - Cash paid for acquisitions, net of cash and restricted cash acquired, was $616 million and $1,662 million in the six-month periods ended June 30, 2026 and 2025, respectively.
June 2026 Form 10-Q, first-half acquisition cash spending · Filed 05/08/2026
In addition, during the six-month period ended June 30, 2026, we issued 0.1 million shares ($17 million) of our common stock as payment for a portion of the total consideration paid for 2026 acquisitions and earnout payments made in 2026.
June 2026 Form 10-Q, shares issued for acquisitions and earnouts · Filed 05/08/2026
Summary of Financial Results - Six-Months ended June 30
Revenues Before
Reimbursements
Net Earnings (Loss)
EBITDAC
Diluted Net Earnings
(Loss) Per Share
Segment
6 Mths 26
6 Mths 25
6 Mths 26
6 Mths 25
6 Mths 26
6 Mths 25
6 Mths 26
6 Mths 25
(in millions)
(in millions)
(in millions)
Brokerage, as reported
$
7,795
$
6,101
$
1,363
$
1,326
$
2,510
$
948
$
2,243
$
5.25
$
5.08
Net (gains) on divestitures
(15)
(12)
(11)
(9)
(15)
(12)
(0.04)
(0.04)
Acquisition integration
—
—
149
63
200
85
0.57
0.24
Workforce and lease termination
—
—
50
42
67
55
0.19
0.16
Acquisition related adjustments
—
—
88
50
120
80
0.34
0.19
Amortization of intangible assets
—
—
419
282
—
—
1.62
1.09
Effective income tax rate impact
July 2026 earnings release filed with SEC, first-half brokerage integration and acquisition adjustments · Filed 30/07/2026
•Clean energy-related, which represents the impact of adjustments in first quarter 2026 related to the write-down of a clean energy-related investment.
April 2026 earnings release filed with SEC, clean energy investment write-down · Filed 30/04/2026
December 31,
2025
2024
Cash and cash equivalents
$
1,396
$
14,987
Fiduciary assets (includes fiduciary cash of $7,142 in 2025 and $5,481 in 2024)
26,899
24,712
Accounts receivable, net
5,175
3,896
Other current assets
886
518
Total current assets
34,356
44,113
Fixed assets - net
789
650
Deferred income taxes (includes tax credit carryforwards of $772 in 2024)
43
959
Other noncurrent assets
1,602
1,355
Right-of-use assets
598
378
Goodwill - net
22,593
12,270
Amortizable intangible assets - net
10,684
4,530
Total assets
$
70,665
$
64,255
Fiduciary liabilities
$
26,899
$
24,712
Accrued compensation and other current liabilities
4,017
3,586
Deferred revenue - current
737
537
Premium financing debt
226
225
Corporate related borrowings - current
640
200
Total current liabilities
32,519
29,260
Corporate related borrowings - noncurrent
12,104
12,732
Deferred revenue - noncurrent
155
67
Lease liabilities - noncurrent
515
328
Other noncurrent liabilities (includes tax credit carryforwards of $713 in 2025)
2,025
1,688
Total liabilities
47,318
44,075
Stockholders' equity:
Common stock - authorized 400 shares; issued and outstanding 257 shares in 2025 and 250 shares in 2024
257
250
Capital in excess of par value
17,783
16,069
Retained earnings
5,806
4,986
Accumulated other comprehensive loss
(525)
(1,151)
Stockholders' equity attributable to controlling interests
23,321
20,154
Stockholders' equity attributable to noncontrolling interests
26
26
Total stockholders' equity
23,347
20,180
Total liabilities and stockholders' equity
$
70,665
$
64,255
2025 Form 10-K, consolidated balance sheet · Filed 17/02/2026
