0001209191-23-011260.txt : 20230221
0001209191-23-011260.hdr.sgml : 20230221
20230221170125
ACCESSION NUMBER: 0001209191-23-011260
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20230220
FILED AS OF DATE: 20230221
DATE AS OF CHANGE: 20230221
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PENNY JEROME SCOTT
CENTRAL INDEX KEY: 0001180023
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13619
FILM NUMBER: 23649237
MAIL ADDRESS:
STREET 1: 300 N. BEACH STREET
CITY: DAYTONA BEACH
STATE: FL
ZIP: 32114
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: BROWN & BROWN, INC.
CENTRAL INDEX KEY: 0000079282
STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411]
IRS NUMBER: 590864469
STATE OF INCORPORATION: FL
FISCAL YEAR END: 0119
BUSINESS ADDRESS:
STREET 1: 300 N. BEACH STREET
CITY: DAYTONA BEACH
STATE: FL
ZIP: 32114
BUSINESS PHONE: 386-252-9601
MAIL ADDRESS:
STREET 1: 300 N. BEACH STREET
CITY: DAYTONA BEACH
STATE: FL
ZIP: 32114
FORMER COMPANY:
FORMER CONFORMED NAME: BROWN & BROWN, INC
DATE OF NAME CHANGE: 20171108
FORMER COMPANY:
FORMER CONFORMED NAME: BROWN & BROWN INC
DATE OF NAME CHANGE: 19990623
FORMER COMPANY:
FORMER CONFORMED NAME: POE & BROWN INC
DATE OF NAME CHANGE: 19930827
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2023-02-20
0
0000079282
BROWN & BROWN, INC.
BRO
0001180023
PENNY JEROME SCOTT
300 N. BEACH STREET
DAYTONA BEACH
FL
32114
0
1
0
0
EVP Chief Acquisitions Officer
Common Stock, $.10 par value (2019 SIP)
2023-02-20
4
A
0
15460
0.00
A
51088
D
Common Stock, $.10 par value (2019 SIP)
2023-02-20
4
A
0
2167
0.00
A
53255
D
Common Stock, $.10 par value (2010 SIP)
44048
D
Common Stock, $.10 par value
203633
D
Common Stock, $.10 par value (Jointly Owned)
357056
D
Common Stock, $.10 par value (PSP)
34632
D
Common Stock, $.10 par value
19424
I
By 401k
Common Stock, $.10 par value
192
I
Children
These securities were granted pursuant to the Company's 2019 Stock Incentive Plan ("2019 SIP"). The initial grant was made on February 21, 2020, but was subject to the satisfaction of performance-based conditions established in connection with this grant. On February 20, 2023, 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.
These securities were granted pursuant to the Company's 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.
These securities were granted pursuant to the Company's 2010 Stock Incentive Plan ("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.
A total of 460 of these shares were acquired through the Company's Employee Stock Purchase Plan in July 2022. Number of shares may vary due to dividend reinvestment.
Owned jointly with spouse.
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.
Based upon information supplied by the plan record keeper as of December 31, 2022. Number of shares varies periodically based on contributions to the plan.
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.
/s/ Jerome Scott Penny
2023-02-21
EX-24
2
poa.txt
POA DOCUMENT
LIMITED POWER OF ATTORNEY
This Limited Power-of-Attorney (the "Statement") confirms that the undersigned,
J. Scott Penny (the "Insider"), has authorized and designated, and hereby makes,
constitutes and appoints, David B. Lotz, Linnette Ramirez, and Anthony M.
Robinson, and each of them or either of them acting singly, and with full power
of substitution and re- substitution, the Insider's true and lawful
attorney-in-fact (each of the foregoing and their substitutes is referred to as
an "Authorized Signer") with full power to act for the Insider and in the
Insider's name, place and stead, in any and all capacities, to
(1) prepare, execute, submit to and file with the Securities and Exchange
Commission ("SEC") a Form ID, including amendments thereto, and any other
documents necessary or appropriate to obtain codes and passwords enabling the
Insider to make electronic filings with the SEC of reports required or
considered by the Authorized Signer to be advisable under Section 13 or Section
16 of the Securities Exchange Act of 1934 (the "Exchange Act") or any rule or
regulation of the SEC;
(2) prepare, execute submit to and file with the SEC, Brown & Brown, Inc. (the
"Company"), and/or any national securities exchange on which the Company's
securities are listed any and all reports (including any amendments thereto) the
Insider is required to file with the SEC, or which the Authorized Signer
considers it advisable to file with the SEC, under Section 13 or Section 16 of
the Exchange Act or any rule or regulation thereunder, or under Rule 144 under
the Securities Act of 1933 ("Rule 144"), with respect to the any security of the
Company, including any and all Forms 3, 4 and 5 (including any amendments
thereto) ; and
(3) obtain, as the Insider's representative and on the Insider's behalf,
information regarding transactions in the Company's equity securities from any
third party, including the Company and any brokers, dealers, employee benefit
plan administrators and trustees, and the Insider hereby authorizes any such
third party to release any such information to the Authorized Signer.
The Insider acknowledges that: (a) this Statement authorizes, but does not
require, the Authorized Signer to act in his or her discretion on information
provided to such Authorized Signer without independent verification of such
information; (b) any documents prepared or executed by the Authorized Signer on
behalf of the Insider pursuant to this Statement will be in such form and will
contain such information as the Authorized Signer, in his or her discretion,
deems necessary or desirable; (c) neither the Company nor the Authorized Signer
assumes any liability for the Insider's responsibility to comply with the
requirements of Section 13 or Section 16 of the Exchange Act or Rule 144, any
liability of the Insider for any failure to comply with such requirements, or
any liability of the Insider for disgorgement of profits under Section 16(b) of
the Exchange Act; and (d) this Statement does not relieve the Insider from
responsibility for compliance with the Insider's obligations under Section 13 or
Section 16 of the Exchange Act, including, without limitation, the reporting
requirements under Section 13 or Section 16 of the Exchange Act.
The Insider hereby grants to the Authorized Signer full power and authority to
do and perform each and every act and thing requisite, necessary or advisable to
be done in connection with the foregoing, as fully, to all intents and purposes,
as the Insider might or could do in person, hereby ratifying and confirming all
that the Authorized Signer, or his or her substitute or substitutes, shall
lawfully do or cause to be done by authority of this Statement.
The authority of the Authorized Signers under this Statement shall continue
until the Insider is no longer required to file Forms 3, 4 and 5 or Schedules
13D or 13G or Forms 144 with regard to the Insider's ownership of, or
transactions in, securities of the Company, unless earlier revoked by the
Insider in writing delivered to the Authorized Signer. This Statement revokes
all previous powers of attorney with respect to the subject matter of this
Statement.
IN WITNESS WHEREOF, the Insider has executed this Statement as of the date set
forth below.
Date: February 21, 2023
/s/ J. Scott Penny