0001225208-16-032698.txt : 20160505 0001225208-16-032698.hdr.sgml : 20160505 20160505170004 ACCESSION NUMBER: 0001225208-16-032698 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160503 FILED AS OF DATE: 20160505 DATE AS OF CHANGE: 20160505 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: 1231 BUSINESS ADDRESS: STREET 1: 220 S. RIDGEWOOD AVE. CITY: DAYTONA BEACH STATE: FL ZIP: 32114 BUSINESS PHONE: 386-252-9601 MAIL ADDRESS: STREET 1: 220 S. RIDGEWOOD AVE. CITY: DAYTONA BEACH STATE: FL ZIP: 32114 FORMER COMPANY: FORMER CONFORMED NAME: POE & BROWN INC DATE OF NAME CHANGE: 19930827 FORMER COMPANY: FORMER CONFORMED NAME: POE & ASSOCIATES INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BROWN J POWELL CENTRAL INDEX KEY: 0001208478 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13619 FILM NUMBER: 161624757 4 1 doc4.xml X0306 4 2016-05-03 0000079282 BROWN & BROWN INC BRO 0001208478 BROWN J POWELL 220 S. RIDGEWOOD AVENUE DAYTONA BEACH FL 32114 1 1 President and CEO Common Stock, $.10 par value (PSP) 2016-05-03 4 A 0 4000.0000 0.0000 A 49192.0000 D Common Stock, $.10 par value (SIP) 2016-05-03 4 A 0 37408.0000 0.0000 A 226128.0000 D Common Stock, $.10 par value 1113235.0000 D Common Stock, $.10 par value 18214.0000 I By 401k Common Stock, $.10 par value 9171.0000 I Children Stock Options 18.4800 2013-03-07 2018-02-26 Common Stock, $.10 par value 35000.0000 35000.0000 D Stock Options 18.4800 2013-08-01 2018-02-26 Common Stock, $.10 par value 35000.0000 35000.0000 D Stock Options 18.4800 2017-11-26 2018-02-26 Common Stock, $.10 par value 35000.0000 35000.0000 D These securities were granted pursuant to the Company's Performance Stock Plan ("PSP"). The initial grant was made on July 21, 2009, but was subject to the satisfaction of performance-based conditions established in connection with the grant. On May 3, 2016, the Company confirmed the satisfaction of certain 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. Full ownership will not vest until the satisfaction of additional service-based conditions. These securities were granted pursuant to the Company's PSP. Based on the satisfaction of conditions established pursuant to the PSP, the Reporting Person has voting rights and dividend entitlement with respect to a portion of these shares based on the satisfaction of certain performance-based criteria, but full ownership will not vest until the satisfaction of additional conditions. These securities were granted pursuant to the Company's Stock Incentive Plan ("SIP"). The initial grant was made on April 28, 2010, but was subject to the satisfaction of performance-based conditions established in connection with the grant. On May 3, 2016, the Company confirmed the satisfaction of certain 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. Full ownership will not vest until the satisfaction of additional service-based conditions. These securities were granted pursuant to the Company's SIP. Full ownership will not vest until the satisfaction of additional conditions established in connection with this grant. This amount does not include 69,789 shares that were granted on July 1, 2013 pursuant to the SIP that have not yet satisfied the performance-based conditions established in connection with this grant. A total of 939 of these shares were acquired through the Company's Employee Stock Purchase Plan in July 2015. Number of shares may vary due to dividend reinvestment. Based upon information supplied by the plan recordkeeper as of December 31, 2015. Number of shares varies periodically based on contributions to plan. Reporting Person disclaims beneficial ownership of securities owned by children who share 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. Granted by the Compensation Committee of the Board of Directors pursuant to the Company's 2000 Incentive Stock Option Plan (the "Plan"). These options vest and become exercisable on November 26, 2017, unless accelerated based on satisfaction of conditions established pursuant to the Plan. Robert W. Lloyd for J. Powell Brown per Power of Attorney 2016-05-05