8-KLeadership ChangesExhibits & Filings

Arthur J. Gallagher & Co. 8-K Report, Executive Changes (Nov 19, 2014)

Filed November 19, 2014For Securities:AJG

Summary

This 8-K filing from Arthur J. Gallagher & Co. (AJG) announces a change in the composition of its Board of Directors. Effective November 17, 2014, the Board expanded from 8 to 9 members, with the appointment of D. John Coldman as a new director. Mr. Coldman will serve until the 2015 Annual Meeting of Stockholders and has also been appointed to the Audit Committee. His appointment is a standard director compensation arrangement and does not involve any disclosed related-party transactions or understandings for his selection. The company issued a press release on November 19, 2014, detailing this appointment.

Key Highlights

  • 1Arthur J. Gallagher & Co. expanded its Board of Directors from 8 to 9 members.
  • 2D. John Coldman was appointed as a new director to fill the vacancy.
  • 3Mr. Coldman's term as director will extend until the 2015 Annual Meeting of Stockholders.
  • 4Mr. Coldman has been appointed to serve on the Audit Committee of the Board.
  • 5The appointment follows standard procedures, with compensation consistent with other non-employee directors.
  • 6No related-party transactions requiring disclosure under Item 404(a) of Regulation S-K were identified for Mr. Coldman.
  • 7A press release dated November 19, 2014, was issued to announce this board change.

Frequently Asked Questions

The Board of Directors expanded from 8 to 9 members in accordance with the company's Bylaws, Section 3.1, to fill a resulting vacancy.

D. John Coldman has been appointed as a new director of Arthur J. Gallagher & Co. He will serve until the 2015 Annual Meeting of Stockholders and has also been appointed to the Audit Committee of the Board.

Mr. Coldman will receive the standard compensation package provided to non-employee directors of Arthur J. Gallagher & Co., as outlined in the company's proxy statement for its 2014 Annual Meeting of Stockholders.

The filing indicates there are no transactions requiring disclosure under Item 404(a) of Regulation S-K in which Mr. Coldman has an interest, nor are there any specific arrangements or understandings guiding his selection as a director.