8-K/AExhibits & Filings

BROWN & BROWN, INC. 8-K/A Report, Exhibit Filing (Oct 9, 2025)

Filed October 9, 2025For Securities:BRO

Summary

This filing is an amendment to a previous Current Report on Form 8-K filed by Brown & Brown, Inc. (BRO) on August 5, 2025. The primary purpose of this amendment is to provide the required financial statements and pro forma information related to the Company's acquisition of RSC Topco, Inc. (RSC), which was completed on August 1, 2025. Investors should note that this is an informational filing to fulfill regulatory requirements, rather than a report of new events or developments beyond the initial acquisition announcement. The key information provided includes the audited financial statements for RSC Topco, Inc. for the fiscal years ended December 31, 2024 and 2023, as well as unaudited condensed financial statements as of March 31, 2025, and for the three-month periods ended March 31, 2025 and 2024. Additionally, unaudited pro forma condensed combined financial information is presented, reflecting the expected financial impact of the RSC acquisition on Brown & Brown's consolidated results. Investors seeking to understand the financial scale and performance of the acquired entity and its projected impact on Brown & Brown should review these exhibits.

Key Highlights

  • 1Amendment to a previous 8-K filing, primarily providing financial disclosures for a completed acquisition.
  • 2The acquisition of RSC Topco, Inc. (RSC) was completed on August 1, 2025.
  • 3Filing includes audited financial statements of RSC Topco, Inc. for the fiscal years ended December 31, 2024, and 2023.
  • 4Includes unaudited condensed financial statements of RSC Topco, Inc. as of March 31, 2025, and for the three months ended March 31, 2025 and 2024.
  • 5Presents unaudited pro forma condensed combined financial information showing the combined entity's projected financial position and results.
  • 6The filing incorporates by reference the provided financial statements and pro forma information as exhibits.
  • 7This amendment does not introduce new information beyond the financial details of the RSC acquisition.

Frequently Asked Questions

This filing is an amendment (8-K/A) to a previous 8-K report. Its main purpose is to file the necessary financial statements and pro forma information related to Brown & Brown's acquisition of RSC Topco, Inc., which was completed on August 1, 2025, as required by SEC regulations.

The filing includes the audited consolidated financial statements of RSC Topco, Inc. and its subsidiaries for the fiscal years ended December 31, 2024, and 2023. It also provides unaudited condensed consolidated financial statements as of March 31, 2025, and for the three-month periods ended March 31, 2025, and 2024.

The unaudited pro forma condensed combined financial information presents hypothetical financial statements that show how Brown & Brown's and RSC Topco's financial results might have looked if the acquisition had occurred at an earlier point in time (January 1, 2024, for income statements and March 31, 2025, for the balance sheet). This helps investors understand the potential financial impact of the acquisition on the combined company.

No, this amendment is specifically to provide the required financial disclosures for the RSC acquisition. The filing explicitly states that it should be read in conjunction with the original 8-K and does not update information to reflect events that have occurred since the original filing date, other than the financial statements for the acquired entity.