Skip to main content

Arthur J. Gallagher & Co.

For the period ended Jun 30, 2026. Filed Aug 5, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 5, 2026

AJG$281.61-2.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-05-07.

0001628280-26-031592

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-05.

0001628280-26-053489

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 49 previous paragraphs and 166 current paragraphs.

27 unchanged; 17 reworded; 114 added; 4 removed; 1 previous and 8 current paragraphs rearranged.

Tables are not compared: 4 previous and 23 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (114)

Current report

•Benefit plan related, which represents the impact of adjustments in second quarter 2026 related to costs associated with the termination of the Gallagher US defined pension plan and other benefit plan changes.

Current report

For the three-month period ended June 30, 2025, the pretax impact of adjustments for the brokerage, risk management and corporate segments totals $269 million, $14 million and $29 million, respectively, and corresponding adjustment to the provision (benefit) for income taxes of $68 million, $3 million and ($5) million, respectively, relating to these adjustments. A detailed reconciliation of the 2025 provision (benefit) for income taxes is shown on page 37.

Current report

For the six-month period ended June 30, 2026, the pretax impact of adjustments for the brokerage, risk management and corporate segments totals $936 million, $27 million and $63 million, respectively, and corresponding adjustment to the provision (benefit) for income taxes of $241 million, $7 million and ($27) million, respectively, relating to these adjustments. A detailed reconciliation of the 2026 provision (benefit) for income taxes is shown on page 37.

Current report

For the six-month period ended June 30, 2025, the pretax impact of adjustments for the brokerage, risk management and corporate segments totals $579 million, $26 million and $52 million, respectively, and corresponding adjustment to the provision (benefit) for income taxes of $144 million, $6 million and ($8) million, respectively, relating to these adjustments. A detailed reconciliation of the 2025 provision (benefit) for income taxes is shown on page 37.

Current report

The following provides information that management believes is helpful when comparing EBITDAC and adjusted EBITDAC for the three and six-month periods ended June 30, 2026 compared to the same periods in 2025 (in millions):

Current report

*Second quarter 2025 adjusted EBITDAC includes approximately $144 million of interest income revenues earned on the cash proceeds associated with the AssuredPartners Financing in December 2024. The interest income in the prior period, as well as the seasonality of AssuredPartners and the roll-in of tuck-in acquisitions, unfavorably impacted the year over year change in second quarter adjusted EBITDAC margin by approximately 3.9%.

Current report

*Adjusted EBITDAC for the six-month period ended June 30, 2025 includes approximately $287 million of interest income revenues earned on the cash proceeds associated with the AssuredPartners Financing in December 2024. 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%.

Current report

Commissions and fees - Base commissions and fees increased $793 million or 33%, for the three-month period ended June 30, 2026, compared to the same period in 2025. This increase reflects the contribution of acquisitions that were made in the twelve-month period ended June 30, 2026 and 4% organic growth.

Current report

Base commissions and fees increased $1,839 million or 35%, for the six-month period ended June 30, 2026, compared to the same period in 2025. This increase reflects the contribution of acquisitions that were made in the twelve-month period ended June 30, 2026 and 4% organic growth. Organic growth reflected strong customer retention and new business generation, in addition to continued renewal premiums increases (premium rates and exposures).

Current report

Items excluded from organic revenue computations yet impacting revenue comparisons for the three and six-month periods ended June 30, 2026 and 2025 include the following (in millions):

Current report

The following is a summary of brokerage segment acquisition activity for 2026 and 2025:

Current report

In the three and six-month periods ended June 30, 2026 no shares were issued and 76,000 shares, respectively, of our common stock at the request of sellers and/or in connection with tax-free exchange acquisitions. In the three and six-month periods ended June 30, 2025 no shares were issued and 49,000 shares, respectively, of our common stock at the request of sellers and/or in connection with tax-free exchange acquisitions.

Current report

Supplemental and contingent revenues -Reported supplemental and contingent revenues recognized in 2026, 2025 and 2024 by quarter are as follows (in millions):

Current report

Interest income, premium finance revenues and other income - Interest income, premium finance revenues and other income in the three and six-month periods ended June 30, 2026 decreased compared to the same periods in 2025, primarily due to decreases in interest income earned on our own and fiduciary funds, including the $144 and $287 million respectively, of interest income earned in the three and six-month periods ended June 30, 2025 related to the cash proceeds associated with the AssuredPartners Financing in December 2024.

Current report

The following table provides a reconciliation of brokerage segment interest income, premium finance revenues and other income, as reported in our consolidated financial statements to interest income earned on cash, cash equivalents and fiduciary cash (in millions):

Current report

Compensation expense - The following provides non-GAAP information that management believes is helpful when comparing compensation expense for the three and six-month periods ended June 30, 2026 with the same periods in 2025 (in millions):

Current report

The $491 million increase in compensation expense for the three-month period ended June 30, 2026 compared to the same period in 2025, was primarily due to compensation associated with the acquisitions completed in the twelve-month period ended June 30, 2026 ‑ $406 million, increases in base compensation to service and support organic growth - $39 million, acquisition integration costs - $33 million, increased acquisition earnout related adjustments - $20 million, partially offset by lesser workforce and lease termination related charges - $7 million.

Current report

The $1,085 million increase in compensation expense for the six-month period ended June 30, 2026 compared to the same period in 2025, was primarily due to compensation associated with the acquisitions completed in the twelve-month period ended June 30, 2026 ‑ $897 million, increases in base compensation to service and support organic growth - $105 million, acquisition integration costs - $42 million, increased acquisition earnout related adjustments - $40 million and workforce and lease termination related charges - $1 million.

Current report

Operating expense - The following provides non-GAAP information that management believes is helpful when comparing operating expense for the three and six-month periods ended June 30, 2026 with the same periods in 2025 (in millions):

Current report

The $168 million increase in operating expense for the three-month period ended June 30, 2026 compared to the same period in 2025, was primarily due to expenses associated with the acquisitions completed in the twelve-month period ended June 30, 2026 ‑ $113 million, acquisition integration costs - $39 million, workforce and lease termination related charges - $10 million, and additional investments in technology - $6 million.

Current report

The $342 million increase in operating expense for the six-month period ended June 30, 2026 compared to the same period in 2025, was primarily due to expenses associated with the acquisitions completed in the twelve-month period ended June 30, 2026 ‑ $228

Current report

44 - million, acquisition integration costs - $73 million, additional investments in technology - $30 million, and workforce and lease termination related charges - $11 million.

Current report

Depreciation - Depreciation expense increased in the three and six-month periods ended June 30, 2026 compared to the same periods in 2025 by $7 million and $23 million, respectively. The increase in depreciation expense in 2026 compared to 2025 was due primarily to the purchases of furniture, equipment and leasehold improvements related to office consolidations and moves, and expenditures related to upgrading computer systems. Also contributing to the increase in depreciation expense was the depreciation expense associated with acquisitions completed in the twelve-month period ended June 30, 2026.

Current report

Amortization - The increase in amortization expense in the three and six-month periods ended June 30, 2026 compared to the same periods in 2025 was primarily due to the impact of amortization expense of intangible assets associated with acquisitions completed in the twelve-month period ended June 30, 2026. Based on the results of impairment reviews during the three and six-month periods ended June 30, 2026, we wrote off $21 million and $22 million, respectively, of amortizable assets. Based on the results of impairment reviews during the six-month periods ended June 30, 2025, we wrote off $41 million of amortizable assets. We review all of our intangible assets for impairment periodically (at least annually for goodwill) and whenever events or changes in business circumstances indicate that the carrying value of the assets may not be recoverable. We perform such impairment reviews at the division (i.e., reporting unit) level with respect to goodwill and at the business unit level for amortizable intangible assets. In reviewing intangible assets, if the undiscounted future cash flows were less than the carrying amount of the respective (or underlying) asset, an indicator of impairment would exist and further analysis would be required to determine whether or not a loss would need to be charged against current period earnings as a component of amortization expense. Expiration lists, non‑compete agreements and trade names are amortized using the straight-line method over their estimated useful lives (two to fifteen years for expiration lists, two to six years for non-compete agreements and two to fifteen years for trade names).

Current report

Change in estimated acquisition earnout payables -The change in the expense from the change in estimated acquisition earnout payables in the three and six-month periods ended June 30, 2026 compared to the same periods in 2025, was primarily due to adjustments made to the estimated fair value of earnout obligations related to revised assumptions due to rising interest rates and increased market volatility and projections of future performance. During the three-month periods ended June 30, 2026 and 2025, we recognized $9 million and $11 million, respectively, of expense related to the accretion of the discount recorded for earnout obligations in connection with our acquisitions made in the period from 2021 to 2026. During the six-month periods ended June 30, 2026 and 2025, we recognized $22 million and $23 million, respectively, of expense related to the accretion of the discount recorded for earnout obligations in connection with our acquisitions made in the period from 2021 to 2026. In addition, during the three-month periods ended June 30, 2026 and 2025, we recognized $4 million and $17 million of income related to net adjustments in the estimated fair value of earnout obligations in connection with revised assumptions due to changes in interest rates, volatility and other assumptions and projections of future performance for 47 and 35 acquisitions, respectively. In addition, during the six-month periods ended June 30, 2026 and 2025, we recognized $1 million and $14 million of income related to net adjustments in the estimated fair value of earnout obligations in connection with revised assumptions due to changes in interest rates, volatility and other assumptions and projections of future performance for 77 and 55 acquisitions, respectively.

Current report

The amounts initially recorded as earnout payables for our 2021 to 2026 acquisitions were measured at fair value as of the acquisition date and are primarily based upon the estimated future operating results of the acquired entities over a two- to three-year period subsequent to the acquisition date. The fair value of these earnout obligations is based on the present value of the expected future payments to be made to the sellers of the acquired entities in accordance with the provisions outlined in the respective purchase agreements. In determining fair value, we estimate the acquired entity’s future performance using financial projections developed by management for the acquired entity and market participant assumptions that were derived for revenue growth and/or profitability. We estimate future earnout payments using the earnout formula and performance targets specified in each purchase agreement and these financial projections. Subsequent changes in the underlying financial projections or assumptions will cause the estimated earnout obligations to change and such adjustments are recorded in our consolidated statement of earnings when incurred. Increases in the earnout payable obligations will result in the recognition of expense and decreases in the earnout payable obligations will result in the recognition of income.

Current report

Provision for income taxes - The brokerage segment’s effective income tax rates for the three-month periods ended June 30, 2026 and 2025, were 25.6% and 25.7%, respectively. The brokerage segment’s effective income tax rates for the six-month periods ended June 30, 2026 and 2025, were 25.5% and 25.7%, respectively. We anticipate reporting an effective tax rate of approximately 24.5% to 26.5% in our brokerage segment based on known changes in tax rates in future periods.

Current report

Net earnings attributable to noncontrolling interests - The amounts reported in this line for each of the three-month periods ended June 30, 2026 and 2025, include noncontrolling interest earnings of zero. The amounts reported in this line for the six-month periods ended June 30, 2026 and 2025, include noncontrolling interest earnings of $1 million and $5 million, respectively.

Current report

The risk management segment accounted for 11% of our revenue during the six-month period ended June 30, 2026. Our risk management segment operations provide contract claim settlement, claim administration, loss control services and risk management consulting. For further description of segment operations and revenue sources, see the "Business" section in our Annual Report on Form 10-K for the year ended December 31, 2025.

Current report

Financial information relating to our risk management segment results for the three and six-month periods ended June 30, 2026 compared to the same periods in 2025, is as follows (in millions, except per share, percentages and workforce data):

Current report

The following provides non-GAAP information that management believes is helpful when comparing EBITDAC and adjusted EBITDAC for the three and six-month periods ended June 30, 2026 to the same periods in 2025 (in millions):

Current report

Fees - In our risk management operations, during the three and six-month periods ended June 30, 2026, organic change in fee revenue was 12% and 11%, respectively, reflecting continued strong new business production and client retention.

Current report

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):

Current report

The following is a summary of risk management segment acquisition activity for 2026 and 2025:

Current report

Reimbursements -Reimbursements represent amounts received from clients reimbursing us for certain third-party costs associated with providing our claims management services. 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. Given this principal relationship, we are required to recognize revenue on a gross basis and service partner vendor fees in the operating expense line in our consolidated statement of earnings.

Current report

Interest income and other income - Interest income and other income primarily represents interest income earned on cash, cash equivalents and fiduciary cash. Interest income and other income in the three and six-month periods ended June 30, 2026 decreased compared to the same periods in 2025, primarily due to lower interest income earned on fiduciary funds.

Current report

Compensation expense - The following provides non-GAAP information that management believes is helpful when comparing compensation expense for the three and six-month periods ended June 30, 2026 with the same periods in 2025 (in millions):

Showing the first 40 of 114 passages. Open the source sections for the rest.

Removed paragraphs (4)

Previous report

New business generation, client retention, and enhanced value‑added services for our carrier partners support ongoing organic growth opportunities across our global operations.

Previous report

For the three-month period ended March 31, 2026, the pretax impact of adjustments for the the brokerage, risk management and corporate segments totals $431 million, $15 million and $30 million, respectively, and corresponding adjustment to the provision (benefit) for income taxes of $111 million, $4 million and $(20) million, respectively, relating to these adjustments. A detailed reconciliation of the 2026 provision (benefit) for income taxes is shown on page 32.
Reworded paragraphs (17)

Previous wording

The discussion and analysis that follows relates to our financial condition and results of operations for the three-month period ended March 31, 2026. Readers should review this information in conjunction with the March 31, 2026 unaudited consolidated financial statements and notes included in Item 1 of Part I of this quarterly report on Form 10‑Q and the audited consolidated financial statements and notes, and Management’s Discussion and Analysis of Financial Condition and Results of Operations, contained in our annual report on Form 10-K for the year ended December 31, 2025.

Current wording

The discussion and analysis that follows relates to our financial condition and results of operations for the six-month period ended June 30, 2026. Readers should review this information in conjunction with the June 30, 2026 unaudited consolidated financial statements and notes included in Item 1 of Part I of this quarterly report on Form 10‑Q and the audited consolidated financial statements and notes, and Management’s Discussion and Analysis of Financial Condition and Results of Operations, contained in our annual report on Form 10-K for the year ended December 31, 2025.

Previous wording

For Information on fiscal first quarter 2025 results and similar comparisons, see “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Form 10-Q for the fiscal three-month period ended March 31, 2025.

Current wording

For Information on fiscal second quarter 2025 results and similar comparisons, see “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Form 10-Q for the fiscal six-month period ended June 30, 2025.

Previous wording

•Acquisition integration costs, which include costs related to certain large acquisitions (including the acquisitions of Willis Towers Watson plc treaty reinsurance brokerage operations (which we refer to as Willis Re), Buck, Cadence Insurance, Inc. (which we refer to as Cadence Insurance), Eastern Insurance Group, LLC (which we refer to as Eastern Insurance), My Plan Manager Group Pty Ltd (which we refer to as My Plan Manager), Woodruff-Sawyer and AssuredPartners, outside the scope of our usual tuck‑in strategy, not expected to occur on an ongoing basis in the future once we fully assimilate the applicable acquisition. These costs are typically associated with redundant workforce, compensation expense related to amortization of certain retention bonus arrangements, extra lease space, duplicate services and external costs incurred to assimilate the acquisition into our IT related systems.

Current wording

•Acquisition integration costs, which include costs related to certain large acquisitions (including the acquisitions of Willis Towers Watson plc treaty reinsurance brokerage operations, Buck, Cadence Insurance, Inc., Eastern Insurance Group, LLC, My Plan Manager Group Pty Ltd, Woodruff Sawyer and AssuredPartners), outside the scope of our usual tuck‑in strategy, are not expected to occur on an ongoing basis in the future once we fully assimilate the applicable acquisition. These costs are typically associated with redundant workforce, compensation expense related to amortization of certain retention bonus arrangements, extra lease space, duplicate services and external costs incurred to assimilate the acquisition into our IT related systems.

Previous wording

•Transaction-related costs, which are associated with completed, future and terminated acquisitions. Costs primarily relate to the acquisitions of AssuredPartners and Woodruff Sawyer, which closed in August 2025 and April 2025, respectively. These

Current wording

•Transaction-related costs, which are associated with completed, future and terminated acquisitions. Costs primarily relate to the acquisitions of AssuredPartners and Woodruff Sawyer, which closed in August 2025 and April 2025, respectively. These include costs related to regulatory filings, legal and accounting services, insurance and incentive compensation.

Previous wording

•Legal and tax related, which represents the impact of adjustments in first quarter 2026 and 2025 related to costs associated with legal and tax matters.

Current wording

•Legal and tax related, which represents the impact of adjustments in second quarter 2026 related to costs associated with legal and tax matters.

Previous wording

•EBITDAC, as Adjusted and EBITDAC Margin, as adjusted - Adjusted EBITDAC is EBITDAC adjusted to exclude net gains on divestitures, acquisition integration costs, workforce related charges, lease termination related charges, acquisition related adjustments, transaction related costs, and the period-over-period impact of foreign currency translation as applicable, and Adjusted EBITDAC margin is Adjusted EBITDAC divided by total adjusted revenues (defined above). These measures for the brokerage and risk management segments provide a meaningful representation of our operating performance, and are also presented to improve the comparability of our results between periods by eliminating the impact of the items that have a high degree of variability.

Current wording

•EBITDAC, as Adjusted and EBITDAC Margin, as adjusted - Adjusted EBITDAC is EBITDAC adjusted to exclude net gains on divestitures, acquisition integration costs, workforce related charges, lease termination related charges, acquisition related adjustments, transaction-related costs, and the period-over-period impact of foreign currency translation as applicable, (and for the corporate segment, the clean energy related adjustments described above) and Adjusted EBITDAC margin is Adjusted EBITDAC divided by total adjusted revenues (defined above). These measures for the brokerage and risk management segments provide a meaningful representation of our operating performance, and are also presented to improve the comparability of our results between periods by eliminating the impact of the items that have a high degree of variability.

Previous wording

•EPS, as Adjusted and Net Earnings, as Adjusted - Adjusted net earnings have been adjusted to exclude the after-tax impact of net gains on divestitures, acquisition integration costs, the impact of foreign currency translation, workforce related charges, lease termination related charges, acquisition related adjustments, transaction related costs, amortization of intangible assets, and effective income tax rate impact, as applicable. Adjusted EPS is Adjusted Net Earnings divided by diluted weighted average shares outstanding. This measure provides a meaningful representation of our operating

Current wording

•EPS, as Adjusted and Net Earnings, as Adjusted - Adjusted net earnings have been adjusted to exclude the after-tax impact of net gains on divestitures, acquisition integration costs, the impact of foreign currency translation, workforce related charges, lease termination related charges, acquisition related adjustments, transaction-related costs, amortization of intangible assets, and effective income tax rate impact, as applicable. Adjusted EPS is Adjusted Net Earnings divided by diluted weighted

Previous wording

28 - performance (and as such should not be used as a measure of our liquidity), and for the overall business is also presented to improve the comparability of our results between periods by eliminating the impact of the items that have a high degree of variability.

Current wording

31 - average shares outstanding. This measure provides a meaningful representation of our operating performance (and as such should not be used as a measure of our liquidity), and for the overall business is also presented to improve the comparability of our results between periods by eliminating the impact of the items that have a high degree of variability.

Previous wording

Reconciliation of Non-GAAP Information Presented to GAAP Measures - This quarterly report on Form 10‑Q includes tabular reconciliations to the most comparable GAAP measures, as follows: for EBITDAC (on pages 34 and 40), for adjusted revenues, adjusted EBITDAC and adjusted diluted net earnings per share (on page 31), for organic revenue measures (on pages 35 and 40), respectively, for the brokerage and risk management segments, for adjusted compensation and operating expenses and adjusted EBITDAC margin, (on page 37) for the brokerage segment and (on page 41) for the risk management segment.

Current wording

Reconciliation of Non-GAAP Information Presented to GAAP Measures - This quarterly report on Form 10‑Q includes tabular reconciliations to the most comparable GAAP measures, as follows: for EBITDAC (on pages 41 and 47) and adjusted EBITDAC margin, (on page 44) , for adjusted revenues, adjusted EBITDAC and adjusted diluted net earnings per share (on page 35), for organic revenue measures (on pages 42 and 47), respectively, for the brokerage and risk management segments, for adjusted compensation and operating expenses for the brokerage segment and (on page 48) for the risk management segment.

Previous wording

We are engaged in providing insurance brokerage, reinsurance brokerage, consulting services, and third-party property/casualty claims settlement and administration services to entities and individuals around the world. In the three-month period ended March 31, 2026, we generated approximately 70% of our revenues for the combined brokerage and risk management segments domestically and 30% internationally, primarily in Australia, Canada, New Zealand and the U.K. We have three reportable segments: brokerage, risk management and corporate. The brokerage and risk management segments contributed approximately 90% and 10%, respectively, to revenues during the three-month period ended March 31, 2026. The corporate segment did not generate any significant revenues in the three-month period ended March 31, 2026. Our major sources of operating revenues are commissions, fees and supplemental and contingent revenues from brokerage operations and fees from risk management operations. Interest income is earned on cash, cash equivalents and fiduciary cash and revenues are generated from premium financing.

Current wording

We are engaged in providing insurance brokerage, reinsurance brokerage, consulting services, and third-party property/casualty claims settlement and administration services to entities and individuals around the world. In the six-month period ended June 30, 2026, we generated approximately 69% of our revenues for the combined brokerage and risk management segments domestically and 31% internationally, primarily in Australia, Canada, New Zealand and the U.K. We have three reportable segments: brokerage, risk management and corporate. The brokerage and risk management segments contributed approximately 89% and 11%, respectively, to revenues during the six-month period ended June 30, 2026. The corporate segment did not generate any significant revenues in the six-month period ended June 30, 2026. Our major sources of operating revenues are commissions, fees and supplemental and contingent revenues from brokerage operations and fees

Previous wording

We use the Council of Insurance Agents and Brokers (which we refer to as CIAB) insurance pricing quarterly survey as an indicator of the insurance rate environment. The CIAB represents the leading domestic and international insurance brokers, who write approximately 85% of the commercial property/casualty premiums in the U.S. The first quarter 2026 survey had not been published as of the filing date of this report. The 2025 quarterly surveys indicated that U.S. commercial property/casualty rates increased by 4.2%, 3.7%, 1.6%, and 0.2% on average for the first, second, third and fourth quarters of 2025.

Current wording

We use the Council of Insurance Agents and Brokers (which we refer to as CIAB) insurance pricing quarterly survey as an indicator of the insurance rate environment. The CIAB represents the leading domestic and international insurance brokers, who write approximately 85% of the commercial property/casualty premiums in the U.S. The second quarter 2026 survey had not been published as of the filing date of this report. The first quarter 2026 survey indicated that U.S. commercial property/commercial casualty rates decreased 1.2%. The 2025 quarterly surveys indicated that U.S. commercial property/casualty rates increased by 4.2%, 3.7%, 1.6%, and 0.2% on average for the first, second, third and fourth quarters of 2025.

Previous wording

We continue to observe carrier competition across property-related coverages, while casualty lines, particularly in the U.S., remain subject to more cautious underwriting. 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. Global insured natural catastrophe losses during 2025 were below recent historical averages. A return to more normalized global loss activity in 2026 could influence property insurance and reinsurance carriers to increase pricing upon renewal. In addition, elevated loss trends and continued profitability concerns in certain casualty coverages, could impact underwriting terms and conditions in certain lines. Rising insurable values, including those driven by inflationary pressures, employment levels, and changes in market risks, continue to contribute to growth in insured exposures.

Current wording

We continue to observe carrier competition across property-related coverages, while casualty lines, particularly in the U.S., remain subject to more cautious underwriting.

Previous wording

The following provides information that management believes is helpful when comparing revenues before reimbursements, net earnings, EBITDAC and diluted net earnings per share for the three-month periods ended March 31, 2026 with the same period in 2025. In addition, these tables provide reconciliations to the most comparable GAAP measures for adjusted revenues, adjusted EBITDAC and adjusted diluted net earnings per share. Reconciliations of EBITDAC for the brokerage and risk management segments are provided on pages 34 and 40 , respectively, of this filing.

Current wording

The following provides information that management believes is helpful when comparing revenues before reimbursements, net earnings, EBITDAC and diluted net earnings per share for the three and six-month periods ended June 30, 2026 with the same periods in 2025. In addition, these tables provide reconciliations to the most comparable GAAP measures for adjusted revenues, adjusted EBITDAC and adjusted diluted net earnings per share. Reconciliations of EBITDAC for the brokerage and risk management segments are provided on pages 41 and 47 , respectively, of this filing.

Previous wording

First quarter 2025 reported and adjusted amounts for the Brokerage Segment include approximately $143 million of incremental interest income, or approximately 41 cents after-tax, earned on the cash proceeds held to fund the AssuredPartners acquisition.

Current wording

For second quarter 2025, reported and adjusted amounts for the Brokerage Segment include approximately $144 million of incremental interest income, or approximately 42 cents after-tax, earned on the cash proceeds associated with the AssuredPartners Financing in December 2024.

Previous wording

For the three-month period ended March 31, 2025, the pretax impact of adjustments for the brokerage, risk management and corporate segments totals $310 million, $12 million and $23 million, respectively, and corresponding adjustment to the provision (benefit) for income taxes of $76 million, $3 million and $(3) million, respectively, relating to these adjustments. A detailed reconciliation of the 2025 provision (benefit) for income taxes is shown on page 32.

Current wording

For the three-month period ended June 30, 2026, the pretax impact of adjustments for the brokerage, risk management and corporate segments totals $505 million, $12 million and $33 million, respectively, and corresponding adjustment to the provision (benefit) for income taxes of $130 million, $3 million and ($7) million, respectively, relating to these adjustments. A detailed reconciliation of the 2026 provision (benefit) for income taxes is shown on page 37.

Previous wording

The brokerage segment accounted for 90% of our revenues during the three-month period ended March 31, 2026. Our brokerage segment is primarily comprised of retail, wholesale and reinsurance brokerage operations. For further description of our segment operations and revenue sources, see the "Business" section in our Annual Report on Form 10-K for the year ended December 31, 2025.

Current wording

The brokerage segment accounted for 89% of our revenues during the six-month period ended June 30, 2026. Our brokerage segment is primarily comprised of retail, wholesale and reinsurance brokerage operations. For further description of our segment operations and revenue sources, see the "Business" section in our Annual Report on Form 10-K for the year ended December 31, 2025.

Previous wording

Financial information relating to our brokerage segment results for the three-month period ended March 31, 2026 compared to the same period in 2025, is as follows (in millions, except per share, percentages and workforce data).

Current wording

Financial information relating to our brokerage segment results for the three and six-month periods ended June 30, 2026 compared to the same periods in 2025, is as follows (in millions, except per share, percentages and workforce data).
Rearranged current paragraphs (8)

Current report — wording carried from elsewhere

32 - from risk management operations. Interest income is earned on cash, cash equivalents and fiduciary cash and revenues are generated from premium financing.

Current report — wording carried from elsewhere

Catastrophe loss activity and other market factors could influence pricing, capacity and underwriting conditions in the property insurance and reinsurance markets upon renewal. In addition, elevated loss trends and continued profitability concerns in certain casualty coverages could impact pricing, underwriting terms and conditions in those lines.

Current report — wording carried from elsewhere

Rising insurable values, including those driven by inflationary pressures, employment levels, and changes in market risks, continue to contribute to growth in insured exposures.

Current report — wording carried from elsewhere

Summary of Financial Results - Six-Month Periods Ended June 30, 2026 and 2025

Current report — wording carried from elsewhere

See the reconciliations of non-GAAP measures on page 37.

Current report — wording carried from elsewhere

For the Six Month Periods Ended June 30 Reported GAAP to Adjusted Non-GAAP Reconciliation:

Current report — wording carried from elsewhere

For six-month period ended June 30, 2025, reported and adjusted amounts for the Brokerage Segment include approximately $287 million of incremental interest income, or approximately 82 cents after-tax, earned on the cash proceeds associated with the AssuredPartners Financing in December 2024.

Current report — wording carried from elsewhere

Reconciliation of Non-GAAP Measures - Pretax Earnings and Diluted Net Earnings per Share
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

27 - include costs related to regulatory filings, legal and accounting services, insurance and incentive compensation.