Summary of Financial Results - Third Quarter
Revenues Before
Diluted Net Earnings
Reimbursements
Net Earnings (Loss)
EBITDAC
(Loss) Per Share
Segment
3rd Q 25
3rd Q 24
3rd Q 25
3rd Q 24
3rd Q 25
3rd Q 24
3rd Q 25
3rd Q 24
(in millions)
(in millions)
(in millions)
Brokerage, as reported
$ 2,922.9
$ 2,396.4
$ 410.4
$ 383.0
$ 840.3
$ 691.5
$ 1.57
$ 1.70
Net losses (gains) on divestitures
8.1
(22.5)
6.0
(16.8)
8.1
(22.5)
0.02
(0.07)
Acquisition integration
-
-
49.1
36.3
66.0
48.7
0.19
0.16
Workforce and lease termination
-
-
15.9
36.2
21.3
48.5
0.06
0.16
Acquisition related adjustments
-
-
46.9
1.8
45.9
31.5
0.18
0.01
Amortization of intangible assets
-
-
162.8
120.0
-
-
0.63
0.54
Effective income tax rate impact
-
-
-
(2.9)
-
-
-
(0.01)
Levelized foreign currency
translation
-
14.1
-
1.6
-
2.5
-
0.01
Brokerage, as adjusted *
2,931.0
2,388.0
691.1
559.2
981.6
800.2
2.65
2.50
Risk Management, as reported
402.1
369.7
49.5
44.6
82.0
74.1
0.19
0.20
Net (gains) on divestitures
(0.2)
(0.1)
(0.1)
(0.1)
(0.2)
(0.1)
-
-
Acquisition integration
-
-
1.7
0.6
2.4
0.9
0.01
-
Workforce and lease termination
-
-
2.4
1.4
3.4
2.0
0.01
0.01
Amortization of intangible assets
-
-
2.7
2.7
-
-
0.01
0.01
Levelized foreign currency
translation
-
(1.5)
-
(0.1)
-
(0.2)
-
-
Risk Management, as adjusted *
401.9
368.1
56.2
49.1
87.6
76.7
0.22
0.22
Corporate, as reported
0.4
0.4
(186.3)
(113.5)
(109.4)
(74.7)
(0.72)
(0.51)
Transaction-related costs
-
-
35.7
6.6
34.2
8.9
0.14
0.03
Legal & tax related
-
-
8.2
3.5
23.6
-
0.03
0.02
Corporate, as adjusted *
0.4
0.4
(142.4)
(103.4)
(51.6)
(65.8)
(0.55)
(0.46)
Total Company, as reported
$ 3,325.4
$ 2,766.5
$ 273.6
$ 314.1
$ 812.9
$ 690.9
$ 1.04
$ 1.39
Total Company, as adjusted *
$ 3,333.3
$ 2,756.5
$ 604.9
$ 504.9
$ 1,017.6
$ 811.1
$ 2.32
$ 2.26
Total Brokerage & Risk
Management, as reported
$ 3,325.0
$ 2,766.1
$ 459.9
$ 427.6
$ 922.3
$ 765.6
$ 1.76
$ 1.90
Total Brokerage & Risk
Management, as adjusted *
$ 3,332.9
$ 2,756.1
$ 747.3
$ 608.3
$ 1,069.2
$ 876.9
$ 2.87
$ 2.72
*
For third quarter 2025, the pretax impact of the Brokerage segment adjustments totals $376.8 million, mostly due to non‑cash period expenses related to intangible amortization, with a corresponding adjustment to the provision for income taxes of $96.1 million relating to these items. For third quarter 2025, the pretax impact of the Risk Management segment adjustments totals $9.3 million, with a corresponding adjustment to the provision for income taxes of $2.6 million relating to these items. For third quarter 2025, the pretax impact of the Corporate segment adjustments totals $57.8 million, with a corresponding adjustment to the benefit for income taxes of $13.9 million relating to these items. A detailed reconciliation of the 2025 and 2024 provision (benefit) for income taxes is shown on pages 14 and 15.
(1 of 15)
"We had a terrific and very active third quarter!" said J. Patrick Gallagher, Jr., Chairman and CEO. "For our combined brokerage and risk management segments, we delivered 20% total revenue growth; our 19th straight quarter of double-digit top-line growth. Organic revenue growth was 4.8%, and incremental revenue from acquisitions was more than $450 million. Net earnings margin was 13.8%, adjusted EBITDAC margin was 32.1%, and adjusted EBITDAC grew 22%. Our client-centric, team-driven, and welcoming culture is thriving!
"Global insurance renewal premium changes remain in positive territory and we are not seeing indications of economic slowdown. Our two-pronged growth strategy, organic and M&A, continues to benefit from our leading niche experts, vast data and analytics offerings, extensive product expertise, outstanding service, and global reach which puts us in an enviable spot competitively for new customers and production talent.
"Overall, our businesses continue to shine and the early days of AssuredPartners professionals joining the Gallagher team is off to a terrific start!"
Summary of Financial Results - Nine-Months ended September 30
Revenues Before
Diluted Net Earnings
Reimbursements
Net Earnings (Loss)
EBITDAC
(Loss) Per Share
Segment
9 Mths 25
9 Mths 24
9 Mths 25
9 Mths 24
9 Mths 25
9 Mths 24
9 Mths 25
9 Mths 24
(in millions)
(in millions)
(in millions)
Brokerage, as reported
$ 9,023.1
$ 7,637.6
$ 1,734.9
$ 1,368.4
$ 3,081.8
$ 2,408.3
$ 6.65
$ 6.10
Net (gains) on divestitures
(4.4)
(25.0)
(3.3)
(18.6)
(4.4)
(25.0)
(0.01)
(0.08)
Acquisition integration
-
-
112.4
112.7
150.7
151.0
0.43
0.51
Workforce and lease termination
-
-
57.5
65.6
77.0
88.0
0.22
0.29
Acquisition related adjustments
-
(26.0)
96.2
24.3
126.0
92.5
0.37
0.11
Amortization of intangible assets
-
-
444.9
364.2
-
-
1.71
1.63
Effective income tax rate impact
-
-
-
(8.0)
-
-
-
(0.04)
Levelized foreign currency
translation
-
26.7
-
3.1
-
5.1
-
0.01
Brokerage, as adjusted *
9,018.7
7,613.3
2,442.6
1,911.7
3,431.1
2,719.9
9.37
8.53
Risk Management, as reported
1,167.4
1,081.1
133.2
131.7
228.9
216.9
0.51
0.59
Net (gains) on divestitures
(0.5)
-
(0.4)
-
(0.5)
-
-
-
Acquisition integration
-
-
4.0
1.3
5.5
1.8
0.02
-
Workforce and lease termination
-
-
7.7
3.4
10.6
4.6
0.03
0.02
Acquisition related adjustments
-
-
1.3
0.2
1.7
0.2
0.01
-
Amortization of intangible assets
-
-
11.8
7.2
-
-
0.04
0.03
Levelized foreign currency
translation
-
(3.6)
-
(0.6)
-
(1.0)
-
-
Risk Management, as adjusted *
1,166.9
1,077.5
157.6
143.2
246.2
222.5
0.61
0.64
Corporate, as reported
1.2
1.9
(519.4)
(287.9)
(342.3)
(187.5)
(2.00)
(1.29)
Transaction-related costs
-
-
80.0
11.6
86.3
14.9
0.31
0.05
Legal & tax related
-
-
8.2
3.5
23.6
-
0.03
0.02
Corporate, as adjusted *
1.2
1.9
(431.2)
(272.8)
(232.4)
(172.6)
(1.66)
(1.22)
Total Company, as reported
$ 10,191.7
$ 8,720.6
$ 1,348.7
$ 1,212.2
$ 2,968.4
$ 2,437.7
$ 5.16
$ 5.40
Total Company, as adjusted *
$ 10,186.8
$ 8,692.7
$ 2,169.0
$ 1,782.1
$ 3,444.9
$ 2,769.8
$ 8.32
$ 7.95
Total Brokerage & Risk
Management, as reported
$ 10,190.5
$ 8,718.7
$ 1,868.1
$ 1,500.1
$ 3,310.7
$ 2,625.2
$ 7.16
$ 6.69
Total Brokerage & Risk
Management, as adjusted *
$ 10,185.6
$ 8,690.8
$ 2,600.2
$ 2,054.9
$ 3,677.3
$ 2,942.4
$ 9.98
$ 9.17
(2 of 15)
*
For the nine-month period ended September 30, 2025, the pretax impact of the Brokerage segment adjustments totals $948.7 million, mostly due to non‑cash period expenses related to intangible amortization, with a corresponding adjustment to the provision for income taxes of $241.0 million relating to these items. For the nine-month period ended September 30, 2025, the pretax impact of the Risk Management segment adjustments totals $33.6 million, with a corresponding adjustment to the provision for income taxes of $9.2 million relating to these items. For the nine-month period ended September 30, 2025, the pretax impact of the Corporate segment adjustments totals $109.9 million, with a corresponding adjustment to the benefit for income taxes of $21.7 million relating to these items. A detailed reconciliation of the 2025 and 2024 provision (benefit) for income taxes is shown on pages 14 and 15.
Brokerage Segment Reported GAAP to Adjusted Non-GAAP Reconciliations (dollars in millions):
Organic Revenues (Non-GAAP)
3rd Q 2025
3rd Q 2024
9 Mths 2025
9 Mths 2024
Base Commissions and Fees
Commissions and fees, as reported
$ 2,572.8
$ 2,123.0
$ 7,828.8
$ 6,862.7
Less commissions and fees from acquisitions
(417.2)
-
(634.9)
(26.0)
Less divested operations
-
(61.9)
-
(83.0)
Levelized foreign currency translation
-
14.0
-
25.3
Organic base commissions and fees
$ 2,155.6
$ 2,075.1
$ 7,193.9
$ 6,779.0
Organic change in base commissions and fees
3.9 %
6.1 %
Supplemental Revenues
Supplemental revenues, as reported
$ 117.6
$ 79.1
$ 334.3
$ 261.7
Less supplemental revenues from acquisitions
(9.0)
-
(12.3)
-
Levelized foreign currency translation
-
0.5
-
1.6
Organic supplemental revenues
$ 108.6
$ 79.6
$ 322.0
$ 263.3
Organic change in supplemental revenues
36.4 %
22.3 %
Contingent Revenues
Contingent revenues, as reported
$ 75.4
$ 69.3
$ 241.0
$ 215.1
Less contingent revenues from acquisitions
(15.2)
-
(19.1)
-
Levelized foreign currency translation
-
0.1
-
0.1
Organic contingent revenues
$ 60.2
$ 69.4
$ 221.9
$ 215.2
Organic change in contingent revenues
-13.3 %
3.1 %
Total reported commissions, fees, supplemental
revenues and contingent revenues
$ 2,765.8
$ 2,271.4
$ 8,404.1
$ 7,339.5
Less commissions, fees, supplemental revenues
and contingent revenues from acquisitions
(441.4)
-
(666.3)
(26.0)
Less divested operations
-
(61.9)
-
(83.0)
Levelized foreign currency translation
-
14.6
-
27.0
Total organic commissions, fees, supplemental
revenues and contingent revenues
$ 2,324.4
$ 2,224.1
$ 7,737.8
$ 7,257.5
Total organic change
4.5 %
6.6 %
Acquisition Activity
3rd Q 2025
3rd Q 2024
9 Mths 2025
9 Mths 2024
Number of acquisitions closed *
6
3
25
27
Estimated annualized revenues acquired (in millions)
$ 3,036.0
$ 32.7
$ 3,389.5
$ 173.9
*
In the third quarter of 2025 and 2024, Gallagher issued 9,000 shares and no shares, respectively, of its common stock directly to sellers in connection with tax-free exchange acquisitions.
(3 of 15)
Brokerage Segment Reported GAAP to Adjusted Non-GAAP Reconciliations (continued) (dollars in millions):
Acquisition of AssuredPartners
As previously disclosed, on August 18, 2025, we acquired AssuredPartners for approximately $13.8 billion. We raised $8.5 billion of cash in our December 11, 2024 follow-on common stock offering and borrowed $5.0 billion of cash in our December 19, 2024 senior notes issuance (collectively, the AssuredPartners Financing) to fund the transaction. On January 7, 2025, we received an additional $1.3 billion of cash due to the exercise by the underwriters of the overallotment provision related to the follow-on common stock offering.
Compensation Expense and Ratios
3rd Q 2025
3rd Q 2024
9 Mths 2025
9 Mths 2024
Compensation expense, as reported
$ 1,649.0
$ 1,362.9
$ 4,792.4
$ 4,210.0
Acquisition integration
(38.2)
(26.5)
(85.8)
(81.9)
Workforce and lease termination related charges
(15.4)
(46.2)
(68.3)
(81.5)
Acquisition related adjustments
(45.9)
(31.5)
(126.0)
(118.5)
Levelized foreign currency translation
-
8.7
-
15.8
Compensation expense, as adjusted
$ 1,549.5
$ 1,267.4
$ 4,512.3
$ 3,943.9
Reported compensation expense ratios using reported
revenues on pages 1 and 2
*
56.4 %
56.9 %
53.1 %
55.1 %
Adjusted compensation expense ratios using adjusted
revenues on pages 1 and 2
**
52.9 %
53.1 %
50.0 %
51.8 %
*
Reported third quarter 2025 compensation expense ratio was 0.5 pts lower than third quarter 2024. This ratio was primarily benefited by higher interest income revenues earned on proceeds associated with the AssuredPartners Financing. This ratio also benefited from savings related to workforce and lease termination costs, partially offset by the impact of recent acquisitions and increased benefit costs.
**
Adjusted third quarter 2025 compensation expense ratio was 0.2 pts lower than third quarter 2024. This ratio was primarily impacted by recent acquisitions and increased benefit costs, partially offset by the benefit of higher interest income revenues earned on proceeds associated with the AssuredPartners Financing.
Operating Expense and Ratios
3rd Q 2025
3rd Q 2024
9 Mths 2025
9 Mths 2024
Operating expense, as reported
$ 433.6
$ 342.0
$ 1,148.9
$ 1,019.3
Acquisition integration
(27.8)
(22.2)
(64.9)
(69.1)
Workforce and lease termination related charges
(5.9)
(2.3)
(8.7)
(6.5)
Levelized foreign currency translation
-
2.9
-
5.8
Operating expense, as adjusted
$ 399.9
$ 320.4
$ 1,075.3
$ 949.5
Reported operating expense ratios using reported
revenues on pages 1 and 2
*
14.8 %
14.3 %
12.7 %
13.4 %
Adjusted operating expense ratios using adjusted
revenues on pages 1 and 2
**
13.6 %
13.4 %
11.9 %
12.5 %
*
Reported third quarter 2025 operating expense ratio was 0.5 pts higher than third quarter 2024. This ratio was primarily impacted by higher integration costs and professional fees, partially offset by the benefit of higher interest income revenues earned on proceeds associated with the AssuredPartners Financing.
**
Adjusted third quarter 2025 operating expense ratio was 0.2 pts higher than third quarter 2024. This ratio was primarily benefited by higher interest income revenues earned on proceeds associated with the AssuredPartners Financing, partially offset by higher professional fees.
(4 of 15)
Brokerage Segment Reported GAAP to Adjusted Non-GAAP Reconciliations (continued) (dollars in millions):
Net Earnings to Adjusted EBITDAC (Non-GAAP)
3rd Q 2025
3rd Q 2024
9 Mths 2025
9 Mths 2024
Net earnings, as reported
$ 410.4
$ 383.0
$ 1,734.9
$ 1,368.4
Provision for income taxes
141.3
128.9
600.3
465.9
Depreciation
41.6
34.0
112.6
99.1
Amortization
218.5
161.0
596.4
487.8
Change in estimated acquisition earnout payables
28.5
(15.4)
37.6
(12.9)
EBITDAC
840.3
691.5
3,081.8
2,408.3
Net losses (gains) on divestitures
8.1
(22.5)
(4.4)
(25.0)
Acquisition integration
66.0
48.7
150.7
151.0
Workforce and lease termination related charges
21.3
48.5
77.0
88.0
Acquisition related adjustments
45.9
31.5
126.0
92.5
Levelized foreign currency translation
-
2.5
-
5.1
EBITDAC, as adjusted
$ 981.6
$ 800.2
$ 3,431.1
$ 2,719.9
Net earnings margin, as reported using reported
revenues on pages 1 and 2
*
14.0 %
16.0 %
19.2 %
17.9 %
EBITDAC margin, as adjusted using adjusted
revenues on pages 1 and 2
*
33.5 %
33.5 %
38.0 %
35.7 %
*
Third quarter 2025 adjusted EBITDAC margin includes approximately $76 million of interest income revenues earned on the proceeds received in December 2024 related to the AssuredPartners Financing. The roll-in of M&A, including the AssuredPartners acquisition, which was completed during the quarter, unfavorably impacted the year over year change in third quarter adjusted EBITDAC margin by approximately 2%.
Risk Management Segment Reported GAAP to Adjusted Non-GAAP Reconciliations (dollars in millions):
Organic Revenues (Non-GAAP)
3rd Q 2025
3rd Q 2024
9 Mths 2025
9 Mths 2024
Fees
$ 389.4
$ 359.1
$ 1,134.7
$ 1,048.0
International performance bonus fees
3.1
0.7
5.7
5.8
Fees as reported
392.5
359.8
1,140.4
1,053.8
Less fees from acquisitions
(13.3)
-
(38.8)
-
Less divested operations
-
(2.8)
-
(7.1)
Levelized foreign currency translation
-
(1.5)
-
(3.6)
Organic fees
$ 379.2
$ 355.5
$ 1,101.6
$ 1,043.1
Organic change in fees
6.7 %
5.6 %
Acquisition Activity
3rd Q 2025
3rd Q 2024
9 Mths 2025
9 Mths 2024
Number of acquisitions closed
-
1
1
1
Estimated annualized revenues acquired (in millions)
$ -
$ 14.0
$ 38.2
$ 14.0
(5 of 15)
Risk Management Segment Reported GAAP to Adjusted Non-GAAP Reconciliations (continued) (dollars in millions):
Compensation Expense and Ratios
3rd Q 2025
3rd Q 2024
9 Mths 2025
9 Mths 2024
Compensation expense, as reported
$ 243.8
$ 224.6
$ 718.5
$ 657.7
Acquisition integration
(0.9)
(0.4)
(2.0)
(1.0)
Workforce and lease termination related charges
(3.0)
(1.1)
(9.1)
(2.8)
Acquisition related adjustments
-
-
(1.7)
(0.2)
Levelized foreign currency translation
-
(1.0)
-
(2.6)
Compensation expense, as adjusted
$ 239.9
$ 222.1
$ 705.7
$ 651.1
Reported compensation expense ratios using reported
revenues (before reimbursements) on pages 1 and 2
*
60.6 %
60.7 %
61.6 %
60.8 %
Adjusted compensation expense ratios using adjusted
revenues (before reimbursements) on pages 1 and 2
**
59.7 %
60.3 %
60.5 %
60.4 %
*
Reported third quarter 2025 compensation expense ratio was 0.1 pts lower than third quarter 2024. This ratio was primarily impacted by savings related to headcount controls, partially offset by increased incentive compensation and workforce and lease termination costs.
**
Adjusted third quarter 2025 compensation expense ratio was 0.6 pts lower compared to third quarter 2024. This ratio was primarily impacted by savings related to headcount controls and temporary help, partially offset by increased incentive compensation.
Operating Expense and Ratios
3rd Q 2025
3rd Q 2024
9 Mths 2025
9 Mths 2024
Operating expense, as reported
