Arthur J. Gallagher & Co. (AJG) 10-K risk factor changes: FY2019 vs FY2018

[removed: Risks] [added: Risks] Relating to our Business [removed: Generally][added: Generally]

[removed: An] [added: An] economic downturn, as well as unstable economic conditions in the countries and regions in which we operate, could adversely affect our results of operations and financial [removed: condition.][added: condition.]

[removed: In addition, specific industries or sectors of the economy could experience declines in ways that impact our business; for] [added: For] example, if climate change and environmental risks harm [removed: the] [added: certain industries like] oil and [removed: gas industry,] [added: gas, our] clients in [removed: our energy niche] [added: those industries] could go out of business or have reduced needs for insurance coverage or consulting services.

[removed: The] [added: The] exit of the U.K. from the European Union (Brexit) could adversely affect our results of operations and financial [removed: condition.][added: condition.]

Our operations in the U.K., which contributed approximately [removed: 17%] [added: 19%] of our brokerage segment and approximately 4% of our risk management segment revenues in [removed: 2018,] [added: 2019,] expose us to risk in the event of an economic downturn in the U.K. due to Brexit.

While we have a plan in place to [removed: service these] [added: transfer those] clients [removed: from one of our existing offices in Sweden,] [added: to a Swedish subsidiary,] such a transition could be a distraction to both clients and our management.

In addition, the uncertainty surrounding Brexit has and may continue to result in substantial volatility in foreign exchange [removed: markets] [added: markets, which could cause volatility in our quarterly financial results,] and may lead to a sustained weakness in the British pound’s exchange rate against the U.S. dollar.

[removed: Economic] [added: Economic] conditions that result in financial difficulties for underwriting enterprises or lead to reduced risk-taking capital capacity could adversely affect our results of operations and financial [removed: condition.][added: condition.]

In addition, if underwriting enterprises merge or if a large underwriting enterprise fails or withdraws from offering certain lines of coverage, [added: for example, because of large payouts related to climate change or other emerging risk areas,] overall risk-taking capital capacity could be negatively affected, which could reduce our ability to place certain lines of coverage and, as a result, reduce our revenues and profitability.

[removed: We] [added: We] have historically acquired large numbers of insurance brokers, benefit consulting firms and, to a lesser extent, claim and risk management firms.

We may not be able to continue such an acquisition strategy in the future and there are risks associated with such acquisitions, which could adversely affect our growth and results of [removed: operations.][added: operations.]

Continuing consolidation in our industry and growing interest in acquiring insurance brokers on the part of private equity [removed: firms and] [added: firms,] private equity-backed consolidators [added: and newly public insurance brokers (one of which has a partnership tax structure that gives it an advantage in pricing acquisitions)] could make it more difficult for us to identify appropriate targets and could make them more expensive.

Post-acquisition risks include those relating to retention of personnel, retention of clients, entry into unfamiliar markets or lines of business, contingencies or liabilities, such as violations of sanctions laws or anti-corruption laws including the FCPA and U.K. Bribery Act, risks relating to ensuring compliance with licensing and regulatory requirements, tax and accounting issues, the risk that the acquisition distracts management and personnel from our existing business, and integration difficulties relating to accounting, information technology, [added: pay equity,] human resources, employee attrition or poor organizational culture and fit, some or all of which could have an adverse effect on our results of operations and growth.

[removed: We] [added: We] face significant competitive pressures in each of our [removed: businesses.][added: businesses.]

[removed: We] [added: Three of the firms we] compete with [removed: three firms] in the global risk management and brokerage markets [removed: that] have revenues significantly larger than ours.

Losing business to competitors offering similar [added: services or] products at a lower cost or having other competitive advantages would adversely affect our business.

| | • | [removed: |] Increased capital-raising by underwriting enterprises, which could result in new risk-taking capital in the industry, which in turn may lead to lower insurance premiums and commissions; |

| | • | [removed: |] Underwriting enterprises selling insurance directly to insureds without the involvement of a broker or other intermediary; |

| | • | [removed: |] Changes in our business compensation model as a result of regulatory developments; |

| | • | [removed: |] Federal and state governments establishing programs to provide health insurance or, in certain cases, property insurance in catastrophe-prone areas or other alternative market types of coverage, that compete with, or completely replace, insurance products currently offered by underwriting enterprises; [removed: and] |

| | • | [removed: |] Increased competition from new market participants such as banks, accounting firms, consulting firms and Internet or other technology firms offering risk management or insurance brokerage services, or new distribution channels for insurance such as payroll [removed: firms.] [added: firms and professional employer organizations.] |

[removed: Volatility] [added: Volatility] or declines in premiums or other adverse trends in the insurance industry may seriously undermine our [removed: profitability.][added: profitability.]

[removed: As underwriting enterprises continue to outsource the production of premium revenue to non-affiliated] brokers or agents such as us, those companies may seek to further minimize their expenses by reducing the commission rates payable to insurance agents or brokers.

Because we do not determine the timing or extent of premium pricing changes, it is difficult to [removed: precisely] forecast our commission [removed: revenues,] [added: revenues precisely,] including whether they will significantly decline.

As a result, we may have to adjust our budgets for future acquisitions, capital expenditures, dividend payments, [removed: loan] [added: debt] repayments and other expenditures to account for unexpected changes in revenues, and any decreases in premium rates may adversely affect the results of our operations.

In addition, there have been and may continue to be various trends in the insurance industry toward alternative insurance markets including, among other things, greater levels of self-insurance, captives, [removed: rent-a-captives, risk retention groups and non-insurance capital markets-based solutions to traditional insurance.]

This could negatively impact us because fees are generally not indexed for inflation and [removed: do] [added: might] not [removed: automatically] increase with premiums as commissions [removed: do.][added: do or with the level of service provided.]

[removed: Contingent] [added: Contingent] and supplemental revenues we receive from underwriting enterprises are less predictable than standard commission revenues, and any decrease in the amount of these forms of revenue could adversely affect our results of [removed: operations.][added: operations.]

In the case of contingent revenues, under the [removed: new] [added: changed] revenue recognition accounting standard, [removed: that was] effective January 1, 2018, this could lead to the reversal of revenues in future periods that were recognized in prior periods (See Note 2 to our [removed: 2018] [added: 2019] consolidated financial statements for more information).

[removed: If] [added: If] we are unable to apply technology effectively in driving value for our clients through technology-based solutions or gain internal efficiencies and effective internal controls through the application of technology and related tools, our operating results, client relationships, growth and compliance programs could be adversely [removed: affected.][added: affected.]

We may be exposed to competitive risks related to the adoption and application of new technologies by established market participants (for example, through disintermediation) or new entrants such as technology companies, “Insurtech” [removed: start-up companies and others.]

[removed: Damage] [added: Damage] to our reputation could have a material adverse effect on our [removed: business.][added: business.]

[removed: Our] [added: Our] future success depends, in part, on our ability to attract and retain experienced and qualified talent, including our senior management [removed: team.][added: team.]

[removed: Our] [added: Our] substantial operations outside the U.S. expose us to risks different than those we face in the [removed: U.S.][added: U.S.]

In [removed: 2018,] [added: 2019,] we generated approximately [removed: 30%] [added: 31%] of our combined brokerage and risk management revenues outside the U.S. The global nature of our business creates operational and economic risks.

For example, we have substantial operations in India that provide important [removed: back-office] services for other parts of our global organization.

| | • | [removed: |] Maintaining awareness of and complying with a wide variety of labor practices and foreign laws, including those relating to export and import duties, environmental policies and privacy issues, as well as laws and regulations applicable to U.S. business operations abroad. These and other international regulatory risks are described below under “Regulatory, Legal and Accounting Risks;” |

| | • | [removed: |] The potential costs, difficulties and risks associated with local regulations across the globe, including the risk of personal liability for directors and officers and “piercing the corporate veil” risks under the corporate law regimes of certain countries; |

| | • | [removed: |] Difficulties in staffing and managing foreign operations. For example, we are building our [removed: South] [added: Latin] American operations (which contributed [removed: $32.3] [added: $37.4] million in revenue from [removed: 15] [added: 18] locations in [removed: 2018)] [added: 2019)] through acquisitions of local family-owned insurance brokerage firms. If we lose a local leader, recruiting a replacement locally or finding an internal candidate qualified to transfer to such location could be difficult; |

| | • | [removed: |] Less flexible employee relationships, which [removed: may limit] [added: in certain circumstances has limited] our ability to prohibit employees from competing with us after they are no longer employed with us or recovering [removed: damages in the event they do so,] [added: damages,] and [removed: may make] [added: made] it more difficult and expensive to terminate their employment; |

Please carefully consider the following discussion of significant factors, events, and uncertainties that make an investment in our securities risky.

The events and consequences discussed in these risk factors could, in circumstances we may not be able to accurately predict, recognize, or control, have a material adverse effect on our business, growth, reputation, prospects, financial condition, operating results (including components of our financial results such as revenues and net earnings), cash flows, liquidity, and stock price.

These risk factors do not identify all risks that we face; our operations could also be affected by factors, events, or uncertainties that are not presently known to us or that we currently do not consider to present significant risks to our operations.

In addition, the global economic climate amplifies many of these risks.

In addition, specific industries or sectors of the economy could experience declines in ways that impact our business.

To cite another example, if an increase in consumer preference for

car-

and ride-sharing services results in a long-term reduction in vehicle use, the automobile insurance industry could decline.

Any such reduction or decline (whether caused by an overall economic decline or declines in certain industries) could adversely impact our commission revenues, consulting revenues or revenues from managing third-party insurance claims.

Following approval by the European Union and the U.K. parliaments, the U.K. formally left the European Union on January 31, 2020.

The U.K. is now expected to be in an implementation period until December 31, 2020 (any further extension would require U.K. legislation to be changed).

During this period, the U.K. will still follow all the European Union’s rules and regulations, will remain in the single market and the customs union, and will permit the free movement of people.

There is no formal stated intent by the U.K. or European Economic Area (EEA) authorities to put in place, at the end of the implementation period, an arrangement under which U.K.-based insurance brokers will continue to be able to exercise “passporting rights” to provide services to clients in the EEA.

Accordingly, while our EEA client base is a small part of our U.K. operations, our expectation is that EEA clients will need to be serviced by a subsidiary authorized in the EEA.

In addition, under our business model in the U.K. some services will be provided through staff working in a U.K. branch of the subsidiary.

There can be no assurance that applicable EU regulations will not change, potentially requiring us to adjust our plans and causing further management distraction and cost.

Over the past decade or more, private equity sponsors have invested heavily in the insurance brokerage and third party claims administration industries, creating new competitors and strengthening existing ones.

Consolidation among our existing competitors could create additional competitive pressure on us as such firms grow their market share, take advantage of strategic and operational synergies and develop lower cost structures.

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| | • | Continued consolidation in the financial services industry, leading to larger financial services institutions offering a wider variety of services including insurance brokerage and risk management services; and |

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As underwriting enterprises continue to outsource the production of premium revenue to

non-affiliated

rent-a-captives,

risk retention groups and

non-insurance

capital markets-based solutions to traditional insurance.

start-up

companies and others.

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All such reductions (whether caused by an overall economic decline or declines in particular industries) could adversely impact future commission revenues when the underwriting enterprises perform exposure audits if they lead to subsequent downward premium adjustments.

We record the commission income effects of subsequent premium adjustments when the adjustments become known and, as a result, any downturn or improvement in our results of operations and financial condition may lag a downturn or improvement in the economy.

In a so-called “hard” or “no-deal” Brexit where the U.K. leaves the European Union without trade or other deals in place with member countries, our European client base outside the U.K., which is minimal, would need to be serviced from operations in a country in the European Union.

Such failures or coverage withdrawals on the part of underwriting enterprises could occur for any number of reasons, including large unexpected payouts related to climate change or other emerging risk areas.

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Improper disclosure of confidential, personal or proprietary information could result in regulatory scrutiny, legal liability or reputational harm, and could have an adverse effect on our business or operations.

If our information systems or infrastructure or those of our third party vendors experience a significant disruption or breach, such information could be compromised.

[removed: Introduction][added: Introduction]

[removed: In addition, please see “Information Regarding Non-GAAP Measures and Other” beginning on page 32 for a reconciliation of the non-GAAP] measures for adjusted total revenues, organic commission, fee and supplemental revenues and adjusted EBITDAC to the comparable GAAP measures, as well as other important information regarding these measures.

We are headquartered in Rolling Meadows, Illinois, have operations in [removed: 35 other] [added: 49] countries and offer client-service capabilities in more than 150 countries globally through a network of correspondent brokers and consultants.

In [removed: 2018,] [added: 2019,] we expanded, and expect to continue to expand, our international operations through both acquisitions and organic growth.

We generate approximately [removed: 70%] [added: 69%] of our revenues for the combined brokerage and risk management segments domestically, with the remaining [removed: 30%] [added: 31%] derived internationally, primarily in Australia, Bermuda, Canada, the Caribbean, New Zealand and the U.K. (based on [removed: 2018] [added: 2019] revenues).

We expect that our international revenue as a percentage of our total revenues in [removed: 2019] [added: 2020] will be comparable to [removed: 2018.][added: 2019.]

We have three reportable segments: brokerage, risk management and corporate, which contributed approximately [removed: 61%,] [added: 68%,] 14% and [removed: 25%,] [added: 18%,] respectively, to [removed: 2018] [added: 2019] revenues.

[added: \- See Revenue Recognition in] Notes [added: 1,] 2 and [removed: 3] [added: 4] to our [removed: 2018] [added: 2019] consolidated financial statements [removed: included in this report contains] [added: for] information [removed: regarding the impact] [added: with respect to] the [added: impacts a] new [removed: revenue recognition] accounting [removed: standard] [added: standard, relating to revenue recognition,] had on our financial [removed: presentation.][added: position and operating results.]

[removed: Summary] [added: Summary] of Financial Results - Year Ended December [removed: 31,][added: 31,]

| | | [removed: Year 2018] [added: Year 2019] | | | | | | | | [removed: Year 2017] [added: Year 2018] | | | | | | | | [removed: Change] [added: Change] | | | | | | |

| | | [removed: Reported] [added: Reported] | | | | [removed: Adjusted] [added: Adjusted] | | | | [removed: Reported] [added: Reported] | | | | [removed: Adjusted] [added: Adjusted] | | | | [removed: Reported] [added: Reported] | | | | [removed: Adjusted] [added: Adjusted] | | |

[removed: | | | GAAP | | | | Non-GAAP | | | | GAAP | | | | Non-GAAP | | | | GAAP | | | | Non-GAAP | | |][added: Non-GAAP]

| [removed: Brokerage Segment] [added: Brokerage Segment] | | | | | | | | | | | | | | | | | | | | | | | | |

| [removed: Revenues] [added: Reported revenues] | | $ | [removed: 4,246.9] [added: 4,901.5] | | | $ | [removed: 4,236.7] [added: 4,246.9] | | | [removed: $] | [removed: 3,815.1] | | | $ | [removed: 3,824.7] [added: 4,246.9] | | | [added: $] | [removed: 11] [added: 3,815.1] | [removed: %] | | | [removed: 11] | [removed: %] |

| Net earnings | | $ | [removed: 573.2] [added: 717.3] | | | | | | | $ | [removed: 414.7] [added: 573.2] | | | | | | | | [removed: 38] [added: 25] | % | | | | |

| Net earnings [removed: margin] [added: margin, as reported] | | | [removed: 13.5] [added: 14.6] | % | | | [added: 13.5] | [added: %] | | | [removed: 10.9] [added: +113 bpts] | [removed: %] | | | [added: 13.5] | [added: %] | | | [removed: +263 bpts] [added: 10.9] | [added: %] | | | [added: +263 bpts] | |

| [removed: Adjusted EBITDAC] [added: EBITDAC, as adjusted] | | [added: $] | [added: 1,378.8] | | | $ | [removed: 1,172.4] [added: 1,164.5] | | | | [added: 18.4] | [added: %] | | $ | [removed: 1,043.0] [added: 1,172.4] | | | [added: $] | [added: 1,043.0] | | | | [removed: 12] [added: 12.4] | % |

| [removed: Adjusted] EBITDAC [removed: margin] [added: margin, as adjusted] | | | [added: 28.6] | [added: %] | | | [removed: 27.7] [added: 27.8] | % | | | [added: +75 bpts] | | | | [removed: 27.3] [added: 27.7] | % | | | [added: 27.4] | [added: %] | | | +40 bpts | |

| Diluted net earnings per share | | $ | [removed: 3.02] [added: 3.68] | | | $ | [removed: 3.24] [added: 3.02] | | | $ | [removed: 2.23] [added: 0.66] | | | $ | [removed: 2.50] [added: 3.02] | | | [added: $] | [removed: 35] [added: 2.23] | [removed: %] | | [added: $] | [removed: 30] [added: 0.79] | [removed: %] |

| [removed: Risk] [added: Risk] Management [removed: Segment] [added: Segment] | | | | | | | | | | | | | | | | | | | | | | | | |

| Organic [removed: revenues] [added: fees] | | [added: $] | [added: 823.3] | | | $ | [removed: 786.3] [added: 788.7] | | | | [added: 4.4] | [added: %] | | $ | [removed: 734.2] [added: 786.3] | | | [added: $] | [added: 734.2] | | | | 7.1 | % |

| Net earnings | | $ | [removed: 70.4] [added: 66.2] | | | | | | | $ | [removed: 55.7] [added: 70.4] | | | | | | | | [removed: 26] [added: \-6] | % | | | | |

| Net earnings [removed: margin (before reimbursements)] [added: margin, before reimbursements, as reported] | | | [removed: 8.8] [added: 7.9] | % | | | [added: 8.8] | [added: %] | | | [removed: 7.6] [added: \-92 bpts] | [removed: %] | | | [added: 8.8] | [added: %] | | | [removed: +127 bpts] [added: 7.6] | [added: %] | | | [added: +127 bpts] | |

| [removed: Adjusted EBITDAC] [added: EBITDAC, as adjusted] | | [added: $] | [added: 145.8] | | | $ | [removed: 138.7] [added: 136.4] | | | | [added: 6.9] | [added: %] | | $ | [removed: 126.1] [added: 138.7] | | | [added: $] | [added: 126.1] | | | | [removed: 10] [added: 9.9] | % |

| [removed: Adjusted] EBITDAC [removed: margin (before reimbursements)] [added: margin, before reimbursements, as adjusted] | | | [added: 17.4] | [added: %] | | | [removed: 17.4] [added: 17.3] | % | | | [added: +11 bpts] | | | | [removed: 17.2] [added: 17.4] | % | | | [added: 17.2] | [added: %] | | | +21 bpts | |

| Diluted net earnings per share | | $ | [removed: 0.38] [added: 0.35] | | | $ | 0.37 | | | $ | [removed: 0.31] [added: 0.38] | | | $ | [removed: 0.32] [added: 0.36] | | | | [removed: 23] [added: \-8] | % | | | [removed: 16] [added: 3] | % |

| [removed: Corporate Segment] [added: Corporate Segment] | | | | | | | | | | | | | | | | | | | | | | | | |

| Diluted net earnings (loss) per share | | $ | [removed: —] [added: (0.51] | [added: )] | | $ | [removed: (0.16] [added: —] | [removed: )] | | $ | [removed: 0.10] [added: (0.51] | [added: )] | | $ | [removed: 0.18] [added: —] | | | [added: $] | [added: 0.10] | | | [added: $] | [added: (0.10] | [added: )] |

| [removed: Total Company] [added: Total Company] | | | | | | | | | | | | | | | | | | | | | | | | |

| Diluted net earnings per share | | $ | [removed: 3.40] [added: 3.52] | | | $ | [removed: 3.45] [added: 3.65] | | | $ | [removed: 2.64] [added: 3.40] | | | $ | [removed: 3.00] [added: 3.43] | | | | [removed: 29] [added: 4] | % | | | [removed: 15] [added: 6] | % |

In our corporate segment, net after tax earnings from our clean energy investments was [removed: $118.6] [added: $88.5] million and [removed: $132.7] [added: $118.6] million in [removed: 2018] [added: 2019] and [removed: 2017,] [added: 2018,] respectively.

Our current estimate of the [removed: 2019] [added: 2020] annual net after tax earnings, including IRC Section 45 tax credits, which will be produced from all of our clean energy investments in [removed: 2019,] [added: 2020,] is [removed: $105.0] [added: $80.0] million to [removed: $115.0] [added: $100.0] million.

The following provides information that management believes is helpful when comparing [removed: revenues,] [added: revenues before reimbursements,] net earnings, EBITDAC and diluted net earnings per share for [removed: 2018] [added: 2019] and [removed: 2017.][added: 2018.]

| [removed: Year] [added: Year] Ended December 31 Reported GAAP to Adjusted Non-GAAP [removed: Reconciliation:] [added: Reconciliation:] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | [removed: Revenues] [added: Revenues] Before [removed: Reimbursements] [added: Reimbursements] | | | | | | | | [removed: Net Earnings] [added: Net Earnings (Loss)] | | | | | | | | [removed: EBITDAC] [added: EBITDAC] | | | | | | | | [removed: Diluted Net Earnings (Loss) Per Share] [added: Diluted Net Earnings (Loss) Per Share] | | | | | | | | | | |

| [removed: Segment] [added: Segment] | | [removed: 2018] [added: 2019] | | | | [removed: 2017] [added: 2018] | | | | [removed: 2018] [added: 2019] | | | | [removed: 2017] [added: 2018] | | | | [removed: 2018] [added: 2019] | | | | [removed: 2017] [added: 2018] | | | | [removed: 2018] [added: 2019] | | | | [removed: 2017] [added: 2018] | | | | [removed: Chg] [added: Chg] | | |

| Brokerage, as reported | | $ | [removed: 4,246.9] [added: 4,901.5] | | | $ | [removed: 3,815.1] [added: 4,246.9] | | | $ | [removed: 573.2] [added: 717.3] | | | $ | [removed: 414.7] [added: 573.2] | | | $ | [removed: 1,126.3] [added: 1,359.1] | | | $ | [removed: 988.8] [added: 1,126.3] | | | $ | [removed: 3.02] [added: 3.68] | | | $ | [removed: 2.23] [added: 3.02] | | | | [removed: 35] [added: 22] | % |

| Acquisition integration | | | — | | | | — | | | | [removed: 2.6] [added: 16.1] | | | | [removed: 10.5] [added: 2.6] | | | | [removed: 3.4] [added: 20.4] | | | | [removed: 14.8] [added: 3.4] | | | | [removed: 0.01] [added: 0.08] | | | | [removed: 0.06] [added: 0.01] | | | | | |

| Workforce [removed: &] [added: and] lease termination | | | [removed: —] [added: 38.7] | | | | [removed: —] [added: 9.6] | | | | 29.1 | | | | [removed: 21.9 | | | | 38.7] [added: —] | | | | [removed: 30.1] [added: 29.1] | | | | 0.16 | | [removed: | | 0.12 | | | | | |]

| Acquisition related adjustments | | | [removed: — | | | | —] [added: 16.8] | | | | [removed: 16.3] [added: 14.2] | | | | [removed: 16.7] | | | | 14.2 | | | | 9.1 | | | | [removed: 0.09] | | [removed: | | 0.09 | | | | | |]

In addition, please see “Information Regarding

Measures and Other” beginning on page 32 for a reconciliation of the

See the reconciliations of

non-GAAP

measures on pages 27 and 28.

| | | GAAP | | | | Non-GAAP | | | | GAAP | | | | Non-GAAP | | | | GAAP | | | | Non-GAAP | | |

| Revenues | | $ | 4,901.5 | | | $ | 4,826.2 | | | $ | 4,246.9 | | | $ | 4,185.9 | | | | 15 | % | | | 15 | % |

| Organic revenues | | | | | | $ | 4,326.2 | | | | | | | $ | 4,088.3 | | | | | | | | 5.8 | % |

| Adjusted EBITDAC | | | | | | $ | 1,378.8 | | | | | | | $ | 1,164.5 | | | | | | | | 18 | % |

| Revenues before reimbursements | | $ | 838.5 | | | $ | 838.5 | | | $ | 798.3 | | | $ | 789.2 | | | | 5 | % | | | 6 | % |

| Organic revenues | | | | | | $ | 823.3 | | | | | | | $ | 788.7 | | | | | | | | 4.4 | % |

| Adjusted EBITDAC | | | | | | $ | 145.8 | | | | | | | $ | 136.4 | | | | | | | | 7 | % |

| Diluted net loss per share | | $ | (0.51 | ) | | $ | (0.45 | ) | | $ | — | | | $ | (0.16 | ) | | | | | | | | |

| Total Brokerage and Risk Management Segment | | | | | | | | | | | | | | | | | | | | | | | | |

| Net gains on divestitures | | | (75.3 | ) | | | (10.2 | ) | | | (47.5 | ) | | | (7.9 | ) | | | (62.3 | ) | | | (10.2 | ) | | | (0.25 | ) | | | (0.04 | ) | | | | |

| Acquisition related adjustments | | | — | | | | — | | | | 5.8 | | | | 16.3 | | | | 16.8 | | | | 14.2 | | | | 0.03 | | | | 0.09 | | | | | |

| Brokerage, as adjusted * | | | 4,826.2 | | | | 4,185.9 | | | | 726.8 | | | | 611.3 | | | | 1,378.8 | | | | 1,164.5 | | | | 3.73 | | | | 3.23 | | | | 15 | % |

| Risk Management, as adjusted * | | | 838.5 | | | | 789.2 | | | | 70.4 | | | | 68.2 | | | | 145.8 | | | | 136.4 | | | | 0.37 | | | | 0.36 | | | | 3 | % |

| Workforce | | | — | | | | — | | | | 2.3 | | | | — | | | | 3.0 | | | | — | | | | 0.01 | | | | — | | | | | |

| Clean energy related | | | 3.0 | | | | — | | | | 11.7 | | | | — | | | | 14.9 | | | | — | | | | 0.05 | | | | — | | | | | |

| Total Company, as adjusted * | | $ | 6,984.1 | | | $ | 6,722.3 | | | $ | 743.4 | | | $ | 680.9 | | | $ | 1,341.1 | | | $ | 1,087.0 | | | $ | 3.65 | | | $ | 3.43 | | | | 6 | % |

| Management, as adjusted * | | $ | 5,664.7 | | | $ | 4,975.1 | | | $ | 797.1 | | | $ | 679.5 | | | $ | 1,524.6 | | | $ | 1,300.9 | | | $ | 4.10 | | | $ | 3.59 | | | | 14 | % |

Reconciliation of

Non-GAAP

Measures -

Pre-tax

| Brokerage, as reported | | $ | 946.5 | | | $ | 229.2 | | | $ | 717.3 | | | $ | 17.2 | | | $ | 700.1 | | | $ | 3.68 | |

| Net gains on divestitures | | | (62.3 | ) | | | (14.8 | ) | | | (47.5 | ) | | | — | | | | (47.5 | ) | | | (0.25 | ) |

| Acquisition integration | | | 20.4 | | | | 4.3 | | | | 16.1 | | | | — | | | | 16.1 | | | | 0.08 | |

| Workforce and lease termination | | | 44.8 | | | | 9.7 | | | | 35.1 | | | | — | | | | 35.1 | | | | 0.19 | |

| Acquisition related adjustments | | | 7.5 | | | | 1.7 | | | | 5.8 | | | | — | | | | 5.8 | | | | 0.03 | |

| Brokerage, as adjusted | | $ | 956.9 | | | $ | 230.1 | | | $ | 726.8 | | | $ | 17.2 | | | $ | 709.6 | | | $ | 3.73 | |

| Risk Management, as reported | | $ | 88.4 | | | $ | 22.2 | | | $ | 66.2 | | | $ | — | | | $ | 66.2 | | | $ | 0.35 | |

| Workforce and lease termination | | | 7.9 | | | | 2.7 | | | | 5.2 | | | | — | | | | 5.2 | | | | 0.03 | |

| Corporate, as reported | | $ | (408.8 | ) | | $ | (341.1 | ) | | $ | (67.7 | ) | | $ | 29.8 | | | $ | (97.5 | ) | | $ | (0.51 | ) |

| Workforce | | | 3.0 | | | | 0.7 | | | | 2.3 | | | | — | | | | 2.3 | | | | 0.01 | |

| Clean energy related | | | 14.9 | | | | 3.2 | | | | 11.7 | | | | 2.5 | | | | 9.2 | | | | 0.05 | |

| Corporate, as adjusted | | $ | (390.9 | ) | | $ | (337.2 | ) | | $ | (53.7 | ) | | $ | 32.3 | | | $ | (86.0 | ) | | $ | (0.45 | ) |

| Brokerage, as adjusted | | $ | 815.2 | | | $ | 203.9 | | | $ | 611.3 | | | $ | 10.7 | | | $ | 600.6 | | | $ | 3.23 | |

| Risk Management, as adjusted | | $ | 92.5 | | | $ | 24.3 | | | $ | 68.2 | | | $ | — | | | $ | 68.2 | | | $ | 0.36 | |

Accounting Changes - Impact of New Revenue Recognition Accounting Standard

As a result of adopting a new revenue recognition accounting statement, we restated our consolidated financial statements and related information from amounts previously reported herein for 2017 and 2016.

We adopted the new standard as of January 1, 2018, using the full retrospective method to restate each prior reporting period presented.

The cumulative effect of the adoption was an increase to retained earnings of $125.3 million as of January 1, 2016.

While the adoption of the new standard did not have a material impact on the presentation of our consolidated results of operations on an annual basis, there was a material impact on the presentation of our results in certain quarters due to timing changes in the recognition of certain revenue and expenses.

As a result, we did experience a different “seasonality” in our quarterly results after adoption of the new standard, with a shift in the timing of revenue recognized from the second, third and fourth quarters to the first quarter.

##### [Table of Contents](#toc)

See the reconciliations of non-GAAP measures on pages 28 and 29.

| Organic revenues | | | | | | $ | 3,960.2 | | | | | | | $ | 3,749.0 | | | | | | | | 5.6 | % |

| Revenues | | $ | 798.3 | | | $ | 798.3 | | | $ | 737.4 | | | $ | 734.7 | | | | 8 | % | | | 9 | % |

##### [Table of Contents](#toc)

| Gains on book sales | | | (10.2 | ) | | | (3.4 | ) | | | (7.9 | ) | | | (2.4 | ) | | | (10.2 | ) | | | (3.4 | ) | | | (0.04 | ) | | | (0.01 | ) | | | | |

| Brokerage, as adjusted * | | | 4,236.7 | | | | 3,824.7 | | | | 613.3 | | | | 463.2 | | | | 1,172.4 | | | | 1,043.0 | | | | 3.24 | | | | 2.50 | | | | 30 | % |

| Risk Management, as adjusted * | | | 798.3 | | | | 734.7 | | | | 69.6 | | | | 56.8 | | | | 138.7 | | | | 126.1 | | | | 0.37 | | | | 0.32 | | | | 16 | % |

| Total Company, as adjusted * | | $ | 6,782.2 | | | $ | 6,119.9 | | | $ | 684.3 | | | $ | 581.7 | | | $ | 1,097.2 | | | $ | 982.0 | | | $ | 3.45 | | | $ | 3.00 | | | | 15 | % |

| Management, as adjusted * | | $ | 5,035.0 | | | $ | 4,559.4 | | | $ | 682.9 | | | $ | 520.0 | | | $ | 1,311.1 | | | $ | 1,169.1 | | | $ | 3.61 | | | $ | 2.82 | | | | 28 | % |

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| | | Earnings | | | | Provision | | | | | | | | (Loss) | | | | (Loss) | | | | Diluted Net | | |

| | | (Loss) | | | | (Benefit) | | | | | | | | Attributable to | | | | Attributable to | | | | Earnings | | |

| Brokerage, as adjusted | | $ | 817.7 | | | $ | 204.3 | | | $ | 613.3 | | | $ | 10.7 | | | $ | 602.6 | | | $ | 3.24 | |

| Brokerage, as reported | | $ | 635.9 | | | $ | 221.2 | | | $ | 414.7 | | | $ | 7.6 | | | $ | 407.1 | | | $ | 2.23 | |

| Gains on book sales | | | (3.4 | ) | | | (1.0 | ) | | | (2.4 | ) | | | — | | | | (2.4 | ) | | | (0.01 | ) |

| Acquisition integration | | | 14.8 | | | | 4.3 | | | | 10.5 | | | | — | | | | 10.5 | | | | 0.06 | |

| Workforce & lease termination | | | 30.1 | | | | 8.2 | | | | 21.9 | | | | — | | | | 21.9 | | | | 0.12 | |

| Acquisition related adjustments | | | 24.9 | | | | 8.2 | | | | 16.7 | | | | — | | | | 16.7 | | | | 0.09 | |

| Brokerage, as adjusted | | $ | 705.1 | | | $ | 241.9 | | | $ | 463.2 | | | $ | 7.6 | | | $ | 455.6 | | | $ | 2.50 | |

| Risk Management, as reported | | $ | 90.1 | | | $ | 34.4 | | | $ | 55.7 | | | $ | — | | | $ | 55.7 | | | $ | 0.31 | |

| Risk Management, as adjusted | | $ | 91.8 | | | $ | 35.0 | | | $ | 56.8 | | | $ | — | | | $ | 56.8 | | | $ | 0.32 | |

| Corporate, as reported | | $ | (366.2 | ) | | $ | (412.7 | ) | | $ | 46.5 | | | $ | 28.0 | | | $ | 18.5 | | | $ | 0.10 | |

| Corporate, as adjusted | | $ | (339.4 | ) | | $ | (401.1 | ) | | $ | 61.7 | | | $ | 28.0 | | | $ | 33.7 | | | $ | 0.18 | |

##### [Table of Contents](#toc)

property/casualty premium rates (a “hard” market).

As carriers reach their profitability targets in lines, rates may start to flatten in those lines.

We are not in current active negotiations for long-term production contracts for two of the 2009 Era Plants.

For one of the 2011 Era Plants, we are in early stages of negotiations for a long-term production contract.

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Revenue Recognition - See Revenue Recognition in Notes 1, 2 and 3 to our 2018 consolidated financial statements for information with respect to the impacts a new accounting standard, relating to revenue recognition, had on our financial position and operating results.

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| --- | --- | --- | --- |

| --- | --- | --- | --- |

The following analyses present the hypothetical loss in fair value of the financial instruments held by us at December 31, [removed: 2018] [added: 2019] that are sensitive to changes in interest rates.

The range of changes in interest rates used in the analyses reflects our view of changes that are reasonably possible over a [removed: one-year period.]

The fair value of our portfolio of cash and cash equivalents as of December 31, [removed: 2018] [added: 2019] approximated its carrying value due to its short-term duration.

[removed: We estimated market risk as the potential decrease in fair value resulting from a hypothetical one-percentage] point increase in interest rates for the instruments contained in the cash and cash equivalents investment portfolio.

The resulting fair values were not materially different from their carrying values at December 31, [removed: 2018.][added: 2019.]

As of December 31, [removed: 2018,] [added: 2019,] we had [removed: $3,198.0] [added: $3,923.0] million of borrowings outstanding under our various note purchase agreements.

The aggregate estimated fair value of these borrowings at December 31, [removed: 2018] [added: 2019] was [removed: $3,194.4] [added: $4,254.2] million due to the long-term duration and fixed interest rates associated with these debt obligations.

No active or observable market exists for our private placement [removed: long-term debt.]

For the purposes of our analysis, the average BBB rate was assumed to be the appropriate borrowing rate for [removed: us based on our current estimated credit rating.][added: us.]

We estimated market risk as the potential impact on the value of the debt recorded in our consolidated balance sheet based on a hypothetical [removed: one-percentage point change in our weighted average borrowing rate as of December 31, 2018.]

[removed: A one-percentage] point decrease would result in an estimated fair value of [removed: $3,399.2] [added: $4,532.3] million, or [removed: $201.2] [added: $609.3] million more than their current carrying value.

[removed: A one-percentage] point increase would result in an estimated fair value of [removed: $3,006.2] [added: $3,999.6] million, or [removed: $191.8] [added: $76.6] million [removed: less] [added: more] than their current carrying value.

As of December 31, [removed: 2018,] [added: 2019,] we had [removed: $265.0] [added: $520.0] million of borrowings outstanding under our Credit Agreement and [removed: $154.0] [added: $170.6] million of borrowings outstanding under our Premium Financing Debt Facility.

[removed: Market risk is] [added: We] estimated [added: market risk] as the potential [removed: increase] [added: decrease] in fair value resulting from a hypothetical [removed: one-percentage point decrease in our weighted average short-term borrowing rate at December 31, 2018.]

In addition, we are subject to foreign currency exchange rate risk from our Australian, Canadian, Indian, Jamaican, New Zealand, Norwegian, Singaporean and various Caribbean and [removed: South] [added: Latin] American operations because we transact business in their local denominated currencies.

Assuming a hypothetical adverse change of 10% in the average foreign currency exchange rate for [removed: 2018] [added: 2019] (a weakening of the U.S. dollar), earnings before income taxes would have increased by approximately [removed: $16.8] [added: $14.7] million.

Assuming a hypothetical favorable change of 10% in the average foreign currency exchange rate for [removed: 2018] [added: 2019] (a strengthening of the U.S. dollar), earnings before income taxes would have decreased by approximately [removed: $19.5] [added: $14.8] million.

However, our consolidated financial position is exposed to foreign currency exchange risk related to intra-entity loans between our U.S. based subsidiaries and our [removed: non-U.S. based subsidiaries that are denominated in the respective local foreign currency.]

During [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016,] [added: 2017,] we had several monthly put/call options in place with an external financial institution that were designed to hedge a significant portion of our future U.K. currency revenues through various future payment dates.

In addition, during [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016,] [added: 2017,] we had several monthly put/call options in place with an external financial institution that were designed to hedge a significant portion of our Indian currency disbursements through various future payment dates.

In the scenario where such hedge does not pass the effectiveness test, the hedge will be [removed: re-measured at the stated point and the appropriate loss, if applicable, would be recognized.]

For the year ended December 31, [removed: 2018] [added: 2019] there has been no such effect on our consolidated financial presentation.

The impact of these hedging strategies was not material to our consolidated financial statements for [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016.][added: 2017.]

See Note [removed: 19] [added: 21] to our [removed: 2018] [added: 2019] consolidated financial statements for the changes in fair value of these derivative instruments reflected in comprehensive earnings in [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016.][added: 2017.]

one-year

period.

one-percentage

long-term

debt.

one-percentage

point change in our weighted average borrowing rate as of December 31, 2019.

one-percentage

one-percentage

Market risk is estimated as the potential increase in fair value resulting from a hypothetical

one-percentage

point decrease in our weighted average short-term borrowing rate at December 31, 2019.

non-U.S.

based subsidiaries that are denominated in the respective local foreign currency.

re-measured

at the stated point and the appropriate loss, if applicable, would be recognized.

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[removed: Overview][added: Overview]

[removed: Our brokerage segment operations provide brokerage] and [removed: consulting services to businesses and organizations of all types, including commercial, not-for-profit, and] public entities, and, to a lesser extent, individuals, in the areas of insurance placement, risk of loss management, and management of employer sponsored benefit programs.

[removed: Our risk management segment operations provide contract claim settlement, claim administration, loss control services and risk management consulting for commercial, not-for-profit,] captive and public entities, and various other organizations that choose to self-insure property/casualty coverages or choose to use a third-party claims management organization rather than the claim services provided by an underwriting enterprise.

[removed: Since our founding in 1927, we have grown from a one-person insurance agency to the world’s fourth largest insurance broker/risk manager based on revenues, according to _Business Insurance_] magazine’s July [removed: 2018] [added: 2019] edition, and one of the world’s largest property/casualty third party claims administrators, according to [removed: _Business Insurance_ magazine’s May 2018 edition.]

We have three reportable segments: brokerage, risk management and corporate, which contributed approximately [removed: 61%,] [added: 68%,] 14% and [removed: 25%,] [added: 18%,] respectively, to [removed: 2018] [added: 2019] revenues.

We generate approximately [removed: 70%] [added: 69%] of our revenues from the combined brokerage and risk management segments in the United States (U.S.), with the remaining [removed: 30%] [added: 31%] derived internationally, primarily in Australia, Bermuda, Canada, the Caribbean, New Zealand and the United Kingdom (U.K.).

Shares of our common stock are traded on the New York Stock Exchange under the symbol “AJG”, and we had a market capitalization at December 31, [removed: 2018] [added: 2019] of approximately [removed: $13.6] [added: $17.9] billion.

Information in this report is as of December 31, [removed: 2018] [added: 2019] unless otherwise noted.

Our executive offices are located at 2850 Golf Road, Rolling Meadows, Illinois 60008-4050, and our telephone number is (630) [removed: 773-3800.]

[removed: Operating Segments][added: Operating Segments]

The major sources of our operating revenues are commissions, fees and supplemental and contingent revenues from our brokerage operations, and fees, including [removed: performance-based fees, from our risk management operations.]

The corporate segment generates revenues from our clean energy [removed: investments][added: investments.]

See Note [removed: 20] [added: 22] to our [removed: 2018] [added: 2019] consolidated financial statements for unaudited quarterly operating results for [removed: 2018] [added: 2019] and [removed: 2017.][added: 2018.]

[removed: Brokerage Segment][added: Brokerage Segment]

The brokerage segment accounted for [removed: 61%] [added: 68%] of our revenues in [removed: 2018.][added: 2019.]

We operate our brokerage segment operations through a network of more than [removed: 590] [added: 580] sales and service offices located throughout the U.S. and [removed: another 277] [added: more than 300] sales and service offices in [removed: 35] [added: 49] countries, [removed: but] most of which are in Australia, Canada, the Caribbean, New Zealand and the U.K. Most of these offices are fully staffed with sales and service personnel.

[removed: Commissions] [added: Commissions] and [removed: fees][added: fees]

Commissions are fixed at the contract effective date and generally are based on a percentage of premium for insurance coverage or employee [removed: head count] [added: headcount] for employer sponsored benefit plans.

See Revenue Recognition in Note 1 to our [removed: 2018] [added: 2019] consolidated financial statements.

See Note 2 to our [removed: 2018] [added: 2019] consolidated financial statements for information with respect to the impacts that a new accounting standard, relating to revenue recognition, had on our financial position and operating results.

[removed: Supplemental revenues][added: Supplemental revenues]

See Revenue Recognition in Note 1 to our [removed: 2018] [added: 2019] consolidated financial statements.

See Note 2 to our [removed: 2018] [added: 2019] consolidated financial statements for information with respect to the impacts that a new accounting standard, relating to revenue recognition, had on our financial position and operating results.

[removed: Contingent revenues][added: Contingent revenues]

See Revenue Recognition in Note 1 to our [removed: 2018] [added: 2019] consolidated financial statements.

See Note 2 to our [removed: 2018] [added: 2019] consolidated financial statements for information with respect to the impacts that a new accounting standard, relating to revenue recognition, had on our financial position and operating results.

[removed: Sub-brokerage costs][added: Sub-brokerage]

[removed: Sub-brokerage] costs are excluded from our gross revenues in our determination of our total revenues.

[removed: Sub-brokerage costs represent commissions paid to sub-brokers] related to the placement of certain business by our brokerage segment operations.

[removed: Retail] [added: Retail] Insurance Brokerage [removed: Operations][added: Operations]

Our retail insurance brokerage operations accounted for [removed: 84%] [added: 82%] of our brokerage segment revenues in [removed: 2018.][added: 2019.]

Our retail brokerage operations are organized and operate within certain key niche/practice groups, which account for approximately [removed: 73%] [added: 67%] of our retail brokerage revenues.

| | • | [removed: |] Mergers and acquisitions; |

| | • | [removed: |] Our niche/practice groups and middle-market accounts; |

| | • | [removed: |] Cross-selling other brokerage products to existing clients; and |

| | • | [removed: |] Developing and managing alternative market mechanisms such as captives, rent-a-captives and deductible [removed: plans/self-insurance.] [added: plans/ self-insurance.] |

[removed: Wholesale] [added: Wholesale] Insurance Brokerage [removed: Operations][added: Operations]

Our wholesale insurance brokerage operations accounted for [removed: 16%] [added: 18%] of our brokerage segment revenues in [removed: 2018.][added: 2019.]

Our wholesale brokers assist our retail brokers and other [removed: non-affiliated brokers in the placement of specialized and hard-to-place insurance.]

These brokers operate through [removed: more than 295] [added: approximately 300] offices primarily located across the U.S., Bermuda and through our approved Lloyd’s of London brokerage operation.

Our brokerage segment operations provide brokerage and consulting services to businesses and organizations of all types, including commercial,

not-for-profit,

Our risk management segment operations provide contract claim settlement, claim administration, loss control services and risk management consulting for commercial,

not-for-profit,

Since our founding in 1927, we have grown from a

one-person

insurance agency to the world’s fourth largest insurance broker/risk manager based on revenues, according to

Business Insurance

Business Insurance

magazine’s May 2019 edition.

773-3800.

performance-based

fees, from our risk management operations.

costs

Sub-brokerage

Sub-brokerage

costs represent commissions paid to

sub-brokers

| --- | --- | --- |

| --- | --- | --- |

| --- | --- | --- |

| --- | --- | --- |

non-affiliated

brokers in the placement of specialized and

hard-to-place

insurance.

non-affiliated

brokerage clients.

Business Insurance

magazine’s September 2019 edition.

Business Insurance

magazine’s May 2019 edition.

basis, (ii) on a cost-plus basis, or (iii) as performance-based fees.

Per-claim

fees

Where we operate under a contract with our fee established on a

per-claim

Because it is impractical to recognize our revenues on an individual

claim-by-claim

2014-09,

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Please see the information set forth in Note [removed: 16] [added: 17] to our consolidated financial statements, included herein, under “Litigation, Regulatory and Taxation Matters.”

[removed: UNITED STATES][added: UNITED STATES]

[removed: SECURITIES] [added: SECURITIES] AND EXCHANGE [removed: COMMISSION][added: COMMISSION]

[removed: Washington,] [added: Washington,] D.C. [removed: 20549][added: 20549]

[removed: FORM 10-K][added: FORM]

| ☒ | [removed: Annual] [added: Annual] Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of [removed: 1934] [added: 1934] |

[removed: For] [added: For] the fiscal year ended December 31, [removed: 2018][added: 2019]

| ☐ | [removed: Transition] [added: Transition] Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of [removed: 1934] [added: 1934] |

[removed: For] [added: For] the transition period from [removed: to]

[removed: Commission] [added: Commission] file number [removed: 1-09761]

[removed: ARTHUR] [added: ARTHUR] J.

GALLAGHER & [removed: CO.][added: CO.]

[removed: (Exact] [added: (Exact] name of registrant as specified in its [removed: charter)][added: charter)]

| [removed: DELAWARE] [added: DELAWARE] | | [removed: 36-2151613] [added: 36-2151613] |

| [removed: (State] [added: (State] or other jurisdiction [removed: of incorporation] [added: of incorporation] or [removed: organization)] [added: organization)] | | [removed: (I.R.S. Employer Identification Number)] [added: (I.R.S. Employer Identification Number)] |

| [removed: 2850] [added: 2850] Golf [removed: Road Rolling] [added: Road Rolling] Meadows, [removed: Illinois] [added: Illinois] | | [removed: 60008-4050] [added: 60008-4050] |

| [removed: (Address] [added: (Address] of principal executive [removed: offices)] [added: offices)] | | [removed: (Zip Code)] [added: (Zip Code)] |

[removed: Registrant’s] [added: Registrant’s] telephone number, including area code (630) [removed: 773-3800]

[removed: Securities] [added: Securities] registered pursuant to Section 12(b) of the [removed: Act:][added: Act:]

| [removed: Title] [added: Title] of each [removed: class] [added: class] | | [removed: Name] [added: Trading Symbol(s) | | Name] of each [removed: exchange on] [added: exchange on] which [removed: registered] [added: registered] |

| [removed: Common] [added: Common] Stock, par value $1.00 per [removed: share] [added: share] | | [removed: New] [added: AJG | | New] York Stock [removed: Exchange] [added: Exchange] |

[removed: None][added: None]

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities [added: Act.]

Yes [removed: ☒ No ☐.]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the [added: Act.]

Yes [removed: ☐ No ☒.]

Yes [removed: ☒ No ☐.]

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation [removed: S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).]

Yes [removed: ☒ No ☐.]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a [removed: non-accelerated filer, a smaller reporting company, or emerging growth company.]

See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule [removed: 12b-2 of the Exchange Act.]

Yes [removed: ☐ No ☒.]

[removed: The aggregate market value] of the [removed: voting common equity held by non-affiliates of the] registrant, computed by reference to the last reported price at which the registrant’s common equity was sold on June 30, [removed: 2018 (the last day of the registrant’s most recently completed second quarter) was $10,435,000.][added: 201]

The number of outstanding shares of the registrant’s Common Stock, $1.00 par value, as of January 31, [removed: 2019 was 184,060,000.]

[removed: Documents] [added: Documents] incorporated by [removed: reference: Portions of Arthur J.][added: reference:]

[removed: Gallagher & Co.’s definitive 2019] Proxy Statement are incorporated by reference into this Form [removed: 10-K in response to Part III to the extent described herein.]

[removed: Information] [added: Information] Concerning Forward-Looking [removed: Statements][added: Statements]

For example, we may use forward-looking statements when addressing topics such as: market and industry conditions, including competitive and pricing trends; acquisition strategy; the expected impact of acquisitions and dispositions; the development and performance of our services and products; changes in the composition or level of our revenues or earnings; [added: our cost structure and the outcome of cost-saving or restructuring initiatives;] future [added: capital expenditures; future] debt levels and anticipated actions to be taken in connection with maturing debt; future debt to earnings ratios; the outcome of contingencies; dividend policy; pension obligations; cash flow and liquidity; capital structure and financial losses; future actions by regulators; the outcome of existing regulatory actions, investigations, reviews or litigation; the impact of changes in accounting rules, including the [removed: new] [added: changed] revenue recognition and lease accounting standards; financial markets; interest rates; foreign exchange rates; matters relating to our operations; income taxes, including the impact of tax reform; and expectations regarding our investments, including our clean energy [removed: investments.][added: investments; and integrating recent acquisitions.]

| | • | [removed: |] Failure to successfully and cost-effectively integrate recently acquired businesses and their operations or fully realize synergies from such acquisitions in the expected time frame; |

| | • | [removed: |] Volatility or declines in premiums or other adverse trends in the insurance industry; |

| | • | [removed: |] An economic downturn or unstable economic [removed: conditions,] [added: conditions] whatever the cause, including [removed: Brexit, a prolonged shutdown of] [added: pandemics like] the [removed: U.S. government and] [added: coronavirus, Brexit, tariffs,] trade [removed: wars;] [added: wars or climate change and other long-term environmental risks;] |

to

1-09761

773-3800

| | | | | |

| --- | --- | --- | --- | --- |

No

No

No

S-T

during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

No

non-accelerated

filer, a smaller reporting company, or emerging growth company.

12b-2

of the Exchange Act.

No

The aggregate market value of the voting common equity held by

non-affiliates

(the last day of the registrant’s most recently completed second quarter) was $14,245,000.

2020

was

188,247,000

​​​​​​​

Portions of Arthur J.

Gallagher & Co.’s definitive 20

in response to Part III to the extent described herein.

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| | • | Uncertainty from the expected discontinuance of LIBOR and transition to any other interest rate benchmark; |

| --- | --- | --- |

| --- | --- | --- |

| --- | --- | --- |

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10-K 1 d618065d10k.htm 10-K

##### [Table of Contents](#toc)

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Act.

Act.

Note: Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Exchange Act from their obligations under those Sections.

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

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| | | | | | | |

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Item 2.

Properties 23

| | | | | | | |

Item 3.

Legal Proceedings 23

| | | | | | | |

Item 4.

Mine Safety Disclosures 23

| | | | | | | |

| Information About Our Executive Officers | | | | | 23 | |

| | | | | | | |

| Part II. | | | | | | |

| | | | | | | |

Item 5.

Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 23-24

| | | | | | | |

Item 6.

Selected Financial Data 25

| | | | | | | |

Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations 26-56

| | | | | | | |

Item 7A.

Quantitative and Qualitative Disclosure about Market Risk 56-57

| | | | | | | |

Item 8.

Financial Statements and Supplementary Data 58-112

| | | | | | | |

Item 9.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 113

| | | | | | | |

Item 9A.

Controls and Procedures 113

| | | | | | | |

Not applicable.

[removed: Part III][added: Part I]

| | | | | | | |

| Part III. | | | | | | |

| | | | | | | |

Item 10.

Directors, Executive Officers and Corporate Governance 113

| | | | | | | |

Item 11.

Executive Compensation 113

| | | | | | | |

Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 113

| | | | | | | |

Item 13.

Certain Relationships and Related Transactions, and Director Independence 113

| | | | | | | |

Item 14.

Principal Accountant Fees and Services 114

| | | | | | | |

| Part IV. | | | | | | |

| | | | | | | |

Item 15.

Exhibits and Financial Statement Schedules 114-116

| | | | | | | |

Item 16.

Form 10-K Summary 116

| | | | | | | |

| Signatures | | | | | 117 | |

| | | | | | | |

| Schedule II - Valuation and Qualifying Accounts | | | | | 118 | |

None.

See [removed: Note 16] [added: Notes 15 and 17] to our [removed: 2018] [added: 2019] consolidated financial statements for information with respect to our lease commitments as of December 31, [removed: 2018.][added: 2019.]

##### [Table of Contents](#toc)

[removed: Executive Officers][added: Information About Our Executive Officers]

| [removed: Name] [added: Name] | | [removed: Age] [added: Age] | | | | [removed: Position] [added: Position] and Year First [removed: Elected] [added: Elected] |

| J. Patrick Gallagher, Jr. | | | [removed: 66] [added: 67] | | | Chairman since 2006, President since 1990, Chief Executive Officer since 1995 |

| Walter D. Bay | | | [removed: 56] [added: 57] | | | Corporate Vice President, General Counsel, Secretary since 2007 |

| Richard C. Cary | | | [removed: 56] [added: 57] | | | Controller since 1997, Chief Accounting Officer since 2001 |

| Joel D. Cavaness | | | [removed: 57] [added: 58] | | | Corporate Vice President since 2000, President of our Wholesale Brokerage Operation since 1997 |

| Thomas J. Gallagher | | | [removed: 60] [added: 61] | | | Corporate Vice President since 2001, Chairman of our International Brokerage Operation 2010 - 2016, President of our Global Property/Casualty Brokerage Operation beginning in 2017 |

| Douglas K. Howell | | | [removed: 57] [added: 58] | | | Corporate Vice President, Chief Financial Officer since 2003 |

| Scott R. Hudson | | | [removed: 57] [added: 58] | | | Corporate Vice President and President of our Risk Management Operation since 2010 |

| Christopher E. Mead | | | [removed: 51] [added: 52] | | | Corporate Vice President, Chief Marketing Officer since 2017; Managing Director – Marketing Division, CME Group, 2005 - 2017 |

| Susan E. Pietrucha | | | [removed: 52] [added: 53] | | | Corporate Vice President, Chief Human Resource Officer since 2007 |

| William F. Ziebell | | | [removed: 56] [added: 57] | | | Corporate Vice President since 2011, regional leader in our Employee Benefit and Consulting Brokerage Operations 2004 - 2016, President beginning in 2017 |

[removed: We] [added: With the exception of Mr. Mead, we] have employed each such person principally in management capacities for more than the past five years.

[removed: Part II][added: Part II]

As of January 31, [removed: 2019,] [added: 2020,] there were approximately 1,000 holders of record of our common stock.

[removed: (c)] [added: (c)] Issuer Purchases of Equity [removed: Securities][added: Securities]

The following table shows the purchases of our common stock made by or on behalf of us or any “affiliated purchaser” (as such term is defined in Rule [removed: 10b-18(a)(3) under the Securities Exchange Act of 1934, as amended) of us for each fiscal month in the three-month period ended December 31, 2018:]

| [removed: Period] [added: Period] | | [removed: Total] [added: Total] Number [removed: of Shares] [added: of Shares] Purchased [removed: (1)] [added: (1)] | | | | [removed: Average] [added: Average] Price Paid per Share [removed: (2)] [added: (2)] | | | | [removed: Total] [added: Total] Number of Shares Purchased as Part of Publicly Announced Plans or Programs [removed: (3)] [added: (3)] | | | | [removed: Maximum] [added: Maximum] Number of Shares that May Yet be Purchased Under the Plans or Programs [removed: (3)] [added: (3)] | | |

| October 1 through October 31, [removed: 2018] [added: 2019] | | | [removed: 2,499] [added: 6,928] | | | $ | [removed: 74.04] [added: 88.12] | | | | — | | | | 7,287,019 | |

| November 1 through November 30, [removed: 2018] [added: 2019] | | | [removed: 754] [added: 1,172] | | | | [removed: 77.86] [added: 91.57] | | | | — | | | | 7,287,019 | |

| December 1 through December 31, [removed: 2018] [added: 2019] | | | [removed: 19,916] [added: 16,329] | | | | [removed: 73.54] [added: 95.73] | | | | — | | | | 7,287,019 | |

[removed: | (1) | Amounts in this column include shares of our common stock purchased by the trustees of trusts established under our Deferred Equity Participation Plan (which we refer to as the DEPP), our Deferred Cash Participation Plan (which we refer to as the DCPP) and our Supplemental Savings and Thrift Plan (which we refer to as the Supplemental Plan), respectively. These plans are considered to be unfunded for purposes of federal tax law since the assets of these trusts are available to our creditors in the event of our financial insolvency. The DEPP is an unfunded, non-qualified deferred compensation plan that generally provides for distributions to certain of our key executives when they reach age 62 or upon or after their actual retirement. Under sub-plans of the DEPP for certain production staff, the plan generally provides for vesting and/or distributions no sooner than five years from the date of awards, although certain awards vest and/or distribute after the earlier of fifteen years or the participant reaching age 65. See Note 11 to our 2018 consolidated financial statements in this report for more information regarding the DEPP. The DCPP is an unfunded, non-qualified deferred compensation plan for certain key employees, other than executive officers, that generally provides for vesting and/or distributions no sooner than five years from the date of awards. Under the terms of the DEPP and the DCPP, we may contribute cash to the trust and instruct the trustee to acquire a specified number of shares of our common stock on the open market or in privately negotiated transactions. In the fourth quarter of 2018, we instructed the trustee for the DEPP and the DCPP to reinvest dividends on shares of our common stock held by these trusts and to purchase our common stock using cash that we contributed to the DCPP related to 2018 awards under the DCPP. The Supplemental Plan is an unfunded, non-qualified deferred compensation plan that allows certain highly compensated employees to defer compensation, including company match amounts, on a before-tax basis or after-tax basis. Under the terms of the Supplemental Plan, all amounts credited to an employee’s account may be deemed invested, at the employee’s election, in a number of investment options that include various mutual funds, an annuity product and a fund representing our common stock. When an employee elects to have some or all of the amounts credited to the employee’s account under the Supplemental Plan deemed to be invested in the fund representing our common stock, the trustee of the trust for the Supplemental Plan purchases shares of our common stock in a number sufficient to ensure that the trust holds a number of shares of our common stock with a value equal to all equivalent to the amounts deemed invested in the fund representing our common stock. We want to ensure that at the time when an employee becomes entitled to a distribution under the terms of the Supplemental Plan, any amounts deemed to be invested in the fund representing our common stock are distributed in the form of shares of our common stock held by the trust. We established the trusts for the DEPP, the DCPP and the Supplemental Plan to assist us in discharging our deferred compensation obligations under these plans. All assets of these trusts, including any shares of our common stock purchased by the trustees, remain, at all times, assets of the Company, subject to the claims of our creditors in the event of our financial insolvency. The terms of the DEPP, the DCPP and the Supplemental Plan do not provide for a specified limit on the number of shares of common stock that may be purchased by the respective trustees of the trusts. |][added: | (1) | Amounts in this column include shares of our common stock purchased by the trustees of trusts established under our Deferred Equity Participation Plan (which we refer to as the DEPP), our Deferred Cash Participation Plan (which we refer to as the DCPP) and our Supplemental Savings and Thrift Plan (which we refer to as the Supplemental Plan), respectively. These plans are considered to be unfunded for purposes of federal tax law since the assets of these trusts are available to our creditors in the event of our financial insolvency. The DEPP is an unfunded, non-qualified deferred compensation plan that generally provides for distributions to certain of our key executives when they reach age 62 or upon or after their actual retirement. Under sub-plans of the DEPP for certain production staff, the plan generally provides for vesting and/or distributions no sooner than five years from the date of awards, although certain awards vest and/or distribute after the earlier of fifteen years or the participant reaching age 65. See Note 11 to our 2019 consolidated financial statements in this report for more information regarding the DEPP. The DCPP is an unfunded, non-qualified deferred compensation plan for certain key employees, other than executive officers, that generally provides for vesting and/or distributions no sooner than five years from the date of awards. Under the terms of the DEPP and the DCPP, we may contribute cash to the trust and instruct the trustee to acquire a specified number of shares of our common stock on the open market or in privately negotiated transactions. In the fourth quarter of 2019, we instructed the trustee for the DEPP and the DCPP to reinvest dividends on shares of our common stock held by these trusts and to purchase our common stock using cash that we contributed to the DCPP related to 2019 awards under the DCPP. The Supplemental Plan is an unfunded, non-qualified deferred compensation plan that allows certain highly compensated employees to defer compensation, including company match amounts, on a before-tax basis or after-tax basis. Under the terms of the Supplemental Plan, all amounts credited to an employee’s account may be deemed invested, at the employee’s election, in a number of investment options that include various mutual funds, an annuity product and a fund representing our common stock. When an employee elects to have some or all of the amounts credited to the employee’s account under the Supplemental Plan deemed to be invested in the fund representing our common stock, the trustee of the trust for the Supplemental Plan purchases shares of our common stock in a number sufficient to ensure that the trust holds a number of shares of our common stock with a value equal to all equivalent to the amounts deemed invested in the fund representing our common stock. We want to ensure that at the time when an employee becomes entitled to a distribution under the terms of the Supplemental Plan, any amounts deemed to be invested in the fund representing our common stock are distributed in the form of shares of our common stock held by the trust. We established the trusts for the DEPP, the DCPP and the Supplemental Plan to assist us in discharging our deferred compensation obligations under these plans. All assets of these trusts, including any shares of our common stock purchased by the trustees, remain, at all times, assets of the Company, subject to the claims of our creditors in the event of our financial insolvency. The terms of the DEPP, the DCPP and the Supplemental Plan do not provide for a specified limit on the number of shares of common stock that may be purchased by the respective trustees of the trusts. |]

10b-18(a)(3)

under the Securities Exchange Act of 1934, as amended) of us for each fiscal month in the three-month period ended December 31, 2019:

| Total | | | 24,429 | | | $ | 93.37 | | | | — | | | | | |

##### [Table of Contents](#toc)

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| Total | | | 23,169 | | | $ | 73.74 | | | | — | | | | | |

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The following selected consolidated financial data for each of the five years in the period ended December 31, [removed: 2018] [added: 2019] have been derived from our consolidated financial statements.

| | | [removed: Year] [added: Year] Ended December [removed: 31,] [added: 31,] | | | | | | | | | | | | | | | | | | |

| | | [removed: 2018] [added: 2019] | | | | [removed: 2017 As Restated*] [added: 2018] | | | | [removed: 2016 As Restated*] [added: 2017] | | | | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015*] | | |

| [removed: Consolidated] [added: Consolidated] Statement of Earnings [removed: Data:] [added: Data:] | | | | | | | | | | | | | | | | | | | | |

| Commissions | | $ | [removed: 2,920.7] [added: 3,320.6] | | | $ | [removed: 2,641.0] [added: 2,920.7] | | | $ | [removed: 2,409.9] [added: 2,641.0] | | | $ | [removed: 2,338.7] [added: 2,409.9] | | | $ | [removed: 2,083.0] [added: 2,338.7] | |

| Fees | | | [removed: 1,756.3] [added: 1,911.1] | | | | [removed: 1,591.9] [added: 1,756.3] | | | | [removed: 1,491.7] [added: 1,591.9] | | | | [removed: 1,432.3] [added: 1,491.7] | | | | [removed: 1,258.3] [added: 1,432.3] | |

| Supplemental revenues | | | [removed: 189.9] [added: 210.5] | | | | [removed: 158.0] [added: 189.9] | | | | [removed: 139.9] [added: 158.0] | | | | [removed: 125.5] [added: 139.9] | | | | [removed: 104.0] [added: 125.5] | |

| Contingent revenues | | | [removed: 98.0] [added: 135.6] | | | | [removed: 99.5] [added: 98.0] | | | | [removed: 97.9] [added: 99.5] | | | | [removed: 93.7] [added: 97.9] | | | | [removed: 84.7] [added: 93.7] | |

| Investment income and other | | | [removed: 1,827.5] [added: 1,478.6] | | | | [removed: 1,622.6] [added: 1,827.5] | | | | [removed: 1,409.0] [added: 1,622.6] | | | | [removed: 1,402.2] [added: 1,409.0] | | | | [removed: 1,096.5] [added: 1,402.2] | |

| Revenue before reimbursements | | | [removed: 6,792.4] [added: 7,056.4] | | | | [removed: 6,113.0] [added: 6,792.4] | | | | [removed: 5,548.4] [added: 6,113.0] | | | | [removed: 5,392.4] [added: 5,548.4] | | | | [removed: 4,626.5] [added: 5,392.4] | |

| Reimbursements | | | [removed: 141.6] [added: 138.6] | | | | [removed: 136.0] [added: 141.6] | | | | [removed: 132.1] [added: 136.0] | | | | [removed: —] [added: 132.1] | | | | — | |

| Total revenues | | | [removed: 6,934.0] [added: 7,195.0] | | | | [removed: 6,249.0] [added: 6,934.0] | | | | [removed: 5,680.5] [added: 6,249.0] | | | | [removed: 5,392.4] [added: 5,680.5] | | | | [removed: 4,626.5] [added: 5,392.4] | |

| Total expenses | | | [removed: 6,454.6] [added: 6,568.9] | | | | [removed: 5,889.2] [added: 6,454.6] | | | | [removed: 5,346.9] [added: 5,889.2] | | | | [removed: 5,098.9] [added: 5,346.9] | | | | [removed: 4,335.0] [added: 5,098.9] | |

| Earnings before income taxes | | | [removed: 479.4] [added: 626.1] | | | | [removed: 359.8] [added: 479.4] | | | | [removed: 333.6] [added: 359.8] | | | | [removed: 293.5] [added: 333.6] | | | | [removed: 291.5] [added: 293.5] | |

| [removed: Provision (benefit)] [added: Benefit] for income taxes | | | [removed: (196.5] [added: (89.7] | ) | | | [removed: (157.1] [added: (196.5] | ) | | | [removed: (96.7] [added: (157.1] | ) | | | [removed: (95.6] [added: (96.7] | ) | | | [removed: (36.0] [added: (95.6] | ) |

| Net earnings | | | [removed: 675.9] [added: 715.8] | | | | [removed: 516.9] [added: 675.9] | | | | [removed: 430.3] [added: 516.9] | | | | [removed: 389.1] [added: 430.3] | | | | [removed: 327.5] [added: 389.1] | |

| Net earnings attributable to noncontrolling interests | | | [removed: 42.4] [added: 47.0] | | | | [removed: 35.6] [added: 42.4] | | | | [removed: 33.5] [added: 35.6] | | | | [removed: 32.3] [added: 33.5] | | | | [removed: 24.1] [added: 32.3] | |

| Net earnings attributable to controlling interests | | $ | [removed: 633.5] [added: 668.8] | | | $ | [removed: 481.3] [added: 633.5] | | | $ | [removed: 396.8] [added: 481.3] | | | $ | [removed: 356.8] [added: 396.8] | | | $ | [removed: 303.4] [added: 356.8] | |

| [removed: Per] [added: Per] Share [removed: Data:] [added: Data:] | | | | | | | | | | | | | | | | | | | | |

| Diluted net earnings per share (1) | | | [removed: 3.40] [added: 3.52] | | | | [removed: 2.64] [added: 3.40] | | | | [removed: 2.22] [added: 2.64] | | | | [removed: 2.06] [added: 2.22] | | | | [removed: 1.97] [added: 2.06] | |

| Dividends declared per common share (2) | | | [removed: 1.64] [added: 1.72] | | | | [removed: 1.56] [added: 1.64] | | | | [removed: 1.52] [added: 1.56] | | | | [removed: 1.48] [added: 1.52] | | | | [removed: 1.44] [added: 1.48] | |

| [removed: Share Data:] [added: Share Data:] | | | | | | | | | | | | | | | | | | | | |

| Shares outstanding at year end | | | [removed: 184.0] [added: 188.1] | | | | [removed: 181.0] [added: 184.0] | | | | [removed: 178.3] [added: 181.0] | | | | [removed: 176.9] [added: 178.3] | | | | [removed: 164.6] [added: 176.9] | |

| Weighted average number of common shares outstanding | | | [removed: 182.7] [added: 186.0] | | | | [removed: 180.1] [added: 182.7] | | | | [removed: 177.6] [added: 180.1] | | | | [removed: 172.2] [added: 177.6] | | | | [removed: 152.9] [added: 172.2] | |

| Weighted average number of common and common equivalent shares outstanding | | | [removed: 186.2] [added: 190.1] | | | | [removed: 182.1] [added: 186.2] | | | | [removed: 178.4] [added: 182.1] | | | | [removed: 173.2] [added: 178.4] | | | | [removed: 154.3] [added: 173.2] | |

| [removed: Consolidated] [added: Consolidated] Balance Sheet [removed: Data:] [added: Data:] | | | | | | | | | | | | | | | | | | | | |

| Total assets | | $ | [removed: 16,334.0] [added: 19,634.8] | | | $ | [removed: 14,909.7] [added: 16,334.0] | | | $ | [removed: 13,528.2] [added: 14,909.7] | | | $ | [removed: 10,910.5] [added: 13,528.2] | | | $ | [removed: 10,010.0] [added: 10,910.5] | |

| Long-term debt less current portion | | | [removed: 3,098.0] [added: 3,823.0] | | | | [removed: 2,698.0] [added: 3,098.0] | | | | [removed: 2,150.0] [added: 2,698.0] | | | | [removed: 2,075.0] [added: 2,150.0] | | | | [removed: 2,125.0] [added: 2,075.0] | |

| Total stockholders’ equity | | | [removed: 4,569.7] [added: 5,215.5] | | | | [removed: 4,299.7] [added: 4,569.7] | | | | [removed: 3,775.5] [added: 4,299.7] | | | | [removed: 3,688.2] [added: 3,775.5] | | | | [removed: 3,305.1] [added: 3,688.2] | |

| [removed: Return] [added: Return] on beginning stockholders’ equity [removed: (3)] [added: (3)] | | | 15 | % | | | [removed: 13] [added: 15] | % | | | [removed: 11] [added: 13] | % | | | 11 | % | | | [removed: 14] [added: 11] | % |

| [removed: Employee Data:] [added: Employee Data:] | | | | | | | | | | | | | | | | | | | | |

| Number of employees - at year end | | | [removed: 30,362] [added: 33,247] | | | | [removed: 26,783] [added: 30,362] | | | | [removed: 24,790] [added: 26,783] | | | | [removed: 23,857] [added: 24,790] | | | | [removed: 22,375] [added: 23,857] | |

| * | [removed: See Note 3 –] [added: As of January 1, 2018, we adopted ASC 606,] Revenues from Contracts with Customers [removed: for additional information about the restatements] related to Topic [removed: 606. We adopted Topic] 606 [removed: as of January 1, 2018,] using the full retrospective method to restate 2017 and 2016. The cumulative effect of the adoption was recognized as an increase to retained earnings of $125.3 million on January 1, 2016. As permitted under the guidelines issued by the SEC related to the adoption of Topic 606, we did not restate the 2015 [removed: and 2014] information in the table above. |

##### [Table of Contents](#toc)

[removed: Arthur] [added: Arthur] J.

Gallagher & [removed: Co.][added: Co.]

[removed: Consolidated] [added: Consolidated] Statement of [removed: Earnings][added: Earnings]

[removed: (In] [added: (In] millions, except per share [removed: data)][added: data)]

| | | [removed: Year] [added: Year] Ended December [removed: 31,] [added: 31,] | | | | | | | | | | |

| | | [removed: 2018] [added: 2019] | | | | [removed: 2017 As Restated*] [added: 2018] | | | | [removed: 2016 As Restated*] [added: 2017] | | |

| Commissions | | $ | [removed: 2,920.7] [added: 3,320.6] | | | $ | [removed: 2,641.0] [added: 2,920.7] | | | $ | [removed: 2,409.9] [added: 2,641.0] | |

| Fees | | | [removed: 1,756.3] [added: 1,911.1] | | | | [removed: 1,591.9] [added: 1,756.3] | | | | [removed: 1,491.7] [added: 1,591.9] | |

| Supplemental revenues | | | [removed: 189.9] [added: 210.5] | | | | [removed: 158.0] [added: 189.9] | | | | [removed: 139.9] [added: 158.0] | |

| Contingent revenues | | | [removed: 98.0] [added: 135.6] | | | | [removed: 99.5] [added: 98.0] | | | | [removed: 97.9] [added: 99.5] | |

| Investment income | | | [removed: 70.1] [added: 86.9] | | | | [removed: 58.7] [added: 70.1] | | | | [removed: 53.6] [added: 58.7] | |

| Revenues from clean coal activities | | | [removed: 1,746.3] [added: 1,319.3] | | | | [removed: 1,560.5] [added: 1,746.3] | | | | [removed: 1,350.1] [added: 1,560.5] | |