Every material Form 8-K Ryan Specialty has filed with the SEC since October 30, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Ryan Specialty reported third-quarter 2026 results, with total revenue up 4.7% year over year to $790.0 million and net income up 40.6% to $88.0 million. Adjusted diluted earnings per share rose 8.5% to $0.51, though the Adjusted EBITDAC margin slipped to 30.9% from 31.2%, and the board declared a $0.13 quarterly dividend.
Total revenue of $790.0 million, up 4.7% from $754.6 million; organic revenue growth was 4.0%
Net income of $88.0 million, or $0.29 per diluted share, versus $62.6 million and $0.20 a year earlier
Adjusted diluted EPS of $0.51, up 8.5%; Adjusted EBITDAC margin of 30.9% versus 31.2%
Board declared a $0.13 dividend per Class A share, payable November 24, 2026, to holders of record on November 10, 2026
Ryan Specialty Holdings amended its Executive Chairman Option Settlement Agreement with the Ryan Stock Option Trust on August 4, 2026, to cover a second tranche of stock options for 287,646 Class A shares granted to certain employees. The company says the arrangement is designed to be net neutral to its outstanding share count. The filing contains no financial results or guidance.
Amendment No. 1 dated August 4, 2026 extends the back-to-back purchase arrangement from the May 5, 2026 Original Agreement.
Second Tranche Executive Chairman Stock Options cover 287,646 shares of Class A common stock, par value $0.001, granted to certain employees under the 2021 Omnibus Incentive Plan.
The Ryan Stock Option Trust is a trust with Patrick G. Ryan, Executive Chairman, and Shirley W. Ryan as trustees.
Ryan Specialty reported second-quarter 2026 total revenue of $916.6 million, up 7.2% year-over-year, while GAAP net income fell 13.1% to $108.4 million. The company also lowered its full-year 2026 Adjusted EBITDAC margin outlook to down 50 to 100 basis points, and declared a $0.13 quarterly dividend, so shareholders see mixed headline results and a narrower margin outlook.
Total revenue $916.6 million, up 7.2%; Adjusted diluted EPS $0.74, up 12.1% from $0.66
GAAP net income $108.4 million, down 13.1%; diluted EPS $0.33 versus $0.38 a year earlier
Full-year 2026 guidance: Adjusted EBITDAC margin now expected to be down 50 to 100 basis points versus 2025; organic growth guidance of mid-single digits maintained
Quarterly dividend of $0.13 per share payable August 25, 2026, to holders of record on August 11, 2026
Ryan Specialty Holdings agreed on April 30, 2026 to enter into an option settlement agreement with the Ryan Stock Option Trust, under which the trust must sell up to approximately $52.3 million of Class A common stock to the company. The arrangement supports stock options granted to certain employees, and the company says it is designed to be net neutral to its outstanding share count, since repurchased shares will be retired.
Trust must sell up to about $52.3 million of Class A common stock to the company, at the May 4, 2026 NYSE closing price
Agreement is to be dated May 5, 2026 and runs through June 9, 2036, unless terminated earlier, including on a change in control
Repurchases close monthly after employee exercises of Executive Chairman Stock Options, which vest from July 1, 2029 and expire May 5, 2036
The trust is a trust of Executive Chairman Patrick G. Ryan and Shirley W. Ryan as trustees
Ryan Specialty reported first quarter 2026 results for the period ended March 31, 2026. Total revenue rose 15.2% to $795.2 million and net income was $40.6 million, compared with a loss of $4.4 million a year earlier, but operating income fell 5.6% to $94.6 million. The company also updated its 2026 outlook to mid-single-digit organic revenue growth and an Adjusted EBITDAC margin 100 to 150 basis points lower than in 2025, and declared a $0.13 quarterly dividend.
Total revenue grew 15.2% year-over-year to $795.2 million; organic revenue growth was 11.8%, compared with 12.9% a year earlier.
Net income was $40.6 million, or $0.13 per diluted share, versus a loss of $(0.22) per share a year earlier; Adjusted diluted EPS rose 20.5% to $0.47.
2026 guidance: organic revenue growth in the mid-single digits and an Adjusted EBITDAC margin down 100 to 150 basis points versus the prior year.
Quarterly dividend of $0.13 per Class A share declared April 30, 2026, payable May 26, 2026, to holders of record as of May 12, 2026.
Ryan Specialty reported fourth-quarter 2025 total revenue of $751.2 million, up 13.2%, while net income fell 26.6% to $31.2 million. The board also approved a three-year Empower restructuring program with about $160 million of pre-tax charges, a $300 million share repurchase authorization and an 8.3% dividend increase, which affects shareholders through near-term charges and capital returns.
Q4 2025 total revenue $751.2 million, up 13.2%; net income $31.2 million, down 26.6%; diluted EPS $0.06
Adjusted diluted EPS flat at $0.45; Adjusted EBITDAC margin 29.6% versus 32.6% a year earlier
Empower Program: about $160 million of cumulative pre-tax charges through 2028, with about $80 million of annual savings expected in 2029
$300 million share repurchase authorization; quarterly dividend raised 8.3% to $0.13, payable March 10, 2026
Ryan Specialty said Robert Le Blanc, CEO of Onex Corporation, will retire from its Board of Directors effective February 11, 2026, and also end his service on the Compensation and Governance Committee on that date. The company said the retirement is by mutual agreement following Onex's sale of its remaining shares of Ryan Specialty and is not the result of any disagreement. The filing contains no financial results or guidance, so the change is governance-related with no stated financial effect.
Le Blanc agreed to retire from the Board on December 5, 2025, effective February 11, 2026.
His Compensation and Governance Committee service also ends February 11, 2026.
Le Blanc, Onex CEO, has served on the Board since 2018 as Onex's nominee.
Onex sold its remaining shares of Ryan Specialty before the retirement was agreed.
Ryan Specialty reported third-quarter 2025 total revenue of $754.6 million, up 24.8% from a year earlier, and net income of $62.6 million, up 118.6%. The company also declared a $0.12 quarterly dividend and revised its full-year 2025 outlook, now guiding to double-digit organic revenue growth and an Adjusted EBITDAC margin that is flat to modestly down from 2024.
Total revenue $754.6 million, up 24.8% from $604.7 million; organic revenue growth rate 15.0%
Diluted EPS $0.20 versus $0.09; adjusted diluted EPS $0.47 versus $0.41, up 14.6%
Adjusted EBITDAC margin 31.2% versus 31.5% a year earlier; full-year 2025 margin guided flat to modestly down
Quarterly dividend of $0.12 per Class A share, payable November 25, 2025, to holders of record on November 11, 2025
Ryan Specialty appointed Chief Operating Officer Stephen Keogh and Chief Revenue Officer Brendan Mulshine as Co-Presidents, succeeding Jeremiah Bickham, who stepped down as President and moved to a non-employee strategic advisor role through January 1, 2026. The change alters the company's senior leadership structure, and the filing does not state compensation changes for either executive.
Stephen P. Keogh, age 59, is Co-President and Chief Operating Officer, effective October 9, 2025; he has served as COO since May 2025.
Brendan M. Mulshine, age 59, is Co-President and Chief Revenue Officer; he has served as CRO since 2020 and with the company since 2012.
Jeremiah Bickham's transition was agreed October 2, 2025, effective October 8, 2025, and he will serve as a strategic advisor through January 1, 2026.
Compensation changes for Keogh and Mulshine have not been determined.
Ryan Specialty Holdings elected Michael G. Bungert as a director effective September 3, 2025, and assigned him to the Compensation and Governance Committee. The filing describes him as a reinsurance veteran who retired in 2024 as Chairman of Aon Re Global, and sets out his director pay, which includes $200,000 in restricted stock units and $120,000 in annual cash fees. This is a board addition rather than a change in operations or financial results.
Board elected Michael G. Bungert as a director on September 3, 2025; his initial term runs to the 2026 annual meeting.
He joins the Compensation and Governance Committee, receiving no extra cash pay for committee service.
Director pay includes RSUs with a grant date fair value of $200,000, prorated for 2025, and $120,000 per year in cash paid quarterly.
Mr. Bungert retired in 2024 as Chairman of Aon Re Global after 11 years in that role.
Ryan Specialty reported second-quarter 2025 results for the period ended June 30, with total revenue up 23.0% and net income up 5.6%. The company cut its full-year 2025 organic revenue growth guidance to 9.0%-11.0% from 11%-13%, while narrowing its Adjusted EBITDAC margin guidance and declaring a $0.12 quarterly dividend.
Total revenue rose 23.0% year-over-year to $855.2 million; organic revenue growth slowed to 7.1% from 14.2%.
Net income rose 5.6% to $124.7 million; diluted EPS was $0.38 versus $0.37, and adjusted diluted EPS rose 13.8% to $0.66.
Full-year 2025 organic revenue growth guidance was lowered to 9.0%-11.0% from 11%-13.0%; Adjusted EBITDAC margin guidance is now 32.5%-33.0%, from 32.5%-33.5%.
Board declared a $0.12 per share regular quarterly dividend, payable August 26, 2025, to holders of record on August 12, 2025.
Ryan Specialty reported first-quarter 2025 revenue up 25.0% to $690.2 million and Adjusted EBITDAC up 27.5% to $200.5 million, but GAAP net income swung to a loss of $4.4 million, mainly due to higher income tax expense tied to a legal entity reorganization that the company calls non-recurring and non-cash. The company maintained its full-year 2025 organic revenue growth and Adjusted EBITDAC margin guidance and declared a $0.12 per share quarterly dividend.
Total revenue rose 25.0% to $690.2 million from $552.0 million; Organic Revenue Growth Rate was 12.9% versus 13.7% a year earlier
Net loss of $(4.4) million, or $(0.22) per diluted share, compared with net income of $40.7 million a year earlier, due to $55.4 million of income tax expense
Adjusted diluted EPS rose 11.4% to $0.39 from $0.35; Adjusted EBITDAC margin was 29.1% versus 28.5%
Full-year 2025 guidance maintained: organic revenue growth of 11.0% to 13.0% and Adjusted EBITDAC margin of 32.5% to 33.5%; dividend of $0.12 payable May 27, 2025 to holders of record on May 13, 2025
Ryan Specialty Holdings said it will appoint Stephen P. Keogh, a former Aon plc executive, as Chief Operating Officer effective May 1, 2025. The filing sets his base salary at $600,000 and a target bonus of 150% of base salary, plus a proposed $2,000,000 performance stock unit grant subject to board approval and performance targets.
Stephen P. Keogh, age 58, becomes Chief Operating Officer effective May 1, 2025
Base salary of $600,000 per year, with a 2024 annual bonus target of 150% of base salary
Proposed initial performance stock unit grant with a grant date fair value of $2,000,000, vesting July 1, 2030, subject to board approval and performance targets
Keogh was Senior Advisor to the Office of the President at Aon plc until his retirement in September 2022
Ryan Specialty reported fourth-quarter 2024 revenue of $663.5 million, up 24.5% from a year earlier, while GAAP net income fell 27.3% to $42.6 million. The company also issued 2025 outlook for organic revenue growth of 11.0% to 13.0% and adjusted EBITDAC margin of 32.5% to 33.5%, and raised its quarterly dividend 9.1% to $0.12 per share.
Q4 2024 revenue rose 24.5% to $663.5 million; organic revenue growth was 11.0%.
GAAP net income fell 27.3% to $42.6 million; diluted EPS was $0.10 versus $0.18 a year earlier.
Adjusted diluted EPS rose 28.6% to $0.45, compared with $0.35 in the prior-year period.
Quarterly dividend raised 9.1% to $0.12 per share, payable March 18, 2025, to holders of record on March 4, 2025.
Ryan Specialty, LLC, an indirect subsidiary of Ryan Specialty Holdings, completed a private offering of $600.0 million in additional 5.875% senior secured notes due 2032, issued at 99.500% of principal. The company plans to use some proceeds to temporarily repay up to $400.0 million of revolver borrowings used to help fund its $450.0 million acquisition of Innovisk Capital Partners, and the rest for acquisitions and general corporate purposes.
$600.0 million of New 2032 Notes issued on December 9, 2024 at 99.500% of principal
Notes have the same terms as the $600.0 million Existing 2032 Notes issued September 19, 2024
Up to $400.0 million of proceeds may repay Revolving Credit Facility borrowings tied to the Innovisk acquisition closed November 4, 2024
Notes are secured on a first-lien basis and guaranteed by subsidiaries, not by Ryan Specialty Holdings
Ryan Specialty reported third quarter 2024 results, with total revenue up 20.5% year-over-year to $604.7 million and net income of $28.6 million, or $0.09 per diluted share, compared with a net loss attributable to the company in the prior-year period. The company kept its full-year 2024 outlook for organic revenue growth and Adjusted EBITDAC margin, and its board declared a regular quarterly dividend of $0.11 per share.
Total revenue grew 20.5% to $604.7 million; organic revenue growth slowed to 11.8% from 15.0% a year earlier
Net income rose 82.4% to $28.6 million; Adjusted diluted EPS rose 28.1% to $0.41
Full-year 2024 guidance maintained: organic revenue growth of 13.0% to 14.0% and Adjusted EBITDAC margin of 32.0% to 32.5%
Quarterly dividend of $0.11 per share payable November 26, 2024, to holders of record as of November 12, 2024
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