Brown & Brown said it completed its acquisition of RSC Topco, Inc. (RSC) on August 1, 2025 and filed Amendment No. 1 to satisfy its undertaking to file the financial statements required by Form 8-K Item 9.01.

1. 01

   Brown & Brown said it completed its acquisition of RSC Topco, Inc. (RSC) on August 1, 2025 and filed Amendment No. 1 to satisfy its undertaking to file the financial statements required by Form 8-K Item 9.01.

2. 02

   The company said it entered into an Agreement and Plan of Merger dated June 10, 2025 by and among RSC, the company, Encore Merger Sub, Inc., a wholly owned subsidiary of the company, and Kelso RSC (Investor), L.P., solely in its capacity as the equityholder representative.

3. 03

   Brown & Brown said it filed the audited consolidated financial statements of RSC Topco, Inc. and Subsidiaries as of and for the fiscal years ended 2024 and December 31, 2023 as Exhibit 99.1, and the unaudited condensed consolidated financial statements as of March 31, 2025 and for the 3 months ended 2025 and 2024 as Exhibit 99.2.

4. 04

   The company said the unaudited pro forma financial information in Exhibit 99.3 gives effect to the transaction as if it occurred or had become effective on March 31, 2025 for the balance sheet and January 1, 2024 for the statements of income. The income statement periods are the 3 months ended March 31, 2025 and the fiscal year ended December 31, 2024.

Analysis scope · Filing body only (exhibits excluded)We analyzed the filing body only. The exhibits exceeded the length limit and were excluded, so figures, financial statements and presentation materials in them were not reviewed.

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.