X0306 4 2016-03-29 0000079282 BROWN & BROWN INC BRO 0001180023 PENNY JEROME SCOTT 220 S. RIDGEWOOD AVE. DAYTONA BEACH FL 32114 1 EVP,Chief Acquisitions Officer Common Stock, $.10 par value (Jointly Owned) 2016-03-29 4 S 0 15000.0000 35.4075 D 164040.0000 D Common Stock, $.10 par value 2016-03-29 4 I 0 15353.0000 35.6457 D 9390.0000 I By 401k Common Stock, $.10 par value 34589.0000 D Common Stock, $.10 par value (PSP) 55488.0000 D Common Stock, $.10 par value (SIP) 119448.0000 D Common Stock, $.10 par value 96.0000 I Children Stock Options 18.4800 2017-11-26 2018-02-26 Common Stock, $.10 par value 20000.0000 20000.0000 D Owned jointly with spouse. Based upon information supplied by the plan recordkeeper as of March 29, 2016. Number of shares varies periodically based on contributions to plan. A total of 939 of these shares were acquired through the Company's Employee Stock Purchase Plan in July 2015. Number of shares may vary due to dividend reinvestment. These securities were granted pursuant to the Company's PSP. Based on the satisfaction of conditions established pursuant to the PSP, the Reporting Person has voting rights and dividend entitlement with respect to a portion of these shares based on the satisfaction of certain performance-based criteria, but full ownership will not vest until the satisfaction of additional conditions. These securities were granted pursuant to the Company's 2010 Stock Incentive Plan. The Reporting Person has voting rights and dividend entitlement with respect to a portion of these shares, but full ownership will not vest until the satisfaction of service-based conditions. Reporting Person disclaims beneficial ownership in shares owned by children who share Reporting Person's household. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for the purpose of Section 16 or for any other purpose. Granted by the Compensation Committee of the Board of Directors pursuant to the Company's 2000 Incentive Stock Option Plan (the "Plan"). These options vest and become exercisable on November 26, 2017, unless accelerated based on satisfaction of conditions established pursuant to the Plan. poascottpenny.txt Anthony M. Robinson for J. Scott Penny, per Power of Attorney 2016-03-31