Aon Plc SEC Filings

SEC Form 4 snapshot – Aon plc (AON)

Chief Financial Officer Edmund Reese reported RSU-related share activity dated 07/01/2025:

• 3,975 Class A ordinary shares were issued upon vesting of a 2024 restricted share unit (RSU) award (transaction code M).
• 2,198.114 shares were simultaneously withheld by the company to satisfy tax obligations at an average price of $356.93 (transaction code F).
• Post-transaction, Reese directly owns 1,776.886 shares and retains 7,950 unvested RSUs that will vest in equal thirds through 07/01/2027.

No open-market purchases or discretionary sales occurred; the filing represents a routine administrative conversion under the Aon plc 2011 Incentive Compensation Plan. Because the net share change is modest and entirely compensation-driven, the event is viewed as neutral from a market-impact perspective and does not alter Aon’s financial outlook or capital structure.

Form 4 filing summary for Aon plc (AON)

Non-employee director James G. Stavridis reported two related transactions dated 26 Jun 2025:

• Grant (Code A): 637 Class A ordinary shares were issued as part of the board’s annual equity award. In line with Irish law, the director paid the nominal US$0.01 per share.
• Tax withholding (Code F): 152.876 shares were automatically surrendered at US$353.55 per share to cover withholding obligations.

After these events, the director’s direct holding totals 787.654 shares. He also reports 1,043 shares held by a personal trust and 3,808 shares held by a family trust, bringing his aggregate beneficial ownership to roughly 5,639 shares.

The transactions are routine and do not represent an open-market purchase or sale; thus they carry limited signalling value for investors.

Form 4 overview – Deutsche Telekom AG & affiliates sell 0.03% of their T-Mobile US (TMUS) stake

On 26-30 June 2025, Deutsche Telekom AG (DT) and four wholly-owned subsidiaries, all classified as 10% owners and directors-by-deputization of T-Mobile US, filed a Form 4 detailing open-market sales executed under a Rule 10b5-1 trading plan adopted 13 March 2025. A total of 209,520 TMUS common shares were sold across three trading days at weighted-average prices between $229.01 and $238.33.

• Daily volumes: 69,840 shares on 26 Jun; 69,840 shares on 27 Jun; 69,840 shares on 30 Jun.
• Total estimated proceeds: ≈ $49 million based on the individual weighted-average prices disclosed in the footnotes.
• Post-sale ownership: 647,940,204 common shares remain, versus 648,149,724 before the first sale—an ownership reduction of roughly 0.03 percentage points.

No derivative securities were reported. DT expressly disclaims beneficial ownership except to the extent of its pecuniary interest and notes its continued board representation. The filing is routine for a controlling shareholder gradually monetising a small fraction of its position while maintaining an overwhelming 51%+ stake.

Investor take-away: The sale is modest relative to DT’s holding and appears pre-scheduled, limiting negative signalling. However, continuing periodic divestitures could contribute to a medium-term supply overhang for TMUS shares.

Form 4 filing overview – Aon plc (AON)

Director Jose Antonio Alvarez reported two equity transactions dated 26 June 2025 involving the company’s Class A ordinary shares.

• Equity award: 637 shares were acquired under Aon’s annual non-employee director grant (Transaction Code A). Footnote 1 states the director paid the issuer the nominal value of US $0.01 per share in accordance with Irish law.
• Tax withholding: 305.752 shares were withheld by the issuer to satisfy tax obligations related to the same award (Transaction Code F) at a stated price of $353.55 per share (Footnote 2).

Following these transactions, Alvarez’s direct beneficial ownership changed from 1,172.612 to 866.86 Class A shares.

The filing reflects routine director compensation and associated tax withholding; no open-market purchases or sales were disclosed.

Aon plc (AON) – Form 4 insider transaction

On 06/26/2025, non-employee director Sarah G. Smith reported routine equity compensation activity:

• 637 Class A Ordinary Shares granted to the director (Transaction Code A).
• 152.876 shares automatically withheld by the issuer to cover taxes at $353.55 per share (Transaction Code F).
• After the transactions, Smith directly owns 1,523.970 shares; she also has an indirect holding of 13 shares through a trust.

The grant represents the annual equity award to Aon’s non-employee directors. The filing does not disclose any sales into the open market or changes in derivative positions. No earnings, guidance, or operational information is included.

Kineta, Inc. (now Kineta, LLC) filed Post-Effective Amendment No. 1 to nine prior Form S-8 registration statements to deregister all remaining unissued shares of common stock that had been reserved for several legacy equity compensation plans of Proteostasis Therapeutics, Yumanity Therapeutics and Kineta. The action follows completion of a previously announced two-step merger with TuHURA Biosciences, Inc. on 30 June 2025, under which Kineta became a wholly owned subsidiary of TuHURA. Because the standalone company no longer exists, the equity incentive plans covered by the S-8 registrations have been terminated, and their unused share pools are being removed from SEC registration.

The deregistration affects share pools across nine S-8 filings dating back to 2016, including more than 13 million shares collectively available or issuable under multiple stock option, inducement and ESPP programs. The filing is administrative in nature and contains no financial statements or earnings data. It confirms that the offerings under the S-8s have ended as of the merger’s effective time and that unsold securities are withdrawn pursuant to the undertakings in each registration statement.

For investors, the amendment signals the final step in Kineta’s transition from a public issuer to a private subsidiary within TuHURA’s structure. Existing Kineta equity awards will be addressed according to the merger agreement, while no further issuances of Kineta common stock will occur under the canceled plans. The filing does not alter TuHURA’s capital structure but eliminates potential future dilution from the legacy equity pools.

AeroVironment, Inc. (Nasdaq: AVAV) has filed a preliminary prospectus supplement (Form 424B5) for a public offering of $750 million of common stock, with a 30-day underwriters’ option for up to an additional $112.5 million. The company is simultaneously marketing a separate $600 million (up to $690 million) offering of Convertible Senior Notes due 2030. Neither transaction is contingent on the other.

Key transaction terms

• Common stock trades on Nasdaq under the symbol “AVAV”; last reported price on 27-Jun-2025 was $278.07.
• Pro-forma share count will rise to 48,511,437 immediately after the equity offering (from 45,814,275).
• Underwriters: J.P. Morgan Securities LLC and BofA Securities, Inc.; their banking affiliates are lenders under the company’s credit facilities and will receive a portion of the proceeds.

Use of proceeds

• $700.2 million to repay outstanding borrowings under the New Term Loan (matures 1-May-2027).
• $265.1 million to repay borrowings on the Revolving Credit Facility (matures 4-Oct-2029).
• Any remainder for general corporate purposes, including increased manufacturing capacity.

Strategic backdrop – BlueHalo merger

• AeroVironment closed the all-stock acquisition of BlueHalo on 1-May-2025, issuing 17,425,849 shares and drawing $925 million of debt to retire BlueHalo obligations and pay transaction costs.
• Lock-up agreements restrict resale of the BlueHalo shares until May-2026 (40%), Nov-2026 (30%) and May-2027 (30%).

Recent financial performance

• Quarter ended 30-Apr-2025 GAAP EPS: $0.59; Non-GAAP EPS: $1.61.
• FY-2025 GAAP EPS: $1.55; Non-GAAP EPS: $3.28.
• FY-2025 Adjusted EBITDA: $146.4 million, up from $127.8 million in FY-2024.
• Q4-2025 goodwill impairment charge: $18.4 million.

Capitalisation impact

• As-adjusted cash rises to $454.1 million; total debt falls from $955.0 million to $600.0 million if both offerings close and proceeds are applied as planned.
• Total shareholders’ equity would rise from $886.5 million to $4.23 billion (reflecting BlueHalo equity issuance and the new share sale).

Risk highlights

• Approximately 5–6 % dilution to existing shareholders from the equity issuance, with further dilution possible from note conversion.
• Successful integration of BlueHalo is critical; merger-related synergies and cost savings are not assured.
• If the note offering is unsuccessful, AeroVironment may retain higher leverage until alternative funds are secured.

Overall, the combined equity and convertible offerings are designed to deleverage the balance sheet after the transformational BlueHalo merger, provide funding for capacity expansion, and position the company for growth across autonomous systems, precision-strike and other defense technology markets.

Form 4 filing – Aon plc (AON)

Director Adriana Karaboutis reported two equity transactions dated 06/26/2025. She received 637 Class A ordinary shares under Aon’s annual non-employee director equity program (Transaction Code A). To cover withholding taxes, 152.876 shares were automatically sold back to the issuer at $353.55 per share (Transaction Code F). After these transactions, her direct beneficial ownership increased from approximately 1,531.846 shares to 2,015.97 shares, a net gain of about 484.124 shares (+31.6%). No derivative securities were involved, and all activity appears routine and programmatic under the company’s compensation policy.