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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): September 3, 2025
Aon plc
(Exact Name of Registrant as Specified in Charter)
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| Ireland |
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1-7933 |
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98-1539969 |
| (State or Other Jurisdiction of Incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
15 George’s Quay, Dublin 2, Ireland D02 VR98
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: +353 1 266 6000
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Exchange Act:
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| Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
| Class A Ordinary Shares $0.01 nominal value |
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AON |
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New York Stock Exchange |
| Guarantees of Aon plc’s 3.875% Senior Notes due 2025 |
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AON25 |
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New York Stock Exchange |
| Guarantees of Aon plc’s 2.875% Senior Notes due 2026 |
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AON26 |
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New York Stock Exchange |
| Guarantees of Aon Corporation and Aon Global Holdings plc’s 2.850% Senior Notes due 2027 |
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AON27 |
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New York Stock Exchange |
| Guarantees of Aon North America, Inc.’s 5.125% Senior Notes due 2027 |
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AON27B |
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New York Stock Exchange |
| Guarantees of Aon North America, Inc.’s 5.150% Senior Notes due 2029 |
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AON29 |
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New York Stock Exchange |
| Guarantees of Aon Corporation and Aon Global Holdings plc’s 2.050% Senior Notes due 2031 |
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AON31 |
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New York Stock Exchange |
| Guarantees of Aon Corporation and Aon Global Holdings plc’s 2.600% Senior Notes due 2031 |
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AON31A |
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New York Stock Exchange |
| Guarantees of Aon North America, Inc.’s 5.300% Senior Notes due 2031 |
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AON31B |
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New York Stock Exchange |
| Guarantees of Aon Corporation and Aon Global Holdings plc’s 5.000% Senior Notes due 2032 |
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AON32 |
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New York Stock Exchange |
| Guarantees of Aon Corporation and Aon Global Holdings plc’s 5.350% Senior Notes due 2033 |
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AON33 |
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New York Stock Exchange |
| Guarantees of Aon North America, Inc.’s 5.450% Senior Notes due 2034 |
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AON34 |
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New York Stock Exchange |
| Guarantees of Aon plc’s 4.250% Senior Notes due 2042 |
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AON42 |
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New York Stock Exchange |
| Guarantees of Aon plc’s 4.450% Senior Notes due 2043 |
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AON43 |
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New York Stock Exchange |
| Guarantees of Aon plc’s 4.600% Senior Notes due 2044 |
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AON44 |
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New York Stock Exchange |
| Guarantees of Aon plc’s 4.750% Senior Notes due 2045 |
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AON45 |
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New York Stock Exchange |
| Guarantees of Aon Corporation and Aon Global Holdings plc’s 2.900% Senior Notes due 2051 |
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AON51 |
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New York Stock Exchange |
| Guarantees of Aon Corporation and Aon Global Holdings plc’s 3.900% Senior Notes due 2052 |
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AON52 |
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New York Stock Exchange |
| Guarantees of Aon North America, Inc.’s 5.750% Senior Notes due 2054 |
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AON54 |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 7.01. |
Regulation FD Disclosure. |
On September 3, 2025, Aon plc (the “Company”) and Madison Dearborn Partners (“MDP”) issued a joint press release announcing the execution of a definitive agreement pursuant to which the Company has agreed to sell a significant majority of the wealth businesses of its indirect subsidiary, NFP Corp. (“NFP”) – Wealthspire Advisors, Fiducient Advisors, Newport Private Wealth and related platforms – to MDP for a total consideration estimated to be $2.7 billion at the time of transaction close, resulting in total after-tax cash proceeds of approximately $2.2 billion. The transaction is expected to close in late Q4 2025, subject to the satisfaction of customary closing conditions, including receipt of regulatory approvals.
A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Item 7.01, including Exhibit 99.1, is being “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
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| Item 9.01. |
Financial Statements and Exhibits. |
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| 99.1 |
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Press Release, dated September 3, 2025. |
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| 104 |
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Cover Page Interactive Data File (formatted as inline XBRL). |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| Aon plc |
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| By: |
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/s/ Darren Zeidel |
| Name: |
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Darren Zeidel |
| Title: |
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Executive Vice President, General Counsel and Company Secretary |
Date: September 3, 2025
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