[Form 4] Orion S.A. Insider Trading Activity

Rhea-AI Filing Summary

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.

Insights

Securities Analyst

TL;DR: Routine equity grant; low market impact.

The filing discloses an annual board grant rather than a discretionary buy, so it offers minimal insight into management’s outlook on Aon’s valuation. The net addition of roughly 484 shares (637 granted minus 153 withheld) brings the director’s direct stake to under 800 shares—immaterial versus Aon’s ~200 million shares outstanding. While insider acquisition codes are generally viewed positively, the automatic nature of this award and the small size relative to both float and the director’s total compensation reduce its informational content. Overall impact for portfolio positioning is negligible.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SMITH DAN F

(Last) (First) (Middle)

C/O ORION S.A.

1700 CITY PLAZA DRIVE, SUITE 300

(Street)

SPRING TX 77389

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Orion S.A. [ OEC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/27/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common shares, no par value	06/27/2025		A		12,935	A	$0(1)	91,707	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents 12,935 restricted shares granted to the reporting person on June 27, 2025. These restricted shares vest on the day prior to the Issuer's 2026 Annual General Meeting of Shareholders.

	/s/ Dan F. Smith	06/30/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions were reported for AON on 26 June 2025?

637 shares were granted to Director James G. Stavridis and 152.876 shares were withheld for taxes.

How many AON shares does Director James G. Stavridis now hold directly?

He holds 787.654 Class A shares directly after the reported transactions.

Were the shares bought on the open market?

No. The shares were an annual equity grant; there was no open-market purchase or sale.

What was the tax withholding price for the surrendered shares?

Shares were withheld at US$353.55 per share to cover taxes.

Does this Form 4 indicate a change in Aon’s fundamentals?

The filing is routine and does not signal any fundamental change in Aon's operations or outlook.