Willis Towers Watson insider filing shows small share, RSU accruals

Rhea-AI Filing Summary

Willis Towers Watson plc (WTW) reported insider activity by Chief Operating Officer Alexis Faber. On 10/15/2025, the reporting person acquired 4.538 Ordinary Shares at $0 via dividend equivalents and held 7,990.5542 Ordinary Shares directly after the transaction, plus 1 share indirectly through an immediate family member.

Two restricted share unit entries were also reported: 5.9422 RSUs acquired under the Non‑Qualified Deferred Savings Plan (with company match) and 2.765 RSUs acquired under the Non‑Qualified Stable Value Excess Plan (with company match), both at $0. Following these, the reporting person held 2,322.6783 RSUs and 1,027.7201 RSUs, respectively. RSUs settle into Ordinary Shares on a 1:1 basis per the plans’ settlement terms.

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

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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^*

Faber Alexis

(Last) (First) (Middle)

C/O WILLIS GROUP LIMITED

51 LIME STREET

(Street)

LONDON X0 EC3M 7DQ

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WILLIS TOWERS WATSON PLC [ WTW ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/15/2025

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
Ordinary Shares, nominal value $0.000304635 per share	10/15/2025		A		4.538(1)	A	$0	7,990.5542	D
Ordinary Shares, nominal value $0.000304635 per share								1	I	Directly held by immediate family member.

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
Restricted Share Unit	(2)	10/15/2025		A		5.9422(3)		(2)	(2)	Ordinary Shares, nominal value $0.000304635 per share	5.9422	$0	2,322.6783	D
Restricted Share Unit	(4)	10/15/2025		A		2.765(5)		(4)	(4)	Ordinary Shares, nominal value $0.000304635 per share	2.765	$0	1,027.7201	D

Explanation of Responses:

1. The dividend equivalent rights accrued on the reporting person's time-based restricted share unit award and will vest based on the same vesting schedule applicable to the underlying restricted share unit award. Each dividend equivalent right is the economic equivalent of one WTW Ordinary Share.

2. Restricted share units settle for Ordinary Shares, nominal value $0.000304635 per share, on a 1:1 basis 6 months after the reporting person's termination date.

3. Represents dividends acquired pursuant to the Willis Towers Watson Non-Qualified Deferred Savings Plan for U.S. Employees (the "Plan"), including the participant's deferral election under the Plan and the Company's matching contribution on the participant's deferral election credited to the participant's account in the form of restricted share units under the Plan.

4. Vested shares under the Willis Towers Watson Non-Qualified Stable Value Excess Plan for U.S. Employees settle for Ordinary Shares, nominal value $0.000304635 per share, on a 1:1 basis on the first business day of the month on which the NASDAQ Stock Market is open for business following the earlier of (i) the date that is 6 months after the reporting person's separation from service and (ii) the date that is 30 days after the reporting person's death.

5. Represents dividends acquired pursuant to the Willis Towers Watson Non-Qualified Stable Value Excess Plan for U.S. Employees (the "Excess Plan"), including the participant's deferral election under the Excess Plan and the Company's matching contribution on the participant's deferral election credited to the participant's account in the form of restricted share units under the Excess Plan.

	/s/ Alexis Faber by Gary Pang, Attorney-in-Fact (power of attorney previously filed)	10/17/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did WTW’s COO report on Form 4?

Acquisition of 4.538 Ordinary Shares at $0 via dividend equivalents and small RSU accruals under company plans.

When did the transactions occur for WTW (WTW)?

The earliest transaction date disclosed is 10/15/2025.

How many WTW shares does the reporting person hold after the transaction?

Direct ownership is 7,990.5542 Ordinary Shares; 1 share is held indirectly by an immediate family member.

What RSUs were acquired by the WTW COO?

5.9422 RSUs under the Non‑Qualified Deferred Savings Plan and 2.765 RSUs under the Non‑Qualified Stable Value Excess Plan, both at $0.

What is the RSU balance after these transactions?

Balances reported are 2,322.6783 RSUs (Deferred Savings Plan) and 1,027.7201 RSUs (Excess Plan).

How do the RSUs settle at WTW?

RSUs settle into Ordinary Shares on a 1:1 basis per plan terms, with timing based on separation‑related schedules described in the plans.