WTW (WTW) CFO Andrew Krasner earns 10,430 performance-based share units

Rhea-AI Filing Summary

Willis Towers Watson PLC’s Chief Financial Officer, Andrew Jay Krasner, reported an equity award. He acquired 10,430 ordinary shares through the earning of performance-based restricted share units at a price of $0.00 per share. After the award, he directly holds 14,467.943 ordinary shares.

The earned units relate to a performance period that ended on December 31, 2025, and each unit will convert into one ordinary share upon satisfying a service-based vesting requirement on April 1, 2026. The reported amount also includes additional units credited as dividend equivalents that vest on the same schedule.

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^*

Krasner Andrew Jay

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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	02/25/2026		A		10,430(1)	A	$0	14,467.943	D
Ordinary Shares, nominal value $0.000304635 per share								12,055.6318	I	Revocable Trust

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 the number of performance-based restricted share units earned upon the certification of the achievement of certain pre-established performance goals for the performance period that ended on December 31, 2025. Each earned unit represents the right to receive one ordinary share of the Issuer upon the satisfaction of the service-based vesting requirement on April 1, 2026, subject to the terms of the award agreement. This number also includes the number of ordinary shares of the Issuer that are issuable pursuant to the dividend equivalent right under the terms of the award agreement providing for the accrual of dividends in the form of additional restricted share units that vest and are payable at the same time as the underlying performance-based restricted share units.

	/s/ Andrew Krasner by Gary Pang, Attorney-in-Fact (power of attorney previously filed)	02/27/2026
	** 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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FAQ

What insider transaction did WTW CFO Andrew Jay Krasner report on this Form 4?

WTW’s CFO Andrew Jay Krasner reported acquiring 10,430 ordinary shares via earned performance-based restricted share units. These units were granted for a performance period ending December 31, 2025, and will convert into shares after meeting a service-based vesting requirement on April 1, 2026.

How many Willis Towers Watson (WTW) shares does the CFO directly hold after this transaction?

After this transaction, the WTW CFO directly holds 14,467.943 ordinary shares. This total reflects the addition of 10,430 shares earned through performance-based restricted share units, with actual share delivery dependent on satisfying the vesting condition on April 1, 2026.

What are the key vesting terms of Andrew Krasner’s WTW performance-based restricted share units?

The performance-based restricted share units were earned based on goals for a period ending December 31, 2025. Each earned unit converts into one WTW ordinary share if the service-based vesting requirement is met on April 1, 2026, under the applicable award agreement terms.

Did Andrew Krasner pay anything per share for the awarded WTW ordinary shares?

No, Andrew Krasner did not pay cash for these shares; the reported price per share is $0.00. The shares result from performance-based restricted share units earned under an incentive plan, subject to a service-based vesting date of April 1, 2026, for actual share delivery.

Does the reported WTW equity award to the CFO include dividend equivalents?

Yes, the reported number of units includes ordinary shares issuable pursuant to dividend equivalent rights. Under the award agreement, dividends accrue as additional restricted share units that vest and are payable at the same time as the underlying performance-based restricted share units earned by the CFO.

What indirect WTW share holdings are associated with Andrew Krasner’s revocable trust?

The Form 4 also lists indirect ownership of WTW ordinary shares through a revocable trust, with 12,055.6318 shares reported following the transaction. This entry reflects indirect holdings and does not specify a new buy or sell transaction for those trust-owned shares in the provided data.