Willis Towers Watson (NASDAQ: WTW) CEO granted new restricted units

Rhea-AI Filing Summary

Willis Towers Watson CEO Carl Hess received additional equity awards in the form of restricted share units. On 01/12/2026, he acquired 72.6094 restricted share units and a separate 15.3195-unit award, each valued at $329.45 per underlying ordinary share. These units relate to the company’s non-qualified deferred savings and stable value excess plans for U.S. employees, reflecting both his own deferral elections and the company’s matching contributions.

The restricted share units generally settle into ordinary shares on a 1:1 basis under specified timing rules. Some units settle six months after his termination or separation from service, while others settle on the first business day of a month after certain separation or death-related triggers. Following the transactions, Hess holds several thousand restricted share units directly.

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

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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^*

Hess Carl Aaron

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/12/2026

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

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	(1)	01/12/2026		A		72.6094(2)		(1)	(1)	Ordinary Shares, nominal value $0.000304635 per share	72.6094	$329.45	9,606.5485	D
Restricted Share Unit	(3)	01/12/2026		A		15.3195(4)		(3)	(3)	Ordinary Shares, nominal value $0.000304635 per share	15.3195	$329.45	8,267.9327	D

Explanation of Responses:

1. 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.

2. Includes restricted share units 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.

3. 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.

4. Includes restricted share units acquired pursuant to the participant's deferral election under the Willis Towers Watson Non-Qualified Stable Value Excess Plan for U.S. Employees.

	/s/ Carl A. Hess by Lina Vanessa Jaramillo, Attorney-in-Fact (power of attorney previously filed)	01/14/2026
	** 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 did Willis Towers Watson (WTW) disclose about its CEO in this Form 4?

The filing shows that Chief Executive Officer Carl Hess received additional restricted share units (RSUs) tied to Willis Towers Watson ordinary shares through company non-qualified plans.

How many restricted share units did WTW CEO Carl Hess receive on 01/12/2026?

On 01/12/2026, Carl Hess acquired 72.6094 restricted share units in one transaction and 15.3195 restricted share units in another, both reported as awards coded "A".

At what price were Carl Hess’s Willis Towers Watson RSU awards valued?

Each award was reported with a value of $329.45 per underlying Willis Towers Watson ordinary share associated with the restricted share units.

When do Carl Hess’s Willis Towers Watson restricted share units settle into ordinary shares?

Some RSUs settle into ordinary shares on a 1:1 basis six months after his termination, while others settle on the first business day of a month following specified separation or death-related dates, as described in the company’s non-qualified plans.

Which Willis Towers Watson plans are involved in these restricted share unit awards?

The awards involve the Willis Towers Watson Non-Qualified Deferred Savings Plan for U.S. Employees and the Willis Towers Watson Non-Qualified Stable Value Excess Plan for U.S. Employees, reflecting Hess’s deferral elections and related company matching contributions.

Does Carl Hess hold these Willis Towers Watson restricted share units directly or indirectly?

The transactions are reported as direct (D) ownership, indicating that Carl Hess directly holds the restricted share units described in the filing.