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Willis Towers Watson (WTW) HR chief gets RSU grant, shares withheld for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Willis Towers Watson Chief Human Resources Officer Kristy D. Banas reported routine equity compensation activity. On April 20, 2026, she received 770.817 time-based RSUs, representing the right to receive ordinary shares at no purchase price, vesting in three equal installments on the first, second, and third anniversaries of the grant date.

On April 21, 2026, 105.085 shares were disposed of at $297.64 per share through share withholding to cover taxes tied to RSU vesting, rather than an open-market sale. Following these transactions, she directly owns 11,298.9782 ordinary shares, which include 8 shares from previously accrued dividend equivalent rights.

Positive

  • None.

Negative

  • None.
Insider Banas Kristy D
Role Chief Human Resources Officer
Type Security Shares Price Value
Tax Withholding Ordinary Shares, nominal value $0.000304635 per share 105.085 $297.64 $31K
Grant/Award Ordinary Shares, nominal value $0.000304635 per share 770.817 $0.00 --
Holdings After Transaction: Ordinary Shares, nominal value $0.000304635 per share — 11,298.978 shares (Direct, null)
Footnotes (1)
  1. Comprised of 770.817 time-based restricted share units ("RSUs"), which represent the right to receive ordinary shares, par value $0.000304635 per share, of the Issuer. The RSUs shall vest ratably over a three-year period as of the first, second and third anniversaries of the grant date. Includes 8 shares relating to dividend equivalent rights that previously accrued on the reporting person's RSU awards and were not included in the prior Form 4 due to processing and settlement on April 21, 2026. Withholding of shares by Issuer incident to the tax payment related to the vesting and settlement of RSUs granted on April 20, 2025.
RSUs granted 770.817 RSUs Time-based RSU award granted April 20, 2026
Tax-withheld shares 105.085 shares Shares withheld for taxes on April 21, 2026
Withholding price $297.64 per share Value used for tax-withholding disposition
Shares after transactions 11,298.9782 shares Direct ordinary share holdings following reported events
Dividend equivalent shares 8 shares Added from dividend equivalent rights accrued on prior RSUs
restricted share units ("RSUs") financial
"Comprised of 770.817 time-based restricted share units ("RSUs"), which represent the right to receive ordinary shares"
dividend equivalent rights financial
"Includes 8 shares relating to dividend equivalent rights that previously accrued on the reporting person's RSU awards"
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
vest ratably financial
"The RSUs shall vest ratably over a three-year period as of the first, second and third anniversaries"
withholding of shares financial
"Withholding of shares by Issuer incident to the tax payment related to the vesting and settlement of RSUs"
grant, award, or other acquisition financial
"transaction_code_description: Grant, award, or other acquisition"
SEC Form 4
FORM 4UNITED 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*
Banas Kristy D

(Last)(First)(Middle)
C/O WILLIS GROUP LIMITED
51 LIME STREET

(Street)
LONDONEC3M 7DQ

(City)(State)(Zip)

UNITED KINGDOM

(Country)
2. Issuer Name and Ticker or Trading Symbol
WILLIS TOWERS WATSON PLC [ WTW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Human Resources Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/20/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Ordinary Shares, nominal value $0.000304635 per share04/20/2026A770.817(1)A$011,404.0632(2)D
Ordinary Shares, nominal value $0.000304635 per share04/21/2026F105.085(3)D$297.6411,298.9782D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Comprised of 770.817 time-based restricted share units ("RSUs"), which represent the right to receive ordinary shares, par value $0.000304635 per share, of the Issuer. The RSUs shall vest ratably over a three-year period as of the first, second and third anniversaries of the grant date.
2. Includes 8 shares relating to dividend equivalent rights that previously accrued on the reporting person's RSU awards and were not included in the prior Form 4 due to processing and settlement on April 21, 2026.
3. Withholding of shares by Issuer incident to the tax payment related to the vesting and settlement of RSUs granted on April 20, 2025.
/s/ Kristy D. Banas by Gary Pang, Attorney-in-Fact (power of attorney previously filed)04/22/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did WTW executive Kristy Banas report on this Form 4?

Kristy Banas reported an RSU grant and related tax withholding. She received 770.817 restricted share units and had 105.085 shares withheld at $297.64 per share to satisfy tax obligations linked to RSU vesting, with remaining holdings reported directly.

How many Willis Towers Watson (WTW) RSUs were granted to Kristy Banas?

Kristy Banas received 770.817 time-based RSUs from Willis Towers Watson. These restricted share units represent the right to receive ordinary shares and are scheduled to vest ratably over three years on the first, second, and third anniversaries of the April 20, 2026 grant date.

What does the tax-withholding transaction on WTW shares represent in this filing?

The tax-withholding transaction reflects shares withheld to pay taxes, not a market sale. On April 21, 2026, 105.085 ordinary shares were withheld at $297.64 each to cover tax liabilities from vesting RSUs previously granted on April 20, 2025.

What are Kristy Banas’s WTW share holdings after these Form 4 transactions?

After the reported transactions, Kristy Banas holds 11,298.9782 ordinary shares directly. This total includes 8 additional shares associated with dividend equivalent rights that accrued on prior RSU awards and settled on April 21, 2026.

How do the Willis Towers Watson RSUs granted to Kristy Banas vest over time?

The 770.817 RSUs vest ratably over three years. They are scheduled to vest in three equal installments on the first, second, and third anniversaries of the April 20, 2026 grant date, subject to continued service and the award terms.

Are the WTW transactions reported by Kristy Banas open-market purchases or sales?

No, the reported transactions are equity awards and tax withholding. The RSU grant is a compensation-related acquisition at no cost, while the F-code transaction reflects shares withheld by the issuer to satisfy tax obligations, not open-market trading activity.