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Willis Towers Watson (WTW) exec gets RSUs as 223 shares withheld for tax

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

Rhea-AI Filing Summary

Willis Towers Watson executive Julie Jarecke Gebauer reported equity compensation activity and related tax withholding. On April 20, 2026, she received 1,819.535 time-based restricted share units (RSUs), representing the right to receive ordinary shares that vest in three equal installments on the first, second, and third anniversaries of the grant date.

The RSU total includes 16 shares from previously accrued dividend equivalent rights that settled on April 21, 2026. To cover taxes related to vesting and settlement of RSUs granted on April 20, 2025, the issuer withheld 223.109 shares at $297.64 per share, a tax-withholding disposition rather than an open-market sale. After these transactions, she directly owned 78,022.2555 ordinary shares and also reported indirect holdings of 534 shares in each of two management trusts.

Positive

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Negative

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Insider Gebauer Julie Jarecke
Role Pres.-Health, Wealth & Career
Type Security Shares Price Value
Tax Withholding Ordinary Shares, nominal value $0.000304635 per share 223.109 $297.64 $66K
Grant/Award Ordinary Shares, nominal value $0.000304635 per share 1,819.535 $0.00 --
holding Ordinary Shares, nominal value $0.000304635 per share -- -- --
holding Ordinary Shares, nominal value $0.000304635 per share -- -- --
Holdings After Transaction: Ordinary Shares, nominal value $0.000304635 per share — 78,022.256 shares (Direct, null); Ordinary Shares, nominal value $0.000304635 per share — 534 shares (Indirect, Dane Adam Gebauer Management Trust UA Feb 18, 2012)
Footnotes (1)
  1. Comprised of 1,819.5350 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 16 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 1,819.535 RSUs Time-based RSUs granted on April 20, 2026
Tax-withheld shares 223.109 shares Shares withheld for taxes on April 21, 2026
Withholding price $297.64 per share Value used for tax-withholding disposition
Direct holdings after transactions 78,022.2555 shares Ordinary shares directly owned after reported activity
Indirect trust holdings 534 shares per trust Shares held in each named management trust
Dividend equivalent shares 16 shares Dividend equivalent rights added to prior RSU awards
restricted share units ("RSUs") financial
"Comprised of 1,819.5350 time-based restricted share units ("RSUs"), which represent the right to receive ordinary shares"
dividend equivalent rights financial
"Includes 16 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.
time-based restricted share units financial
"Comprised of 1,819.5350 time-based restricted share units ("RSUs"), which represent the right to receive ordinary shares"
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*
Gebauer Julie Jarecke

(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)
Pres.-Health, Wealth & Career
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 share04/20/2026A1,819.535(1)A$078,245.3645(2)D
Ordinary Shares, nominal value $0.000304635 per share04/21/2026F223.109(3)D$297.6478,022.2555D
Ordinary Shares, nominal value $0.000304635 per share534IDane Adam Gebauer Management Trust UA Feb 18, 2012
Ordinary Shares, nominal value $0.000304635 per share534IJeffrey Austin Gebauer Management Trust UA Feb 18, 2012
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 1,819.5350 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 16 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/ Julie J. Gebauer 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 Julie Jarecke Gebauer report for Willis Towers Watson (WTW)?

Julie Jarecke Gebauer reported a grant of 1,819.535 time-based RSUs and a tax-withholding disposition of 223.109 shares. The withheld shares covered taxes tied to the vesting of prior RSU awards, rather than an open-market sale of stock.

How many Willis Towers Watson (WTW) RSUs did the executive receive and how do they vest?

She received 1,819.535 time-based RSUs, each representing the right to receive an ordinary share. These RSUs vest ratably over three years, with equal portions vesting on the first, second, and third anniversaries of the grant date, subject to continued conditions.

What was the purpose of the 223.109 Willis Towers Watson (WTW) shares disposed of at $297.64?

The 223.109 shares valued at $297.64 per share were withheld by Willis Towers Watson to pay taxes related to vesting and settlement of RSUs granted on April 20, 2025. This is a tax-withholding disposition, not an open-market sale by the executive.

What are Julie Jarecke Gebauer’s direct share holdings in Willis Towers Watson (WTW) after these transactions?

Following the reported grant and tax withholding, she directly owned 78,022.2555 ordinary shares of Willis Towers Watson. This figure reflects her direct equity stake after accounting for the RSU-related tax-withholding disposition on April 21, 2026.

Does the Form 4 show any indirect Willis Towers Watson (WTW) holdings for Julie Jarecke Gebauer?

Yes. The filing lists 534 shares held indirectly in the Jeffrey Austin Gebauer Management Trust and 534 shares in the Dane Adam Gebauer Management Trust, both dated April 20, 2012, reflecting additional indirect ownership positions.

Do the reported Willis Towers Watson (WTW) transactions involve open-market buying or selling by the executive?

The reported transactions consist of a grant of RSUs and a tax-withholding disposition of shares. The disposition reflects shares withheld by the issuer for taxes, so it does not represent an open-market purchase or sale by the executive.