WTW CEO acquires 40.336 shares; RSUs credited on 10/15/2025

Willis Towers Watson (WTW) CEO and Director Carl A. Hess reported routine equity accruals on 10/15/2025.

Rhea-AI Filing Summary

Willis Towers Watson (WTW) CEO and Director Carl A. Hess reported routine equity accruals on 10/15/2025. He acquired 40.336 Ordinary Shares at $0, reflecting dividend equivalent rights tied to time-based RSUs.

He was also credited restricted share units under company non-qualified plans: 25.5798 RSUs under the Deferred Savings Plan and 22.0132 RSUs under the Stable Value Excess Plan, both at $0. Following these transactions, he directly owned 86,068.6777 Ordinary Shares, with derivative holdings of 9,533.9391 RSUs and 8,158.3729 RSUs. Settlement of certain RSUs occurs on a 1:1 basis per plan terms.

Insider Trade Summary

Grant/Award: 87.929 shares

Grant/Award 3 txns

Insider Hess Carl Aaron

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Share Unit	25.5798	$0.00	$0.00
Grant/Award	Restricted Share Unit	22.0132	$0.00	$0.00
Grant/Award	Ordinary Shares, nominal value $0.000304635 per share	40.336	$0.00	$0.00

Holdings After Transaction: Restricted Share Unit — 17,692.312 contracts (Direct); Ordinary Shares, nominal value $0.000304635 per share — 86,068.6777 shares (Direct)

Footnotes (5)

1. F1. 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. F2. 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. F3. 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. F4. 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. F5. 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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did WTW CEO Carl A. Hess report on Form 4?

He reported acquiring 40.336 Ordinary Shares at $0 and receiving RSU credits of 25.5798 and 22.0132 on 10/15/2025.

How many WTW shares does Carl A. Hess own after these transactions?

He beneficially owned 86,068.6777 Ordinary Shares directly after the reported transactions.

What RSU balances were reported by WTW’s CEO?

Derivative holdings were 9,533.9391 RSUs tied to the Deferred Savings Plan and 8,158.3729 RSUs tied to the Stable Value Excess Plan.

What plans generated the RSU credits for WTW (WTW)?

Credits came from the Willis Towers Watson Non-Qualified Deferred Savings Plan and the Non-Qualified Stable Value Excess Plan for U.S. Employees.

How do the WTW RSUs settle?

RSUs settle for Ordinary Shares (1:1) under plan terms, including settlement after separation from service as described in the plans.

What caused the 40.336 WTW shares to be acquired at $0?

They reflect dividend equivalent rights on time-based RSU awards, each right economically equivalent to one WTW Ordinary Share.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 10/17/2025 - 04:06 PM Learn about SEC filing dates

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

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^*

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)
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		40.336(1)	A	$0	86,068.6777	D

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		25.5798(3)		(2)	(2)	Ordinary Shares, nominal value $0.000304635 per share	25.5798	$0	9,533.9391	D
Restricted Share Unit	(4)	10/15/2025		A		22.0132(5)		(4)	(4)	Ordinary Shares, nominal value $0.000304635 per share	22.0132	$0	8,158.3729	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/ Carl A. Hess 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.
* 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).
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