STOCK TITAN

Willis Towers Watson (WTW) awards RSUs and dividend-equivalent shares

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Form Type
4

Rhea-AI Filing Summary

Willis Towers Watson reports that Pres.-Health, Wealth & Career Julie Jarecke Gebauer received equity-based awards. She acquired 11.6690 ordinary shares as dividend-equivalent rights on existing restricted share units and 82.2257 and 18.8305 restricted share units credited as dividends under two non-qualified employee plans. Following these awards, she holds 78,033.9245 ordinary shares directly, plus 534.0000 shares held indirectly in each of two family management trusts.

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Insider Gebauer Julie Jarecke
Role Pres.-Health, Wealth & Career
Type Security Shares Price Value
Grant/Award Restricted Share Unit 82.226 $0.00 --
Grant/Award Restricted Share Unit 18.831 $0.00 --
Grant/Award Ordinary Shares, nominal value $0.000304635 per share 11.669 $0.00 --
holding Ordinary Shares, nominal value $0.000304635 per share -- -- --
holding Ordinary Shares, nominal value $0.000304635 per share -- -- --
Holdings After Transaction: Restricted Share Unit — 24,568.649 shares (Direct); Ordinary Shares, nominal value $0.000304635 per share — 78,033.925 shares (Direct); Ordinary Shares, nominal value $0.000304635 per share — 534 shares (Indirect, Dane Adam Gebauer Management Trust UA Feb 18, 2012)
Footnotes (1)
  1. The dividend equivalent rights accrued on the reporting person's previously reported restricted share unit awards and will vest based on the same vesting schedule applicable to the underlying award. Each dividend equivalent right is the economic equivalent of one WTW Ordinary Share. 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. 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. 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. 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.
Dividend-equivalent ordinary shares awarded 11.6690 shares Ordinary Shares credited on July 15, 2026 as dividend-equivalent rights on RSUs
Restricted share units credited (Deferred Savings Plan) 82.2257 units RSUs credited as dividends and matching contributions under the Non-Qualified Deferred Savings Plan
Restricted share units credited (Excess Plan) 18.8305 units RSUs credited as dividends and matching contributions under the Non-Qualified Stable Value Excess Plan
Direct ordinary share holdings after awards 78,033.9245 shares Total WTW ordinary shares held directly by Julie Jarecke Gebauer following the July 15, 2026 awards
Indirect trust holdings per trust 534.0000 shares Ordinary Shares held in each of the Jeffrey Austin and Dane Adam Gebauer Management Trusts
Total RSUs under Deferred Savings Plan after transaction 24,568.6489 units Balance of restricted share units credited under the Non-Qualified Deferred Savings Plan
Total RSUs under Stable Value Excess Plan after transaction 5,613.7107 units Balance of restricted share units credited under the Non-Qualified Stable Value Excess Plan
dividend equivalent rights financial
"The dividend equivalent rights accrued on the reporting person's previously reported"
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.
Restricted Share Unit financial
"Restricted share units settle for Ordinary Shares, nominal value $0.000304635 per share"
A restricted share unit (RSU) is a promise by a company to give an employee a set number of company shares at a future date, typically after meeting time or performance conditions. For investors, RSUs matter because when they convert into actual shares they increase the number of shares outstanding (like unlocking more tickets in a game), which can dilute existing holders, and they align employee incentives with company performance, influencing behavior and long-term value.
Non-Qualified Deferred Savings Plan financial
"pursuant to the Willis Towers Watson Non-Qualified Deferred Savings Plan for U.S. Employees"
Non-Qualified Stable Value Excess Plan financial
"pursuant to the Willis Towers Watson Non-Qualified Stable Value Excess Plan for U.S. Employees"
separation from service financial
"following the earlier of the date that is 6 months after the reporting person's separation from service"

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FAQ

What equity awards did WTW executive Julie Jarecke Gebauer receive on July 15, 2026?

Julie Jarecke Gebauer received 11.6690 ordinary shares as dividend-equivalent rights and new restricted share unit credits of 82.2257 and 18.8305 units tied to Willis Towers Watson’s non-qualified employee savings and excess plans.

How many Willis Towers Watson (WTW) ordinary shares does Julie Jarecke Gebauer now hold directly?

After the reported awards, Julie Jarecke Gebauer directly holds 78,033.9245 ordinary shares of Willis Towers Watson. These direct holdings exclude her restricted share units and any shares reported as being held indirectly through family trusts.

What indirect holdings of WTW shares are reported for Julie Jarecke Gebauer?

The disclosure shows 534.0000 ordinary shares held indirectly in the Jeffrey Austin Gebauer Management Trust and another 534.0000 shares in the Dane Adam Gebauer Management Trust, both dated February 18, 2012.

How do Julie Jarecke Gebauer’s WTW restricted share units settle into ordinary shares?

The restricted share units settle into WTW ordinary shares on a 1:1 basis. Settlement generally occurs several months after separation from service or following death, depending on whether units are under the non-qualified deferred savings plan or the stable value excess plan.

Were Julie Jarecke Gebauer’s WTW equity transactions made under a Rule 10b5-1 plan?

The insider disclosure indicates the Rule 10b5-1 trading-plan box was not checked, and the footnotes do not describe any trading plan, suggesting these equity awards were not executed under a pre-arranged Rule 10b5-1 plan.

What do the dividend-equivalent awards reported for WTW’s Julie Jarecke Gebauer represent?

The dividend-equivalent awards represent rights economically equivalent to WTW ordinary shares that accrue on previously granted restricted share units, vest on the same schedule as the underlying awards, and increase her share-based compensation without a cash purchase.
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)
07/15/2026
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 share07/15/2026A11.669(1)A$078,033.9245D
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
Restricted Share Unit(2)07/15/2026A82.2257(3) (2) (2)Ordinary Shares, nominal value $0.000304635 per share82.2257$024,568.6489D
Restricted Share Unit(4)07/15/2026A18.8305(5) (4) (4)Ordinary Shares, nominal value $0.000304635 per share18.8305$05,613.7107D
Explanation of Responses:
1. The dividend equivalent rights accrued on the reporting person's previously reported restricted share unit awards and will vest based on the same vesting schedule applicable to the underlying 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/ Julie J. Gebauer by Gary Pang, Attorney-in-Fact (power of attorney previously filed)07/17/2026
** 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)