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Willis Towers Watson (NASDAQ: WTW) CFO granted dividend-linked RSUs

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

Rhea-AI Filing Summary

Willis Towers Watson PLC Chief Financial Officer Andrew Jay Krasner reported small equity awards linked to company benefit plans. On July 15, 2026 he acquired 15.003 dividend-equivalent ordinary shares, bringing his direct holdings to 4,475.127 shares, alongside 19,599.0864 ordinary shares held indirectly through a revocable trust.

He was also credited with 8.6361 restricted share units under the Non-Qualified Deferred Savings Plan and 2.5214 units under the Non-Qualified Stable Value Excess Plan, each settling into ordinary shares on a 1:1 basis under the plans’ specified post-employment payout schedules.

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Insider Krasner Andrew Jay
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Restricted Share Unit 8.636 $0.00 --
Grant/Award Restricted Share Unit 2.521 $0.00 --
Grant/Award Ordinary Shares, nominal value $0.000304635 per share 15.003 $0.00 --
holding Ordinary Shares, nominal value $0.000304635 per share -- -- --
Holdings After Transaction: Restricted Share Unit — 2,640.391 shares (Direct); Ordinary Shares, nominal value $0.000304635 per share — 4,475.127 shares (Direct); Ordinary Shares, nominal value $0.000304635 per share — 19,599.086 shares (Indirect, Revocable Trust)
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 acquired 15.0030 shares Non-derivative award on 2026-07-15 credited from dividend equivalent rights
Direct ordinary share holdings after award 4,475.1270 shares Total non-derivative ordinary shares held directly after 2026-07-15 award
Indirect ordinary share holdings in revocable trust 19,599.0864 shares Ordinary shares held indirectly through a Revocable Trust as of 2026-07-15
Deferred Savings Plan RSUs acquired 8.6361 units Restricted Share Units credited under Non-Qualified Deferred Savings Plan on 2026-07-15
Deferred Savings Plan RSU balance after award 2,640.3910 units Total Restricted Share Units under the Non-Qualified Deferred Savings Plan after transaction
Stable Value Excess Plan RSUs acquired 2.5214 units Restricted Share Units credited under Non-Qualified Stable Value Excess Plan on 2026-07-15
Stable Value Excess Plan RSU balance after award 754.1638 units Total Restricted Share Units under the Non-Qualified Stable Value Excess Plan after transaction
dividend equivalent rights financial
"The dividend equivalent rights accrued on the reporting person's previously reported restricted share unit 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.
Restricted Share Unit financial
"Restricted share units settle for Ordinary Shares, nominal value $0.000304635 per share, on a 1:1 basis"
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 (the "Plan")"
Non-Qualified Stable Value Excess Plan financial
"pursuant to the Willis Towers Watson Non-Qualified Stable Value Excess Plan for U.S. Employees (the "Excess Plan")"

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FAQ

What insider equity awards did WTW CFO Andrew Jay Krasner report?

He reported small equity awards tied to benefit plans. On 15 July 2026 he acquired 15.003 dividend-equivalent ordinary shares plus 8.6361 restricted share units under the Non-Qualified Deferred Savings Plan and 2.5214 units under the Non-Qualified Stable Value Excess Plan.

How many Willis Towers Watson (WTW) shares does Andrew Jay Krasner hold after these transactions?

After the reported awards, he holds 4,475.127 ordinary shares directly and 19,599.0864 ordinary shares indirectly through a revocable trust. These positions reflect his updated non-derivative holdings as of 15 July 2026, excluding his separate restricted share unit balances.

What are the dividend equivalent rights referenced in WTW CFO Krasner’s Form 4?

Dividend equivalent rights are credits that mirror dividends on existing restricted share unit awards; each right equals one WTW ordinary share economically. For Krasner, they resulted in an additional 15.003 ordinary shares tied to previously reported RSU awards, vesting on the same schedule as the underlying grants.

How do Andrew Jay Krasner’s Non-Qualified Deferred Savings Plan RSUs at WTW settle?

Restricted share units under the Non-Qualified Deferred Savings Plan settle into WTW ordinary shares on a 1:1 basis six months after Krasner’s termination date. The 8.6361 units reported here were credited as dividend-related and matching contributions under that deferred savings arrangement.

What are the settlement terms for Krasner’s Stable Value Excess Plan RSUs at WTW?

Vested units under the Non-Qualified Stable Value Excess Plan settle into WTW ordinary shares on a 1:1 basis on the first business day of the month following the earlier of six months after separation from service or 30 days after death, per the plan’s terms.

Are Andrew Jay Krasner’s reported WTW transactions market purchases or sales?

No market purchases or sales were reported. All Form 4 entries describe acquisitions via company benefit plans: dividend-equivalent ordinary shares and restricted share units credited under the Non-Qualified Deferred Savings Plan and the Non-Qualified Stable Value Excess Plan, plus an updated trust holding line.
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*
Krasner Andrew Jay

(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 Financial Officer
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 share07/15/2026A15.003(1)A$04,475.127D
Ordinary Shares, nominal value $0.000304635 per share19,599.0864IRevocable Trust
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)07/15/2026A8.6361(3) (2) (2)Ordinary Shares, nominal value $0.000304635 per share8.6361$02,640.391D
Restricted Share Unit(4)07/15/2026A2.5214(5) (4) (4)Ordinary Shares, nominal value $0.000304635 per share2.5214$0754.1638D
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/ Andrew Krasner 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)