Willis Towers Watson (WTW) awards 8,474 ordinary shares to executive

Rhea-AI Filing Summary

Willis Towers Watson executive Julie Jarecke Gebauer, President of Health, Wealth & Career, reported an acquisition of 8,474 ordinary shares at a zero price as a grant or award. These shares reflect performance-based restricted share units earned for a performance period ending on December 31, 2025, and will vest upon satisfying a service-based requirement on April 1, 2026, under the award terms. After this award, her direct holdings total 80,096.353 ordinary shares, and she also reports indirect ownership of 534 shares in each of two named management trusts.

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

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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)

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Pres.-Health, Wealth & Career

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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	02/25/2026		A		8,474(1)	A	$0	80,096.353	D
Ordinary Shares, nominal value $0.000304635 per share								534	I	Dane Adam Gebauer Management Trust UA Feb 18, 2012
Ordinary Shares, nominal value $0.000304635 per share								534	I	Jeffrey 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the number of performance-based restricted share units earned upon the certification of the achievement of certain pre-established performance goals for the performance period that ended on December 31, 2025. Each earned unit represents the right to receive one ordinary share of the Issuer upon the satisfaction of the service-based vesting requirement on April 1, 2026, subject to the terms of the award agreement. This number also includes the number of ordinary shares of the Issuer that are issuable pursuant to the dividend equivalent right under the terms of the award agreement providing for the accrual of dividends in the form of additional restricted share units that vest and are payable at the same time as the underlying performance-based restricted share units.

	/s/ Julie J. Gebauer by Gary Pang, Attorney-in-Fact (power of attorney previously filed)	02/27/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did Willis Towers Watson (WTW) report for Julie Jarecke Gebauer?

Willis Towers Watson reported that executive Julie Jarecke Gebauer acquired 8,474 ordinary shares as a grant or award. The shares stem from earned performance-based restricted share units tied to a performance period ending December 31, 2025, and are subject to future service-based vesting.

How many Willis Towers Watson shares does Julie Jarecke Gebauer own after this Form 4?

After this transaction, Julie Jarecke Gebauer directly owns 80,096.353 ordinary shares of Willis Towers Watson. She also reports indirect ownership of 534 shares in each of two separate management trusts, according to the Form 4 disclosure for the same date.

What are the terms of the 8,474-share award reported by Willis Towers Watson (WTW)?

The 8,474 shares represent performance-based restricted share units earned after achieving pre-established goals for a period ending December 31, 2025. Each unit converts into one ordinary share if a service-based vesting condition is satisfied on April 1, 2026, under the award agreement.

Did Julie Jarecke Gebauer pay a purchase price for the 8,474 Willis Towers Watson shares?

No cash purchase price was reported; the shares were acquired at a transaction price of 0.0000 per share. The Form 4 classifies the transaction as a grant, award, or other acquisition of shares tied to performance-based restricted share units.

What indirect holdings does Julie Jarecke Gebauer report in Willis Towers Watson (WTW)?

Julie Jarecke Gebauer reports indirect ownership of 534 ordinary shares in each of two trusts: the Dane Adam Gebauer Management Trust and the Jeffrey Austin Gebauer Management Trust, both dated February 18, 2012, as shown in the Form 4 holdings section.

When will Julie Jarecke Gebauer’s performance-based restricted share units in WTW vest?

The earned performance-based restricted share units are scheduled to vest on April 1, 2026, if the service-based vesting requirement under the award agreement is satisfied. Upon vesting, each unit entitles her to receive one ordinary share of Willis Towers Watson.