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Willis Towers Watson (NASDAQ: WTW) COO logs new dividend-based share unit awards

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(Neutral)
Form Type
4

Rhea-AI Filing Summary

Willis Towers Watson plc reported that Chief Operating Officer Alexis Faber acquired additional equity interests on 15 July 2026. Awards included 5.695 dividend-equivalent ordinary share rights tied to prior restricted share units and new RSU credits from dividends under two non-qualified U.S. employee plans. Following these transactions, Faber holds 11,481.542 ordinary shares directly, plan-based RSUs, and 1 ordinary share indirectly through an immediate family member.

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Insider Faber Alexis
Role Chief Operating Officer
Type Security Shares Price Value
Grant/Award Restricted Share Unit 8.581 $0.00 --
Grant/Award Restricted Share Unit 3.584 $0.00 --
Grant/Award Ordinary Shares, nominal value $0.000304635 per share 5.695 $0.00 --
holding Ordinary Shares, nominal value $0.000304635 per share -- -- --
Holdings After Transaction: Restricted Share Unit — 2,604.861 shares (Direct); Ordinary Shares, nominal value $0.000304635 per share — 11,481.542 shares (Direct); Ordinary Shares, nominal value $0.000304635 per share — 1 shares (Indirect, Directly held by immediate family member.)
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.
Ordinary shares acquired as dividend equivalents 5.6950 shares Dividend-equivalent ordinary share rights credited on 15 July 2026
Ordinary shares held directly after transactions 11481.5420 shares Direct holdings of Alexis Faber following 15 July 2026 acquisitions
RSUs acquired under Deferred Savings Plan 8.5812 units Restricted Share Units from dividends in the Non-Qualified Deferred Savings Plan
Deferred Savings Plan RSU balance after transactions 2604.8610 units Total Restricted Share Units under Deferred Savings Plan after 15 July 2026
RSUs acquired under Stable Value Excess Plan 3.5839 units Restricted Share Units from dividends in the Non-Qualified Stable Value Excess Plan
Stable Value Excess Plan RSU balance after transactions 1068.0431 units Total Restricted Share Units under Stable Value Excess Plan after 15 July 2026
Indirectly held ordinary shares 1.0000 share Ordinary Share held indirectly by an immediate family member
Restricted Share Unit financial
"Security title reported as "Restricted Share Unit" with share balances"
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.
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.
Non-Qualified Deferred Savings Plan financial
"Represents dividends acquired pursuant to the Willis Towers Watson Non-Qualified Deferred Savings Plan for U.S. Employees"
Non-Qualified Stable Value Excess Plan financial
"Vested shares under the Willis Towers Watson Non-Qualified Stable Value Excess Plan for U.S. Employees settle for Ordinary Shares"
economic equivalent financial
"Each dividend equivalent right is the economic equivalent of one WTW Ordinary Share"

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FAQ

What insider transactions did Willis Towers Watson (WTW) COO Alexis Faber report on July 15, 2026?

Alexis Faber reported acquisitions of small equity amounts on 15 July 2026. She received 5.695 dividend-equivalent ordinary share rights and new RSU credits of 8.5812 and 3.5839 units under non-qualified U.S. employee plans, with no corresponding share sales in this filing.

How many Willis Towers Watson (WTW) ordinary shares does Alexis Faber hold after these awards?

After the reported awards, Alexis Faber directly holds 11,481.542 Willis Towers Watson ordinary shares. In addition, she has an indirect holding of 1.0000 share through an immediate family member, plus plan-based restricted share units credited under non-qualified U.S. employee plans.

What restricted share units did WTW COO Alexis Faber report in this Form 4?

Faber reported acquiring 8.5812 restricted share units under the Non-Qualified Deferred Savings Plan and 3.5839 restricted share units under the Non-Qualified Stable Value Excess Plan. These RSUs are credited as dividends and settle into ordinary shares on a 1:1 basis under specified timing rules.

Were any Willis Towers Watson (WTW) shares sold by Alexis Faber in this insider filing?

No. The Form 4 shows only acquisitions of dividend-equivalent rights and restricted share units for Alexis Faber. The transaction summary lists three acquisition entries, with zero reported sales, exercises, gifts, or tax-withholding dispositions for the reported date.

Which employee plans are referenced in Alexis Faber’s Willis Towers Watson (WTW) Form 4?

The filing references the Willis Towers Watson Non-Qualified Deferred Savings Plan for U.S. Employees and the Non-Qualified Stable Value Excess Plan for U.S. Employees. Dividends and company matching contributions under these plans are credited to Faber’s account as restricted share units economically equivalent to 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*
Faber Alexis

(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 Operating 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 share07/15/2026A5.695(1)A$011,481.542D
Ordinary Shares, nominal value $0.000304635 per share1IDirectly held by immediate family member.
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)07/15/2026A8.5812(3) (2) (2)Ordinary Shares, nominal value $0.000304635 per share8.5812$02,604.861D
Restricted Share Unit(4)07/15/2026A3.5839(5) (4) (4)Ordinary Shares, nominal value $0.000304635 per share3.5839$01,068.0431D
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/ Alexis Faber 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)