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Willis Towers Watson (NASDAQ: WTW) HR chief granted share units

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

Rhea-AI Filing Summary

Willis Towers Watson Chief Human Resources Officer Kristy D. Banas reported small equity awards tied to dividend equivalents and savings plans. On January 15, 2026, she acquired 4.334 WTW ordinary shares at $0, bringing her directly held ordinary shares to 8,514.9832.

She also received restricted share units, all reported as directly owned. One grant added 3.1845 restricted share units, with total holdings in that award line rising to 1,178.1828 units. Another added 1.4708 restricted share units, bringing that related balance to 534.6302 units. These units and dividend equivalent rights are described as settling into ordinary shares on a 1:1 basis under the company’s non-qualified deferred savings and stable value excess plans, generally after termination of service or other specified events.

Positive

  • None.

Negative

  • None.
Insider Banas Kristy D
Role Chief Human Resources Officer
Type Security Shares Price Value
Grant/Award Restricted Share Unit 3.185 $0.00 --
Grant/Award Restricted Share Unit 1.471 $0.00 --
Grant/Award Ordinary Shares, nominal value $0.000304635 per share 4.334 $0.00 --
Holdings After Transaction: Restricted Share Unit — 1,178.183 shares (Direct); Ordinary Shares, nominal value $0.000304635 per share — 8,514.983 shares (Direct)
Footnotes (1)
  1. The dividend equivalent rights accrued on the reporting person's previously reported restricted share unit award 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.
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*
Banas Kristy D

(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)
Chief Human Resources Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026
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 01/15/2026 A 4.334(1) A $0 8,514.9832 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) 01/15/2026 A 3.1845(3) (2) (2) Ordinary Shares, nominal value $0.000304635 per share 3.1845 $0 1,178.1828 D
Restricted Share Unit (4) 01/15/2026 A 1.4708(5) (4) (4) Ordinary Shares, nominal value $0.000304635 per share 1.4708 $0 534.6302 D
Explanation of Responses:
1. The dividend equivalent rights accrued on the reporting person's previously reported restricted share unit award 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/ Kristy D. Banas by Lina Vanessa Jaramillo, Attorney-in-Fact (power of attorney previously filed) 01/16/2026
** 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.
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.

FAQ

What insider activity did WTW Chief HR Officer Kristy Banas report on this Form 4?

The Form 4 shows Kristy D. Banas, Chief Human Resources Officer of Willis Towers Watson, acquiring small amounts of company equity on January 15, 2026, including ordinary shares and restricted share units credited at $0 per unit.

How many Willis Towers Watson ordinary shares did Kristy Banas acquire and now hold?

Kristy Banas acquired 4.334 ordinary shares, nominal value $0.000304635 per share. After the transaction, she directly beneficially owned 8,514.9832 ordinary shares.

What restricted share unit grants were reported for WTW insider Kristy Banas?

The filing reports two restricted share unit acquisitions. One credit added 3.1845 restricted share units, with 1,178.1828 units held afterward. Another added 1.4708 restricted share units, with 534.6302 units held afterward.

How do Kristy Banas’s WTW restricted share units and dividend equivalents settle?

The footnotes state that restricted share units and dividend equivalent rights settle into WTW ordinary shares on a 1:1 basis. For certain awards, settlement occurs 6 months after the reporting person’s termination date or on specified dates tied to separation from service or death.

What plans are involved in the WTW restricted share units reported for Kristy Banas?

Some units and dividend equivalents are credited under 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, including the participant’s deferral elections and related company matching contributions.

Were the WTW shares and units held by Kristy Banas reported as directly or indirectly owned?

All the reported ordinary shares and restricted share units are listed as directly owned (D), with no separate indirect ownership entity described in the provided content.