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Willis Towers Watson (WTW) CFO logs RSU award and tax share withholding

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

Rhea-AI Filing Summary

Willis Towers Watson Chief Financial Officer Andrew Jay Krasner reported routine equity compensation and related tax withholding in ordinary shares. He received 2,360.399 time-based restricted share units, which vest in equal parts on the first, second, and third anniversaries of the grant date.

To cover taxes on previously granted RSUs that vested and settled, 289.429 shares were withheld by the company at about $297.64 per share. Following these transactions, Krasner holds about 4,460.124 shares directly and 19,515.7268 shares indirectly through a revocable trust, including shares from dividend equivalent rights.

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Negative

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Insider Krasner Andrew Jay
Role Chief Financial Officer
Type Security Shares Price Value
Tax Withholding Ordinary Shares, nominal value $0.000304635 per share 289.429 $297.64 $86K
Grant/Award Ordinary Shares, nominal value $0.000304635 per share 2,360.399 $0.00 --
holding Ordinary Shares, nominal value $0.000304635 per share -- -- --
Holdings After Transaction: Ordinary Shares, nominal value $0.000304635 per share — 4,460.124 shares (Direct, null); Ordinary Shares, nominal value $0.000304635 per share — 19,515.727 shares (Indirect, Revocable Trust)
Footnotes (1)
  1. Comprised of 2,360.3990 time-based restricted share units ("RSUs"), which represent the right to receive ordinary shares, par value $0.000304635 per share, of the Issuer. The RSUs shall vest ratably over a three-year period as of the first, second and third anniversaries of the grant date. Includes 21 shares relating to dividend equivalent rights that previously accrued on the reporting person's RSU awards and were not included in the prior Form 4 due to processing and settlement on April 21, 2026. Withholding of shares by Issuer incident to the tax payment related to the vesting and settlement of RSUs granted on April 20, 2025. Reflects the transfer of shares to the reporting person's revocable trust following the vesting and settlement reported in this Form 4.
RSU grant size 2,360.399 RSUs Time-based award to CFO, vests over three years
Tax withholding shares 289.429 shares Withheld to pay taxes on RSUs granted April 20, 2025
Withholding price $297.64 per share Value used for tax withholding shares
Direct holdings after transactions 4,460.124 shares CFO’s direct ownership following Form 4 events
Indirect trust holdings 19,515.7268 shares Held through revocable trust after transfer
Dividend equivalent shares 21 shares From dividend equivalent rights on RSU awards
restricted share units financial
"Comprised of 2,360.3990 time-based restricted share units ("RSUs"), which represent the right to receive ordinary shares"
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
dividend equivalent rights financial
"Includes 21 shares relating to dividend equivalent rights that previously accrued on the reporting person's RSU 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.
revocable trust financial
"Reflects the transfer of shares to the reporting person's revocable trust following the vesting and settlement"
A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.
tax-withholding disposition financial
"Withholding of shares by Issuer incident to the tax payment related to the vesting and settlement of RSUs"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
time-based RSUs financial
"Comprised of 2,360.3990 time-based restricted share units ("RSUs"), which represent the right to receive 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*
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)
04/20/2026
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 share04/20/2026A2,360.399(1)A$05,216.648(2)D
Ordinary Shares, nominal value $0.000304635 per share04/21/2026F289.429(3)D$297.644,460.124D
Ordinary Shares, nominal value $0.000304635 per share19,515.7268(4)IRevocable 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
Explanation of Responses:
1. Comprised of 2,360.3990 time-based restricted share units ("RSUs"), which represent the right to receive ordinary shares, par value $0.000304635 per share, of the Issuer. The RSUs shall vest ratably over a three-year period as of the first, second and third anniversaries of the grant date.
2. Includes 21 shares relating to dividend equivalent rights that previously accrued on the reporting person's RSU awards and were not included in the prior Form 4 due to processing and settlement on April 21, 2026.
3. Withholding of shares by Issuer incident to the tax payment related to the vesting and settlement of RSUs granted on April 20, 2025.
4. Reflects the transfer of shares to the reporting person's revocable trust following the vesting and settlement reported in this Form 4.
/s/ Andrew Krasner by Gary Pang, Attorney-in-Fact (power of attorney previously filed)04/22/2026
** 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)

FAQ

What did WTW CFO Andrew Krasner report in this Form 4 filing?

Andrew Krasner reported equity compensation and tax withholding transactions in Willis Towers Watson ordinary shares. He received 2,360.399 restricted share units and had 289.429 shares withheld to cover taxes tied to earlier RSU vesting.

How many Willis Towers Watson (WTW) RSUs did the CFO receive?

He received 2,360.399 time-based restricted share units (RSUs), each representing the right to receive one ordinary share. These RSUs vest ratably over three years on the first, second, and third anniversaries of the grant date.

Why were 289.429 WTW shares withheld in Andrew Krasner’s Form 4?

289.429 shares were withheld by Willis Towers Watson to satisfy tax obligations from the vesting and settlement of RSUs granted on April 20, 2025. This is a non-market, tax-withholding disposition rather than an open-market share sale.

How many Willis Towers Watson shares does the CFO hold after these transactions?

After these transactions, Andrew Krasner holds 4,460.124 shares directly and 19,515.7268 shares indirectly through a revocable trust. The indirect holdings include 21 shares from previously accrued dividend equivalent rights on earlier RSU awards.

What are the vesting terms of Andrew Krasner’s new WTW RSU award?

The 2,360.399 RSUs vest ratably over three years. Equal portions vest on the first, second, and third anniversaries of the grant date, after which each vested RSU settles into one Willis Towers Watson ordinary share, subject to the plan’s terms.