SEC Form 4 · accession 0001140536-26-000209
WILLIS TOWERS WATSON PLC · WTW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Carl Aaron Hess
Officer — Chief Executive Officer · Director
Period of report
Jul 15, 2026
Accepted (ET)
Jul 17, 2026 · 4:08 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001140536
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary Shares, nominal value $0.000304635 per shareF1 | Jul 15, 2026 | A | 52 | $0.00 | A | 117,548 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitF3,F2 | — | Jul 15, 2026 | A | 35 | A | — | — | Ordinary Shares, nominal value $0.000304635 per share | 35 | 10,557 | D |
| Restricted Share UnitF5,F4 | — | Jul 15, 2026 | A | 28 | A | — | — | Ordinary Shares, nominal value $0.000304635 per share | 28 | 8,459 | D |
Explanation of responses
- F1The 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.
- F2Restricted 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.
- F3Represents 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.
- F4Vested 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.
- F5Represents 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.