SEC Form 4 · accession 0001209191-19-011389
Aon plc · AON
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Neller
Officer — Principal Accounting Officer
Period of report
Feb 14, 2019
Accepted (ET)
Feb 19, 2019 · 9:13 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000315293
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Ordinary StockF1 | Feb 14, 2019 | A | 4,401 | — | A | 5,188 | D | |
| Class A Ordinary Stock | Feb 14, 2019 | F | 1,312 | $169.62 | D | 3,876 | D | |
| Class A Ordinary Stock | Feb 19, 2019 | S | 1,250 | $171.66 | D | 2,626 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restrictive Share Unit (Right to Receive)F4,F5 | — | Feb 14, 2019 | A | 660 | A | — | Feb 14, 2022 | Class A Ordinary Shares | 660 | 660 | D |
Explanation of responses
- F1Represents Class A Ordinary Shares upon the settlement of performance share unit awards originally granted approximately three years ago under the eleventh cycle of the Company's Leadership Performance Program. The number of shares issued was determined by the Organization and Compensation Committee of the Board of Directors on February 14, 2019, based on the Company's performance for the period from January 1, 2016 to December 31, 2018.
- F2Class A Ordinary Shares withheld by the issuer for payment of withholding taxes in connection with the vesting of the award.
- F3The transactions reported were effected pursuant to a trading plan meeting the requirements of SEC Rule 10b5-1 entered into on November 26, 2018.
- F4The restricted share unit award converts to Class A Ordinary Shares on a 1-for-1 basis. In accordance with U.K. law, the reporting person agreed to pay the issuer the nominal value of US$0.01 per share issued to the reporting person.
- F5The restricted share unit award vests in accordance with the terms of the Aon plc 2011 Incentive Compensation Plan as follows: 33 1/3% of the award vests on each of the first through third anniversary of the date of the grant.