0001127602-23-004034.txt : 20230208 0001127602-23-004034.hdr.sgml : 20230208 20230208170511 ACCESSION NUMBER: 0001127602-23-004034 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230206 FILED AS OF DATE: 20230208 DATE AS OF CHANGE: 20230208 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hess Carl Aaron CENTRAL INDEX KEY: 0001435988 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16503 FILM NUMBER: 23599980 MAIL ADDRESS: STREET 1: 901 NORTH GLEBE RD CITY: ARLINGTON STATE: VA ZIP: 22203 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: WILLIS TOWERS WATSON PLC CENTRAL INDEX KEY: 0001140536 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 000000000 STATE OF INCORPORATION: L2 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O WILLIS GROUP LIMITED STREET 2: 51 LIME STREET CITY: LONDON ENGLAND STATE: X0 ZIP: EC3M 7DQ BUSINESS PHONE: 44-20-3124-6000 MAIL ADDRESS: STREET 1: C/O WILLIS GROUP LIMITED STREET 2: 51 LIME STREET CITY: LONDON ENGLAND STATE: X0 ZIP: EC3M 7DQ FORMER COMPANY: FORMER CONFORMED NAME: WILLIS GROUP HOLDINGS PLC DATE OF NAME CHANGE: 20100104 FORMER COMPANY: FORMER CONFORMED NAME: WILLIS GROUP HOLDINGS LTD DATE OF NAME CHANGE: 20010514 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2023-02-06 0001140536 WILLIS TOWERS WATSON PLC WTW 0001435988 Hess Carl Aaron C/O WILLIS GROUP LIMITED 51 LIME STREET LONDON X0 EC3M 7DQ UNITED KINGDOM 1 1 Chief Executive Officer Ordinary Shares, nominal value $0.000304635 per share 2023-02-06 4 A 0 4695 0 A 65743.083 D Ordinary Shares, nominal value $0.000304635 per share 2023-02-06 4 F 0 202 252.39 D 65541.083 D Restricted Share Unit 2023-02-06 4 A 0 161.9142 0 A Ordinary Shares, nominal value $0.000304635 per share 161.9142 5722.4798 D Represents the number of performance-based restricted share units earned upon the certification of the achievement of certain pre-established performance goals based on three-year annualized total shareholder return during the three-year performance period that ended on December 31, 2022, each of which earned unit represents the right to receive one ordinary share of the Issuer upon the satisfaction of the service-based vesting requirement on July 20, 2023, subject to the terms of the award agreement. This number also includes the number of ordinary shares of the Issuer that are issuable pursuant to the dividend equivalent right under the terms of the award agreement providing for the accrual of dividends in the form of additional restricted share units that vest and are payable at the same time as the underlying performance-based restricted share units. Represents the number of ordinary shares of the Issuer withheld by the Issuer from the ordinary shares that are eventually eligible to be issued upon the vesting date of July 20, 2023 to satisfy the reporting person's FICA and income tax withholding obligations relating to the number of performance-based restricted share units that were deemed to be earned as of the performance goal attainment level certification date and to be eligible to vest on the vesting date and based on the reporting person's retirement-vesting eligibility status as of the performance goal attainment level certification date. 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. Includes restricted share units acquired pursuant to the Company's contribution under the terms of the Willis Towers Watson Non-Qualified Stable Value Excess Plan for U.S. Employees and credited to the participant's account. /s/ Carl A. Hess by Elaine Wiggins, Attorney-in-Fact (power of attorney previously filed) 2023-02-08