Form 4: WTW CHRO Kristy Banas Reports RSU Acquisitions

Willis Towers Watson's Chief Human Resources Officer, Kristy D. Banas, reported the acquisition of additional restricted share units and dividend equivalent rights on October 15, 2025.

Summary

• Kristy D. Banas, Chief Human Resources Officer of Willis Towers Watson PLC (WTW), reported transactions on October 15, 2025.
• Acquired 4.184 Ordinary Shares as dividend equivalent rights on existing time-based restricted share unit awards, which will vest based on the same schedule as the underlying RSUs.
• Acquired 2.9733 Restricted Share Units under the Willis Towers Watson Non-Qualified Deferred Savings Plan for U.S. Employees, representing dividends, participant deferrals, and company matching contributions.
• Acquired 1.3987 Restricted Share Units under the Willis Towers Watson Non-Qualified Stable Value Excess Plan for U.S. Employees, also representing dividends, participant deferrals, and company matching contributions.
• Following these transactions, Kristy D. Banas beneficially owns 8,415.9373 Ordinary Shares directly.
• She also beneficially owns 1,137.0599 Restricted Share Units (from the Deferred Savings Plan) and 519.8693 Restricted Share Units (from the Stable Value Excess Plan) directly.

Sentiment

Score: 7

Explanation: The filing reports routine executive compensation transactions, specifically the acquisition of restricted share units and dividend equivalent rights, which increases the executive's beneficial ownership and aligns interests with shareholders. This is generally a neutral to slightly positive indicator.

Positives

• Increased beneficial ownership by a key executive, Kristy D. Banas, which aligns her interests with those of shareholders.
• Acquisition of shares and Restricted Share Units (RSUs) through dividend equivalent rights and company plans indicates ongoing participation in executive compensation programs.

Future Outlook

The acquired dividend equivalent rights will vest based on the same schedule as the underlying restricted share unit award. Restricted Share Units from one plan will settle for Ordinary Shares 6 months after the reporting person's termination date. Vested shares from another plan will settle for Ordinary Shares on the first business day of the month following the earlier of (i) 6 months after separation from service or (ii) 30 days after death.

Industry Context

NA

Related Party Transactions

• The reported transactions involve the acquisition of Ordinary Shares and Restricted Share Units by Kristy D. Banas, an executive of Willis Towers Watson PLC, from the company as part of her compensation and deferred savings plans. These are considered related-party transactions inherent to executive compensation structures.

Stakeholder Impact

• Shareholders: Increased alignment of executive interests with shareholder value due to higher beneficial ownership.
• Employees: Reflects the ongoing executive compensation practices and benefits offered through company plans.

Next Steps

• Vesting of the acquired restricted share units and dividend equivalent rights according to their respective schedules.
• Settlement of vested restricted share units into Ordinary Shares upon the occurrence of specified future events (e.g., termination, separation from service, or death).

Key Dates

Recommendation

This Form 4 reports routine executive compensation awards (RSUs and dividend equivalents) and does not provide new fundamental information to warrant a change in investment recommendation. It indicates continued executive alignment but is not a catalyst for significant price movement.

Keywords

Willis Towers Watson, WTW, Kristy D. Banas, Form 4, Insider Transaction, Restricted Share Units, RSU, Executive Compensation, Share Ownership, Deferred Compensation