WLTW Willis Towers Watson Public Limited
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 16, 2021
Willis Towers Watson Public Limited Company
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
c/o Willis Group Limited, 51 Lime Street, London, EC3M 7DQ, England and Wales
(Address, including Zip Code, of Principal Executive Offices)
Registrant’s telephone number, including area code: (011) (44)-(20)-3124-6000
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Name of each exchange
on which registered
|Ordinary Shares, nominal value $0.000304635 per share||WLTW||NASDAQ Global Select Market|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 16, 2021, Willis Towers Watson Public Limited Company (“Willis Towers Watson”) announced that its Board of Directors has appointed Carl Hess as President of Willis Towers Watson, effective immediately, and to succeed John Haley as Chief Executive Officer of Willis Towers Watson, effective January 1, 2022. The Company’s Board of Directors has not yet determined Mr Hess’s compensation as Chief Executive Officer. Mr. Hess has previously served as head of Willis Towers Watson’s Investment, Risk and Reinsurance segment since January 2016.
Willis Towers Watson also issued a press release relating to Mr. Hess’s appointments, which is being furnished as Exhibit 99.1 hereto. The information contained in Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.
Financial Statements and Exhibits
|99.1||Press Release, dated August 16, 2021, announcing the appointment of Carl Hess as President and Chief Executive Officer.|
|104||Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document).|
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
WILLIS TOWERS WATSON PUBLIC LIMITED
Date: August 16, 2021
/s/ Neil D. Falis
|Name:||Neil D. Falis|
|Title:||Deputy Company Secretary|