Aon plc — Director's Dealing 2021

Feb 17, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Aon plc (AON)
CIK: 0000315293
Period of Report: 2021-02-11

Reporting Person: Weitz Andy (Chief Marketing Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-11	Class A Ordinary Stock	A	5559	—	Acquired	22360	Direct
2021-02-11	Class A Ordinary Stock	F	2188	$229.31	Disposed	20172	Direct
2021-02-12	Class A Ordinary Stock	M	149	—	Acquired	20321	Direct
2021-02-12	Class A Ordinary Stock	F	59	$228.04	Disposed	20262	Direct
2021-02-12	Class A Ordinary Stock	M	447	—	Acquired	20709	Direct
2021-02-12	Class A Ordinary Stock	F	176	$228.04	Disposed	20533	Direct
2021-02-12	Class A Ordinary Stock	M	332	—	Acquired	20865	Direct
2021-02-12	Class A Ordinary Stock	F	131	$228.04	Disposed	20734	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-11	Restricted Share Unit (Right to Receive)	$	A	916	Acquired	2024-02-11	Class A Ordinary Shares (916)	Direct
2021-02-12	Restrictive Share Unit (Right to Receive)	$	M	149	Disposed	2023-02-13	Class A Ordinary Shares (299)	Direct
2021-02-12	Restrictive Share Unit (Right to Receive)	$	M	447	Disposed	2022-02-14	Class A Ordinary Shares (447)	Direct
2021-02-12	Restrictive Share Unit (Right to Receive)	$	M	332	Disposed	2021-02-15	Class A Ordinary Shares (332)	Direct

Footnotes

F1: On April 1, 2020, Aon plc, an Irish public limited company (the "Company"), became the successor of Aon plc, a public limited company incorporated under the laws of England and Wales ("Aon UK"), pursuant to a scheme of arrangement under English law. Pursuant to the transaction, all outstanding Class A ordinary shares of Aon UK were exchanged, on a one-for-one basis, for Class A ordinary shares of the Company, and Aon UK became a wholly owned subsidiary of the Company. The transaction did not alter the proportionate interests of security holders.

F2: Represents Class A Ordinary Shares issued upon the settlement of performance share unit awards originally granted approximately three years ago under the thirteenth 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 11, 2021, based on the Company's performance for the period from January 1, 2018 to December 31, 2020.

F3: Class A Ordinary Shares withheld by the issuer for payment of withholding taxes in connection with the vesting of the award.

F4: Class A Ordinary Shares acquired upon the vesting of a restricted share unit award.

F5: The restricted share unit award converts to Class A Ordinary Shares on a 1-for-1 basis. In accordance with Irish law, the reporting person agreed to pay the issuer the nominal value of US$0.01 per share issued to the reporting person.

F6: The 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.

F7: A restricted share unit award was granted on February 13, 2020 and vests in accordance with the terms of the Aon plc 2011 Incentive Compensation Plan: 33 1/3% of the award vests on each of the first through third anniversary of the date of grant.

F8: A restricted share unit award was granted on February 14, 2019 and vests in accordance with the terms of the Aon plc 2011 Incentive Compensation Plan: 33 1/3% of the award vests on each of the first through third anniversary of the date of grant.

F9: A restricted share unit award was granted on February 15, 2018 and vests in accordance with the terms of the Aon plc 2011 Incentive Compensation Plan: 33 1/3% of the award vests on each of the first through third anniversary of the date of grant.