Aon plc — Director's Dealing 2022

Feb 23, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Aon plc (AON)
CIK: 0000315293
Period of Report: 2022-02-17

Reporting Person: Davies Christa (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-02-17	Class A Ordinary Stock	A	54384	—	Acquired	253955	Direct
2022-02-17	Class A Ordinary Stock	F	21442	$281.04	Disposed	232513	Direct
2022-02-18	Class A Ordinary Stock	S	750	$279.93	Disposed	231763	Direct
2022-02-18	Class A Ordinary Stock	S	4584	$280.99	Disposed	227179	Direct
2022-02-18	Class A Ordinary Stock	S	11639	$281.93	Disposed	215540	Direct
2022-02-18	Class A Ordinary Stock	S	9137	$283.05	Disposed	206403	Direct
2022-02-18	Class A Ordinary Stock	S	5206	$283.87	Disposed	201197	Direct
2022-02-18	Class A Ordinary Stock	S	1626	$284.77	Disposed	199571	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-02-17	Restricted Share Unit (Right to Receive)	$	A	2615	Acquired	2025-02-17	Class A Ordinary Shares (2615)	Direct

Footnotes

F1: Represents Class A Ordinary Shares issued upon the settlement of performance share unit awards originally granted approximately three years ago under the fourteenth 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 17, 2022, based on the Company's performance for the period from January 1, 2019 to December 31, 2021.

F2: Class A Ordinary Shares withheld by the issuer for payment of withholding taxes in connection with the vesting of the award.

F3: The price reported is a weighted average price. Shares were sold in a series of transactions within the same trading day at prices ranging from $279.43 to $280.40, inclusive. Full information regarding the number of shares sold at each separate price is available upon request by the Commission staff, the issuer, or a security holder of the issuer.

F4: The transactions reported were effected pursuant to a trading plan meeting the requirements of SEC Rule 10b5-1 entered into on November 23, 2021.

F5: The price reported is a weighted average price. Shares were sold in a series of transactions within the same trading day at prices ranging from $280.44 to $281.42, inclusive. Full information regarding the number of shares sold at each separate price is available upon request by the Commission staff, the issuer, or a security holder of the issuer.

F6: The price reported is a weighted average price. Shares were sold in a series of transactions within the same trading day at prices ranging from $281.46 to $282.41, inclusive. Full information regarding the number of shares sold at each separate price is available upon request by the Commission staff, the issuer, or a security holder of the issuer.

F7: The price reported is a weighted average price. Shares were sold in a series of transactions within the same trading day at prices ranging from $282.50 to $283.49, inclusive. Full information regarding the number of shares sold at each separate price is available upon request by the Commission staff, the issuer, or a security holder of the issuer.

F8: The price reported is a weighted average price. Shares were sold in a series of transactions within the same trading day at prices ranging from $283.50 to $284.47, inclusive. Full information regarding the number of shares sold at each separate price is available upon request by the Commission staff, the issuer, or a security holder of the issuer.

F9: The price reported is a weighted average price. Shares were sold in a series of transactions within the same trading day at prices ranging from $284.58 to $285.15, inclusive. Full information regarding the number of shares sold at each separate price is available upon request by the Commission staff, the issuer, or a security holder of the issuer.

F10: 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.

F11: 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.