Aon plc — Director's Dealing 2025

Feb 19, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Aon plc (AON)
CIK: 0000315293
Period of Report: 2025-02-13

Reporting Person: Case Gregory C (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-02-13	Class A Ordinary Stock	A	83333	—	Acquired	505163.576	Direct
2025-02-13	Class A Ordinary Stock	F	37648.885	$390.29	Disposed	467514.691	Direct
2025-02-13	Class A Ordinary Stock	A	6628	—	Acquired	474142.691	Direct
2025-02-13	Class A Ordinary Stock	F	2994.454	$390.29	Disposed	471148.237	Direct
2025-02-14	Class A Ordinary Stock	M	2357	—	Acquired	473505.237	Direct
2025-02-14	Class A Ordinary Stock	F	1009.478	$386.99	Disposed	472495.759	Direct
2025-02-18	Class A Ordinary Stock	G	977	—	Disposed	471518.759	Direct
2025-02-18	Class A Ordinary Stock	G	977	—	Disposed	470541.759	Direct
2025-02-14	Class A Ordinary Stock	G	18478	—	Disposed	18478	Indirect
2025-02-14	Class A Ordinary Stock	G	18478	—	Disposed	0	Indirect
2025-02-18	Class A Ordinary Stock	G	977	—	Acquired	129029	Indirect
2025-02-18	Class A Ordinary Stock	G	977	—	Acquired	129029	Indirect
2025-02-14	Class A Ordinary Stock	G	18478	—	Acquired	163964	Indirect
2025-02-14	Class A Ordinary Stock	G	18478	—	Acquired	163963	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-02-14	Restricted Share Unit (Right to Receive)	$	M	2357	Disposed	2026-02-17	Class A Ordinary Shares (2357)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Ordinary Stock	400000	Indirect
Class A Ordinary Stock	136740	Indirect

Footnotes

F1: Represents Class A Ordinary Shares issued upon the settlement of performance share unit awards originally granted approximately three years ago under the seventeenth 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 13, 2025, based on the Company's performance for the period from January 1, 2022 to December 31, 2024.

F2: On February 7, 2025 the GRAT returned 186,029 shares to the reporting person as an annuity payment.

F3: On August 5, 2024, the reporting person contributed 136,740 shares previously held as direct to a new GRAT.

F4: Class A Ordinary Shares withheld by the issuer for payment of taxes in connection with the vesting of the award.

F5: Class A Ordinary Shares acquired upon the vesting of a restricted share unit award.

F6: Upon termination of the GRAT on February 14, 2025, the reporting person transferred the remaining 36,956 shares to two separate trusts by gift, each of which acquired 18,478 shares.

F7: 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 $0.01 per share issued to the reporting person.

F8: A restricted share unit award was granted on February 17, 2023 and vests in accordance with the terms of the Aon plc 2011 Incentive Compensation Plan, as amended and restated: 33 1/3% of the award vests on each of the first through third anniversary of the date of grant.