Aon plc — Regulatory Filings 2021

Dec 2, 2021

8-A12B 1 d64472d8a12b.htm 8-A12B 8-A12B

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 8-A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR (g) OF THE

SECURITIES EXCHANGE ACT OF 1934

Aon plc	Aon Global Limited
(Exact Name of Registrant as Specified in Its Charter)	(Exact Name of Registrant as Specified in Its Charter)
Ireland	England and Wales
(Jurisdiction of Incorporation or Organization)	(Jurisdiction of Incorporation or Organization)
98-1539969	98-1030901
(I.R.S. Employer Identification no.)	(I.R.S. Employer Identification no.)
Metropolitan Building James Joyce Street Dublin 1, Ireland D01 K0Y8	The Aon Centre The Leadenhall Building 122 Leadenhall Street London, England, EC3V 4AN
(Address of Principal Executive Offices)	(Address of Principal Executive Offices)
Aon Corporation	Aon Global Holdings plc
(Exact Name of Registrant as Specified in Its Charter)	(Exact Name of Registrant as Specified in Its Charter)
Delaware	England and Wales
(Jurisdiction of Incorporation or Organization)	(Jurisdiction of Incorporation or Organization)
36-3051915	98-1199820
(I.R.S. Employer Identification no.)	(I.R.S. Employer Identification no.)
200 East Randolph Street Chicago, Illinois 60601 United States of America	The Aon Centre The Leadenhall Building 122 Leadenhall Street London, England, EC3V 4AN
(Address of Principal Executive Offices)	(Address of Principal Executive Offices)

Securities to be registered pursuant to Section 12(b) of the Act:

| Title of each class to be so
registered | Name of each exchange on which each
class is to be registered |
| --- | --- |
| 2.600% Senior Notes due 2031 | The New York Stock Exchange |

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. ☒

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. ☐

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ☐

Securities Act registration statement or Regulation A offering statement file number to which this form relates (if applicable): 333-238189

Securities to be registered pursuant to Section 12(g) of the Act: None.

Item 1. Description of Registrant’s Securities to be Registered.

Aon Corporation (“Aon Corp.”) and Aon Global Holdings plc (formerly known as Aon Global Holdings Limited) (“AGH” and, together with Aon Corp., the “Issuers”) register hereunder their 2.600% Senior Notes due 2031 and the guarantees thereof (the “Guarantees” and, together with the Notes, the “Securities”) by each of Aon plc and Aon Global Limited (formerly known as Aon plc) (“AGL”). The information required by this item in respect of the Securities is incorporated herein by reference to the information set forth under the caption “Description of the Securities” in the Issuers’ Prospectus Supplement, dated November 29, 2021, and under the caption “Description of Debt Securities and Guarantees” in the accompanying Prospectus, dated May 12, 2020, filed with the Securities and Exchange Commission (the “Commission”) on December 1, 2021 and May 12, 2020, respectively.

Item 2. Exhibits.

Exhibit No.	Description
4.1	Amended and Restated Indenture, dated April 1, 2020, among Aon Corp., Aon plc, AGL, AGH and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”) (amending and restating the Indenture, dated
December 3, 2018, among Aon Corp., AGL and the Trustee) (incorporated by reference to Exhibit 4.6 to Aon plc’s Current Report on Form 8-K filed with the Commission on April 1, 2020)
4.2	Second Indenture Supplement, dated as of December 2, 2021, among Aon Corp., Aon plc, AGL, AGH and the Trustee (incorporated by reference to Exhibit 4.2 to Aon plc’s Current Report on Form 8-K filed with the Commission on December 2, 2021)
4.3	Form of 2.600% Senior Note due 2031 (included in Exhibit 4.2)

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrants have duly caused this registration statement to be signed on their behalf by the undersigned, thereto duly authorized.

Dated: December 2, 2021

AON PLC
	(Registrant)
By:	/s/ Paul Hagy
	Name: Paul Hagy
	Title:Treasurer

AON GLOBAL LIMITED
	(Registrant)
By:	/s/ Rogier Sparreboom
	Name:Rogier Sparreboom
	Title:Director

AON CORPORATION
	(Registrant)
By:	/s/ Julie Cho
	Name:Julie Cho
	Title:Vice President & Secretary

AON GLOBAL HOLDINGS PLC
	(Registrant)
By:	/s/ Pelagia Katsaouni-Dodd
	Name:Pelagia Katsaouni-Dodd
	Title:Director