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WILLIS TOWERS WATSON PLC Director's Dealing 2014

Apr 2, 2014

30135_dirs_2014-04-02_536c66a1-2796-446e-9bce-04617f1c108a.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WILLIS GROUP HOLDINGS PLC (WSH)
CIK: 0001140536
Period of Report: 2014-03-31

Reporting Person: Casserley Dominic (Director, Chief Executive Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-03-31 Ordinary Shares, nominal value $0.000115 per share A 12021.0000 $0.0000 Acquired 71520.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-03-31 Option $44.1300 A 67752.0000 Acquired 2022-03-03 Ordinary Shares, nominal value $0.000115 per share (67752.0000) Direct

Footnotes

F1: Comprised of 12,021 restricted share units ("RSUs"), which represent the right to receive ordinary shares, par value $0.000115 per share, of Willis Group Holdings Public Limited Company (the "Company"). 33% of the RSUs vested on the grant date, 33% will vest on January 7, 2015 and 34% will vest on January 7, 2016.

F2: Includes an aggregate of 40,453 RSUs subject to the satisfaction of vesting requirements and gives effect to the RSUs granted on March 31, 2014.

F3: The options to purchase ordinary shares, par value $0.000115 per share, of the Company shall become exercisable as to 33% on the grant date, 33% on January 7, 2015 and 34% on January 7, 2016.