WILLIS TOWERS WATSON PLC — Director's Dealing 2015

Feb 17, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WILLIS GROUP HOLDINGS PLC (WSH)
CIK: 0001140536
Period of Report: 2015-02-13

Reporting Person: WRIGHT TIMOTHY D (CEO, Willis International)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-02-13	Ordinary Shares, nominal value $0.000115 per share	M	100000	$26.17	Acquired	152352	Direct
2015-02-13	Ordinary Shares, nominal value $0.000115 per share	S	100000	$47.58	Disposed	52352	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-13	Stock Option (right to buy)	$26.17	M	100000	Disposed	2017-05-05	Ordinary Shares, nominal value $0.000115 per share (100000)	Direct

Footnotes

F1: The number of securities disposed of represents the aggregate number of shares sold in multiple open market transactions having prices ranging from $47.06 to $48.08 per share. The price listed in Table I represents the average weight sale price for such sales. The reporting person undertakes to provide the staff of the Securities and Exchange Commission, the Issuer, or a stockholder of the Issuer, upon request, information regarding the number of shares sold at each separate price within the range.

F2: Includes an aggregate of 26,874 restricted share units, which represent the right to receive ordinary shares, par value $0.000115 per share, of the Issuer, subject to the satisfaction of vesting requirements.