WILLIS TOWERS WATSON PLC — Director's Dealing 2016

Jan 6, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WILLIS TOWERS WATSON PLC (WLTW)
CIK: 0001140536
Period of Report: 2016-01-04

Reporting Person: Shalders David (Operations & Tech. Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-01-04	Ordinary Shares, nominal value $0.000304635 per share	A	3260	$0.00	Acquired	7114	Direct

Footnotes

F1: Comprised of 3,260 time-based restricted share units ("RSUs"), which represent the right to receive ordinary shares, par value $0.000304635 per share, of the Issuer and reflects (i) the conversion of the performance-based restricted share units previously granted in 2014 under the 2012 Equity Incentive Plan of Willis Group Holdings plc ("Willis") into RSUs and (ii) the adjustment of Willis's shares to consolidate every 2.649 shares into one share, in each case, in connection with the closing of the merger of Willis and Towers Watson & Co. on January 4, 2016 (the "Merger"), a description of which is available in the Registration Statement on Form S-4 previously filed with the Securities and Exchange Commission. The RSUs are scheduled to vest on March 5, 2017.

F2: Adjusted to reflect the consolidation of Willis's shares in connection with Merger and includes an aggregate of 6,551 RSUs, subject to the satisfaction of vesting requirements.