WILLIS TOWERS WATSON PLC — Director's Dealing 2019

Apr 17, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WILLIS TOWERS WATSON PLC (WLTW)
CIK: 0001140536
Period of Report: 2019-04-15

Reporting Person: Gebauer Julie Jarecke (Head of Human Capital&Benefits)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-04-15	Restricted Share Unit	$	A	62.7664	Acquired		Ordinary Shares, nominal value $0.000304635 per share (62.7664)	Direct
2019-04-15	Restricted Share Unit	$	A	4.702	Acquired		Ordinary Shares, nominal value $0.000304635 per share (4.702)	Direct
2019-04-15	Restricted Share Unit	$	A	4.0118	Acquired		Ordinary Shares, nominal value $0.000304635 per share (4.0118)	Direct

Footnotes

F1: Restricted share units settle for Ordinary Shares, nominal value $0.000304635 per share, on a 1:1 basis 6 months after the reporting person's termination date.

F2: Represents dividends acquired under the Willis Towers Watson Non-Qualified Deferred Savings Plan for U.S. Employees pursuant to the participant's deferral election and automatic deferral of earned awards under the Company's Long-Term Incentive Plan.

F3: Represents dividends acquired pursuant to the Company's matching contribution on the participant's deferral election pursuant to the terms of the Willis Towers Watson Non-Qualified Deferred Savings Plan for U.S. Employees and credited to the participant's account in the form of restricted share units.

F4: Vested shares under the Willis Towers Watson Non-Qualified Stable Value Excess Plan for U.S. Employees settle for Ordinary Shares, nominal value $0.000304635 per share, on a 1:1 basis on the first business day of the month on which the NASDAQ Stock Market is open for business following the earlier of (i) the date that is 6 months after the reporting person's separation from service and (ii) the date that is 30 days after the reporting person's death.

F5: Represents dividends acquired pursuant to the Company's contribution under the Willis Towers Watson Non-Qualified Stable Value Excess Plan for U.S. Employees and credited to the participant's account in the form of restricted share units.