SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Gunn Joseph

(Last) (First) (Middle)
C/O WILLIS GROUP LIMITED
51 LIME STREET

(Street)
LONDON X0 EC3M 7DQ

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/27/2016
3. Issuer Name and Ticker or Trading Symbol
WILLIS TOWERS WATSON PLC [ WLTW ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Head of North America
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares, nominal value $0.000304635 per share 14,395.399(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) 12/16/2016(2) 12/17/2021 Ordinary Shares, nominal value $0.000304635 per share 2,690 117.49 D
Stock Option (right to buy) 12/26/2015(3) 12/27/2020 Ordinary Shares, nominal value $0.000304635 per share 3,214 88.84 D
Stock Option (right to buy) 05/02/2015(3) 05/03/2019 Ordinary Shares, nominal value $0.000304635 per share 2,042 109.95 D
Stock Option (right to buy) 10/01/2015(3) 10/02/2018 Ordinary Shares, nominal value $0.000304635 per share 18,875 82.17 D
Stock Option (right to buy) 05/05/2014(3) 05/06/2017 Ordinary Shares, nominal value $0.000304635 per share 18,875 69.32 D
Explanation of Responses:
1. Includes 4,746 restricted share units ("RSUs"), which represent the right to receive ordinary shares, par value $0.000304635 per share, of the Issuer. The RSUs shall vest as follows: 848 vest on November 9, 2016; 720 vest on November 13, 2016; 1,086 vest on March 3, 2017; 848 vest on November 9, 2017; 370 vest on December 16, 2017; and 874 vest on November 9, 2018.
2. The option is currently vested and exercisable as to 1,774 shares. The remaining 916 shares underlying the option will vest on December 16, 2016.
3. The shares underlying the option became fully vested and exercisable as of the listed date.
/s/ Joseph Gunn by Cindy Hanna, Attorney-in-Fact (power of attorney attached) 11/07/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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POWER OF ATTORNEY
Know all by these presents, that the undersigned
hereby constitutes and
appoints each of Matthew Furman, Nicole Napolitano,
Neil Falis, Cindy Hanna, Thomas Scholtes and Elaine
Wiggins or any of them signing singly, and with full
power of substitution, the undersigned's true and lawful attorney-in-fact to:

     (1)  execute for and on behalf of the undersigned, in
the undersigned's capacity as an officer and/or director of
Willis Towers Watson Public Limited Company or one of
its subsidiaries (as applicable, the ?Company?), Forms 3,
4 and 5 in accordance with Section 16(a) of the Securities
Exchange Act of 1934, as amended (the ?Exchange Act?),
 and the rules and regulations of the United States Securities
and Exchange Commission (?SEC?) thereunder;

     (2)  do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete
and execute any such Form 3, 4 or 5, including filing and
applying for any accession, CCC and CIK filing codes (including
filing SEC Form ID or any similar form), completing and
executing any amendment or amendments thereto and timely
filing any such form with the SEC and any stock exchange or
similar regulatory authority; and

     (3)  take any other action of any type whatsoever in connection
with the foregoing which, in the opinion of such attorney-in-fact,
may be of benefit to, in the best interest of or legally required by,
the undersigned, it being understood that the documents executed
by such attorney-in-fact on behalf of the undersigned pursuant to
this Power of Attorney shall be in such form and shall contain such
terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full
power and authority to do and perform any and every act and thing
whatsoever requisite, necessary or proper to be done in the exercise
of any of the rights and powers herein granted, as fully to all
intents and purposes as the undersigned might or could do if personally
present, with full power of substitution or revocation, hereby
 ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or
cause to be done by virtue of this power of attorney and the rights
and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request
 of the undersigned, are not assuming, nor is the Company assuming,
any of the undersigned's responsibilities to comply with Section
16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until
the undersigned is no longer required to file Forms 3, 4 and 5 with
respect to the undersigned's holdings of and transactions in securities
issued by the Company, unless earlier revoked by the undersigned
in a signed writing delivered to the foregoing attorneys-in-fact.

This Power of Attorney shall not be affected by
the incapacity of the undersigned.

[Remainder of Page Intentionally Left Blank.]

     IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of this 27th day of October, 2016.



By: /s/ Joseph Gunn____________
Name: Joseph Gunn
Title: Head of North America