SEC FORM
4
SEC Form 4
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
|
| OMB APPROVAL |
| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
|
|
 |
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
| C/O WILLIS GROUP LIMITED |
| 51 LIME STREET |
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
WILLIS TOWERS WATSON PLC
[ WLTW ]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
|
10% Owner |
|
Officer (give title below) |
|
Other (specify below) |
|
|
3. Date of Earliest Transaction
(Month/Day/Year)
08/14/2017
|
4. 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 Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
|
2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
|
4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
|
5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
|
7. Nature of Indirect Beneficial Ownership (Instr.
4)
|
| Code |
V |
Amount |
(A) or (D) |
Price |
| Ordinary Shares, nominal value $0.000304635 per share |
08/14/2017 |
|
A |
|
991
|
A |
$0
|
6,909.7636 |
D |
|
| Ordinary Shares, nominal value $0.000304635 per share |
08/15/2017 |
|
F |
|
514
|
D |
$151.31
|
6,395.7636
|
D |
|
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
|
|---|
| 1. Title of Derivative Security (Instr.
3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
|
5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
|
6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
|
8. Price of Derivative Security (Instr.
5)
|
9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
|
10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
|
11. Nature of Indirect Beneficial Ownership (Instr.
4)
|
| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of Responses: |
|
|
|
|
/s/ Wendy E. Lane by Elaine Wiggins, Attorney-in-Fact (power of attorney attached) |
08/16/2017 |
|
** 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
4
(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. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
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?),
upon the consummation of the merger between Willis
Group Holdings Public Limited Company and Towers
Watson & Co., 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) execute for and on behalf of the undersigned, in the
undersigned?s capacity as a Director or Corporate
Secretary of the Company, Section 53 Notification(s)
in relation to Director?s/Secretary?s Interest(s) in
Shares or Debentures as required under Section 53
and 64 of the Companies Act or 1990, as may be amended
and revised from time to time, and the rules thereunder;
and
(4) do and perform any and all acts for and on behalf
of the undersigned that may be necessary or desirable
to complete and execute any such Notification
and timely file such form with the Company as
required under the Companies Act; and
(5) 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.
IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 18th day of December, 2015.
By: /s/ Wendy Evrard Lane
Name: Wendy Evrard Lane
