Every material Form 8-K Aon filed with the SEC in 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Aon plc reported third-quarter 2026 total revenue of $4.1 billion, representing a 3% increase compared to the prior-year period, driven by 6% organic revenue growth. Diluted net income per share increased 6% to $2.23, while adjusted diluted earnings per share rose 10% to $3.36. The company expects the USI acquisition to close in the fourth quarter of 2026.
Total revenue for the third quarter of 2026 reached $4.1 billion, up 3% year-over-year, with organic revenue growth of 6%.
Diluted net income per share rose 6% to $2.23, and adjusted diluted EPS increased 10% to $3.36 for the quarter ended September 30, 2026.
The USI Acquisition is expected to close in the fourth quarter of 2026, with debt repayment prioritized toward a 2.8x-3.0x leverage objective in approximately 24 months.
On September 18, 2026, Aon and its subsidiaries signed two credit agreements with Citibank as administrative agent: $4 billion of delayed draw term loans, available at the closing of the USI Acquisition, and a $3 billion unsecured revolving credit facility. The term loans will help pay part of the cash consideration for USI under the merger agreement dated August 30, 2026, and the revolver replaces two $1 billion facilities that were terminated.
Term loans total $4 billion: $2 billion maturing September 18, 2028 and $2 billion maturing September 18, 2029, both prepayable without penalty.
Term loan proceeds will fund part of the cash consideration for the USI Acquisition and related fees and expenses.
The $3 billion revolver matures September 18, 2031, subject to optional one-year extensions, and replaces two $1 billion facilities terminated effective September 18, 2026.
Post-acquisition leverage covenant is up to 4.75 to 1.00 (funded net debt to adjusted EBITDA), stepping down to 3.50 to 1.00 over eight fiscal quarters.
Aon plc signed a merger agreement on August 30, 2026, to acquire USI Advantage Corp. for $17 billion in cash, or $16.7 billion net of about $278 million in certain tax attributes. Aon expects to fund the deal with new debt, and it does not expect to repurchase shares in the near term while it prioritizes debt repayment. Closing is expected in the fourth quarter of 2026, subject to regulatory approvals.
Purchase price of $17.0 billion in cash, or $16.7 billion net; about 14.5x synergized trailing twelve-month adjusted EBITDA on a net basis
Expected $395 million in annual run-rate net adjusted EBITDA impact from revenue and cost synergies; expected to be accretive to adjusted EPS in 2028
Expected closing in the fourth quarter of 2026; either party may terminate if closing has not occurred by June 1, 2027, subject to extensions
Funding through new debt; Aon expects to maintain its Baa2 rating with Moody's and A- rating with S&P
Aon's Executive Vice President and Chief Financial Officer, Edmund Reese, moved out of the CFO role effective August 17, 2026, and will serve as a senior advisor through August 16, 2027. Nadin Virani, 49, became interim Chief Financial Officer on the same date, and the filing does not name a permanent successor.
Edmund Reese's CFO role ended August 17, 2026; he is a senior advisor to the company through August 16, 2027.
Nadin Virani, 49, is interim CFO effective August 17, 2026. He had been Global Head of Corporate Planning and Analytics since January 2025.
Virani's base salary rises by $50,000 per month during his interim term, and he is eligible for a cash bonus equal to the extra salary earned.
The transition is covered by a Letter Agreement with Reese dated August 17, 2026, filed as Exhibit 10.1.
Aon reported second-quarter 2026 total revenue of $4.2 billion, up 2% from a year earlier, with 5% organic growth. Diluted EPS fell 3% to $2.58, while adjusted EPS, a non-GAAP measure, rose 9% to $3.81, and the company reaffirmed its 2026 guidance. The company returned $775 million to shareholders in the quarter, including $600 million of share repurchases.
Total revenue rose 2% to $4.2 billion; organic revenue growth was 5%.
Diluted EPS was $2.58 versus $2.66 a year earlier, down 3%; adjusted EPS rose 9% to $3.81.
Net income attributable to Aon shareholders decreased 5% to $551 million.
Aon repurchased $600 million of shares and reaffirmed 2026 guidance for mid-single-digit or greater organic revenue growth.
Aon's board approved an additional $7.5 billion share repurchase authorization on June 26, 2026, on top of about $0.8 billion remaining under the existing program as of March 31, 2026. At the same meeting, shareholders did not approve the advisory vote on executive compensation, while all 13 director nominees were elected.
Board approved an additional $7.5 billion repurchase authorization on June 26, 2026; the program does not obligate Aon to buy any particular amount of shares.
Existing program had about $0.8 billion of remaining authorization as of March 31, 2026.
Advisory say-on-pay vote failed: 69,888,299 for, 110,798,636 against, 1,112,848 abstain.
All 13 director nominees were elected at the June 26, 2026 Annual Meeting, including Lester B. Knight and Gregory C. Case.
Aon reported first-quarter 2026 results, with total revenue up 6% to $5.0 billion, diluted EPS up 27% to $5.63, and adjusted EPS up 14% to $6.48. The company reaffirmed its full-year 2026 guidance, including mid-single-digit or greater organic revenue growth and double-digit free cash flow growth, and returned $662 million to shareholders.
Total revenue rose 6% to $5.0 billion; organic revenue growth was 5%
Diluted EPS was $5.63 versus $4.43; adjusted EPS was $6.48 versus $5.67
Free cash flow was $363 million, up 332% from $84 million
2026 guidance reaffirmed; a 10% quarterly dividend increase was announced April 10
Aon reported fourth-quarter and full-year 2025 results on January 30, 2026. Q4 revenue rose 4% to $4.3 billion and full-year revenue rose 9% to $17.2 billion, with 6% full-year organic growth. Q4 diluted EPS jumped 138%, reflecting $1.2 billion of other income that primarily came from gains on the sale of NFP Wealth, while adjusted EPS rose 10%. Aon also introduced 2026 guidance calling for mid-single-digit or greater organic revenue growth and 70 to 80 basis points of adjusted operating margin expansion.
Q4 2025 total revenue was $4.3 billion, up 4%, with 5% organic revenue growth.
Q4 diluted EPS was $7.82 versus $3.28; adjusted EPS was $4.85 versus $4.42.
Full-year 2025 revenue was $17.2 billion, up 9%; diluted EPS was $17.02 versus $12.49, and adjusted EPS was $17.07 versus $15.60.
2026 guidance: mid-single-digit or greater organic revenue growth, 70 to 80 basis points of adjusted operating margin expansion, strong adjusted EPS growth and double-digit free cash flow growth.
Aon disclosed a separation agreement with Eric Andersen, who previously moved from President to Senior Advisor in March 2025 and will depart the company effective January 31, 2026. Under the agreement, he receives a cash lump sum equal to his 2025 target annual incentive, and some equity awards are forfeited while others vest, conditioned on a general release of claims.
Separation Agreement dated January 6, 2026; departure effective January 31, 2026
Cash lump sum equal to Andersen's 2025 target annual incentive
LPP 19 PSUs, 3x3PP PSUs and Special PSUs forfeited; LPP 18 PSUs and 2023 ISP RSUs vest in Q1 2026; 2025 ISP RSUs vest no later than February 13, 2026
Aon plc and Aon Corporation entered into an amended and restated employment agreement with CEO Gregory C. Case on December 31, 2025, extending his term through December 31, 2030. The agreement raises his annual base salary to $1,750,000 and grants performance share units with a $50 million grant-date target value. The filing describes compensation and term terms only and reports no financial results.
Term runs from December 31, 2025 to December 31, 2030, and Case continues as President and CEO.
Annual base salary rises to $1,750,000; target bonus is not less than 250% of base salary, with independent directors retaining discretion over payout.
Performance share units have a $50 million grant-date target value; 0% to 200% of target can be earned on organic revenue growth, adjusted operating margin and free cash flow over 2026 to 2030.
Case will be nominated for re-election to the board at the 2026 annual general meeting, subject to continued employment.
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