Every material Form 8-K Willis Towers Watson has filed with the SEC since April 25, 2024, 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.
Willis Towers Watson said Steven Alcock, 47, will succeed Joseph Kurpis as Principal Accounting Officer and Controller, effective April 1, 2027, as Kurpis retires. Alcock has been Head of Finance, International since January 2022 and has been CFO of Willis Limited, a U.K. subsidiary, since December 2025. The change is a routine succession in a finance role and does not include any disclosed change to financial results or guidance.
Steven Alcock, 47, appointed to succeed Joseph Kurpis as Principal Accounting Officer and Controller
Effective date: April 1, 2027
Alcock joined the company in 1997 and has been Head of Finance, International since January 2022
Filing states no arrangements with other persons and no family relationships with directors or executive officers
WTW reported third-quarter 2026 results for the period ended September 30, 2026, with revenue up 8% to $2.46 billion and diluted EPS up 4% to $3.24. Adjusted diluted EPS rose 18% to $3.63, while GAAP operating margin fell 90 basis points to 17.4%. The company also disclosed its Propel AI Acceleration Plan, which it expects to cost about $625 million in cash, and said it expects 2026 share repurchases above $1.0 billion.
Revenue rose 8% to $2.46 billion; organic revenue grew 4%
Diluted EPS was $3.24, up 4%; adjusted diluted EPS was $3.63, up 18%
GAAP operating margin was 17.4%, down 90 basis points; adjusted operating margin was 21.9%, up 150 basis points
Propel plan expects about $625 million of cash investment and about $400 million of run-rate savings; 2026 share repurchases expected above $1.0 billion
WTW reported second-quarter 2026 revenue of $2.47 billion, up 9%, and adjusted diluted EPS of $3.35, up 17%. GAAP diluted EPS fell 27% to $2.43 and net income fell 30% to $231 million. The company also announced Propel, an AI and automation plan, and raised its share repurchase authority by $1.5 billion, while leaving full-year 2026 guidance unchanged.
Revenue rose 9% to $2.47 billion; organic revenue grew 5%.
Diluted EPS was $2.43, down 27%; adjusted diluted EPS was $3.35, up 17%.
Operating margin was 14.8%, down 150 basis points; adjusted operating margin was 19.5%, up 100 basis points.
Share repurchase authority increased by $1.5 billion; Propel targets about 30% adjusted operating margin in 2028 and full-year 2026 guidance remains unchanged.
WTW reported first-quarter 2026 results for the period ended March 31, 2026, with revenue up 8% to $2.4 billion and diluted EPS up 33% to $3.10. Adjusted diluted EPS rose 19% to $3.72, while reported operating margin fell 80 basis points to 18.6%. The company repurchased $300 million of its shares in the quarter and expects 2026 share repurchases of $1.0 billion or greater.
Revenue was $2,412 million, up 8% as reported and up 3% on an organic basis.
Diluted EPS was $3.10, up 33%; adjusted diluted EPS was $3.72, up 19%.
Reported operating margin was 18.6%, down 80 basis points; adjusted operating margin was 22.3%, up 70 basis points.
WTW repurchased $300 million of shares in the quarter and expects 2026 share repurchases of $1.0 billion or greater.
WTW reported fourth-quarter 2025 results on February 3, 2026. Reported revenue fell 3% to $2.9 billion after the sale of TRANZACT, and diluted EPS fell 38% to $7.62, while adjusted diluted EPS rose 2% to $8.12. The company also expects 2026 share repurchases of $1.0 billion or greater, and cites a roughly $0.30 headwind to adjusted EPS from the Willis Re joint venture.
Q4 2025 reported revenue was $2.9 billion, down 3% from the prior year due to the sale of TRANZACT; organic revenue rose 6%.
Q4 2025 diluted EPS was $7.62 versus $12.25 a year earlier; adjusted diluted EPS was $8.12, up 2%.
Full-year 2025 diluted EPS was $16.26 versus a loss of $0.96 in 2024; adjusted diluted EPS was $17.08, up 5%.
For 2026, the company expects share repurchases of $1.0 billion or greater and a Willis Re joint venture headwind of about $0.30 on adjusted diluted EPS.
Willis Towers Watson entered a $775 million delayed draw term loan facility on January 7, 2026, with JPMorgan Chase Bank as administrative agent. Proceeds may fund part of the pending Newfront Acquisition, refinance certain WTW debt, and cover working capital and other corporate purposes, so the filing ties new borrowing to that acquisition.
Facility size is $775 million, dated January 7, 2026, with JPMorgan Chase Bank, N.A. as administrative agent
Loans bear interest at Term SOFR plus 0.625% to 1.250%, or a base rate plus 0.00% to 0.250%, based on WTW's senior unsecured debt rating
Facility matures on the earlier of three years after the first borrowing or three years after two months following the Newfront Acquisition closing
Obligations are unsecured and guaranteed by WTW and certain subsidiaries
Willis North America, a unit of Willis Towers Watson, completed a public offering of $1 billion in senior notes on December 22, 2025, split between $700 million due 2031 and $300 million due 2036. Net proceeds are approximately $990 million, which the company plans to use mainly for the pending Newfront acquisition and to repay $550 million of 4.400% notes due 2026 if that deal closes.
2031 Notes: $700 million at 4.550%, maturing March 15, 2031
2036 Notes: $300 million at 5.150%, maturing March 15, 2036
Net proceeds approximately $990 million; if Newfront acquisition does not close, proceeds fund repayment of 2026 notes and a special mandatory redemption of the 2036 Notes
Parent Willis Towers Watson and three other subsidiaries fully and unconditionally guarantee the notes
WTW reported third-quarter 2025 results with revenue flat at $2.29 billion from the prior-year quarter, reflecting the TRANZACT sale, while organic revenue grew 5%. Net income was $306 million, compared with a net loss of $1.67 billion a year earlier, which included TRANZACT-related impairment charges. CEO Carl Hess said the company is confident in reaching its full-year financial goals, and the filing reiterates plans for about $1.5 billion in share repurchases in 2025.
Adjusted diluted EPS was $3.07, up 11% from $2.77; reported diluted EPS was $3.11 versus a $(16.44) loss a year earlier.
Adjusted operating margin was 20.4%, up 230 basis points from 18.1%.
WTW repurchased 1,848,098 shares for $600 million during the quarter and expects about $1.5 billion of share repurchases in 2025.
Expects a foreign currency tailwind of about $0.10 to adjusted diluted EPS for full-year 2025.
Willis Towers Watson entered a $1.5 billion revolving credit facility on October 17, 2025, replacing its prior credit agreement from October 2021. The facility matures October 17, 2030 and will refinance existing borrowings, with remaining funds available for working capital, capital expenditures, permitted acquisitions and other corporate purposes.
Willis Towers Watson reported second-quarter 2025 results on July 31, 2025. Reported revenue was flat at $2.26 billion because of the sale of TRANZACT, but organic revenue grew 5%, and both GAAP and adjusted diluted earnings per share rose from the prior-year quarter.
Diluted EPS was $3.32 versus $1.36 a year earlier; adjusted diluted EPS was $2.86 versus $2.39, up 20%.
Revenue was $2.26 billion, flat as reported and up 5% organically; the TRANZACT sale offset growth.
Operating margin was 16.3% versus 9.4%; adjusted operating margin was 18.5% versus 17.0%.
Free cash flow for the six months was $217 million versus $305 million, down $88 million; WTW repurchased 1,614,427 shares for $500 million in the quarter and expects 2025 repurchases of about $1.5 billion.
WTW reported first-quarter 2025 results for the period ended March 31, 2025. Reported revenue fell 5% to $2.2 billion, mainly because of the sale of TRANZACT, while organic revenue grew 5%. Diluted EPS rose 27% to $2.33, but adjusted diluted EPS was flat at $3.13, and free cash flow was negative $86 million.
Revenue was $2,223 million, down 5% from $2,341 million a year earlier; organic revenue rose 5%.
Diluted EPS was $2.33, up 27%; adjusted diluted EPS was $3.13, flat year over year.
Free cash flow was $(86) million versus $(36) million in the prior-year quarter, mainly due to the absence of TRANZACT cash collections.
WTW repurchased 607,221 shares for $200 million in the quarter and expects share repurchases of about $1.5 billion in 2025.
WTW said Non-Executive Chair Paul Thomas informed the board on February 25, 2025 that he will retire and not stand for reelection at the 2025 Annual Meeting of Stockholders. The board selected Paul Reilly, an independent director since October 2022, to become Non-Executive Chair after that meeting, subject to his reelection. The change alters the company's board leadership, and the filing states that Thomas's retirement is not the result of any disagreement with the company.
Paul Thomas informed the board on February 25, 2025 that he will retire and not stand for reelection at the 2025 AGM.
Thomas's retirement is not the result of any disagreement with the company, according to the filing.
Paul Reilly will become Non-Executive Chair effective at the conclusion of the 2025 AGM, subject to his reelection.
Reilly has been an independent director since October 2022 and is currently Executive Chair of Raymond James Financial.
WTW reported fourth-quarter and full-year 2024 results. Revenue rose 5% to $9.9 billion for the year and adjusted diluted EPS rose 17% to $16.93, but the company swung to a GAAP net loss of $88 million, driven mainly by impairment charges of over $1.0 billion tied to the sale of TRANZACT. The filing also gives 2025 expectations, including about $1.5 billion of planned share repurchases.
Full-year 2024 revenue was $9.93 billion, up 5%; organic revenue growth was 5%.
Full-year diluted loss per share was $0.96, versus diluted EPS of $9.95 in 2023, mainly due to impairment charges of over $1.0 billion related to the TRANZACT sale.
Full-year adjusted diluted EPS was $16.93, up 17% from $14.49.
Fourth-quarter diluted EPS was $12.25, up 105%; adjusted diluted EPS was $8.13, up 9%.
WTW reported third-quarter 2024 revenue up 6% to $2.29 billion and adjusted diluted EPS up 31% to $2.93. The company also posted a net loss of $1.67 billion, or $16.44 per diluted share, driven by over $1.0 billion of non-cash losses and impairment charges tied to the pending sale of TRANZACT. Full-year 2024 targets were restated as previously provided, so guidance was not changed.
Revenue rose 6% to $2.29 billion for the quarter, with organic growth of 6%.
Net loss of $1.67 billion, or $16.44 per diluted share, includes pre-tax non-cash losses and impairment charges of over $1.0 billion each tied to the pending TRANZACT sale.
Adjusted diluted EPS was $2.93, up 31%, and adjusted operating margin was 18.1%, up 190 basis points.
Full-year 2024 targets include adjusted diluted EPS of $16.00 to $17.00 and revenue of $9.9 billion or greater; WTW will hold an Investor Day on December 3, 2024.
WTW agreed to sell its TRANZACT direct-to-consumer insurance distribution business for $632.4 million, subject to adjustments, to a buyer formed by funds affiliated with GTCR LLC and Recognize Partners. The company expects non-cash pre-tax losses and impairment charges of $1.6 billion to $2.1 billion in the third quarter of 2024, which could differ materially from the preliminary estimate, and the sale is expected to close by the end of 2024.
Sale price is $632.4 million, subject to certain adjustments, with the buyer being Project Granite Buyer, Inc.
Third-quarter 2024 non-cash pre-tax losses and impairment charges are estimated at $1.6 billion to $2.1 billion, including a goodwill write-down at the Benefits, Delivery & Administration reporting unit.
Closing is expected by the end of 2024, subject to Hart-Scott-Rodino clearance and other customary conditions.
The Board of Directors has approved the transaction, and the company may record further losses until closing.
WTW reported second-quarter 2024 results for the period ended June 30, 2024. Revenue rose 5% to $2.3 billion, diluted EPS rose 55% to $1.36, and adjusted diluted EPS rose 24% to $2.55, while the company raised the low end of its full-year 2024 adjusted operating margin and adjusted EPS targets.
Revenue of $2,265 million, up 5% from $2,159 million; organic growth was 6%
Diluted EPS of $1.36 vs. $0.88 a year earlier; adjusted diluted EPS of $2.55 vs. $2.05
2024 adjusted diluted EPS target now $16.00-$17.00 (previously $15.40-$17.00); adjusted operating margin target now 23.0%-23.5% (previously 22.5%-23.5%)
WTW repurchased $200 million of its outstanding shares during the quarter
WTW reported first-quarter 2024 results on April 25, 2024, for the period ended March 31. Revenue rose 4% to $2.34 billion and adjusted diluted EPS rose 16% to $3.29, while net income fell 6% to $194 million and diluted EPS fell 3% to $1.83. The company said its full-year 2024 targets are consistent with those previously provided, including adjusted diluted EPS of $15.40 to $17.00.
Revenue $2.34 billion, up 4% reported and 5% organic, from $2.24 billion a year earlier
Diluted EPS $1.83, down 3%; adjusted diluted EPS $3.29, up 16%
Net income $194 million, down 6%; operating margin 12.0%, down 70 basis points
Full-year 2024 targets unchanged, including adjusted diluted EPS of $15.40 to $17.00; $101 million of share repurchases in the quarter
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