X0306 4 2016-01-04 1 0001140536 WILLIS TOWERS WATSON PLC WLTW 0001540154 Brown Celia C/O WILLIS GROUP LIMITED 51 LIME STREET LONDON X0 EC3M 7DQ UNITED KINGDOM 0 0 0 1 See Remarks Ordinary Shares, nominal value $0.000304635 per share 2015-01-04 4 A 0 3260 0.00 A 16022.6998 D Comprised of 3,260 time-based restricted share units ("RSUs"), which represent the right to receive ordinary shares, par value $0.000304635 per share, of the Issuer and reflects (i) the conversion of the performance-based restricted share units previously granted in 2014 under the 2012 Equity Incentive Plan of willis Group Holdings plc ("willis") into RSUs and (ii) the adjustment of Willis's shares to consolidate every 2.649 shares into one share, in each case, in connection with the closing of the Merger of Willis and Towers Watson & Co. on January 4, 2016 (the "Merger"), a description of which is available in the Registration Statement on Form S-4 previously filed with the Securities and Exchange Commission. The RSUs are scheduled to vest on March 5, 2017. Adjusted to reflect the consolidation of Willis's shares in connection with Merger and includes an aggregate of 9,715 RSUs, subject to the satisfaction of vesting requirements and 528.6998 shares under the Issuer's Employee Stock Purchase Plan. Ms. Brown was previously Executive Vice President, Group Human Resources Director of Willis. Ms. Brown resigned from this position in connection with the closing of the Merger. /s/ Celia Brown by Cindy Hanna, Attorney-in-Fact (power of attorney previously filed) 2016-01-06