---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-149227"
form_type: "8-K"
ticker: "WTW"
cik: "0001140536"
company_name: "WILLIS TOWERS WATSON PLC"
filed_at: "2023-05-19T23:59:59+00:00"
generated_at: "2026-06-14T19:26:04.940103+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.25
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Willis Towers Watson shareholders approve all proposals at 2023 AGM

## Summary
- All 10 director nominees elected with FOR votes ranging from 92.7M to 93.2M; broker non-votes 3.2M shares.
- Ratification of Deloitte & Touche LLP and Deloitte Ireland LLP as auditors passed with ~95.7M votes for, ~1.0M against.
- Advisory say-on-pay approved with ~90.4M votes for, ~3.0M against; board to continue annual say-on-pay frequency.
- Renewal of directors' authority to issue up to ~20% of shares and opt out of pre-emption for ~10% issued capital approved.

## SEC filing metadata
- accession: 0001193125-23-149227
- form_type: 8-K
- ticker: WTW
- cik: 0001140536
- company_name: WILLIS TOWERS WATSON PLC
- filed_at: 2023-05-19T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.25
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1140536/000119312523149227/0001193125-23-149227-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1140536/000119312523149227/d499478d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-149227
- JSON: https://secwatch.observer/filing/0001193125-23-149227.json
- Plain text: https://secwatch.observer/filing/0001193125-23-149227.txt

## Key facts
- Shareholder Votes
  WILLIS TOWERS WATSON PLC shareholders approved Ratification of selection of Deloitte & Touche LLP and Deloitte Ireland LLP as auditors, and authorization to fix remuneration at the 2023-05-17 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-05-17
  source text: The shareholders ratified, on an advisory, non-binding basis, the selection of (i) Deloitte & Touche LLP to audit the Company’s financial statements and (ii) Deloitte Ireland LLP to audit the Company’s Irish Statutory Accounts, and authorized, in a binding vote, the Company’s Board of Directors, acting through the Audit and Risk Committee, to fix the independent auditors’ remuneration.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1140536/000119312523149227/0001193125-23-149227-index.htm
- Shareholder Votes
  WILLIS TOWERS WATSON PLC shareholders approved Advisory vote on compensation of named executive officers at the 2023-05-17 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-05-17
  source text: The shareholders approved, on an advisory, non-binding basis, the compensation of the Company’s named executive officers as disclosed in the Company’s Proxy Statement for the 2023 AGM in accordance with the U.S. Securities and Exchange Commission’s rules, including the “Compensation Discussion and Analysis,” the “Summary Compensation” table and the related tables and disclosure.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1140536/000119312523149227/0001193125-23-149227-index.htm
- Shareholder Votes
  WILLIS TOWERS WATSON PLC shareholders approved Renewal of authority to opt out of statutory pre-emption rights under Irish law at the 2023-05-17 meeting.
  - Outcome: passed
  - Meeting: 2023-05-17
  source text: The shareholders approved the renewal of the directors’ existing authority to opt out of statutory pre-emption rights under Irish law for rights issues and, separately, for issuances up to approximately 10% of the Company’s issued ordinary share capital.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1140536/000119312523149227/0001193125-23-149227-index.htm
- Shareholder Votes
  WILLIS TOWERS WATSON PLC shareholders approved Renewal of authority to issue shares up to ~20% of issued capital at the 2023-05-17 meeting.
  - Outcome: passed
  - Meeting: 2023-05-17
  source text: The shareholders approved the renewal of the directors’ existing authority to issue shares under Irish law up to approximately 20% of the Company’s issued ordinary share capital.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1140536/000119312523149227/0001193125-23-149227-index.htm
- Shareholder Votes
  WILLIS TOWERS WATSON PLC shareholders approved Advisory vote on frequency of say-on-pay votes (recommended every year) at the 2023-05-17 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-05-17
  source text: The shareholders recommended, on an advisory non-binding basis, that the advisory vote on the Company’s named executive officer compensation be held every year.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1140536/000119312523149227/0001193125-23-149227-index.htm
- Shareholder Votes
  WILLIS TOWERS WATSON PLC shareholders approved Election of Directors at the 2023-05-17 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-05-17
  source text: The shareholders elected each of the director nominees, who are named in the table below, to serve as directors effective as of the date of the 2023 AGM until the next annual general meeting of shareholders or until his/her successor is elected and qualified.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1140536/000119312523149227/0001193125-23-149227-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
