Willis Towers Watson Public Limited (WTW) Form 3 WILLIS TOWERS WATSON / Joseph Gunn ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Gunn Joseph

(Last) (First) (Middle)

C/O WILLIS GROUP LIMITED

51 LIME STREET

(Street)

LONDON X0 EC3M 7DQ

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/27/2016

3. Issuer Name and Ticker or Trading Symbol
WILLIS TOWERS WATSON PLC [ WLTW ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Head of North America

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares, nominal value $0.000304635 per share	14,395.399(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	12/16/2016(2)	12/17/2021	Ordinary Shares, nominal value $0.000304635 per share	2,690	117.49	D
Stock Option (right to buy)	12/26/2015(3)	12/27/2020	Ordinary Shares, nominal value $0.000304635 per share	3,214	88.84	D
Stock Option (right to buy)	05/02/2015(3)	05/03/2019	Ordinary Shares, nominal value $0.000304635 per share	2,042	109.95	D
Stock Option (right to buy)	10/01/2015(3)	10/02/2018	Ordinary Shares, nominal value $0.000304635 per share	18,875	82.17	D
Stock Option (right to buy)	05/05/2014(3)	05/06/2017	Ordinary Shares, nominal value $0.000304635 per share	18,875	69.32	D

Explanation of Responses:

1. Includes 4,746 restricted share units ("RSUs"), which represent the right to receive ordinary shares, par value $0.000304635 per share, of the Issuer. The RSUs shall vest as follows: 848 vest on November 9, 2016; 720 vest on November 13, 2016; 1,086 vest on March 3, 2017; 848 vest on November 9, 2017; 370 vest on December 16, 2017; and 874 vest on November 9, 2018.

2. The option is currently vested and exercisable as to 1,774 shares. The remaining 916 shares underlying the option will vest on December 16, 2016.

3. The shares underlying the option became fully vested and exercisable as of the listed date.

	/s/ Joseph Gunn by Cindy Hanna, Attorney-in-Fact (power of attorney attached)	11/07/2016
	** 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 5 (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).
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