UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 31, 2019
Aon plc
(Exact name of registrant as specified in Charter)
| England and Wales | 1-7933 | 98-1030901 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
122 Leadenhall Street, London, England | EC3V 4AN | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: +44 20 7623 5500
Former name or former address, if changed since last report: Not Applicable
Check the appropriate box below if theForm 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class | Trading Symbol | Name of Each Exchange on Which Registered | ||
| Class A Ordinary Shares, $0.01 nominal value | AON | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule12b-2 of the Securities Exchange Act of 1934(§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Aon Corporation entered into a transition and separation agreement with Peter Lieb, Executive Vice President, General Counsel, and Secretary of Aon plc (“Aon” or the “Company”), with respect to Mr. Lieb’s retirement from the Company effective as of December 31, 2020.
The agreement provides that Mr. Lieb will transition from his current position to a position as Special Legal Advisor to the Company’s Chief Executive Officer no later than December 31, 2019. Mr. Lieb will continue to receive his current base salary until December 31, 2020 (the “Transition Period”). In connection with Mr. Lieb’s transition, and subject to customary conditions, he will receive a cash payment of $1.8 million in exchange for carrying out duties and responsibilities during the Transition Period. In addition, the Company will provide Mr. Lieb with relocation benefits under the Company’s domestic transfer policy, as well as price protection of up to $300,000 for the sale of Mr. Lieb’s residence. Mr. Lieb will not be eligible to receive any other incentive payments during or with respect to 2019 or 2020. Mr. Lieb’s existing equity awards will continue to be governed by the terms of the applicable plan documents.
The foregoing summary is qualified in its entirety by reference to Mr. Lieb’s transition and separation agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 9.01: Financial Statements and Exhibits.
| (d) | Exhibits. |
Exhibit No. | Document Description | |
| 10.1 | Transition and Separation Agreement between Aon Corporation and Peter Lieb, effective June 3, 2019. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Aon Corporation | ||||||
| Date: June 4, 2019 | By: | /s/ Molly Johnson | ||||
| Name: Molly Johnson | ||||||
| Title: Assistant Corporate Secretary | ||||||
