Eric Andersen - Jul 26, 2023 Form 4 Insider Report for Aon plc (AON)

Role: President
Signature: /s/ Julie Cho - Julie Cho pursuant to a power of attorney from Eric Andersen
Stock symbol: AON
Transactions as of: Jul 26, 2023
Transactions value $: $0
Form type: 4
Date filed: 7/28/2023, 06:11 PM
Previous filing: May 11, 2023
Next filing: Feb 13, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	AON	Performance Share Unit	Award	$0	+50K		$0.00	50K	Jul 26, 2023	Class A Ordinary Shares	50K		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each performance share unit represents a contingent right to receive one class A ordinary share. The performance share units will vest on March 31, 2028, subject to continued employment conditions and accelerated vesting in certain circumstances, based upon the highest trading day average closing price of the class A ordinary shares of the Company for any 90 consecutive trading days (the "Average Share Price") during the performance period from July 26, 2023 to March 31, 2028: (i) entry (50%) if the Average Share Price is greater than $475, (ii) target (100%) if the Average Share Price is $500 and (iii) stretch (200%) if the Average Share Price is $550.
F2	No performance share units will vest if the average closing price of the Company's shares for the 90 consecutive trading days ending on March 31, 2028 is below $475. If the Average Share Price is between the entry, target and stretch levels, a proportionate number of PSUs between those levels will be earned.

Content

Each performance share unit represents a contingent right to receive one class A ordinary share. The performance share units will vest on March 31, 2028, subject to continued employment conditions and accelerated vesting in certain circumstances, based upon the highest trading day average closing price of the class A ordinary shares of the Company for any 90 consecutive trading days (the "Average Share Price") during the performance period from July 26, 2023 to March 31, 2028: (i) entry (50%) if the Average Share Price is greater than $475, (ii) target (100%) if the Average Share Price is $500 and (iii) stretch (200%) if the Average Share Price is $550.

No performance share units will vest if the average closing price of the Company's shares for the 90 consecutive trading days ending on March 31, 2028 is below $475. If the Average Share Price is between the entry, target and stretch levels, a proportionate number of PSUs between those levels will be earned.