Early Access

10-K/APeriod: FY2023

Aon plc Annual Report (Amendment), Year Ended Dec 31, 2023

Filed April 17, 2024For Securities:AON

Summary

Aon plc's 10-K filing amendment provides an update on its corporate governance, executive compensation, and director information for the period ending December 30, 2023. A key operational update is the impending retirement of the Chief Financial Officer, Christa Davies, who will transition to a senior advisor role. The filing also details the composition and expertise of the Board of Directors, highlighting their diverse backgrounds in finance, management, and technology. Compensation structures for Named Executive Officers (NEOs) remain performance-driven, with a significant portion tied to long-term incentives and key financial metrics like adjusted diluted earnings per share and adjusted operating income. The company reported strong performance against these metrics in 2023 and continued its commitment to returning capital to shareholders through share repurchases and dividends. Additionally, the amendment details the proposed acquisition of NFP for approximately $7 billion in cash and company shares, signifying a strategic move to enhance its market position. The compensation section elaborates on the pay-for-performance philosophy, share ownership guidelines, and the role of independent consultants. The filing also reaffirms the company's commitment to strong corporate governance practices, including policies against hedging and pledging of company securities by insiders and a detailed breakdown of director compensation.

Financial Statements
Beta
Revenue$13.38B
Operating Expenses$9.59B
Operating Income$3.79B
Interest Expense$484.00M
Net Income$2.56B
EPS (Basic)$12.60
EPS (Diluted)$12.51
Shares Outstanding (Basic)203.50M
Shares Outstanding (Diluted)205.00M

Key Highlights

  • 1Impending retirement of CFO Christa Davies, transitioning to a senior advisor role.
  • 2Board of Directors comprises 13 members with diverse expertise in finance, technology, and global business operations.
  • 3Executive compensation is heavily weighted towards performance-based incentives, primarily through equity (PSUs), tied to Adjusted EPS and Adjusted Operating Income.
  • 4Aon reported strong 2023 performance against key non-GAAP metrics: 7% organic revenue growth, 31.6% adjusted operating margin, $14.14 adjusted diluted EPS, and $3.2 billion in free cash flow.
  • 5The company returned nearly $3.2 billion to shareholders in 2023 via share repurchases and dividends.
  • 6Aon has entered into a definitive agreement to acquire NFP for approximately $7 billion (cash and shares), aimed at expanding its middle market presence.
  • 7Strong governance practices are in place, including insider trading policies prohibiting hedging and pledging of company securities.

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