8-KLeadership ChangesExhibits & Filings

Aon plc 8-K Report, Executive Changes (Jan 23, 2015)

Filed January 23, 2015For Securities:AON

Summary

This Form 8-K filing by Aon plc reports on the amended and restated employment agreement for its President and CEO, Gregory C. Case, extending his tenure through April 1, 2020. The agreement solidifies Mr. Case's leadership and outlines his compensation and incentives, signaling stability for the company's executive management. Key aspects for investors include the extension of Mr. Case's contract, maintaining his base salary of $1.5 million and eligibility for a target bonus of up to 200% of base salary (capped at $10 million). Notably, Mr. Case will receive a significant long-term incentive award of $15 million, reflecting confidence in his performance and commitment to the company's future growth. The agreement also reinforces substantial stock ownership requirements for Mr. Case and includes standard restrictive covenants.

Key Highlights

  • 1Aon plc extended the employment agreement for its President and CEO, Gregory C. Case, through April 1, 2020.
  • 2Mr. Case's annual base salary remains $1,500,000.
  • 3He is eligible for a target bonus of at least 200% of base salary, with a cap of $10 million.
  • 4A significant long-term incentive award of $15 million (grant date target value) will be granted to Mr. Case for the performance period January 1, 2015, to December 31, 2017.
  • 5Mr. Case is required to maintain an investment position in Aon shares valued at no less than $30 million (20 times his base salary).
  • 6The agreement includes two-year non-competition and non-solicitation provisions.
  • 7Mr. Case will continue to be nominated for election to the Board of Directors throughout the term of his employment.

Frequently Asked Questions

The primary purpose of this 8-K filing is to announce and provide details about the amended and restated employment agreement between Aon plc and its President and CEO, Gregory C. Case. This agreement extends his tenure and outlines the terms of his compensation and role within the company.

Under the new agreement, Mr. Case's annual base salary will remain $1,500,000. He is eligible for a target bonus of at least 200% of his base salary, with a maximum of $10 million. Additionally, he will receive a significant long-term incentive award with a grant date target value of $15 million for the 2015-2017 performance period.

Mr. Case's employment agreement is extended from January 16, 2015, and will expire on April 1, 2020. The agreement also requires Mr. Case to hold Aon shares with a market value of at least 20 times his annual base salary, which equates to a minimum investment of $30 million.

The agreement includes standard restrictive covenants such as two-year non-competition and non-solicitation clauses, aimed at protecting Aon's business interests. The termination provisions are substantially similar to his previous agreement, detailing the rights and benefits Mr. Case is entitled to upon termination, depending on the circumstances.