8-KLeadership ChangesExhibits & Filings

Aon plc 8-K Report, Executive Changes (Feb 26, 2015)

Filed February 26, 2015For Securities:AON

Summary

Aon plc (AON) filed an 8-K on February 26, 2015, to report significant amendments to the employment agreements of two key executives: Christa Davies, EVP and CFO, and Kristi Savacool, CEO of Aon Hewitt. These amendments primarily focus on extending their employment terms through April 1, 2020, reinforcing executive stability and commitment to the company's strategic direction. The agreements detail continued compensation structures, including unchanged base salaries and bonus eligibility. Notably, both executives are set to receive substantial long-term incentive awards, with Ms. Davies receiving a $6 million award and Ms. Savacool a $2.5 million award under the Leadership Performance Program for the 2015-2017 performance period, reflecting their demonstrated performance and extended tenure. The filings also confirm the continuation of existing benefits, restrictive covenants (including non-competition and non-solicitation), and termination provisions, with minor updates to the definition of 'Cause' for Ms. Davies.

Key Highlights

  • 1Extended employment agreements for EVP & CFO Christa Davies and Aon Hewitt CEO Kristi Savacool through April 1, 2020.
  • 2No changes to base salaries for Ms. Davies ($800,000) or Ms. Savacool ($800,000).
  • 3Both executives remain eligible for target bonuses (150% for Ms. Davies, 100%-300% for Ms. Savacool) subject to a $10 million cap.
  • 4Ms. Davies to receive an additional $6 million long-term incentive award under the LPP for the 2015-2017 performance period.
  • 5Ms. Savacool to receive an additional $2.5 million long-term incentive award under the LPP for the 2015-2017 performance period.
  • 6Employment agreements continue to include customary restrictive covenants (non-competition, non-solicitation) and confidentiality provisions.
  • 7Aon Hewitt CEO Kristi Savacool also entered into a standard Change in Control Agreement.

Frequently Asked Questions

The main purpose of this 8-K filing is to announce and detail amendments to the employment agreements of two key executives, Christa Davies (EVP & CFO) and Kristi Savacool (CEO of Aon Hewitt), primarily to extend their terms of employment and formalize their continued commitment to Aon plc.

No, their base salaries remain unchanged at $800,000 each. They also retain eligibility for their respective target bonuses, subject to performance and caps outlined in the company's incentive plans. The filing emphasizes no changes to these aspects of their compensation.

The additional long-term incentive awards ($6 million for Ms. Davies and $2.5 million for Ms. Savacool) under the Leadership Performance Program (LPP) are granted as a recognition of their past performance and to incentivize their continued leadership through the extended employment terms. These awards are subject to the same performance criteria as regular LPP awards.

No, the filing states that the restrictive covenants, including two-year non-competition and non-solicitation provisions, remain unchanged. These are standard provisions designed to protect the company's interests.