Summary
Aon plc (AON) has filed an 8-K report detailing an Amended and Restated Employment Agreement with its President and CEO, Gregory C. Case. This agreement extends Mr. Case's tenure through December 31, 2030, ensuring leadership continuity. Key changes include an increase in his annual base salary to $1,750,000 and continued eligibility for a target bonus of at least 250% of base salary. The agreement also provides for Mr. Case's nomination for re-election to the Board of Directors throughout the term. Crucially, Mr. Case will receive a significant long-term incentive award in the form of performance share units (PSUs) with a target value of $50 million. The vesting of these PSUs is tied to specific performance metrics, including organic revenue growth, adjusted operating margin, and free cash flow over a five-year period. The award also includes a provision that caps the earned units at 100% of the target if Aon's absolute Total Shareholder Return (TSR) is negative over the performance period, aligning executive compensation with shareholder value.
Key Highlights
- 1CEO Gregory C. Case's employment extended to December 31, 2030.
- 2Annual base salary increased to $1,750,000.
- 3CEO eligible for target bonus of not less than 250% of base salary.
- 4CEO to be nominated for re-election to the Board of Directors throughout the term.
- 5CEO to receive $50 million in performance share units (PSUs) as long-term incentive compensation.
- 6PSU vesting is contingent on organic revenue growth, adjusted operating margin, and free cash flow targets over five years (Jan 1, 2026 - Dec 31, 2030).
- 7PSU payout capped at 100% of target if Aon's absolute TSR is negative over the performance period.