01—Abstract
Summary
Summary of the 10-K filed February 25, 2026. Cited figures are marked; the original filing is the authoritative source.
Willis Towers Watson plc (WTW) reported 2025 revenue of $9.71 billiona, down from $9.93 billion in 2024, a decrease of $222 million or 2% on an as-reported basis; organic revenue growth was 5%, with the decline driven primarily by the December 31, 2024 sale of TRANZACT.
Income from operations rose to $2.23 billionb from $627 million, reflecting the absence of the prior-year $1.04 billion goodwill impairment. Net income attributable to WTW was $1.61 billion, or diluted EPS of $16.26, compared with a net loss of $98 million in 2024. Adjusted operating income was $2.45 billion (25.2% margin) and adjusted EBITDA was $2.64 billion (27.2% margin), with adjusted diluted EPS of $17.08 versus $16.29 in the prior year.
Cash generation strengthened: net cash from operating activities was $1.78 billionc and free cash flow was $1.55 billion (15.9% margin), versus $1.27 billion in 2024. The company repurchased $1.6 billion of shares and paid $358 million in dividends, and it received a $750 million earnout tied to the 2021 Willis Re sale. Total debt was $6.31 billion at year-end, and the company reported $3.13 billion of cash and equivalents.
Subsequent to year-end, WTW completed the Newfront Insurance acquisition on January 27, 2026, and entered into a $775 milliond delayed draw term loan; the planned Cushon acquisition is expected to close in the first half of 2026. Management notes that the company is currently seeing a softening insurance pricing market, which can pressure commission revenue.
The filing also highlights risks from AI-driven competitive and demand shifts, cybersecurity incidents, pension liabilities, sanctions, and Pillar Two global minimum tax developments. Management concluded that internal control over financial reporting was effective as of December 31, 2025, and Deloitte & Touche LLP issued an unqualified opinion.
02—Key points
Key Highlights
- Revenue of $9.71 billion, down 2% as reported from $9.93 billion, but organic revenue growth was 5%
- Income from operations of $2.23 billion versus $627 million, mainly due to the absence of the prior-year $1.04 billion impairment
- Diluted EPS of $16.26 versus a loss of $0.96; adjusted diluted EPS of $17.08 versus $16.29
- Free cash flow of $1.55 billion (15.9% margin) versus $1.27 billion (12.8% margin) in 2024
- Share repurchases of $1.6 billion and $358 million in dividends paid during 2025; $1.3 billion remains on the repurchase authority
- Receipt of a $750 million Willis Re earnout in 2025; TRANZACT sale closed December 31, 2024
- Newfront acquisition completed January 27, 2026; Cushon acquisition expected to close in the first half of 2026
03—One dollar
04—Financials
Financial Highlights
Figures from 10-KFY2025filed February 25, 2026Financial Statements
FY2025 against FY2024
| Line item | FY2025FY2024 | Change |
|---|---|---|
| Revenue | $9.71B$9.93B | −2.2% |
| Operating Expenses | $7.47B$9.30B | −19.7% |
| Operating Income | $2.23B$627.00M | +256.3% |
| Interest Expense | $260.00M$263.00M | −1.1% |
| Net Income | $1.60B-$98.00M | +1737.8% |
| EPS (Basic) | $16.34$-0.96 | +1802.1% |
| EPS (Diluted) | $16.26$-0.96 | +1793.8% |
| Shares Outstanding (Basic) | 98.00M102.00M | −3.9% |
| Shares Outstanding (Diluted) | 99.00M102.00M | −2.9% |
05—Questions
Frequently Asked Questions
How did WTW's revenue and profitability change in 2025?
Revenue fell 2% to $9.71 billion, largely due to the TRANZACT sale, while organic growth was 5%. Income from operations rose to $2.23 billion from $627 million, and net income attributable to WTW was $1.61 billion versus a $98 million loss in 2024, mainly because 2024 included a $1.04 billion goodwill impairment and TRANZACT-related losses.
What is WTW's cash flow and capital return position?
Net cash from operating activities was $1.78 billion and free cash flow was $1.55 billion. The company returned capital through $1.6 billion of share repurchases and $358 million of dividends, and the board approved a quarterly dividend of $0.96 per share payable around April 15, 2026.
What is the company's debt and liquidity situation?
Total debt was $6.31 billion at December 31, 2025, including $550 million of 4.400% notes due in the first quarter of 2026. The company had $3.13 billion of cash and equivalents and access to a $1.5 billion revolving credit facility amended in October 2025, plus a new $775 million delayed draw term loan entered into in January 2026.
What acquisitions and divestitures are pending or recent?
WTW completed the Newfront Insurance Holdings acquisition on January 27, 2026. The Cushon acquisition, for £150 million plus up to £100 million contingent consideration, is expected to close in the first half of 2026, and the Al-Futtaim Willis acquisition of the remaining 51% stake is also expected to close in the first half of 2026.
What key risks does the filing highlight for investors?
The filing cites a softening insurance pricing market that can reduce commission revenue, the risk that AI and technology-driven competitors or clients' in-house capabilities reduce demand, cybersecurity and data privacy exposure, material pension liabilities, sanctions and geopolitical risk, and evolving global minimum tax (Pillar Two) rules. It also notes that a credit rating downgrade combined with a change of control could require the company to offer to repurchase certain notes.
06—Continue