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Willis Towers Watson 8-K Report, Financial Results (Jul 31, 2025)

Reports
Earnings & Results·Regulation FD·Exhibits & Filings
Filing Date
Filed July 31, 2025
Period End
July 31, 2025
Security
WTW
In the record · 2016–202610-K1210-Q338-K148

WTW filed 12 annual reports (10-K), 33 quarterly reports (10-Q) and 148 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Sep ’18Sep ’18
  2. Deal closed8-K · Oct ’20Oct ’20
  3. Leadership change8-K · Dec ’22Dec ’22
  4. Leadership change8-K · Nov ’26Nov ’26

Summary

Summary of the 8-K filed July 31, 2025. Cited figures are marked; the original filing is the authoritative source.

WTW (Willis Towers Watson Public Limited Company) reported second-quarter 2025 results for the period ended June 30, 2025, furnishing a press release (Exhibit 99.1) and a supplemental slide presentation (Exhibit 99.2) under Items 2.02 and 7.01.

Revenue was $2.26 billion for the quarter, flat compared to $2.27 billiona in the prior-year quarter due to the sale of TRANZACT; on an organic basis revenue increased 5%. Income from operations rose to $368 million from $212 million, operating margin was 16.3% versus 9.4%, and diluted EPS was $3.32 versus $1.36. On a non-GAAP basis, adjusted diluted EPS was $2.86 versus $2.39 (up 20%) and adjusted operating margin was 18.5% versus 17.0%.

Cash flow weakened in the first half: cash flows from operating activities were $326 millionb versus $431 million, and free cash flow was $217 million versus $305 million, a decrease of $88 million, attributed to higher compensation and cash tax payments and the absence of TRANZACT cash inflows. The company repurchased 1,614,427 shares for $500 million in the quarter. Management reiterated its outlook, including mid-single-digit organic revenue growth, margin expansion, adjusted EPS growth and free-cash-flow margin expansion, and expects share repurchases of approximately $1.5 billion in 2025.

The company also updated its non-GAAP definitions: reported non-GAAP metrics will now exclude non-cash net periodic pension and postretirement benefits, and free cash flow will deduct capitalized software costs. Investors should note the 2025 headwinds from the reinsurance joint venture with Bain Capital (approximately $0.20c to adjusted diluted EPS, net headwind of approximately $0.10 at the associates level) and the loss of TRANZACT's $1.14 contribution to 2024 adjusted diluted EPS.

Key Highlights

  1. Revenue of $2.26 billion was flat year over year as reported, reflecting the sale of TRANZACT; organic revenue grew 5%.
  2. Diluted EPS was $3.32 versus $1.36 in the prior-year quarter; adjusted diluted EPS was $2.86 versus $2.39, up 20%.
  3. Operating margin was 16.3% versus 9.4%; adjusted operating margin was 18.5% versus 17.0%, up 150 basis points.
  4. Health, Wealth & Career revenue was $1.18 billion (organic growth 4%) with operating margin of 23.8%; Risk & Broking revenue was $1.05 billion (organic growth 6%) with operating margin of 21.2%.
  5. Free cash flow for the six months fell to $217 million from $305 million, a decrease of $88 million, mainly due to higher compensation and cash tax payments and the absence of TRANZACT cash inflows.
  6. WTW repurchased 1,614,427 shares for $500 million in the quarter and expects 2025 share repurchases of approximately $1.5 billion.
  7. Non-GAAP definitions changed: reported adjusted metrics now exclude non-cash pension benefits, and free cash flow now deducts capitalized software costs.

Frequently Asked Questions

  1. How did WTW's revenue perform in the second quarter of 2025?

    Reported revenue was $2.26 billion, flat compared with $2.27 billion in the prior-year quarter, due to the sale of TRANZACT. Excluding foreign currency, revenue decreased 1%, and on an organic basis revenue increased 5%.

  2. What drove the large increase in reported EPS?

    Diluted EPS rose to $3.32 from $1.36, and income from operations increased to $368 million from $212 million. The prior-year quarter included $97 million of transaction and transformation costs and $60 million of amortization, while the company's adjusted diluted EPS, which excludes these and other items, rose 20% to $2.86.

  3. Is WTW's free cash flow declining?

    For the six months ended June 30, 2025, free cash flow was $217 million versus $305 million, a decrease of $88 million. The filing attributes the decline to increased compensation and cash tax payments and the absence of TRANZACT cash inflows, partly offset by lower Transformation program spending.

  4. What is WTW's capital return plan for 2025?

    WTW repurchased $500 million of shares in the second quarter and expects share repurchases of approximately $1.5 billion in 2025, subject to market conditions and potential investment opportunities.

  5. What should investors expect for the rest of 2025?

    Management said it expects to deliver on its financial framework, including mid-single-digit organic revenue growth, operating margin expansion, adjusted EPS growth and free-cash-flow margin expansion. It also expects a foreign currency tailwind of approximately $0.05 to adjusted diluted EPS and a reinsurance joint venture headwind of approximately $0.20, partly mitigated by other equity investment gains.