01—Abstract
Summary
Summary of the 8-K filed February 3, 2026. Cited figures are marked; the original filing is the authoritative source.
Willis Towers Watson Public Limited Company (WTW) reported results for the fourth quarter and full year ended December 31, 2025, furnishing a press release (Exhibit 99.1) and a supplemental slide presentation (Exhibit 99.2).
Full-year revenue was $9.71 billiona, down 2% from $9.93 billion, which the company attributes to the sale of TRANZACT. Organic revenue grew 5% for the year and 6% in the fourth quarter. Full-year U.S. GAAP income from operations rose to $2.23 billion, with operating margin of 23.0%, up 1,670 basis points, though the prior year included a goodwill impairment tied to the TRANZACT sale.
Full-year net income was $1.61 billionb, compared with a net loss of $88 million in 2024, and diluted EPS was $16.26. On an adjusted basis, full-year adjusted operating margin was 25.2%, up 130 basis points, and adjusted diluted EPS was $17.08, up 5%. Fourth-quarter adjusted diluted EPS was $8.12, up 2%.
Free cash flow was $1.55 billionc for 2025, compared with $1.27 billion in 2024, an increase of $279 million. The company repurchased $1.65 billion of its shares during the year and paid dividends of $358 million.
For 2026, WTW expects continued annual adjusted margin expansion, including about 100 basis points of average annual margin expansion over the next two years in Risk & Broking, and share repurchases of $1.0 billiond or greater. The filing cites expected headwinds of about $0.30 to adjusted diluted EPS from the Willis Re joint venture and about $0.10 dilution from the Newfront acquisition, offset by an expected foreign currency tailwind of about $0.30 at current rates, most of it in the first quarter of 2026.
02—Key points
Key Highlights
- Full-year 2025 revenue was $9.71 billion, down 2% reported and up 5% on an organic basis; fourth-quarter revenue was $2.94 billion, down 3% reported and up 6% organic, with the decline attributed to the sale of TRANZACT.
- Full-year 2025 net income was $1.61 billion and diluted EPS was $16.26, versus a net loss of $88 million and diluted EPS of $(0.96) in 2024.
- Adjusted diluted EPS was $17.08 for the full year, up 5%, and $8.12 for the fourth quarter, up 2%.
- Full-year adjusted operating margin was 25.2%, up 130 basis points, and fourth-quarter adjusted operating margin was 36.9%, up 80 basis points.
- Free cash flow was $1.55 billion for 2025, an increase of $279 million from $1.27 billion, with free cash flow margin reported at 15.9%.
- WTW repurchased $1.65 billion of shares in 2025 and expects share repurchases of $1.0 billion or greater in 2026.
- 2026 guidance flags a Willis Re joint venture headwind of about $0.30 to adjusted diluted EPS, Newfront dilution of about $0.10, and a foreign currency tailwind of about $0.30.
03—Questions
Frequently Asked Questions
Why did reported revenue decline in 2025 while organic growth was positive?
The filing attributes the reported decline of 2% for the year, and 3% for the fourth quarter, to the sale of TRANZACT. Organic revenue, which excludes foreign currency and acquisition and divestiture effects, grew 5% for the year and 6% for the fourth quarter.
Why is reported 2025 operating margin so much higher than 2024?
The 2024 results included a non-cash goodwill impairment of $1.04 billion related to the sale of TRANZACT, which reduced 2024 income from operations to $627 million. Excluding the impairment and other items, adjusted operating margin rose to 25.2% in 2025 from 23.9% in 2024.
What does the filing say about 2026 expectations?
WTW expects continued annual adjusted operating margin expansion at the enterprise level, including about 100 basis points of average annual margin expansion over the next two years in Risk & Broking, and incremental margin expansion in HWC. It also expects share repurchases of $1.0 billion or greater, subject to market conditions and potential investment opportunities.
What are the expected 2026 EPS effects from specific items?
The filing expects the Willis Re joint venture to be a headwind of about $0.30 to adjusted diluted EPS and the Newfront acquisition to be about $0.10 dilutive in 2026. It expects a foreign currency tailwind of about $0.30 at current rates, with most of it in the first quarter of 2026. Newfront is expected to contribute about $250 million of 2026 post-close revenue at an adjusted EBITDA margin of about 26%.
How strong is WTW's balance sheet and how is it returning capital?
At December 31, 2025, the company reported cash and cash equivalents of $3.13 billion, total debt of $6.31 billion, and total equity of $8.05 billion, with debt to adjusted EBITDA of 2.4x on a trailing 12-month basis. In 2025 WTW repurchased $1.65 billion of shares and paid $358 million in dividends, including quarterly dividends of $0.92 per share in the fourth quarter.
04—Continue