Case Gregory C 4
4 · Aon plc · Filed Feb 19, 2026
Research Summary
AI-generated summary of this filing
Aon CEO Gregory Case Receives Award; Withholds Shares for Taxes
What Happened
Gregory C. Case, President & CEO of Aon plc, had restricted share units (RSUs) vest on Feb 17, 2026 that converted into Class A ordinary shares. The filing shows 2,357 shares issued on conversion, with 1,001.695 shares withheld by the issuer to cover withholding taxes (1,001.695 × $325.96 = $326,513). The filing also reports multiple gift transactions of 3,214 shares (no proceeds).
Key Details
- Transaction date: February 17, 2026; Form 4 filed February 19, 2026 (filed within the normal two-business-day window).
- RSU conversion/exercise entries: 2,357 shares (conversion of derivative/RSU).
- Tax withholding: 1,001.695 shares surrendered/withheld at $325.96 per share, total ~$326,513 (code F).
- Gifts: multiple gift entries of 3,214 shares reported (code G), showing $0 proceeds.
- Footnotes:
- F1: Shares acquired upon vesting of an RSU award.
- F2: Shares withheld by issuer to satisfy tax-withholding on vesting.
- F3: RSU converts 1-for-1; reporting person agreed to pay nominal €/$0.01 per share under Irish law.
- F4: Award was granted Feb 17, 2023 and vests 33 1/3% on each of the first three anniversaries.
- Shares owned after the transactions: not specified in this filing.
Context
- This appears to be a routine RSU vesting event rather than an open-market purchase or sale. The withholding of shares to cover taxes is common and should not be interpreted as a market-direction bet. Gift transactions likewise do not necessarily reflect insider sentiment about the stock.
- The conversion was effectively a vesting of RSUs (derivative conversion), with some shares withheld for taxes (a form of cashless settlement).
Insider Transaction Report
Form 4
Aon plcAON
Case Gregory C
DirectorPresident & CEO
Transactions
- Exercise/Conversion
Class A Ordinary Stock
[F1]2026-02-17+2,357→ 941,138.593 total - Tax Payment
Class A Ordinary Stock
[F2]2026-02-17$325.96/sh−1,001.695$326,513→ 940,136.898 total - Gift
Class A Ordinary Stock
2026-02-17−3,214→ 936,922.898 total - Gift
Class A Ordinary Stock
2026-02-17−3,214→ 933,708.898 total - Gift
Class A Ordinary Stock
2026-02-17+3,214→ 132,243 total(indirect: By Trust) - Gift
Class A Ordinary Stock
2026-02-17+3,214→ 132,243 total(indirect: By Trust) - Exercise/Conversion
Restricted Share Unit (Right to Receive)
[F3][F4]2026-02-17−2,357→ 0 totalExp: 2026-02-17→ Class A Ordinary Shares (2,357 underlying)
Holdings
- 163,964(indirect: By Trust)
Class A Ordinary Stock
- 163,963(indirect: By Trust)
Class A Ordinary Stock
- 37,412(indirect: By GRAT)
Class A Ordinary Stock
- 73,240(indirect: By GRAT)
Class A Ordinary Stock
Footnotes (4)
- [F1]Class A Ordinary Shares acquired upon the vesting of a restricted share unit award.
- [F2]Class A Ordinary Shares withheld by the issuer for payment of withholding taxes in connection with the vesting of the award.
- [F3]The restricted share unit award converts to Class A Ordinary Shares on a 1-for-1 basis. In accordance with Irish law, the reporting person agreed to pay the issuer the nominal value of $0.01 per share issued to the reporting person.
- [F4]A restricted share unit award was granted on February 17, 2023 and vests in accordance with the terms of the Aon plc 2011 Incentive Compensation Plan, as amended and restated: 33 1/3% of the award vests on each of the first through third anniversary of the date of grant.
Signature
/s/ Colby Alexis - Colby Alexis pursuant to a power of attorney from Greg Case|2026-02-19