Willis Towers Watson has approved retention agreements worth $2.1 million for four executives as an incentive for their continued employment until the closing of the broker’s merger with Aon, according to a WTW filing with the U.S. Securities and Exchange Commission.
The executives include Michael Burwell, chief financial officer; Gene Wickes, the head of Benefits Delivery and Administration; Carl Hess, head of Investment, Risk and Reinsurance, and Joseph Gunn, head of the Americas.
The retention agreements provide for the payment of cash awards to the executives upon their successful completion of their duties through the closing of the merger with Aon, subject to the condition that the closing occurs no later than July 20, 2021, said the SEC filing.
Under the retention agreements, Burwell, Wickes, Hess and Gunn are each eligible to earn a cash amount of up to $750,000, $487,500, $487,500 and $420,000, respectively, based on the number of whole and partial months each are employed with WTW from Jan. 1, 2021 through the date of the closing of the merger, said the filing.
If the company terminates the executive’s employment without “cause” prior to the closing of the merger, the executive will be entitled to receive the cash award that was eligible to be earned under the retention agreement. The award will be subject to a potential reduction, depending on the number of whole and partial months the executive is employed, said the filing.
If the executive resigns for any reason, or his employment is terminated for “cause,” the executive will not be eligible to receive any portion of the cash award. “Cause” is generally defined in the retention agreements as including the executive’s gross or chronic neglect or negligence in the performance of his employment duties, the executive’s willful misconduct in connection with his employment which is injurious to the company or its affiliates, the executive’s conviction of any criminal act, breach of any restrictive covenants and other obligations applicable to the executive, or the executive’s material violation of any written company policy.
The payment of a cash award under the retention agreement is in lieu of, and in satisfaction of, any right to be awarded a share-based award the executive may have under his employment agreement or terms governing his compensation.
Source: Willis Towers Watson
*This story ran previously in our sister publication Insurance Journal.