WILLIS TOWERS WATSON PLC
For the period ended Jun 30, 2026. Filed Jul 30, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Jul 30, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-04-30.
0001193125-26-195310
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-07-30.
0001193125-26-325374
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 182 previous paragraphs and 194 current paragraphs.
119 unchanged; 55 reworded; 17 added; 7 removed; 1 previous and 3 current paragraphs rearranged.
Tables are not compared: 19 previous and 23 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (17)
Current report
HWC segment revenue for the three months ended June 30, 2026 and 2025 was $1.3 billion and $1.2 billion, respectively. Health delivered organic revenue growth with positive contributions from all regions. Wealth generated organic revenue growth supported by higher levels of retirement work across all regions. Career revenue was flat on an organic basis as increased levels of communications project work and broad-based pay work were offset by constrained revenue in the Middle East due to the ongoing conflict. BD&O revenue increased organically as expanded project work, new client wins and regulatory driven work in Outsourcing were partially offset by lower commissions in Individual Marketplace.
Current report
The following table sets forth HWC segment revenue for the six months ended June 30, 2026 and 2025 and the components of the change in revenue for the six months ended June 30, 2026 from the six months ended June 30, 2025.
Current report
R&B segment operating income for the three months ended June 30, 2026 and 2025 was $258 million and $222 million, respectively. R&B segment operating income increased primarily due to operating leverage.
Current report
The following table sets forth R&B segment revenue for the six months ended June 30, 2026 and 2025 and the components of the change in revenue for the six months ended June 30, 2026 from the six months ended June 30, 2025.
Current report
Salaries and benefits for the six months ended June 30, 2026 were $3.0 billion, compared to $2.8 billion for the six months ended June 30, 2025, an increase of $212 million, or 8%. Approximately one-third of this increase resulted from the acquisitions of Newfront and Cushon. The remaining increase in the current year is primarily due to higher salary expense, driven by annual salary increases, higher benefit costs, primarily medical expenses, and increased incentive costs. Salaries and benefits, as a percentage of revenue, represented 61% and 62% for the six months ended June 30, 2026 and 2025, respectively.
Current report
Other operating expenses for the three months ended June 30, 2026 were $380 million, compared to $336 million for the three months ended June 30, 2025, an increase of $44 million, or 13%. The increase was primarily due to higher non-income-related tax expense, higher professional services costs and increased local office expenses for the current-year period as compared to the prior-year period.
Current report
Income from operations for the three months ended June 30, 2026 was $364 million, compared to $368 million for the three months ended June 30, 2025, a decrease of $4 million. This decrease resulted primarily from increased salary expense and incentive and benefits costs, higher transaction and integration expenses, and higher non-income-related tax expense and professional services costs, partially offset by higher revenue in the current-year period, as compared to the prior-year period.
Current report
Income from operations for the six months ended June 30, 2026 was $812 million, compared to $800 million for the six months ended June 30, 2025, an increase of $12 million. This increase resulted primarily from higher revenue in the current year, partially offset by increased salary expense and benefits and incentive costs, higher professional services costs and increased local office expenses along with higher transaction and integration expenses in the current year, as compared to the prior year.
Current report
Other income/(loss), net for the three months ended June 30, 2026 was income of $6 million, compared to income of $9 million for the three months ended June 30, 2025, a decrease of $3 million. The decrease was due primarily to lower pension income in the current-year period.
Current report
Provision for/(Benefit from) Income Taxes
Current report
Net income attributable to WTW for the three months ended June 30, 2026 was $229 million, compared to $331 million for the three months ended June 30, 2025, a decrease of $102 million, or 31%. This decrease resulted primarily from increased salary expense and incentive and benefits costs, higher income tax expense, higher transaction and integration expenses, and increased non-income-related tax expense and professional services costs, partially offset by higher revenue in the current-year period, as compared to the prior-year period.
Current report
Net income attributable to WTW for the six months ended June 30, 2026 was $526 million, compared to $566 million for the six months ended June 30, 2025, a decrease of $40 million, or 7%. This decrease resulted primarily from increased salary expense and benefits and incentive costs, higher transaction and integration expenses and increased income tax expense, partially offset by higher revenue in the current year, as compared to the prior year.
Current report
Cash Flows From Operating Activities
Current report
Cash Flows (Used In)/From Investing Activities
Current report
Our U.S. GAAP tax rates were 19.8% and (6.8)% for the three months ended June 30, 2026 and 2025, respectively, and 19.1% and 7.1% for the six months ended June 30 2026 and 2025, respectively. The prior-year effective tax rates were lower primarily due to favorable discrete items including an adjustment to the tax provision associated with the earnout received from the sale of our Willis Re business, and changes in measurement for existing uncertain tax positions.
Current report
Our adjusted income tax rates were 19.6% and 18.0% for the three months ended June 30, 2026 and 2025, respectively, and 19.7% and 20.5% for the six months ended June 30, 2026 and 2025, respectively. The prior-year quarter effective tax rate was lower due to favorable discrete items including changes in measurement for existing uncertain tax positions and the release of a valuation allowance. The prior full-year effective tax rate was higher primarily due to the geographic mix of income, net of tax benefits.
Current report
The increase was primarily driven by operating margin expansion.
Removed paragraphs (7)
Previous report
Salaries and benefits, as a percentage of revenue, represented 59% and 60% for the three months ended March 31, 2026 and 2025, respectively.
Previous report
Income from operations for the three months ended March 31, 2026 was $448 million, compared to $432 million for the three months ended March 31, 2025, an increase of $16 million. This increase resulted primarily from higher revenue in the current year, partially offset by increased salary expense and benefits costs, and higher transaction and integration expense in the current year, as compared to the prior year.
Previous report
Provision for Income Taxes
Previous report
Net income attributable to WTW for the three months ended March 31, 2026 was $297 million, compared to $235 million for the three months ended March 31, 2025, an increase of $62 million. This increase resulted primarily from higher revenue in the current year and higher pension income, partially offset by increased salary expense and benefits costs, and higher transaction and integration expense in the current year as compared to the prior year.
Previous report
Cash Flows (Used In)/From Financing Activities
Previous report
Our U.S. GAAP tax rates were 18.6% and 21.5% for the three months ended March 31, 2026 and 2025, respectively, and our adjusted income tax rates were 20.3% and 22.7% for the three months ended March 31, 2026 and 2025, respectively. The current-year effective tax rates are lower primarily due to a discrete tax benefit in the U.K. related to deferred revenue.
Previous report
The increase was primarily due to operating margin expansion and the abatement of remaining Transformation program cash outflows (this program was completed in December 2024), offset by increased transaction and integration expenses in the current year as compared to the prior year.
Reworded paragraphs (55)
Previous wording
Within our insurance and brokerage business, due to the cyclical nature of the insurance market and the impact of other market conditions on insurance premiums, commission revenue may vary widely between accounting periods. A period of low or declining premium rates, generally known as a ‘soft’ or ‘softening’ market, generally leads to downward pressure on commission revenue and can have a material adverse impact on our revenue and operating margin. A ‘hard’ or ‘firming’ market, during which premium rates rise, generally has a favorable impact on our revenue and operating margin. Rates, however, vary by geography, industry and client segment. As a result, and due to the global and diverse nature of our business, we view rates in the aggregate. Overall, at the time of filing this Quarterly Report, we are seeing a softening market.
Current wording
Within our insurance and brokerage business, due to the cyclical nature of the insurance market and the impact of other market conditions on insurance premiums, commission revenue may vary widely between accounting periods. A period of low or declining premium rates, generally known as a ‘soft’ or ‘softening’ market, generally leads to downward pressure on commission revenue and can have a material adverse impact on our revenue and operating margin. A ‘hard’ or ‘firming’ market, during which premium rates rise, generally has a favorable impact on our revenue and operating margin. Rates, however, vary by geography, industry and client segment. As a result, and due to the global and diverse nature of our business, we view rates in the aggregate. At the time of filing this Quarterly Report, market conditions continue to soften, with the exception of U.S. Casualty and a few specialty product lines.
Previous wording
The markets for our advisory, technology and solutions, and marketplace services are affected by economic, regulatory and legislative changes, technological developments, and increased competition from established and new competitors. We believe that the primary factors in selecting a company with expertise in human resources or risk management include reputation, the ability to provide measurable increases to shareholder value and return on investment, global scale, quality of service and the ability to tailor services to clients’ unique needs. In that regard, we are focused on developing and implementing technology, data and analytic solutions for both internal operations and for maintaining industry standards and meeting client preferences. We have made such investments from time to time and may decide, based on perceived business needs, to make investments in the future that may be different from past practice or our current expectations.
Current wording
The markets for our advisory, technology and solutions, and marketplace services are affected by economic, regulatory and legislative changes, technological developments, and increased competition from established and new competitors. We believe that the primary factors in selecting a company with expertise in human resources or risk management include reputation, the ability to provide measurable increases to shareholder value and return on investment, global scale, quality of service and the ability to tailor services to clients’ unique needs. In that regard, we are focused on developing and implementing technology, data and analytic solutions, including evolving technology and artificial intelligence (‘AI’) solutions, for both internal operations and for maintaining industry standards and meeting client preferences (see the discussion of our artificial intelligence acceleration plan in Note 20 — Subsequent Event within Part I, Item 1 ‘Financial Statements,’ and in Part II, Item 1A – Risk Factors, and Item 5 – Other Information, in each case, included in this Quarterly Report on Form 10-Q). We have made such investments from time to time and may decide, based on perceived business needs, to make investments in the future that may be different from past practice or our current expectations.
Previous wording
U.S. and global markets are continuing to experience uncertainty, volatility and disruption as a result of uncertain macroeconomic conditions including tariff actions and uncertainties relating to global trade, fluctuations in currency exchange rates, volatility in debt and equity markets, uncertainty around interest rates, softening consumer confidence and labor markets, changes in U.S. policies across a broad range of areas and the speed with which such changes are or may be implemented, and the geopolitical conflicts and tensions in Russia, Ukraine and the Middle East. Although the length and impact of these situations are highly unpredictable, the ongoing uncertainty and volatility of the global economy and capital markets, which has resulted in persistent inflation and fluctuating interest rates in many of the markets in which we operate, could accelerate recessionary pressures and continue to lead to further market disruptions. Further, in addition to the direct impact of the continuing dynamic tariff environment on our business (which we do not expect to be significant, so long as retaliatory actions do not extend to services), the global tariff landscape continues to shift rapidly, creating uncertainty for the business. This uncertainty may be exacerbated by U.S. legislation and other U.S. federal government actions, including the recent decision of the U.S. Supreme Court striking down tariffs imposed under the International Emergency Economic Powers Act. Additionally, indirect impacts from changes in tariffs and other legislative or regulatory developments, such as changes in consumer sentiment, trade relations, economic activity, disruption of U.S. federal government operations, willingness to do business with U.S.-listed firms, inflationary pressures and employee distraction, among others, could also negatively affect our business, operations and financial condition.
Current wording
policies across a broad range of areas and the speed with which such changes are or may be implemented, and the geopolitical conflicts and tensions in Russia, Ukraine and the Middle East creating or exacerbating those conditions, while also experiencing rapid development of evolving AI technologies driving growth and market performance for many industries. Although the length and impact of these situations are highly unpredictable, the ongoing uncertainty and volatility of the global economy and capital markets, which has resulted in persistent inflation and fluctuating interest rates in many of the markets in which we operate, could accelerate recessionary pressures and continue to lead to further market disruptions. Further, in addition to the direct impact of the continuing dynamic tariff environment on our business (which we do not expect to be significant, so long as retaliatory actions do not extend to services), the global tariff landscape continues to fluctuate, creating uncertainty for the business. This uncertainty may be exacerbated by U.S. legislation and other U.S. federal government actions, including the recent decision of the U.S. Supreme Court striking down tariffs imposed under the International Emergency Economic Powers Act. Additionally, indirect impacts from changes in tariffs and other legislative or regulatory developments, such as changes in consumer sentiment, trade relations, economic activity, disruption of U.S. federal government operations, willingness to do business with U.S.-listed firms, inflationary pressures and employee distraction, among others, could also negatively affect our business, operations and financial condition.
Previous wording
Revenue for the three months ended March 31, 2026 was $2.4 billion, compared to $2.2 billion for the three months ended March 31, 2025, an increase of $189 million, or 8%, on an as-reported basis. Adjusting for the impacts of foreign currency and acquisitions and disposals, our organic revenue growth was 3% for the three months ended March 31, 2026. For additional information, please see the section entitled ‘Segment Revenue and Segment Operating Income’ elsewhere within Part I, Item 2 of this Quarterly Report on Form 10-Q.
Current wording
Revenue for the three months ended June 30, 2026 was $2.5 billion, compared to $2.3 billion for the three months ended June 30, 2025, an increase of $205 million, or 9%, on an as-reported basis. Adjusting for the impacts of foreign currency and acquisitions and disposals, our organic revenue growth was 5% for the three months ended June 30, 2026. Revenue for the six months ended June 30, 2026 was $4.9 billion, compared to $4.5 billion for the six months ended June 30, 2025, an increase of $394 million, or 9%, on an as-reported basis. Adjusting for the impacts of foreign currency and acquisitions and disposals, our organic revenue growth was 4% for the six months ended June 30, 2026. For additional information, please see the section entitled ‘Segment Revenue and Segment Operating Income’ elsewhere within Part I, Item 2 of this Quarterly Report on Form 10-Q.
Previous wording
Our revenue can be materially impacted by changes in currency conversions, which can fluctuate significantly over the course of a calendar year. For the three months ended March 31, 2026, currency translation increased our as-reported consolidated revenue by $100 million. The primary currencies driving this change were the Euro and Pound Sterling.
Current wording
Our revenue can be materially impacted by changes in currency conversions, which can fluctuate significantly over the course of a calendar year. For the three months ended June 30, 2026, currency translation increased our as-reported consolidated revenue by $21 million. The primary currency driving this change was the Euro. For the six months ended June 30, 2026, currency translation increased our consolidated revenue by $121 million. The primary currencies driving this change were the Euro and Pound Sterling.
Previous wording
The following table details our top five markets based on the percentage of consolidated revenue (in U.S. dollars) from the countries where work was performed for the three months ended March 31, 2026. These figures do not represent the currency of the related revenue, which is presented in the next table.
Current wording
The following table details our top five markets based on the percentage of consolidated revenue (in U.S. dollars) from the countries where work was performed for the six months ended June 30, 2026. These figures do not represent the currency of the related revenue, which is presented in the next table.
Previous wording
The table below details the approximate percentage of our revenue and expenses by transactional currency for the three months ended March 31, 2026.
Current wording
The table below details the approximate percentage of our revenue and expenses by transactional currency for the six months ended June 30, 2026.
Previous wording
The following table sets forth the total revenue for the three months ended March 31, 2026 and 2025, and the components of the change in total revenue for the three months ended March 31, 2026, as compared to the prior-year period. The components of the revenue change may not add due to rounding.
Current wording
The following tables set forth the total revenue for the three and six months ended June 30, 2026 and 2025, and the components of the change in total revenue for the three and six months ended June 30, 2026, as compared to the prior-year period. The components of the revenue change may not add due to rounding.
Previous wording
Interest income did not contribute to organic change for the three months ended March 31, 2026.
Current wording
Interest income did not contribute to organic change for the three and six months ended June 30, 2026.
Previous wording
Segment revenue excludes amounts that were directly incurred on behalf of our clients and reimbursed by them (reimbursed expenses); however, these amounts are included in consolidated revenue, as required by applicable accounting standards and SEC rules. Segment operating income excludes certain costs, including (i) amortization of intangibles and (ii) certain transaction and integration expenses, and includes certain expense amounts which may be determined on both a direct and allocated basis. See Note 5 – Segment Information within Part I, Item 1 ‘Financial Statements’ of this Quarterly Report on Form 10-Q for more information about how our segment revenue and segment operating income are calculated and for a reconciliation to our GAAP results.
Current wording
Segment revenue excludes amounts that were directly incurred on behalf of our clients and reimbursed by them (reimbursed expenses); however, these amounts are included in consolidated revenue, as required by applicable accounting standards and SEC rules. Segment operating income excludes certain costs, including (i) amortization of intangibles and (ii) certain transaction and integration expenses, and includes certain expense amounts which may be determined on both a direct and allocated basis. See Note 5 – Segment Information within Part I, Item 1 ‘Financial Statements’ of this Quarterly Report on Form 10-Q for more information about how our segment revenue and segment operating income are calculated and for a reconciliation to our U.S. GAAP results.
Previous wording
HWC segment operating income for the three months ended March 31, 2026 and 2025 was $346 million and $311 million, respectively. HWC segment operating income increased primarily due to improved operating leverage and expense discipline.
Current wording
HWC segment operating income for the three months ended June 30, 2026 and 2025 was $306 million and $280 million, respectively. HWC segment operating income increased primarily due to improved operating leverage and expense discipline.
Previous wording
HWC segment revenue for the three months ended March 31, 2026 and 2025 was $1.3 billion and $1.2 billion, respectively. Health delivered organic revenue growth driven by strong performance across international markets driven by new business wins and renewals. Wealth generated organic revenue growth supported by higher levels of retirement work across all regions, alongside growth in the Investments business. Career organic revenue declined as clients deferred discretionary work amid geopolitical uncertainty in the Middle East. Career also saw clients delaying projects with a moderation in advisory-related demand in North America, partially offset by growth outside North America. BD&O organic revenue declined modestly, as expanded projects and administration engagements in Outsourcing were offset by lower commissions in Individual Marketplace.
Current wording
HWC segment revenue for the six months ended June 30, 2026 and 2025 was $2.5 billion and $2.3 billion, respectively. Health revenue increased on an organic basis, supported by growth across all regions, with International leading the overall performance. Wealth generated organic revenue growth supported by higher levels of retirement work across all regions, alongside growth in the Investments business. Career revenue declined on an organic basis principally due to the ongoing conflict in the Middle East which constrained growth. BD&O revenue was flat on an organic basis as expanded project work and administration engagements in Outsourcing were offset by lower commissions in Individual Marketplace.
Previous wording
R&B segment revenue for the three months ended March 31, 2026 and 2025 was $1.1 billion and $1.0 billion, respectively. Corporate Risk & Broking had organic revenue growth driven by new business activity and strong client retention globally. Insurance Consulting and Technology delivered organic revenue growth primarily from strong software sales in the Technology practice.
Current wording
R&B segment revenue for the three months ended June 30, 2026 and 2025 was $1.2 billion and $1.0 billion, respectively. Corporate Risk & Broking had organic revenue growth driven by new business activity and strong client retention globally. Insurance Consulting and Technology delivered organic revenue growth primarily from strong software sales in the Technology practice.
Previous wording
R&B segment operating income for the three months ended March 31, 2026 and 2025 was $252 million and $226 million, respectively. R&B segment operating income increased primarily due to expense discipline and the impact of foreign exchange.
Current wording
R&B segment operating income for the six months ended June 30, 2026 and 2025 was $510 million and $448 million, respectively. R&B segment operating income increased primarily due to operating leverage and the impact of foreign exchange.
Previous wording
Total costs of providing services for the three months ended March 31, 2026 were $2.0 billion, compared to $1.8 billion for the three months ended March 31, 2025, an increase of $173 million, or 10%. See the following discussion for further details.
Current wording
Total costs of providing services for the three months ended June 30, 2026 were $2.1 billion, compared to $1.9 billion for the three months ended June 30, 2025, an increase of $209 million, or 11%. Total costs of providing services for the six months ended June 30, 2026 were $4.1 billion, compared to $3.7 billion for the six months ended June 30, 2025, an increase of $382 million, or 10%. See the following discussion for further details.
Previous wording
Salaries and benefits for the three months ended March 31, 2026 were $1.4 billion, compared to $1.3 billion for the three months ended March 31, 2025, an increase of $110 million. The increase in the current year is primarily due to higher salary expense, driven by annual salary increases, and higher benefit costs, primarily increased medical expenses, for the current year.
Current wording
Salaries and benefits for the three months ended June 30, 2026 were $1.6 billion, compared to $1.4 billion for the three months ended June 30, 2025, an increase of $102 million, or 7%. Approximately one-third of this increase resulted from the acquisitions of Newfront and Cushon, and the remaining increase is primarily due to higher salary expense, driven by annual salary increases, increased incentive costs and higher benefit costs, primarily medical expenses. Salaries and benefits, as a percentage of revenue, represented 63% and 64% for the three months ended June 30, 2026 and 2025, respectively.
Previous wording
Other operating expenses for the three months ended March 31, 2026 were $385 million, compared to $365 million for the three months ended March 31, 2025, an increase of $20 million. The increase was primarily due to higher professional services costs and increased local office expenses, partially offset by lower non-income-related tax expense for the current year as compared to the prior year.
Current wording
Other operating expenses for the six months ended June 30, 2026 were $765 million, compared to $701 million for the six months ended June 30, 2025, an increase of $64 million or 9%. The increase was primarily due to higher professional services costs and increased local office expenses for the current year as compared to the prior year.
Previous wording
Depreciation for the three months ended March 31, 2026 was $56 million, compared to $54 million for the three months ended March 31, 2025, an increase of $2 million. The year-over-year increase was due to a higher depreciable base of assets resulting from additional assets placed in service during 2026.
Current wording
Depreciation for the three months ended June 30, 2026 was $55 million, compared to $57 million for the three months ended June 30, 2025, a decrease of $2 million. Depreciation for both the six months ended June 30, 2026 and 2025 was $111 million. The quarter-over-quarter decrease was primarily due to a lower depreciable base of assets resulting from disposals in the current-year period.
Previous wording
Amortization for both the three months ended March 31, 2026 and 2025 was $48 million. Our intangible amortization is generally more heavily weighted to the initial years of the useful lives of the related intangibles, and therefore amortization related to intangible assets will begin to increase over time as a result of our recent and proposed acquisitions.
Current wording
Amortization for the three months ended June 30, 2026 was $55 million, compared to $49 million for the three months ended June 30, 2025, an increase of $6 million, or 12%. Amortization for the six months ended June 30, 2026 was $103 million, compared to $97 million for the six months ended June 30, 2025, an increase of $6 million, or 6%. Our intangible amortization is generally more heavily weighted to the initial years of the useful lives of the related intangibles, and therefore amortization related to intangible assets will begin to increase over time as a result of our recent and proposed acquisitions.
Previous wording
Transaction and integration expenses for the three months ended March 31, 2026 were $41 million and primarily included transaction-related costs and incremental share-based compensation attributable to our Newfront acquisition completed during the first quarter of 2026. See Note 3 — Acquisitions and Note 17 — Share-based Compensation for more information.
Current wording
Transaction and integration expenses for the three and six months ended June 30, 2026 were $61 million and $102 million, respectively, and primarily included incremental share-based compensation and transaction-related costs attributable to our Newfront acquisition completed during the first quarter of 2026. See Note 3 — Acquisitions and Note 17 — Share-based Compensation for more information.
Previous wording
Interest expense for the three months ended March 31, 2026 was $77 million, compared to $65 million for the three months ended March 31, 2025, an increase of $12 million. This increase was primarily due to new senior notes issued by the Company during the fourth quarter of 2025.
Current wording
Interest expense for the three months ended June 30, 2026 was $78 million, compared to $64 million for the three months ended June 30, 2025, an increase of $14 million, or 22%. Interest expense for the six months ended June 30, 2026 was $155 million as compared to $129 million for the six months ended June 30, 2025, an increase of $26 million or 20%. These increases were primarily due to new senior notes issued by the Company during the fourth quarter of 2025 and interest expense associated with the recent drawdowns of our $775 million delayed draw term loan (the ‘DDTL’).
Previous wording
Other income/(loss), net for the three months ended March 31, 2026 was income of $5 million, compared to a loss of $64 million for the three months ended March 31, 2025, an increase of $69 million. The increase was due primarily to higher pension income, which resulted from the absence of a significant non-recurring pension settlement cost recognized in the prior year.
Current wording
Other income/(loss), net for the six months ended June 20, 2026 was income of $11 million, compared to a loss of $55 million for the six months ended June 30, 2025, an increase of $66 million. The increase was due primarily to higher pension income, which resulted from the absence of a significant non-recurring pension settlement cost recognized in the prior year.
Previous wording
Provision for income taxes for the three months ended March 31, 2026 was $70 million, compared to $65 million for the three months ended March 31, 2025, an increase of $5 million. The effective tax rate was 18.6% for the three months ended March 31, 2026, and 21.5% for the three months ended March 31, 2025. These effective tax rates are calculated using extended values from our condensed consolidated statements of comprehensive income and are therefore more precise tax rates than can be calculated from rounded values. The current-year effective tax rate is lower primarily due to a discrete tax benefit in the U.K. related to deferred revenue.
Current wording
Provision for income taxes for the three months ended June 30, 2026 was $57 million, compared to a benefit of $21 million for the three months ended June 30, 2025, an increase of $78 million. The effective tax rate was 19.8% for the three months ended June 30, 2026, and (6.8)% for the three months ended June 30, 2025. Provision for income taxes for the six months ended June 30, 2026 was $127 million, compared to $44 million for the six months ended June 20, 2025, an increase of $83 million. The effective tax rate was 19.1% for the six months ended June 30, 2026 and 7.1% for the six months ended June 30, 2025. These effective tax rates are calculated using extended values from our condensed consolidated statements of comprehensive income and are therefore more precise tax rates than can be calculated from rounded values. The prior-year effective tax rates were lower primarily due to favorable discrete items including an adjustment to the tax provision associated with the earnout received from the sale of our Willis Re business, and changes in measurement for existing uncertain tax positions.
Previous wording
Our principal sources of liquidity are funds generated by operating activities, available cash and cash equivalents, amounts available under our revolving credit facility and delayed draw term loan and any new debt offerings.
Current wording
Our principal sources of liquidity are funds generated by operating activities, available cash and cash equivalents, amounts available under our revolving credit facility, the DDTL and any new debt offerings.
Previous wording
Based on our current balance sheet and cash flows, current market conditions and information available to us at this time, we believe that the Company has access to sufficient liquidity to meet our cash needs for the next twelve months. Including our cash generated from operations, our liquidity also includes all of the borrowing capacity available to draw against our $1.5 billion revolving credit facility and $225 million available to draw against our recently-acquired $775 million delayed draw term loan (the ‘DDTL’). During the first quarter of 2026, we used the net proceeds from our December 2025 $1.0 billion senior notes offering, after deducting underwriter discounts and commissions and estimated offering expenses, to pay the consideration, and related fees, costs and expenses, for our acquisition of Newfront Insurance Holdings, Inc. (‘Newfront’), which was completed on January 27, 2026. In addition, we used borrowings against our DDTL, along with cash on hand, to repay in full the $550 million aggregate principal amount of the 4.400% senior notes due 2026 and related accrued interest (see Note 3 — Acquisitions and Note 9 — Debt within Part I, Item 1 ‘Financial Statements’ of this Quarterly Report on Form 10-Q).
Current wording
Based on our current balance sheet and cash flows, current market conditions and information available to us at this time, we believe that the Company has access to sufficient liquidity to meet our cash needs for the next twelve months. Including our cash generated from operations, our liquidity also includes all of the borrowing capacity available to draw against our $1.5 billion revolving credit facility. During the six months ended June 30, 2026, we used the net proceeds from our December 2025 $1.0 billion senior notes offering, after deducting underwriter discounts and commissions and estimated offering expenses, to pay the consideration, and related fees, costs and expenses, for our acquisition of Newfront Insurance Holdings, Inc. (‘Newfront’), which was completed on January 27, 2026. In addition, we used borrowings against our $775 million DDTL, along with cash on hand, to repay in full the $550 million aggregate principal amount of the 4.400% senior notes due 2026 and related accrued interest and to fund our Cushon acquisition (see Note 3 — Acquisitions and Note 9 — Debt within Part I, Item 1 ‘Financial Statements’ of this Quarterly Report on Form 10-Q).
Previous wording
During the first quarter of 2026, we repurchased $300 million of our outstanding shares and have authorization to repurchase an additional $992 million under our share repurchase program (as further described below under ‘Share Repurchase Program’). We consider many factors, including market and economic conditions, applicable legal requirements and other business considerations, when considering whether to repurchase shares. Our Share Repurchase Program has no termination date and may be suspended or discontinued at any time.
Current wording
During the six months ended June 30, 2026, we repurchased $750 million of our outstanding shares and have authorization to repurchase an additional $542 million under our share repurchase program (as further described below under ‘Share Repurchase Program’). We consider many factors, including market and economic conditions, applicable legal requirements and other business considerations, when considering whether to repurchase shares. Our Share Repurchase Program has no termination date and may be suspended or discontinued at any time.
Previous wording
Our cash and cash equivalents at March 31, 2026 totaled $1.9 billion, compared to $3.1 billion at December 31, 2025. The significant change in cash from December 31, 2025 to March 31, 2026 was primarily due to cash outflows of $792 million associated with our Newfront acquisition, $300 million of share repurchases and $88 million of dividend payments.
Current wording
Our cash and cash equivalents at June 30, 2026 totaled $1.6 billion, compared to $3.1 billion at December 31, 2025. The significant change in cash from December 31, 2025 to June 30, 2026 was primarily due to cash outflows of $1.0 billion associated with our Newfront and Cushon acquisitions, and $750 million of share repurchases.
Previous wording
Additionally, at March 31, 2026 and December 31, 2025, we had all of the borrowing capacity available to draw against our $1.5 billion revolving credit facility and $225 million available to draw against our recently-acquired $775 million DDTL.
Current wording
Additionally, at June 30, 2026 and December 31, 2025, we had all of the borrowing capacity available to draw against our $1.5 billion revolving credit facility.
Previous wording
Included within cash and cash equivalents at March 31, 2026 and December 31, 2025 are amounts held for regulatory capital adequacy requirements, including $85 million and $105 million, respectively, within our regulated U.K. entities.
Current wording
Included within cash and cash equivalents at June 30, 2026 and December 31, 2025 are amounts held for regulatory capital adequacy requirements, including $93 million and $105 million, respectively, within our regulated U.K. entities.
Previous wording
The following table presents the summarized condensed consolidated cash flow information for the three months ended March 31, 2026 and 2025:
Current wording
The following table presents the summarized condensed consolidated cash flow information for the six months ended June 30, 2026 and 2025:
Previous wording
Cash flows used in operating activities were $10 million for the three months ended March 31, 2026, compared to cash flows used in operating activities of $35 million for the three months ended March 31, 2025. The $10 million of net cash used in operating activities for the three months ended March 31, 2026 included net income of $303 million and $157 million of favorable non-cash adjustments, partially offset by unfavorable changes in operating assets and liabilities of $470 million. The increase was primarily due to operating margin expansion and the abatement of remaining Transformation program cash outflows (this program was completed in December 2024), offset by increased transaction and integration expenses in the current year as compared to the prior year.
Current wording
Cash flows from operating activities were $474 million for the six months ended June 30, 2026, compared to $326 million for the six months ended June 30, 2025. The $474 million of net cash from operating activities for the six months ended June 30, 2026 included net income of $534 million and $370 million of favorable non-cash adjustments, partially offset by unfavorable changes in operating assets and liabilities of $430 million. The increase was primarily driven by operating margin expansion.
Previous wording
The $35 million of net cash used in operating activities for the three months ended March 31, 2025 included net income of $239 million and $238 million of favorable non-cash adjustments, partially offset by unfavorable changes in operating assets and liabilities of $512 million.
Current wording
The $326 million of net cash from operating activities for the six months ended June 30, 2025 included net income of $571 million and $388 million of favorable non-cash adjustments, partially offset by unfavorable changes in operating assets and liabilities of $633 million.
Previous wording
Cash flows used in investing activities for the three months ended March 31, 2026 were $840 million as compared to $84 million for the three months ended March 31, 2025. The cash flows used in investing activities in the current year were primarily driven by the acquisition of Newfront, as well as capital expenditures, including software additions, partially offset by the sales of available-for-sale securities. The cash flows used in investing activities in the prior year consisted primarily of capital expenditures, including software additions, and purchases of available-for-sale securities.
Current wording
Cash flows used in investing activities for the six months ended June 30, 2026 were $1.2 billion as compared to cash flows from investing activities of $612 million for the six months ended June 30, 2025. The cash flows used in investing activities in the current year were primarily driven by the acquisitions of Newfront and Cushon, as well as capital expenditures, including software additions, and contributions made by the Company to its investments in associates. The cash flows from investing activities in the prior year consisted primarily of net proceeds from sales of operations resulting from divestitures that occurred in prior years. These inflows were partially offset by capital expenditures, including software additions, and our net purchases of held-to-maturity and available-for-sale securities.
Previous wording
Cash Flows Used In Operating Activities
Current wording
Cash Flows Used In Financing Activities
Previous wording
Cash flows used in financing activities for the three months ended March 31, 2026 were $203 million. The significant financing activities included repayments of debt of $551 million, share repurchases of $300 million and dividend payments of $88 million, partially offset by borrowings of other debt of $549 million and net proceeds from fiduciary funds held for clients of $192 million.
Current wording
Cash flows used in financing activities for the six months ended June 30, 2026 were $611 million. The significant financing activities included repayments of debt of $552 million, share repurchases of $750 million and dividend payments of $178 million, partially offset by net borrowings of other debt of $771 million and net proceeds from fiduciary funds held for clients of $159 million.
Previous wording
Cash flows from financing activities for the three months ended March 31, 2025 were $24 million. The significant financing activities included net proceeds from fiduciary funds held for clients of $315 million, partially offset by share repurchases of $200 million and dividend payments of $88 million.
Current wording
Cash flows used in financing activities for the six months ended June 30, 2025 were $800 million. The significant financing activities included share repurchases of $700 million and dividend payments of $179 million, partially offset by net proceeds from fiduciary funds held for clients of $141 million.
Previous wording
On September 16, 2025, the board of directors approved a $1.5 billion increase to the existing share repurchase program. This increase brought the total approved authorization, since the announcement of the program on April 20, 2016, to $11.7 billion.
Current wording
On July 28, 2026, the board of directors approved a $1.5 billion increase to the existing share repurchase program and on September 16, 2025, approved a $1.5 billion increase to the existing share repurchase program. These increases brought the total approved authorization, since the announcement of the program on April 20, 2016, to $13.2 billion.
Previous wording
At March 31, 2026, approximately $992 million remained on the current repurchase authority. The maximum number of shares that could be repurchased based on the closing price of our ordinary shares on March 31, 2026 of $290.70 was 3,411,739.
Current wording
At June 30, 2026, approximately $542 million remained on the current repurchase authority. The maximum number of shares that could be repurchased based on the closing price of our ordinary shares on June 30, 2026 of $261.37 was 2,072,893.
Previous wording
During the three months ended March 31, 2026, the Company had the following share repurchase activity:
Current wording
During the three and six months ended June 30, 2026, the Company had the following share repurchase activity:
Previous wording
The Company’s capital expenditures for fixed assets and software were $55 million during the three months ended March 31, 2026. The Company estimates that there will be additional such expenditures in the range of $170 million to $195 million during the remainder of 2026. We currently expect cash from operations to adequately provide for these cash needs. There have been no material changes to our capital commitments since December 31, 2025.
Current wording
The Company’s capital expenditures for fixed assets and software were $114 million during the six months ended June 30, 2026. The Company estimates that there will be additional such expenditures in the range of $110 million to $135 million during the remainder of 2026. We currently expect cash from operations to adequately provide for these cash needs. There have been no material changes to our capital commitments since December 31, 2025.
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Current report — wording carried from elsewhere
U.S. and global markets are continuing to experience uncertainty, volatility and disruption as a result of uncertain macroeconomic conditions including tariff actions and uncertainties relating to global trade, fluctuations in currency exchange rates, volatility in debt and equity markets, uncertainty around interest rates, softening consumer confidence and labor markets, changes in U.S.
Current report — wording carried from elsewhere
HWC segment operating income for the six months ended June 30, 2026 and 2025 was $652 million and $591 million, respectively. HWC segment operating income increased primarily due to improved operating leverage and expense discipline.
Current report — wording carried from elsewhere
R&B segment revenue for the six months ended June 30, 2026 and 2025 was $2.3 billion and $2.1 billion, respectively. Corporate Risk & Broking had organic revenue growth driven by new business activity and strong client retention globally. Insurance Consulting and Technology delivered organic revenue growth primarily from strong software sales in the Technology practice.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Cash Flows Used In Investing Activities