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Proxy Statement Aon 2021

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Proxy Statement Aon 2021 2021 Aon Proxy Statement Table of Contents Proxy Summary ............................. 1 Proposal 1—Election of Directors ............. 8 Director Nominee Bios ............................. 10 Corporate Governance ............................. 16 Security Ownership of Directors and Executive Officers .......................................... 23 Principal Holdings of Voting Securities ............. 24 Proposal 2—Advisory Resolution on Executive Compensation .................. 25 Compensation Committee Report .................. 26 Compensation Discussion and Analysis ............ 27 Executive Compensation ........................... 41 Report of the Audit Committee ............... 62 Proposal 3–Resolution to Ratify the Appointment of Independent Registered Public Accounting Firm .................... 64 Proposal 4—Re-appointment of Ernst & Young Chartered Accountants as the Company’s Statutory Auditor Under Irish Law ....................................... 65 Proposal 5—Authorization of the Board or the Audit Committee of the Board to Determine the Remuneration of the Company’s Statutory Auditor’s Under Irish Law ....................................... 65 Proposal 6—Resolution to Amend Article 190 of the Company’s Articles of Association . 66 Proposal 7—Resolution to Authorize the Board to Capitalize Certain of the Company’s Non-distributable Reserves . 66 Proposal 8—Resolution to Create Distributable Profits by the Reduction and Cancellation of the Amounts Capitalized Pursuant to the Authority Given Under Proposal 7 ................................. 68 Other Information ........................... 70 Questions and Answers About the 2021 Annual General Meeting and Voting ....... 73 Appendices .................................. A-1 Notice of Annual General Meeting of Shareholders Wednesday, June 2, 2021 200 East Randolph Street 8:30 a.m. Central Daylight Time Chicago, Illinois United States of America Items of Business: 1. By separate resolutions, to re-elect the 12 director 5. To authorize the Board or the Audit Committee of nominees described in the proxy statement. the Board to determine the remuneration of Ernst & Young Ireland, in its capacity as the 2. To approve by an advisory resolution the Company’s statutory auditor under Irish law. compensation of the Company’s named executive officers. 6. To amend Article 190 of the Company’s Articles of Association. 3. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public 7. To authorize the Board to capitalize certain of the accounting firm (“Ernst & Young US”) for the fiscal Company’s non-distributable reserves. year ending December 31, 2021. 8. To approve the creation of distributable profits by 4. To re-appoint Ernst & Young Chartered the reduction and cancellation of the amounts Accountants as the Company’s statutory auditor capitalized pursuant to the authority given under under Irish law (“Ernst & Young Ireland”), to hold Proposal 7. office until the conclusion of the Company’s next annual general meeting. In light of the ongoing COVID-19 pandemic, shareholders are strongly encouraged to vote their shares by proxy in advance of the Annual General Meeting (the “Annual Meeting”). Shareholders who wish to attend the Annual Meeting virtually may do so via webcast at www.meetingcenter.io/207459271; password: AON2021, as further described on page 75 of the proxy statement. Note that attending the Annual Meeting virtually will not allow you to vote at the Annual Meeting. Accordingly, we strongly advise you to vote in advance by one of the methods described on page 73 of the Proxy Statement. During the Annual Meeting, the Board will present, for consideration by the shareholders, the Company’s statutory financial statements under Irish law for the fiscal year ended December 31, 2020 (including the reports of the directors and the Irish statutory auditor thereon) and a review of the Company’s affairs. We urge you to read the attached proxy statement for additional information concerning the matters to be considered at the Annual Meeting. The proxy statement shall be deemed incorporated into this notice. Holders of Class A Ordinary Shares at the close of business on April 8, 2021 can vote at the Annual Meeting. A shareholder of record entitled to attend and vote at the Annual Meeting may appoint one or more proxies to attend, speak and vote on his or her behalf by any of the procedures set out below and on page 73 of the proxy statement. A proxy holder need not be a shareholder of record. To be valid a proxy must be received by the Company using one of such procedures no later than 11:59 pm EDT on June 1, 2021, the proxy deadline. By Order of the Board of Directors, Darren Zeidel Company Secretary April 15, 2021 Your vote is important Only holders of Class A Ordinary Shares as of the record date April 8, 2021 can vote at the Annual Meeting. Please cast your vote as soon as possible in one of the following ways: Internet Online at www.envisionreports.com/AON and follow the instructions on your proxy card or notice of internet availability Telephone Call 1-800-652-VOTE (8683) Mail Mark, sign and date your proxy card or voting instruction form and return it in the postage-paid envelope The proxy statement, our Annual Report for the fiscal year ended December 31, 2020 and our Irish financial statements are available at www.envisionreports.com/AON. This notice and proxy statement is being mailed or made available to shareholders on or about April 15, 2021. Proxy Summary Voting Matters Shareholders are being asked to vote on the following matters at the Annual Meeting: Our Board’s Recommendation Proposal 1. Resolutions Regarding the Re-election of Directors (page 8) FOR each nominee The 12 nominees possess the necessary qualifications and diversity of perspectives to provide effective oversight of the Company. Proposal 2. Advisory Resolution on Executive Compensation (page 25) FOR The Company seeks a non-binding advisory vote to approve the compensation of its named executive officers. The Board values shareholders’ opinions, and the Organization and Compensation Committee will take into account the outcome of the advisory vote when considering future executive compensation. Proposal 3. Resolution to Ratify the Appointment of Independent Registered Public FOR Accounting Firm (page 64) The Board believes that the continued retention of Ernst & Young US to serve as our independent registered accounting firm is in the best interests of the Company and its shareholders. Proposal 4. Resolution to Re-Appoint Ernst & Young Ireland as the Company’s Statutory FOR Auditor Under Irish law (page 65) The Board believes that the continued retention of Ernst & Young Ireland to serve as our statutory auditor under Irish law from the conclusion of the Annual Meeting until the conclusion of the next annual general meeting of the Company is in the best interests of the Company and its shareholders. Proposal 5. Resolution to Authorize the Board or the Audit Committee of the Board to FOR Determine the Remuneration of the Company’s Statutory Auditor Under Irish Law (page 65) We are asking our shareholders to authorize the Board or the Audit Committee to determine Ernst & Young Ireland’s remuneration as our statutory auditor under Irish law. Proposal 6. Resolution to Amend Article 190 of the Company’s Articles of Association FOR (page 66) We are asking our shareholders to approve certain amendments to Article 190 of the Company’s Articles of Association, to enable the Board, subject to receipt of shareholders’ authorization pursuant to Proposal 7, to capitalize up to the entire amount standing to the credit of the Company’s merger reserve and unrealized revaluation reserve in the manner contemplated by Proposal 7. Proposal 7. Resolution to Authorize the Board to Capitalize Certain of the Company’s FOR Non-distributable Reserves (page 66) We are asking our shareholders, conditional on the approval of Proposal 6, to authorize the Board to capitalize up to the entire amount standing to the credit of the Company’s merger reserve and unrealized revaluation reserve which capitalized amount can subsequently be reduced and cancelled pursuant to Proposal 8, and be treated as distributable profits which can be used to pay dividends and effect share repurchases and redemptions. Proposal 8. Resolution to Approve the Creation of Distributable Profits by the Reduction and FOR Cancellation of the Amounts Capitalized Pursuant to the Authority Given Under Proposal 7 (page 68) We are asking our shareholders to approve the creation of distributable profits, by the reduction and cancellation of up to the entire amount capitalized by the Board pursuant to the authority granted by the shareholders pursuant to Proposal 7. The amount reduced and cancelled will be treated as distributable profits which can be used to pay dividends and effect share repurchases and redemptions. 2021 Aon Proxy Statement 1 Our Company and 2020 Highlights Aon is a leading global professional services firm providing advice and solutions in Risk, Retirement and Health at a time when those topics have never been more important to the global economy. Aon develops insights that reduce the volatility our clients face and help them maximize their performance. In 2020, we delivered positive performance across each of “We delivered a strong finish to 2020, our key metrics amidst challenging macroeconomic demonstrating the stability of our business conditions. We returned approximately $2.2 billion of capital and the efficiency
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