Sec Form 4 Filing - Andersen Eric @ Aon plc - 2018-05-24

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Andersen Eric 2. Issuer Name and Ticker or Trading Symbol Aon plc [ AON] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Co-President (Last) (First) (Middle) 200 EAST RANDOLPH ST. 3. Date of Earliest Transaction (MM/DD/YY) 05/24/2018 (Street) CHICAGO, IL 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Ordinary Stock 05/24/2018 S( 1 ) 5,000 D $ 142.39 ( 2 ) 67,320.49 D Class A Ordinary Stock 02/14/2019 A( 3 ) 36,966 A 104,410.581 ( 4 ) D Class A Ordinary Stock 02/14/2019 F( 5 ) 17,220 D $ 169.62 87,190.581 D Class A Ordinary Stock 02/15/2019 M( 6 ) 987 A 88,177.581 D Class A Ordinary Stock 02/15/2019 F( 5 ) 484 D $ 171.97 87,693.581 D Class A Ordinary Stock 02/15/2019 M( 6 ) 796 A 88,489.581 D Class A Ordinary Stock 02/15/2019 F( 5 ) 390 D $ 171.97 88,099.581 D Class A Ordinary Stock 02/15/2019 M( 6 ) 670 A 88,769.581 D Class A Ordinary Stock 02/15/2019 F( 5 ) 329 D $ 171.97 88,440.581 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restrictive Share Unit (Right to Receive) ( 7 ) 02/14/2019 A 2,063 ( 8 ) 02/14/2022( 8 ) Class A Ordinary Shares 2,063 $ 0 2,063 D Restricted Share Unit (Right to Receive) ( 7 ) 02/15/2019 M 987 ( 9 ) 02/18/2019( 9 ) Class A Ordinary Shares 0 $ 0 0 D Restricted Share Unit (Right to Receive) ( 7 ) 02/15/2019 M 796 ( 10 ) 02/16/2020( 10 ) Class A Ordinary Shares 796 $ 0 796 D Restricted Share Unit (Right to Receive) ( 7 ) 02/15/2019 M 670 ( 11 ) 02/15/2021( 11 ) Class A Ordinary Shares 670 $ 0 1,342 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Andersen Eric 200 EAST RANDOLPH ST. CHICAGO, IL Co-President Signatures /s/ Molly Johnson- pursuant to a power of attorney from Eric J. Andersen 02/19/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This line reports a 2018 sale that was inadvertently not timely reported. The transactions reported were effected pursuant to a trading plan meeting the requirements of SEC Rule 10b5-1 entered into on August 8, 2017. ( 2 )The price reported is a weighted average price. Shares were sold in a series of transactions within the same trading day at prices ranging from $142.38 to $142.40, inclusive. Full information regarding the number of shares sold at each separate price is available upon request by the Commission staff, the issuer, or a security holder of the issuer. ( 3 )Represents Class A Ordinary Shares upon the settlement of performance share unit awards originally granted approximately three years ago under the eleventh cycle of the Company's Leadership Performance Program. The number of shares issued was determined by the Organization and Compensation Committee of the Board of Directors on February 14, 2019, based on the Company's performance for the period from January 1, 2016 to December 31, 2018. ( 4 )Includes shares acquired under the Aon employee stock purchase plan on June 29, 2018 and December 31, 2018. ( 5 )Class A Ordinary Shares withheld by the issuer for payment of withholding taxes in connection with the vesting of the award. ( 6 )Class A Ordinary Shares acquired upon the vesting of a restricted share unit award. ( 7 )The restricted share unit award converts to Class A Ordinary Shares on a 1-for-1 basis. In accordance with U.K. law, the reporting person agreed to pay the issuer the nominal value of US$0.01 per share issued to the reporting person. ( 8 )The restricted share unit award vests in accordance with the terms of the Aon plc 2011 Incentive Compensation Plan as follows: 33 1/3% of the award vests on each of the first through third anniversary of the date of the grant. ( 9 )A restricted share unit award was granted on February 18, 2016 and vests in accordance with the terms of the Aon plc 2011 Incentive Compensation Plan: 33 1/3% of the award vests on each of the first through third anniversary of the date of grant. ( 10 )A restricted share unit award was granted on February 16, 2017 and vests in accordance with the terms of the Aon plc 2011 Incentive Compensation Plan: 33 1/3% of the award vests on each of the first through third anniversary of the date of grant. ( 11 )A restricted share unit award was granted on February 15, 2018 and vests in accordance with the terms of the Aon plc 2011 Incentive Compensation Plan: 33 1/3% of the award vests on each of the first through third anniversary of the date of grant.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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