Aon plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

1. Basis of Presentation

The accompanying Condensed Consolidated Financial Statements and Notes thereto have been prepared in accordance with U.S. GAAP. The Condensed Consolidated Financial Statements include the accounts of Aon plc and all of its controlled subsidiaries (“Aon” or the “Company”). Intercompany accounts and transactions have been eliminated. The Condensed Consolidated Financial Statements include, in the opinion of management, all adjustments (consisting of normal recurring adjustments and reclassifications) necessary to present fairly the Company’s consolidated financial position, results of operations, and cash flows for all periods presented.

Certain information and disclosures normally included in the Consolidated Financial Statements prepared in accordance with U.S. GAAP have been condensed or omitted. The Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. The results for the three and nine months ended September 30, 2026 are not necessarily indicative of operating results that may be expected for the full year ending December 31, 2026.

Use of Estimates

The preparation of the accompanying Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements, and the reported amounts of reserves and expenses. These estimates and assumptions are based on management’s best estimates and judgments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management believes its estimates to be reasonable given the current facts available. Aon adjusts such estimates and assumptions when facts and circumstances dictate. Illiquid credit markets, volatile equity markets, and foreign currency exchange rate movements increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in estimates resulting from continuing changes in the economic environment would, if applicable, be reflected in the Condensed Consolidated Financial Statements in future periods.

2. Accounting Principles and Practices

New Accounting Pronouncements

Accounting Standards Issued But Not Yet Adopted

Accounting for and Disclosure of Environmental Credits and Environmental Credit Obligations

In May 2026, the FASB issued new accounting guidance under ASC 818, Environmental Credits and Environmental Credit Obligations, which provides guidance on the recognition, measurement, presentation, and disclosure of environmental credits and environmental credit obligations. The guidance is applicable to environmental credits acquired, generated, or received by an entity and requires expanded disclosures related to the nature, intended use, and financial statement impacts. The new guidance is effective for annual and interim reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the timing of adoption and the impact the guidance will have on the Consolidated Financial Statements and Notes.

Accounting for and Disclosure of Software Costs

In September 2025, the FASB issued new accounting guidance under ASC 350-40, Intangibles — Goodwill and Other Internal Use Software to modernize the criteria for capitalizing software development costs by removing references to development stages and framework updates to better reflect current software development practices. The new guidance is effective for annual periods beginning after December 15, 2027, with early adoption permitted. The Company is evaluating the impact the new guidance will have on the Consolidated Financial Statements and Notes.

Disaggregation of Income Statement Expenses

In November 2024, the FASB issued new accounting guidance under ASC 220, Income Statement — Reporting Comprehensive Income, which requires more detailed information about certain expenses in commonly presented expense captions including inventory, employee compensation, depreciation, and amortization. The new guidance also requires disclosure of total selling expenses and, on an annual basis, an entity’s definition of selling expenses. The Company expects the new guidance to result in incremental disclosures within the Notes to Consolidated Financial Statements and to have no impact on the Company’s financial condition, results of operations, or cash flows. The new guidance is effective for Aon for the year ended December 31,

2027, with early adoption permitted. Entities may apply the new guidance on a prospective basis, with the option for retrospective application. The Company continues to evaluate the information and processes necessary to comply with the new disclosure requirements.

Securities and Exchange Commission Final Rules

The Enhancement and Standardization of Climate-Related Disclosures for Investors

In March 2024, the SEC adopted final rules to enhance and standardize climate-related disclosures. The final rules would require the Company to provide certain climate-related information in Item 7, Management’s Discussion and Analysis and the Notes to Consolidated Financial Statements, including regarding material climate-related risks, activities to mitigate or adapt to such risks, information regarding oversight and management of climate-related risks, information on climate-related targets or goals, and disclosure of Scope 1 and 2 GHG emissions. The final rules have been subject to several legal challenges, and the SEC stayed the effectiveness of the final rules in April 2024 pending judicial review. On March 27, 2025, the SEC voted to end its legal defense of the final rules in Court of Appeals for the Eighth Circuit. On September 12, 2025, the Eighth Circuit issued an order holding the consolidated petitions for review in abeyance until the SEC informed the court whether it would reconsider the rules under administrative procedures or whether the SEC would renew its defense of the rules. On May 29, 2026, the SEC proposed to rescind the climate-related disclosure rules in their entirety due to the lack of statutory authority of the SEC. The public comment period has concluded, and the SEC has not yet taken final action on the proposal. The Company will continue to monitor developments related to the proposed rescission and any impacts on its disclosure requirements.

3. Revenue from Contracts with Customers

Disaggregation of Revenue

The following table summarizes revenue from contracts with customers by principal service line (in millions):

(1)Includes inter-segment revenue. Refer to Note 16 “Segment Information” for further information.

Consolidated revenue from contracts with customers by geographic area, which is attributed on the basis of where the services are performed, is as follows (in millions):

Contract Costs

An analysis of the changes in the net carrying amount of costs to fulfill contracts with customers are as follows (in millions):

An analysis of the changes in the net carrying amount of costs to obtain contracts with customers are as follows (in millions):

4. Accelerating Aon United Program

In the third quarter of 2023, Aon initiated athree-year restructuring program called the Accelerating Aon United Program (the “Program” or the “AAU Program”) with the purpose of streamlining the Company’s technology infrastructure, optimizing its leadership structure and resource alignment, and reducing its real estate footprint to align to its hybrid working strategy. The Program includes technology-related costs to facilitate streamlining and simplifying operations, headcount reduction costs, and costs associated with asset impairments, including real estate consolidation and technology costs. The Program is an investment in the Company’s 3x3 Plan that brings together the best of the firm through its Aon United strategy, delivered as Risk Capital and Human Capital, and Aon’s Client Leadership model, powered by Aon Business Services.

Program charges are recognized within Accelerating Aon United Program expenses on the accompanying Condensed Consolidated Statements of Income and consist of the following cost activities:

•Technology and other – includes costs associated with actions taken to rationalize applications and to optimize technology across the Company. These costs may include termination fees and other non-capitalizable costs associated with Program initiatives, which include professional service fees.

•Workforce optimization – includes costs associated with headcount reduction and other separation-related costs.

•Asset impairments – includes non-cash costs associated with impairment of assets, as they are identified, including ROU lease assets, leasehold improvements, and other capitalized assets no longer providing economic benefit.

The Program is currently expected to result in cumulative costs of $1.3 billion, consisting of approximately $1.2 billion of cash charges and approximately $0.1 billion of non-cash charges. For the three and nine months ended September 30, 2026, total Program costs incurred were $93 million and $281 million, respectively. Over the life of the Program, the Risk Capital segment is expected to incur approximately $325 million of charges, while the Human Capital segment is expected to incur approximately $80 million of charges, with the remaining charges relating to corporate expenses. In the final months of the Program, there may be changes to expected timing, estimates of expected costs, and related savings.

Total Program costs incurred for the three and nine months ended September 30, 2026 and 2025 are as follows (in millions):

(1)Risk Capital and Human Capital Program costs reflect changes in accruals made in the current period related to workforce optimization.

The changes in the Company’s liabilities for the Program as of September 30, 2026 are as follows (in millions):

(1)Charges reflect changes in accruals made in the current year.

The Company’s unpaid liabilities for charges under the Program are primarily included in Accounts payable and accrued liabilities and Other non-current liabilities in the Condensed Consolidated Statements of Financial Position.

5. Cash and Cash Equivalents and Short-Term Investments

Cash and cash equivalents include cash balances and all highly liquid instruments with initial maturities of three months or less. Short-term investments consist of money market funds. The estimated fair value of Cash and cash equivalents and Short-term investments approximates their carrying values.

At September 30, 2026, Cash and cash equivalents and Short-term investments were $15.3 billion compared to $2.8 billion at December 31, 2025, an increase of $12.5 billion, primarily related to net proceeds of $13.4 billion from debt offerings to be used for general corporate purposes, including to fund the USI acquisition. Refer to Note 7 “Acquisitions and Dispositions of Businesses” and Note 9 “Debt” for additional information. The balance as of December 31, 2025 reflected the investment of proceeds from the sale of the NFP Wealth business. Of the total balances, $165 million and $180 million were restricted as to their use at September 30, 2026 and December 31, 2025, respectively. Included within Short-term investments as of September 30, 2026 and December 31, 2025, were £73 million ($97 million at September 30, 2026 exchange rates) and £72 million ($97 million at December 31, 2025 exchange rates), respectively, of operating funds required to be held by the Company in the U.K. by the FCA, a U.K.-based regulator.

6. Other Financial Data

Condensed Consolidated Statements of Income Information

Other Income (Expense)

Other income (expense) consists of the following (in millions):

(1)During the nine months ended September 30, 2026, an additional $20 million gain was recognized associated with revisions to the final closing statement related to the disposal of the NFP Wealth business completed in the fourth quarter of 2025. The entirety of the gain was recognized in the first quarter of 2026. Refer to Note 7 “Acquisitions and Dispositions of Businesses” for further information surrounding this disposal.

(2)During the nine months ended September 30, 2025, a gain of $108 million was recognized, which was all recognized in the first six months of 2025. These gains related to deferred consideration from the affiliates of The Blackstone Group L.P. and the other designated purchasers related to a divestiture completed in a prior-year period.

Allowance for Doubtful Accounts

Changes in the net carrying amount of allowance for doubtful accounts are as follows (in millions):

Other Current Assets

The components of Other current assets are as follows (in millions):

(1)Refer to Note 3 “Revenue from Contracts with Customers” for further information.

Other Non-Current Assets

The components of Other non-current assets are as follows (in millions):

(1)Refer to Note 3 “Revenue from Contracts with Customers” for further information.

Other Current Liabilities

The components of Other current liabilities are as follows (in millions):

(1)During the three and nine months ended September 30, 2026, revenue of $164 million and $551 million, respectively, was recognized in the Condensed Consolidated Statements of Income that was previously deferred. During the three and nine months ended September 30, 2025, revenue of $258 million and $724 million, respectively, was recognized in the Condensed Consolidated Statements of Income that was previously deferred.

Other Non-Current Liabilities

The components of Other non-current liabilities are as follows (in millions):

7. Acquisitions and Dispositions of Businesses

Announcement of USI Acquisition

On August 30, 2026, Aon plc, Aon North America, Inc. and Cortlandt Acquisition Corp. entered into an Agreement and Plan of Merger (the “Merger Agreement”) with USI Advantage Corp., a Delaware corporation (“USI”), and Uno Aggregator II L.P., as securityholder representative, pursuant to which Aon will acquire USI (the “USI Acquisition”) for an aggregate estimated purchase price of approximately $17 billion in cash. USI is a leading middle-market provider of property and casualty, employee benefit, personal risk, and retirement solutions, with more than 10,500 colleagues. The Company expects to fund the acquisition with new debt, a portion of which was raised in advance of the closing date, and the remainder is expected to be raised at close of the USI Acquisition. Refer to Note 9 “Debt” for additional information.

Completed Acquisitions

Total acquisitions completed by the Company for the three and nine months ended September 30, 2026 and 2025 were as follows. Acquisitions that impact multiple segments are categorized by the segment primarily impacted. Individually significant acquisitions are further described.

2026 Significant Acquisitions

On March 16, 2026, the Company completed the acquisition of 100% of the share capital of ShoreOne Insurance Managers, Inc., a coastal-focused homeowners and flood insurance broker based in the U.S in the Risk Capital segment.

2025 Significant Acquisitions

On January 1, 2025, the Company completed the acquisition of 100% of the partnership interests and share capital of Griffiths & Armour, an insurance broker in the U.K. in the Risk Capital segment.

The following table includes the preliminary fair values of consideration transferred, assets acquired, and liabilities assumed as a result of the Company’s acquisitions completed in 2026 (in millions):

(1)Includes Cash and cash equivalents of $26 million and $28 million, respectively, in funds held on behalf of clients.

The results of operations of these acquisitions are included in the Condensed Consolidated Financial Statements as of the respective acquisition dates. The Company’s results of operations would not have been materially different if these acquisitions had been reported from the beginning of the period in which they were acquired.

Completed Dispositions

There wereno dispositions completed by the Company for the three and nine months ended September 30, 2026. Total dispositions completed by the Company for the three and nine months ended September 30, 2025 are set forth in the table below. Dispositions that impact multiple segments are categorized by the segment primarily impacted.

For the three months ended September 30, 2026, there wereno gains recognized related to dispositions. For the nine months ended September 30, 2026, the pretax gains recognized related to dispositions were $20 million, which related to the disposition of the NFP Wealth business, as defined below, completed in the prior year. There were insignificant pretax gains recognized related to dispositions for the three and nine months ended September 30, 2025. Gains recognized as a result of a disposition are included in Other income (expense) in the Condensed Consolidated Statements of Income. See Note 6 “Other Financial Data” for more information.

2025 Significant Dispositions

On October 30, 2025, Aon completed the sale of a significant majority of NFP’s Wealth businesses within our Human Capital segment (the “NFP Wealth business”). Total proceeds received on closing was $2.3 billion, and a pre-tax gain of $1.2 billion was recognized within Other income (expense) on the Consolidated Statement of Income for the year ended December 31, 2025. The major classes of assets sold included Intangible assets, net of $760 million and Goodwill of $398 million. During the nine months ended September 30, 2026, Aon recognized a $20 million gain related to the prior-year sale of the NFP Wealth business, all of which was recognized in the first quarter of 2026.

8. Goodwill and Other Intangible Assets

The changes in the net carrying amount of goodwill for the nine months ended September 30, 2026 are as follows (in millions):

Other intangible assets by asset class are as follows (in millions):

The estimated future amortization for finite-lived intangible assets as of September 30, 2026 is as follows (in millions):

9. Debt

Term Loans

On September 18, 2026, Aon North America, Inc. entered into a credit agreement in which lenders committed to provide unsecured delayed draw term loan facilities in an aggregate principal amount of $4.0 billion, consisting of a $2.0 billion term loan facility maturingtwo years after the closing date of the USI Acquisition and a $2.0 billion term loan facility maturing three years after the closing date of the USI Acquisition. The Company intends to use the net proceeds, together with the proceeds of the notes issued on September 17, 2026 described below, for general corporate purposes, including to pay the cash consideration with respect to the USI Acquisition, to settle certain acquired USI debt, and to pay related fees and expenses. The borrowings must be made in a single drawing on the closing date of the acquisition, and can be prepaid at any time without penalty or premium.

On April 25, 2024, Aon North America, Inc. drew its $2 billion delayed draw term loan. As of December 31, 2025, the term loan was paid in full.

Notes

On September 17, 2026, Aon North America, Inc. and Aon Global Holdings plc co-issued $13.5 billion in aggregate principal of Senior Notes which included $2.0 billion 5.350% Senior Notes due 2029, $3.0 billion 5.625% Senior Notes due 2031, $2.0 billion 5.800% Senior Notes due 2033, $2.75 billion 5.950% Senior Notes due 2036, $1.0 billion 6.100% Senior Notes due 2038, $750 million 6.450% Senior Notes due 2046, and $2.0 billion 6.450% Senior Notes due 2056. The Company intends to use the net proceeds from the offering, together with the proceeds of the delayed draw term loans described above, for general corporate purposes, including to pay the cash consideration with respect to the USI Acquisition, to settle certain acquired USI debt, and to pay related fees and expenses. With the exception of the $2.0 billion 6.450% Senior Notes due 2056, the notes are subject to special mandatory redemption at 101% of their aggregate principal amount, plus accrued and unpaid interest, if any, if the USI Acquisition is not consummated by a specified date, subject to certain extensions, or upon the occurrence of certain other specified events indicating that the acquisition will not be consummated. Refer to Note 7 “Acquisitions and Dispositions of Businesses” for additional information.

In May 2026, Aon Corporation and Aon Global Holdings plc’s $600 million 2.850% Senior Notes due May 2027 were classified as Short-term debt and current portion of long-term debt in the Consolidated Statement of Financial Position as the date of maturity is less than one year. The Company expects to use cash flow from operations and available cash on hand to repay these Senior Notes.

In March 2026, Aon North America, Inc.’s $600 million 5.125% Senior Notes due March 2027 were classified as Short-term debt and current portion of long-term debt in the Consolidated Statement of Financial Position as the date of maturity is less than one year. The Company expects to use cash flow from operations and available cash on hand to repay these Senior Notes.

In January 2026, Aon Corporation’s $521 million 8.205% Junior Subordinated Notes due January 2027 were classified as Short-term debt and current portion of long-term debt in the Consolidated Statement of Financial Position as the date of maturity is in less than one year. The Company expects to use cash flow from operations and available cash on hand to repay these Junior Subordinated Notes.

On January 15, 2026, Aon Global Limited issued a notice of redemption to holders of its 2.875% Senior Notes for the redemption of all €500 million ($593 million at February 14, 2026 exchange rates) outstanding aggregate principal amount of the notes, plus accrued and unpaid interest, originally set to mature in May 2026. On February 14, 2026, these notes were repaid in full.

In December 2025, Aon Global Limited’s $750 million 3.875% Senior Notes matured and were repaid in full.

Revolving Credit Facility

As of September 30, 2026, Aon plc hadone primary committed credit facility outstanding: its $3.0 billion multi-currency U.S. credit facility expiring in September 2031 (the “Revolving Credit Facility”). The Revolving Credit Facility, effective September 18, 2026, replaced Aon plc’s prior $1.0 billion multi-currency U.S. credit facility expiring in September 2027 and $1.0 billion multi-currency U.S. credit facility expiring in October 2028.

The Revolving Credit Facility and the delayed draw term loans include customary representations, warranties, and covenants, including financial covenants that require Aon to maintain specified ratios of adjusted consolidated EBITDA to consolidated interest expense and consolidated debt to adjusted consolidated EBITDA, in each case, tested quarterly. Aon did not have borrowings under the revolving credit facility or the delayed draw term loans as of September 30, 2026 or December 31, 2025. Aon was in compliance with the financial covenants and all other covenants contained therein during the rolling 12 months ended September 30, 2026 and December 31, 2025.

Commercial Paper

Aon Corporation has established a U.S. commercial paper program (the “U.S. Program”) and Aon Global Holdings plc has established a European multi-currency commercial paper program (the “European Program” and, together with the U.S. Program, the “Commercial Paper Programs”). Commercial paper may be issued in aggregate principal amounts of up to approximately $1.3 billion under the U.S. Program and €625 million ($712 million at September 30, 2026 exchange rates and $736 million at December 31, 2025 exchange rates) under the European Program, not to exceed the amount of the Company’s Revolving Credit Facility, which was $3.0 billion at September 30, 2026. The aggregate capacity of the Commercial Paper Program remains fully backed by the Company’s Revolving Credit Facility. The U.S. Program was fully and unconditionally guaranteed by Aon plc, Aon Global Limited, Aon North America, Inc., and Aon Global Holdings plc and the European Program was fully and unconditionally guaranteed by Aon plc, Aon Global Limited, Aon North America, Inc., and Aon Corporation.

The Company had no commercial paper outstanding as of September 30, 2026 and December 31, 2025.

The weighted average commercial paper outstanding and its related interest rates are as follows (in millions, except percentages):

10. Income Taxes

The effective tax rate on Net income was 20.6% and 20.7% for the three and nine months ended September 30, 2026, respectively. The effective tax rate on Net income was 21.3% and 19.8% for the three and nine months ended September 30, 2025, respectively.

For the three months ended September 30, 2026, the quarter-to-date tax rate was primarily driven by the geographical distribution of income and an unfavorable impact from discrete items. For the nine months ended September 30, 2026, the year-to-date tax rate was primarily driven by the geographical distribution of income and certain discrete items, including the favorable impact of a capital loss offset by the unfavorable impact of other discrete items.

For the three and nine months ended September 30, 2025, the quarter-to-date tax rate was primarily driven by the geographical distribution of income and certain discrete items. The year-to-date tax rate was primarily driven by the geographical distribution of income and certain discrete items, including the tax benefit associated with the sale of certain assets and liabilities and share-based payments partially offset by the unfavorable impact of other discrete items.

11. Shareholders’ Equity

Ordinary Shares

Aon has a share repurchase program authorized by the Company’s Board of Directors (“the Repurchase Program”). The Repurchase Program was established in April 2012 with $5.0 billion in authorized repurchases, and was increased by $5.0 billion in authorized repurchases in each of November 2014, June 2017, and November 2020. In each of February 2022 and June 2026, authorized repurchases were increased by an additional $7.5 billion, for a total of $35.0 billion in repurchase authorizations.

Under the Repurchase Program, the Company’s class A ordinary shares may be repurchased through the open market or in privately negotiated transactions, from time to time, based on prevailing market conditions, and will be funded from available capital.

The following table summarizes the Company’s share repurchase activity (in millions, except per share data):

At September 30, 2026, the remaining authorized amount for share repurchases under the Repurchase Program was approximately $7.7 billion. Under the Repurchase Program, the Company has repurchased a total of 178.3 million shares for an aggregate cost of approximately $27.3 billion.

Weighted Average Ordinary Shares

Weighted average ordinary shares outstanding are as follows (in millions):

Potentially issuable shares are not included in the computation of Diluted net income per share attributable to Aon shareholders if their inclusion would be antidilutive. There were 0.1 million and 0.5 million shares excluded from the calculation for the three and nine months ended September 30, 2026, respectively. There were an insignificant number of shares excluded from the calculation for the three and nine months ended September 30, 2025.

Accumulated Other Comprehensive Loss

Changes in Accumulated other comprehensive loss by component, net of related tax, are as follows (in millions):

(1)Reclassifications from this category included in Accumulated other comprehensive loss are recorded in Total revenue, Interest expense, and Compensation and benefits in the Condensed Consolidated Statements of Income. Refer to Note 13 “Derivatives and Hedging” for further information regarding the Company’s derivative and hedging activity.

(2)Reclassifications from this category included in Accumulated other comprehensive loss are recorded in Other income (expense) in the Condensed Consolidated Statements of Income.

Subsequent Event

On October 9, 2026, Aon announced a $0.820 per share dividend payable November 13, 2026.

12. Employee Benefits

The following table provides the components of the net periodic cost recognized in the Condensed Consolidated Statements of Income for Aon’s significant U.K., U.S., and other major pension plans, which are located in the Netherlands and Canada. Service cost is reported in Compensation and benefits and all other components are reported in Other income (expense) as follows (in millions):

Contributions

Assuming no additional contributions are agreed to with, or required by, the pension plan trustees, the Company expects to make total cash contributions of approximately $1 million, $81 million, and $11 million (at December 31, 2025 exchange rates) to its significant U.K., U.S., and other major pension plans, respectively, during 2026. The following table summarizes contributions made to the Company’s significant pension plans (in millions):

13. Derivatives and Hedging

The Company is exposed to market risks, including changes in foreign currency exchange rates and interest rates. To manage the risk related to these exposures, the Company enters into various derivative instruments that reduce these risks by creating offsetting exposures. The Company does not enter into derivative transactions for trading or speculative purposes.

Foreign Exchange Risk Management

The Company is exposed to foreign exchange risk when it earns revenues, pays expenses, enters into monetary intercompany transfers or other transactions denominated in a currency that differs from its functional currency.

Cash flow hedges primarily consist of foreign exchange derivatives. The Company uses foreign exchange derivatives, typically forward contracts and options, to reduce its overall exposure to the effects of currency fluctuations on cash flows. These exposures are hedged, on average, for less thantwo years. These derivatives are accounted for as hedges, and changes in fair value are recorded each period in Other comprehensive income (loss) in the Condensed Consolidated Statements of Comprehensive Income.

In April 2026, the Company entered into three cross-currency interest rate swap transactions with an aggregate notional amount of $1.0 billion, includingtwo $300 million swaps with 7-year and 10-year maturities andone $400 million swap with a 5-year maturity. The Company uses cross-currency interest rate swaps to hedge a designated portion of its net investments in certain euro-denominated foreign subsidiaries against foreign exchange risk and accounts for these instruments as net investment hedges. For a net investment hedge, the change in fair value of the hedging instrument due to changes in foreign currency exchange rates is recorded in Foreign currency translation adjustments, a component of Accumulated Other Comprehensive Income, to the extent it is effective as a hedge. The Company has elected to assess hedge effectiveness through the use of the spot method based on changes in fair value attributable only to changes in spot exchange rates. The cross-currency basis spread is excluded from the hedge effectiveness assessment. The Company assessed the hedges relationships and determined that they continued to qualify for hedge accounting as of September 30, 2026. The interest rate spread component is recognized using a systematic and rational method over the life of the hedging instruments in Interest expenses. The bi-annual interest settlements recognized are classified as operating activities in the Condensed Consolidated Statements of Cash Flows. Cash flows associated with the exchange of notional principal at the maturity of the swaps will be classified as investing activities in the Condensed Consolidated Statements of Cash Flows. If the net investments are sold or substantially liquidated, the balance of the Foreign currency translation adjustments accumulated in Other comprehensive income (loss) is recognized within Net income.

The Company also uses foreign exchange derivatives, typically forward contracts and options, to economically hedge the currency exposure of the Company’s global liquidity profile, including monetary assets or liabilities that are denominated in a non-functional currency of an entity, typically on a rolling 90-day basis, but may be for up toone year in the future. These derivatives are not accounted for as hedges, and changes in fair value are recorded each period in Other income (expense) in the Condensed Consolidated Statements of Income.

The notional and fair values of derivative instruments are as follows (in millions):

(1)Included within Other current assets ($6 million at September 30, 2026 and $21 million at December 31, 2025) or Other non-current assets ($5 million at September 30, 2026 and $1 million at December 31, 2025).

(2)Included within Other current liabilities ($5 million at September 30, 2026 and $3 million at December 31, 2025) or Other non-current liabilities ($3 million at September 30, 2026 and $1 million at December 31, 2025).

(3)These contracts typically are for 90-day durations and executed close to the last day of the most recent reporting month, thereby resulting in nominal fair values at the balance sheet date.

The amounts of derivative gains (losses) recognized in Other comprehensive income (loss) in the Condensed Consolidated Statements of Comprehensive Income are as follows (in millions):

(1)Reflects $38 million settlements on cash flow hedges entered into and closed within the three months ended September 30, 2026.

(2)Amounts represent gains recognized in Other comprehensive income (loss) during the period. As of September 30, 2026, the cumulative amount of gains after taxes recognized related to net investment hedges as Foreign currency translation adjustments in Accumulated other comprehensive income (loss) was $100 million. Refer to Note 11 “Shareholders’ Equity” for additional information regarding the Company’s Accumulated other comprehensive income (loss).

The amounts of derivative gains (losses) reclassified from Accumulated other comprehensive loss (income) (“AOCI”) to the Condensed Consolidated Statements of Income are as follows (in millions):

The cross-currency basis spread that was excluded from the Company’s hedge effectiveness assessment of its net investment hedge was a gain of $3 million and $5 million for the three and nine months ended September 30, 2026.

The Company estimates that approximately $1 million of pretax loss currently included within Accumulated other comprehensive loss will be reclassified into earnings in the next twelve months.

During the three and nine months ended September 30, 2026, the Company recorded a gain of $2 million and a loss of $2 million, respectively, in Other income (expense) for foreign exchange derivatives not designated or qualifying as hedges. During the three and nine months ended September 30, 2025, the Company recorded a loss of $5 million and a gain of $32 million, respectively, in Other income (expense) for foreign exchange derivatives not designated or qualifying as hedges.

14. Fair Value Measurements and Financial Instruments

Accounting standards establish a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair values as follows:

•Level 1 — observable inputs such as quoted prices for identical assets in active markets;

•Level 2 — inputs other than quoted prices for identical assets in active markets, that are observable either directly or indirectly; and

•Level 3 — unobservable inputs in which there is little or no market data which requires the use of valuation techniques and the development of assumptions.

The following methods and assumptions are used to estimate the fair values of the Company’s financial instruments:

Money market funds consist of institutional prime, treasury, and government money market funds. The Company reviews treasury and government money market funds to obtain reasonable assurance that the fund net asset value is $1 per share, and reviews the floating net asset value of institutional prime money market funds for reasonableness.

Equity investments consist of equity securities and equity derivatives valued using the closing stock price on a national securities exchange. Over-the-counter equity derivatives are valued using observable inputs such as underlying prices of the underlying security and volatility. On a sample basis, the Company reviews the listing of Level 1 equity securities in the portfolio, agrees the closing stock prices to a national securities exchange, and independently verifies the observable inputs for Level 2 equity derivatives and securities.

Fixed income investments consist of certain categories of bonds and derivatives. Corporate, government, and agency bonds are valued by pricing vendors who estimate fair value using recently executed transactions and proprietary models based on observable inputs, such as interest rate spreads, yield curves, and credit risk. Asset-backed securities are valued by pricing vendors who estimate fair value using DCF models utilizing observable inputs based on trade and quote activity of securities with similar features. Fixed income derivatives are valued by pricing vendors using observable inputs such as interest rates and yield curves. The Company obtains an understanding of the models, inputs, and assumptions used in developing prices provided by its vendors through discussions with the fund managers. The Company independently verifies the observable inputs, as well as assesses assumptions used for reasonableness based on relevant market conditions and internal Company guidelines. If an assumption is deemed unreasonable, based on internal Company guidelines, it is then reviewed by management and the fair value estimate provided by the vendor is adjusted, if deemed appropriate. These adjustments do not occur frequently and historically are not material to the fair value estimates used in the Condensed Consolidated Financial Statements.

Derivatives are carried at fair value, based upon industry standard valuation techniques that use, where possible, current market-based or independently sourced pricing inputs, such as interest rates, currency exchange rates, or implied volatility.

Debt is carried at outstanding principal balance, less any unamortized issuance costs, discount or premium. Fair value is based on quoted market prices or estimates using DCF analyses based on current borrowing rates for similar types of borrowing arrangements.

The following tables present the categorization of the Company’s assets and liabilities that are measured at fair value on a recurring basis at September 30, 2026 and December 31, 2025 (in millions):

(1)Included within Fiduciary assets or Short-term investments in the Condensed Consolidated Statements of Financial Position, depending on their nature and initial maturity.

(2)Refer to Note 13 “Derivatives and Hedging” for additional information regarding the Company’s derivatives and hedging activity.

There were no transfers of assets or liabilities between fair value hierarchy levels in the three and nine months ended September 30, 2026 or 2025. The Company recognizedno realized or unrealized gains or losses in the Condensed Consolidated Statements of Income during the three and nine months ended September 30, 2026 or 2025 related to assets and liabilities measured at fair value using unobservable inputs.

The fair value of debt is classified as Level 2 of the fair value hierarchy. The following table provides the carrying value and fair value for the Company’s term debt (in millions):

15. Claims, Lawsuits, and Other Contingencies

Legal

Aon and its subsidiaries are subject to numerous claims, tax assessments, lawsuits, and proceedings that arise in the ordinary course of business, which frequently include E&O claims. The damages claimed in these matters are or may be substantial, including, in many instances, claims for punitive, treble, or extraordinary damages. While Aon maintains meaningful E&Oinsurance and other insurance programs to provide protection against certain losses that arise in such matters, Aon has exhausted or materially depleted its coverage under some of the policies that protect the Company and, consequently, is self-insured or materially self-insured for some claims, including coverage from Aon’s self-insurance program. Accruals for these exposures, and related insurance receivables, when applicable, are included in the Condensed Consolidated Statements of Financial Position and have been recognized in Other general expense in the Condensed Consolidated Statements of Income to the extent that losses are deemed probable and are reasonably estimable. These amounts are adjusted from time to time as developments warrant. Matters that are not probable and reasonably estimable are not accrued for in the financial statements.

The Company’s contingencies and exposures are subject to significant uncertainties, and the determination of likelihood of a loss and estimating any such loss can be complex. The Company is therefore, in certain matters, unable to estimate the range of reasonably possible loss. Although management at present believes that the ultimate outcome of such matters, individually or in the aggregate, will not have a material adverse effect on the consolidated financial position of Aon, legal proceedings are subject to inherent uncertainties and unfavorable rulings or other events. Unfavorable resolutions could include substantial monetary or punitive damages imposed on Aon or its subsidiaries. If unfavorable outcomes of these matters were to occur, future results of operations or cash flows for any particular quarterly or annual period could be materially adversely affected. Certain significant legal proceedings involving us or our subsidiaries are described below.

Current Matters

Aon faces legal action arising out of a fatal plane crash in November 2016. Aon U.K. Limited placed an aviation civil liability reinsurance policy for the Bolivian insurer of the airline. After the crash, the insurer determined that there was no coverage under the airline’s insurance policy due to the airline’s breach of various policy conditions. In November 2018, the owner of the aircraft filed a claim in Bolivia against Aon, the airline, the insurer and the insurance broker. The claim is for $16 million plus any liability the owner has to third parties. In November 2019, a federal prosecutor in Brazil filed a public civil action naming three Aon entities as defendants, along with the airline, the insurer and the lead reinsurer. That claim seeks pecuniary damages for families affected by the crash in the sum of $300 million; or, in the alternative, $50 million; or, in the alternative, $25 million; plus “moral damages” of an equivalent sum. Separately, in March 2020, the Brazilian Federal Senate invited Aon to give evidence to a Parliamentary Commission of Inquiry in an investigation into the accident. Aon cooperated with that inquiry. In August 2020,43 individuals (surviving passengers and estates of the deceased) filed a motion in the Circuit Court of the 11th Judicial Circuit in and for Miami-Dade County, Florida, seeking permission to commence proceedings against Aon (and the insurer and reinsurers) for claims totaling $844 million. In December 2022, the High Court in England granted an anti-suit injunction, restricting the 43 individuals who previously filed a motion in the Circuit Court of the 11th Judicial Circuit in and for Miami Dade County, Florida, from continuing litigation in the Circuit Court of the 11th Judicial Circuit against Aon. In June 2025, the 43 individuals filed a counterclaim against Aon in the UK seeking damages. The claim is alleged to be governed in the alternative by the laws ofthree different jurisdictions and asserts damages in the amount of $17 million. The claim alleges that certain aspects of the damages have yet to be calculated. Aon believes that it has meritorious defenses and intends to vigorously defend itself against the remaining claims.

Certain of the Company’s clients and counterparties have initiated or indicated that they may initiate legal proceedings against the Company following allegations in July 2023 that fraudulent letters of credit were issued in the name of third-party banks in connection with transactions for which capital was arranged by Vesttoo Ltd. (“Vesttoo”). Vesttoo was one of the third parties that identified capital providers to collateralize insurance and reinsurance obligations of the Company’s clients and counterparties, including in connection with property and casualty insurance, cyber insurance, and collateral protection insurance. In certain transactions in which Vesttoo identified third party capital providers to collateralize reinsurance obligations, including transactions in which the Company or its affiliates provided brokerage or other services, some letters of credit from third party banks are alleged to have been fraudulent. The pending or threatened legal proceedings against the Company by clients and counterparties allege, among other theories of liability, that in certain circumstances the Company failed to comply with its alleged duty to procure appropriate letters of credit. In particular, on November 30, 2023, Clear Blue Insurance Company and certain of its affiliates (collectively, “Clear Blue”) filed a lawsuit in New York State Supreme Court against Aon plc and Aon Insurance Managers (Bermuda) Ltd. alleging such claims. Clear Blue and Aon jointly filed a stipulation of dismissal with prejudice on September 26, 2025. On August 8, 2025, the liquidating trust formed to pursue claims on behalf of the Vesttoo bankruptcy estate filed a complaint in the U.S. Bankruptcy Court of Delaware against the Company and certain of its subsidiaries, among other parties. The trust’s complaint alleges, among other theories of liability, that Aon is liable for having induced parties into taking on collateral protection insurance risks, notwithstanding the fact that fraudulent letters of credit had been arranged by Vesttoo employees and co-conspirators. Aon believes that it has meritorious defenses and intends to vigorously defend itself against such claims, and on November 17, 2025, Aon filed a motion to dismiss the matter. On June 23, 2026 the Vesttoo bankruptcy estate filed its opposition to Aon’s motion to dismiss. In the fourth quarter of 2023, the Company recognized actual or anticipated legal settlement expenses in connection with these matters of $197 million, of which a potentially significant amount may be recoverable in future periods. In the third quarter of 2025, certain legal settlement expenses and recoveries were recognized resulting in a $23 million reduction of this amount. Aon has sought and will continue to seek recourse against responsible third parties where appropriate. In addition, in August 2023, joint provisional liquidators were appointed over one of the Company’s subsidiaries in Bermuda with respect to segregated accounts that were impacted by the allegedly fraudulent letters of credit. The joint provisional liquidators were released from their appointment on July 3, 2024. Aon continues to cooperate with regulators in Bermuda, and other regulatory authorities could initiate investigations or proceedings against the Company or third parties.

Guarantees and Indemnifications

The Company provides a variety of guarantees and indemnifications to its customers and others. The maximum potential amount of future payments represents the notional amounts that could become payable under the guarantees and indemnifications if there were a total default by the guaranteed parties, without consideration of possible recoveries under recourse provisions or other methods. These amounts may bear no relationship to the expected future payments, if any, for these guarantees and indemnifications. Any anticipated amounts payable are included in the Condensed Consolidated Financial Statements, and are recorded at fair value.

The Company expects that, as prudent business interests dictate, additional guarantees and indemnifications may be issued from time to time.

Guarantee of Registered Securities

On June 22, 2023, Aon plc, Aon Global Limited, Aon Global Holdings plc, Aon Corporation, and Aon North America, Inc., and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as applicable, entered into supplemental indentures, each dated June 22, 2023, amending each of the following indentures (as amended, supplemented or modified from time to time) to add for the benefit of the holders of the instruments issued thereunder a full and unconditional guarantee of Aon North America, Inc. thereunder: (i) Second Amended and Restated Indenture, dated April 1, 2020, among Aon Corporation, Aon plc, Aon Global Limited, Aon Global Holdings plc and the Trustee (amending and restating the Amended and Restated Indenture, dated April 2, 2012, amending and restating the Indenture, dated January 13, 1997); (ii) Second Amended and Restated Indenture, dated April 1, 2020, among Aon Corporation, Aon plc, Aon Global Limited, Aon Global Holdings plc and the Trustee (amending and restating the Amended and Restated Indenture, dated April 2, 2012, amending and restating the Indenture, dated September 10, 2010); (iii) Amended and Restated Indenture, dated April 1, 2020, among Aon plc, Aon Corporation, Aon Global Limited, Aon Global Holdings plc and the Trustee (amending and restating the Indenture, dated December 12, 2012); (iv) Second Amended and Restated Indenture, dated April 1, 2020, among Aon plc, Aon Corporation, Aon Global Limited, Aon Global Holdings plc and the Trustee (amending and restating the Amended and Restated Indenture, dated May 20, 2015, amending and restating the Indenture, dated May 24, 2013); (v) Amended and Restated Indenture, dated April 1, 2020, among Aon plc, Aon Corporation, Aon Global Limited, Aon Global Holdings plc and the Trustee (amending and restating the Indenture, dated November 13, 2015); and (vi) Amended and Restated Indenture, dated April 1, 2020, among Aon Corporation, Aon plc, Aon Global Limited, Aon Global Holdings plc and the Trustee (amending and restating the Indenture, dated December 3, 2018).

On February 28, 2024, Aon plc, Aon Corporation, Aon Global Holdings plc, and Aon Global Limited (together with Aon plc, Aon Corporation and Aon Global Holdings, plc, the “Guarantors”), Aon North America, Inc. and the Trustee entered into an indenture and first supplemental indenture, each dated March 1, 2024, to add for the benefit of the holders of the instruments issued thereunder a full and unconditional guarantee by the Guarantors of the obligations of Aon North America, Inc. thereunder.

Letters of Credit

Aon has entered into a number of arrangements whereby the Company’s performance on certain obligations is guaranteed by a third party through the issuance of LOCs. The Company had total LOCs outstanding of approximately$127 million at September 30, 2026, and $124 million at December 31, 2025. These LOCs cover the beneficiaries related to certain of Aon’s U.S. and Canadian secure non-qualified pension plan schemes, reinsurance obligations related to Aon’s own E&O liability insurance program, and secure deductible retentions for Aon’s own workers compensation program. The Company has also obtained LOCs to cover contingent payments for taxes and other business obligations to third parties, and other guarantees for miscellaneous purposes at its international subsidiaries.

Premium Payments

The Company has certain contractual contingent guarantees for premium payments owed by clients to certain insurance companies. The maximum exposure with respect to such contractual contingent guarantees was approximately $118 million at September 30, 2026 compared to $196 million at December 31, 2025.

16. Segment Information

Reportable segments were determined using a management approach. They are consistent with how the CODM assesses the performance of the Company and allocates resources based ontwo segments: Risk Capital and Human Capital. This segmentation allows the CODM, who is our Chief Executive Officer and President, to align the assessment of performance and allocation of resources, based on segment operating income and operating margin, with how the Company addresses client need, accelerating its Aon United strategy through growth in Risk Capital and Human Capital and maximizing value for Aon and its shareholders.

Risk Capital supports clients through its Commercial Risk and Reinsurance solution lines. Commercial Risk includes insurance and specialty brokerage, global risk consulting, captives management, and Affinity programs. Reinsurance includes treaty reinsurance, facultative reinsurance, the Strategy and Technology Group, and capital markets.

Human Capital supports clients through its Health and Wealth solution lines. Health includes consulting and brokerage, consumer benefits solutions, and talent advisory services. Wealth includes retirement consulting, pension administration, and investments consulting. Refer to Note 3 “Revenue from Contracts with Customers” for information on revenue by principal service line.

The Company does not present assets by reportable segment and this information is not used by the CODM to assess the performance of, or allocate resources to the Company’s reportable segments. As such, segment assets are not provided to the CODM.

The following tables include information about Aon’s reportable segments, including total segment revenue, total consolidated revenue, segment operating income, and income before income taxes:

(1)Includes fiduciary investment income for the three and nine months ended September 30, 2026 of $67 million and $176 million, respectively, in Risk Capital and $2 million and $6 million, respectively, in Human Capital. For the three and nine months ended September 30, 2025, includes fiduciary investment income of $72 million and $201 million, respectively, in Risk Capital and $3 million and $7 million, respectively, in Human Capital.

(2)Includes expenses related to Depreciation of fixed assets, Amortization and impairment of intangible assets, Accelerating Aon United Program expenses, and Other general expenses.

Revenue

Reportable segment revenue includes inter-segment revenue which iseliminated as a Corporate adjustment to reconcile to the Company's Consolidated Total revenue. The following table presents inter-segment revenue:

Segment Operating Expenses

The Company’s segment operating expenses are generally attributed to the function of the business. Segment expenses exclude governance costs, post-retirement benefits, and other costs that are not directly attributable to a specific segment. These expenses are considered corporate expenses or eliminations.

Non-operating Income (Expense)

The Company’s non-operating income (expense) primarily consist of Interest income, Interest expense, and Other income (expense) which are not allocated to our reportable segments, as the CODM assesses performance based on operating income results. Interest income represents income earned, net of expense, on operating cash balances, including our multi-currency cash pool, and other income producing investments. Interest income does not include interest earned on funds held on behalf of clients. If interest expense on these assets exceeds interest income for the period, the net amount is reported as interest expense for both the quarterly and year-to-date periods. Interest expense represents the cost of debt obligations and net interest expense on operating cash balances and other income-producing investments, if any. Other income (expense) consists of equity earnings (loss), realized gains or losses on the sale of investments, gains on the disposal of businesses, gains or losses on derivatives, and gains or losses on foreign currency remeasurement.