Paul Reilly
About Paul Reilly
Paul Reilly (age 70) is an independent director of Willis Towers Watson (WTW) since 2022 and is slated to become Non-Executive Chair of the Board at the conclusion of the 2025 AGM. He currently serves as Executive Chair of Raymond James Financial and previously served as CEO and Chair of Raymond James from May 2010 through February 2025. He is a Certified Public Accountant with a B.S. and MBA from the University of Notre Dame. At WTW, he serves on the Corporate Governance & Nominating Committee and the Human Capital & Compensation Committee. Skills highlighted by WTW include executive/management, financial, and international business experience .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Raymond James Financial | Executive Chair of the Board | 2025–present | Current role; continues leadership transition after serving as CEO/Chair |
| Raymond James Financial | CEO and Chair of the Board | May 2010–Feb 2025 | Led multi-national financial services firm; board service since 2006 |
| Korn/Ferry International | Executive Chairman | Jul 2007–Apr 2009 | Oversaw global talent management business (90+ offices, 39 countries) |
| Korn/Ferry International | Chairman & CEO | 2001–2007 | Led global strategy and operations |
| KPMG International | CEO | Prior to 2001 | Responsible for global products, services, and infrastructure; previously led financial services and real estate consulting |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Raymond James Financial (public) | Director (Board member) | 2006–present | Executive leadership and board experience |
| American Securities Association (ASA) | Board member; former Chair | Chair through Dec 2023 | Industry policy leadership |
| Securities Industry and Financial Markets Association (SIFMA) | Board at Large | Ongoing | Industry advocacy and standards |
| Bank Policy Institute | Active participant | Ongoing | Banking policy engagement |
| Notre Dame Business Advisory Council | Member; Distinguished Alumnus (2004–2005) | Ongoing | Academic/industry advisory |
| Philanthropy (e.g., United Way Suncoast; AHA Heart Walk/Ball) | Prior leadership/board roles | Historical | Community engagement |
Board Governance
- Independence: The Board determined that all directors and committee members, except the CEO, are independent under SEC/Nasdaq standards and WTW’s Director Independence Standards. The Governance Committee considered ordinary-course services between WTW and organizations affiliated with directors and found no impairment of independence .
- Committees: Corporate Governance & Nominating; Human Capital & Compensation (member; not chair) .
- Board leadership: Will become Non-Executive Chair at conclusion of the 2025 AGM, signaling continued separation of Chair/CEO roles .
- Attendance: The Board met eight times in 2024; all directors attended at least 75% of Board/committee meetings, and all directors participated in the 2024 AGM. Independent directors held regular executive sessions chaired by the Non-Executive Chair .
- Ownership & trading policies: Non-employee directors must hold WTW shares equal to 5x the $125,000 cash retainer ($625,000) within eight years; hedging is prohibited; directors and executive officers are prohibited from margin accounts and pledging WTW shares .
- Overboarding policy: Directors who serve as public company executive officers may serve on a maximum of one other public company board (in addition to WTW) .
Fixed Compensation
| Component (Non-Employee Director) | 2024 Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash ($) | 125,000 | Standard board retainer for non-employee directors |
Performance Compensation
| Equity Instrument | Grant Date | Number of Units | Grant-Date Fair Value ($) | Vesting | Notes |
|---|---|---|---|---|---|
| RSUs | May 22, 2024 | 858 | 220,000 | Vests in full on the earlier of the one-year anniversary of grant or the 2025 AGM | Annual director grant; time-based (no performance metrics) |
| Stock Options | — | — | — | — | No option awards disclosed for 2024 |
No performance metrics (e.g., TSR, revenue/EBITDA goals) are tied to director equity; RSUs are time-based .
Other Directorships & Interlocks
| Company/Entity | Role | Potential Interlock/Conflict Considerations |
|---|---|---|
| Raymond James Financial (public) | Executive Chair; Director | WTW’s Governance Committee reviewed ordinary-course transactions with organizations affiliated with directors and determined they do not impair independence under SEC/Nasdaq/WTW standards. Monitor for any WTW services to RJF; current assessment indicates no independence impairment . |
| ASA; SIFMA; Bank Policy Institute | Board/Member roles | Industry associations; no related-party transactions disclosed specific to Reilly. WTW has a formal related-person transactions policy overseen by the Audit Committee . |
Expertise & Qualifications
- Executive/management, financial, and international business expertise cited by WTW .
- CPA; B.S. and MBA from the University of Notre Dame .
- Long-tenured CEO/Chair experience at a global financial institution; prior leadership of a Big Four global network and a global human capital firm .
Equity Ownership
| Measure | Amount | Detail |
|---|---|---|
| Beneficially owned shares | 893 | Includes 48 shares held via a revocable trust |
| Unvested RSUs outstanding (as of 12/31/2024) | 858 | 2024 annual grant |
| Director ownership guideline | $625,000 of WTW shares within 8 years | Equals 5x $125,000 annual cash retainer |
| Compliance status (Board-wide disclosure) | Only Mr. Thomas and Ms. Chima had satisfied the guideline; all other directors expected to meet within the timeframe | Implies Reilly is still within the accumulation window |
| Hedging/pledging | Prohibited | Directors and executive officers are prohibited from hedging and from margin accounts and pledging WTW shares |
Governance Assessment
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Strengths
- Deep CEO/Chair experience in financial services and professional services; designated to become WTW’s Non-Executive Chair, reinforcing independent board leadership .
- Confirmed independent; Board has reviewed ordinary-course transactions with director-affiliated entities with no impairment to independence; strong anti-hedging/pledging policies .
- Director pay skewed toward equity via RSUs with clear vesting and annual cadence, aligning with long-term shareholder interests; robust ownership guideline (5x retainer) .
- Attendance threshold met Board-wide in 2024; regular independent executive sessions indicate active oversight .
-
Watch items / RED FLAGS
- Time/overboarding risk: As an Executive Chair at a public company, board service is constrained by WTW policy (max one other public board for public-company executives). Monitor role load and effectiveness as he transitions to WTW Non-Executive Chair; no violation disclosed by WTW .
- Potential interlocks: WTW may provide services to financial institutions; Governance Committee explicitly reviewed ordinary-course services to director-affiliated organizations and determined no independence impairment. Continue to monitor for any related-party exposures; none specific to Reilly disclosed .
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Related-party controls
- Formal policy requires Audit Committee review/approval of related-person transactions with defined materiality considerations and disclosure protocols .
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Compensation alignment signals
- 2024 director compensation comprised $125,000 cash and $220,000 in RSUs, with time-based vesting through the earlier of one year or the 2025 AGM, emphasizing equity alignment over cash .
- Directors subject to stringent share ownership guidelines and transfer restrictions until six months post-board service (subject to tax-related exceptions) .
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