Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 20, 2014

 

 

Towers Watson & Co.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-34594   27-0676603

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

901 N. Glebe Road

Arlington, VA

   22203
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (703) 258-8000

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 7.01 - Regulation FD Disclosure

Bryce Williams, a member of the Company’s Exchange Solutions segment leadership team, announced that he will be leaving the Company to take a CEO position with a start-up health care technology company. Mr. Williams’ last day at the Company will be November 3, 2014.

The Company wishes Mr. Williams well. During his 2-1/2-year tenure with Towers Watson, Mr. Williams worked with the Company to establish the Company’s OneExchange product, and transferred his industry knowledge to the remainder of the Company’s leadership team.

The Company believes it is well-positioned to capitalize on the opportunities for exchanges and looks forward to continuing its momentum in the Exchange Solutions segment.

The information furnished pursuant to this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933 or the Exchange Act. The furnishing of this report shall not be deemed an admission that any of the information contained herein is material or that the dissemination of the information contained herein is required by Regulation FD.

Disclaimer Regarding Forward-Looking Statements

This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify these statements and other forward-looking statements in this filing by words such as “may”, “will”, “expect”, “anticipate”, “believe”, “estimate”, “plan”, “intend”, “continue”, or similar words, expressions or the negative of such terms or other comparable terminology. You should read these statements carefully because they contain projections of our future results of operations or financial condition, or state other “forward-looking” information. A number of risks and uncertainties exist which could cause actual results to differ materially from the results reflected in these forward-looking statements. You should not rely upon forward-looking statements as predictions of future events because these statements are based on assumptions that may not come true and are speculative by their nature. Towers Watson does not undertake an obligation to update any of the forward-looking information included in this document, whether as a result of new information, future events, changed expectations or otherwise.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    TOWERS WATSON & CO.
    (Registrant)
Date: October 24, 2014     By:  

/s/ Neil D. Falis

      Name: Neil D. Falis
      Title: Assistant Secretary