Marsh & Mclennan Companies, Inc,
Fiscal Year 2025 Q1.

- Basic492 492 - Diluted495 497 Shares outstanding at March 31,493 493 Consolidated operating income increased $80 million, or 4% to $2.0 billion for the three months ended March 31, 2025, compared to $1.9 billion for the corresponding period in the prior year, reflecting a 9% increase in revenue and an 11% increase in expenses. Revenue growth was driven by increases in the Risk and Insurance Services and Consulting segments of 11% and 5%, respectively. The Company's revenue and expenses for the three months ended March 31, 2025, include the results of operations of McGriff Insurance Services, LLC ("McGriff'") in the Risk and Insurance Services segment. For the three months ended March 31, 2025, operating income was impacted by foreign exchange movements across both segments due to the strengthening of the U.S. dollar, compared to the corresponding period in the prior year. Diluted earnings per share decreased to $2.79 from $2.82, or 1% from the prior year. The decrease is the result of lower income before taxes driven primarily by higher interest expense for the three months ended March 31, 2025, compared to the corresponding period in the prior year. 38

Note: Amounts in the tables above are rounded to whole numbers. 40 Consolidated Revenue Consolidated revenue increased $588 million, or 9%, to $7.1 billion for the three months ended March 31, 2025, compared to $6.5 billion for the three months ended March 31, 2024. Consolidated revenue increased 4% on an underlying basis and 7% from acquisitions, partially offset by a decrease of 2% from the impact of foreign currency translation. On an underlying basis, revenue increased 4% for the three months ended March 31, 2025, in both the Risk and Insurance Services and Consulting segments.

Consolidated revenue growth for the three months ended March 31, 2025 reflects continued demand for our advice and solutions. Consolidated Operating Expenses Consolidated operating expenses increased $508 million, or 11%, to $5.1 billion for the three months ended March 31, 2025, compared to $4.5 billion for the three months ended March 31, 2024. Expenses reflect a 9% increase from acquisitions, partially offset by a decrease of 2% from the impact of foreign currency translation. Consolidated operating expenses for the three months ended March 31, 2025 increased due to compensation and benefits, primarily in RIS, driven by higher base salaries and incentive compensation.

Operating Expenses Expenses in the Risk and Insurances Services segment increased $441 million, or 16%, to $3.1 billion for the three months ended March 31, 2025, compared to $2.7 billion for the three months ended March 31, 2024. Expenses reflect a 12% increase from acquisitions, partially offset by a decrease of 2% from the impact of foreign currency translation. Expenses for the three months ended March 31, 2025 increased primarily due to compensation and benefits driven by higher base salaries and incentive compensation. Expenses also include integration and retention related costs of $69 million and higher intangibles amortization cost of $41 million primarily related to the acquisition of McGriff.

Corporate and Other Corporate expenses decreased $8 million, or 12%, to $64 million for the three months ended March 31, 2025, compared to $72 million for the three months ended March 31, 2024, primarily due to lower restructuring costs compared to the corresponding period in the prior year.

Interest Income Interest income was $19 million for the three months ended March 31, 2025, compared to $37 million for the three months ended March 31, 2024. Interest income decreased $18 million for the three months ended March 31, 2025, due to lower average corporate funds compared to the corresponding period in the prior year.

Operating Cash Flows The Company used $622 million of cash from operations for the three months ended March 31, 2025, compared to $781 million for the first three months of 2024. These amounts reflect the net income of the Company during those periods, excluding gains or losses from investments, adjusted for non-cash charges and changes in working capital which relate primarily to the timing of payments of accrued liabilities, including incentive compensation, or receipts of receivables and pension plan contributions. The Company used cash of $57 million and $88 million related to its restructuring activities for the three months ended March 31, 2025 and 2024, respectively.

Share Repurchases For the three months ended March 31, 2025, the Company repurchased 1.3 million shares of its common stock for $300 million. At March 31, 2025, the Company remained authorized by the Board of Directors to repurchase up to approximately $2.0 billion in shares of its common stock. There is no time limit on the authorization. For the three months ended March 31, 2024, the Company repurchased 1.5 million shares of its common stock for $300 million.

* * * * * The macroeconomic and geopolitical environment including multiple major wars and global conflicts, tariffs or changes in trade policies, slower GDP growth or recession, lower interest rates, capital markets volatility, inflation and changes in insurance premium rates could impact our business, financial condition, results of operations and cash flows. For more information about these risks, please see "Part I, Item 1A. Risk Factors" in our annual Report on Form 10-K for the year ended December 31, 2024.

Dividends The Company paid dividends on its common stock shares of $405 million ($0.815 per share) for the three months ended March 31, 2025, as compared with $354 million (0.71 per share) for the first three months of 2024. In March 2025, the Board of Directors of the Company declared a quarterly dividend of $0.815 per share on outstanding common stock, payable in May 2025. In February 2025, the Company paid the quarterly dividend declared in January 2025 by the Company's Board of Directors of $0.815 per share on outstanding common stock.

Health (b)2,100 20 (5)2,115 2,061 (103)1,958 Career1,059 17 (17)1,059 1,019 - 1,019 Total Mercer$5,743 $37 $(151)$5,629 $5,587 $(249)$5,338 (a)Acquisitions, dispositions, and other in 2023 includes a gain from legal settlement with a competitor of $58 million, excluding legal fees. (b)Acquisitions, dispositions and other in 2024 includes a net gain of $35 million from the sale of the U.K. pension administration and U.S. health and benefits administration businesses, that comprised of a $70 million gain in Wealth, offset by a $35 million loss in Health.

Credit Facilities In October 2023, the Company increased its multi-currency unsecured five-year revolving credit facility (the "Credit Facility") capacity to $3.5 billion from $2.8 billion and extended the expiration to October 2028. The interest rate on the Credit Facility was initially based on LIBOR plus a fixed margin which varied with the Company's credit rating. In the second quarter of 2023, the Credit Facility was amended that borrowings under the Credit Facility bear interest at a rate per annum equal, at the Company's option, either at (a) Securities Overnight Financing Rate ("SOFR") benchmark rate for U.S. dollar borrowings, or (b) a currency specific benchmark rate, plus an applicable margin which varies with the Company's credit ratings. The Company is required to maintain certain coverage and leverage ratios for the Credit Facility, which are evaluated quarterly. 49 The Credit Facility includes provisions for determining a benchmark replacement rate in the event existing benchmark rates are no longer available or in certain other circumstances, in which an alternative rate may be required. At December 31, 2024 and 2023, the Company had no borrowings under this facility. In October 2023, the Company terminated its one-year uncommitted revolving credit facility (the "Uncommitted Credit Facility"). There were no borrowings outstanding under the Uncommitted Credit Facility at December 31, 2023. The Company also maintains other credit and overdraft facilities with various financial institutions aggregating $123 million at December 31, 2024, and $113 million at December 31, 2023. There were no outstanding borrowings under these facilities at December 31, 2024 and 2023. The Company has outstanding guarantees and letters of credit with various banks aggregating $163 million and $139 million at December 31, 2024 and 2023, respectively.

New Accounting Pronouncements Note 1, Summary of Significant Accounting Policies, in the notes to the consolidated financial statements contains a summary of the Company's significant accounting policies, including a discussion of recently issued accounting pronouncements and their impact or potential future impact on the Company's financial results, if determinable, under the sub-heading "New Accounting Pronouncements."

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. General Marsh & McLennan Companies, Inc., and its consolidated subsidiaries (Marsh McLennan or the "Company") is a global professional services firm in the areas of risk, strategy and people. The Company helps clients build the confidence to thrive through the power of its four market-leading businesses. With annual revenue of $24 billion, the Company has more than 90,000 colleagues advising clients in 130 countries. Marsh provides data-driven risk advisory services and insurance solutions to commercial and consumer clients. Guy Carpenter develops advanced risk, reinsurance and capital strategies that help clients grow profitably and pursue emerging opportunities. Mercer delivers advice and technology-driven solutions that help organizations redefine the world of work, reshape retirement and investment outcomes, and unlock health and well-being for a changing workforce. Oliver Wyman Group serves as a critical strategic, economic and brand advisor to private sector and governmental clients. The four businesses also collaborate together to deliver new solutions to help clients manage complex and interconnected risks.

The Company conducts business through two segments: •Risk and Insurance Services (RIS) includes risk management activities (risk advice, risk transfer and risk control and mitigation solutions) as well as insurance and reinsurance broking and services. The Company conducts business in this segment through Marsh and Guy Carpenter. •Consulting includes health, wealth and career advice, solutions and products, and specialized management, strategic, economic and brand consulting services. The Company conducts business in this segment through Mercer and Oliver Wyman Group. The results of operations in the Management Discussion & Analysis ("MD&A") include an overview of the Company's consolidated results for the three months ended March 31, 2025, compared to the corresponding period in 2024, and should be read in conjunction with the consolidated financial statements and notes. This section also includes a discussion of the key drivers impacting the Company's financial results of operations both on a consolidated basis and by reportable segments. We describe the primary sources of revenue and categories of expense for each reportable segment in the discussion of segment financial results. A reconciliation of segment operating income to total operating income is included in Note 18, Segment Information, in the notes to the consolidated financial statements included in Part I, Item 1, of this report. For information and comparability of the Company's results of operations and liquidity and capital resources for the three months ended March 31, 2024, refer to "Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations" of the Company's Form 10-Q for the quarter ended March 31, 2024. This MD&A contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Refer to "Information Concerning Forward-Looking Statements" at the outset of this report.

Consolidated Revenue and Expense Revenue - Non-GAAP Revenue and Components of Change The Company advises clients in 130 countries. As a result, foreign exchange rate movements may impact period over period comparisons of revenue. Similarly, certain other items such as acquisitions and dispositions, including transfers among businesses, may impact period over period comparisons of revenue. Non-GAAP revenue measures the change in revenue from one period to the next by isolating these impacts on an underlying revenue basis. Percentage changes, referred to as non-GAAP underlying revenue, are calculated by dividing the period over period change in non-GAAP revenue by the prior period non-GAAP revenue. The non-GAAP revenue measure is presented on a constant currency basis excluding the impact of foreign currency fluctuations. The Company isolates the impact of foreign exchange rate movements period over period, by translating the current period foreign currency GAAP revenue into U.S. Dollars based on the difference in the current and corresponding prior period exchange rates. The percentage change for acquisitions, dispositions, and other includes the impact of current and prior year items excluded from the calculation of non-GAAP underlying revenue for comparability purposes. Details on these items are provided in the reconciliation of non-GAAP revenue to GAAP revenue tables. The following tables present the Company's non-GAAP revenue for the three months ended March 31, 2025 and 2024, and the related non-GAAP underlying revenue change: Three Months Ended March 31,

(In millions, except percentages) GAAP Revenue% Change GAAP Revenue*Non-GAAP RevenueNon-GAAP Underlying Revenue* 2025202420252024 Risk and Insurance Services

20252024 Three Months Ended March 31, (In millions) GAAP RevenueCurrency ImpactAcquisitions/Dispositions/Other ImpactNon-GAAP RevenueGAAP RevenueAcquisitions/Dispositions/Other ImpactNon-GAAP Revenue

In Consulting, underlying revenue growth for the three months ended March 31, 2025 was driven by both Mercer and Oliver Wyman Group. Mercer's revenue increased $71 million, or 5%, to $1.5 billion for the three months ended March 31, 2025, compared to $1.4 billion for the three months ended March 31, 2024. This reflects an increase of 4% on an underlying basis and 3% from acquisitions, partially offset by a decrease of 2% from the impact of foreign currency translation. On an underlying basis, revenue for Health and Wealth increased 7% and 3%, respectively, and decreased 1% in Career, as compared to the corresponding period in the prior year. Underlying revenue growth at Mercer was driven by continued solid growth in Health and continued demand in Wealth. Health reflected growth across all regions. Wealth growth was driven by investment management. Career revenue benefited from growth in international offset by slower demand in the U.S. Revenue for the three months ended March 31, 2024 includes a net gain of $21 million from the sale of the Mercer U.K. pension administration and U.S. health and benefits administration businesses. 42 Oliver Wyman Group's revenue increased $29 million, or 4%, to $818 million for the three months ended March 31, 2025, compared to $789 million for the three months ended March 31, 2024. This reflects an increase of 4% on an underlying basis and 1% from acquisitions, partially offset by a decrease of 1% from the impact of foreign currency translation.

Investment Income The caption "Investment income" in the consolidated statements of income comprises realized and unrealized gains and losses from investments. It includes, when applicable, other than temporary declines in the value of securities, mark-to-market increases or decreases in equity investments with readily determinable fair values and equity method gains or losses on its investments in private equity funds. The Company's investments may include direct investments in insurance, consulting or other strategically linked companies and investments in private equity funds. The Company recorded net investment income of $5 million for the three months ended March 31, 2025 compared to net investment income of $1 million for the three months ended March 31, 2024.

Income and Other Taxes The Company's effective tax rate for the three months ended March 31, 2025 was 22.7%, compared with 23.9% for the corresponding period of 2024. The tax rate in each period reflects the impact of discrete tax items such as excess tax benefits related to share-based compensation, enacted tax legislation, changes in uncertain tax positions, deferred tax adjustments, non-taxable adjustments related to contingent consideration for acquisitions, and valuation allowances for certain tax credits and attributes. The excess tax benefit related to share-based payments is the most significant discrete item in both periods, reducing the effective tax rate for the three months ended March 31, 2025 and 2024, by 2.1% and 2.3%, respectively. 43 The effective tax rate may vary significantly from period to period. The effective tax rate is sensitive to the geographic mix and repatriation of the Company's earnings, which may result in higher or lower effective tax rates. Therefore, a shift in the mix of profits among jurisdictions, or changes in the Company's repatriation strategy to access offshore cash, can affect the effective tax rate. In addition, losses in certain jurisdictions cannot be offset by earnings from other operations and may require valuation allowances that affect the rate in a particular period, depending on estimates of the value of associated deferred tax assets which can be realized. A valuation allowance was recorded to reduce deferred tax assets to the amount that the Company believes is more likely than not to be realized. The effective tax rate is also sensitive to changes in unrecognized tax benefits, including the impact of settled tax audits and expired statutes of limitations. The Company has established liabilities for uncertain tax positions in relation to potential assessments in the jurisdictions in which it operates. In 2024, the Company received closure notices and assessments from the U.K. tax authority in relation to its 2016-2020 examinations which disallowed certain interest expense deductions. The Company has appealed the assessments and resolving this matter through litigation or alternative dispute resolution may take several years. The Company believes the resolution of tax matters will not have a material effect on the consolidated financial position of the Company. However, an adverse resolution of tax matters could have a material impact on the Company's net income or cash flows and on its effective tax rate in a particular future period. It is reasonably possible that the total amount of unrecognized tax benefits could decrease up to approximately $70 million within the next twelve months due to settlement of audits and expiration of statutes of limitations. Changes in tax laws, rulings, policies, or related legal and regulatory interpretations occur frequently and may have significant favorable or adverse impacts on our effective tax rate. In 2021, the Organization for Economic Cooperation and Development ("OECD") released model rules for a 15% global minimum tax, known as Pillar Two. Pillar Two has now been enacted by most key non-U.S. jurisdictions where the Company operates, including the U.K. and Ireland. Parts of the minimum tax rules were applicable in 2024, with the remaining provisions becoming fully effective for 2025. This minimum tax is treated as a period cost and does not have a material impact on the Company's financial results from operations for the current period. The Company continues to monitor legislative developments, as well as additional guidance from countries that have enacted Pillar Two legislation, and will ensure it complies with any changes. As a U.S. domiciled parent holding company, the Company is the issuer of essentially all the Company's external indebtedness, and incurs the related interest expense in the U.S. The Company's interest expense deductions are not currently limited. However, the Company may not be able to fully deduct intercompany interest on loans used to finance the Company's foreign operations. Further, most senior executive and oversight functions are conducted in the U.S. and the associated costs are incurred primarily in the U.S. Some of these expenses may not be deductible in the U.S., which may impact the effective tax rate. Changes to the U.S. tax law in recent years have allowed the Company to repatriate foreign earnings without incurring additional U.S. federal income tax costs as foreign income is generally already taxed in the U.S. However, permanent reinvestment continues to be a component of the Company's global capital strategy. The Company continues to evaluate its global investment and repatriation strategy in light of our capital requirements and potential costs of repatriation, which are generally limited to local country withholding taxes. 44

Liquidity and Capital Resources The Company is organized as a legal entity separate and distinct from its operating subsidiaries. As the Company does not have significant operations of its own, the Company is dependent upon dividends and other payments from its operating subsidiaries to pay principal and interest on its outstanding debt obligations, pay dividends to stockholders, repurchase its shares and pay corporate expenses. The Company can also provide financial support to its operating subsidiaries for acquisitions, investments and certain parts of their business that require liquidity, such as the capital markets business of Guy Carpenter. Other sources of liquidity include borrowing facilities discussed in the Financing Cash Flows section. The Company derives a significant portion of its revenue and operating profit from operating subsidiaries located outside of the U.S. Funds from those operating subsidiaries are regularly repatriated to the U.S. out of annual earnings. At March 31, 2025, the Company had approximately $1.5 billion of cash and cash equivalents in its foreign operations, which includes $476 million of operating funds required to be maintained for regulatory requirements or as collateral under certain captive insurance arrangements. The Company expects to continue its practice of repatriating available funds from its non-U.S. operating subsidiaries out of current annual earnings. Where appropriate, a portion of the current year earnings will continue to be permanently reinvested. For the three months ended March 31, 2025, the Company recorded foreign currency translation adjustments which increased net equity by $335 million. Continued weakening of the U.S. dollar against foreign currencies would further increase the translated U.S. dollar value of the Company's net investments in its non-U.S. subsidiaries, as well as the translated U.S. dollar value of cash repatriations from those subsidiaries. Cash and cash equivalents on our consolidated balance sheets includes funds available for general corporate purposes. Fiduciary assets are shown separately in the consolidated balance sheets as cash and cash equivalents held in a fiduciary capacity, with a corresponding amount in current liabilities. Fiduciary assets cannot be used for general corporate purposes, and should not be considered as a source of liquidity for the Company.

Pension Related Items Contributions The Company's policy for funding its tax-qualified defined benefit plans is to contribute amounts at least sufficient to meet the funding requirements set forth in accordance with applicable law. For the three months ended March 31, 2025, the Company contributed $11 million to its U.S. defined benefit pension plans and $7 million to its non-U.S. defined benefit pension plans. For the three months ended March 31, 2024, the Company contributed $8 million to its U.S. defined benefit pension plans and $16 million to its non-U.S. defined benefit pension plans. In the U.S., contributions to the tax-qualified defined benefit plans are based on Employee Retirement Income Security Act ("ERISA") guidelines and the Company generally expects to maintain a funded status of 80% or more of the liability determined in accordance with the ERISA guidelines. For the three months ended March 31, 2025, the Company made contributions of $2 million to its qualified plans and $9 million to its non-qualified plans, and expects to contribute approximately an additional $26 million over the remainder of 2025. Outside the U.S., the Company has a large number of non-U.S. defined benefit pension plans, the largest of which are in the U.K., which comprise approximately 78% of non-U.S. plan assets at December 31, 2024. Contribution rates for non-U.S. plans are generally based on local funding practices and statutory requirements, which may differ significantly from measurements in accordance with U.S. GAAP. In the U.K., the assumptions used to determine pension contributions are the result of legally-prescribed negotiations between the Company and the plans' trustee that typically occur every 3 years in conjunction with the actuarial valuation of the plans. Currently, this results in a lower funded status compared to U.S. GAAP and may result in contributions irrespective of the U.S. GAAP funded status. 45 In 2021, the JLT Pension Scheme was merged into the MMC U.K. Pension Fund with a new segregated JLT section created (referred to as the "JLT section"). The Company is not required to make any deficit contributions to the JLT section in 2025. The funding level will be re-assessed during 2025 as part of the December 31, 2024 actuarial valuation to determine if contributions are required in 2026. For the MMC U.K. Pension Fund, excluding the JLT section, an agreement was reached with the trustee in the fourth quarter of 2022, based on the surplus funding position at December 31, 2021. In accordance with the agreement, no deficit funding is required at the earliest until 2026. The funding level will be re-assessed during 2025 as part of the December 31, 2024 actuarial valuation to determine if contributions are required in 2026. In December 2022, the Company renewed its agreement to support annual deficit contributions that may be required by the U.K. operating companies under certain circumstances, up to £450 million (or $583 million) over a seven year period. This is part of an agreement which gives the Company greater influence over asset allocation and overall investment decisions. The Company expects to fund an additional $36 million to its non-U.S. defined benefit plans over the remainder of 2025, comprising approximately $1 million to the U.K. plans and $35 million to plans outside of the U.K.

Debt The Company has a $3.5 billion short-term debt financing program through the issuance of commercial paper. The proceeds from the issuance of commercial paper are used for general corporate purposes. The Company had $1.0 billion of commercial paper outstanding at March 31, 2025, at an average effective interest rate of 4.65%. The Company did not have any commercial paper outstanding at December 31, 2024.

•$1.5 billion 5.400% senior notes due 2055; and •$300 million floating rate senior notes due 2027 (the "Floating Notes"), collectively referred to as the "November 2024 Notes".

For the Floating Notes, interest is calculated based on a compounded SOFR benchmark rate plus 0.700%. 46 The Company used the net proceeds from the November 2024 Notes offering to fund, in part, the McGriff acquisition, including the payment of related fees and expenses, as well as for general corporate purposes.

In June 2024, the Company repaid $600 million of 3.50% senior notes at maturity. In March 2024, the Company repaid $1 billion of 3.875% senior notes at maturity. In February 2024, the Company issued $500 million of 5.150% senior notes due 2034 and $500 million of 5.450% senior notes due 2054. The Company used the net proceeds from these issuances for general corporate purposes. The Company's senior debt is currently rated A- by Standard & Poor's ("S&P"), A3 by Moody's and A- by Fitch. The Company's short-term debt is currently rated A-2 by S&P, P-2 by Moody's and F-2 by Fitch. The Company carries a Stable outlook with S&P, Moody's and Fitch.

Contingent and Deferred Payments Related to Acquisitions The classification of contingent consideration in the consolidated statements of cash flows is dependent upon whether the receipt, payment, or adjustment was part of the initial liability established on the acquisition date (financing) or an adjustment to the acquisition date liability (operating).

The following amounts are included in the consolidated statements of cash flows as operating and financing activities: For the Three Months Ended March 31,

Payments of deferred and contingent consideration for acquisitions$(32)$(15) For acquisitions completed during the first three months of 2025 and in prior years, remaining estimated future contingent payments of $160 million and deferred consideration payments of $157 million, are recorded in accounts payable and accrued liabilities or other liabilities in the consolidated balance sheet at March 31, 2025. 47

Derivatives - Net Investment Hedge The Company has investments in various subsidiaries with Euro functional currencies. As a result, the Company is exposed to the risk of fluctuations between the Euro and U.S. dollar exchange rates. As part of its risk management program, the Company designated its €1.1 billion senior note debt instruments ("Euro notes") as a net investment hedge (the "hedge") of its Euro denominated subsidiaries. The hedge is re-assessed each quarter to confirm that the designated equity balance at the beginning of each period continues to equal or exceed 80% of the outstanding balance of the Euro debt instrument and that all the critical terms of the hedging instrument and the hedged net investment continue to match. If the hedge is highly effective, the change in the debt balance related to foreign exchange fluctuations is recorded in accumulated other comprehensive loss in the consolidated balance sheets. The U.S. dollar value of the Euro notes increased by $41 million through March 31, 2025, due to the change in foreign exchange rates. The Company concluded that the hedge was highly effective and recorded an increase to accumulated other comprehensive loss for the three months ended March 31, 2025.

Fiduciary Liabilities Since fiduciary assets are not available for corporate use, they are shown separately in the consolidated balance sheets as cash and cash equivalents held in a fiduciary capacity, with a corresponding amount in current liabilities. Financing cash flows reflect an increase of $86 million and $829 million for the three months ended March 31, 2025 and 2024, respectively, related to fiduciary liabilities.

Commitments and Obligations The following sets forth the Company's future contractual obligations by the type at March 31, 2025: Payment due by Period

403 93 277 30 3 Total$37,258 $3,328 $4,713 $5,190 $24,027 (a)Primarily reflects the future payments of deferred and contingent purchase consideration. The table does not include the liability for unrecognized tax benefits of $117 million as the Company is unable to reasonably predict the timing of settlement of these liabilities, other than approximately $58 million that may become payable within one year. The table also does not include the remaining transitional tax payments related to the Tax Cuts and Jobs Act (the "TCJA") of $48 million, which will be paid in installments in the remainder of 2025 through 2026.