Daniel S. GlaserPresident and Chief Executive OfficeMarsh & McLennan Companies, Inc.1166 Avenue of the AmericasNew York, New York 10036212 345 4874 Fax 212 345 6676dan.glaser@mmc.comwww.mmc.com

Xxxxxx X. Glaser President and Chief Executive Office Marsh & McLennan Companies, Inc. 1166 Avenue of the Americas New York, New York 10036 212 000 0000 Fax 212 345 0000 xxx.xxxxxx@xxx.xxx xxx.xxx.xxx

February 22, 2021

Xxxxxxx Xxxxxxx

Electronic delivery

Subject:    Terms of Employment

Dear Martine:

This first amendment to the Letter Agreement, dated January 16, 2019, between you and Xxxxx & XxXxxxxx Companies, Inc. (the “Letter Agreement”) revises the terms and conditions of your employment by Xxxxxx Consulting Group, Inc. (“Mercer”) as its President and Chief Executive Officer. The Letter Agreement will continue to govern your employment except as specified below:

1.Your title is President and Chief Executive Officer, Mercer and Vice Chair, Xxxxx & XxXxxxxx.

2.Exhibit A to the Letter Agreement shall be deleted and replaced in its entirety with the attached Exhibit A.

The terms of this first amendment are effective as of January 20, 2021. Please acknowledge your agreement with the terms of the Letter Agreement, as amended by this first amendment, by signing and dating this and the enclosed copy and returning one to me.

Sincerely,

/s/ Xxxxxx X. Xxxxxx

Xxxxxx X. Xxxxxx

President and Chief Executive Officer

Xxxxx & McLennan Companies, Inc.

Accepted and Agreed:

/s/ Xxxxxxx Xxxxxxx

(Signature)

April 7, 2021

(Date)

February 22, 2021

Xxxxxxx Xxxxxxx

Page 2

Exhibit A

Annual Base Salary			$850,000
Annual Target Bonus Opportunity			Bonus awards are discretionary. Target bonus of $1,900,000 commencing with the 2021 performance year (awarded in 2022). Actual bonus may range from 0% - 200% of target, based on achievement of individual performance objectives, Xxxxxx’x performance and/or Xxxxx & McLennan Companies’ performance as Xxxxx & XxXxxxxx Companies may establish from time to time.
Annual Target Long-Term Incentive Opportunity			Long-term incentive awards are discretionary. Target award value of $2,300,000, commencing with the award made in 2021.