What the changes say
- Marsh & McLennan added focus on regulatory compliance, insurance market disintermediation, Southeast Asian geopolitical risks, and the new Thrive operational efficiency program.
What changed since the prior 10-K
New
- NewLegal and Regulatory Risks
outcome in a particular matter could have a material adverse effect on the Company's business, results of operations or financial condition
The company faces broad regulatory compliance risks across multiple jurisdictions, trade sanctions, and anti-corruption laws.
- NewCybersecurity, Data Protection and Technology Risks
entered the insurance and reinsurance risk transfer market offering products and capital directly to our clients that serve as substitutes for traditional insurance
Alternative risk transfer products and capital offered directly to clients by competitors may displace traditional insurance and consulting services.
- NewBusiness Resiliency Risks
Southeast Asia, in which we operate or are investing additional capabilities that are subject to higher potential threat of terrorist attacks or geopolitical conflicts
Expanded operations in Southeast Asia increase exposure to terrorist attacks, geopolitical conflicts, and critical infrastructure cyberattacks.
- NewFinancial Risks
We may not be able to fully realize the benefits of our Thrive program and Business Client Services
The three-year Thrive program and Business Client Services unit may fail to deliver expected cost savings or operational improvements.
Dropped
- DroppedCybersecurity, Data Protection and Technology Risks
law enforcement agencies or regulators following any such event, whether due to delayed discovery or a failure to follow existing protocols
- DroppedCybersecurity, Data Protection and Technology Risks
partnerships with technology companies as part of our growth strategy, as well as investments in technology, including generative AI, and infrastructure to support our own systems
- DroppedFinancial Risks
certain other business lines are derived from the value of assets under management, advisement or administration; and
- DroppedRISKS RELATING TO OUR CONSULTING SEGMENT
as a result of the revenue our businesses receive from healthcare-related services including our consulting advice to clients from different areas of the healthcare industry
Reworded
- 89% rewrittenCybersecurity, Data Protection and Technology Risks
Our business performance and growth plans could be negatively affected if we are not able to develop and implement improvements in technology or respond effectively to the threat of digital disruption and other technological change such as AI
Added specific mentions of generative AI investments, technology partnerships, and digital disruption threats.
- 87% rewrittenCybersecurity, Data Protection and Technology Risks
We could incur significant liability or our reputation could be damaged if our information systems are breached or we otherwise fail to protect client or Company data or information systems
Retitled to emphasize liability and reputation damage from data breaches and information system failures.
- 71% rewrittenBusiness Resiliency Risks
Our inability to successfully recover should we experience a disaster or other business continuity or data recovery problem could cause material financial loss, loss of human capital, regulatory actions, reputational harm or legal liability
Retitled to highlight potential financial loss and regulatory actions from business continuity failures.
- 68% rewrittenRISKS RELATING TO OUR CONSULTING SEGMENT
Our businesses are subject to a number of risks related to the U.S. healthcare industry, including risks related to healthcare regulation and reputational damage from negative publicity
Retitled to focus on U.S. healthcare regulation risks and reputational damage from negative publicity.
- 62% rewrittenLegal and Regulatory Risks
We are subject to significant uninsured exposures arising from errors and omissions, breach of fiduciary duty and other claims
Retitled to emphasize significant uninsured exposures from errors, omissions, and fiduciary breaches.
- 44% rewrittenFinancial Risks
Our quarterly revenues and profitability may fluctuate significantly
Replaced 'ESG issues' with 'sustainability issues' regarding client and industry limitations.
- 44% rewrittenMacroeconomic Risks
Our results of operations and investments could be adversely affected by geopolitical or macroeconomic conditions
Added social unrest, tariffs, trade policies, and foreign exchange rate fluctuations to geopolitical and macroeconomic risks.
- 34% rewrittenCybersecurity, Data Protection and Technology Risks
We face significant competitive pressures in each of our businesses, including from disintermediation, as our competitive landscape continues to evolve
Retitled to explicitly include disintermediation and evolving competitive landscapes.
- 29% rewrittenCybersecurity, Data Protection and Technology Risks
Increasing scrutiny and changing laws and expectations from regulators, investors, clients and our colleagues with respect to our business responsibility practices and disclosure may impose additional costs on us or expose us to new or additional risks
Was: Increasing scrutiny and changing laws and expectations from regulators, investors, clients and our colleagues with respect to our environmental, social and governance (ESG) practices and disclosure may impose additional costs on us or expose us to new or additional risks
- 27% rewrittenFinancial Risks
The current U.S. tax regime has provisions which have unintended consequences and may also impact our tax rate in varying degrees based on where our global income is earned
- 22% rewrittenRISKS RELATING TO OUR RISK AND INSURANCE SERVICES SEGMENT
Adverse legal developments and future regulations concerning how intermediaries are compensated by insurers or clients, as well as allegations of anti-competitive behavior or conflicts of interest, could have a material adverse effect on our business, results of operations and financial condition
- 21% rewrittenFinancial Risks
If we are unable to collect our receivables, our results of operations and cash flows could be adversely affected
- 21% rewrittenCybersecurity, Data Protection and Technology Risks
The loss of members of our senior management team or other key colleagues, or if we are unsuccessful in our efforts to attract, retain and develop talent, could have a material adverse effect on our business
All 39 risk factors
Headings as the filing states them, in filing order.
Macroeconomic Risks
- 01Our results of operations and investments could be adversely affected by geopolitical or macroeconomic conditions44% rewritten
- 02Changes in macroeconomic and geopolitical conditions could also shift demand to services for which we do not have a competitive advantage, and this could negatively affect the amount of business that we are able to obtain
Legal and Regulatory Risks
- 03We are subject to significant uninsured exposures arising from errors and omissions, breach of fiduciary duty and other claims62% rewritten
- 04outcome in a particular matter could have a material adverse effect on the Company's business, results of operations or financial conditionNew
- 05In addition, we may be responsible for the legal and regulatory liabilities of companies that we acquire
- 06We currently utilize the services of hundreds of third-party providers to meet the needs of our clients around the world
- 07We may not be able to effectively identify and manage actual and apparent conflicts of interest
Cybersecurity, Data Protection and Technology Risks
- 08We could incur significant liability or our reputation could be damaged if our information systems are breached or we otherwise fail to protect client or Company data or information systems87% rewritten
- 09Our business performance and growth plans could be negatively affected if we are not able to develop and implement improvements in technology or respond effectively to the threat of digital disruption and other technological change such as AI89% rewritten
- 10The loss of members of our senior management team or other key colleagues, or if we are unsuccessful in our efforts to attract, retain and develop talent, could have a material adverse effect on our business21% rewritten
- 11Failure to maintain our corporate culture could adversely affect our business and reputation
- 12Increasing scrutiny and changing laws and expectations from regulators, investors, clients and our colleagues with respect to our business responsibility practices and disclosure may impose additional costs on us or expose us to new or additional risks29% rewritten
- 13Moreover, public opinion and potential legal actions regarding business responsibility initiatives remain highly dynamic and can vary across stakeholders and geographies. Balancing these competing expectations globally is complex
- 14We face significant competitive pressures in each of our businesses, including from disintermediation, as our competitive landscape continues to evolve34% rewritten
- 15entered the insurance and reinsurance risk transfer market offering products and capital directly to our clients that serve as substitutes for traditional insuranceNew
- 16We rely on a large number of vendors and other third parties to perform key functions of our business operations and to provide services to our clients. These vendors and third parties may act or fail to act in ways that could harm our business
- 17As we do not control many of the actions of these third parties, we are subject to the risk that their decisions or operations may adversely impact us and replacing these service providers could create significant delay in services or operations and additional expense
Business Resiliency Risks
- 18Our inability to successfully recover should we experience a disaster or other business continuity or data recovery problem could cause material financial loss, loss of human capital, regulatory actions, reputational harm or legal liability71% rewritten
- 19Southeast Asia, in which we operate or are investing additional capabilities that are subject to higher potential threat of terrorist attacks or geopolitical conflictsNew
- 20We face risks when we acquire or dispose of businesses
- 21We expect that acquisitions will continue to be a key part of our business strategy. Our success in this regard will depend on our ability to identify and compete for appropriate acquisition candidates and to finance and complete the transactions we decide to pursue on favorable terms with positive results
Financial Risks
- 22If we are unable to collect our receivables, our results of operations and cash flows could be adversely affected21% rewritten
- 23We may not be able to obtain sufficient financing on favorable terms
- 24Our defined benefit pension obligations and the assets set aside to fund those obligations are sensitive to certain changes in the financial markets. Any such changes may result in increased pension expense or additional cash payments to fund these plans
- 25Our significant non-U.S. operations expose us to exchange rate fluctuations and various risks that could impact our business
- 26Our quarterly revenues and profitability may fluctuate significantly44% rewritten
- 27Currently, the Company's senior debt is rated A- by 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
- 28At December 31, 2025, we had total consolidated debt outstanding of approximately $19.6 billion
- 29The current U.S. tax regime has provisions which have unintended consequences and may also impact our tax rate in varying degrees based on where our global income is earned27% rewritten
- 30We may not be able to fully realize the benefits of our Thrive program and Business Client ServicesNew
- 31We are exposed to multiple risks associated with the global nature of our operations
RISKS RELATING TO OUR RISK AND INSURANCE SERVICES SEGMENT
- 32Results in our Risk and Insurance Services segment may be adversely affected by a general decline in economic activity
- 33Volatility or declines in premiums and other market trends may significantly impede our ability to grow revenues and profitability
- 34Adverse legal developments and future regulations concerning how intermediaries are compensated by insurers or clients, as well as allegations of anti-competitive behavior or conflicts of interest, could have a material adverse effect on our business, results of operations and financial condition22% rewritten
RISKS RELATING TO OUR CONSULTING SEGMENT
- 35Our Consulting segment, conducted through Mercer and Marsh Management Consulting, represented 36% of our total revenue in 2025. Our businesses in this segment are subject to particular risks
- 36Our businesses are subject to a number of risks related to the U.S. healthcare industry, including risks related to healthcare regulation and reputational damage from negative publicity68% rewritten
- 37Factors affecting defined benefit pension plans and the services we provide relating to those plans could adversely affect Mercer
- 38The profitability of our Consulting businesses depends in part on ensuring that our consultants maintain adequate utilization rates (i.e., the percentage of our consultants' working hours devoted to billable activities)
- 39If the utilization rate for our consulting professionals declines, our revenues, profit margin and profitability could decline
Other Marsh & Mclennan Companies 10-Ks
- FY2024 10-K risk factors39 risks
Marsh & Mclennan faces significant exposure to global macroeconomic conditions, cyber threats, and complex regulatory environments across its consulting and insurance segments.
Filed Feb 10, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.