MARSH & MCLENNAN COMPANIES, INC. (MRSH)

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

References in this report are to Marsh & McLennan Companies, Inc. and its consolidated subsidiaries (the "Company" or "Marsh"), unless the context otherwise requires. Effective January 14, 2026, the Company updated its brand name from Marsh McLennan to Marsh and the brand names of Marsh and Oliver Wyman Group businesses to Marsh Risk and Marsh Management Consulting, respectively. References to the Company and its businesses in this report reflect these changes. Mercer and Guy Carpenter will continue to report under their current brands through a transition period.

The changes to the brand names had no impact on the Company's operating and reporting segments.

General

Marsh is a global professional services firm in the areas of risk, reinsurance and capital, people and investments, and management consulting, advising clients in 130 countries. With an annual revenue of $27.0 billion and more than 95,000 colleagues, Marsh helps build the confidence to thrive through the power of perspective.

The Company conducts business through two segments:

•Risk and Insurance Services: risk management activities and insurance/reinsurance broking and services, conducted through Marsh Risk and Guy Carpenter.

•Consulting: health, wealth and career advice, solutions and products, and specialized management, strategic, economic and brand consulting services conducted through Mercer and Marsh Management Consulting.

The results of operations in the Management Discussion & Analysis ("MD&A") include an overview of the Company's consolidated results for the three and six months ended June 30, 2026, compared to the corresponding periods in 2025, 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 and six months ended June 30, 2025, 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 June 30, 2025.

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.

Non-GAAP measures

The Company reports its financial results in accordance with accounting principles generally accepted in the United States (U.S.), referred to as in accordance with "GAAP" or "reported" results. The Company also refers to and presents a non-GAAP financial measure in non-GAAP revenue, within the meaning of Regulation G and Item 10(e) of Regulation S-K in accordance with the Securities Exchange Act of 1934. The Company has included a reconciliation of this non-GAAP financial measure to the most directly comparable financial measure calculated in accordance with GAAP as part of the consolidated revenue and expense discussion. 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 Company believes this non-GAAP financial measure provides useful supplemental information that enables investors to better compare the Company’s performance across periods. Management also uses this measure internally to assess the operating performance of its businesses and to decide how to allocate resources. However, investors should not consider this non-GAAP measure in isolation from, or as a substitute for, the financial information that the Company reports in accordance with GAAP. The Company's non-GAAP measure includes adjustments that reflect how management views its businesses and may differ from similarly titled non-GAAP measures presented by other companies.

42

Financial Highlights

•Consolidated revenue for the three months ended June 30, 2026 was $7.4 billion, an increase of 6%, or 5% on an underlying basis. For the six months ended June 30, 2026, consolidated revenue was $15.0 billion, an increase of 7%, or 4% on an underlying basis.

•Consolidated operating income for the three months ended June 30, 2026 was $1.9 billion, an increase of 4%, compared to the corresponding quarter in the prior year. Net income attributable to the Company was $1.3 billion. Earnings per share on a diluted basis was $2.63, an increase of 7% compared to the corresponding quarter in the prior year. For the six months ended June 30, 2026, consolidated operating income was $3.7 billion, a decrease of 5%, compared to the corresponding period in the prior year. Net income attributable to the Company was $2.4 billion. Earnings per share on a diluted basis was $4.99, a decrease of 5% compared to the corresponding period in the prior year.

•Risk and Insurance Services revenue for the three months ended June 30, 2026 was $4.8 billion, an increase of 4%, or 3% on an underlying basis. Operating income was $1.5 billion, compared with $1.4 billion for the corresponding quarter in the prior year. For the six months ended June 30, 2026, Risk and Insurance Services revenue was $9.9 billion, an increase of 5%, or 3% on an underlying basis. Operating income was $2.8 billion, compared with $3.1 billion for the corresponding period in the prior year.

•Marsh Risk's revenue for the three months ended June 30, 2026 was $4.1 billion, an increase of 6%, or 4% on an underlying basis. For the six months ended June 30, 2026, Marsh Risk's revenue was $7.8 billion, an increase of 7%, or 4% on an underlying basis. Guy Carpenter's revenue for the three months ended June 30, 2026 was $664 million, a decrease of 2% on a reported and underlying basis. For the six months ended June 30, 2026, Guy Carpenter's revenue was $1.9 billion, an increase of 1%, or flat on an underlying basis.

•Consulting revenue for the three months ended June 30, 2026 was $2.6 billion, an increase of 10%, or 8% on an underlying basis. Operating income was $502 million, compared with $456 million for the corresponding quarter in the prior year. For the six months ended June 30, 2026, Consulting revenue was $5.2 billion, an increase of 10%, or 7% on an underlying basis. Operating income was $1.0 billion, compared with $912 million for the corresponding period in the prior year.

•Mercer's revenue for the three months ended June 30, 2026 was $1.6 billion, an increase of 7%, or 5% on an underlying basis. For the six months ended June 30, 2026, Mercer's revenue was $3.3 billion, an increase of 9%, or 5% on an underlying basis. Marsh Management Consulting's revenue for the three months ended June 30, 2026 was $1.0 billion, an increase of 15%, or 13% on an underlying basis. For the six months ended June 30, 2026, Marsh Management Consulting's revenue was $1.9 billion, an increase of 12%, or 10% on an underlying basis.

•In the first quarter of 2026, the Company recorded an estimated liability and legal expenses of $425 million related to the Greensill litigation. Additional information on this matter is included in Note 17, Claims, Lawsuits and Other Contingencies, in the notes to the consolidated financial statements.

•The Company's results of operations for the three and six months ended June 30, 2026 included restructuring costs of $58 million and $103 million, respectively, related primarily to severance, lease exit charges, and consulting and outside services.

•The Company completed 5 acquisitions in 2026 for a total purchase consideration of $181 million.

•The Company's effective tax rate for the three and six months ended June 30, 2026 was 24.2% and 24.6%, respectively.

•The Company repurchased approximately 4.5 million shares for $750 million in the second quarter of 2026. For the six months ended June 30, 2026, the Company repurchased 8.7 million shares for $1.5 billion.

•In March 2026, the Company repaid $600 million of 3.750% senior notes at maturity. In February 2026, the Company issued $600 million of 4.950% senior notes due 2036.

•In June 2026, the Company replaced its multi-currency unsecured $3.5 billion five-year revolving credit facility with a $4.25 billion facility and extended the expiration date from October 2028 to June 2031.

43

•In July 2026, the Board of Directors of the Company declared a quarterly dividend of $0.990 per share on outstanding common stock, payable in August 2026.

* * * * *

The macroeconomic and geopolitical environment including from the conflict in the Middle East and other wars and global conflicts, social unrest, tariffs or changes in trade policies, slower GDP growth or recession, fluctuations in foreign exchange rates, 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, 2025.

For additional details, refer to the Consolidated Results of Operations and Liquidity and Capital Resources sections in this MD&A.

Acquisitions and dispositions impacting the Risk and Insurance Services and Consulting segments are discussed in Note 8, Acquisitions and Dispositions, in the notes to the consolidated financial statements.

44

Consolidated Results of Operations

Consolidated operating income increased $70 million, or 4% to $1.9 billion for the three months ended June 30, 2026, compared to $1.8 billion for the corresponding quarter in the prior year, reflecting a 6% increase in revenue and a 7% increase in expenses. Revenue growth was driven by increases in the Risk and Insurance Services and Consulting segments of 4% and 10%, respectively.

Consolidated operating income decreased $181 million, or 5% to $3.7 billion for the six months ended June 30, 2026, compared to $3.8 billion for the corresponding period in the prior year, reflecting a 7% increase in revenue and an 11% increase in expenses. Revenue growth w

[Excerpt truncated for page length; source filing is linked above.]

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

References in this report are to Marsh & McLennan Companies, Inc. and its consolidated subsidiaries (the "Company" or "Marsh"), unless the context otherwise requires. Effective January 14, 2026, the Company updated its brand name from Marsh McLennan to Marsh and the brand names of Marsh and Oliver Wyman Group businesses to Marsh Risk and Marsh Management Consulting, respectively. References to the Company and its businesses in this report reflect these changes. Mercer and Guy Carpenter will continue to report under their current brands through a transition period.

The changes to the brand names had no impact on the Company's operating and reporting segments.

General

Marsh is a global professional services firm in the areas of risk, reinsurance and capital, people and investments, and management consulting, advising clients in 130 countries. With an annual revenue of $27.0 billion and more than 95,000 colleagues, Marsh helps build the confidence to thrive through the power of perspective.

The Company conducts business through two segments:

•Risk and Insurance Services: risk management activities and insurance/reinsurance broking and services, conducted through Marsh Risk and Guy Carpenter.

•Consulting: health, wealth and career advice, solutions and products, and specialized management, strategic, economic and brand consulting services conducted through Mercer and Marsh Management Consulting.

The results of operations in the Management Discussion & Analysis ("MD&A") include an overview of the Company’s consolidated results for fiscal year 2025, compared to the results for fiscal year 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 17, Segment Information, in the notes to the consolidated financial statements included in Part II, Item 8, of this report.

For information and comparability of the Company's results of operations and liquidity and capital resources for fiscal year 2023, refer to "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" of the Company's Form 10-K for the fiscal year ended December 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.

Non-GAAP Measures

The Company reports its financial results in accordance with accounting principles generally accepted in the United States (U.S.), referred to as in accordance with "GAAP" or "reported" results. The Company also refers to and presents a non-GAAP financial measure in non-GAAP revenue, within the meaning of Regulation G and Item 10(e) of Regulation S-K in accordance with the Securities Exchange Act of 1934. The Company has included a reconciliation of this non-GAAP financial measure to the most directly comparable financial measure calculated in accordance with GAAP as part of the consolidated revenue and expense discussion. 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 Company believes this non-GAAP financial measure provides useful supplemental information that enables investors to better compare the Company’s performance across periods. Management also uses this measure internally to assess the operating performance of its businesses and to decide how to allocate resources. However, investors should not consider this non-GAAP measure in isolation from, or as a substitute for, the financial information that the Company reports in accordance with GAAP. The Company's non-GAAP measure includes adjustments that reflect how management views its businesses and may differ from similarly titled non-GAAP measures presented by other companies.

34

Financial Highlights

•Consolidated revenue in 2025 was $27.0 billion, an increase of 10%, or 4% on an underlying basis.

•Consolidated operating income increased $406 million, or 7% to $6.2 billion in 2025, compared to 2024. Net income attributable to the Company was $4.2 billion. Earnings per share on a diluted basis increased to $8.43 from $8.18, or 3%, compared to 2024.

•Risk and Insurance Services revenue in 2025 was $17.3 billion, an increase of 12%, or 4% on an underlying basis. Operating income was $4.6 billion, compared to $4.4 billion in the prior year.

•Marsh Risk's revenue in 2025 was $14.4 billion, an increase of 15%, or 4% on an underlying basis. Guy Carpenter's revenue in 2025 was $2.5 billion, an increase of 6%, or 5% on an underlying basis.

•Consulting revenue in 2025 was $9.8 billion, an increase of 7%, or 5% on an underlying basis. Operating income was $1.9 billion, compared to $1.8 billion in the prior year.

•Mercer's revenue in 2025 was $6.2 billion, an increase of 8%, or 4% on an underlying basis. Marsh Management Consulting's revenue in 2025 was $3.6 billion, an increase of 6% on both a reported and an underlying basis.

•The Company's results of operations in 2025 included restructuring costs of $222 million related to severance, lease exit charges, and consulting and outside services.

•The Company completed 20 acquisitions in 2025 for a total purchase consideration of $857 million.

•The Company's results in 2025 include the results of operations of McGriff in Marsh Risk, in the Risk and Insurance Services segment. The Company completed the acquisition of McGriff, an affiliate of TIH Insurance Holdings (the "McGriff Transaction") in November 2024 for $7.75 billion in cash consideration, subject to certain customary adjustments. McGriff is an insurance broking and risk management services provider in the U.S. In 2024, McGriff's results of operations were included in the Company's results for the period November 15, 2024 through December 31, 2024.

•The Company's consolidated effective tax rate for 2025 was 23.6%.

•In 2025, the Company repaid $500 million of senior notes at maturity.

•The Company repurchased 10.1 million in 2025 shares for $2.0 billion.

•In 2025, the Company paid dividends on its common stock shares of $1.7 billion. In January 2026, the Board of Directors of the Company declared a quarterly dividend of $0.900 per share on outstanding common stock, payable in February 2026.

* * * * *

The macroeconomic and geopolitical environment including multiple major wars and global conflicts, social unrest, tariffs or changes in trade policies, slower GDP growth or recession, fluctuations in foreign exchange rates, 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 "Risk Factors – Macroeconomic Risks" in this annual report on Form 10-K.

For additional details, refer to the Consolidated Results of Operations and Liquidity and Capital Resources sections in this MD&A.

Acquisitions and dispositions impacting the Risk and Insurance Services and Consulting segments are discussed in Note 5, Acquisitions and Dispositions, in the notes to the consolidated financial statements.

35

Consolidated Results of Operations

Consolidated operating income increased $406 million, or 7% to $6.2 billion in 2025, compared to $5.8 billion in 2024, reflecting a 10% 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 12% and 7%, respectively.

Diluted earnings per share increased to $8.43 from $8.18, or 3% from the prior year, reflecting an increase in operating income, partially offset by higher interest expense due to debt raised to fund the McGriff acquisition.

36

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 years ended December 31, 2025 and 2024 and the related non-GAAP underlying revenue change:

[Excerpt truncated for page length; the complete text is on the linked full-MD&A page.]