6-K 1 a1643f.htm VESTING OF EXECUTIVE SHARE AWARD a1643f
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
 
FORM 6-K
____________________
 
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
 
For the Month of March 2022
 
Commission File Number: 001-38303
______________________
 
WPP plc
(Translation of registrant's name into English)
________________________
 
Sea Containers, 18 Upper Ground
London, United Kingdom SE1 9GL
(Address of principal executive offices)
_________________________
 
 
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
 
Form 20-F X Form 40-F ___
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ___
 
Note:  Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ___
 
Note:  Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
 
Forward-Looking Statements
 
In connection with the provisions of the Private Securities Litigation Reform Act of 1995 (the “Reform Act”), WPP plc and its subsidiaries (the “Company”) may include forward-looking statements (as defined in the Reform Act) in oral or written public statements issued by or on behalf of the Company. These forward-looking statements may include, among other things, plans, objectives, projections and anticipated future economic performance based on assumptions and the like that are subject to risks and uncertainties. As such, actual results or outcomes may differ materially from those discussed in the forward-looking statements. Important factors that may cause actual results to differ include but are not limited to: the unanticipated loss of a material client or key personnel, delays or reductions in client advertising budgets, shifts in industry rates of compensation, regulatory compliance costs or litigation, natural disasters or acts of terrorism, the Company’s exposure to changes in the values of major currencies other than the UK pound sterling (because a substantial portion of its revenues are derived and costs incurred outside of the United Kingdom) and the overall level of economic activity in the Company’s major markets (which varies depending on, among other things, regional, national and international political and economic conditions and government regulations in the world’s advertising markets). In addition, you should consider the risks described in Item 3D, captioned “Risk Factors” in the Company’s Form 20-F for the year ended 31 December 2019, which could also cause actual results to differ from forward-looking information. In light of these and other uncertainties, the forward-looking statements included in the oral or written public statements should not be regarded as a representation by the Company that the Company’s plans and objectives will be achieved.
 
The Company undertakes no obligation to update or revise any such forward-looking statements, whether as a result of new information, future events or otherwise.
 
 
EXHIBIT INDEX
 
Exhibit No.
Description
 
        1
Vesting of executive share award dated 17 March 2022, prepared by WPP plc.
 
 
FOR IMMEDIATE RELEASE 
17 March 2022
 
 
 
WPP plc ("WPP")
 
 
 
Vesting of executive share award
 
Notification of Transactions of Directors/Persons Discharging Managerial Responsibilities or their Connected Persons
 
The Company announces that the following person discharging managerial responsibilities transacted in ordinary shares of 10 pence each in the Company due to the exercise of awards made under the terms of the 2019 Executive Performance Share Plan ("EPSP") award. The 2019 EPSP was made on 14 May 2020 and vested on 15 March 2022 as a result of the performance conditions attaching to the 2019 EPSP award having been satisfied as to 88.5%.
 
 
 
Name of Executive Director
 
Plan
Total number of shares vested
Total number of shares sold to cover statutory withholding liabilities
Date of sale
John Rogers
 
EPSP
224,972
105,949
16 March 2022
 
 
 
 
1.
 
Details of PDMR/person closely associated with them ('PCA')
 
a)
 
Name 
 
John Rogers
 
b)
 
Position/status
 
Chief Financial Officer
 
c)
 
Initial notification/amendment
 
Initial notification
 
2.
 
Details of the issuer
 
a)
 
Full name of the entity
 
WPP plc
 
b)
 
Legal Entity Identifier code
 
549300LSGBXPYHXGDT93
 
3.
 
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
 
a)
 
Description of the financial instrument
 
Ordinary shares of 10 pence each ('Ordinary Shares')
 
ISIN: JE00B8KF9B49
 
b)
 
Nature of the transaction 
 
Acquisition of Ordinary Shares made under the WPP 2019 Executive Performance Share Plan.
 
c)
 
Price(s) and volume(s)
 
Price(s)
 
Volume(s)
 
£ Nil cost option
 
  224,972
 
d)
 
Aggregated information
 
-     Aggregated volume
 
-     Price
 
N/A (single transaction)
 
e)
 
Date of the transaction
 
16 March 2022
 
f)
 
Place of the transaction
 
London Stock Exchange
 
Transaction 2
 
b)
 
Nature of the transaction 
 
Sale of Ordinary Shares made under the WPP 2019 Executive Performance Share Plan to cover statutory withholding liabilities.
 
c)
 
Price(s) and volume(s)
 
Price(s)
 
Volume(s)
 
£10.4506
 
105,949
 
d)
 
Aggregated information
 
-     Aggregated volume
 
-     Price
 
N/A (single transaction)
 
e)
 
Date of the transaction
 
16 March 2022
 
f)
 
Place of the transaction
 
London Stock Exchange
 
 
 
This notice is given in fulfilment of the obligation under Article 19 of the Market Abuse Regulation.
 
Balbir Kelly-Bisla
Group Company Secretary
 
 
Contact for further information:
 
Chris Wade, WPP
+44 (0)20 7282 4600
 
About WPP
WPP is the creative transformation company. We use the power of creativity to build better futures for our people, clients and communities. For more information, visit www.wpp.com.
 
END
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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, thereunto duly authorized.
 
 
WPP PLC
 
(Registrant)
 
 
Date: 17 March 2022.
By:  ______________________
 
          Balbir Kelly-Bisla
 
          Company Secretary