REG - WPP PLC - Executive Share Awards

WPPAnnouncement

09/05/2023 16:30

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RNS Number : 8404Y  WPP PLC  09 May 2023

FOR IMMEDIATE RELEASE
 
                  9 MAY 2023

 

WPP plc ("WPP")

Executive Share Awards

 

WPP's Executive Director's annual bonus for 2022 was delivered in the form of
a cash award and a deferred share award comprising 40% of the total bonus
achieved.  The Executive Share Award (ESA) will vest after two years, subject
to continued employment.

The 2022 ESA award was granted on 4 May 2023 as follows:

 Executive Director  Number of shares awarded
 Mark Read           106,264

 

As announced on 8 November 2022, Joanne Wilson has been granted awards under
the WPP Share Plans.  The awards are to compensate Joanne for share
incentives from her previous employer that she forfeited on joining WPP and
vest between May 2023 and March 2025.  These awards are no more generous in
amount or deferral schedule than the awards forfeited by Joanne and are
subject to performance conditions, where indicated.

Joanne has also received a 2023 award under the Executive Performance Share
Plan (EPSP) in the form of nil-cost options, which are exercisable over WPP
shares.  The amount stated represents the maximum possible opportunity.

The extent to which the award becomes exercisable in 2026 will depend on WPP's
performance over the three-year performance period from 1 January 2023 to 31
December 2025.

EPSP awards are subject to three equally weighted performance measures:
average Return on Invested Capital (ROIC), cumulative Adjusted Free Cash Flow
(AFCF), and relative Total Shareholder Return (TSR). Achieving threshold
performance will result in a vesting opportunity of 20% of the award. The
vesting opportunity will increase on a straight-line basis to 100% of the
award for maximum performance.

 Executive Director  Number of shares/nil cost options awarded  Vesting Date
 Joanne Wilson       7,950                                      12 May 2023
                     27,212                                     10 March 2024(1)
                     12,088                                     10 March 2024(1)
                     16,901                                     2 December 2024
                     92,041                                     10 March 2025(1)
                     240,645                                    15 March 2026

 

Notes

1)   Awards vesting in March 2024 are subject to the same performance
conditions as the 2021 EPSP and the award vesting in March 2025 is subject to
the same performance conditions as the 2022 EPSP.

2)   These awards were made in accordance with the terms of the 2020
Directors' Compensation Policy as approved by shareholders on 10 June 2020

3)   To the extent that each element of an award does not vest at the end of
the three- year performance period it will lapse

4)   Additional shares will be awarded at vesting in lieu of dividends on
the shares that vest

5)   Awards to Executive Directors are subject to an additional two-year
post-vesting holding period

 

 1.  Details of PDMR/person closely associated with them ('PCA')
 a)  Name                                                                       Mark Read
 b)  Position/status                                                            Chief Executive Officer
 c)  Initial notification/                                                      Initial notification

amendment
 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                                                  Grant of conditional awards over WPP plc ordinary shares under the WPP plc
                                                                                Stock Plan 2018
 c)  Price(s) and volume(s) (Number of WPP ordinary shares or WPP ADRs sold or  Price(s)                      Volume(s)
     purchased and price per share/ADR)                                         Conditional Free Share Award  106,264

 

 d)  Aggregated information                                                     N/A (single transaction)

     -     Aggregated number

     -     Aggregated Price

     -     Total
 e)  Date of the transaction                                                    4 May 2023
 f)  Place of the transaction                                                   London Stock Exchange (XLON)

 

 

d)

Aggregated information

-     Aggregated number

-     Aggregated Price

-     Total

N/A (single transaction)

 

e)

Date of the transaction

4 May 2023

f)

Place of the transaction

London Stock Exchange (XLON)

 

 

 1.  Details of PDMR/person closely associated with them ('PCA')
 a)  Name                                                                       Joanne Wilson
 b)  Position/status                                                            Chief Financial Officer
 c)  Initial notification/                                                      Initial notification

amendment
 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                                                  Grant of nil cost options and conditional awards over WPP plc ordinary shares
                                                                                under the WPP plc Executive Performance Share Plan and WPP plc Stock Plan 2018
 c)  Price(s) and volume(s) (Number of WPP ordinary shares or WPP ADRs sold or  Price(s)                       Volume(s)
     purchased and price per share/ADR)                                         Nil cost option                240,645
                                                                                Conditional Free Share Awards  156,192

 

 d)  Aggregated information                                                     N/A

     -     Aggregated number

     -     Aggregated Price

     -     Total
 e)  Date of the transaction                                                    4 May 2023
 f)  Place of the transaction                                                   London Stock Exchange (XLON)

 

 

d)

Aggregated information

-     Aggregated number

-     Aggregated Price

-     Total

N/A

e)

Date of the transaction

4 May 2023

f)

Place of the transaction

London Stock Exchange (XLON)

 

 

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 (http://www.wpp.com/) .

 

END

 

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