FOR IMMEDIATE RELEASE 29 March 2022
WPP plc ("WPP")
Executive Performance Share Awards
The Executive Performance Share Plan (EPSP) is WPP's long term incentive plan approved by shareholders at the 2013 Annual General Meeting. On 25 March 2022, awards were made to the 2022 participants which comprise WPP's two Executive Directors, as set out in the table below, and other select senior executives within the Group's operating companies.
| Executive Director | Number of shares awarded |
| Mark Read | 384,746 |
| John Rogers | 210,586 |
Awards take the form of nil-cost options or conditional awards of performance shares, which are exercisable over WPP shares or ADRs and the amounts stated represent the maximum possible opportunity.
The extent to which awards become exercisable or vest in 2025 will depend on WPP's performance over the three-year performance period from 1 January 2022 to 31 December 2024.
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.
Notes
1) These awards were made in accordance with the terms of the 2020 Directors' Compensation Policy as approved by shareholders on 10 June 2020
2) To the extent that each element of a conditional award does not vest at the end of the three- year performance period it will lapse
3) Additional shares will be awarded at vesting in lieu of dividends on the shares that vest
4) Awards to Executive Directors are subject to an additional two-year post-vesting holding period
Contact:
Chris Wade, WPP
+44 (0)20 7282 4600
Richard Oldworth, Buchanan Communications
+44 (0)7710 130634
| 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 | ||||||||
| 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 Executive Performance Share Plan | ||||||||
| c) | Price(s) and volume(s) (Number of WPP ordinary shares or WPP ADRs sold or purchased and price per share/ADR) |
| ||||||||
| d) | Aggregated information - Aggregated number - Aggregated Price - Total | N/A (single transaction)
| ||||||||
| e) | Date of the transaction | 25 March 2022 | ||||||||
| f) | Place of the transaction | London Stock Exchange (XLON) | ||||||||
| 1. | Details of PDMR/person closely associated with them ('PCA') | |||||||||
| a) | Name | John Rogers | ||||||||
| b) | Position/status | Chief Financial Officer | ||||||||
| c) | Initial notification/ | 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 | Grant of conditional awards over WPP plc ordinary shares under the WPP plc Executive Performance Share Plan | ||||||||
| c) | Price(s) and volume(s) (Number of WPP ordinary shares or WPP ADRs sold or purchased and price per share/ADR) |
| ||||||||
| d) | Aggregated information - Aggregated number - Aggregated Price - Total | N/A (single transaction)
| ||||||||
| e) | Date of the transaction | 25 March 2022 | ||||||||
| 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.
END
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
