WPP PLC

Remuneration Information • Mar 27, 2023

National Storage Mechanism | Additional information

RNS Number : 3515U

WPP PLC

27 March 2023

FOR IMMEDIATE RELEASE                                                                                    27 March 2023

WPP plc ("WPP")

Executive Performance Share Awards

The Executive Performance Share Plan (EPSP) is WPP's long term incentive plan renewed by shareholders at the 2022 Annual General Meeting. On 23 March 2023, awards were made to the 2023 participants which comprise WPP's Chief Executive Officer, 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	450,628

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 2026 will depend on WPP's performance over the three-year performance period from 1 January 2023 to 31 December 2025. 

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

1.

Details of PDMR/person closely associated with them ('PCA')

a)

Name 

Mark Read

b)

Position/status

Chief Executive 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

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)

Price(s)	Volume(s)
Nil cost option	450,628

d)

Aggregated information

-     Aggregated number

-     Aggregated Price

-     Total

N/A (single transaction)

e)

Date of the transaction

23 March 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.

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