Cushman & Wakefield plc — Director's Dealing 2020

Aug 10, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Cushman & Wakefield plc (CWK)
CIK: 0001628369
Period of Report: 2020-08-06

Reporting Person: Soloway Brett (See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-08-06	Ordinary Shares	M	8333.3	$0.00	Acquired	80948	Direct
2020-08-06	Ordinary Shares	M	8333.3	$0.00	Acquired	89281.3	Direct
2020-08-06	Ordinary Shares	F	4884	$10.54	Disposed	84397.3	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-08-06	Restricted Stock Units	$	M	8333.3	Disposed		Ordinary Shares (8333.3)	Direct
2020-08-06	Restricted Stock Units	$	M	8333.3	Disposed		Ordinary Shares (8333.3)	Direct

Footnotes

F1: Restricted Stock Units (RSUs) granted under the Cushman & Wakefield plc 2018 Omnibus Management Share and Cash Incentive Plan convert into an equal number of ordinary shares of Cushman & Wakefield plc.

F2: Restricted stock units granted on May 30, 2018 and vest in four substantially equal installments on each of the first four anniversaries of March 8, 2018. Vested restricted stock units by their terms settle within 30 days of the earlier of (i) a qualifying change in control or (ii) separation from service. However, in connection with the Registrant's initial public offering, the Registrant acted to terminate these awards and settle them 24 months following the initial public offering, in accordance with Section 409A of the Internal Revenue Code of 1986, as amended.

F3: Restricted stock units granted on May 30, 2018 and vest upon the occurrence of a liquidity event in which TPG Asia VI SF Pte. Ltd, PAGAC Drone Holding I LP and 2339532 Ontario Ltd and/or their respective affiliates achieve a multiple of money of at least 2.0. In each of the foregoing, vesting of the RSUs is subject to continued employment through the applicable vesting date. Vested RSUs by their terms settle within 30 days of the earlier of (i) a qualifying change in control or (ii) separation from service. However, in connection with the Registrant's initial public offering, the Registrant acted to terminate these awards and settle them 24 months following the initial public offering, in accordance with Section 409A of the Internal Revenue Code of 1986, as amended.