UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December 31, 2021, Cushman & Wakefield plc (the “Company”) and Cushman & Wakefield Global, Inc. entered into a side letter agreement (the “Side Letter”) with Brett White, the Executive Chairman of the Company’s Board of Directors (the “Board”), in connection with Mr. White’s previously announced resignation as Chief Executive Officer of the Company. Pursuant to the terms of the Side Letter, Mr. White’s resignation is confirmed as a Qualifying Resignation as defined under Mr. White’s Amended and Restated Employment Agreement (the “Employment Agreement”), dated as of August 27, 2020, which Qualifying Resignation accelerates and vests certain of Mr. White’s equity awards in accordance with the terms of the Employment Agreement. Following the Qualifying Resignation, the Company has no obligation to provide any additional salary or bonus to Mr. White, except that he remains eligible to receive his Annual Bonus (as defined in the Employment Agreement) for the 2021 calendar year. The Side Letter also extends the restrictive covenants in the Employment Agreement to apply to Mr. White through June 30, 2025; however, Mr. White is permitted to participate in certain non-competitive activities outside of the Company.
This summary of the Side Letter does not purport to be complete and is qualified in its entirety by the text of the Side Letter, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
The following exhibits are filed as part of this report:
| Exhibit # | Description | |
| 10.1 | Side Letter, dated December 31, 2021, by and among Cushman & Wakefield Global, Inc., Cushman & Wakefield plc and Brett White | |
| 104 | Cover Page Interactive Data file (formatted as Inline XBRL) | |
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 hereunto duly authorized.
| Dated: January 4, 2021 | CUSHMAN & WAKEFIELD PLC | |||||
| By: | /s/ Brett Soloway | |||||
| Name: Brett Soloway | ||||||
| Title: Executive Vice President, General Counsel and Corporate Secretary | ||||||