UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 6-K
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Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the Month of July 2024
Commission File Number: 001-38303
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WPP plc
(Translation of registrant's name into English)
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Sea Containers, 18 Upper Ground
London, United Kingdom SE1 9GL
(Address of principal executive offices)
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Indicate
by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F:
Form
20-F X Form 40-F
___
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(1): ___
Note: Regulation S-T Rule 101(b)(1) only permits the
submission in paper of a Form 6-K if submitted solely to provide an
attached annual report to security holders.
Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(7): ___
Note: Regulation S-T Rule 101(b)(7) only permits the
submission in paper of a Form 6-K if submitted to furnish a report
or other document that the registrant foreign private issuer must
furnish and make public under the laws of the jurisdiction in which
the registrant is incorporated, domiciled or legally organized (the
registrant’s “home country”), or under the rules
of the home country exchange on which the registrant’s
securities are traded, as long as the report or other document is
not a press release, is not required to be and has not been
distributed to the registrant’s security holders, and, if
discussing a material event, has already been the subject of a Form
6-K submission or other Commission filing on EDGAR.
Forward-Looking Statements
In
connection with the provisions of the U.S. Private Securities
Litigation Reform Act of 1995 (the ‘Reform Act’), the
Company may include forward-looking statements (as defined in the
Reform Act) in oral or written public statements issued by or on
behalf of the Company. These forward-looking statements may
include, among other things, plans, objectives, beliefs,
intentions, strategies, projections and anticipated future economic
performance based on assumptions and the like that are subject to
risks and uncertainties. These statements can be identified by the
fact that they do not relate strictly to historical or current
facts. They use words such as ‘aim’,
‘anticipate’, ‘believe’,
‘estimate’, ‘expect’,
‘forecast’, ‘guidance’,
‘intend’, ‘may’, ‘will’,
‘should’, ‘potential’,
‘possible’, ‘predict’,
‘project’, ‘plan’, ‘target’,
and other words and similar references to future periods but are
not the exclusive means of identifying such statements. As such,
all forward-looking statements involve risk and uncertainty because
they relate to future events and circumstances that are beyond the
control of the Company. Actual results or outcomes may differ
materially from those discussed or implied in the forward-looking
statements. Therefore, you should not rely on such forward-looking
statements, which speak only as of the date they are made, as a
prediction of actual results or otherwise. Important factors which
may cause actual results to differ include but are not limited to:
the impact of epidemics or pandemics including restrictions on
businesses, social activities and travel; the unanticipated loss of
a material client or key personnel; delays or reductions in client
advertising budgets; shifts in industry rates of compensation;
regulatory compliance costs or litigation; changes in competitive
factors in the industries in which we operate and demand for our
products and services; changes in client advertising, marketing and
corporate communications requirements; our inability to realise the
future anticipated benefits of acquisitions; failure to realise our
assumptions regarding goodwill and indefinite lived intangible
assets; natural disasters or acts of terrorism; the Company’s
ability to attract new clients; the economic and geopolitical
impact of the conflicts in Ukraine and Gaza; the risk of global
economic downturn; slower growth, increasing interest rates and
high and sustained inflation; supply chain issues affecting the
distribution of our clients' products; technological changes and
risks to the security of IT and operational infrastructure,
systems, data and information resulting from increased threat of
cyber and other attacks; effectively managing the risks, challenges
and efficiencies presented by using Artificial Intelligence (AI)
and Generative AI technologies and partnerships in our business;
risks related to our environmental, social and governance goals and
initiatives, including impacts from regulators and other
stakeholders, and the impact of factors outside of our control on
such goals and initiatives; the Company’s exposure to changes
in the values of other major currencies (because a substantial
portion of its revenues are derived and costs incurred outside of
the UK); and the overall level of economic activity in the
Company’s major markets (which varies depending on, among
other things, regional, national and international political and
economic conditions and government regulations in the world’s
advertising markets). In addition, you should consider the risks
described in Item 3D, captioned “Risk Factors,” which
could also cause actual results to differ from forward-looking
information. In light of these and other uncertainties, the
forward-looking statements included in this document should not be
regarded as a representation by the Company that the
Company’s plans and objectives will be achieved. Neither the
Company, nor any of its directors, officers or employees, provides
any representation, assurance or guarantee that the occurrence of
any events anticipated, expressed or implied in any forward-looking
statements will actually occur. The Company undertakes no
obligation to update or revise any such forward-looking statements,
whether as a result of new information, future events or
otherwise.
EXHIBIT INDEX
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Exhibit
No.
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Description
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1
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Board Appointment dated 30 July
2024, prepared by WPP plc.
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For
Immediate
Release
30
JULY 2024
WPP plc ("WPP")
WPP APPOINTS PHILIP JANSEN AS NON-EXECUTIVE CHAIR OF THE
BOARD
WPP
(LSE/NYSE:WPP) today announces the appointment of Philip Jansen to
its Board as a Non-Executive Director and Chair-designate. He will
join the Board on 16 September 2024 and will succeed Roberto Quarta
as Non-Executive Chair of WPP from 1 January 2025.
Philip
was Chief Executive of BT Group from 2019 to February 2024. Before
that he was CEO of Worldpay, the technology-led global payments
services group. Previous roles include CEO and then Chairman of
Brakes Group, and a variety of senior positions in Sodexo Group.
Philip began his career at Procter & Gamble, going on to hold
marketing director roles at Dunlop Slazenger and Telewest before
moving into general management first at Telewest and then MyTravel.
He was a non-executive director of Travis Perkins for four
years.
Philip
led Worldpay through the UK's largest ever fintech IPO, having
overhauled its technology infrastructure and invested in areas such
as data analytics and cyber security. He also led the merger with
US counterpart Vantiv to create Worldpay Inc., the world's largest
industry player, handling payments across 146 countries. At BT
Group, the global provider of telecommunications and related
digital services, he oversaw the strategy to modernise,
future-proof and simplify the business.
Angela
Ahrendts, Senior Independent Director of WPP, said: "Philip
brings a valuable blend of experience, from leading technology and
consumer goods companies to transforming large, complex
organisations and creating significant value for shareholders. As a
former marketer he understands our business, its clients and the
opportunities ahead of us. We are delighted he is joining
WPP."
Philip
Jansen said: "Technology is changing the face of commerce,
media and communications, and I am very excited to join a company
at the forefront of this change. I look forward to working with my
fellow board members and supporting Mark and his leadership team as
they continue to transform WPP for the future."
Mark
Read, CEO of WPP, said: "On behalf of the Board I would like to
thank Roberto for his support for the leadership team and his
exceptional contribution during more than nine years with WPP. He
has helped to steer the company through significant challenges
including the Covid-19 pandemic, overseen the restructuring of our
portfolio to return WPP to financial stability, and guided the
fundamental reshaping of our offer to meet the needs of modern
marketing.
"Philip
has deep insight into our industry from his marketing background
and roles with technology and consumer goods companies, and I am
very happy to welcome him to WPP."
Balbir
Kelly-Bisla
Company
Secretary
Further
information
Media:
[email protected]
Investors:
[email protected]
About
WPP
WPP is
the creative transformation company. We use the power of creativity
to build better futures for our people, planet, clients and
communities. For more information, visit www.wpp.com
ENDS
Notes
1.
The appointment of Philip Jansen was made by the Board on the
recommendation of the Nomination and Governance Committee, which
was chaired by Angela Ahrendts, WPP's Senior Independent
Non-Executive Director. The Committee comprises Angela Ahrendts,
Tom Ilube and Cindy Rose, and is chaired by Roberto Quarta.
However, in accordance with good governance Roberto Quarta did not
participate in this process.
2.
The Board determined that Philip Jansen is an independent
Non-Executive Director on appointment in accordance with the UK
Corporate Governance Code.
3.
The Compensation Committee agreed Philip Jansen's fees. He will
receive total fees of £575,000 per annum.
4.
In addition to being Chair, on joining the Board Philip Jansen will
be appointed as a member of the Compensation Committee and the
Nomination and Governance Committee and succeed Roberto Quarta as
Chair of that Committee on 1 January 2025.
5.
Philip Jansen does not have a service contract. He has a letter of
appointment which may be viewed by contacting the Company Secretary
at the Company's registered office.
6.
There are no additional details to disclose under paragraphs
(1) to (6) of LR 9.6.13 R of the UK Listing Authority's Listing
Rules in respect of the appointment.
7.
Roberto Quarta will retire from the Board on 31 December
2024.
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, thereunto duly authorized.
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WPP
PLC
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(Registrant)
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Date:
30 July 2024.
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By:
______________________
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Balbir
Kelly-Bisla
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Company
Secretary
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