UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Director |
On June 7, 2024, Jonathan Coslet notified Cushman & Wakefield plc (the “Company”) of his decision to resign from the Board, effective immediately, which the Board accepted. Mr. Coslet had been designated as a nominee for director by TPG Drone Investment, L.P. and TPG Drone Co-Invest, L.P (collectively, “TPG”) pursuant to the Shareholders Agreement, dated August 6, 2018, by and among the Company, TPG, PAGAC Drone Holding I LP and the other parties named therein (the “Shareholders Agreement”), and has been a director since the Company’s initial public offering in 2018. Mr. Coslet’s decision to resign is not due to any disagreement with the Company or its management relating to the Company’s operations, policies or practices. The Company thanks Mr. Coslet for his service and wishes him well.
Notwithstanding TPG’s right to designate a replacement director pursuant to the terms of the Shareholders Agreement, TPG has advised the Company that it will not designate a director to fill the vacancy created by Mr. Coslet’s resignation. In addition, TPG has indefinitely waived all of its remaining appointment and approval rights pursuant to the Shareholders Agreement.
As of June 7, 2024, all shareholders that are a party to the Shareholders Agreement no longer have the right to nominate any directors to the Board pursuant to Article III thereof, and as such, the Shareholders Agreement automatically terminated without any further action by any party.
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.
Date: June 11, 2024
| CUSHMAN & WAKEFIELD PLC | ||
| By: | /s/ Noelle J. Perkins | |
| Name: | Noelle J. Perkins | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |