WPP plc 6-K, filed Feb 25, 2022
WPP plc (WPP)
6-K
2022-02-25
For: 2022-02-25
View Original
Added on
April 12, 2026
About this 6-K
WPP plc filed this 6-K on February 25, 2022.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
FORM 6-K
____________________
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the Month of February 2022
Commission File Number: 001-38303
______________________
WPP plc
(Translation of registrant's name into English)
________________________
Sea Containers, 18 Upper Ground
London, United Kingdom SE1 9GL
(Address of principal executive offices)
_________________________
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 Private Securities Litigation
Reform Act of 1995 (the “Reform Act”), WPP plc and its
subsidiaries (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, projections and anticipated future economic
performance based on assumptions and the like that are subject to
risks and uncertainties. As such, actual results or outcomes may
differ materially from those discussed in the forward-looking
statements. Important factors that may cause actual results to
differ include but are not limited to: 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, natural disasters or
acts of terrorism, the Company’s exposure to changes in the
values of major currencies other than the UK pound sterling
(because a substantial portion of its revenues are derived and
costs incurred outside of the United Kingdom) 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” in the Company’s Form 20-F for the
year ended 31 December 2019, 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 the
oral or written public statements should not be regarded as a
representation by the Company that the Company’s plans and
objectives will be achieved.
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
|
Exhibit No.
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Description
|
|
1
|
Notification of Major Holdings dated 25 February 2022, prepared by
WPP plc.
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TR-1: Standard form for notification of major holdings
1. Issuer Details
ISIN
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JE00B8KF9B49
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Issuer Name
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WPP
PLC
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UK or Non-UK Issuer
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Non-UK
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2. Reason for Notification
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An
acquisition or disposal of voting rights
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3. Details of person subject to the notification
obligation
Name
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Wellington
Management Group LLP
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City of registered office (if applicable)
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Boston
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Country of registered office (if applicable)
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United
States
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4. Details of the shareholder
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Name
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City
of registered office
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Country
of registered office
|
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Vidacos
Nominees Limited
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|
|
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State
Street Nominees Limited
|
|
|
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ROY
Nominees Limited
|
|
|
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Nortrust Nominees
Limited
|
|
|
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Mellon
Nominees (UK) Ltd.
|
|
|
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JP
Morgan Chase Nominees Limited
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|
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HSBC
Global Custody Nominee (UK) Limited
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|
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Goldman
Sachs International
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|
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Euroclear Nominees
Limited
|
|
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BNY
(OCS) Nominees Limited
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|
|
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BBH ISL
Nominees Ltd
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|
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5. Date on which the threshold was crossed or reached
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23-Feb-2022
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6. Date on which Issuer notified
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24-Feb-2022
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7. Total positions of person(s) subject to the notification
obligation
|
..
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%
of voting rights attached to shares (total of 8.A)
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%
of voting rights through financial instruments (total of 8.B 1 +
8.B 2)
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Total
of both in % (8.A + 8.B)
|
Total
number of voting rights held in issuer
|
|
Resulting situation
on the date on which threshold was crossed or reached
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5.000000
|
0.100000
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5.100000
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58308903
|
|
Position of
previous notification (if applicable)
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4.910000
|
0.100000
|
5.010000
|
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8. Notified details of the resulting situation on the date on which
the threshold was crossed or reached
8A. Voting rights attached to shares
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Class/Type of shares ISIN code(if possible)
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Number of direct voting rights (DTR5.1)
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Number of indirect voting rights (DTR5.2.1)
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% of direct voting rights (DTR5.1)
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% of indirect voting rights (DTR5.2.1)
|
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JE00B8KF9B49
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57139944
|
|
5.000000
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Sub
Total 8.A
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57139944
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5.000000%
|
||
8B1. Financial Instruments according to (DTR5.3.1R.(1)
(a))
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Type of financial instrument
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Expiration date
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Exercise/conversion period
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Number of voting rights that may be acquired if the instrument is
exercised/converted
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% of voting rights
|
|
Depository
Receipt
|
|
|
105
|
0.000000
|
|
Sub
Total 8.B1
|
|
105
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0.000000%
|
|
8B2. Financial Instruments with similar economic effect according
to (DTR5.3.1R.(1) (b))
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Type of financial instrument
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Expiration date
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Exercise/conversion period
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Physical or cash settlement
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Number of voting rights
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% of voting rights
|
|
Equity
Swap
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22/05/2023
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25/01/2022 to
22/05/2023
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Cash
|
1156346
|
0.100000
|
|
Equity
Swap
|
15/05/2023
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25/01/2022 to
15/05/2023
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Cash
|
12508
|
0.000000
|
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Sub
Total 8.B2
|
|
1168854
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0.100000%
|
||
9. Information in relation to the person subject to the
notification obligation
|
2. Full
chain of controlled undertakings through which the voting rights
and/or the financial instruments are effectively held starting with
the ultimate controlling natural person or legal entities (please
add additional rows as necessary)
|
|
Ultimate controlling person
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Name of controlled undertaking
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% of voting rights if it equals or is higher than the notifiable
threshold
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% of voting rights through financial instruments if it equals or is
higher than the notifiable threshold
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Total of both if it equals or is higher than the notifiable
threshold
|
|
Wellington
Management Group LLP
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Wellington Group
Holdings LLP
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5.000000
|
|
5.100000%
|
|
Wellington Group
Holdings LLP
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Wellington
Investment Advisors Holdings LLP
|
5.000000
|
|
5.100000%
|
|
Wellington
Investment Advisors Holdings LLP
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Wellington
Management Company LLP
|
|
|
|
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Wellington
Investment Advisors Holdings LLP
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Wellington
Management Global Holdings, Ltd.
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|
|
|
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Wellington
Management Global Holdings, Ltd.
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Wellington
Management International Ltd
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|
|
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10. In case of proxy voting
Name of the proxy holder
|
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The number and % of voting rights held
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The date until which the voting rights will be held
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11. Additional Information
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Wellington
Management Company LLP is an investment management entity that
manages the assets of certain funds and/or managed accounts and the
assets under its management include:51,311,749 of interests
described in Box 8A, Box 8B 1 and Box 8B 2 of this
notification.Wellington Management Company LLP is a direct
controlled undertaking of Wellington Investment Advisors Holdings
LLP, which, in turn, is a direct controlled undertaking of
Wellington Group Holdings LLP, which, in turn, is a direct
controlled undertaking of Wellington Management Group
LLP.Wellington Management International Ltd is an investment
management entity that manages the assets of certain funds and/or
managed accounts and the assets under its management
include:6,997,154 of interests described in Box 8A of this
notification.Wellington Management International Ltd is a direct
controlled undertaking of Wellington Management Global Holdings,
Ltd., which, in turn, is a direct controlled undertaking of
Wellington Investment Advisors Holdings LLP, which, in turn, is a
direct controlled undertaking of Wellington Group Holdings LLP,
which, in turn, is a direct controlled undertaking of Wellington
Management Group LLP.
|
12. Date of Completion
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24-Feb-2022
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13. Place Of Completion
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London,
UK
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SIGNATURES
|
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WPP
PLC
|
|
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(Registrant)
|
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Date:
25 February 2022
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By:
______________________
|
|
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Balbir
Kelly-Bisla
|
|
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Company
Secretary
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