Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As described under Item 5.07 below, the Amended &Restated Cushman & Wakefield plc 2018 Omnibus Non-Employee Director Share and Cash Incentive Plan (the "Plan") was approved by the shareholders ofCushman & Wakefield plc (the "Company") and became effective onMay 5, 2022 . The amendments to the Plan increased the number of ordinary shares authorized for issuance under the Plan by 200,000. A copy of the Plan is attached hereto as Exhibit 10.1 and incorporated by reference herein.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its annual general meeting of shareholders (the "Annual Meeting") onMay 5, 2022 . A total of 211,155,751 shares, or 93.66% of the total shares entitled to vote, were represented at the Annual Meeting in person or by proxy. The final voting results for each matter submitted to a vote of shareholders at the Annual Meeting are as follows: Broker For Against Abstain Non-Votes 1. To elect the Class I Directors listed below: Angelique Brunner 181,515,959 18,477,260 28,293 11,134,239 Jonathan Coslet 198,129,265 1,864,244 28,003 11,134,239 Anthony Miller 198,166,411 1,827,063 28,038 11,134,239 2. To ratify the appointment ofKPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022. 210,805,983 284,158 65,610 - 3. To appointKPMG LLP as the Company'sUK statutory auditor until the Company's annual meeting in 2023. 210,805,757 283,920 66,074 - 4. To authorize the Audit Committee of the Board of Directors to determine the compensation ofKPMG LLP as the Company's UK statutory auditor. 210,889,625 204,282 61,844 - 5. To approve, on a non-binding, advisory basis, the compensation of the Company's named executive officers for the year ended December 31, 2021. 191,113,011 8,876,697 31,804 11,134,239 6. To approve, on a non-binding, advisory basis, the director compensation report, which was included in Annex B of the Proxy Statement. 198,099,451 1,894,431 27,630 11,134,239 7. To approve the amended director compensation policy, which was included as part of the director compensation report in Annex B of the Proxy Statement. 190,899,208 9,085,153 37,151 11,134,239 8. To approve an amendment and restatement of the 2018 Omnibus Non-Employee Director Share and Incentive Plan, which was included in Annex C of the Proxy Statement. 199,301,714 693,596
26,202 11,134,239
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. Exhibit # Description 10.1 Amended &Restated Cushman & Wakefield plc 2018 Omnibus Non-Employee Director Share and Cash Incentive Plan, effectiveMay 5, 2022 104 Cover Page Interactive Data file (formatted as Inline XBRL)
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