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 September 2023
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 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 Russian invasion of Ukraine; 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 utilising Artificial Intelligence
(AI) technologies and partnerships in our business; 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” in the company's 2022 Annual Report on
Form 20-F, 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
Exhibit
No.
|
Description
|
1
|
Board Change dated 7 September 2023, prepared by WPP
plc.
|
For Immediate
Release
7 September 2023
WPP plc ("WPP")
WPP ANNOUNCES APPOINTMENT OF CHIEF OPERATING OFFICER TO THE
BOARD
WPP (LSE/NYSE:WPP) today announced that its Chief Operating
Officer, Andrew Scott, has been appointed as an Executive Director
to the Board of WPP, with immediate effect.
Andrew joined WPP in 1999 as Director of Corporate Development. He
held a number of other senior roles including Chief Operating
Officer for Europe before being appointed global Chief Operating
Officer in 2018.
Roberto Quarta, Chairman of WPP, said: "Andrew brings to the Board
a deep understanding of our business from his 24 years with WPP and
the significant contribution he has made to our success during that
time."
Mark Read, Chief Executive Officer of WPP, said: "This
appointment recognises the key role that Andrew plays in the
company, and the importance of continuously improving our
operational effectiveness."
Balbir Kelly-Bisla
Company Secretary
Further information
Chris Wade, WPP +44 (0)20 7282 4600
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.
END
Notes
1. Remuneration arrangements
Andrew will be paid in accordance with the Directors' Compensation
Policy ("the Policy") approved by shareholders on 17 May 2023 as
set out in the 2022 Annual Report.
Andrew will receive an annual base salary of £725,000 in line
with his existing compensation arrangements, be eligible to receive
annual bonus and Executive Performance Share Plan awards in line
with the Policy; be subject to shareholding requirements in line
with the Policy and receive a pension contribution in line with
those of the wider workforce in the UK. Further details of his
remuneration arrangements will be set out in the 2023 Directors'
Remuneration Report.
Andrew's contract of employment will be available for inspection at
the Company's registered office and on WPP's website, wpp.com, in
due course.
2. Shareholding information
Andrew currently holds 719,717 ordinary shares in the
Company.
3. Regulatory disclosure
Andrew has been a director of the following publicly quoted
companies during the five years preceding the date of this
announcement:
Scangroup plc (a subsidiary of WPP) (resigned on 4 August
2022)
No further disclosure obligations arise under paragraphs (1) to (6)
of LR 9.6.13 R of the UK Listing Authority's Listing Rules in
respect of this announcement.
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.
|
WPP
PLC
|
|
(Registrant)
|
Date: 7
September 2023
|
By:
______________________
|
|
Balbir
Kelly-Bisla
|
|
Company
Secretary
|
WPP (NYSE:WPP)
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