Cushman & Wakefield (CWK) RSUs convert with tax share withholding

Rhea-AI Filing Summary

Cushman & Wakefield Ltd. officer Nathaniel Robinson converted 9,966 restricted stock units into an equal number of common shares at no cost under the company’s 2018 incentive plan. To cover tax obligations, 2,871 common shares were withheld at $12.93 per share, leaving him with 65,401 directly owned common shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Robinson Nathaniel

(Last) (First) (Middle)

225 WEST WACKER DRIVE

SUITE 3000

(Street)

CHICAGO IL 60606

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Cushman & Wakefield Ltd. [ CWK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	02/23/2026		M		9,966	A	$0(1)	68,272	D
Common Shares	02/23/2026		F		2,871	D	$12.93	65,401	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	02/23/2026		M			9,966	(2)	(2)	Common Shares	9,966	$0	0	D

Explanation of Responses:

1. Conversion of previously awarded restricted stock units ("RSUs") into an equal number of common shares, without the payment of any consideration, pursuant to the Fourth Amended & Restated 2018 Omnibus Management Share and Cash Incentive Plan.

2. RSUs were granted on February 23, 2023 and vest in three (3) substantially equal installments on each of the first three (3) anniversaries of the grant date, subject, with certain limited exceptions, to the reporting person's continuing employment through each such vesting date.

Remarks:

EVP, Chief Investment & Strategy Officer

	/s/ Noelle J. Perkins, attorney-in-fact	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What did Cushman & Wakefield (CWK) insider Nathaniel Robinson report on this Form 4?

Nathaniel Robinson reported the conversion of 9,966 restricted stock units into common shares and a related tax-withholding share disposition. These transactions reflect equity compensation vesting rather than an open-market stock purchase or sale.

How many Cushman & Wakefield (CWK) RSUs did Robinson convert to common shares?

Robinson converted 9,966 restricted stock units into an equal number of common shares at a price of $0.00 per share. The conversion occurred under Cushman & Wakefield’s Fourth Amended & Restated 2018 Omnibus Management Share and Cash Incentive Plan.

What tax-withholding transaction did Robinson report in Cushman & Wakefield (CWK) stock?

To satisfy tax obligations, Robinson reported a disposition of 2,871 common shares at $12.93 per share. This Form 4 classifies the transaction as payment of tax liability by delivering securities, not as an open-market sale initiated for investment purposes.

How many Cushman & Wakefield (CWK) shares does Robinson own after these transactions?

After the RSU conversion and tax-withholding disposition, Robinson directly owns 65,401 Cushman & Wakefield common shares. This total reflects equity granted through the company’s incentive plan and remaining after shares were withheld to cover associated tax liabilities.

When were the Cushman & Wakefield (CWK) RSUs originally granted and how do they vest?

The restricted stock units were granted on February 23, 2023 and vest in three substantially equal installments on each of the first three anniversaries. Vesting is generally conditioned on Robinson’s continued employment through each applicable vesting date, subject to limited exceptions.

Under which equity plan were Robinson’s Cushman & Wakefield (CWK) RSUs granted?

Robinson’s restricted stock units were granted under Cushman & Wakefield’s Fourth Amended & Restated 2018 Omnibus Management Share and Cash Incentive Plan. This plan provides equity-based awards, including RSUs that can convert into common shares upon vesting and satisfaction of conditions.