Cushman & Wakefield (NYSE: CWK) CEO gains 37,992 RSU shares

Rhea-AI Filing Summary

Cushman & Wakefield Ltd. Chief Executive Officer Michelle Mackay converted 37,992 previously awarded restricted stock units into the same number of common shares on February 23, 2026, at no cost, under the company’s 2018 incentive plan. To cover related tax obligations, 21,003 common shares were disposed of at $12.93 per share, leaving her with direct ownership of 279,030 common shares. The RSUs were originally granted on February 23, 2023 and vest in three equal annual installments, contingent on continued employment.

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^*

MACKAY MICHELLE

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

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		37,992	A	$0(1)	300,033	D
Common Shares	02/23/2026		F		21,003	D	$12.93	279,030	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			37,992	(2)	(2)	Common Shares	37,992	$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) 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:

	/s/ Noelle 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).
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FAQ

What insider transactions did CWK CEO Michelle Mackay report on February 23, 2026?

Michelle Mackay reported converting 37,992 restricted stock units into common shares at no cost, then disposing of 21,003 common shares at $12.93 each for tax withholding, resulting in direct ownership of 279,030 common shares.

How many Cushman & Wakefield (CWK) shares does the CEO own after this Form 4?

After the reported transactions, CEO Michelle Mackay directly owns 279,030 common shares of Cushman & Wakefield. This reflects RSU conversion into 37,992 shares and a tax-withholding disposition of 21,003 shares at $12.93 per share on February 23, 2026.

Were CWK CEO Michelle Mackay’s transactions open-market buys or sells?

The transactions were not open-market trades. They involved conversion of 37,992 restricted stock units into common shares at no cost and a tax-withholding disposition of 21,003 shares at $12.93, executed to satisfy tax obligations tied to the vesting event.

What is the vesting schedule for the CWK restricted stock units involved in this filing?

The restricted stock units were granted on February 23, 2023 and vest in three equal installments on the first three anniversaries of that grant date, generally conditioned on Michelle Mackay’s continued employment through each vesting date under the 2018 incentive plan.

What price was used for the CWK tax-withholding share disposition in this Form 4?

For the tax-withholding disposition, 21,003 common shares of Cushman & Wakefield were delivered at a price of $12.93 per share. This transaction satisfied exercise price or tax liability associated with the vesting and conversion of restricted stock units.