Cushman & Wakefield (CWK) CEO gets 370,036 RSUs, covers tax

Rhea-AI Filing Summary

Cushman & Wakefield Ltd. reported equity compensation and related share movements for Chief Executive Officer Michelle MacKay. On February 26, 2026, she was granted 370,036 restricted stock units (RSUs) that will vest and settle in three substantially equal annual installments, conditioned on continued employment. On February 27, 2026, 101,540 previously awarded RSUs were converted into an equal number of common shares at no cash cost under the company’s omnibus incentive plan. To cover tax obligations tied to this vesting, 56,152 common shares were disposed of at $13.41 per share, leaving her with 415,104 common shares held directly.

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)
02/26/2026

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	02/27/2026		M		101,540	A	$0(1)	471,256	D
Common Shares	02/27/2026		F		56,152	D	$13.41	415,104	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	(2)	02/26/2026		A		370,036		(3)	(3)	Common Shares	370,036	$0	370,036	D
Restricted Stock Units	(1)	02/27/2026		M			101,540	(4)	(4)	Common Shares	101,540	$0	203,082	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 (the "Fourth A&R Omnibus Plan").

2. RSUs granted under the Fourth A&R Omnibus Plan convert into an equal number of common shares of Cushman & Wakefield Ltd.

3. On February 26, 2026, the reporting person was granted 370,036 RSUs which will vest and settle 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.

4. RSUs were granted on February 27, 2025 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:

	/s/ Noelle J. Perkins, attorney-in-fact	03/02/2026
	** 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 does Michelle MacKay’s latest Form 4 for CWK report?

The Form 4 reports equity compensation activity for CEO Michelle MacKay, including a grant of 370,036 restricted stock units and the conversion of 101,540 RSUs into common shares, with 56,152 shares disposed of to satisfy related tax obligations.

How many restricted stock units did the CWK CEO receive and how do they vest?

Michelle MacKay received 370,036 restricted stock units. These RSUs vest and settle in three substantially equal installments on each of the first three anniversaries of the February 26, 2026 grant date, subject to her continued employment on each vesting date.

What RSU conversions are disclosed in the Cushman & Wakefield Form 4?

The filing shows that 101,540 previously awarded restricted stock units converted into an equal number of Cushman & Wakefield common shares without payment of consideration, pursuant to the company’s Fourth Amended & Restated 2018 Omnibus Management Share and Cash Incentive Plan.

Why were 56,152 Cushman & Wakefield shares disposed of at $13.41?

The Form 4 indicates 56,152 common shares were disposed of at $13.41 per share to pay the exercise price or satisfy tax liabilities related to the RSU vesting, a tax-withholding disposition rather than an open-market sale by the CEO.

How many Cushman & Wakefield common shares does the CEO own after these transactions?

After the RSU conversion and tax-withholding disposition, CEO Michelle MacKay directly owns 415,104 Cushman & Wakefield common shares, according to the share balance reported following the February 27, 2026 transactions in the Form 4.

Under what plan were the CWK CEO’s RSUs granted and converted?

Both the grant of 370,036 restricted stock units and the conversion of 101,540 RSUs into common shares occurred under Cushman & Wakefield’s Fourth Amended & Restated 2018 Omnibus Management Share and Cash Incentive Plan, which governs these equity awards.