WPP plc Schedule 13G: Hotchkis and Wiley Capital Management, LLC reports beneficial ownership of 81,920,781 ordinary shares, representing 7.59% of the class as of 03/31/2026. The filing converts ADRs to ordinary share equivalents for the ownership calculation.
The filing shows 74,535,385 shares as to which HWCM has sole voting power and 81,920,781 shares as to which it has sole dispositive power. The securities are owned of record by HWCM clients; no single client is identified as owning more than 5% of the class.
Positive
None.
Negative
None.
Insights
Institutional stake disclosure confirms a sizable passive ownership position.
Hotchkis and Wiley Capital Management reports 81,920,781 ordinary shares (7.59%) as of 03/31/2026, with ADRs converted to underlying ordinary-share equivalents. The filing identifies sole voting power over 74,535,385 shares and sole dispositive power over 81,920,781.
As an adviser, HWCM states these shares are held for clients and no single client is known to hold >5% of the class. Subsequent filings would show any change in reported stake or voting/dispositive relationships.
Key Figures
Filing date / as of:03/31/2026Beneficial ownership:81,920,781 sharesPercent of class:7.59%+2 more
5 metrics
Filing date / as of03/31/2026ownership reporting date
Beneficial ownership81,920,781 sharesReported beneficial ownership of ordinary shares
Percent of class7.59%Percent of ordinary shares outstanding
Sole voting power74,535,385 sharesShares as to which HWCM has sole power to vote
Sole dispositive power81,920,781 sharesShares as to which HWCM has sole power to dispose
Key Terms
American Depositary Receipt (ADR), Schedule 13G, Beneficial ownership
3 terms
American Depositary Receipt (ADR)financial
"The number of shares reported includes shares represented by American Depositary Receipts (ADRs), each ADR representing five ordinary shares."
An American depositary receipt (ADR) is a certificate that represents shares of a foreign company's stock, allowing it to be traded easily on U.S. stock exchanges. Think of it as a way for investors to buy and sell parts of a company from another country without dealing with complex international transactions. ADRs make it simpler for Americans to invest in foreign companies while providing some protections and conveniences.
Schedule 13Gregulatory
"Item 1. (a) Name of issuer: WPP plc ... Form type: SCHEDULE 13G"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
WPP plc
(Name of Issuer)
Ordinary Shares
(Title of Class of Securities)
92937A102
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
92937A102
1
Names of Reporting Persons
Hotchkis and Wiley Capital Management, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
74,535,385.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
81,920,781.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
81,920,781.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.59 %
12
Type of Reporting Person (See Instructions)
IA
Comment for Type of Reporting Person: CUSIP Number: CUSIP number applies to the American Depositary Receipts (each representing five ordinary shares). No CUSIP has been assigned to the ordinary shares.
Items 5, 7, 9 and 11: The number of shares reported includes shares represented by American Depositary Receipts (ADRs), each ADR representing five ordinary shares. For purposes of calculating beneficial ownership, ADRs have been converted into their underlying ordinary share equivalents and aggregated with ordinary shares held directly. Accordingly, beneficial ownership is reported on the basis of total ordinary shares outstanding.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
WPP plc
(b)
Address of issuer's principal executive offices:
Sea Containers, 18 Upper Ground, London, United Kingdom SE1 9GL
Item 2.
(a)
Name of person filing:
Hotchkis and Wiley Capital Management, LLC
(b)
Address or principal business office or, if none, residence:
601 S. Figueroa Street, 39th Fl, Los Angeles, CA 90017
(c)
Citizenship:
Delaware
(d)
Title of class of securities:
Ordinary Shares
(e)
CUSIP Number(s):
92937A102
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
81,920,781
(b)
Percent of class:
7.59%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
74,535,385
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
81,920,781
(iv) Shared power to dispose or to direct the disposition of:
0
Item 4(a), (b), (c) : The number of shares reported includes shares represented by American Depositary Receipts (ADRs), each ADR representing five ordinary shares. For purposes of calculating beneficial ownership, ADRs have been converted into their underlying ordinary share equivalents and aggregated with ordinary shares held directly. Accordingly, beneficial ownership is reported on the basis of total ordinary shares outstanding.
Item 4(c): Note that certain of HWCM's clients have retained voting power over the Common Shares that they beneficially own. Accordingly, HWCM has the power to dispose of more Common Shares than it can vote.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The securities as to which this Schedule is filed by HWCM, in its capacity as investment adviser, are owned of record by clients of HWCM. Those clients have the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, such securities. No such client is known to have such right or power with respect to more than five percent of this class of securities.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Hotchkis and Wiley reports beneficial ownership of 81,920,781 ordinary shares, equal to 7.59% of WPP's class as of 03/31/2026. ADRs were converted into ordinary-share equivalents for this calculation.
Does Hotchkis and Wiley have voting power over the reported WPP shares?
Yes. The filing states HWCM has sole voting power over 74,535,385 shares and sole dispositive power over 81,920,781 shares, reflecting the adviser’s authority to direct dispositions while some clients retain voting rights.
Are the reported WPP shares owned by a single client of HWCM?
No. The securities are owned of record by HWCM clients and the filing states no client is known to have the right to dividends or sale proceeds for more than 5% of the class.
How does the filing treat American Depositary Receipts (ADRs)?
ADRs are converted into their underlying ordinary-share equivalents for the ownership calculation; each ADR in this filing represents five ordinary shares, and the totals aggregate ADR equivalents with ordinary shares.
