JOHNSTON NEIL O 4

What Happened

• Neil O. Johnston, EVP & Chief Financial Officer of Cushman & Wakefield Ltd. (CWK), had 146,337 shares issued on 2026-02-25 from the conversion/vesting of performance-based restricted stock units (reported as a derivative exercise). Of those, 58,141 shares were disposed at $13.76 per share to cover tax withholding, generating proceeds of $800,020. The remaining net shares acquired were 88,196.

Key Details

• Transaction date: 2026-02-25; Form 4 filed 2026-02-27 (appears timely).
• Acquired: 146,337 shares via conversion/vesting (transaction code M) at $0.00 per share.
• Disposed (tax withholding): 58,141 shares at $13.76 per share, total $800,020 (transaction code F).
• Net shares retained from the vesting: 88,196.
• Footnote: Vesting reflects performance-based restricted stock units earned for the 2023–2025 performance period under the Fourth Amended & Restated 2018 Omnibus Management Share and Cash Incentive Plan.
• No 10b5-1 plan or late-filing flag reported in the provided filing.

Context

• This was not an open-market purchase or discretionary sale for investment returns; it reflects standard vesting of performance awards with shares withheld/returned to the company to satisfy tax obligations (common practice, not necessarily a market sentiment signal).
• The Form lists the conversion as an exercise/conversion (M), but the footnote clarifies these were performance-based RSUs vesting rather than a cash exercise of stock options.