Tpg Gp A, Llc - May 22, 2024 Form 4 Insider Report for Cushman & Wakefield plc (CWK)

Role
Former 10% Owner
Signature
/s/ Bradford Berenson, General Counsel, TPG GP A, LLC (6)
Stock symbol
CWK
Transactions as of
May 22, 2024
Transactions value $
-$188,078,011
Form type
4
Date filed
5/24/2024, 04:28 PM
Previous filing
Mar 4, 2024
Next filing
May 29, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % Price $ Shares After Date Ownership Footnotes
transaction CWK Ordinary Shares -Sell -$188,078,011 -17,098,001 -100% $11.00 0 May 22, 2024 See Explanation of Responses F1, F2, F3, F4, F5

Tpg Gp A, Llc is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Entities owned by David Bonderman, James G. Coulter and Jon Winkelried own TPG GP A, LLC (together with Messrs. Bonderman, Coulter and Winkelried, the "Reporting Persons"), which is the managing member of each of (i) TPG Group Holdings (SBS) Advisors, LLC, which is the general partner of TPG Group Holdings (SBS), L.P., and (ii) Alabama Investments (Parallel) GP, LLC, which is the general partner of each of (a) Alabama Investments (Parallel), LP, (b) Alabama Investments (Parallel) Founder A, LP and (c) Alabama Investments (Parallel) Founder G, LP, which, collectively with TPG Group Holdings (SBS), L.P., Alabama Investments (Parallel), LP and Alabama Investments (Parallel) Founder A, LP, holds 100% of the shares of Class B common stock (which represents a majority of the combined voting power of the common stock) of TPG Inc.
F2 TPG Inc. is the sole member of TPG GPCo, LLC, which is the sole member of TPG Holdings II-A, LLC, which is the general partner of TPG Operating Group II, L.P., which is the sole member of TPG Holdings I-A, LLC, which is the general partner of TPG Operating Group I, L.P., which is the sole shareholder of TPG Asia GenPar VI Advisors, Inc., which is the general partner of TPG Asia GenPar VI, L.P.
F3 TPG Asia GenPar VI, L.P. is the managing member of TPG Asia VI SPV GP, LLC, which is the general partner of each of (i) TPG Drone Investment, L.P., which directly held Ordinary Shares ("Ordinary Shares") of Cushman & Wakefield plc (the "Issuer"), and (ii) TPG Drone Co-Invest, L.P. (together with TPG Drone Investment, L.P., the "TPG Funds"), which directly held Ordinary Shares.
F4 Because of the relationship between the Reporting Persons and the TPG Funds, the Reporting Persons may have been deemed to have beneficially owned the securities reported herein to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of the TPG Funds. Each Reporting Person and each of the TPG Funds disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's or such TPG Fund's pecuniary interest therein, if any.
F5 Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

Remarks:

(6) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. (7) Gerald Neugebauer is signing on behalf of Messrs. Bonderman, Coulter and Winkelried pursuant to the authorization and designation letters dated January 10, 2024, which were previously filed with the Securities and Exchange Commission.