株探米国株
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________
FORM 6-K
__________________________
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the Month of August 2026
Commission File Number: 001-38303
__________________________
WPP plc
(Translation of registrant’s name into English)
__________________________
Sea Containers, 18 Upper Ground
London, United Kingdom, SE1 9GL
(Address of principal executive offices)
__________________________
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F  x                        Form 40-F  o






Explanatory Note
WPP plc (“the Company”) and certain of its subsidiaries, including WPP 2025 LLC, WPP Finance 2010, WPP 2005 Limited and WPP Jubilee Limited, may from time to time file registration statements for the registration of securities that may from time to time be offered by WPP Finance 2010 and WPP 2025 LLC or other subsidiaries of the Company with guarantees of WPP plc, WPP 2005 Limited and WPP Jubilee Limited and, to the extent so indicated in an applicable prospectus supplement or otherwise established following the offer and sale of a series of debt securities, guarantees of other entities. The information contained in this report on Form 6-K, including the Company's results for the six months ended 30 June 2026, is incorporated by reference into the Registration Statement on Form F-3 (File No. 333-294468) filed on March 19, 2026, by the Company, WPP 2005 Limited, WPP Finance 2010, WPP Jubilee Limited and WPP 2025 LLC.

Forward-Looking Statements

The Company may include forward-looking statements (including as defined in the U.S. Private Securities Litigation Reform Act of 1995) in oral or written public statements issued by or on behalf of the Company. These forward-looking statements may include, among other things, plans, objectives, beliefs, intentions, strategies, projections and anticipated future economic performance based on assumptions and the like that are subject to risks and uncertainties. These statements can be identified by the fact that they do not relate strictly to historical or current facts. They use words such as ‘aim’, ‘anticipate’, ‘believe’, ‘estimate’, ‘expect’, ‘forecast’, ‘guidance’, ‘intend’, ‘may’, ‘will’, ‘should’, ‘potential’, ‘possible’, ‘predict’, ‘project’, ‘plan’, ‘target’, and other words and similar references to future periods but are not the exclusive means of identifying such statements. As such, all forward-looking statements involve risk and uncertainty because they relate to future events and circumstances that are beyond the control of the Company. Actual results or outcomes may differ materially from those discussed or implied in the
forward-looking statements. Therefore, you should not rely on such forward-looking statements, which speak only as of the date they are made, as a prediction of actual results or otherwise. Important factors which may cause actual results to differ include but are not limited to: the unanticipated loss of a material client or key personnel; delays, suspensions or reductions in client advertising budgets; shifts in industry rates of compensation; regulatory compliance costs or litigation; changes in competitive factors in the industries in which we operate and demand for the Company's products and services; changes in client advertising, marketing and corporate communications requirements; the Company's inability to realise the future anticipated benefits of acquisitions; failure to realise the Company's assumptions regarding goodwill and indefinite lived intangible assets; natural disasters or acts of terrorism; the Company’s ability to attract new clients; the economic and geopolitical impact of conflicts; the risk of global economic downturn; slower growth, increasing interest rates and high and sustained inflation; tariffs and other trade barriers; supply chain issues affecting the distribution of the Company's clients’ products; technological changes and risks to the security of IT and operational infrastructure, systems, data and information resulting from increased threat of cyber and other attacks; effectively managing the risks, challenges and efficiencies presented by using Artificial Intelligence (AI) and Generative AI technologies and partnerships in the Company's business; risks related to the Company's environmental, social and governance goals and initiatives, including impacts from regulators and other stakeholders, and the impact of factors outside of the Company's control on such goals and initiatives; the Company’s exposure to changes in the values of other major currencies (because a substantial portion of its revenues are derived and costs incurred outside of the UK); and the overall level of economic activity in the Company’s major markets (which varies depending on, among other things, regional, national and international political and economic conditions and government regulations in the world’s advertising markets). In addition, you should consider the risks described in Item 3D, captioned “Risk Factors” in the Company’s most recent Annual Report on Form 20-F, which could also cause actual results to differ from forward-looking information. Neither the Company, nor any of its directors, officers or employees, provides any representation, assurance or guarantee that the occurrence of any events anticipated, expressed or implied in any forward-looking statements will actually occur. Accordingly, no assurance can be given that any particular expectation will be met and investors are cautioned not to place undue reliance on the forward-looking statements.

Other than in accordance with its legal or regulatory obligations (including under the Market Abuse Regulation, the UK Listing Rules and the Disclosure and Transparency Rules of the Financial Conduct Authority), the Company undertakes no obligation to update or revise any such forward-looking statements, whether as a result of new information, future events or otherwise.



EXHIBIT INDEX
Exhibit No. Description
1
2
(i)
Unaudited condensed consolidated interim income statement for the six months ended 30 June 2026 and 2025
(ii)
Unaudited condensed consolidated interim statement of comprehensive (loss)/income for the six months ended 30 June 2026 and 2025
(iii)
Unaudited condensed consolidated interim cash flow statement for the six months ended 30 June 2026 and 2025
(iv)
Unaudited condensed consolidated interim balance sheet as at 30 June 2026 and 31 December 2025
(v)
Unaudited condensed consolidated interim statement of changes in equity for the six months ended 30 June 2026 and 2025
(vi) Notes to the unaudited condensed consolidated interim financial statements
101.INS Inline XBRL Instance Document*
101.SCH Inline XBRL Taxonomy Extension Schema Linkbase Document*
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document*
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document*
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document*
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document*
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)*
* Filed herewith        




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
WPP PLC
(Registrant)
Date: 6 August 2026 By: /s/ Balbir Kelly-Bisla
Balbir Kelly-Bisla
Company Secretary


EX-1 2 wpp2026interim6kex-1.htm EX-1 Document

Exhibit 1
Operating and Financial Review for the period ended 30 June 2026
Six months ended 30 June 2026 compared with six months ended 30 June 2025
Certain Non-GAAP measures included in this business overview and in the operating and financial review and prospects have been derived from amounts calculated in accordance with IFRS but are not themselves IFRS measures. They should not be viewed in isolation as alternatives to the equivalent IFRS measure, rather they should be read in conjunction with the equivalent IFRS measure. These include constant currency, like-for-like ("LFL"), headline operating profit, headline operating profit margin, headline PBIT (Profit Before Interest and Taxation), headline PBT (Profit Before Taxation), adjusted operating cash flow, adjusted free cash flow, adjusted net cash flow, adjusted net debt and average adjusted net debt, share of profit before interest and taxation of associates, share of adjusting items of associates, share of interest and non-controlling interests of associates, and share of taxation of associates, which we define, explain the use of and reconcile to the nearest IFRS measures as relevant. Refer to the Non-GAAP information section of this Exhibit 1 of Form 6-K.
Management believes that these measures are both useful and necessary to present herein because they are used by management for internal performance analyses; the presentation of these measures facilitates comparability with other companies, although management’s measures may not be calculated in the same way as similarly titled measures reported by other companies; and these measures are useful in connection with discussions with the investment community.
In the calculation of headline measures, judgement is required by management in determining which items are considered to be large, unusual and non-routine that are to be excluded.
The exclusion of certain adjusting items may result in headline measures being materially higher or lower than reported earnings, for example when significant impairments or restructuring charges are excluded but the related benefits are included within headline measures. Headline measures should not be considered in isolation as they provide additional information to aid the understanding of the Group’s financial performance.
Unless the context otherwise requires, the terms "Company", "Group", "Registrant", "we", "us", or "our" as used herein shall also mean WPP.
First half overview
Introduction
The Group's first-half performance is in line with our expectations. While legacy account losses continue to weigh, Q2 saw a further sequential improvement in LFL growth, highlighting the momentum we are building across the Company and demonstrating that our strategy to become the trusted growth partner for the world’s leading brands is beginning to deliver.

We are firmly on track with Phase 1 of our Elevate28 plan to stabilise the business. Our objective for the first half was to put in place the building blocks of the new organisational structure and this is now complete. We are successfully transitioning from a complex holding company to a single, integrated company - with four operating units across four regions, all underpinned by WPP Open, our agentic marketing platform, which enables and connects everything we do.

Organic growth remains our North Star. While the turnaround of our financial performance will take time to fully flow through, our strong new business wins and improved client retention, as well as progress on cost savings and portfolio actions, demonstrate that we are building a simpler, more competitive and higher-performing WPP.
Progress on Elevate28
Structural integration: launch of WPP Production, WPP Enterprise Solutions and unified WPP Creative
WPP has made significant progress in its transition from a holding company structure to a single, integrated operating model. Following the earlier consolidation of WPP Production, the company officially launched its unified, tech-powered WPP Enterprise Solutions unit on 1 July to capture high-growth demand for enterprise AI transformation. In addition, WPP Creative has restructured its legacy infrastructure into four regional P&Ls to enable greater interoperability and joint agency wins. Client delivery is now organised across four streamlined operating units, with common incentive models driving more effective cross-unit collaboration.


1


Technology advantage: scaling WPP Open, Open Intelligence and expanding frontier AI partnerships
WPP Open serves as WPP’s central operating platform, increasingly driving day-to-day workflows, automating high-volume creative, production and media activation. Open Intelligence, our AI-powered data layer, is being actively deployed, driving meaningful uplift in media performance for clients. In Q2, we expanded key strategic technology and data partnerships with Google, Meta, and AWS to integrate advanced predictive and generative AI tools directly into the platform. These integrations, including a predictive Cultural Intelligence Engine developed with Google Cloud, are already deployed in-market to help clients act ahead of shifting consumer trends.

Commercial momentum: new business success and enhanced retention
WPP's unified, tech- and data-enabled proposition has driven strong momentum in new business. Key first-half wins include consolidated mandates for The Estée Lauder Companies, Henkel, and Wendy's, alongside major integrated regional assignments in Latin America, Europe and Asia Pacific, as well as key retentions, including Skechers across multiple markets, Tesco in the UK and Central Europe, Huawei in China, L'Oréal in AUNZ, Uber in APAC and Deutsche Bahn in Germany.

Financial foundations: cost savings delivery and progress on asset disposals
We are on track to deliver £100m of in-year savings in 2026 as part of the broader Elevate28 programme targeting £500m in gross annualised cost savings by 2028, unlocking capital to support reinvestment into our primary growth engines. Furthermore, we have made progress on the rationalisation of our portfolio, with several non-core asset disposals. Based on activity to date we expect FY proceeds from disposal-related activity of over £200m. We continue to make progress on further potential asset disposals and will provide updates as appropriate.
Review of Group results from operations
Revenue
Revenue in the first half of 2026 was £6,373m, down by 4.4%, from £6,663m in the first half of 2025. Revenue by region is provided in Note 2 in Exhibit 2.
Costs of services, general and administrative costs
Costs of services decreased by 4.4% in the first half of 2026 to £5,568m from £5,826m in the first half of 2025. General and administrative costs decreased by 11.7% in the first half of 2026 to £544m from £616m in the first half of 2025.
Operating profit
Reported operating profit was £261m (H1 2025: £221m) at a reported operating profit margin of 4.1% (H1 2025: 3.3%) with the increase primarily due to lower impairment charges compared to prior period. There were no goodwill charges in the period (H1 2025: £116m). This was partially offset by reduced revenue in the first half by £290m and amortisation and impairment of acquired intangible assets of £26m (H1 2025: £32m) and property-related impairment charges of £22m (H1 2025: £5m). There were also restructuring costs of £83m (H1 2025: £40m), of which £59m is related to new Elevate28 charges and £24m is related to historical programmes, which reflects an expected ramp down of the prior period charges (H1 2025: £40m).
Headline operating profit was £398m (H1 2025: £412m), at a headline operating profit margin of 8.4% (H1 2025: 8.2%), 0.2 points higher on both a reported and LFL basis. This reflects a decrease in staff costs, including lower headline severance costs, and the impact of cost savings, which has offset the decline in revenue in the period (LFL decline of 3.2%).

Staff costs of £3,469m were down 5.9% compared to the prior period (H1 2025: £3,685m), due to a reduction in headcount associated with prior year cost actions as well as Elevate28 restructuring activity. There has also been lower headline severance costs in the period, which were £44m (H1 2025: £86m). This is offset by a rebuilding of our incentive pool with an increase in incentives which were £130m, up 120.3% compared to the prior period (H1 2025: £59m).

The average number of people in the Group in the first half was 97,490 compared to 105,958 in H1 2025. The total number of people as at 30 June 2026 was 97,388 compared to 104,083 as at 30 June 2025 and 98,655 as at 31 December 2025, which is a 1.3% reduction since the start of the year.

Establishment costs of £199m were down 9.1% compared to the prior period (H1 2025: £219m) driven by ongoing rationalisation of our property portfolio and consolidation of leases. IT costs of £319m were down 6.2% due to savings from Enterprise Technology costs, offset by stable spending on client technology, representing our continuing investment in WPP
2


Open, AI and data. Personal costs of £83m were down 15.3% driven by efficiencies in discretionary spend, and other operating expenses of £277m were broadly flat compared to the prior period.
Net finance costs
Net finance costs, defined as finance and investment income less finance cost (including the revaluation and retranslation of financial instruments), were £169m (H1 2025: £140m), including net charges of £34m (H1 2025: £11m) relating to the revaluation and retranslation of financial instruments.
Tax
The effective tax rate was 65.1% (H1 2025: 28.6%). The effective tax rate in the first half is higher than the prior corresponding period primarily due to a non-recurring benefit of credits from the successful resolution of a tax matter in the prior period.
Earnings per share (“EPS”) and dividend

Reported diluted EPS was 1.7p (H1 2025: 4.0p), a decrease of 57.5% due to higher reported net finance costs and a higher reported effective tax rate, partially offset by higher reported operating profit.

For 2026, the Board is declaring an interim dividend of 7.5p (H1 2025: 7.5p). The record date for the interim dividend is 9 October 2026, and the dividend will be payable on 2 November 2026.

Segmental and Regional Review

The following table gives details of revenue for our reportable segment, as well as like-for-like percentage changes from the corresponding prior year period, for the first half of 2026. Revenue, headline operating and reported profit by segment and region is provided in Note 2 in Exhibit 2.

Reported
Revenue
change
Revenue
Like-for-like
change
Global Integrated Agencies %
%
H1 2026 (4.4) % (3.2) %
Cash Flow and Balance Sheet
The Group's unaudited condensed consolidated interim cash flow statement, balance sheet and notes as at 30 June 2026 are provided in Exhibit 2.
Reported net cash outflow from operating activities decreased to £660m (H1 2025: £1,036m outflow) due to the increase in reported operating profit and a lower working capital outflow. See Note 6 which appears in Exhibit 2 and the Non-GAAP information section within this exhibit for a reconciliation of adjusted operating cash flow, adjusted free cash flow and adjusted net cash flow.
Adjusted operating cash outflow was £498m (H1 2025: £985m). The main driver of the lower cash outflow period on period was the £541m lower working capital outflow, slightly offset by higher non-headline cash items to £77m (H1 2025: £35m). Working capital was a net outflow of £807m (H1 2025: £1,348m), which includes a £180m benefit reflecting IFRS 9 amendments and also reflects the usual seasonality of client activity and timing of payments. Non-headline cash items includes £83m (H1 2025: £40m) of cash restructuring costs partially offset by £6m (H1 2025: £5m) of investment income received. Cash restructuring costs comprises £59m (H1 2025: nil) of Elevate28 costs and £24m (H1 2025: £40m) of hisotrical programme costs.
Adjusted free cash outflow was £725m, lower than prior period (H1 2025: £1,272m) predominantly due to lower adjusted operating cash outflow and lower tax payments. Adjusted net cash outflow of £790m (H1 2025: £1,491m) was lower than H1 2025 primarily due to higher disposal proceeds, lower acquisition payments (including for Barrows, MAP and Resolve) and lower share purchases.
As at 30 June 2026, the Group had total equity of £2,788m (31 December 2025: £2,772m).
Non-current assets of £10,904m were broadly flat (31 December 2025: £10,905m) with no significant changes in H1 2026.
3


Current assets of £12,671m decreased by £499m (31 December 2025: £13,170m), principally due to a decrease in cash and cash equivalents of £331m, and accrued income which decreased by £80m to £2,993m.
Current liabilities of £14,638m decreased by £197m (31 December 2025: £14,835m), principally due to trade and other payables which decreased by £829m, partially offset by an increase in current borrowings of £657m. The increase in current borrowings is due to €750m of 2.375% bonds maturing in May 2027 becoming current.
The decrease in accrued income and trade and other payables is primarily due to the seasonality of client activity and timing of payments, with the movement from December consistent with prior years.
Non-current liabilities of £6,149m (31 December 2025: £6,468m) decreased due to lower non-current borrowings, which is primarily due to €750m of 2.375% bonds becoming current, partially offset by the issuance of US$600m of 6.5% bonds. Further details on bond activity is below.
Recognised within total equity, other comprehensive income of £39m (H1 2025: £304m loss) for the period includes a £48m gain (H1 2025: £359m loss) for foreign exchange differences on translation of foreign operations, and a £13m loss (H1 2025: £88m gain) on the Group’s net investment hedges.
Summarised financial information about Guarantors and Issuers of Guaranteed Securities
As at 30 June 2026, WPP Finance 2010 had in issue $93 million ($28 million was repaid in 2018 and $179 million was repaid in 2019 from the $300 million initially issued) of 5.125% bonds due September 2042, with WPP plc as parent guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors.

At 30 June 2026, WPP Finance 2010 had in issue $220 million ($50 million was repaid in 2018 and $230 million was repaid in 2019 from the $500 million initially issued) of 5.625% bonds due November 2043, with WPP plc as parent guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors.

At 30 June 2026, WPP 2025 LLC had in issue $600 million of 6.5% bonds due March 2036, with WPP plc as parent guarantor and WPP Jubilee Limited and WPP 2005 Limited as subsidiary guarantors.

In the event that WPP Finance 2010 or WPP 2025 LLC fail to pay the holders of the securities, thereby requiring WPP plc, WPP Jubilee Limited or WPP 2005 Limited to make payment pursuant to the terms of their full and unconditional, and joint and several guarantee of those securities, there is no impediment to WPP plc, WPP Jubilee Limited or WPP 2005 Limited obtaining reimbursement for any such payments from WPP Finance 2010 and WPP 2025 LLC.

Basis of Presentation

The summarised financial information below is presented on a combined basis with intercompany balances and transactions between entities in the obligor group eliminated. Investments in and equity in the earnings of our non-guarantor subsidiaries, which are not members of the obligor group, have been excluded from the summarised financial information. The obligor group’s amounts due to, amounts due from and transactions with non-guarantor subsidiaries have been presented in separate line items, if they are material to the obligor financials.

The issuers and guarantors of the applicable bonds (issuers and subsidiary guarantors are 100% owned by WPP plc) are consolidated subsidiaries of WPP plc and are each subject to the reporting requirements under section 15(d) of the Securities Exchange Act of 1934. The summarised financial information is prepared in accordance with IFRS as issued by the IASB and is intended to provide investors with meaningful financial information, and is provided pursuant to the adoption of Rule 13-01 of Regulation S-X which allows for alternative financial disclosures or narrative disclosures in lieu of the separate financial statements of WPP Finance 2010, WPP 2025 LLC and the guarantors. The financial information presented is that of the issuers and guarantors of the guaranteed security, and the financial information of non-issuer and non-guarantor subsidiaries has been excluded.

4


Summarised income statement information for WPP Finance 2010 (issuer), WPP plc (parent guarantor) and Applicable Subsidiary Guarantors (the “obligor group”)
For the
six months ended
30 June 2026
£m
Revenue — 
Costs of services — 
Gross profit — 
Administrative income due from non-guarantors
144 
Earnings from associates - after interest and tax — 
Finance and investment income from non-guarantors 126 
Finance costs to non-guarantors (365)
Loss for the period1
(303)
1 Due to limited disclosure requirements, Loss for the period does not represent the balance of individual items disclosed in the table.

Summarised balance sheet information for WPP Finance 2010 (issuer), WPP plc (parent guarantor) and Applicable Subsidiary Guarantors (the “obligor group”)
At 30 June 2026
£m
Due from Non-Guarantors-long term 2,896 
Non-current assets 3,350 
Due from Non-Guarantors-short term 1,155 
Current assets 1,311 
Due to Non-Guarantors-short term (15,892)
Current Liabilities (16,037)
Due to Non-Guarantors-long term — 
Non-current liabilities (456)

Summarised income statement information for WPP 2025 LLC (issuer), WPP plc (parent guarantor) and Applicable Subsidiary Guarantors (the “obligor group”)
For the
six months ended
30 June 2026
£m
Revenue — 
Costs of services — 
Gross profit — 
Administrative income due from non-guarantors
144 
Earnings from associates - after interest and tax — 
Finance and investment income from non-guarantors 125 
Finance costs to non-guarantors (371)
Loss for the period1
(305)
1 Due to limited disclosure requirements, Loss for the period does not represent the balance of individual items disclosed in the table.

5


Summarised balance sheet information for WPP 2025 LLC (issuer), WPP plc (parent guarantor) and Applicable Subsidiary Guarantors (the “obligor group”)
At 30 June 2026
£m
Due from Non-Guarantors-long term 3,356 
Non-current assets 3,810 
Due from Non-Guarantors-short term 1,129 
Current assets 1,286 
Due to Non-Guarantors-short term (16,106)
Current Liabilities (16,256)
Due to Non-Guarantors-long term — 
Non-current liabilities (671)

WPP 2025 LLC has entered into an internal support arrangement with its parent company pursuant to which the parent company has agreed to make certain payments on behalf of WPP 2025 LLC to satisfy its obligations under the indenture governing the applicable bond. This arrangement was established primarily for administrative and operational reasons, including the facilitation of payments. While the arrangement provides economic support, it does not confer enforcement rights on holders of the applicable bond against the parent company and is not reflected as a guarantee.

6


NON-GAAP INFORMATION
As introduced on page 1, the following are the Group’s Non-GAAP performance measures.
The Group presents alternative performance measures, including constant currency, like-for-like, headline operating profit, headline operating profit margin, headline profit before interest and tax, headline profit before tax, adjusted net debt and average adjusted net debt, adjusted operating cash flow, adjusted free cash flow, adjusted net cash flow, share of profit before interest and taxation of associates, share of adjusting items of associates, share of interest and non-controlling interests of associates, and share of taxation of associates. They are used by management for internal performance analyses. The presentation of these measures facilitates comparability with other companies, although management’s measures may not be calculated in the same way as similarly titled measures reported by other companies, and these measures are useful in connection with discussions with the investment community.

In the calculation of headline measures, judgment is required by management in determining which items are considered to be large, unusual and non-recurring to be excluded.

The exclusion of certain adjusting items may result in headline measures being materially higher or lower than reported earnings, for example when significant impairments or restructuring charges are excluded but the related benefits are included within headline measures. Headline measures should not be considered in isolation as they provide additional information to aid the understanding of the Group’s financial performance.
Constant currency
These condensed consolidated interim financial statements are presented in pounds sterling. However, the Group’s significant international operations give rise to fluctuations in foreign exchange rates. To neutralise foreign exchange impact and illustrate the underlying change in revenue and profit from one period to the next, the Group has adopted the practice of discussing results in both reportable currency (local currency results translated into pounds sterling at the prevailing foreign exchange rate) and constant currency.
The Group uses US dollar-based, constant currency models to measure performance across all jurisdictions. These are calculated by applying budgeted 2026 exchange rates to local currency reported results for the current and prior year, which excludes any variances attributable to foreign exchange rate movements.
Like-for-like
Management also believes that discussing like-for-like contributes to the understanding of the Group’s performance and trends because it allows for meaningful comparisons of the current period to that of prior periods.
Like-for-like comparisons are calculated as follows: current year, constant currency actual results (which include acquisitions from the relevant date of completion) are compared with prior year, constant currency actual results, adjusted to include the results of acquisitions and disposals.
The following table reconciles reported revenue growth for the six months ended 30 June 2026 and 2025, including like-for-like revenue growth for the same periods.
Revenue Six months
ended
30 June
£m %
2025 Reported
6,663
Impact of exchange rate changes (73) (1.1) %
Impact of acquisitions and disposals (7) (0.1) %
Like-for-like growth (210) (3.2) %
2026 Reported 6,373  (4.4) %
Headline operating profit
Headline operating profit is one of the measures that management uses to assess the performance of the business.

Headline operating profit is calculated as operating profit before gains/losses on disposal of investments and subsidiaries, gains/losses on disposal of property, goodwill impairment, impairment of investments in associates, amortisation and impairment of acquired intangible assets, other impairment charges, restructuring costs, property-related restructuring costs, other transaction costs, and other legal provision charges/gains.
7


Adjustments to operating profit described above are included in costs of services and general administrative costs as provided in Note 3 of the unaudited condensed consolidated interim financial statements, which appears in Exhibit 2, and are components of operating profit.
A tabular reconciliation of profit before taxation to headline operating profit is provided in Note 11 of the unaudited condensed consolidated interim financial statements, which appears in Exhibit 2.

Headline PBIT
Headline PBIT is one of the metrics that management uses to assess the performance of the business.
Headline PBIT is calculated as profit before net finance costs, taxation, gains/losses on disposal of investments and subsidiaries,
gains/losses on disposal of property, goodwill impairment, impairment of investments in associates, amortisation and impairment of acquired intangible assets, other impairment charges, restructuring costs, property-related restructuring costs, other transaction costs, and legal provision charge/(gains) and share of adjusting and other items for associates.

A tabular reconciliation of profit before taxation to headline PBIT is shown below.
Six months ended
30 June 2026
Six months ended
30 June 2025
£m £m
Profit before taxation 106  98 
Finance and investment income (39) (49)
Finance costs 174  178 
Revaluation and retranslation of financial instruments 34  11 
Profit before interest and taxation 275  238 
Goodwill impairment —  116 
Impairment of investments in associates
— 
Property-related impairment charges 22 
Amortisation and impairment of acquired intangible assets 26  32 
Restructuring costs1
83  40 
Losses/(gains) on disposal of investments and subsidiaries (2)
Headline PBIT 412  429 
1 Prior year comparative has been re-presented to include Property-related restructuring costs excluding impairment, that was previously presented separately.
Headline PBT
Headline PBT is one of the metrics that management uses to assess the performance of the business.
Headline PBT is calculated as profit before taxation, gains/losses on disposal of investments and subsidiaries, gains/losses on
disposal of property, goodwill impairment, impairment of investments in associates, amortisation and impairment of acquired
intangible assets, other impairment charges, restructuring costs, property-related restructuring costs, other transaction costs, legal provision charges/(gains), share of adjusting and other items of associates, and revaluation and retranslation of financial instruments.
A tabular reconciliation of profit before taxation to headline PBT is shown below.

8



Reconciliation of profit before taxation to headline PBT:
Six months ended
30 June 2026
Six months ended
30 June 2025
£m £m
Profit before taxation
106  98 
Goodwill impairment
—  116 
Impairment of investments in associates
— 
Amortisation and impairment of acquired intangible assets
26  32 
Property-related impairment charges 22 
Restructuring costs1
83  40 
Losses/(gains) on disposal of investments and subsidiaries (2)
Revaluation and retranslation of financial instruments
34  11 
Headline PBT
277  300 
1 Prior year comparative has been re-presented to include Property-related restructuring costs excluding impairment, that was previously presented separately.

Headline PBT is a metric that management use to assess the performance of the business.

Adjusted operating cash flow, Adjusted free cash flow and Adjusted net cash flow

Management believes adjusted operating cash flow is a target that can be translated into targets for operating business units that do not have direct control of items which influence adjusted free cash flow, such as the Group effective tax rate and leverage, and is meaningful to investors as a measure of the degree to which headline operating profit is converted into cash after the cost of leased operating assets, investment in capital expenditure, and working capital.

Adjusted operating cash flow is calculated as cash used in/generated by operations plus investment income received, and share option proceeds, less repayment of lease liabilities, interest paid on lease liabilities, and purchases of property, plant and equipment and purchases of intangible assets.

The Group bases its internal cash flow objectives on adjusted free cash flow. Management believes adjusted free cash flow is meaningful to investors because it is the measure of the Company’s funds available for acquisition related payments, dividends to shareholders, share repurchases and debt repayment. The purpose of presenting adjusted free cash flow is to indicate the ongoing cash generation within the control of the Group after taking account of the necessary cash expenditures of maintaining the capital and operating structure of the Group (in the form of payments of interest, corporate taxation and capital expenditure). This computation may not be comparable to that of similarly titled measures presented by other companies.

Adjusted free cash flow is calculated as cash used in/generated by operations plus dividends received from associates, interest received, investment income received, and share option proceeds, less corporation and overseas tax paid, interest and similar charges paid, dividends paid to non-controlling interests in subsidiary undertakings, repayment of lease liabilities, interest paid on lease liabilities, contingent and deferred consideration liability payments and purchases of property, plant and equipment and purchases of intangible assets.

Adjusted net cash flow is meaningful to investors because it is the measure of the Group’s funds available for debt repayment or to increase cash on hand after acquisition related payments, dividends to shareholders and share repurchases. The purpose of presenting adjusted net cash flow is to indicate the ongoing cash generation within the control of the Group after taking account of the necessary cash expenditures of maintaining the capital and operating structure of the Group (in the form of payments of interest, corporate taxation, and capital expenditure) and after acquisitions, dividend payments to shareholders and share repurchases.

Adjusted net cash flow is calculated as adjusted free cash flow (as defined above) plus disposal proceeds, less net initial
acquisition payments, dividends and share purchases.
9


A tabular reconciliation of cash used by operations to adjusted operating cash flow, adjusted free cash flow and adjusted net cash flow is as follows:
Six months ended
30 June 2026
Six months ended
30 June 2025
£m £m
Net cash outflow from operating activities (660) (1,036)
Corporation and overseas tax paid
120  168 
Interest paid on lease liabilities
47  50 
Other interest and similar charges paid
129  117 
Interest received
(44) (24)
Investment income
(6) (5)
Dividends from associates
(26) (15)
Contingent consideration liability payments recognised in operating activities 13 
Cash used by operations (435) (732)
Purchase of property, plant and equipment (34) (42)
Purchase of intangible assets
(51) (46)
Repayment of lease liabilities
(117) (120)
Interest paid on lease liabilities (47) (50)
Investment income
IFRS 9 amendments impact to working capital 180  — 
Adjusted operating cash flow (498) (985)
Corporation and overseas tax paid
(120) (168)
Other interest and similar charges paid (129) (117)
Interest received 44  24 
Dividends from associates 26  15 
Contingent consideration liability payments
(14) (15)
Dividends paid to non-controlling interests in subsidiary undertakings
(34) (26)
Adjusted free cash flow (725) (1,272)
Net disposal proceeds 64 
Net initial acquisition payments (109) (133)
Share purchases (20) (92)
Adjusted net cash flow (790) (1,491)


Adjusted net debt and Average adjusted net debt

Management believes that adjusted net debt and average adjusted net debt are appropriate and meaningful measures of the debt levels within the Company. Adjusted net debt at a period end is defined as cash and cash equivalents, bank overdrafts and borrowings due within one year, borrowings due after one year and derivative financial instruments hedging debt items.
£ million
30 June 20261
31 December 2025
30 June 2025
Cash and cash equivalents 2,363  2,694  1,437 
Borrowings due within one year (1,479) (822) (936)
Borrowings due after one year (3,866) (4,114) (3,845)
Derivative financial instruments
47  75  83 
Adjusted net debt (2,935) (2,167) (3,261)
Average adjusted net debt (3,304) (3,404) (3,383)
1 The Group adopted the IFRS 9 amendments effective 1 January 2026. This increased cash and cash equivalents and reduced adjusted net debt by £180 million as at 1 January 2026. Refer to Note 1 Basis of preparation for further details. As at 30 June 2026, the impact of the amendments was that cash and cash equivalents were higher and adjusted net debt was lower by £125 million. The 12-month rolling average adjusted net debt as at 30 June 2026 was £114 million lower, calculated by applying the IFRS 9 amendments for the period 1 July 2025 to 30 June 2026.

Adjusted net debt excludes lease liabilities, contingent and deferred consideration liabilities in respect of the Group’s mergers and acquisitions activities. Average adjusted net debt is calculated as the average of the Group’s monthly adjusted net debt. Average adjusted net debt for 30 June 2026 and 30 June 2025 represents the average for the twelve month period ended 30 June 2026 and 30 June 2025 respectively. Average adjusted net debt for 31 December 2025 represents the average for the twelve month period ended 31 December 2025.
10


Components of earnings from associates
Management reviews the 'earnings from associates' by assessing the underlying component movements including share of profit before interest and taxation of associates, share of adjusting and other items of associates, share of interest and non-controlling interests of associates, and share of taxation of associates, which are derived from the income statements of the associate undertakings. Management applies consistent principles in determining items adjusted from headline profit, as with subsidiaries.
The following table is an analysis of 'earnings from associates'and underlying component movements:
Six months ended
30 June 2026
Six months ended
30 June 2025
£m £m
Share of profit before interest and taxation of associates 17  19 
Share of adjusting and other items of associates
—  — 
Share of interest and non-controlling interests of associates
Share of taxation of associates (5) (5)
Earnings from associates
14  17 








11

Exhibit 2
Unaudited Condensed Consolidated Interim Financial Statements of WPP plc
Unaudited condensed consolidated interim income statement
for the six months ended 30 June 2026 and 2025
Notes Six months ended 30 June 2026
Six months ended 30 June 2025
£m £m
Revenue 2 6,373  6,663 
Costs of services 3 (5,568) (5,826)
Gross profit 805  837 
General and administrative costs 3 (544) (616)
Operating profit 261  221 
Earnings from associates 14  17 
Profit before interest and taxation 275  238 
Finance and investment income 39  49 
Finance costs (174)
 
(178)
Revaluation and retranslation of financial instruments (34) (11)
Profit before taxation 2 106  98 
Taxation (69) (28)
Profit for the period 37  70 
Attributable to:
Equity holders of the parent 19  44 
Non-controlling interests 18  26 
37  70 
Earnings per share
Basic earnings per ordinary share 5 1.8 p 4.1 p
Diluted earnings per ordinary share 5 1.7 p 4.0 p















Note
The accompanying notes form an integral part of this unaudited condensed consolidated interim income statement.
1


WPP plc
Unaudited condensed consolidated interim statement of comprehensive income
for the six months ended 30 June 2026 and 2025
Six months ended
30 June 2026
Six months ended
30 June 2025
£m £m
Profit for the period 37  70 
Items that may be reclassified subsequently to profit or loss:
Foreign exchange differences on translation of foreign operations 48  (359)
(Loss)/gain on net investment hedges (13) 88 
Cash flow hedges:
Fair value (loss)/gain arising on hedging instruments (15) 19 
Amounts reclassified to profit or loss 8  (46)
(Loss)/gain on costs of hedging (3) 3 
25  (295)
Items that will not be reclassified subsequently to profit or loss:
Movements on equity investments held at fair value through other comprehensive income 14  (9)
14  (9)
Other comprehensive income/(loss) for the period 39  (304)
Total comprehensive income/(loss) for the period 76  (234)
Attributable to:
Equity holders of the parent 57  (248)
Non-controlling interests 19  14 
76  (234)




















Note
The accompanying notes form an integral part of this unaudited condensed consolidated interim statement of comprehensive income.
2


WPP plc
Unaudited condensed consolidated interim cash flow statement
for the six months ended 30 June 2026 and 2025
Notes
Six months ended
30 June 2026
Six months ended
30 June 2025
£m £m
Net cash outflow from operating activities1
(660) (1,036)
Investing activities
Acquisitions1
(67) (127)
Disposals of investments and subsidiaries
60  5 
Purchases of property, plant and equipment (34) (42)
Purchases of intangible assets
(51) (46)
Proceeds on disposal of property, plant and equipment 4  1 
Net cash outflow from investing activities (88) (209)
Financing activities
Principal elements of lease payments (117) (120)
Cash consideration for purchase of non-controlling interests (51) (7)
Share repurchases and buybacks
(20) (92)
Proceeds from borrowings
455  666 
Repayment of borrowings
  (418)
Net payment on borrowing related derivatives (4) (26)
Financing and share issue costs (7)  
Dividends paid to non-controlling interests in subsidiary undertakings (34) (26)
Net cash inflow/(outflow) from financing activities 222  (23)
Net decrease in cash and cash equivalents (526) (1,268)
Foreign exchange translation of cash and cash equivalents
(4) (31)
Cash and cash equivalents at beginning of period, prior to restatement for IFRS 9 amendments 2,526  2,467 
Adjustment on initial application of amendments to IFRS 9 on 1 January 2026 180 
Cash and cash equivalents at beginning of period, restated for IFRS 9 amendments 2,706 
Cash and cash equivalents at end of period 7 2,176  1,168 













Note
The accompanying notes form an integral part of this unaudited condensed consolidated interim cash flow statement.
1Contingent consideration liability payments in excess of the amount determined at acquisition are recorded as operating activities.

3


WPP plc
Unaudited condensed consolidated interim balance sheet
as at 30 June 2026 and 31 December 2025
Notes 30 June 2026 31 December 2025
£m £m
Non-current assets
Goodwill 7,044  6,946 
Other intangible assets
746  734 
Property, plant and equipment 676  724 
Right-of-use assets 1,268  1,317 
Interests in associates 197  231 
Other investments 328  334 
Deferred tax assets 304  292 
Corporate income tax recoverable 70  55 
Trade and other receivables 271  272 
10,904  10,905 
Current assets
Corporate income tax recoverable 131  124 
Trade and other receivables 7,184  7,279 
Accrued income and unbilled media
2,993  3,073 
Cash and cash equivalents 7 2,363  2,694 
12,671  13,170 
Current liabilities
Trade and other payables (12,580) (13,409)
Corporate income tax payable (180) (221)
Lease liabilities (228) (223)
Borrowings 7 (1,479) (822)
Provisions for liabilities and charges
(171) (160)
(14,638) (14,835)
Net current liabilities (1,967) (1,665)
Non-current liabilities
Borrowings 7 (3,866) (4,114)
Trade and other payables (195) (208)
Deferred tax liabilities (148) (146)
Employee benefit obligations
(127) (128)
Provisions for liabilities and charges
(204) (199)
Lease liabilities (1,609) (1,673)
(6,149) (6,468)
Net assets 2,788  2,772 
Equity
Called-up share capital 109  109 
Share premium account 579  579 
Other reserves (32) (12)
Own shares (190) (188)
Retained earnings 2,136  2,052 
Equity shareholders’ funds 2,602  2,540 
Non-controlling interests 186  232 
Total equity 2,788  2,772 



Note
The accompanying notes form an integral part of this unaudited condensed consolidated interim balance sheet.

4


WPP plc
Unaudited condensed consolidated interim statement of changes in equity
for the six months ended 30 June 2026 and 2025
Called-up
share
capital
Share
premium
account
Other
reserves
Own
shares
Retained
earnings1
Total equity
shareholders’
funds
Non-
controlling
interests
Total
£m £m £m £m £m £m £m £m
Balance at 1 January 2025 109  579  151  (191) 2,827  3,475  259  3,734 
Profit for the period —  —  —  —  44  44  26  70 
Other comprehensive loss —  —  (282) —  (10) (292) (12) (304)
Total comprehensive (loss)/income     (282)   34  (248) 14  (234)
Dividends paid —  —  —  —  —  —  (26) (26)
Non-cash share-based incentive plans (including share options) —  —  —  —  41  41  —  41 
Tax on share-based payments
—  —  —  —  (1) (1) —  (1)
Net movement in own shares held by ESOP Trusts —  —  —  (17) (75) (92) —  (92)
Net movement of liabilities in respect of put options
—  —  (9) —    (9) —  (9)
Net movement in non-controlling interests2
—  —  —  —  (2) (2) (3) (5)
Total transactions with owners     (9) (17) (37) (63) (29) (92)
Balance at 30 June 2025
109  579  (140) (208) 2,824  3,164  244  3,408 
Called-up
share
capital
Share
premium
account
Other
reserves
Own
shares
Retained
earnings1
Total equity
shareholders’
funds
Non-
controlling
interests
Total
£m £m £m £m £m £m £m £m
Balance at 1 January 2026 109  579  (12) (188) 2,052  2,540  232  2,772 
Profit for the period —  —  —  —  19  19  18  37 
Other comprehensive loss
—  —  24  —  14  38  1  39 
Total comprehensive income     24    33  57  19  76 
Dividends paid —  —  —  —  —  —  (34) (34)
Non-cash share-based incentive plans (including share options) —  —  —  —  49  49  —  49 
Net movement in own shares held by ESOP Trusts3
—  —  (51) (2) (17) (70) —  (70)
Net movement of liabilities in respect of put options
—  —  7  —  10  17  —  17 
Net movement in non-controlling interests2
—  —  —  —  9  9  (31) (22)
Total transactions with owners     (44) (2) 51  5  (65) (60)
Balance at 30 June 2026
109  579  (32) (190) 2,136  2,602  186  2,788 









Notes
The accompanying notes form an integral part of this unaudited condensed consolidated interim statement of changes in equity.

1Accumulated losses on existing equity investments held at fair value through other comprehensive income are £394 million at 30 June 2026 (31 December 2025: £408 million).
2Net movement in non-controlling interests represents movements in retained earnings and non-controlling interests arising from changes in ownership of existing subsidiaries and recognition of non-controlling interests on new acquisitions and derecognition of non-controlling interests on disposals of subsidiaries.
3 Net movement in own shares held by ESOP Trusts includes forward purchases of the WPP plc’s own shares.
5


Notes to the unaudited condensed consolidated interim financial statements
1. Basis of preparation

The unaudited condensed consolidated interim financial statements for the six months ended 30 June 2026 comply with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board (IASB), the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom’s Financial Conduct Authority and with the accounting policies of WPP plc and its subsidiaries (the Group), which were set out in the fiscal year 2025 Form 20-F.

On 1 January 2026 the Group adopted the amendments to IFRS 9 ‘Financial Instruments’, applying the modified retrospective approach. The impact to the interim financial statements on transition was a £180 million increase to both cash and cash equivalents and trade and other payables, due to the application of settlement date accounting. No other significant changes have been made to the Group’s accounting policies in the period ended 30 June 2026.

The tax charge for the Group is calculated in accordance with IAS 34, by applying management’s best estimate of the effective tax rate (excluding discrete items) expected to apply to total annual earnings, to the profit before tax for the six months ended 30 June 2026. This is then adjusted for certain discrete items which occurred in the interim period.

The unaudited condensed consolidated interim financial statements are prepared under the historical cost convention, except for the revaluation of certain financial instruments as disclosed in our accounting policies. The unaudited condensed consolidated interim financial statements for the six months to 30 June 2026 do not constitute statutory accounts. The statutory accounts for the year ended 31 December 2025, reported on by the Group’s auditor, have been delivered to the Jersey Registrar and received an unqualified auditors’ report.

Having considered the principal risks (as outlined in the fiscal year 2025 Form 20-F), the directors consider it appropriate to adopt the going concern basis of accounting in preparing these interim financial statements. In making this assessment, the directors have reviewed the results of latest cash flow forecasts and have considered the results of a reverse stress test to quantify the level of revenue less pass-through costs decline required to utilise all of the Group's liquidity headroom for at least a year from the date these interim financial statements are signed, taking into account debt maturities and cost mitigations. The likelihood of declines required to utilise all available headroom is considered remote. None of the Group's facilities have financial covenants.

The unaudited condensed consolidated interim financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group’s annual consolidated financial statements as at 31 December 2025.
The presentation currency of the Group is pounds sterling and the unaudited condensed consolidated interim financial statements have been prepared on this basis. The unaudited condensed consolidated interim income statement for the six months ended 30 June 2026 is prepared using, among other currencies, average exchange rates of US$1.35 to the pound (period ended 2025: US$1.30) and €1.15 to the pound (period ended 2025: €1.19). The unaudited condensed consolidated interim balance sheet as at 30 June 2026 has been prepared using the exchange rates on that day of US$1.33 to the pound (31 December 2025: US$1.37) and €1.16 to the pound (31 December 2025: €1.17).

6

Notes to the unaudited condensed consolidated interim financial statements (continued)
2. Segmental analysis
In February 2026, the Group announced an update to its operating structure that resulted in changes during the second quarter of 2026 to the information reviewed by the Chief Operating Decision Maker, the Group’s Chief Executive Officer, to assess performance and allocate resources. The Group’s organisational structure now brings together its Media, Creative (including Enterprise Solutions) and Production operating units on a market, regional and global scale.

Previously, the Group had three reportable segments: Global Integrated Agencies, Public Relations and Specialist Agencies. As a result of these changes, the reassessment of the Group’s operating segments and aggregation of those operating segments for financial reporting purposes was performed in the second quarter of 2026, in accordance with IFRS 8 ‘Operating Segments’. Where certain quantitative and qualitative criteria are met, IFRS 8 permits the aggregation of operating segments into reportable segments for disclosure in the Group’s financial statements. In determining the Group’s reportable segment, which includes the aggregation of operating segments, the Directors considered the similar economic characteristics of the operating segments, their shared client bases, the similar nature of their products or services, their long-term margins and the Group’s increasingly integrated operating model, amongst other factors.

From half year 2026, the Group is organised into a single reportable segment – Global Integrated Agencies, which comprises the aggregation of the Group’s Media, Creative and Production businesses. The Group’s geographical areas have also been reorganised. Prior year comparatives have been restated to reflect these changes. Substantially all of the Group’s revenue arises from contracts with customers.

Reported contribution of the Global Integrated Agencies segment was as follows:
Six Months Ended
30 June 2026
Six Months Ended
30 June 2025
(restated)1
£m £m
Revenue 6,373  6,663 
Headline operating profit2
398  412 
Adjusting items within IFRS operating profit2
(137) (191)
Financing items3
(169) (140)
Earnings from associates
14  17 
Reported profit before taxation 106  98 
Notes
1 Prior year comparatives have been restated to reflect the organisational changes outlined above.
2 A reconciliation from reported profit before taxation to headline operating profit is also provided in Note 11.
3 Financing items include finance and investment income, finance costs and revaluation and retranslation of financial instruments.
7

Notes to the unaudited condensed consolidated interim financial statements (continued)
2. Segmental analysis (continued)
Reported contributions by geographical area were as follows:
Six Months Ended
30 June 2026
Six Months Ended
30 June 2025
(restated)1
£m £m
Revenue2
North America3
2,374  2,537 
EMEA4
2,609  2,650 
APAC 1,099  1,188 
LATAM 291  288 
6,373  6,663 
Revenue less pass-through costs2,5
North America3
1,792  1,966 
EMEA4
1,965  2,037 
APAC 701  744 
LATAM 287  279 
Headline operating profit2,6
North America3
241  281 
EMEA4
117  92 
APAC 27  26 
LATAM 13  13 
398  412 
Adjusting items within IFRS operating profit6
(137) (191)
Financing items7
(169) (140)
Earnings from associates
14  17 
Reporting profit before tax 106  98 
Notes
1 The Group’s geographical areas have been reorganised. Prior year comparatives have been restated to reflect these changes.
2 Interregional transactions have not been separately disclosed as they are not material.
3 North America includes the US, which has revenue of £2,255 million (2025: £2,387 million), revenue less pass-through costs of £1,694 million (2025: £1,852 million) and headline operating profit of £225 million (2025: £264 million).
4 EMEA includes the United Kingdom, which has revenue of £954 million (2025: £1,011 million), revenue less pass-through costs of £705 million (2025: £749 million) and headline operating profit of £66 million (2025: £47 million).
5 Revenue less pass-through costs is revenue less media and other pass-through costs. Pass-through costs comprise fees paid to external suppliers where they are engaged to perform part or all of a specific project and are charged directly to clients, predominantly media costs. See Note 3 for more details.
6 A reconciliation from reported profit before taxation to headline operating profit is also provided in Note 11.
7 Financing items include finance and investment income, finance costs and revaluation and retranslation of financial instruments.
8

Notes to the unaudited condensed consolidated interim financial statements (continued)
3. Costs of services and general and administrative costs
Costs of services and general and administrative costs include:
Six Months Ended
30 June 2026
Six Months Ended
30 June 2025
£m £m
Staff costs1
3,469  3,685 
Establishment costs 199  219 
Media pass-through costs 1,306  1,279 
Other costs of services and general and administrative costs2
1,138  1,259 
6,112  6,442 
Notes
1 Additional staff costs of £51 million (2025: £4 million) are included within Restructuring costs below.
2 Other costs of services and general and administrative costs include £322 million (2025: £358 million) of other pass-through costs.


Other costs of services and general and administrative costs include the following significant items:
Six Months Ended
30 June 2026
Six Months Ended
30 June 2025
£m £m
Goodwill impairment   116 
Restructuring costs1
83  40 
Notes
1 Prior year comparative has been re-presented to include Property-related restructuring costs excluding impairment, that was previously presented separately.
Goodwill impairment
In the six months ended 30 June 2026, no impairment charges have been recognised (2025: £116 million). Following the changes to the Group’s operating structure described in Note 2, from the second quarter of 2026 goodwill is monitored by management at the level of WPP Media, WPP Production and WPP Creative.
Restructuring costs
Charges of £83 million (2025: £40 million) include £59 million relating to Elevate28 and £24 million relating to historical restructuring programmes (2025: £40 million).

4. Ordinary dividends

The Board has recommended an interim dividend of 7.5p (2025: 7.5p) per ordinary share. This is expected to be paid on 2 November 2026 to shareholders on the register at 9 October 2026. The Board recommended a final dividend of 7.5p per ordinary share in respect of 2025. This was paid on 3 July 2026.

5. Earnings per share ("EPS")
Basic EPS

The calculation of basic EPS is as follows:
Six Months Ended
30 June 2026
Six Months Ended
30 June 2025
Profit for the period attributable to equity holders of the parent (£ million)
19  44 
Weighted average number of shares used in basic EPS calculation (million)
1,077  1,077 
Basic EPS
1.8p 4.1p

9

Notes to the unaudited condensed consolidated interim financial statements (continued)
Diluted EPS

The calculation of diluted EPS is as follows:
Six Months Ended
30 June 2026
Six Months Ended
30 June 2025
Profit for the period attributable to equity holders of the parent (£ million)
19  44 
Weighted average number of shares used in diluted EPS calculation (million)
1,098  1,093 
Diluted EPS 1.7p 4.0p

A reconciliation between the shares used in calculating basic and diluted EPS is as follows:

Six Months Ended
30 June 2026
Six Months Ended
30 June 2025
£m £m
Weighted average number of shares used in basic EPS calculation
1,077  1,077 
Other potentially issuable shares 21  16 
Weighted average number of shares used in diluted EPS calculation
1,098  1,093 
At 30 June 2026 there were 1,091,394,251 (30 June 2025: 1,091,394,251) ordinary shares in issue, including 12,591,893 treasury shares (30 June 2025: 12,591,893).

10

Notes to the unaudited condensed consolidated interim financial statements (continued)
6. Analysis of cash flows
The following table analyses the net cash outflow from operating activities presented within the cash flow statement:
Net cash outflow from operating activities:
Six Months Ended
30 June 2026
Six Months Ended
30 June 2025
£m £m
Profit for the period 37  70 
Taxation 69  28 
Revaluation and retranslation of financial instruments 34  11 
Finance costs 174  178 
Finance and investment income (39) (49)
Earnings from associates
(14) (17)
Operating profit 261  221 
Adjustments for:
Non-cash share-based incentive plans (including share options) 49  41 
Depreciation of property, plant and equipment 66  82 
Depreciation of right-of-use assets 98  101 
Goodwill impairment   116 
Impairment of investments in associates
2   
Property-related impairment charges
22  5 
Amortisation and impairment of acquired intangible assets 26  32 
Amortisation of other intangible assets 24  20 
Losses/(gains) on disposal of investments and subsidiaries 4  (2)
Operating cash flow before movements in working capital and provisions 552  616 
Working capital outflow1
(1,001) (1,333)
Increase/(decrease) in provisions 14  (15)
Cash used by operations
(435) (732)
Corporation and overseas tax paid (120) (168)
Interest paid on lease liabilities (47) (50)
Other interest and similar charges paid (129) (117)
Interest received 44  24 
Investment income 6  5 
Dividends from associates 26  15 
Contingent consideration liability payments recognised in operating activities2
(5) (13)
Net cash outflow from operating activities (660) (1,036)
Notes
1 Prior year comparatives have been re-presented to reflect the aggregate working capital outflow, comprising trade receivables and accrued income, trade payables, other receivables and other payables.
2 Contingent consideration liability payments in excess of the amount determined at acquisition are recorded as operating activities.

7. Cash and cash equivalents and total borrowings
30 June 2026 31 December 2025
£m £m
Cash and cash equivalents as presented in the consolidated balance sheet 2,363  2,694 
Bank overdrafts (187) (168)
Cash and cash equivalents as presented in the consolidated cash flow statement 2,176  2,526 
Borrowings due within one year (excluding bank overdrafts) (1,292) (654)
Borrowings due after one year (3,866) (4,114)
Total borrowings (excluding bank overdrafts) (5,158) (4,768)
The Group estimates that the fair value of corporate bonds is £4,937 million at 30 June 2026 (31 December 2025: £4,595 million). In March 2026, WPP issued US$600 million of 6.5% senior notes, maturing in March 2036.
11

Notes to the unaudited condensed consolidated interim financial statements (continued)
8. Financial Instruments - fair value

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into levels 1 to 3 based on the degree to which the fair value is observable, or based on observable inputs:
Level 1 Level 2 Level 3 Total
£m £m £m £m
30 June 2026
Derivatives in designated hedge relationships
Derivative assets   60    60 
Derivative liabilities   (10)   (10)
Held at fair value through profit or loss
Money market funds 432      432 
Other investments 97    172  269 
Derivative assets   2    2 
Derivative liabilities   (5)   (5)
Contingent consideration liabilities
  (19) (46) (65)
Held at fair value through other comprehensive income
Trade and other receivables   496    496 
Other investments     59  59 
The fair values of financial assets and liabilities are based on quoted market prices where available. Where the market value is not available, the Group has estimated relevant fair values on the basis of available information from outside sources.

For all level 3 fair value measurements, a change to one or more of these unobservable inputs to reflect a reasonably possible alternative assumption would not result in a significant change to the fair value.

Reconciliation of level 3 fair value measurements:
Contingent consideration liabilities
Other
investments
£m £m
January 1, 2026 (39) 235 
Losses recognised in the income statement
(11) (21)
Gains recognised in other comprehensive income   14 
Exchange adjustments (1) 3 
Additions   3 
Disposals   (3)
Settlements 5   
30 June 2026 (46) 231 
12

Notes to the unaudited condensed consolidated interim financial statements (continued)
9. Acquisitions

Acquisition of Barrows

On 6 January 2026, WPP acquired 100% of the issued shares of Barrows North America Inc. (“Barrows”) from an associate of the Group, Retail Capital Holdings Ltd (“RCH”), for net consideration of £57 million, paid in January 2026. The goodwill recognised on acquisition was £52 million, which is attributable to anticipated synergies and will not be deductible for tax purposes. The Group continues to hold a 35% investment in RCH, and in January 2026, WPP received a special dividend of £19 million from RCH following the Barrows transaction.

10. Related party transactions

The Group enters into transactions with its associate undertakings. In the six months ended 30 June 2026, revenue of £70 million (2025: £73 million) was recognised in relation to Compas, an associate in the USA.

The following amounts were outstanding at 30 June 2026 and 31 December 2025.
30 June 2026
31 December 2025
£m £m
Amounts owed by related parties
65  105 
Amounts owed to related parties
(171) (126)

There are no material provisions for doubtful debts relating to these balances and no material expense has been recognised in the income statement in relation to bad or doubtful debts for the period ended 30 June 2026.

11. Reconciliation of profit before taxation to headline operating profit
Six Months Ended
30 June 2026
Six Months Ended
30 June 2025
£m £m
Profit before taxation 106  98
Finance and investment income
(39) (49)
Finance costs
174  178 
Revaluation and retranslation of financial instruments 34  11 
Profit before interest and taxation 275 238 
Earnings from associates
(14) (17)
Operating profit
261  221
Goodwill impairment
116
Impairment of investments in associates
2   
Property-related impairment charges 22  5 
Amortisation and impairment of acquired intangible assets
26  32 
Restructuring costs1
83  40 
Losses/(gains) on disposal of investments and subsidiaries
4  (2)
Headline operating profit
398  412 
Notes
1 Prior year comparative has been re-presented to include Property-related restructuring costs excluding impairment, that was previously presented separately.


12. Events after the reporting period

There were no events after the reporting period that require disclosure.
13