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 ___

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ___

 

Note:  Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ___

 

Note:  Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

 

In connection with the provisions of the U.S. Private Securities Litigation Reform Act of 1995 (the ‘Reform Act’), the Company may include forward looking statements (as defined in the Reform Act) 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 impact of, epidemics or pandemics including restrictions on businesses, social activities and travel; the unanticipated loss of a material client or key personnel; delays 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 our products and services; changes in client advertising, marketing and corporate communications requirements; our inability to realise the future anticipated benefits of acquisitions; failure to realise our 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 the Russian invasion of Ukraine; the risk of global economic downturn, slower growth, increasing interest rates and high and sustained inflation; supply chain issues affecting the distribution of our 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; 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 2022 Annual Report on Form 20-F, which could also cause actual results to differ from forward-looking information. In light of these and other uncertainties, the forward-looking statements included in this document should not be regarded as a representation by the Company that the Company’s plans and objectives will be achieved. 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. 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 No.	Description
1	Results of AGM dated 17 May 2023, prepared by WPP plc.

 

 

 

 

FOR IMMEDIATE RELEASE

17 May 2023

 

 

  

Following its Annual General Meeting (AGM) held at 11.00am on Wednesday 17 May 2023, WPP plc (WPP) announces the results of the poll vote for each resolution set out in the Notice of AGM. The full text of the resolutions proposed at the AGM is included in WPP's Notice of AGM published on 23 March 2023, which is available on WPP's website at: www.wpp.com/investors.

  

Resolutions 1 to 18 were passed as ordinary resolutions and resolutions 19 to 21 were passed as special resolutions.

 

The following table shows the votes cast on each resolution:

 

Resolution	Total Votes  For	%	Total Votes Against	%	Total Votes Cast	Votes Withheld
1 Ordinary Resolution to receive the 2022 Annual Report and Accounts	898,177,452	99.53%	4,225,472	0.47%	902,402,924	864,265
2 Ordinary Resolution to declare a final dividend	901,095,636	99.77%	2,094,037	0.23%	903,189,673	78,809
3 Ordinary Resolution to approve the Compensation        Committee report	847,942,111	93.89%	55,150,578	6.11%	903,092,689	175,793
4 Ordinary Resolution to approve the Directors' Compensation Policy	827,195,868	91.60%	75,887,013	8.40%	903,082,881	185,601
5 Ordinary Resolution to elect Joanne Wilson as a Director	901,256,094	99.79%	1,876,823	0.21%	903,132,917	135,565
6 Ordinary Resolution to re-elect Angela Ahrendts DBE as a Director	837,679,667	92.75%	65,451,340	7.25%	903,131,007	137,475
7 Ordinary Resolution to re-elect Simon Dingemans as a Director	811,333,389	96.51%	29,341,021	3.49%	840,674,410	62,594,072
8 Ordinary Resolution to re-elect Sandrine Dufour as a Director	893,936,461	99.35%	5,828,789	0.65%	899,765,250	3,503,232
9 Ordinary Resolution to re-elect Tom Ilube CBE as a Director	895,836,363	99.19%	7,286,834	0.81%	903,123,197	145,285
10 Ordinary Resolution to re-elect Roberto Quarta as a Director	879,278,332	97.36%	23,853,000	2.64%	903,131,332	137,150
11 Ordinary Resolution to re-elect Mark Read as a Director	900,378,106	99.70%	2,750,146	0.30%	903,128,252	140,230
12 Ordinary Resolution to re-elect Cindy Rose OBE as a Director	896,465,480	99.26%	6,654,567	0.74%	903,120,047	148,435
13 Ordinary Resolution to re-elect Keith Weed CBE as a Director	898,194,742	99.45%	4,928,901	0.55%	903,123,643	144,839
14 Ordinary Resolution to re-elect Jasmine Whitbread as a Director	834,394,828	99.25%	6,283,012	0.75%	840,677,840	62,590,642
15 Ordinary Resolution to re-elect Dr. Ya-Qin Zhang as a Director	901,957,298	99.87%	1,168,514	0.13%	903,125,812	142,670
16 Ordinary Resolution to re-appoint Deloitte LLP as the auditor of the Company	864,899,886	95.89%	37,091,996	4.11%	901,991,882	1,276,600
17 Ordinary Resolution to authorise the Audit Committee, on behalf of the Board, to determine the auditor's remuneration	895,091,894	99.24%	6,855,678	0.76%	901,947,572	1,320,910
18 Ordinary Resolution to authorise the Directors to allot relevant securities	797,071,147	88.26%	106,048,306	11.74%	903,119,453	149,029
19 Special Resolution to authorise the Company to purchase its own shares	893,187,020	98.91%	9,834,807	1.09%	903,021,827	246,655
20 Special Resolution to authorise the Directors to allot equity securities wholly for cash	829,960,198	92.09%	71,241,282	7.91%	901,201,480	2,067,002
21 Special Resolution to authorise the disapplication of pre-emption rights	819,375,034	90.93%	81,682,379	9.07%	901,057,413	2,210,287

 

 

 

 

(1)  The "for" votes include those giving the Chairman discretion.

 

(2)  Total votes "for" and "against" are expressed as a percentage of the total votes cast.

 

(3)  A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes "for" or "against" a resolution.

 

(4)  Issued Share Capital (excluding Treasury Shares): 1,074,622,937 ordinary shares.

 

 

The above poll results will shortly be available on WPP's website at www.wpp.com/investors. In accordance with Listing Rule 9.6.2 a copy of the resolutions, other than those concerning ordinary business of the Company, will be submitted to the FCA and will in due course be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

 

 

Balbir Kelly-Bisla

Company Secretary

 

Further information 

Chris Wade, WPP +44 (0)20 7282 4600 

 

WPP is the creative transformation company. We use the power of creativity to build better futures for our people, planet, clients and communities. For more information, visit www.wpp.com.

 

 

 

 

 

 

 

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: 17 May 2023.	By:  ______________________
	Balbir Kelly-Bisla
	Company Secretary