Cushman & Wakefield is proposing to redomicile its parent company from England and Wales to Bermuda. Shareholders of Cushman & Wakefield plc are entitled to vote on the proposed transaction, as outlined in our Proxy Statement.
After an approximately 18-month extensive review process of six potential jurisdictions, the Board determined that Bermuda provided the most advantages and benefits to the company and shareholders.
Redomiciliation will facilitate shareholder value creation, including cost savings (estimated annual savings of USD $3 million annually) by reducing administrative, accounting, tax and legal complexity while increasing corporate efficiencies.
Redomiciliation is part of a larger effort to enhance our corporate governance, including a separate proposal to declassify our board gradually over a three-year period.
Redomiciliation is an opportunity to better align our corporate governance with the expectations of our largely U.S. shareholder base under the more adaptable and business-friendly corporate law of Bermuda.
Redomiciliation is not tax driven as the relocation to Bermuda would be generally tax neutral.
There will be no change to our listing on the NYSE and trading will continue under the same symbol "CWK".
There will be no material impact on the day-to-day operations of the company.
Redomiciliation is not expected to result in any material change in the company’s offices, management team, Board or employee base, nor will it result in material changes to our operating companies’ client offerings or services.
We remain committed to our UK and European customers, employees and businesses.
“The change in jurisdiction of incorporation and other corporate governance proposals demonstrate our continued commitment to pursuing opportunities for value creation for our shareholders. These changes will facilitate shareholder value, reduce administrative burden, allow us to maintain a stable corporate structure and capital flexibility and enhance our corporate governance.”
Michelle MacKay, CEO
August 8, 2025 – Filing of Preliminary Proxy Statement
On August 8, 2025, Cushman & Wakefield filed a new preliminary proxy statement, reiterating its intention to redomicile its parent company by changing its jurisdiction of incorporation from England and Wales to Bermuda (“Redomiciliation”). This new proxy statement reflects revised proposals which the Company believes address feedback received from shareholders following the filings of its initial preliminary proxy statement and definitive proxy statement in March and May 2025, respectively.
September 4, 2025 – Filing of Definitive Proxy Statement
On September 4, 2025, Cushman & Wakefield filed a new definitive proxy statement detailing the proposed Redomiciliation, including information on shareholder meetings and the shareholders’ approvals required to complete the process.
October 16, 2025 – Court Meeting, General Meeting and Shareholders Meeting
Cushman & Wakefield held a series of back-to-back shareholder meetings to approve its proposed Redomiciliation. These included: (i) a Court Meeting ordered by the High Court of Justice of England and Wales (the “Court”), (ii) a General Meeting of Shareholders, and (iii) a separate Shareholder Meeting (collectively, the “Meetings”). At the Meetings, shareholders approved the Redomiciliation, with the percentage of votes in favor of each of the proposals voted on at the Meetings ranging from 95.22% - 99.99% of votes cast.
November 25, 2025 – Anticipated Court Hearing
Court hearing to approve and sanction the scheme of arrangement (the “Scheme”) to effect the Redomiciliation.
November 27, 2025 – Anticipated Scheme Effective Date (Closing)
Following approval of the Scheme by the Court, the Redomiciliation is expected to be completed on November 27, 2025. However, the date of closing remains subject to change and will depend on, among other things, the date on which all the closing conditions to the Redomiciliation are satisfied or, if capable of waiver, waived.
You wish to access a website dedicated to documents and information relating the proposed redomiciliation of Cushman & Wakefield from England and Wales to Bermuda (the “Redomiciliation”).
To allow you to view information on this part of this website, you must read this notice and then click “I CONFIRM”. If you are unable to agree you must click “I DO NOT CONFIRM”.
Forward-Looking Statements
This website contains forward-looking statements. All statements contained in this website other than statements of historical fact, including statements relating to the shareholder meetings in connection with the Redomiciliation, the Redomiciliation, trends in or expectations relating to the expected effects of our initiatives, strategies and plans, as well as trends in or expectations regarding our financial results and long-term growth model and drivers, and regarding our business strategy and plans and our objectives for future operations, are forward-looking statements. The words “can,” “believe,” “may,” “will,” “continue,” “anticipate,” “intend,” “plan,” “expect,” “seek” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and trends. These statements are subject to a variety of risks and uncertainties that could cause actual results to differ materially from expectations. These risks and uncertainties include, but are not limited to, the risks detailed in our filings with the Securities and Exchange Commission, including the Risk Factors section of our Annual Report on Form 10-K for the year ended December 31, 2024. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the future events and trends discussed in this website may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. The events and circumstances reflected in the forward-looking statements may not be achieved or occur. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results. We assume no obligation to update any of the forward-looking statements contained in this website, except as required by law. To access this page of our website which is dedicated to the distribution of documents and information relating to the Redomiciliation, you must confirm that the following statements are accurate:
I am a resident of the United Kingdom, the United States of America, or Bermuda, or of another jurisdiction, in which I certify that I am legally entitled to access information and documents relating to the Redomiciliation without any formality or publicity being required on the part of Cushman & Wakefield;
I undertake not to transfer, transmit or distribute, either in whole or in part, the documents and information relating to the Redomiciliation to which I am to access to persons residing in any country other than the United Kingdom, the United States of America, Bermuda, or other permissible jurisdictions;
I confirm that I intend to access these documents for informational purposes only, that I have read and understood this disclaimer, and I agree to be bound by each of the terms of this disclaimer.
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. This communication may be deemed to be solicitation material in respect of the Redomiciliation. In connection with the Redomiciliation, on September 4, 2025, Cushman & Wakefield filed with the Securities and Exchange Commission (the “SEC”) a definitive proxy statement and scheme circular, which was also mailed to its shareholders (the “Definitive Proxy Statement”), as well as other relevant documents regarding the proposed Redomiciliation. CUSHMAN & WAKEFIELD SHAREHOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS THERETO AND ANY DOCUMENTS INCORPORATED BY REFERENCE THEREIN AND OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE PROPOSED TRANSACTION THAT CUSHMAN & WAKEFIELD WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE REDOMICILATION. Cushman & Wakefield shareholders and investors may obtain free copies of the Definitive Proxy Statement and other relevant materials (when they become available) and other documents filed by Cushman & Wakefield at the SEC’s website at www.sec.gov. Copies of the Definitive Proxy Statement (and other relevant materials when they become available) and the filings that will be incorporated by reference therein may also be obtained, without charge, by contacting Cushman & Wakefield’s Investor Relations team at ir@cushwake.com or +1(312) 338-7860.
Cushman & Wakefield and its directors, executive officers, and certain employees, may be deemed, under SEC rules, to be participants in the solicitation of proxies in respect of the proposed Redomiciliation. Information regarding Cushman & Wakefield’s directors and executive officers is available in its preliminary proxy statement filed with the SEC on August 8, 2025. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the Definitive Proxy Statement and other relevant materials to be filed with the SEC (when they become available). These documents can be obtained free of charge from the sources indicated above.