WPP plc (LON:WPP) has announced that Chief Financial Officer John Rogers has decided to step down from the company.
John has made a significant contribution to WPP in his three years in the role, has successfully led the first important stages of its transformation programme and is now looking to pursue broader executive opportunities outside the company. The Board has agreed that he will step down as Chief Financial Officer and as an Executive Director of the Board following the finalisation of the 2022 Annual Report & Accounts next year.
The Board has appointed Joanne Wilson to succeed John as Chief Financial Officer. Joanne is currently Chief Financial Officer at Britvic plc (LSE:BVIC), the UK-listed international soft drinks company.
Prior to Britvic Joanne had a successful career at Tesco where she gained extensive experience both in the UK and internationally in a variety of financial and commercial roles. These included Chief Financial Officer of dunnhumby, a global leader in customer data science that is part of the Tesco group. Joanne began her career at KPMG, where she qualified as a Chartered Accountant and spent three years in Hong Kong. She is currently a non-executive director of Informa plc (LSE:INF). Joanne is the chair of Britvic’s ESG Committee.
It is expected that Joanne will join WPP in the first half of 2023. To ensure a smooth transition, John will remain available until later next year.
Mark Read, Chief Executive Officer of WPP, said: “I would like to thank John for his leadership and for his contribution to WPP over the last three years. During that time he has led the reorganisation of our finance function, helped the company navigate the financial challenges of the pandemic and laid the foundation for our transformation programme. He leaves WPP with our best wishes for the future.
“Joanne is a highly regarded CFO and leader. Beyond her financial credentials, her extensive experience in data, retail and ESG is especially valuable given their importance to our business and our client base. We look forward to welcoming her to WPP next year.”
John Rogers said: “It has been a privilege to work alongside Mark, the Board and the executive team to deliver our transformation plan and growth strategy, and I am very proud of what we have achieved together over the last three years.
“With WPP well positioned for ongoing success, and as the company enters the next phase of its transformation, I feel now is the right time to move on to new challenges and to begin a smooth transition to a new CFO. I look forward to working with Joanne on the handover next year.”
Joanne Wilson said: “I am delighted to be joining Mark and the team as they continue on their journey to make WPP the most creative company globally. It’s a fantastic opportunity and I look forward to working with the wider WPP team to continue to successfully execute the growth strategy and deliver the company’s transformation programme.”
Joanne Wilson’s remuneration arrangements
The Compensation Committee considered the remuneration arrangements for Joanne Wilson and agreed that her remuneration should be set broadly in line with the current CFO’s remuneration as set out below. Joanne will be paid in accordance with the Directors’ Compensation Policy (“the Policy”) approved by shareholders on 10 June 2020 as set out in the 2019 Annual Report.
| Annual Value | Notes | |
| Base Salary | £740,000 | |
| STIP (Annual Bonus) | Up to 200%* | STIP Award up to a maximum of 200% with stretching targets set for exceptional performance above target STIP. Mandatory deferral of 40% of any STIP award into ESA shares deferred for a two-year period. |
| LTIP (EPSP) | Up to 300%* | LTIP Award of up to a maximum of 300% in performance shares. Performance will be measured over a three-year period using measures in line with the Policy. |
| Share Ownership Requirement | 300%* | In-employment requirement to build and maintain a WPP shareholding with additional post-employment shareholding requirement as set out in the Policy. |
| Pension Allowance/ Contribution | 10%* | Pension arrangements are in line with those of the wider workforce in the UK. |
| Benefits Allowance | £30,000 | Allowance to enable the procurement of benefits. |
*Percentages refer to Base Salary
Joanne will also be granted cash and share awards which are due to vest in FY 2023, 2024 and 2025 to compensate for share and cash incentives from her current employer that she will forfeit on joining WPP. These buyout awards are no more generous in amount or deferral schedule than the awards being forfeited by Joanne, full details of which will be disclosed in the Directors’ Compensation Report for the relevant year.
Joanne Wilson’s contract of employment will be available for inspection at the Company’s registered office and on WPP’s website, wpp.com, in due course.
John Rogers’s remuneration:
John will be treated in accordance with WPP’s shareholder approved Directors’ Compensation Policy for the remaining term of his employment to 7 November 2023. As he will be employed on 31 December 2022, he will be eligible to receive an STIP Award (cash and ESA) for the 2022 financial year. He will not receive an STIP or other incentive award for the 2023 financial year. Any outstanding ESA awards will vest on a pro rata basis. All long term incentive (EPSP) awards which are unvested at the point that he leaves WPP will lapse in full. No further LTIP awards will be granted. John will be subject to post-employment shareholding requirements as set out in the Policy.
Full details will be disclosed in the Directors’ Compensation Report for the relevant year.
