X0206 3 2018-08-01 0 0001628369 Cushman & Wakefield plc CWK 0001601127 TPG Asia Advisors VI, Inc. C/O TPG GLOBAL, LLC 301 COMMERCE STREET, SUITE 3300 FORT WORTH TX 76102 0 0 1 0 0000860866 BONDERMAN DAVID C/O TPG GLOBAL, LLC 301 COMMERCE STREET, SUITE 3300 FORT WORTH TX 76102 0 0 1 0 0001099776 COULTER JAMES G C/O TPG GLOBAL, LLC 301 COMMERCE STREET, SUITE 3300 FORT WORTH TX 76102 0 0 1 0 Ordinary Shares 68440319 I See Explanation of Responses Redeemable Preference Shares 24815 I See Explanation of Responses David Bonderman and James G. Coulter are the sole shareholders of TPG Asia Advisors VI, Inc. (together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which is the general partner of each of (i) TPG Drone Investment, L.P. and (ii) TPG Drone Co-Invest, L.P. (collectively, the "TPG Funds"). The TPG Funds in the aggregate hold 49.63% of the partnership interests in each of (i) DTZ Investment Holdings LP ("Holdings LP") and (ii) DTZ Investment Holdings GenPar LLP ("DTZ GenPar"), the general partner of Holdings LP. A nominee of Holdings LP is the direct holder of depositary receipts representing 137,901,106 ordinary shares, $0.10 nominal value per share (the "Ordinary Shares"), of Cushman & Wakefield plc (the "Issuer"). DTZ GenPar (acting in its capacity as general partner of Holdings LP) holds 1 Ordinary Share. The nominee of Holdings LP holds the depositary receipts representing Ordinary Shares and DTZ GenPar holds the Ordinary Share for the benefit of the limited partners of Holdings LP. DTZ GenPar (acting in its capacity as general partner of Holdings LP) is the direct holder 50,000 redeemable preference shares, GBP 1.00 nominal value per share (the "Preference Shares"), of the Issuer. DTZ GenPar holds the Preference Shares for the benefit of the limited partners of Holdings LP. Because of the relationship between the Reporting Persons and the TPG Funds, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of the TPG Funds. Each TPG Fund and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such TPG Fund's or such Reporting Person's pecuniary interest therein, if any. Because of the relationship between the Reporting Persons and Holdings LP and DTZ GenPar, the Reporting Persons may be deemed, pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to beneficially own the Ordinary Shares and Preference Shares beneficially owned in the aggregate by Holdings LP and DTZ GenPar. Each TPG Fund and each Reporting Person disclaims beneficial ownership of the Ordinary Shares and Preference Shares beneficially owned in the aggregate by Holdings LP and DTZ GenPar, or any future distributees, except to the extent of such TPG Fund's or Reporting Person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests. (7) The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act. (8) Bradford Berenson is signing on behalf of both Messrs. Bonderman and Coulter pursuant to the authorization and designation letters dated March 13, 2018, which were previously filed with the Securities and Exchange Commission. By: Michael LaGatta, Vice President, TPG Asia Advisors VI, Inc. (7) 2018-08-01 By: Bradford Berenson on behalf of David Bonderman (7)(8) 2018-08-01 By: Bradford Berenson on behalf of James G. Coulter (7)(8) 2018-08-01