ManpowerGroup Inc. — Director's Dealing 2013

Oct 25, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ManpowerGroup Inc. (MAN)
CIK: 0000871763
Period of Report: 2013-10-23

Reporting Person: SWAN MARA E (EVP)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-10-23	Common Stock	M	12947	$52.78	Acquired	28324	Direct
2013-10-23	Common Stock	S	11247	$78.0816	Disposed	17077	Direct
2013-10-23	Common Stock	S	1700	$79.3605	Disposed	15377	Direct
2013-10-24	Common Stock	M	9124	$52.78	Acquired	24501	Direct
2013-10-24	Common Stock	S	9124	$78.0555	Disposed	15377	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-10-23	Stock Option (Right to Buy)	$52.78	M	12947	Disposed	2016-02-14	Common Stock (22071)	Direct
2013-10-24	Stock Option (Right to Buy)	$52.78	M	9124	Disposed	2016-02-14	Common Stock (9124)	Direct

Footnotes

F1: This price is the weighted average price. The prices received actually ranged from $78.00 to $78.21. Upon request, the reporting person will provide to the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price within this range.

F2: This price is the weighted average price. The prices received actually ranged from $79.10 to $79.94. Upon request, the reporting person will provide to the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price within this range.

F3: This price is the weighted average price. The prices received actually ranged from $78.10 to $78.17. Upon request, the reporting person will provide to the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price within this range.

F4: 25% of the options became exercisable on each of 2/14/2007, 2/14/2008, 2/14/2009 and 2/14/2010