ManpowerGroup Inc. — Director's Dealing 2013

Feb 20, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ManpowerGroup Inc. (MAN)
CIK: 0000871763
Period of Report: 2013-02-17

Reporting Person: PRISING JONAS (President, ManpowerGroup)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-02-17	Common Stock	M	2140	—	Acquired	2140	Direct
2013-02-17	Common Stock	F	752	$54.68	Disposed	1388	Direct
2013-02-17	Common Stock	G	1388	$0.00	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-02-17	Restricted Stock Units	$	M	2140	Disposed	2013-02-17	Common Stock (2140)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	33623	Indirect

Footnotes

F1: These restricted stock units were settled in shares of Manpower common stock on a 1 for 1 basis upon vesting.

F2: Stock withheld by Issuer to satisfy tax withholding obligations on shares acquired on February 17, 2013 in settlement of restricted stock units.

F3: Represents the opening price on the New York Stock Exchange on February 18, 2013.

F4: Gift of shares to revocable trust.