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ManpowerGroup Inc. Director's Dealing 2014

Dec 16, 2014

31788_dirs_2014-12-16_0e4fd9e3-da5f-4b62-9216-d2d8dca8a3ff.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ManpowerGroup Inc. (MAN)
CIK: 0000871763
Period of Report: 2014-12-15

Reporting Person: Read Paul (Director)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-12-15 Deferred Stock $ A 75 Acquired Common Stock (75) Direct

Footnotes

F1: These shares of deferred stock will vest on December 31, 2014 and will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis on the earlier of December 15, 2017 or within 30 days after the reporting person's termination of service as a director, except as otherwise provided in the Terms and Conditions (as defined below).

F2: Prorated annual grant of deferred stock under the 2011 Equity Incentive Plan of ManpowerGroup Inc. and the Terms and Conditions Regarding the Grant of Awards to Non-Employee Directors under the Plan (the "Terms and Conditions").

F3: Represents the Closing Price of ManpowerGroup Inc. common stock on the New York Stock Exchange on December 12, 2014.