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ManpowerGroup Inc. Director's Dealing 2014

Jul 25, 2014

31788_dirs_2014-07-25_a4dcb031-2333-4a6a-a3f8-2879a74d414b.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: 2014-07-23

Reporting Person: VAN HANDEL MICHAEL J (EVP, CFO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-07-23 Common Stock S 48712 $82.3669 Disposed 57732 Direct
2014-07-23 Common Stock S 731 $83.1134 Disposed 57001 Direct
2014-07-25 Common Stock M 45000 $52.78 Acquired 102001 Direct
2014-07-25 Common Stock M 19103 $44.81 Acquired 121104 Direct
2014-07-25 Common Stock S 64103 $81.4071 Disposed 57001 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-07-25 Stock Option (Right to Buy) $52.78 M 45000 Disposed 2016-02-14 Common Stock (45000) Direct
2014-07-25 Stock Option (Right to Buy) $44.81 M 19103 Disposed 2022-02-15 Common Stock (19103) Direct

Footnotes

F1: This price is the weighted average price. The prices received actually ranged from $81.91 to $82.89. 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 $83.06 to $83.15. 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 $80.86 to $81.72. 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

F5: 25% of the options became exercisable on each of 2/15/2013 and 2/15/2014; 25% of the options will become exercisable on 2/15/2015 and 2/15/2016