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ManpowerGroup Inc. Director's Dealing 2017

Feb 13, 2017

31788_dirs_2017-02-13_de95a360-e25f-4e4b-ba28-c7bc26dbc2ea.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: 2017-02-09

Reporting Person: VAN HANDEL MICHAEL J (SEVP)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-02-09 Common Stock A 38525 Acquired 47476 Direct
2017-02-09 Common Stock F 16080 $97.14 Disposed 31396 Direct
2017-02-13 Common Stock M 7207 Acquired 38603 Direct
2017-02-13 Common Stock F 2835 $97.12 Disposed 35768 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-02-13 Restricted Stock Units $0.0 M 7207 Disposed 2017-02-13 Common Stock (7207.0) Direct

Footnotes

F1: Shares acquired in settlement of performance share units (which were not derivative securities received under the Company's 2011 Equity Incentive Plan, exempt under Rule 16b-3).

F2: Shares withheld by Issuer to satisfy tax withholding obligations on shares acquired on February 9, 2017 in settlement of performance share units.

F3: Represents the opening stock price on the New York Stock Exchange on February 9, 2017.

F4: The restricted stock units were settled in shares of ManpowerGroup stock on a 1 for 1 basis upon vesting.

F5: Shares withheld by Issuer to satisfy tax withholding obligations on shares acquired on February 13, 2017 in settlement of restricted stock units.

F6: Represents the opening stock price on the New York Stock Exchange on February 13, 2017.