ManpowerGroup Inc. — Director's Dealing 2017

Feb 13, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ManpowerGroup Inc. (MAN)
CIK: 0000871763
Period of Report: 2017-02-09

Reporting Person: McGinnis John T (EVP, CFO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-02-09	Stock Option (Right to Buy)	$96.94	A	17983	Acquired	2027-02-09	Common Stock (17983.0)	Direct
2017-02-09	Restricted Stock Units	$0.0	A	4746	Acquired		Common Stock (4746.0)	Direct

Footnotes

F1: Stock Option grant under the 2011 Equity Incentive Plan of the Company.

F2: Represents the closing stock price on the New York Stock Exchange on February 9, 2017, the date of the grant.

F3: 25% of the options will become exercisable each on 2/9/2018, 2/9/2019, 2/9/2020, and 2/9/2021.

F4: Award of restricted stock units under the 2011 Equity Incentive Plan of the Company. The restricted stock units will vest 100% on February 9, 2020 and will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis.