ManpowerGroup Inc. — Director's Dealing 2017

Jan 4, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ManpowerGroup Inc. (MAN)
CIK: 0000871763
Period of Report: 2016-12-31

Reporting Person: McGinnis John T (EVP, CFO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-12-31	Restricted Stock Units	$	A	119	Acquired		Common Stock (119.0)	Direct
2016-12-31	Restricted Stock Units	$	A	298	Acquired		Common Stock (298.0)	Direct

Footnotes

F1: The restricted stock units will vest 100% on February 16, 2019 and will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis upon vesting.

F2: Receipt of restricted stock in lieu of dividends in 2016 at an average price of $76.72.

F3: The restricted stock units will vest 100% on February 16, 2021 and will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis upon vesting.