OMNICOM GROUP INC. — Director's Dealing 2012

Mar 14, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OMNICOM GROUP INC (OMC)
CIK: 0000029989
Period of Report: 2012-03-12

Reporting Person: WREN JOHN (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-12	Common Stock, par value $0.15 per share	S	7500	$48.67	Disposed	1120221	Direct
2012-03-13	Common Stock, par value $0.15 per share	S	234390	$48.76	Disposed	885831	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.15 per share	291077	Indirect
Common Stock, par value $0.15 per share	22895.948	Indirect

Footnotes

F1: The reported sale price reflects the weighted average price of multiple transactions on March 12, 2012. The actual sales prices for the transactions ranged from $48.60 to $48.72. The reporting person undertakes to provide to Omnicom Group Inc., any security holder of Omnicom Group Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.

F2: The reported sale price reflects the weighted average price of multiple transactions on March 13, 2012. The actual sales prices for the transactions ranged from $48.70 to $48.88. The reporting person undertakes to provide to Omnicom Group Inc., any security holder of Omnicom Group Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.

F3: By Grantor Retained Annuity Trust.