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OMNICOM GROUP INC. Director's Dealing 2018

May 23, 2018

30397_dirs_2018-05-23_e64b0e5d-a083-4d06-835b-4de70b18a7be.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OMNICOM GROUP INC. (OMC)
CIK: 0000029989
Period of Report: 2018-05-21

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2018-05-21 Common Stock, par value $0.15 per share A 132660 Acquired 588114 Direct
2018-05-21 Common Stock, par value $0.15 per share F 55393 $75.29 Disposed 532721 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock, par value $0.15 per share 516315 Indirect
Common Stock, par value $0.15 per share 27369.447 Indirect

Footnotes

F1: On April 1, 2015, the reporting person was granted performance restricted stock units ("PRSUs") which vest based on the company's return on equity as compared to that of an industry peer group. On May 21, 2018, the compensation committee of the board of directors of the company determined that the performance criteria had been met, resulting in the vesting of these shares.

F2: Represents shares withheld by the company for payment of tax liability incident to the vesting of PRSUs originally granted to the reporting person on April 1, 2015.