0000871763-18-000022.txt : 20180103 0000871763-18-000022.hdr.sgml : 20180103 20180103170356 ACCESSION NUMBER: 0000871763-18-000022 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180101 FILED AS OF DATE: 20180103 DATE AS OF CHANGE: 20180103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hall Patricia Hemingway CENTRAL INDEX KEY: 0001517890 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10686 FILM NUMBER: 18506440 MAIL ADDRESS: STREET 1: 100 MANPOWER PLACE CITY: MILWAUKEE STATE: WI ZIP: 53212 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ManpowerGroup Inc. CENTRAL INDEX KEY: 0000871763 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] IRS NUMBER: 391672779 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 MANPOWER PLACE CITY: MILWAUKEE STATE: WI ZIP: 53212 BUSINESS PHONE: 414 961-1000 MAIL ADDRESS: STREET 1: 100 MANPOWER PLACE CITY: MILWAUKEE STATE: WI ZIP: 53212 FORMER COMPANY: FORMER CONFORMED NAME: MANPOWER INC /WI/ DATE OF NAME CHANGE: 19930328 4 1 wf-form4_151501702204149.xml FORM 4 X0306 4 2018-01-01 0 0000871763 ManpowerGroup Inc. MAN 0001517890 Hall Patricia Hemingway MANPOWERGROUP INC. 100 MANPOWER PLACE MILWAUKEE WI 53212 1 0 0 0 Common Stock 2018-01-01 4 M 0 2095 A 5116 D Deferred Stock 2018-01-01 4 A 0 1269 126.11 A Common Stock 1269.0 1269 D Deferred Stock 2018-01-01 4 A 0 28 114.54 A Common Stock 28.0 1726 D Deferred Stock 2018-01-01 4 A 0 27 114.54 A Common Stock 27.0 1659 D Deferred Stock 2018-01-01 4 A 0 33 114.54 A Common Stock 33.0 2095 D Deferred Stock 2018-01-01 4 M 0 2095 D 2018-01-01 2018-01-01 Common Stock 2095.0 0 D Settlement of shares of deferred stock in shares of ManpowerGroup common stock on a 1 for 1 basis. These shares of deferred stock vest in quarterly installments on the last day of each calendar quarter during 2018 and will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis on the earlier of January 1, 2021 or within 30 days after the reporting person's termination of service as a director, except as otherwise provided in the Terms and Conditions (as defined below). Annual grant of deferred stock under the 2011 Equity Incentive Plan of the Company (the "Plan") and the Terms and Conditions Regarding the Grant of Awards to Non-Employee Directors under the Plan (the "Terms and Conditions"). Represents the Market Price (as defined in the Plan) on the last trading day of 2017. The shares of deferred stock are fully vested on the date of grant and will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis on the earlier of January 1, 2019 or within 30 days after the reporting person's termination of service as a director, except as otherwise provided in the Terms and Conditions. Receipt of deferred stock under the Plan and the Terms and Conditions in lieu of dividends. Represents the Average Trading Price (as defined in the Terms and Conditions). The shares of deferred stock are fully vested on the date of grant and will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis on the earlier of January 1, 2020 or within 30 days after the reporting person's termination of service as a director, except as otherwise provided in the Terms and Conditions. The shares of deferred stock are fully vested on the date of grant and will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis on the earlier of January 1, 2018 or within 30 days after the reporting person's termination of service as a director, except as otherwise provided in the Terms and Conditions. /s/ Richard Buchband (pursuant to Power of Attorney filed herewith) 2018-01-03 EX-24 2 hemingwayhallpoa.htm POWER OF ATTORNEY - PATRICIA HEMINGWAY HALL Exhibit

POWER OF ATTORNEY
For Executing Forms 3, 4 and 5 and 144

Know all by these present, that the undersigned constitutes and appoints each of Jonas Prising, John T. McGinnis and Richard Buchband, signing singly, her true and lawful attorney-in-fact to:

 
(1)
execute for and on behalf of the undersigned Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;
 
 
 
 
(2)
execute for and on behalf of the undersigned notices on Form 144 in accordance with Rule 144 under the Securities Act of 1933;
 
 
 
 
(3)
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the execution of any such Forms 3, 4 or 5 or Form 144 and the timely filing of such forms with the United States Securities and Exchange Commission, any stock exchange or other authority; and
 
 
 
 
(4)
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to the Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in his discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation and hereby ratifies and confirms all that such attorney-in-fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934 and the rules thereunder or Rule 144 under the Securities Act of 1933. This Power of Attorney shall be a durable power of attorney and shall not be affected by subsequent disability or incapacity of the undersigned.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 1st day of December, 2017.

 
 
/s/ Patricia Hemingway Hall
 
 
 
Patricia Hemingway Hall