Patricia Hemingway Hall - 01 Jan 2023 Form 4 Insider Report for ManpowerGroup Inc. (MAN)

Role: Director
Signature: /s/ Richard Buchband (pursuant to Power of Attorney previously filed)
Issuer symbol: MAN
Transactions as of: 01 Jan 2023
Net transactions value: +$192,494
Form type: 4
Filing time: 04 Jan 2023, 16:16:41 UTC
Previous filing: 10 Nov 2022
Next filing: 16 Nov 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MAN	Common Stock	Award	$174,991	+2,103	+21%	$83.21	12,130	01 Jan 2023	Direct	F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	MAN	Deferred Stock Units	Award	$5,410	+68	+3.4%	$79.56	2,055	01 Jan 2023	Common Stock	68		Direct	F4, F5, F6
transaction	MAN	Deferred Stock Units	Award	$4,853	+61	+3.4%	$79.56	1,859	01 Jan 2023	Common Stock	61		Direct	F5, F6, F7
transaction	MAN	Deferred Stock Units	Award	$7,240	+91	+3.4%	$79.56	2,762	01 Jan 2023	Common Stock	91		Direct	F5, F6, F8

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Annual grant of restricted 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").
F2	The shares of restricted stock will vest in quarterly installments on the last day of each calendar quarter during 2023.
F3	Represents the Market Price (as defined in the Plan) on the last trading day of 2022.
F4	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, 2024 or within 30 days after the reporting person's termination of service as a director, except as otherwise provided in the Terms and Conditions.
F5	Receipt of deferred stock under the Plan and the Terms and Conditions in lieu of dividends.
F6	Represents the Average Trading Price (as defined in the Terms and Conditions).
F7	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, 2025 or within 30 days after the reporting person's termination of service as a director, except as otherwise provided in the Terms and Conditions.
F8	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, 2027 or within 30 days after the reporting person's termination of service as a director, except as otherwise provided in the Terms and Conditions.