Jorge L. Benitez - 26 Nov 2025 Form 4 Insider Report for INTERPUBLIC GROUP OF COMPANIES, INC. (IPG)

Footnote F1

Disposition pursuant to the merger (the "Merger") of EXT Subsidiary Inc. ("Merger Sub") with and into the Issuer, with the Issuer surviving as a wholly owned subsidiary of Omnicom Group Inc. ("Omnicom"), pursuant to the Agreement and Plan of Merger, dated as of December 8, 2024, by and among the Issuer, Omnicom and Merger Sub (the "Merger Agreement").

Footnote F2

Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of common stock, par value $0.10, of the Issuer (the "Issuer Common Stock"), was converted into the right to receive 0.344 shares (the "Exchange Ratio") of common stock, par value $0.15, of Omnicom (the "Omnicom Common Stock"), plus cash in lieu of fractional shares (the "Common Stock Merger Consideration").

Footnote F3

Pursuant to the Merger Agreement, at the Effective Time, each outstanding restrictive stock award ("RSA") was converted into an Omnicom restricted stock award (an "Omnicom RSA") covering a number of shares of Omnicom Common Stock equal to the product of (A) the number of shares of Issuer Common Stock subject to such RSA immediately prior to the Effective Time multiplied by (B) 0.344. Each Omnicom RSA will continue to be subject to the same terms and conditions applicable to such RSA immediately prior to the Effective Time.