IPG–Omnicom merger converts 103,489 IPG shares at 0.344 exchange ratio

Rhea-AI Filing Summary

Interpublic Group of Companies (IPG) executive Andrew Bonzani, EVP and General Counsel, reported the disposition of 103,489 shares of IPG common stock on 11/26/2025 in connection with a merger with Omnicom Group Inc. Following the transaction, he reported owning 0 IPG shares.

Under the merger agreement, each IPG common share was converted into the right to receive 0.344 shares of Omnicom common stock, plus cash in lieu of fractional shares. Outstanding restricted stock units tied to IPG stock were converted into cash awards equal to the fair market value of the underlying IPG shares, while keeping the same vesting and settlement conditions.

Insights

M&A and equity compensation analyst

Form 4 shows IPG–Omnicom merger consideration and executive equity conversion terms.

This filing records how an IPG executive’s equity converted when IPG entered a merger with Omnicom Group Inc.. On 11/26/2025, EVP and General Counsel Andrew Bonzani reported disposing of 103,489 IPG common shares, leaving him with 0 IPG shares after the deal. This reflects the change in ownership structure as IPG became a wholly owned subsidiary of Omnicom through the merger.

The merger uses a stock-for-stock structure: each IPG common share was converted into the right to receive 0.344 shares of Omnicom common stock, plus cash in lieu of fractional shares. In addition, each outstanding restricted stock unit tied to IPG was converted into a cash award equal to the fair market value of the underlying IPG shares, while preserving the same vesting and settlement conditions disclosed.

For investors, this highlights that IPG equity interests, including executive share ownership and restricted stock units, transitioned into Omnicom stock and cash or cash-based awards as of the effective time of the merger, based on the stated 0.344 exchange ratio.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Bonzani Andrew

(Last) (First) (Middle)

IPG

909 THIRD AVENUE

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INTERPUBLIC GROUP OF COMPANIES, INC. [ IPG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
11/26/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/26/2025		D(1)		103,489	D	(2)(3)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. 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").

2. 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.

3. Pursuant to the Merger Agreement, each restricted stock unit that was outstanding prior to the Effective Time was converted into a cash award equal to the fair market value of the underlying Issuer Common Stock, subject to the same vesting and settlement conditions.

	/s/ Robert Dobson POA for Andrew Bonzani	11/26/2025
	** Signature of Reporting Person	Date
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