ManpowerGroup (NYSE: MAN) executive has shares withheld for tax obligations

Rhea-AI Filing Summary

ManpowerGroup Inc. President & Chief Strategy Officer Rebecca Frankiewicz reported a tax-withholding disposition of 758 shares of common stock on February 19, 2026, at $29.48 per share. The shares were withheld by the company to cover taxes on performance share units that recently vested. After this transaction, she directly holds 19,055.304 shares.

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

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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^*

Frankiewicz Rebecca

(Last) (First) (Middle)

MANPOWERGROUP INC.

100 MANPOWER PLACE

(Street)

MILWAUKEE WI 53212

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ManpowerGroup Inc. [ MAN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & Chief Strategy Off

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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	02/19/2026		F(1)		758	D	$29.48(2)	19,055.304	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. Shares withheld by the Issuer to satisfy the tax withholding obligations on shares acquired on February 19, 2026 in settlement of performance share units that vested on February 13, 2026.

2. Represents the closing price on the New York Stock Exchange on February 18, 2026.

	/s/ Michelle Nettles (pursuant to Power of Attorney previously filed)	02/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did ManpowerGroup (MAN) report for Rebecca Frankiewicz?

ManpowerGroup reported that Rebecca Frankiewicz had 758 common shares withheld on February 19, 2026, to satisfy tax obligations related to vested performance share units. This was a tax-withholding disposition, not an open-market buy or sell.

At what price were the ManpowerGroup (MAN) shares valued in this Form 4 filing?

The 758 ManpowerGroup shares were valued at $29.48 per share, representing the closing price on the New York Stock Exchange on February 18, 2026. This price was used solely for the tax-withholding disposition reported.

How many ManpowerGroup (MAN) shares does Rebecca Frankiewicz hold after this transaction?

After the tax-withholding disposition, Rebecca Frankiewicz directly holds 19,055.304 shares of ManpowerGroup common stock. This figure reflects her ownership following the 758 shares withheld to cover taxes on vested performance share units.

Was the ManpowerGroup (MAN) insider transaction an open-market sale or purchase?

The transaction was not an open-market sale or purchase. It was a tax-withholding disposition, where 758 shares were withheld by ManpowerGroup to satisfy tax liabilities on performance share units that vested shortly before the transaction date.

What triggered the tax-withholding share disposition for ManpowerGroup (MAN)?

The disposition was triggered when performance share units vested on February 13, 2026, and were settled in shares on February 19, 2026. ManpowerGroup then withheld 758 shares to meet Rebecca Frankiewicz’s related tax withholding obligations.