ManpowerGroup (MAN) chief officer logs RSU vesting and tax share withholding

Rhea-AI Filing Summary

ManpowerGroup Inc. executive reports equity award vesting and related tax share withholding. Chief People & Legal Officer Michelle Nettles exercised 6,354 restricted stock units on February 17, 2026, which vested and were settled into an equal number of ManpowerGroup common shares on a 1-for-1 basis.

On the same date, she received a grant or award acquisition of 6,354 common shares at a stated price of $0.00 per share, increasing her direct holdings to 44,067 shares before tax withholding. To cover tax obligations on the RSU settlement, 2,423 common shares were disposed of through a tax-withholding transaction at $28.66 per share, leaving her with 41,644 directly owned common shares after these transactions.

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Nettles Michelle

(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)
	Chief People & Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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	02/17/2026		A		6,354	A	(1)	44,067	D
Common Stock	02/17/2026		F(2)		2,423	D	$28.66(3)	41,644	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
Restricted Stock Units	(1)	02/17/2026		M			6,354	(1)	(1)	Common Stock	6,354	$0.0	0	D

Explanation of Responses:

1. The restricted stock units vested on February 17, 2026 and were settled in shares of ManpowerGroup common stock on a 1 for 1 basis upon vesting.

2. Shares withheld by Issuer to satisfy tax withholding obligations on shares acquired on settlement of restricted stock units.

3. Represents the closing price on the New York Stock Exchange on February 13, 2026.

	/s/ Michelle Nettles	02/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did ManpowerGroup (MAN) executive Michelle Nettles report on this Form 4?

Michelle Nettles reported vesting of restricted stock units and related share movements. RSUs converted into 6,354 common shares, followed by a tax-withholding share disposition and a resulting change in her directly owned ManpowerGroup share balance.

How many ManpowerGroup (MAN) shares did Michelle Nettles acquire in this filing?

She acquired 6,354 ManpowerGroup common shares through settlement of restricted stock units. The units vested on February 17, 2026 and were exchanged on a 1-for-1 basis, increasing her shareholdings before subsequent tax-withholding transactions reduced the final total.

What is the purpose of the 2,423 ManpowerGroup (MAN) shares disposed at $28.66?

The 2,423 common shares were withheld to satisfy tax withholding obligations on the RSU settlement. The price of $28.66 represents the New York Stock Exchange closing price on February 13, 2026, used to value the shares for tax purposes.

What is Michelle Nettles’ ManpowerGroup (MAN) share ownership after these transactions?

After the RSU settlement and tax-withholding disposition, Michelle Nettles directly owns 41,644 ManpowerGroup common shares. Her holdings first rose to 44,067 shares following the award acquisition, then decreased when shares were withheld to cover associated tax obligations.

How were Michelle Nettles’ restricted stock units in ManpowerGroup (MAN) settled?

The restricted stock units vested on February 17, 2026 and were settled in ManpowerGroup common stock on a 1-for-1 basis. Each of the 6,354 units converted into one share, creating an equivalent number of newly acquired common shares upon vesting.

Does this ManpowerGroup (MAN) Form 4 indicate an open-market stock sale?

The filing indicates a tax-withholding disposition, not an open-market sale. Shares were withheld by ManpowerGroup to satisfy tax obligations on vested RSUs, rather than being sold voluntarily on the open market by Michelle Nettles.