ManpowerGroup (MAN) CFO discloses dividend-based RSU awards and vesting dates

Rhea-AI Filing Summary

ManpowerGroup Inc. reported that its EVP and CFO filed a Form 4 disclosing new restricted stock unit (RSU) awards tied to dividend equivalents. On December 31, 2025, the executive received RSUs in lieu of cash dividends paid in 2025 at an average price of $41.48 per share. The awards include 887, 512, 618, and 754 RSUs, each convertible into one share of ManpowerGroup common stock upon vesting.

These RSUs vest 100% on future dates and then settle in shares on a one-for-one basis. One award vests on February 17, 2026, and three others vest on February 11, 2027, February 16, 2027, and February 14, 2028. The filing reflects non‑cash equity compensation and updates the executive’s beneficial ownership of derivative securities.

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).

X

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^*

McGinnis John T

(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)
	EVP, CFO

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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

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)	12/31/2025		A(2)		887		(1)	(1)	Common Stock	887	$41.48(2)	26,431	D
Restricted Stock Units	(3)	12/31/2025		A(2)		512		(3)	(3)	Common Stock	512	$41.48(2)	15,250	D
Restricted Stock Units	(4)	12/31/2025		A(2)		618		(4)	(4)	Common Stock	618	$41.48(2)	18,430	D
Restricted Stock Units	(5)	12/31/2025		A(2)		754		(5)	(5)	Common Stock	754	$41.48(2)	22,477	D

Explanation of Responses:

1. The restricted stock units will vest 100% on February 11, 2027 and will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis upon vesting.

2. Receipt of restricted stock units in lieu of dividends paid in 2025 at an average price of $41.48.

3. The restricted stock units will vest 100% on February 17, 2026 and will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis upon vesting.

4. The restricted stock units will vest 100% on February 16, 2027 and will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis upon vesting.

5. The restricted stock units will vest 100% on February 14, 2028 and will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis upon vesting.

	/s/ Michelle Nettles (pursuant to Power of Attorney previously filed)	01/05/2026
	** 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) disclose in this Form 4?

The EVP and CFO of ManpowerGroup Inc. reported receiving multiple restricted stock unit (RSU) awards on December 31, 2025 as part of equity compensation.

How many ManpowerGroup RSUs did the EVP, CFO receive on December 31, 2025?

The executive received RSU awards of 887, 512, 618, and 754 units, each representing the right to receive one share of ManpowerGroup common stock upon vesting.

Why were these ManpowerGroup RSUs granted at an average price of $41.48?

The filing states that the RSUs were received in lieu of dividends paid in 2025, at an average price of $41.48 per share, effectively reinvesting dividends into stock units rather than cash.

What is the vesting schedule for the new ManpowerGroup RSUs?

According to the disclosure, the RSUs vest 100% on specific dates: February 17, 2026, February 11, 2027, February 16, 2027, and February 14, 2028, after which they settle in shares on a one‑for‑one basis.

Are the ManpowerGroup RSUs settled in cash or stock when they vest?

The filing explains that each restricted stock unit will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis upon vesting, meaning the executive receives stock rather than cash.

Does this ManpowerGroup Form 4 indicate any open‑market stock purchases or sales?

No open‑market purchases or sales are described. The reported entries relate to restricted stock units granted in lieu of dividends and their associated vesting and settlement terms.