ManpowerGroup (MAN) VP receives stock units; shares withheld for tax

Rhea-AI Filing Summary

ManpowerGroup executive Eric Rozek, VP Global Controller, reported equity compensation activity involving restricted stock units and common shares. On February 17, 2026, 565 restricted stock units vested and were settled into the same number of ManpowerGroup common shares on a 1-for-1 basis.

To cover tax withholding obligations on this vesting, 198 common shares were withheld by the company at a reference price of $28.66 per share, noted as the New York Stock Exchange closing price on February 13, 2026. After these transactions, Rozek directly owned 1,014 shares of ManpowerGroup common stock.

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^*

Rozek Eric

(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)
	VP, Global Controller

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		565	A	(1)	1,212	D
Common Stock	02/17/2026		F(2)		198	D	$28.66(3)	1,014	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			565	(1)	(1)	Common Stock	565	$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 (pursuant to Power of Attorney filed herewith)	02/19/2026
	** 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 transactions did ManpowerGroup (MAN) VP Eric Rozek report?

Eric Rozek reported vesting of 565 restricted stock units that converted into the same number of ManpowerGroup common shares. The filing also shows 198 shares withheld by the company to satisfy tax withholding obligations related to this equity award vesting.

How many ManpowerGroup (MAN) restricted stock units vested for Eric Rozek?

The filing shows that 565 restricted stock units vested for Eric Rozek on February 17, 2026. These units were settled in ManpowerGroup common stock on a 1-for-1 basis, meaning he received 565 common shares upon vesting of the award.

Why were some ManpowerGroup (MAN) shares withheld in Eric Rozek’s Form 4?

The Form 4 states that 198 common shares were withheld by ManpowerGroup to satisfy tax withholding obligations arising from the RSU vesting. This tax-withholding disposition is coded as an F transaction and is not an open-market sale.

What price was used for the ManpowerGroup (MAN) tax-withholding shares?

For the tax-withholding transaction, the shares are reported at $28.66 per share. A footnote explains this represents the closing price on the New York Stock Exchange on February 13, 2026, which is used in calculating the tax-withholding value.

How many ManpowerGroup (MAN) shares does Eric Rozek own after these transactions?

After the reported transactions, Eric Rozek directly owned 1,014 shares of ManpowerGroup common stock. This reflects the 565 shares received upon RSU vesting, net of the 198 shares withheld by the company to cover associated tax obligations.

Were Eric Rozek’s ManpowerGroup (MAN) transactions open-market buys or sells?

The reported transactions were equity award-related, not open-market trades. They include an RSU conversion into common stock and a related tax-withholding disposition coded as transaction F, where shares are delivered to cover taxes rather than sold on the market.