[Form 4] OMNICOM GROUP INC. Insider Trading Activity

Rhea-AI Filing Summary

Mary C. Choksi, a director of Omnicom Group Inc. (OMC), reported a non‑derivative acquisition on 10/01/2025 under Form 4. The filing shows she elected to defer receipt of 628.6 common shares under the Omnicom Group Inc. 2021 Incentive Award Plan at a reported price of $0. After the deferral and reinvested dividends credited on July 9, 2025, her beneficial ownership is reported as 44,561.58 shares. The form was signed by an attorney‑in‑fact on 10/03/2025.

Positive

• Director elected to defer compensation into company stock: 628.6 shares
• Beneficial ownership disclosed at 44,561.58 shares, increasing transparency

Negative

• None.

Insights

Corporate Governance Analyst

Insider deferred compensation into 628.6 shares, increasing reported holdings to 44,561.58.

Deferral of equity awards into company stock is a routine governance action showing the director converted earned compensation into equity rather than cash. The filing explicitly states the shares were deferred under the 2021 Incentive Award Plan and includes reinvested dividends credited on July 9, 2025.

This is a non‑cash transaction and does not indicate a market purchase or sale; it affects reported beneficial ownership but does not change outstanding share count.

Equity Markets Specialist

Reported transaction is non‑market (price reported $0) and unlikely to directly move the stock.

The transaction code and explanation identify the event as a deferral election rather than an open‑market trade or option exercise. Because the report shows 628.6 shares added by deferral and total holdings of 44,561.58, this provides transparency on insider alignment but contains no cash consideration or change in float.

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).

1. Name and Address of Reporting Person^*

CHOKSI MARY C

(Last) (First) (Middle)

C/O OMNICOM GROUP INC.

280 PARK AVENUE

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OMNICOM GROUP INC. [ OMC ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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, par value $0.15 per share	10/01/2025		A		628.6(1)	A	$0	44,561.58(2)	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. The reporting person elected to defer receipt of these shares under the terms of the Omnicom Group Inc. 2021 Incentive Award Plan.

2. Includes dividends on deferred shares that are reinvested in company stock, credited on July 9, 2025.

	/s/ Eric J. Cleary, Attorney in Fact for Mary C. Choksi	10/03/2025
	** 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 Mary C. Choksi report on Form 4 for OMC?

She reported a deferral election of 628.6 common shares under the Omnicom 2021 Incentive Award Plan on 10/01/2025.

Did the Form 4 show a market purchase or sale by the director?

No. The filing indicates a deferred receipt of shares at a reported price of $0, not an open‑market trade.

What is Mary C. Choksi's reported beneficial ownership after the transaction?

The Form 4 reports total beneficial ownership of 44,561.58 common shares following the deferral.

Are dividends included in the reported holdings?

Yes. The filing states that dividends on deferred shares were reinvested and credited on July 9, 2025.

When was the Form 4 signed and filed?

The signature by the attorney‑in‑fact appears with the date 10/03/2025 on the form.