OMNICOM GROUP INC. (OMC) SEC Filings, Feb-Mar 2026

Omnicom Group Inc. asks shareholders to elect 14 directors, approve an advisory vote on executive compensation and ratify KPMG LLP as independent auditor at its virtual 2026 annual meeting. The proxy highlights the completed acquisition of Interpublic Group, related integration plans and sizeable expected synergies.

The Board emphasizes refreshed, diverse membership, with six nominees joining since 2022 and three directors coming from IPG. Governance features include a strong Lead Independent Director, majority voting for directors, proxy access and robust stock ownership and overboarding policies.

Compensation discussions focus on a redesigned package for Chairman and CEO John Wren, who agreed to extend his CEO term through 2028, reduce his base salary to $1 and forgo other cash or equity incentives in favor of a special stock option award that is fully at risk and tied to future stock performance. Other named executive officers’ annual incentives combine internal financial targets, peer-based metrics and qualitative goals tied to closing and integrating the IPG transaction.

Omnicom Group Inc. is hosting an Investor Day on March 12, 2026 to lay out its growth strategy following the acquisition of The Interpublic Group of Companies, Inc. The plan is framed around Omnicom’s competitive advantages and a financial framework aimed at long-term, sustainable growth.

Senior leaders, including the CEO, CFO and operating heads across media, creative, consulting and product, are presenting. Omnicom is also providing a financial update with an outlook for the year ending December 31, 2026 and explaining its use of Non-GAAP measures such as EBITA, EBITDA, EBITA margin, Adjusted EBITDA and adjusted net income metrics.

The company emphasizes that these Non-GAAP measures supplement, but do not replace, GAAP results and may not be comparable with other companies’ metrics. The disclosure contains forward-looking statements subject to various risks and uncertainties, with references to risk factors discussed in its Annual Report on Form 10-K and other SEC filings.

OMNICOM GROUP INC. director Linda Johnson Rice sold 1,348 shares of common stock in an open-market transaction on March 2, 2026 at an average price of $85.245 per share. After this sale, she directly owns 11,501.36 shares of Omnicom common stock.

OMC submitted a Form 144 notice reporting proposed sales of common stock through Fidelity Brokerage Services LLC on the NYSE. The filing lists restricted stock vesting lots of 713 shares (vesting 07/01/2025) and 635 shares (vesting 01/01/2026).

Omnicom Group Inc. completed major debt offerings in U.S. dollars and euros to refinance near-term maturities and support general corporate needs. The company issued $400 million of 4.200% Senior Notes due 2029, $700 million of 5.000% Senior Notes due 2033 and $600 million of 5.300% Senior Notes due 2036, generating about $1.68 billion in net proceeds.

A wholly owned subsidiary also issued €600 million of 3.850% Senior Notes due 2034, with net proceeds of about €594.5 million, fully and unconditionally guaranteed by Omnicom. The company plans to repay $1.4 billion of 3.600% Senior Notes due 2026 and use any remaining funds for working capital, debt repayment, acquisitions, share repurchases and other corporate purposes.

Omnicom Group Inc. is offering three series of senior unsecured notes totaling $1.7 billion: $400,000,000 4.200% due March 2, 2029, $700,000,000 5.000% due June 2, 2033, and $600,000,000 5.300% due June 2, 2036. Interest will accrue from March 2, 2026 and be paid semi‑annually on the stated payment dates. Net proceeds are expected to be approximately $1,683 million, which the company intends to use primarily to fund repayment of its $1.4 billion 3.600% Senior Notes due April 15, 2026, with any remainder for general corporate purposes. The notes are unsecured, rank equally with other senior unsecured indebtedness, will not be listed, and include customary optional redemption and change-of-control repurchase provisions.

Omnicom Group Inc. is offering a new series of unsecured, unsubordinated senior notes due in 20__ under a shelf registration. The notes will bear interest payable semi-annually and will rank equally with other senior unsecured indebtedness. The notes are a new issue with no established trading market and are not expected to be listed.

The indenture permits optional redemption and requires the issuer to offer to repurchase notes at 101% of principal plus accrued interest upon a Change of Control Triggering Event (a Change of Control combined with a below-investment-grade ratings event). Net proceeds are intended to fund repayment of the 3.600% Senior Notes due 2026 (of which $1,400 million was outstanding as of December 31, 2025) and for general corporate purposes.

Omnicom Group Inc. and its subsidiary Omnicom Finance Holdings plc filed a preliminary prospectus supplement for an offering of euro-denominated senior notes to be issued by the Issuer and fully and unconditionally guaranteed by the Company. The notes pay annual interest, will be unsecured and rank equally with other unsecured senior debt, and include customary optional redemption features, a repurchase at 101% on a Change of Control Triggering Event, and potential redemption for certain changes in withholding taxes. Proceeds are earmarked for general corporate purposes. The notes will be issued in book-entry form, expected to be listed on the New York Stock Exchange, and involve customary market and currency risks; see the Risk Factors section.