IPG 10-K Annual Report Dec. 31, 2022 | Alphaminr
INTERPUBLIC GROUP OF COMPANIES, INC.
ALPHAMINR

IPG 10-K Fiscal year ended Dec. 31, 2022

Balance Sheet
Cash Flow
Income Statement
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INTERPUBLIC GROUP OF COMPANIES, INC.
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1: Summary Of Significant Accounting PoliciesNote 2: RevenueNote 3: LeasesNote 4: Debt and Credit ArrangementsNote 5: Earnings Per ShareNote 6: AcquisitionsNote 7: Supplementary DataNote 8: Goodwill and Other Intangible AssetsNote 9: Income TaxesNote 10: Accumulated Other Comprehensive Loss, Net Of TaxNote 11: Restructuring ChargesNote 12: Incentive Compensation PlansNote 13: Fair Value MeasurementsNote 14: Employee BenefitsNote 15: Segment InformationNote 16: Commitments and ContingenciesNote 17: Recent Accounting StandardsNote 18: Subsequent EventsItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3(i) Restated Certificate of Incorporation of the Registrant dated as of October 24, 2013, is incorporated by reference to Exhibit3(i)(2) to the Registrants Quarterly Report on Form10-Q for the quarter ended September 30, 2013. 3(ii) Amended and Restated By-Laws of the Registrant dated as of October 26, 2016, is incorporated by reference to Exhibit3(ii) to the Registrants Current Report on Form8-K filed with the SEC on October 27, 2016. 4(iii)(A) Senior Debt Indenture dated as of March 2, 2012 (the "2012 Indenture"), between the Registrant and U.S. Bank National Association, as Trustee, is incorporated by reference to Exhibit 4.1 to the Registrant's Current Report on Form 8-K filed with the SEC on March 2, 2012. 4(iii)(B) Fourth Supplemental Indenture, dated as of April 3, 2014, to the 2012 Indenture, with respect to the 4.200% Senior Notes due 2024 is incorporated by reference to Exhibit 4.2 to the Registrants Current Report on Form 8-K filed with the SEC on April 3, 2014. 4(iii)(C) Seventh Supplemental Indenture, dated as of September 21, 2018,to the 2012 Indenture, with respect to the 4.650% Senior Notes due 2028 is incorporated by reference to Exhibit 4.4 to the Registrants Current Report on Form 8-K filed with the SEC on September 21, 2018. 4(iii)(D) Eighth Supplemental Indenture, dated as of September 21, 2018,to the 2012 Indenture, with respect to the 5.400% Senior Notes due 2048 is incorporated by reference to Exhibit 4.5 to the Registrants Current Report on Form 8-K filed with the SEC on September 21, 2018. 4(iii)(E) Ninth Supplemental Indenture, dated as of March 30, 2020, to the 2012 Indenture, with respect to the 4.750% Senior Notes due 2030 is incorporated by reference to Exhibit 4.2 to the Registrants Current Report on Form 8-K filed with the SEC on March 30, 2020. 4(iii)(F) Tenth Supplemental Indenture, dated as of February 25, 2021, to the 2012 Indenture, with respect to the 2.400% Senior Notes due 2031 is incorporated by reference to Exhibit 4.2 to the Registrants Current Report on Form 8-K filed with the SEC on February 25, 2021. 4(iii)(G) Eleventh Supplemental Indenture, dated as of February 25, 2021, to the 2012 Indenture, with respect to the 3.375% Senior Notes due 2041 is incorporated by reference to Exhibit 4.3 to the Registrants Current Report on Form 8-K filed with the SEC on February 25, 2021. 4(vi) Description of Registered Securities is incorporated by reference to Exhibit 4(vi) to the Registrants Annual Report on Form 10-K for the year ended December 31, 2019. 10(i)(A) Amended and Restated Credit Agreement, dated as of November 1, 2021, among The Interpublic Group of Companies, Inc., the lenders named therein and Citibank, N.A., as administrative agent is incorporated by reference to Exhibit 10.1 to the Registrants Current Report on Form 8-K filed with the SEC on November 4, 2021. 10(iii)(A)(1) Employment Agreement, made as of January 1, 2021, entered into on July 22, 2021, by and between the Registrant and Philippe Krakowsky, is incorporated by reference to Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q for the quarter ended June 30, 2021.* 10(iii)(A)(2) Executive Special Benefits Agreement, dated as of February 1, 2002, and signed as of August 21, 2002, between the Registrant and Philippe Krakowsky, is incorporated by reference to Exhibit 10(iii)(A)(v) to the Registrant's Quarterly Report on Form 10-Q for the quarter ended September 30, 2002.* 10(iii)(A)(3) Executive Change of Control Agreement, effective as of May 27, 2010, by and between the Registrant and Philippe Krakowsky, is incorporated by reference to Exhibit 10.3 to the Registrant's Current Report on Form 8-K filed with the SEC on May 27, 2010.* 10(iii)(A)(4) Extension of Existing Executive Change of Control Agreement by and between the Registrant and Philippe Krakowsky, dated August 29, 2013 is incorporated by reference to Exhibit 10.5 to the Registrant's Current Report on Form 8-K filed with the SEC on August 30, 2013.* 10(iii)(A)(5) Extension of Existing Executive Change of Control Agreement by and between the Registrant and Philippe Krakowsky, dated October 26, 2016 is incorporated by reference to Exhibit 10(iii)(a)(5) to the Registrant's Quarterly Report on Form10-Q for the quarter ended September 30, 2016.* 10(iii)(A)(6) Extension of Existing Executive Change of Control Agreement by and between the Registrant and Philippe Krakowsky, dated July 24, 2019 is incorporated by reference to Exhibit 10(iii)(a)(5) to the Registrant's Quarterly Report on Form 10-Q for the quarter ended June 30, 2019.* 10(iii)(A)(7) Extension of Existing Executive Change of Control Agreement by and between the Registrant and Philippe Krakowsky, dated October 26, 2022 is incorporated by reference to Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q for the quarter ended September 30, 2022.* 10(iii)(A)(8) Employment Agreement between the Registrant and Ellen Johnson made as of January 1, 2020, entered into onJuly 29, 2020 is incorporated by reference to Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.* 10(iii)(A)(9) Executive Change of Control Agreement between the Registrant and Ellen Johnson dated as of May 27, 2010, is incorporated by reference to Exhibit 10(iii)(A)(4) to the Registrant's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019.* 10(iii)(A)(10) Extension of Existing Executive Change of Control Agreement between the Registrant and Ellen Johnson dated August 29, 2013, is incorporated by reference to Exhibit 10(iii)(A)(5) to the Registrant's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019.* 10(iii)(A)(11) Extension of Existing Executive Change of Control Agreement between the Registrant and Ellen Johnson dated October 26, 2016, is incorporated by reference to Exhibit 10(iii)(A)(6) to the Registrant's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019.* 10(iii)(A)(12) Extension of Existing Executive Change of Control Agreement between the Registrant and Ellen Johnson dated July 24, 2019 is incorporated by reference to Exhibit 10(iii)(a)(6) to the Registrant's Quarterly Report on Form 10-Q for the quarter ended June 30, 2019.* 10(iii)(A)(13) Extension of Existing Executive Change of Control Agreement by and between the Registrant and Ellen Johnson, dated October 26, 2022 is incorporated by reference to Exhibit 10.2 to the Registrant's Quarterly Report on Form 10-Q for the quarter ended September 30, 2022.* 10(iii)(A)(14) Employment Agreement, effective as of December 22, 2011, by and between the Registrant and Andrew Bonzani, is incorporated by reference to Exhibit(iii)(A)(8) to the Registrant's Annual Report on Form 10-K for the year ended December 31, 2012.* 10(iii)(A)(15) Executive Change of Control Agreement, effective as of December 22, 2011, by and between the Registrant and Andrew Bonzani, is incorporated by reference to Exhibit(iii)(A)(9) to the Registrant's Annual Report on Form 10-K for the year ended December 31, 2012.* 10(iii)(A)(16) Extension of Existing Executive Change of Control Agreement by and between the Registrant and Andrew Bonzani, dated August 29, 2013 is incorporated by reference to Exhibit 10.3 to the Registrant's Current Report on Form 8-K filed with the SEC on August 30, 2013.* 10(iii)(A)(17) Extension of Existing Executive Change of Control Agreement by and between the Registrant and Andrew Bonzani, dated October 26, 2016 is incorporated by reference to Exhibit 10(iii)(a)(3) to the Registrant's Quarterly Report on Form10-Q for the quarter ended September 30, 2016.* 10(iii)(A)(18) Extension of Existing Executive Change of Control Agreement by and between the Registrant and Andrew Bonzani, dated July 24, 2019 is incorporated by reference to Exhibit 10(iii)(a)(3) to the Registrant's Quarterly Report on Form10-Q for the quarter ended June 30, 2019.* 10(iii)(A)(19) Extension of Existing Executive Change of Control Agreement by and between the Registrant and Andrew Bonzani, dated October 26, 2022 is incorporated by reference to Exhibit 10.3 to the Registrant's Quarterly Report on Form 10-Q for the quarter ended September 30, 2022.* 10(iii)(A)(20) Employment Agreement, made as of April 1, 2006, by and between the Registrant and Christopher Carroll, is incorporated by reference to Exhibit 10(iii)(A)(8) to the Registrant's Annual Report on Form 10-K for the year ended December 31, 2011.* 10(iii)(A)(21) Amendment, dated as of October 29, 2007, to an Employment Agreement, made as of April 1, 2006, between the Registrant and Christopher Carroll, is incorporated by reference to Exhibit 10(iii)(A)(9) to the Registrant's Annual Report on Form 10-K for the year ended December 31, 2011.* 10(iii)(A)(22) Executive Change of Control Agreement, effective as of May 27, 2010, by and between the Registrant and Christopher Carroll, is incorporated by reference to Exhibit 10(iii)(A)(10) to the Registrant's Annual Report on Form 10-K for the year ended December 31, 2011.* 10(iii)(A)(23) Extension of Existing Executive Change of Control Agreement by and between the Registrant and Christopher Carroll, dated August 29, 2013 is incorporated by reference to Exhibit 10.4 to the Registrant's Current Report on Form 8-K filed with the SEC on August 30, 2013.* 10(iii)(A)(24) Extension of Existing Executive Change of Control Agreement by and between the Registrant and Christopher Carroll, dated October 26, 2016 is incorporated by reference to Exhibit 10(iii)(a)(4) to the Registrant's Quarterly Report on Form10-Q for the quarter ended September 30, 2016.* 10(iii)(A)(25) Extension of Existing Executive Change of Control Agreement by and between the Registrant and Christopher Carroll, dated July 24, 2019 is incorporated by reference to Exhibit 10(iii)(a)(4) to the Registrant's Quarterly Report on Form10-Q for the quarter ended June 30, 2019.* 10(iii)(A)(26) Extension of Existing Executive Change of Control Agreement by and between the Registrant and Christopher Carroll, dated October 26, 2022 is incorporated by reference to Exhibit 10.4 to the Registrant's Quarterly Report on Form 10-Q for the quarter ended September 30, 2022.* 10(iii)(A)(27) The Interpublic Group 2014 Performance Incentive Plan (the 2014 PIP) is incorporated by reference to Exhibit10.1 to the Registrant's Current Report on Form8-K filed with the SEC on May 28, 2014.* 10(iii)(A)(28) 2014 PIP Performance Share Award Agreement (updated 2018) is incorporated by reference to Exhibit10(iii)(A)(48) to the Registrants Annual Report on Form10-K for the year ended December 31, 2017.* 10(iii)(A)(29) 2014 PIP Performance Cash Award Agreement (updated 2018) is incorporated by reference to Exhibit10(iii)(A)(50) to the Registrants Annual Report on Form10-K for the year ended December 31, 2017.* 10(iii)(A)(30) The Interpublic Group 2019 Performance Incentive Plan (the 2019 PIP) is incorporated by reference to Exhibit 10(iii)(A)(62) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2019.* 10(iii)(A)(31) 2019 PIP Restricted Stock Award Agreement is incorporated by reference to Exhibit 10(iii)(A)(63) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2019.* 10(iii)(A)(32) 2019 PIP Restricted Stock Unit Award Agreement is incorporated by reference to Exhibit 10(iii)(A)(64) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2019.* 10(iii)(A)(33) 2019 PIP Restricted Stock Unit Award Agreement.* (updated 2021) is incorporated by reference to Exhibit 10(iii)(A)(50) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2020*. 10(iii)(A)(34) 2019 PIP Restricted Stock Unit Award Agreement (version2) is incorporated by reference to Exhibit 10(iii)(A)(65) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2019.* 10(iii)(A)(35) 2019 PIP Performance Share Award Agreement is incorporated by reference to Exhibit 10(iii)(A)(66) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2019.* 10(iii)(A)(36) 2019 PIP Performance Share Award Agreement (updated 2021) is incorporated by reference to Exhibit 10(iii)(A)(53) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2020.* 10(iii)(A)(37) 2019 PIP Performance Share Award Agreement (version 2) is incorporated by reference to Exhibit 10(iii)(A)(67) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2019.* 10(iii)(A)(38) 2019 PIP Performance Cash Award Agreement is incorporated by reference to Exhibit 10(iii)(A)(68) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2019.* 10(iii)(A)(39) 2019 PIP Performance Cash Award Agreement (updated 2021) is incorporated by reference to Exhibit 10(iii)(A)(56) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2020*. 10(iii)(A)(40) 2019 PIP Performance Cash Award Agreement (version 2) is incorporated by reference to Exhibit 10(iii)(A)(69) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2019.* 10(iii)(A)(41) 2019 PIP Stock Option Award Agreement is incorporated by reference to Exhibit 10(iii)(A)(58) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2020.* 10(iii)(A)(42) The Interpublic Restricted Cash Plan, Restatement effective as of November 12, 2020 is incorporated by reference to Exhibit 10(iii)(A)(61) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2020.* 10(iii)(A)(43) Restricted Cash Award Agreement is incorporated by reference to Exhibit 10(iii)(A)(62) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2020.* 10(iii)(A)(44) The Interpublic Senior Executive Incentive Plan is incorporated by reference to Exhibit 10(iii)(a)(7) to the Registrant's Quarterly Report on Form 10-Q for the quarter ended June 30, 2019.* 10(iii)(A)(45) Amended and Restated Employee Stock Purchase Plan (2016) of the Registrant is incorporated by reference to Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020.* 10(iii)(A)(46) The Interpublic Group Executive Performance (162(m) Plan) is incorporated by reference to Exhibit10.2 to the Registrant's Current Report on Form8-K filed with the SEC on May 28, 2014.* 10(iii)(A)(47) The Interpublic Executive Severance Plan, amended and restated, effective August 16, 2017, is incorporated by reference to Exhibit 10(iii)(A)(1) to the Registrants Quarterly Report on Form 10-Q for the quarter ended September 30, 2017.* 10(iii)(A)(48) The Interpublic Capital Accumulation Plan, Amended and Restated (the Restated CAP), effective January1, 2007, is incorporated by reference to Exhibit10(iii)(A)(4) to the Registrant's Quarterly Report on Form10-Q for the quarter ended September30, 2007.* 10(iii)(A)(49) Restated CAP-Form of Restated Participation Agreement is incorporated by reference to Exhibit10(iii)(A)(5) to the Registrant's Quarterly Report on Form10-Q for the quarter ended September30, 2007.* 10(iii)(A)(50) Restated CAP-Form of Participation Agreement (FormFor New Participants), is incorporated by reference to Exhibit10(iii)(A)(6) to the Registrant's Quarterly Report on Form10-Q for the quarter ended September30, 2007.* 10(iii)(A)(51) The Interpublic Capital Accumulation Plan, amended and restated, effective August 1, 2014, and form of Participation Agreement for New Participants is incorporated by reference to Exhibit 10(iii)(A)(1) to the Registrants Quarterly Report on Form 10-Q for the quarter ended June 30, 2014.* 10(iii)(A)(52) Description of Changes to the Compensation for Non-Management Directors is incorporated by reference to Exhibit 10(iii)(a)(71) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2021.* 21 Subsidiaries of the Registrant. 23 Consent of PricewaterhouseCoopers LLP. 24 Power of Attorney to sign Form10-K and resolution of Board of Directors re Power of Attorney. 31.1 Certification of the Chief Executive Officer pursuant to Rule13a-14(a) under the Securities Exchange Act of 1934, as amended. 31.2 Certification of the Chief Financial Officer pursuant to Rule13a-14(a) under the Securities Exchange Act of 1934, as amended. 32 Certification of the Chief Executive Officer and the Chief Financial Officer furnished pursuant to 18U.S.C. Section1350 and Rule13a-14(b) under the Securities Exchange Act of 1934, as amended.