MAN 10-K Annual Report Dec. 31, 2017 | Alphaminr

MAN 10-K Fiscal year ended Dec. 31, 2017

MANPOWERGROUP 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 Shareholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 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 DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Shareholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Amended and Restated Articles of Incorporation of ManpowerGroup Inc., incorporated by reference to the Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2013. 4.2 Fiscal and Paying Agency Agreement between the Company and Citibank, N.A., as Fiscal Agent, Principal Paying Agent and Registrar and Transfer Agent, dated as of September 11, 2015 (including the form of Note attached thereto as Schedule I), incorporated by reference to the Companys Current Report on Form 8-K dated September 11, 2015. 10.1 Amended and Restated Five-Year Credit Agreement dated as of September 11, 2015 among the Company, a syndicate of lenders and Citibank, N.A., as Administrative Agent, incorporated by reference to the Companys Current Report on Form 8-K dated September 11, 2015. 10.2 Manpower Savings Related Share Option Scheme incorporated by reference to the Companys Annual Report on Form 10-K for the year ended December 31, 2010. ** 10.3 Manpower 1990 Employee Stock Purchase Plan (Amended and Restated effective April 26, 2005), incorporated by reference to the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2005. ** 10.5 Letter Agreement between Darryl Green and the Company dated as of April 4, 2007, incorporated by reference to the Companys Annual Report on Form 10-K for the fiscal year ended December 31, 2007. ** 10.6(a) Terms and Conditions Regarding the Grant of Awards to Non-Employee Directors under the 2003 Equity Incentive Plan of Manpower Inc. (Amended and Restated Effective February 16, 2011), incorporated by reference to the Companys Current Report on Form 8-K dated February 16, 2011. ** 10.6(b) Terms and Conditions Regarding the Grant of Awards to Non-Employee Directors Under the 2011 Equity Incentive Plan (Amended and Restated January 1, 2018). ** 10.6(c) ManpowerGroup Inc. Compensation for Non-Employee Directors (Amended and Restated Effective January 1, 2018). ** 10.6(d) Severance Agreement between Jonas Prising and the Company dated as of May 2, 2017, incorporated by reference to the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2017. ** 10.6(e) Severance Agreement between Mara Swan and the Company dated as of December 11, 2017, incorporated by reference to the Companys Current Report on Form 8-K dated December 12, 2017. ** 10.6(f) Severance Agreement dated July 28, 2016 between the Company and Darryl Green, incorporated by reference to the Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2016. ** 10.6(g) Severance Agreement dated December 14, 2015 between the Company and Richard Buchband, incorporated by reference to the Company's Annual Report on Form 10-K for the year ended December 31, 2015. ** 10.6(h) 2003 Equity Incentive Plan of Manpower Inc. (Amended and Restated Effective April 28, 2009), incorporated by reference to the Companys Registration Statement on Form S-8 dated September 4, 2009. ** 10.6(i) Amendment of Manpower Inc. 2003 Equity Incentive Plan, incorporated by reference to the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2010.** 10.6(j) 2011 Equity Incentive Plan of Manpower Inc. (Amended and Restated Effective April 29, 2014), incorporated by reference to the Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2014. ** 10.6(k) Form of Indemnification Agreement, incorporated by reference to the Companys Current Report on Form 8-K dated October 31, 2006. 10.7(a) Form of Stock Option Agreement under 2011 Equity Incentive Plan, incorporated by reference to the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2012. ** 10.7(b) Form of Restricted Stock Unit Agreement under 2011 Equity Incentive Plan, incorporated by reference to the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2012. ** 10.7(c) Form of 2014 Career Share Agreement under the 2011 Equity Incentive Plan, incorporated by reference to the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2014. ** 10.7(d) Form of 2014 Performance Share Unit Agreement under the 2011 Equity Incentive Plan, incorporated by reference to the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2014. ** 10.7(e) Form of 2014 Performance Share Unit Agreement for Mr. Van Handel under the 2011 Equity Incentive Plan, incorporated by reference to the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2014. ** 10.7(f) Form of 2016 Performance Share Unit Agreement under 2011 Equity Incentive Plan of ManpowerGroup Inc., incorporated by reference to the Company's Quarterly Report on Form 10-Q for the Quarter ended March 31, 2016. ** 10.8(a) Severance Agreement between Ram Chandrashekar and the Company dated October 29, 2015, incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2015. ** 10.8(b) Letter Agreement between Ram Chandrashekar and the Company dated March 8, 2013, incorporated by reference to the Company's Annual Report on Form 10-K for the year ended December 31, 2014. ** 10.9(a) Severance Agreement between John T. McGinnis and the Company dated February 15, 2016, incorporated by reference to the Company's Current Report on Form 8-K dated February 15, 2016. ** 10.9(b) Letter Agreement between John T. McGinnis and the Company dated as of November 17, 2015, incorporated by reference to the Company's Current Report on Form 8-K dated January 28, 2016. ** 12.1 Statement Regarding Computation of Ratio of Earnings to Fixed Charges. 21 Subsidiaries of the Company. 23.1 Consent of Deloitte & Touche LLP. 24 Power of Attorney. 31.1 Certification of Jonas Prising, Chief Executive Officer, pursuant to Section 13a-14(a) of the Securities Exchange Act of 1934. 31.2 Certification of John T. McGinnis, Executive Vice President and Chief Financial Officer, pursuant to Section 13a-14(a) of the Securities Exchange Act of 1934. 32.1 Statement of Jonas Prising, Chief Executive Officer, pursuant to 18 U.S.C. ss. 1350. 32.2 Statement of John T. McGinnis, Executive Vice President and Chief Financial Officer, pursuant to 18 U.S.C. ss. 1350.