8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 3, 2016
MANPOWERGROUP INC.
(Exact name of registrant as specified in its charter)
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Wisconsin | 1-10686 | 39-1672779 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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100 Manpower Place | |
Milwaukee, Wisconsin | 53212 |
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (414) 961-1000
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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o | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.07 Submission of Matters to a Vote of Security Holders
At our 2016 Annual Meeting, our shareholders voted on proposals to: (1) elect twelve individuals nominated by the Board of Directors of the Company to serve until 2017; (2) re-approve the material terms of the performance goals under the ManpowerGroup Inc. Corporate Senior Management Annual Incentive Pool Plan; (3) re-approve the material terms of the performance goals under the 2011 Equity Incentive Plan of ManpowerGroup Inc.; (4) ratify the appointment of Deloitte & Touche LLP as our independent auditors for 2016; and (5) provide an advisory vote on the compensation of our named executive officers. The final voting results on these proposals are as follows:
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| For | Against | Abstain | Non-Votes | |
1. a) Election of Gina R. Boswell | | 61,055,651 | | | 378,917 | | | 6,406 | | | 4,701,549 | | |
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b) Election of Cari M. Dominguez | | 61,401,818 | | | 32,376 | | | 6,780 | | | 4,701,549 | | |
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c) Election of William Downe | | 61,097,921 | | | 336,338 | | | 6,715 | | | 4,701,549 | | |
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d) Election of John F. Ferraro | | 61,322,019 | | | 112,127 | | | 6,828 | | | 4,701,549 | | |
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e) Election of Patricia Hemingway Hall | | 61,111,201 | | | 323,359 | | | 6,414 | | | 4,701,549 | | |
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f) Election of Roberto Mendoza | | 60,742,316 | | | 690,903 | | | 7,755 | | | 4,701,549 | | |
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g) Election of Ulice Payne, Jr. | | 60,883,047 | | | 550,976 | | | 6,951 | | | 4,701,549 | | |
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h) Election of Jonas Prising | | 59,387,240 | | | 1,684,983 | | | 368,751 | | | 4,701,549 | | |
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i) Election of Paul Read | | 61,111,500 | | | 322,277 | | | 7,197 | | | 4,701,549 | | |
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j) Election of Elizabeth P. Sartain | | 61,401,831 | | | 32,663 | | | 6,480 | | | 4,701,549 | | |
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k) Election of John R. Walter | | 60,996,652 | | | 435,861 | | | 8,461 | | | 4,701,549 | | |
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l) Election of Edward J. Zore | | 60,874,674 | | | 556,934 | | | 9,366 | | | 4,701,549 | | |
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2. Re-approval of the material terms of the performance goals under the ManpowerGroup Inc. Corporate Senior Management Annual Incentive Pool Plan | | 60,580,286 | | | 830,578 | | | 30,110 | | | 4,701,549 | | |
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3. Re-approval of the material terms of the performance goals under the 2011 Equity Incentive Plan of ManpowerGroup Inc. | | 60,224,975 | | | 1,185,521 | | | 30,478 | | | 4,701,549 | | |
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4. Ratification of the appointment of Deloitte & Touche LLP as our independent auditors for 2016 | | 65,737,485 | | | 370,233 | | | 34,806 | | | 0 | | |
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5. Advisory vote on the compensation of our named executive officers | | 60,364,175 | | | 1,041,495 | | | 35,304 | | | 4,701,549 | | |
Item 8.01 Other Events
On May 3, 2016 we issued a press release announcing that our Board of Directors declared a semi-annual dividend of $0.86 per share. The dividend will be paid on June 15, 2016 to shareholders of record as of the close of business on June 1, 2016. The press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01. Exhibits
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Exhibit No. | Description |
99.1 | Press Release dated May 3, 2016 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| MANPOWERGROUP INC. | |
Dated: May 3, 2016 | By: | /s/ Richard Buchband | |
| Name: | | Richard Buchband | |
| Title: | | Senior Vice President, General Counsel and Secretary | |
Exhibit Index
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99.1 | Press Release dated May 3, 2016 |
Exhibit
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FOR IMMEDIATE RELEASE | | CONTACT: | Mike Van Handel |
| | | +1.414.906.6305 |
| | | Michael.vanhandel@manpowergroup.com |
ManpowerGroup Increases Dividend 8 Percent
MILWAUKEE (May 3, 2016) – The Board of Directors of ManpowerGroup (NYSE: MAN) has declared a semi-annual dividend of 86 cents per share, an 8 percent increase from the most recent dividend of 80 cents per share.
The dividend is payable on June 15, 2016 to shareholders of record as of the close of business on June 1, 2016.
Additional financial information about ManpowerGroup, including stock history and annual shareholder reports, can be found at http://www.manpowergroup.com/investors/investors.cfm.
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About ManpowerGroup
ManpowerGroup® (NYSE: MAN) is the world's workforce expert, creating innovative workforce solutions for nearly 70 years. As workforce experts, we connect more than 600,000 people to meaningful work across a wide range of skills and industries every day. Through our ManpowerGroup family of brands – Manpower®, Experis®, Right Management® and ManpowerGroup® Solutions – we help more than 400,000 clients in 80 countries and territories address their critical talent needs, providing comprehensive solutions to resource, manage and develop talent. In 2016, ManpowerGroup was named one of the World's Most Ethical Companies for the sixth consecutive year and one of Fortune's Most Admired Companies, confirming our position as the most trusted and admired brand in the industry. See how ManpowerGroup makes powering the world of work humanly possible: www.manpowergroup.com.
ManpowerGroup • 100 Manpower Place, Milwaukee, WI 53212 • USA • Phone +1.414.961.1000 • www.manpowergroup.com