Document

 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 2, 2017

MANPOWERGROUP INC.
(Exact name of registrant as specified in its charter)
 
 
Wisconsin
1-10686
39-1672779
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)


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:

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o





Item 5.07 Submission of Matters to a Vote of Security Holders
At our 2017 Annual Meeting, our shareholders voted on proposals to: (1) elect thirteen individuals nominated by the Board of Directors of the Company to serve until 2018; (2) ratify the appointment of Deloitte & Touche LLP as our independent auditors for 2017; (3) provide an advisory vote on the compensation of our named executive officers; and (4) provide an advisory vote on the frequency of the advisory vote on the compensation of our named executive officers. The final voting results on these proposals are as follows:

 
 
 
 
 
 
 
 
Broker
 
 
 
 
For
 
Against
 
Abstain
 
Non-Votes
 
 
1.  a) Election of Gina R. Boswell
 
55,601,828
 
72,028
 
41,947
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
 
b) Election of Cari M. Dominguez
 
55,570,747
 
103,614
 
41,442
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
 
c) Election of William Downe
 
55,556,105
 
113,710
 
45,988
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
 
d) Election of John F. Ferraro
 
55,615,316
 
54,727
 
45,760
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
 
e) Election of Patricia Hemingway Hall
 
55,628,692
 
46,046
 
41,065
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
 
f) Election of Julie M. Howard
 
47,089,130
 
8,585,786
 
40,887
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
 
g) Election of Roberto Mendoza
 
55,630,695
 
38,974
 
46,134
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
 
h) Election of Ulice Payne, Jr.
 
53,927,519
 
1,743,141
 
45,143
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
 
i) Election of Jonas Prising
 
51,539,604
 
2,427,523
 
1,748,676
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
 
j) Election of Paul Read
 
55,619,188
 
50,864
 
45,751
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
 
k) Election of Elizabeth P. Sartain
 
55,596,669
 
78,240
 
40,894
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
 
l) Election of John R. Walter
 
55,077,166
 
592,910
 
45,727
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
 
m) Election of Edward J. Zore
 
54,633,515
 
1,036,622
 
45,666
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
 
2. Ratification of the appointment of Deloitte & Touche LLP as our independent auditors for 2017
 
57,981,328
 
588,618
 
37,914
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3. Advisory vote on the compensation of our named executive officers
 
50,725,116
 
4,927,333
 
63,354
 
2,892,057
 
 
 
 
 
 
 
 
 
 
 
 
Broker
 
 
1 Year
 
2 Years
 
3 Years
 
Abstain
 
Non-Votes
4. Advisory vote on the frequency of the advisory vote on the compensation of our named executive officers
 
46,920,175
 
15,273
 
8,739,851
 
40,504
 
2,892,057



Item 8.01 Other Events

On May 2, 2017 we issued a press release announcing that our Board of Directors declared a semi-annual dividend of $0.93 per share. The dividend will be paid on June 15, 2017 to shareholders of record as of the close of business on June 1, 2017. The press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.




Item 9.01.                        Exhibits

Exhibit No.
Description
99.1
Press Release dated May 2, 2017

    



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.
 
 
 


 
MANPOWERGROUP INC.
 
Dated: May 2, 2017
By:
/s/ Richard Buchband
 
Name:
Richard Buchband
 
Title:
Senior Vice President, General Counsel and Secretary




Exhibit Index

99.1
Press Release dated May 2, 2017


Exhibit

Exhibit 99.1

https://cdn.kscope.io/d11a70e6317319bd599a73fbab88afca-manlogo.jpg
FOR IMMEDIATE RELEASE
 
 CONTACT:
Jack McGinnis
 
 
 
+1.414.906.7977
 
 
 
Jack.mcginnis@manpowergroup.com
 
 
 
 
 
 
 
 
                                                                  

ManpowerGroup Increases Dividend 8 Percent

MILWAUKEE (May 2, 2017) The Board of Directors of ManpowerGroup (NYSE: MAN) has declared a semi-annual dividend of 93 cents per share, an 8 percent increase from the most recent dividend of 86 cents per share.

The dividend is payable on June 15, 2017 to shareholders of record as of the close of business on June 1, 2017.

Additional financial information about ManpowerGroup, including stock history and annual shareholder reports, can be found at http://investor.manpowergroup.com.
    
    
###


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 2017, ManpowerGroup was named one of the World's Most Ethical Companies for the seventh 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