ManpowerGroup Inc.
For the period ended Dec 31, 2025. Filed Feb 23, 2026.
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FY2025 · Filed Feb 23, 2026
MAN$46.02+3.3%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits and Financial Statement Schedules
(a)(1) Financial Statements.
| PageNumber | |
|---|---|
| Consolidated Financial Statements: | |
| Report of Independent Registered Public Accounting Firm | 48 |
| Consolidated Statements of Operations for the years ended December 31, 2025, 2024 and 2023 | 51 |
| Consolidated Statements of Comprehensive Income for the years ended December 31, 2025, 2024 and 2023 | 52 |
| Consolidated Balance Sheets as of December 31, 2025 and 2024 | 53 |
| Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024 and 2023 | 54 |
| Consolidated Statements of Shareholders’ Equity for the years ended December 31, 2025, 2024 and 2023 | 55 |
| Notes to Consolidated Financial Statements | 56 |
(a)(2) Financial Statement Schedule.
SCHEDULE II—Valuation and Qualifying Accounts
For the years ended December 31, 2025, 2024 and 2023, in millions:
Allowance for Expected Credit Losses:
| Balance at Beginning of Year · Provision for Credit Losses · Write-Offs · Currency Impact and Other · Balance at End of Year | |||||
|---|---|---|---|---|---|
| 2025 | $67.6 | $7.1 | $(11.2) | $10.6 | $74.1 |
| 2024 | 99.2 | 9.0 | (35.6) | (5.0) | 67.6 |
| 2023 | 109.3 | 5.4 | (18.2) | 2.7 | 99.2 |
Valuation Allowance for Deferred Tax Assets
| Balance at Beginning of Year · Charged to Income Tax Expense · Charged to Other Accounts(a) · Balance at End of Year | ||||
|---|---|---|---|---|
| 2025 | $222.9 | $22.8 | $16.8 | $262.5 |
| 2024 | 219.8 | 34.1 | (31.0) | 222.9 |
| 2023 | 161.1 | 53.5 | 5.2 | 219.8 |
(a)
Reflects other increases (decreases) to our valuation allowance that did not impact total tax expense, including the effects of currency and other comprehensive income/loss.
(a)(3) Exhibits.
See (c) below.
Pursuant to Regulation S-K, Item 601(b)(4)(iii), ManpowerGroup Inc. hereby agrees to furnish to the Commission, upon request, a copy of each instrument and agreement with respect to long-term debt of ManpowerGroup Inc. and its consolidated subsidiaries which does not exceed 10 percent of the total assets of ManpowerGroup Inc. and its subsidiaries on a consolidated basis.
Part IV
(c) Exhibits.
| 3.1 | Amended and Restated Articles of Incorporation of ManpowerGroup Inc., incorporated by reference to the Quarterly Report on Form 10-Q for the quarter ended June 30, 2013. |
| 3.2 | Amended and Restated By-laws of ManpowerGroup Inc., incorporated by reference to the Company's Current Report on Form 8-K dated August 5, 2022. |
| 4.1 | Fiscal and Paying Agency Agreement between the Company and Citibank, N.A., London Branch as Fiscal Agent, Principal Paying Agent and Registrar and Transfer Agent, dated as of June 22, 2018 (including the form of Note attached thereto as Schedule I), incorporated by reference to the Company’s Current Report on Form 8-K dated June 22, 2018. |
| 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 June 30, 2022 (including the form of Note attached thereto as Schedule I), incorporated by reference to the Company’s Current Report on Form 8-K dated June 30, 2022. |
| 4.3 | Fiscal and Paying Agency Agreement between the Company and Citibank, N.A., London Branch, as Fiscal Agent, Principal Paying Agent and Registrar and Transfer Agent, dated as of December 15, 2025 (including the form of Note attached thereto as Schedule I), incorporated by reference to the Company’s Current Report on Form 8-K dated December 15, 2025. |
| 4.4 | Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. |
| 10.1 | Credit Agreement dated as of May 27, 2022 among the Company, a syndicate of lenders and JPMorgan Chase Bank, N.A., as Administrative Agent, incorporated by reference to the Company’s Current Report on Form 8-K dated May 27, 2022. |
| 10.2 | Amendment No. 2 dated as of June 26, 2025 to the Credit Agreement dated as of May 27, 2022 among the Company, a syndicate of lenders and JPMorgan Chase Bank, N.A., as Administrative Agent, incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025. |
| 10.3 | Credit Agreement dated as of December 15, 2025 among the Company, a syndicate of lenders and JPMorgan Chase Bank, N.A., as Administrative Agent, incorporated by reference to the Company’s Current Report on Form 8-K dated December 15, 2025. |
| 10.4 | Manpower Savings Related Share Option Scheme incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2010. ** |
| 10.5(a) | Terms and Conditions Regarding the Grant of Awards to Non-Employee Directors Under the 2011 Equity Incentive Plan (Amended and Restated January 1, 2024), incorporated by reference to Exhibit 10.6(a) of the Company's Annual Report on Form 10-K for the year ended December 31, 2023. ** |
| 10.5(b) | ManpowerGroup Inc. Compensation for Non-Employee Directors (Amended and Restated Effective January 1, 2024). incorporate by reference to Exhibit 10.6(b) of the Company's Annual Report on Form 10-K for the year ended December 31, 2023.** |
| 10.5(c) | Letter Agreement between Jonas Prising and the Company dated as of February 13, 2026, incorporated by reference to the Company's Current Report on Form 8-K dated February 19, 2026.** |
| 10.5(d) | 2011 Equity Incentive Plan of Manpower Inc. (Amended and Restated Effective May 8, 2020), incorporated by reference to the Company’s Registration Statement on Form S-8 dated May 29, 2020. ** |
| 10.5(e) | Form of Indemnification Agreement, incorporated by reference to the Company’s Current Report on Form 8-K dated October 31, 2006. |
| 10.6(a) | Form of Stock Option Agreement under 2011 Equity Incentive Plan, incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019. ** |
Part IV
| 10.6(b) | Form of Restricted Stock Unit Agreement under 2011 Equity Incentive Plan, incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2012. ** |
| 10.6(c) | Form of 2014 Career Share Agreement under the 2011 Equity Incentive Plan, incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014. ** |
| 10.6(d) | Form of 2021 Performance Share Unit Agreement Under the 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, 2021. |
| 10.6(e) | Form of 2022 Performance Share Unit Agreement Under the 2011 Equity Inventive Plan of ManpowerGroup Inc., incorporated by reference to the Company's Quarterly Report on Form 10-Q for the Quarter ended March 31, 2022. |
| 10.6(f) | Form of 2024 Performance Share Unit Agreement Under the 2011 Equity Inventive Plan of ManpowerGroup Inc., incorporated by reference to the Company's Quarterly Report on Form 10-Q for the Quarter ended March 31, 2024. |
| 10.7(a) | Letter Agreement between Michelle S. Nettles and the Company dated as of February 13, 2026, incorporated by reference to the Company's Current Report on Form 8-K dated February 19, 2026.** |
| 10.7(b) | Letter Agreement between John T. McGinnis and the Company dated as of February 13, 2026, incorporated by reference to the Company's Current Report on Form 8-K dated February 19, 2026.** |
| 10.7(c) | Letter Agreement between Becky Frankiewicz and the Company dated as of February 13, 2026, incorporated by reference to the Company's Current Report on Form 8-K dated February 19, 2026.** |
| 10.8 | ManpowerGroup Inc. Annual Incentive Plan, incorporated by reference to the Company's Current Report on Form 8-K dated February 15, 2018. ** |
| 19.1 | Insider Trading policy, incorporated by reference to Exhibit 19.1 of the Company's Annual Report on Form 10-K for the year ended December 31, 2024. |
| 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. |
| 97 | Senior Executive Compensation Recovery Policy, incorporated by reference to Exhibit 97 of the Company's Annual Report on Form 10-K for the year ended December 31, 2024. ** |
| 101.INS | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
| 101.SCH | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents |
Part IV
| 104 | The cover page from the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 has been formatted in Inline XBRL (Inline Extensible Business Reporting Language). |
** Management contract or compensatory plan or arrangement.
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