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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/19/21 ManpowerGroup Inc. 10-K 12/31/20 127:34M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 2.70M
2: EX-4.3 Instrument Defining the Rights of Security Holders HTML 41K
3: EX-10.7F Material Contract HTML 59K
4: EX-10.8A Material Contract HTML 116K
5: EX-21 Subsidiaries List HTML 108K
6: EX-23.1 Consent of Expert or Counsel HTML 36K
7: EX-24 Power of Attorney HTML 46K
8: EX-31.1 Certification -- §302 - SOA'02 HTML 42K
9: EX-31.2 Certification -- §302 - SOA'02 HTML 42K
10: EX-32.1 Certification -- §906 - SOA'02 HTML 38K
11: EX-32.2 Certification -- §906 - SOA'02 HTML 38K
18: R1 Document and Entity Information HTML 100K
19: R2 Consolidated Statements of Operations HTML 95K
20: R3 Consolidated Statements of Comprehensive Income HTML 74K
21: R4 Consolidated Statements of Comprehensive Income HTML 43K
(Parenthetical)
22: R5 Consolidated Balance Sheets HTML 146K
23: R6 Consolidated Balance Sheets (Parenthetical) HTML 59K
24: R7 Consolidated Statements of Cash Flows HTML 135K
25: R8 Consolidated Statements of Shareholders' Equity HTML 104K
26: R9 Consolidated Statements of Shareholders' Equity HTML 39K
(Parenthetical)
27: R10 Summary of Significant Accounting Policies HTML 514K
28: R11 Revenue Recognition HTML 404K
29: R12 Share-Based Compensation Plans HTML 279K
30: R13 Acquisitions and Dispositions HTML 73K
31: R14 Income Taxes HTML 338K
32: R15 Net Earnings Per Share HTML 85K
33: R16 Goodwill HTML 165K
34: R17 Debt HTML 84K
35: R18 Retirement and Deferred Compensation Plans HTML 961K
36: R19 Accumulated Other Comprehensive Loss HTML 63K
37: R20 Interest and Other Expenses (Income), Net HTML 68K
38: R21 Derivative Financial Instruments HTML 156K
39: R22 Leases HTML 159K
40: R23 Segment Data HTML 717K
41: R24 Contingencies HTML 41K
42: R25 Quarterly Data (Unaudited) HTML 184K
43: R26 Schedule II VALUATION AND QUALIFYING ACCOUNTS HTML 76K
44: R27 Summary of Significant Accounting Policies HTML 569K
(Policies)
45: R28 Summary of Significant Accounting Policies HTML 463K
(Tables)
46: R29 Revenue Recognition (Tables) HTML 386K
47: R30 Share-Based Compensation Plans (Tables) HTML 278K
48: R31 Acquisitions and Dispositions (Tables) HTML 62K
49: R32 Income Taxes (Tables) HTML 340K
50: R33 Net Earnings Per Share (Tables) HTML 83K
51: R34 Goodwill (Tables) HTML 166K
52: R35 Debt (Tables) HTML 81K
53: R36 Retirement and Deferred Compensation Plans HTML 964K
(Tables)
54: R37 Accumulated Other Comprehensive Loss (Tables) HTML 63K
55: R38 Interest and Other Expenses (Income), Net (Tables) HTML 68K
56: R39 Derivative Financial Instruments (Tables) HTML 154K
57: R40 Leases (Tables) HTML 162K
58: R41 Segment Data (Tables) HTML 777K
59: R42 Quarterly Data (Unaudited) (Tables) HTML 183K
60: R43 Summary of Significant Accounting Policies - HTML 344K
Additional Information (Details)
61: R44 Summary of Significant Accounting Policies - HTML 47K
Summary of Rollforward of Allowance for Doubtful
Accounts (Details)
62: R45 Summary of Significant Accounting Policies - HTML 70K
Schedule of Changes in Restructuring Reserve
(Details)
63: R46 Summary of Significant Accounting Policies - HTML 64K
Schedule of Changes in Restructuring Reserve
(Parenthetical) (Details)
64: R47 Summary of Significant Accounting Policies - HTML 65K
Schedule of Assets and Liabilities Measured and
Recorded at Fair Value On Recurring Basis
(Details)
65: R48 Summary of Significant Accounting Policies - HTML 70K
Schedule of Goodwill, Finite-Lived Intangible
Assets and Indefinite-Lived Intangible Assets
(Details)
66: R49 Summary of Significant Accounting Policies - HTML 43K
Schedule of Goodwill, Finite-Lived Intangible
Assets and Indefinite-Lived Intangible Assets
(Parenthetical) (Details)
67: R50 Summary of Significant Accounting Policies - HTML 49K
Summary of Property and Equipment (Details)
68: R51 Revenue Recognition - Additional Information HTML 45K
(Details)
69: R52 Revenue Recognition - Disaggregation of Revenue HTML 198K
(Details)
70: R53 Share-Based Compensation Plans - Additional HTML 105K
Information (Details)
71: R54 Share-Based Compensation Plans - Summary of Stock HTML 78K
Option Activity (Details)
72: R55 Share-Based Compensation Plans - Schedule of HTML 77K
Options Outstanding and Exercisable (Details)
73: R56 Share-Based Compensation Plans - Assumptions Used HTML 48K
to Estimate Fair Value of Share Awards (Details)
74: R57 Share-Based Compensation Plans - Summary of HTML 68K
Restricted Stock Activity (Details)
75: R58 Share-Based Compensation Plans - Performance Share HTML 47K
Units (Details)
76: R59 Acquisitions and Dispositions - Additional HTML 135K
Information (Details)
77: R60 Acquisitions and Dispositions - Schedule of HTML 72K
Preliminary Allocation of Assets and Liabilities
(Details)
78: R61 Income Taxes - Schedule of Provision for Income HTML 64K
Taxes (Details)
79: R62 Income Taxes - Additional Information (Details) HTML 71K
80: R63 Income Taxes - Income Tax Reconciliation (Details) HTML 75K
81: R64 Income Taxes - Income Tax Reconciliation HTML 65K
(Parenthetical) (Details)
82: R65 Income Taxes - Deferred Income Taxes Temporary HTML 67K
Differences (Details)
83: R66 Income Taxes - Summary of Net Operating Loss HTML 56K
Carryforwards (Details)
84: R67 Income Taxes - Summary of Unrecognized Tax Benefit HTML 52K
Activity (Details)
85: R68 Net Earnings Per Share - Calculations of Net HTML 74K
Earnings Per Share - Basic and Diluted (Details)
86: R69 Net Earnings Per Share - Additional Information HTML 41K
(Details)
87: R70 Goodwill - Changes in Carrying Value of Goodwill HTML 71K
by Reportable Segment (Details)
88: R71 Goodwill - Changes in Carrying Value of Goodwill HTML 85K
by Reportable Segment (Parenthetical) (Details)
89: R72 Goodwill - Schedule of Goodwill Balances by HTML 61K
Reporting Unit (Details)
90: R73 Debt - Schedule of Short-Term Borrowings (Details) HTML 40K
91: R74 Debt - Additional Information (Details) HTML 101K
92: R75 Debt - Summary of Long-Term Debt (Details) HTML 47K
93: R76 Debt - Summary of Long-Term Debt (Parenthetical) HTML 42K
(Details)
94: R77 Retirement and Deferred Compensation Plans - HTML 110K
Additional Information (Details)
95: R78 Retirement and Deferred Compensation Plans - HTML 129K
Reconciliation of Changes in Benefit Obligations
and the Statement of Funded Status of Plan
(Details)
96: R79 Retirement and Deferred Compensation Plans - HTML 49K
Schedule of Amounts Recognized in Accumulated
Other Comprehensive Loss, Net of Tax (Details)
97: R80 Retirement and Deferred Compensation Plans - HTML 44K
Schedule of Plans with Accumulated Benefit
Obligations in Excess of Fair Value of Plan Assets
(Details)
98: R81 Retirement and Deferred Compensation Plans - HTML 42K
Schedule of Plans with Projected Benefit
Obligation in Excess of Fair Value of Plan Assets
(Details)
99: R82 Retirement and Deferred Compensation Plans - HTML 88K
Schedule of Components of Net Periodic Benefit
Cost and Other Amounts Recognized in Other
Comprehensive Loss (Income) (Details)
100: R83 Retirement and Deferred Compensation Plans - HTML 64K
Schedule of Weighted-Average Assumptions Used in
Measurement of Benefit Obligation and Net Periodic
Benefit Cost (Details)
101: R84 Retirement and Deferred Compensation Plans - HTML 178K
Schedule of Fair Value of Pension Plan Assets by
Asset Category (Details)
102: R85 Retirement and Deferred Compensation Plans - HTML 52K
Schedule of Changes in Fair Value of Pension
Assets Measured Using Level 3 Inputs (Details)
103: R86 Retirement and Deferred Compensation Plans - HTML 56K
Schedule of Projected Benefit Payment Estimates
(Details)
104: R87 Accumulated Other Comprehensive Loss - Components HTML 62K
of Accumulated Other Comprehensive Loss, Net of
Tax (Details)
105: R88 Accumulated Other Comprehensive Loss - Components HTML 46K
of Accumulated Other Comprehensive Loss, Net of
Tax (Parenthetical) (Details)
106: R89 Interest and Other Expenses (Income), Net - HTML 48K
Schedule of Interest and Other Expenses (Income),
Net (Details)
107: R90 Interest and Other Expenses (Income), Net - HTML 41K
Schedule of Interest and Other Expenses (Income),
Net (Parenthetical) (Details)
108: R91 Derivative Financial Instruments - Additional HTML 58K
Information (Details)
109: R92 Derivative Financial Instruments - Effect of Net HTML 45K
Investment Hedges on OCI (Details)
110: R93 Derivative Financial Instruments - Impact of HTML 47K
Changes in Fair Values of Derivatives Designated
as Cash Flow Hedges on OCI, AOCL and Earnings
(Details)
111: R94 Derivative Financial Instruments - Effect of HTML 42K
Forward Contracts not Designated as Hedging
Instrument (Details)
112: R95 Derivative Financial Instruments - Fair Value of HTML 59K
Derivative and Non-Derivative Assets and
Liabilities on the Consolidated Balance Sheets
(Details)
113: R96 Leases - Components of Lease Expense and Other HTML 51K
Information (Details)
114: R97 Leases - Supplemental Balance Sheet Information HTML 46K
(Details)
115: R98 Leases - Weighted Average Remaining Lease Term and HTML 43K
Discount Rate (Details)
116: R99 Leases - Maturities of Operating Lease Liabilities HTML 56K
(Details)
117: R100 Segment Data - Schedule of Segment Data (Details) HTML 204K
118: R101 Segment Data - Segment Information by Geographical HTML 63K
Region (Details)
119: R102 Segment Data - Schedule of Segment Data HTML 54K
(Parenthetical) (Details)
120: R103 Contingencies - Additional Information (Details) HTML 43K
121: R104 Quarterly Data (Unaudited) (Details) HTML 73K
122: R105 Quarterly Data (Unaudited) (Parenthetical) HTML 127K
(Details)
123: R106 Schedule II VALUATION AND QUALIFYING ACCOUNTS HTML 49K
(Details)
125: XML IDEA XML File -- Filing Summary XML 241K
17: XML XBRL Instance -- man-10k_20201231_htm XML 11.39M
124: EXCEL IDEA Workbook of Financial Reports XLSX 190K
13: EX-101.CAL XBRL Calculations -- man-20201231_cal XML 315K
14: EX-101.DEF XBRL Definitions -- man-20201231_def XML 1.38M
15: EX-101.LAB XBRL Labels -- man-20201231_lab XML 2.31M
16: EX-101.PRE XBRL Presentations -- man-20201231_pre XML 2.01M
12: EX-101.SCH XBRL Schema -- man-20201231 XSD 307K
126: JSON XBRL Instance as JSON Data -- MetaLinks 653± 1.06M
127: ZIP XBRL Zipped Folder -- 0001564590-21-006974-xbrl Zip 512K
Exhibit 4.3
ManpowerGroup Inc.
Description of Securities Registered Pursuant to
Section 12 of the Securities Exchange Act of 1934
As of December 31, 2020, ManpowerGroup Inc. (“ManpowerGroup,” “we,” “our,” “us”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: common stock, $.01 par value, authorized 125,000,000 shares, issued 117,555,991 shares (the “Common Stock”). The following is a summary of the material terms and rights of our Common Stock and the provisions of our Amended and Restated Articles of Incorporation (the “Articles”) and our Amended and Restated By-laws (the “By-laws”), each of which is incorporated by reference as an exhibit to our Annual Report on Form 10-K for the year ended December 31, 2020, of which this exhibit is a part. The summary is not complete and you should refer to the applicable provisions of our Articles and By-laws.
Our Articles authorize us to issue up to 25,000,000 shares of preferred stock, $.01 par value. As of December 31, 2020, we have not issued any shares of preferred stock.
Dividend Rights
The holders of our Common Stock shall be entitled to receive such dividends as may be declared thereon from time to time by the Board of Directors, in its discretion, out of any funds of ManpowerGroup at the time legally available for payment of dividends on Common Stock.
If we were to issue preferred stock, any dividends in connection with such preferred stock shall be paid or declared and set apart for payment for each dividend period before any dividend (other than a dividend payable solely in Common Stock) for the same period shall be paid upon or set apart for payment on the Common Stock, and, if dividends on the preferred stock shall be cumulative or partially cumulative, all unpaid dividends thereon for any past dividend period shall be fully paid or declared and set apart for payment, but without interest, before any dividend (other than a dividend payable solely in Common Stock) shall be paid upon or set apart for payment in the Common Stock.
Voting Rights
Except as otherwise provided by law and except as may be determined by the Board of Directors with respect to shares of preferred stock as provided in our Articles, only the holders of shares of Common Stock shall be entitled to vote for the election of directors of ManpowerGroup and for all other corporate purposes. Except as otherwise provided by law, upon any such vote, each holder of Common Stock shall be entitled to one vote for each share of Common Stock held of record by such shareholder. Our Articles do not provide for cumulative voting. Further, our Board of Directors does not have a classified structure.
Pursuant to our By-laws if a quorum exists, generally, action on a matter by a voting group is approved if the votes cast within the voting group favoring the action exceed the votes
cast opposing the action, unless our Articles, By-laws, or the Wisconsin business corporation law require a greater number of affirmative votes. For the election of directors, in a non-contested election, directors shall be elected by a majority of the votes cast by holders of shares of our Common Stock entitled to vote in the election at a shareholders meeting at which a quorum is present. In a contested election, directors shall be elected by a plurality of the votes cast by holders of shares of our Common Stock entitled to vote in the election at a shareholders meeting at which a quorum is present.
Liquidation Rights
In the event of a voluntary or involuntary dissolution, liquidation or winding up of ManpowerGroup, after there have been paid to or set aside for any holders of shares of preferred stock the full preferential amounts to which they are entitled as provided in our Articles, the holders of outstanding shares of Common Stock shall be entitled to share ratably, according to the number of shares held by each, in the remaining assets of ManpowerGroup available for distribution.
Listing
Our Common Stock is listed for trading on the New York Stock Exchange under the symbol “MAN.”
Miscellaneous
There are no conversion rights or redemption or sinking fund provisions for our Common Stock. The holders of our Common Stock also do not have preemptive rights to purchase or subscribe for any stock or other securities.
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/19/21 | |||
| For Period end: | 12/31/20 | 4, 5 | ||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/16/24 ManpowerGroup Inc. 10-K 12/31/23 123:25M Donnelley … Solutions/FA 2/17/23 ManpowerGroup Inc. 10-K 12/31/22 127:35M Donnelley … Solutions/FA 2/18/22 ManpowerGroup Inc. 10-K 12/31/21 125:32M Donnelley … Solutions/FA |