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): October 27, 2004
The Interpublic Group of Companies, Inc.
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Delaware 1-6686 13-1024020
--------------------------------------------------------------------------------
(State or Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
1114 Avenue of the Americas, New York, New York 10036
--------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: 212-704-1200
--------------------------------------------------------------------------------
(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:
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement
Attached as exhibits are forms of stock option, restricted stock and restricted
stock unit agreements used under The Interpublic Group of Companies, Inc. 2004
Performance Incentive Plan and The Interpublic Non-Management Directors' Stock
Incentive Plan, as well as the forms of participation agreements used under the
Interpublic Senior Executive Retirement Income Plan and the Interpublic Capital
Accumulation Plan.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
10.1 -- The Interpublic Group Of Companies, Inc. 2004 Performance
Incentive Plan - Form of 2004 Plan Option Certificate
10.2 -- The Interpublic Group Of Companies, Inc. 2004 Performance
Incentive Plan - Form of Instrument of Restricted Stock
10.3 -- The Interpublic Group Of Companies, Inc. 2004 Performance
Incentive Plan - Form of Instrument of Restricted Stock Units
10.4 -- The Interpublic Non-Management Directors' Stock Incentive Plan
- Form of Plan Option Certificate
10.5 -- The Interpublic Non-Management Directors' Stock Incentive Plan
- Form of Instrument of Restricted Shares
10.6 -- The Interpublic Non-Management Directors' Stock Incentive Plan
- Form of Instrument of Restricted Share Units
10.7 -- The Interpublic Senior Executive Retirement Income Plan
- Form of Participation Agreement
10.8 -- The Interpublic Capital Accumulation Plan - Form of
Participation Agreement
SIGNATURES
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.
THE INTERPUBLIC GROUP OF COMPANIES, INC.
Date: October 27, 2004 By: /s/ Nicholas J. Camera
--------------------------------------
Nicholas J. Camera
Senior Vice President, General Counsel
and Secretary
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
10.1 The Interpublic Group Of Companies, Inc. 2004 Performance Incentive
Plan - Form of 2004 Plan Option Certificate
10.2 The Interpublic Group Of Companies, Inc. 2004 Performance Incentive
Plan - Form of Instrument of Restricted Stock
10.3 The Interpublic Group Of Companies, Inc. 2004 Performance Incentive
Plan - Form of Instrument of Restricted Stock Units
10.4 The Interpublic Non-Management Directors' Stock Incentive Plan - Form
of Plan Option Certificate
10.5 The Interpublic Non-Management Directors' Stock Incentive Plan - Form
of Instrument of Restricted Shares
10.6 The Interpublic Non-Management Directors' Stock Incentive Plan - Form
of Instrument of Restricted Share Units
10.7 The Interpublic Senior Executive Retirement Income Plan - Form of
Participation Agreement
10.8 The Interpublic Capital Accumulation Plan - Form of Participation
Agreement