What drove the large increase in reported revenue and expenses?

The filing attributes the increase in revenue to $2.6 billion of growth, primarily from the IPG acquisition, which closed on November 26, 2025, plus constant-currency growth and a $174.2 million foreign currency translation benefit. Operating expenses rose $2.4 billion, primarily due to the acquisition. Revenue includes $627.2 million from dispositions and assets held for sale.

How did the company perform on a like-for-like basis?

On a Core Operations basis, which excludes dispositions and held-for-sale businesses and compares against 2025 combined results for Omnicom and IPG, revenue rose 6.7% to $5.6 billion, including 3.9% organic growth. Adjusted EBITA rose $178.5 million, or 27.3%, to $833.5 million, and the margin increased to 14.8% from 12.4%, primarily due to cost reduction synergies.

Why did GAAP EPS decline while Non-GAAP Adjusted EPS increased?

GAAP diluted EPS fell to $1.35 from $1.45. Non-GAAP Adjusted EPS of $1.90 excludes $86.9 million of after-tax amortization, $46.7 million of after-tax integration and transaction costs, $3.1 million of after-tax severance and repositioning costs, and $27.8 million of after-tax loss on dispositions. The company notes that these items reduced diluted EPS by $0.26 in the quarter, and that the adjusted measure is presented to allow comparability with the prior year.

What is the company's capital return plan and balance sheet position?

The company repurchased $2.8 billion of shares in the first quarter and expects $3.5 billion of repurchases during the year under its $5.0 billion authorization, with the remainder to be completed over the next 12 months. Dividends declared were $0.80 per share, compared with $0.70 a year earlier. Net debt was $5,689.4 million, and the company reported a Long-Term Debt to EBITDA ratio of 9.8x on a trailing twelve-month basis, while noting it was in compliance with its credit facility covenant.

What risks does the filing highlight?

The filing cites risks relating to integrating IPG, including retaining key personnel, client and vendor disruptions, and realizing anticipated synergies on the expected timeline. Other risks include adverse economic and geopolitical conditions, currency fluctuations, cybersecurity, the company's use of AI technologies, liquidity and access to capital markets, tax law changes, and potential losses on media purchases and production costs incurred on behalf of clients.

OMC 8-K: Earnings & Results & Regulation FD

01—Abstract

Summary

Summary of the 8-K filed April 28, 2026. Cited figures are marked; the original filing is the authoritative source.

Omnicom Group Inc. filed this Form 8-K on April 28, 2026 to furnish its earnings release (Exhibit 99.1) and investor presentation (Exhibit 99.2) for the three months ended March 31, 2026.

Reported revenue was $6.2 billion^a ($6,242.9 million), up from $3,690.4 million in the prior-year quarter, primarily due to the acquisition of The Interpublic Group of Companies, Inc. (IPG), which closed on November 26, 2025. Diluted earnings per share were $1.35 on a GAAP basis, compared with $1.45 a year earlier, and Non-GAAP Adjusted diluted EPS was $1.90, up from $1.70. Operating income was $646.2 million, and Non-GAAP Adjusted EBITA was $861.4 million with a 13.8% margin.

On a Core Operations basis (net of dispositions and held-for-sale businesses), revenue was $5.6 billion^b, with 3.9% organic growth, and Adjusted EBITA was $833.5 million with a 14.8% margin, compared with 12.4% in the prior-year combined period. Management attributed the margin improvement primarily to cost reduction synergies. Reported results include $59.4 million of integration and transaction costs, $4.1 million of repositioning costs, and a $34.3 million loss on planned dispositions.

Capital allocation was a major theme. The company reported $2.8 billion^c in share repurchases in the quarter ($2,777.6 million), with $3.5 billion expected in share repurchases during the year under a $5.0 billion authorization.

Net debt stood at $5,689.4 million^d at March 31, 2026, and the company stated it was in compliance with the leverage ratio covenant in its credit facility. Weighted-average diluted shares rose to 299.2 million from 198.3 million, reflecting shares issued for the IPG acquisition.

02—Key points

Key Highlights

Revenue of $6.2 billion ($6,242.9 million), up from $3,690.4 million, driven mainly by the IPG acquisition that closed November 26, 2025
Core Operations revenue of $5.6 billion with 3.9% organic growth; Core Adjusted EBITA of $833.5 million at a 14.8% margin, up from 12.4%
Non-GAAP Adjusted diluted EPS of $1.90, up from $1.70; GAAP diluted EPS of $1.35, down from $1.45
Operating income of $646.2 million, compared with $452.6 million; Non-GAAP Adjusted EBITA of $861.4 million at a 13.8% margin
Share repurchases of $2,777.6 million in the quarter; management expects $3.5 billion of repurchases this year under a $5.0 billion authorization
Integration and transaction costs of $59.4 million, repositioning costs of $4.1 million, and a $34.3 million loss on planned dispositions in the quarter
Net debt of $5,689.4 million at March 31, 2026, versus $2,738.2 million a year earlier; company reports compliance with its credit facility leverage covenant

03—Questions

Frequently Asked Questions

What drove the large increase in reported revenue and expenses?
The filing attributes the increase in revenue to $2.6 billion of growth, primarily from the IPG acquisition, which closed on November 26, 2025, plus constant-currency growth and a $174.2 million foreign currency translation benefit. Operating expenses rose $2.4 billion, primarily due to the acquisition. Revenue includes $627.2 million from dispositions and assets held for sale.
How did the company perform on a like-for-like basis?
On a Core Operations basis, which excludes dispositions and held-for-sale businesses and compares against 2025 combined results for Omnicom and IPG, revenue rose 6.7% to $5.6 billion, including 3.9% organic growth. Adjusted EBITA rose $178.5 million, or 27.3%, to $833.5 million, and the margin increased to 14.8% from 12.4%, primarily due to cost reduction synergies.
Why did GAAP EPS decline while Non-GAAP Adjusted EPS increased?
GAAP diluted EPS fell to $1.35 from $1.45. Non-GAAP Adjusted EPS of $1.90 excludes $86.9 million of after-tax amortization, $46.7 million of after-tax integration and transaction costs, $3.1 million of after-tax severance and repositioning costs, and $27.8 million of after-tax loss on dispositions. The company notes that these items reduced diluted EPS by $0.26 in the quarter, and that the adjusted measure is presented to allow comparability with the prior year.
What is the company's capital return plan and balance sheet position?
The company repurchased $2.8 billion of shares in the first quarter and expects $3.5 billion of repurchases during the year under its $5.0 billion authorization, with the remainder to be completed over the next 12 months. Dividends declared were $0.80 per share, compared with $0.70 a year earlier. Net debt was $5,689.4 million, and the company reported a Long-Term Debt to EBITDA ratio of 9.8x on a trailing twelve-month basis, while noting it was in compliance with its credit facility covenant.
What risks does the filing highlight?
The filing cites risks relating to integrating IPG, including retaining key personnel, client and vendor disruptions, and realizing anticipated synergies on the expected timeline. Other risks include adverse economic and geopolitical conditions, currency fluctuations, cybersecurity, the company's use of AI technologies, liquidity and access to capital markets, tax law changes, and potential losses on media purchases and production costs incurred on behalf of clients.

04—Continue

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