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PROXY STATEMENT 2021 ANNUAL MEETING OF SHAREHOLDERS May 4, 2021 at 10:00 a.m. Eastern Daylight Time Omnicom Group Inc. 280 Park Avenue New York, NY 10017 Shareholders may also attend online at www.virtualshareholdermeeting.com/OMC2021 A Letter from Omnicom’s Lead Independent Director To My Fellow Shareholders: The challenges of the COVID-19 pandemic in 2020 were unprecedented for our society, shareholders, clients, and the Omnicom family. Throughout the year, our Board and management team stayed closely coordinated to receive updates and make prudent and timely decisions based on the impact of the pandemic. We have focused on three key areas to support our stakeholders and the Company: First and foremost, we prioritized the safety and well-being of our people through implementation of a global work from home policy, a carefully planned process for the safe re-opening of offices at limited capacity and expansion of health benefits We also committed to continuing to effectively serve our clients and communities through effective business continuity planning while transitioning to working remotely, and our efforts to service clients and support our communities while working from home have been extremely successful Omnicom has also taken steps to preserve the strength of our business for the long term, such as the completion of several financings to support liquidity and strengthen the balance sheet, and the implementation of cost-reduction initiatives, including temporarily suspending share repurchases, while preserving the dividend on our common stock During the course of the year, the Board also remained focused on core tenets of our governance policies, particularly as they relate to our environmental, social, and governance (“ESG”) and compensation practices. Shareholder Engagement Remains a Priority. This past year, we reached out to shareholders holding 70% of our outstanding shares and spoke to every shareholder who accepted our invitation for engagement. We value the feedback received during these engagements, which is shared with and discussed by the full Board on a regular basis. This feedback is also factored into our Board’s discussions around our board, governance and compensation practices, and is reflected in the responsive changes that we have made over the years. Diverse, Skilled Board Focused on Thoughtful Refreshment. The balanced and diverse mix of directors serving on Omnicom’s Board is a result of our ongoing refreshment efforts. Six of our nine directors are female, and four are African American. All four of our Board committees are chaired by diverse directors, including three women and one African American. We also intend to appoint two new independent directors by our 2022 Annual Meeting, which will bring new perspectives and experiences to our Board. Through the formal analysis of our directors’ skill sets, we have identified a particular focus for recruiting new directors with technology and legal and regulatory expertise, which will complement the current mix of director skills and align with Omnicom’s key strategic priorities and critical areas of oversight. Renewed Commitment to Diversity and Inclusion. Fostering a culture of diversity, equity and inclusion (“DE&I”) at every level of our organization has been a longstanding priority at Omnicom. A diverse workforce supports the success of our business and creates a robust mix of viewpoints and ideas that enhance our ability to deliver superior services to clients and drive long-term value. Following the death of George Floyd last spring, and other tragic acts of racial inequity that renewed our nationwide debate regarding racism and bias in the U.S., it became clear that we needed to do more to truly embrace DE&I within our company culture to reflect the businesses, communities and consumers we serve. Last summer we announced OPEN 2.0, a plan comprised of eight Action Items that builds on the progress that we have made thus far to achieve our ultimate goal: systemic equity throughout Omnicom. Moving forward, every agency will have specified actions, with deadlines, to ensure the advancement of DE&I initiatives, and executives will be held accountable for executing the actions. Executive Compensation Program Enhancements. In response to shareholder feedback, our Compensation Committee revised our executive compensation structure to more closely align with our peers and the broader market, including independently evaluating the cash incentive bonus and equity compensation going forward. For fiscal 2020 compensation, the Committee also made decisions to account for the impact of the pandemic including adjusting the annual plan for 2020 to only include measures relative to key competitors, allowing for better assessment of performance amidst a challenging market backdrop and the difficulty of setting absolute internal goals in an uncertain environment. Additionally, qualitative measures for 2020 will be expanded to take into account actions in response to COVID-19 and progress made against DE&I initiatives. Focus on Corporate Responsibility and Environmental Stewardship. This year, we continued to make progress on our goals of reducing the environmental impact of our activities, enhancing employee ethics training and advancing a code of conduct for our supply chain. The Board and management also continue to evaluate ways that we can enhance our ESG disclosure. I encourage you to review our Corporate Responsibility Report for additional information about our ESG initiatives and progress against key goals. As I have shared with you before, it is a privilege to serve as Omnicom’s Lead Independent Director. On behalf of the entire Board, I look forward to continuing to work with our management team to create sustainable, long-term value for our shareholders. Leonard S. Coleman, Jr. Lead Independent Director 2 2021 Proxy Statement NOTICE OF 2021 ANNUAL MEETING OF SHAREHOLDERS Subject: 1. Elect the directors named in the Proxy Statement accompanying this notice to the Company’s Board of Directors to serve until the Company’s 2022 Annual Meeting of Shareholders or until the election and qualification of their respective successors. Meeting Date: 2. Vote on an advisory resolution to approve executive compensation. Tuesday, May 4, 2021 3. Ratify the appointment of KPMG LLP as our independent auditors for the fiscal year ending December 31, 2021. 4. Approve the Omnicom Group Inc. 2021 Incentive Award Plan. 5. Vote on the shareholder proposal described in the accompanying Proxy Statement, if properly presented at the 2021 Annual Meeting of Shareholders. Time: The Board unanimously recommends that you vote: 10:00 a.m. Eastern Daylight Time FOR each of the director nominees; FOR the advisory resolution to approve executive compensation; FOR the ratification of the appointment of KPMG LLP as our independent auditors; FOR the approval of the Omnicom Group Inc. 2021 Incentive Award Plan; and AGAINST the shareholder proposal described in the accompanying Proxy Statement. Place: Omnicom Group Inc. Shareholders will also transact any other business that is properly presented at the meeting. 280 Park Avenue At this time, we know of no other matters that will be presented. New York, NY 10017 In accordance with the rules promulgated by the U.S. Securities and Exchange Commission, we sent a Notice of Internet Availability of Proxy Materials on or about March 25, 2021, and Shareholders may also provided access to our proxy materials on the Internet, beginning on March 25, 2021, to the attend online at holders of record and beneficial owners of our common stock as of the close of business on www.virtualshareholder the record date. meeting.com/OMC2021 Please sign and return your proxy card or vote by telephone or Internet (instructions are on your proxy card), so that your shares will be represented at the 2021 Annual Meeting of Shareholders, whether or not you plan to attend. For your safety and convenience, Omnicom’s 2021 Annual Meeting will be a “hybrid” meeting, meaning that you may either attend the meeting in person or online through a live audio webcast with a question and answer component. If you attend Record Date: in person, you will be asked to present valid photo identification, such as a driver’s license or March 15, 2021 passport, before being admitted. Cameras, recording devices and other electronic devices will not be permitted. You may attend the 2021 Annual Meeting online by visiting www.virtualshareholdermeeting.com/OMC2021 and entering the 16-digit control number included on your Notice of Internet Availability of Proxy Materials or proxy card. Shareholders of record that hold shares directly in their own name through our transfer agent, Equiniti Trust Company, or through an Omnicom employee plan, must pre-register to attend the 2021 Annual Meeting online at www.proxypush.com/OMC prior to the deadline of Tuesday, April 27, 2021 at 5:00 p.m. Eastern Daylight Time. Additional information about the meeting is included below in this Proxy Statement in the section entitled “Information About Voting and the Meeting.” Michael J. O’Brien Secretary New York, New York March 25, 2021 www.omnicomgroup.com 3 PROXY SUMMARY This summary highlights selected information about the items to be voted on at the 2021 Annual Meeting of Shareholders. This summary does not contain all of the information that you should consider in deciding how to vote. You should read the entire Proxy Statement carefully before voting. Meeting Agenda and Voting Recommendations ITEM 1: Election of Directors The Board recommends a vote FOR each of the director nominees. We have conducted a comprehensive evaluation of director skill sets to ensure that each director's unique qualifications and attributes collectively support the oversight of See page 13 Omnicom's management. for further Diversity is a core value at every level of our organization. A majority of our director information nominees are female and four are African American. The Audit, Compensation and Finance Committees are all Chaired by female directors, and the Chair of the Governance Committee is African American.

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