PROCTER & GAMBLE Co — Director's Dealing 2013

Aug 19, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE Co (PG)
CIK: 0000080424
Period of Report: 2013-08-15

Reporting Person: Geissler Werner (Vice Chairman - GO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-08-15	Common Stock	F	56	$80.615	Disposed	222976.327	Direct
2013-08-15	Common Stock	M	14	$80.615	Acquired	222990.327	Direct
2013-08-15	Common Stock	F	14	$80.615	Disposed	222976.327	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-08-15	Restricted Stock Units	$	A	205.148	Acquired		Common Stock (205.148)	Direct
2013-08-15	Restricted Stock Units	$	M	14	Disposed		Common Stock (14)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1983	Indirect
Common Stock	4587.983	Indirect

Footnotes

F1: Automatic conversion of Restricted Stock Units (RSU's) to withhold for taxes due on dividend equivalents granted on August 15, 2013 in the form of RSUs settled in common stock.

F2: Total includes grant of dividend equivalents on August 15, 2013 in the form of RSU's settled in common stock.

F3: Dividend equivalents in the form of RSU's for Retirement RSU's previously awarded pursuant to Issuer's retirement program. All such RSU's represent a contingent right to receive Procter & Gamble common stock or cash settlement.

F4: These units will deliver in shares or cash settlement on retirement from the Company, unless delivery is deferred or such shares are contributed to reporting person's deferred compensation account.