PROCTER & GAMBLE Co — Director's Dealing 2014

Aug 19, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE Co (PG)
CIK: 0000080424
Period of Report: 2014-08-15

Reporting Person: Kiriyama Hatsunori (President - Asia)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-08-15	Convertible RSU-DIV (Retire Restrict Bd 7 ERI/IRP/OBRA-UD)	$	A	5.899	Acquired		Restricted Stock Units (5.899)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	41519.1418	Direct

Footnotes

F1: Dividend equivalents in the form of Retirement Restricted Stock Units (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.

F2: These units 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.