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PROCTER & GAMBLE Co Director's Dealing 2014

May 16, 2014

29757_dirs_2014-05-16_f0390f23-1c37-4e86-bf05-5fb23e5ff747.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE Co (PG)
CIK: 0000080424
Period of Report: 2014-05-15

Reporting Person: Giovanni Ciserani (GrpPres-Global Fabric&HomeCare)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-05-15 Common Stock S 3336 $81.014 Disposed 22776.547 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-05-15 Restricted Stock Units $ A 92.204 Acquired Common Stock (92.204) Direct

Footnotes

F1: Total includes grant of dividend equivalents on May 15, 2014 in the form of Restricted Stock Units (RSU's) settled in common stock.

F2: Dividend equivalents in the form of 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.

F3: 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.