PROCTER & GAMBLE Co — Director's Dealing 2014

Mar 4, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROCTER & GAMBLE Co (PG)
CIK: 0000080424
Period of Report: 2014-02-28

Reporting Person: Skoufalos Ioannis (Global Product Supply Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-18	Restricted Stock Units	$	A	17.486	Acquired		Common Stock (17.486)	Direct
2014-02-28	Stock Option (Right to Buy)	$78.66	A	83270	Acquired	2024-02-28	Common Stock (83270)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11501.676	Direct
Common Stock	4385.7727	Indirect

Footnotes

F1: Total includes grant of dividend equivalents on February 18, 2014 in the form of RSU's settled in common stock.

F2: Balance as of 12/31/13.

F3: 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.

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.